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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* MCCRACKEN ROBERT E (Last) (First) (Middle) C/O LAKELAND BANCORP, INC. 250 OAK RIDGE ROAD (Street) OAK RIDGE NJ 07438 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol LAKELAND BANCORP INC [ LBAI ]	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) 03/16/2011
	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	03/16/2011		M		2,100	A	$5.485	14,952(1)	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
Director Stock Option Right to Purchase	$5.485	03/16/2011		M			2,100	(2)	05/17/2011	Common	2,100	$5.485	0	D

Explanation of Responses:

1. D: Mr. McCracken holds 14,952 shares directly (including 76 DRP shares and 608 shares acquired as part of a 5% stock dividend paid on February 16, 2011), 3,407 shares held as custodian for his children (including 22 DRP shares and 162 shares acquired as part of a 5% stock dividend paid on February 16, 2011), and 32 shares held jointly with his wife (including one share acquired as part of a 5% stock dividend paid on February 16, 2011. I: 64,687 shares (including 382 DRP shares and 3,062 shares acquired as part of a 5% stock dividend paid on February 16, 2011) held by R.E.M., LLC of which Mr. McCracken is the sole Managing Member; 13,175 shares (including 627 shares acquired as part of a 5% stock dividend paid on February 16, 2011) held by the McCracken Family Trust of which Mr. McCracken is a co-trustee; and 8,947 shares (including 426 shares acquired as part of a 5% stock dividend on February 16, 2011) held by The Shirley McCracken Irrevocable Trust of which Mr. McCracken is a trustee

2. Stock options issued by Newton Financial Corp. on 5/23/01 and vested immediately. Exchanged for Lakeland Bancorp, Inc. stock options pursuant to merger on 7/1/04.

Remarks:

	Harry Cooper POA	03/17/2011
	** 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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