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^*

HERMELIN MARC S

(Last)

(First)

(Middle)

2503 S. HANLEY ROAD

(Street)

ST. LOUIS

63144

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KV PHARMACEUTICAL CO /DE/ [ KVA / KVB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2009

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)
Class A Common Stock	01/21/2009		J⁽²⁾		131,885	D	$0	900,915⁽¹⁾⁽³⁾⁽⁴⁾	I	Deemed indirect benefic. owner as trustee solely because benefic. is a sibling of reporting person.
Class A Common Stock	01/21/2009		J⁽⁵⁾		106,667	D	$0	794,248⁽¹⁾⁽³⁾⁽⁴⁾	I	Deemed indirect benefic. owner as trustee solely because benefic. is a sibling of reporting person.
Class A Common Stock	01/21/2009		J⁽⁶⁾		48,138	D	$0	1,000,312⁽³⁾⁽⁷⁾⁽⁸⁾	I	Deemed indirect benefic. owner as trustee solely because benefic. is a sibling of reporting person.
Class A Common Stock								956,036⁽⁴⁾⁽⁸⁾⁽⁹⁾	I	Deemed indirect benefic. owner because of status as co-trustee and a co-benefic. of a family trust.
Class A Common Stock								491,499⁽⁴⁾⁽⁸⁾⁽¹⁰⁾	I	Deemed indirect benefic. owner because of status as co-trustee and co-benefic. of a family trust.
Class A Common Stock								76,708⁽¹¹⁾	I	Through spouse
Class A Common Stock								165,547⁽¹²⁾	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 (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)

Explanation of Responses:

1. Such shares of Class A Common Stock are held in one trust, of which the reporting person is one of two trustees, under Trust Agreement dated 12/22/1973 fbo Anne S. Kirschner, sister of the reporting person (the Anne S. Kirschner Trust).

2. Distribution to beneficiaries without consideration.

3. Does not include 1,447,535 shares of Class A Common Stock which are held in two trusts, in each of which the reporting person is one of three trustees including (i) Trust under Trust Agreement dated 12/22/73 fbo Marc S. Hermelin, under which the reporting person is primary beneficiary (the Marc Hermelin Trust); and (ii) Trust under Trust Agreement dated 12/23/73 fbo Minnette Hermelin, under which the reporting person is also a beneficiary (the Minnette Hermelin Trust); and (b) 165,547 shares of Class A Common Stock owned directly by the reporting person.

4. Does not include 1,048,450 shares of Class A Common Stock, which are held in one trust under Trust Agreement dated 12/22/73 fbo Arnold Hermelin, under which the reporting person is deemed to have indirect ownership solely because the beneficiary is a sibling of the reporting person.

5. Surrender of shares to the Anne S. Kirschner Trust U/T/A dated December 31, 1991 (the 1991 Trust), upon demand pursuant to terms of Pledge Agreement dated July 30, 1991 for benefit of the 1991 Trust, as successor to Minnette Hermelin.

6. Distribution to beneficiary without consideration.

7. Such shares of Class A Common Stock are held in one trust, of which the reporting person is one of three trustees, under Trust Agreement dated 12/22/1973 fbo Arnold Hermelin, brother of the reporting person.

8. Does not include 879,309 shares of Class A Common Stock, which are held in the Anne S. Kirschner Trust, under which the reporting person is deemed to have indirect ownership solely because the beneficiary is a sibling of the reporting person.

9. Such shares of Class A Common Stock are held in trust under the Marc Hermelin Trust.

10. Such shares of Class A Common Stock are held in trust under the Minnette Hermelin Trust.

11. Such shares of Class A Common Stock are held by Sarah Weltscheff, the wife of the reporting person.

12. Such shares are held directly by the reporting person.

Remarks:

	/s/ Marc S. Hermelin	01/21/2009
	** 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).
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.