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^*

YEUTTER CLAYTON K

(Last)

(First)

(Middle)

10955 MARTINGALE COURT

(Street)

POTOMAC

20854

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN COMMERCIAL LINES INC. [ ACLI ]

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)
12/21/2010

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	12/21/2010		D		7,128⁽¹⁾	D	$33⁽³⁾	0	D
Common Stock	12/21/2010		D		2,500⁽²⁾	D	$33⁽³⁾	0	I	By wife
Common Stock	12/21/2010		D		675	D	$33⁽³⁾	0	I	By children

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 (Right to Buy)	$22.01	12/21/2010		D			6,285	08/15/2010	02/15/2020	Common Stock	6,285	⁽⁴⁾	0	D
Stock Option (Right to Buy)	$9.96	12/21/2010		D			14,358	09/09/2009	03/09/2019	Common Stock	14,358	⁽⁴⁾	0	D
Stock Option (Right to Buy)	$8.325	12/21/2010		D			24,000	07/18/2005	01/18/2015	Common Stock	24,000	⁽⁴⁾	0	D

Explanation of Responses:

1. Reflects an adjustment to the number of shares reported as directly held by the reporting person based on a reconciliation with the reporting person's records. Prior reports overstated the reporting person's direct holdings by 800 shares. In addition, an adjustment of 2,200 has been made to reflect that these shares are owned indirectly by the reporting person's spouse.

2. Reflects an adjustment to the number of shares reported to indicate that an additional 2,200 shares are held by the reporting person's spouse.

3. Disposed of pursuant to the terms of the Agreement and Plan of Merger by and among the issuer, Finn Holding Corporation and Finn Merger Corporation, dated as of October 18, 2010 (the "Merger Agreement") in exchange for $33.00 per share (the "Merger Consideration") upon the closing of the merger.

4. This option was cancelled pursuant to the terms of the Merger Agreement in exchange for cash equal to the difference between the Merger Consideration and the option exercise price multiplied by the number of shares of the issuer's common stock subject to the option.

	/s/ Clayton K. Yeutter	12/23/2010
	** 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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