SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

BURKE WILLIAM J III

(Last)

(First)

(Middle)

C/O LABRANCHE & CO INC.

120 BROADWAY, 34TH FLOOR

(Street)

NEW YORK

10271

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LABRANCHE & CO INC [ LAB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO LaBranche Financial Servic

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
"LAB" Common Stock	02/15/2005		J⁽¹⁾		116,633⁽¹⁾	D	⁽¹⁾	534,367	D
"LAB" Common Stock	02/15/2005		J⁽²⁾		3,000⁽²⁾	A	⁽²⁾	537,367	D
"LAB" Common Stock								59,800	I	William J. Burke III 1999 Family Trust

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
DECS issued by DECS Trust IX	⁽²⁾	02/15/2005		J⁽²⁾			3,000	02/15/2005	02/15/2005	"LAB" Common Stock	3,000⁽²⁾	⁽²⁾	0	D

Explanation of Responses:

1. In February 2002, Reporting Person had entered into a prepaid forward contract with DECS Trust IX (the Trust) pursuant to which he deposited 116,633 shares of LAB Common Stock into the Trust for an aggregate of $24.24 per share. Concurrently therewith, the Trust publicly issued DECS securities, each of which entitled the holder to receive LAB Common Stock or cash upon termination of the Trust between February 15 and May 15, 2005, depending on the public trading price of LAB common stock at that time. Because the price of LAB Common Stock was less than $31.580 per share on February 15, 2005, the date the Trust terminated, each holder of a DECS was enititled to receive one share of LAB common stock, or the cash equivalent, for each DECS owned. Reporting Person, therefore, was required to deliver 116,633 shares of LAB Common Stock, or the cash equivalent, on February 15, 2005. Prior to February 15, 2005, Reporting Person continued to beneficially own these shares of LAB Common Stock.

2. As a holder of 3,000 DECS securities, in accordance with the terms of the Trust, the Reporting Person received 3,000 shares of LAB Common Stock in exchange for his DECS Securities upon liquidiation of the Trust on February 15, 2005.

	William J. Burke, III	02/17/2005
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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