SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Nelson Mark Joseph (Last) (First) (Middle) FARMER BROS. CO. 13601 NORTH FREEWAY, SUITE 200 (Street) FORT WORTH TX 76177 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol FARMER BROTHERS CO [ FARM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Former Treasurer, CFO
	3. Date of Earliest Transaction (Month/Day/Year) 11/25/2015
	4. If Amendment, Date of Original Filed (Month/Day/Year) 11/30/2015	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. 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 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, $1.00 par value	11/25/2015		M(1)		3,506(2)	A	$21.33	10,490(3)	D
Common Stock, $1.00 par value	11/25/2015		S		3,506(2)	D	$29.6026(4)	6,984	D

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 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: 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
Stock option (right to buy)	$21.33	11/25/2015		M			3,506(2)	(1)	12/12/2020	Common Stock	3,506(2)	$0.00	46,507(5)	D
Stock option (right to buy)	$21.33	11/27/2015		M			1,441	(1)	12/12/2020	Common Stock	1,441	$0.00	45,066(6)	D

Explanation of Responses:

1. Exercise of non-qualified stock option granted on December 12, 2013 under the Farmer Bros. Co. Amended and Restated 2007 Long-Term Incentive Plan. The options vest pursuant to a three year vesting schedule based on the Company's achievement of performance targets whereby one-third of the total number of shares issuable under the option, or 6,265 shares, were exercisable on December 12, 2014 and two-thirds of the total number of shares issuable under the option, or 12,532 shares, have not vested and are not exercisable as of the transaction date of this report.

2. Due to a clerical error, the reporting person is filing this amendment to the Form 4 originally filed on November 30, 2015 (this "Amendment") to correct the number of option shares with an exercise price of $21.33 exercised and sold by the reporting person on 11/25/2015 from 3,806 to 3,506.

3. Due to a clerical error, the reporting person is filing this Amendment to correct the amount of non-derivative securities beneficially owned following the reported transaction from 10,790 to 10,490.

4. Open market sale of shares from 11/25/2015 stock option exercise, with a portion of the proceeds delivered to the issuer for payment of the exercise price of the option. This transaction was executed in multiple trades at prices ranging from $29.60 to $29.62; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.

5. Due to a clerical error, the reporting person is filing this Amendment to correct the amount of derivative securities beneficially owned following the reported transaction from 46,207 to 46,507.

6. Due to a clerical error, the reporting person is filing this Amendment to correct the amount of derivative securities beneficially owned following the reported transaction from 44,766 to 45,066.

Remarks:

	/s/ Thomas J. Mattei, Jr., Attorney-In-Fact for Mark J. Nelson	12/02/2015
	** 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).
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