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*
RAINEY WILLIAM J
(Last) (First) (Middle)
C/O LONGS DRUG STORES CORPORATION
141 NORTH CIVIC DRIVE
(Street)
WALNUT CREEK CA 94596
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LONGS DRUG STORES CORP [ LDG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, GENERAL COUNSEL & SEC.
3. Date of Earliest Transaction (Month/Day/Year)
05/23/2007
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)
Code V Amount (A) or (D) Price
Common Stock 05/23/2007 M 4,400 A $15.11 4,400 D
Common Stock 05/23/2007 S 200(1) D $57.5 0 D
Common Stock 05/24/2007 M 17,385 A $15.11 17,385 D
Common Stock 05/24/2007 S 200(2) D $56.5 0 D
Common Stock 05/25/2007 M 18,215 A $15.11 18,215 D
Common Stock 05/25/2007 S 100(3) D $56.22 0 D
Common Stock 6,163(4) D
Common Stock 10,927(5) D
Common Stock 19,807(6) D
Common Stock 512(7) 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $15.11 05/23/2007 M 4,400 (8) 05/20/2013 Common Stock 4,400 $0 35,600 D
Employee Stock Option (right to buy) $15.11 05/24/2007 M 17,385 (8) 05/20/2013 Common Stock 17,385 $0 18,215 D
Employee Stock Option (right to buy) $15.11 05/25/2007 M 18,215 (8) 05/20/2013 Common Stock 17,385 $0 0 D
Explanation of Responses:
1. On May 23, 2007, Mr. Rainey sold an additional 4,200 shares in multiple increments at different sale prices ranging from 57.51 to $58.04 per share. A list that includes the details of these sales is attached as Attachment 1.
2. On May 24, 2007, Mr. Rainey sold an additional 17,185 shares in multiple increments at different sale prices ranging from $56.51 to $57.81 per share. A list that includes the details of these sales is attached as Attachment 1.
3. On May 25, 2007, Mr. Rainey sold an additional 18,115 shares in multiple increments at different sale prices ranging from 56.23 to 56.86 per share. A list that includes details of these sales is attached as Attachment 1.
4. 34% of the original number of shares granted vested immediately upon grant, an additional 33% of these shares vested on 4/13/06, and the remaining 33% of these shares vested on 4/13/07.
5. 25% of the original number of shares granted vested immediately upon grant; an additional 25% of these shares is scheduled to vest on 1/31/08; and the remaining 50% of these shares is scheduled to vest on 1/29/09.
6. 25% of the original number of shares granted vested immediately upon grant, an additional 25% of these shares vested on 1/26/07, and the remaining 50% of these shares is scheduled to vest on 1/26/08.
7. These shares are held pursuant to the Longs Drug Stores California, Inc. Employee Savings and Profit Sharing Plan. The number of shares is based on a report prepared by the Plan as of 5/01/07.
8. The option vested in four equal annual installments commencing 3/24/04.
Remarks:
William J. Rainey 05/25/2007
** 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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