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 *

DE LA TOUR DAUVERGNE LAURAGUAIS BERNARD P 		2. Issuer Name and Ticker or Trading Symbol

Bunge LTD [ BG ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

C/O BUNGE LTD., 50 MAIN STREET, 6TH FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/28/2010
(Street)

WHITE PLAINS,, NY 10606
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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   (1) 5/28/2010     F    31   D $47.19   326113   D    
Common Stock   5/26/2011     F    26   (2) D $72.12   326087   D    
Common Stock   (3) 5/27/2011   (4)   A    1670   A $0   327757   D    
Common Stock                  3   I   By Spouse  

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)  Includes shares of BG common stock withheld to satisfy certain tax withholding liabilities in respect of the settlement of a deferred restricted stock unit award granted under the 2007 Non-Employee Directors Equity Incentive Plan that were not previously reported due to administrative oversight.
( 2)  Withholding of BG common stock for the purposes of tax liability incident to the vesting of restricted stock units.
( 3)  Represents a grant to the reporting person of Restricted Stock Units ("RSUs") on May 27, 2011 (the "date of grant"). Each RSU represents a contingent right to receive one share of BG common stock upon the settlement date.
( 4)  Each RSU fully vests on the third anniversary of the date of grant and settles as soon as practicable thereafter.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
DE LA TOUR DAUVERGNE LAURAGUAIS BERNARD P
C/O BUNGE LTD., 50 MAIN STREET
6TH FLOOR
WHITE PLAINS,, NY 10606 		X



Signatures
/s/ Thomas F. Albert, Attorney-in-Fact 5/31/2011
** 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.
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