FORM 5 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Form 3 Holdings Reported Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * OBERTON WILLARD D 2. Issuer Name and Ticker or Trading Symbol FASTENAL CO [FAST] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO (Last) (First) (Middle) 2001 THEURER BOULEVARD 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 12/31/2012 (Street) WINONA, MN 55987 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Reporting (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 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 at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Amount (A) or (D) Price Common Stock 12/31/2001   G5 80 (1) D $ 0 117,440 (1) D   Common Stock 04/30/2009(2)   G 6,399 (2) D $ 0 224,839 (2) D   Common Stock 01/25/2012   G 1,800 D $ 0 503,249 D   Common Stock 04/20/2012   G 1,000 D $ 0 502,249 D   Common Stock 12/26/2012   G 112,500 D $ 0 389,749 D   Common Stock 12/26/2012   G 7,500 D $ 0 129,412 (3) I Owned by Spouse Common Stock             653 (4) I Held by 401(K) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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SEC 2270 (9-02)

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 Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
OBERTON WILLARD D 2001 THEURER BOULEVARD WINONA, MN 55987	  X	Â	  CEO	Â

Signatures

/s/ John Milek, Attorney-in-Fact		02/01/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The amounts reflect securities held as of 12/31/2001. The 80 shares gifted in 2001 have been incorrectly included in subsequent reports filed by the reporting person since the date of the gift and such reported shares were split in 2002, 2005 and 2011, resulting in 640 shares over-reported by the reporting person as of the end of fiscal year 2012.
(2)	Amendment to a Form 5 filed for the reporting person on 2/04/2010. The amounts reflect security amounts as of 12/31/2009. The Form 5 filed on 2/04/2010 reporting the transaction on 4/30/2009 inaccurately stated the gift amount as 6400 shares, as opposed to 6399 shares.
(3)	Reporting person disclaims beneficial ownership of these shares.
(4)	Shares attributed to reporting person's account within issuer's 401(K) Plan as of 12/31/2012.

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