formsc13g.htm
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.  )*

DILLARD'S, INC.
Name of Issuer


Class A Common
Title of Class of Securities


254067101
CUSIP Number

 
December 31, 2008
Date of Event Which Requires Filing of this Statement


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
x
Rule 13d-1(b)

 
¨
Rule 13d-1(c)

 
¨
Rule 13d-1(d)


*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
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CUSIP No. 254067101

1)
NAME OF I.R.S. IDENTIFICATION NO. OF REPORTING PERSON
       
 
Dillard’s, Inc. Retirement Plan Trust 71-0512766
       
2)
MEMBER OF A GROUP:
(a) N/A
  
   
(b) N/A
  
       
3)
SEC USE ONLY:
       
4)
PLACE OF ORGANIZATION: New York


       
 
5)
Sole Voting Power:
 
 
0
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
6)
Shared Voting Power:
14,429,203
EACH
REPORTING
PERSON
WITH
7)
Sole Dispositive Power:
0
 
8)
Shared Dispositive Power:
 
 
 
14,429,203
 

9)
 AGGREGATE AMOUNT BENEFICIALLY OWNED:
14,429,203
     
     
10)
 AGGREGATE AMOUNT IN ROW (9) EXCLUDES SHARES:
Not Applicable
     
     
11)
 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
20.78%
     
     
12)
TYPE OF REPORTING PERSON:
EP
 
 
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ITEM 1(a). NAME OF ISSUER:

DILLARD'S, INC.


ITEM 1(b). ADDRESS OF ISSUER'S EXECUTIVE OFFICES:

DILLARD'S, INC.
1600 Cantrell Road
Little Rock, AR 72201


ITEM 2(a). NAME OF PERSON FILING:

Dillard’s, Inc. Retirement Plan Trust
 

ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE:

DILLARD'S, INC.
1600 Cantrell Road
Little Rock, AR 72201


ITEM 2(c). CITIZENSHIP:

Arkansas


ITEM 2(d). TITLE OF CLASS OF SECURITIES:

Class A Common Stock


ITEM 2(e). CUSIP NUMBER:

254067101


ITEM 3.

The Person filing this statement is a Trust for an Employee Benefit Plan which is subject to the provision of the Employee Retirement Income Security Act of 1974 in accordance with Section 240.13d-1(b)(ii)(F).

 
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ITEM 4. OWNERSHIP:


(a)
Number of Shares Beneficially Owned:
     14,429,203  
           
(b)
Percent of Class:
     20.78 %
           
(c)
Powers:
  
No. of Shares
  
         
 
Sole power to vote or to direct the vote
     0  
           
 
Shared power to vote or to direct the vote
     14,429,203  
           
 
Sole power to dispose or to direct disposition
     0  
           
 
Shared power to dispose or to direct disposition
     14,429,203  


ITEM 5. OWNERSHIP OF 5% OR LESS OF A CLASS:

Not Applicable


ITEM 6. OWNERSHIP OF MORE THAN 5% ON BEHALF OF ANOTHER PERSON:

The reporting person is a trust for the Issuer’s Employees’ Retirement Plan


ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE ULTIMATE PARENT HOLDING COMPANY:

Not Applicable


ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:

Not Applicable


ITEM 9. NOTICE OF DISSOLUTION OF GROUP:

Not Applicable

 
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ITEM 10. CERTIFICATION:

By signing below, the Dillard’s, Inc. Retirement Plan Trust certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, The Dillard’s, Inc. Retirement Plan Trust certifies that the information set forth in this statement is true, complete and correct.

THE DILLARD’S, INC. RETIREMENT PLAN TRUST


 
By:
 /s/ Philip R. Watts  
   
Phillip R. Watts
  
   
Administrator
  


Date:  04/08/2009
As of: 12/31/2008
 
 
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