Edgar Filing: Pickens David T

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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3235-0104

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Pickens David T

2. Date of Event Requiring Statement (Month/Day/Year)
11/29/2004

3. Issuer Name and Ticker or Trading Symbol
DARDEN RESTAURANTS INC [DRI]

(Last)

(First)

(Middle)

5900 LAKE ELLENOR DRIVE,Â P.O. BOX 593330

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President, Olive Garden

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

ORLANDO,Â FLÂ 32859-3330

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	34,523	D	Â
Common Stock	593	I	Savings Plan ⁽¹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	11/29/1998	05/29/2008	Common Stock	2,909	$ 10.4	D	Â
Stock Option (Right to Buy)	06/23/2000⁽²⁾	06/23/2008	Common Stock	19,500	$ 10.44	D	Â
Stock Option (Right to Buy)	11/28/1999	05/28/2009	Common Stock	2,570	$ 14.08	D	Â
Stock Option (Right to Buy)	06/22/2001⁽²⁾	06/22/2009	Common Stock	7,500	$ 14.63	D	Â
Stock Option (Right to Buy)	06/22/2001⁽²⁾	06/22/2009	Common Stock	8,250	$ 14.63	D	Â
Stock Option (Right to Buy)	06/22/2001⁽²⁾	06/22/2009	Common Stock	21,750	$ 14.63	D	Â
Stock Option (Right to Buy)	09/27/2001⁽²⁾	09/27/2009	Common Stock	6,135	$ 12.75	D	Â
Stock Option (Right to Buy)	06/21/2002⁽²⁾	06/21/2010	Common Stock	45,600	$ 10.5	D	Â
Stock Option (Right to Buy)	06/20/2003⁽²⁾	06/20/2011	Common Stock	48,000	$ 17.09	D	Â
Stock Option (Right to Buy)	06/19/2004⁽²⁾	06/19/2012	Common Stock	35,000	$ 27.27	D	Â
Stock Option (Right to Buy)	06/19/2005⁽²⁾	06/19/2013	Common Stock	31,500	$ 19.32	D	Â
Stock Option (Right to Buy)	06/15/2006⁽²⁾	06/15/2014	Common Stock	31,500	$ 21.16	D	Â
Phantom Stock Units	Â ⁽³⁾	Â ⁽⁴⁾	Common Stock	1,099 ⁽¹⁾	$ ⁽⁵⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Pickens David T 5900 LAKE ELLENOR DRIVE P.O. BOX 593330 ORLANDO,Â FLÂ 32859-3330	Â	Â	Â President, Olive Garden	Â

Signatures

Douglas E. Wentz, Attorney-in-fact for PICKENS, DAVID T., 5900 Lake Ellenor Drive, P.O. Box 593330, Orlando, FL 32859-3330, Darden Restaurants, Inc. (DRI)		12/01/2004
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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).
(1)	The number of shares reported is based on a plan statement dated November 16, 2004 and is derived from an undivided interest in a fund consisting of both Darden common stock and a small cash position that fluctuates from time to time. The number of shares reported may change based on the size of the cash position at the time of reporting.
(2)	The option vests in three equal annual installments beginning the date indicated.
(3)	Immediate.
(4)	Acquired pursuant to Darden's FlexComp deferred compensation plan. Shares of phantom stock are payable in cash following termination of employment with Darden Restaruants, Inc.
(5)	The actual conversion rate is 1-for-1.

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