Sec Form 4 Filing - Milstein Ronald S. @ LORILLARD, INC. - 2012-02-14

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Milstein Ronald S. 2. Issuer Name and Ticker or Trading Symbol LORILLARD, INC. [ LO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Senior VP, GC and Secretary (Last) (First) (Middle) 714 GREEN VALLEY ROAD 3. Date of Earliest Transaction (MM/DD/YY) 02/14/2012 (Street) GREENSBORO, NC27408 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/14/2012 M 2,844 A $ 64.86 27,032 D Common Stock 02/14/2012 M 2,844 A $ 75.2 29,876 D Common Stock 02/14/2012 M 2,844 A $ 77.79 32,720 D Common Stock 02/14/2012 M 2,844 A $ 80.78 35,564 D Common Stock 02/14/2012 M 3,250 A $ 73.75 38,814 D Common Stock 02/14/2012 M 3,250 A $ 68.72 42,064 D Common Stock 02/14/2012 M 3,250 A $ 71.15 45,314 D Common Stock 02/14/2012 M 3,186 A $ 60.06 48,500 D Common Stock 02/14/2012 M 6,371 A $ 67.77 54,871 D Common Stock 02/14/2012 M 6,371 A $ 74.3 61,242 D Common Stock 02/14/2012 M 6,371 A $ 80.23 67,613 D Common Stock 02/14/2012 M 1,306 A $ 75.74 68,919 D Common Stock 02/14/2012 M 1,305 A $ 71.98 70,224 D Common Stock 02/14/2012 M 1,305 A $ 80.31 71,529 D Common Stock 02/14/2012 D 25,767 ( 1 ) D $ 122.74 45,762 D Common Stock 02/14/2012 S 21,574 ( 2 ) D $ 122.0292 ( 3 ) 24,188 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Appreciation Rights $ 68.72 02/14/2012 M 3,250 01/08/2012 01/08/2018 Common Stock 3,250 $ 0 0 D Stock Appreciation Rights $ 71.15 02/14/2012 M 3,250 01/08/2012 01/08/2018 Common Stock 3,250 $ 0 0 D Stock Appreciation Rights $ 60.06 02/14/2012 M 3,186 ( 4 ) 03/12/2019 Common Stock 3,186 $ 0 6,372 D Stock Appreciation Rights $ 67.77 02/14/2012 M 6,371 ( 4 ) 03/12/2019 Common Stock 6,371 $ 0 6,371 D Stock Appreciation Rights $ 64.86 02/14/2012 M 2,844 01/09/2011 01/09/2017 Common Stock 2,844 $ 0 0 D Stock Appreciation Rights $ 75.2 02/14/2012 M 2,844 01/09/2011 01/09/2017 Common Stock 2,844 $ 0 0 D Stock Appreciation Rights $ 77.79 02/14/2012 M 2,844 01/09/2011 01/09/2017 Common Stock 2,844 $ 0 0 D Stock Appreciation Rights $ 80.78 02/14/2012 M 2,844 01/09/2011 01/09/2017 Common Stock 2,844 $ 0 0 D Stock Appreciation Rights $ 73.75 02/14/2012 M 3,250 01/08/2012 01/08/2018 Common Stock 3,250 $ 0 0 D Stock Appreciation Rights $ 74.3 02/14/2012 M 6,371 ( 4 ) 03/12/2019 Common Stock 6,371 $ 0 6,372 D Stock Appreciation Rights $ 80.23 02/14/2012 M 6,371 ( 4 ) 03/12/2019 Common Stock 6,371 $ 0 6,371 D Stock Options (right to buy) $ 75.74 02/14/2012 M 1,306 ( 5 ) 02/24/2020 Common Stock 1,306 $ 0 3,919 D Stock Options (right to buy) $ 71.98 02/14/2012 M 1,305 ( 5 ) 02/24/2020 Common Stock 1,305 $ 0 3,917 D Stock Options (right to buy) $ 80.31 02/14/2012 M 1,305 ( 5 ) 02/24/2020 Common Stock 1,305 $ 0 3,917 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Milstein Ronald S. 714 GREEN VALLEY ROAD GREENSBORO, NC27408 Senior VP, GC and Secretary Signatures /s/ Ronald S. Milstein 02/15/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents the shares returned to the issuer as part of the exercise of stock appreciation rights. ( 2 )The reporting person exercised 3,916 stock options and 43,425 stock appreciation rights, resulting in the receipt of 21,574 shares of common stock. ( 3 )Represents the weighted average sale price. The shares were sold at prices ranging from $122.00 to $122.11. The reporting person undertakes to provide upon request to the SEC staff, the issuer or security holders of the issuer information regarding the number of shares and prices at which the transaction was effected. ( 4 )The stock appreciation rights vest in four equal annual installments of 3,186 shares beginning on March 12, 2010. ( 5 )The stock options vest in four equal annual installments of 1,305 shares beginning on February 24, 2011.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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