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^*

RABIN EDWARD W

(Last)

(First)

(Middle)

EDWARD W. RABIN

C/O WMS INDUSTRIES INC.

(Street)

800 S. NORTHPOINT BLVD.

60085

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WMS INDUSTRIES INC /DE/ [ WMS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2009

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)
Common Stock	04/23/2009		M		9,000	A	$16.47	26,970⁽¹⁾	D
Common Stock	04/23/2009		S		4,000	D	$31.05⁽²⁾	22,970⁽¹⁾	D
Common Stock	04/23/2009		S		5,000	D	$31.851⁽²⁾	17,970⁽¹⁾	D
Common Stock	04/24/2009		M		9,335	A	$16.47	27,305⁽¹⁾	D
Common Stock	04/24/2009		S		9,335	D	$32.19⁽²⁾	17,970⁽¹⁾	D
Common Stock								32,168	I	By Edward Rabin Trust
Common Stock								3,750⁽³⁾	I	By Wife

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)
Stock Option	$16.47	04/23/2009		M			9,000	12/15/2005	12/15/2015	Common Stock	9,000	$0	28,500	D
Stock Option	$16.47	04/24/2009		M			9,335	12/15/2005	12/15/2015	Common Stock	9,335	$0.00	19,165	D

Explanation of Responses:

1. Includes or consists of 17,970 shares of restricted stock, restrictions will lapse as to (a) 3,668 shares on 9/18/09; (b) 3,833 shares on 9/18/09 and 9/18/2010 and (c) 6,636 shares when the reporting person ceases to be a director provided such reporting person gives 6 months notice of any resignation, except as otherwise agreed by the Board of Directors.

2. The details of these trades were as follows: (a) For the 4,000 shares sold on 4/23/2009, 500 at $30.64; 500 at $30.70; 1,000 at $30.92; 500 at $31.07; 500 at $31.15; 500 at $31.50 and 500 at $31.534; (b) For the 5,000 shares sold on 4/23/2009, 500 at $31.65; 500 at $31.70; 1,000 at $31.73; 500 at $31.80; 500 at $31.86; 1,000 at $31.95; 500 at $31.954 and 500 at $32.19 and (c) For the 9,335 shares sold on 4/24/2009, 1,500 at $31.95; 500 at $31.96; 200 at $32.00; 1,000 at $32.021; 1,000 at $32.024; 635 at $32.2315; 1,000 at $32.294; 1,000 at $32.301; 1,000 at 32.392; 500 at $32.43; and 1,000 at $32.464.

3. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner for purposes of Section 16 or any other purpose.

Remarks:

	/s/ Edward W. Rabin	04/27/2009
	** 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 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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