FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LUNDQUIST NICHOLAS J
2. Issuer Name and Ticker or Trading Symbol

FASTENAL CO [ FAST ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Executive Vice-President
(Last)          (First)          (Middle)

2001 THEURER BOULEVARD
3. Date of Earliest Transaction (MM/DD/YYYY)

5/24/2011
(Street)

WINONA, MN 55987
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

5/25/2011 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   5/24/2011     P    3000   (1) A $32.55   15000   (1) (2) I   Owned by Spouse  
Common Stock   5/24/2011     P    400   (1) A $32.55   10000   (1) (2) I   Held in children custodian account  
Common Stock                  5889   (1) (3) I   401(K) Plan  
Common Stock                  116000   (1) (4) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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

Explanation of Responses:
( 1)  The report filed on May 25, 2011 combined two separate indirect purchase transactions and identified the reporting person's direct holdings on the same line in error. This amended filing separates the indirect purchase transactions and the current direct or indirect holdings of the reporting person. The amounts and footnotes of this report will replace the May 25, 2011 filing.
( 2)  The reporting person disclaims beneficial ownership of these shares.
( 3)  The amount reflects shares attributed to the account of the reporting person in the issuers 401(K) plan based on the plan statement of June 30, 2011.
( 4)  The amount reflects shares of common stock held directly by the reporting person on the date of this report. For informational purposes only, the reporting person additionally holds stock options to acquire 300,000 shares of issuers common stock at an adjusted excercise price of $22.50 to reflect a stock split on 5/20/2011, which stock options were previously reported on Table II of a report filed on 4/23/2007.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
LUNDQUIST NICHOLAS J
2001 THEURER BOULEVARD
WINONA, MN 55987


Executive Vice-President

Signatures
/s/ John Milek, Attorney-in-Fact 9/6/2011
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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