SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Swoish Scott

(Last)

(First)

(Middle)

380 ST. PETER STREET

(Street)

ST. PAUL

55102

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/23/2009

3. Issuer Name and Ticker or Trading Symbol
Lawson Software, Inc. [ LWSN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Vice President

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
common stock	49,455⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
option - right to buy	02/01/2008	01/31/2014	common stock	35,000⁽²⁾	$7.51	D
restricted stock units	⁽³⁾	⁽³⁾	common stock	12,500	$0	D
option - right to buy	07/30/2009	07/30/2015	common stock	20,000⁽⁴⁾	$8.01	D
restricted stock units	⁽⁵⁾	⁽⁵⁾	common stock	8,000	$0	D
option - right to buy	11/01/2009	11/13/2015⁽⁶⁾	common stock	5,000	$4.37	D
restricted stock units	⁽⁷⁾	⁽⁷⁾	common stock	3,000	$0	D
restricted stock units	⁽⁸⁾	⁽⁸⁾	common stock	3,000	$0	D

Explanation of Responses:

1. Includes 5,000 shares purchased in exempt transactions under Rule 16b-3 under Lawson Software, Inc. Employee Stock Purchase Plan and 44,455 shares purchased directly and held in a investment account.

2. Exempt grant under Rule 16b-3 on February 1, 2007 of option pursuant to 1996 Stock Incentive Plan. Option vests 25% on February 1, 2008 and 6.25% each quarter commencing May 1, 2008 (subject to acceleration upon certain events).

3. Exempt grant under Rule 16b-3 pursuant to 1996 Stock Incentive Plan. Each restricted stock unit ("RSU") represents the right to receive, following vesting, one shre of Lawson Software common stock. Unless earlier forfeited under the terms of RSU, the award vests 100% and converts into common stock on February 1, 2010, subject to acceleration upon certain events.

4. Exempt grant under Rule 16b-3 on July 30, 2008 of option pursuant to 2001 Stock Incentive Plan. The nonqualified stock option vest 25% on July 30, 2009 and 6.25% each quarter commencing August 1, 2009 (subject to acceleration upon certain events).

5. Exempt grant under Rule 16b-3 pursuant to 1996 Stock Incentive Plan. Each restricted stock unit ("RSU") represents the right to receive, following vesting, one shre of Lawson Software common stock. Unless earlier forfeited under the terms of RSU, the award vests 100% and converts into common stock on July 30, 2011, subject to acceleration upon certain events.

6. Exempt grant under Rule 16b-3 of option pursuant to 2001 Stock Incentive Plan. The exercise price per share is the closing price per share on NASDAQ on the date of grant (November 13, 2008). The nonqualified stock options have a 7 year term (subject to earlier termination upon certain events) and vests 25% on November 1, 2009 and 6.25% each quarter commencing January 1, 2010 (subject to acceleration upon certain events).

7. Exempt grant under Rule 16b-3 pursuant to 2001 Stock Incentive Plan. The restricted stock units vest 50% if the Company achieves its budgeted operating margin percentage target for fiscal 2009 and the remaining 50% vest if the Company achieves its budgeted operating margin percentage target for fiscal 2010, subject to acceleration upon completion of a change in control of the company (generally 50% or more change in ownership of the company).

8. Exempt grant under Rule 16b-3 pursuant to 2001 Stock Incentive Plan. The restricted stock units vest 50% if the Company achieves its budgeted operating margin percentage target for fiscal 2009 and the remaining 50% vest if the Company achieves its budgeted operating margin percentage target for fiscal 2010, subject to acceleration upon completion of a change in control of the company (generally 50% or more change in ownership of the company).

	/s/ W. Scott Swoish	06/25/2009
	** 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 5 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.