Edgar Filing: People's United Financial, Inc.

Ownership Submission

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

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Dreyer Brian F

2. Issuer Name and Ticker or Trading Symbol
People's United Financial, Inc. [PBCT]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Sr. Executive Vice President

(Last)

(First)

(Middle)

C/O PEOPLE'S UNITED BANK, 850 MAIN STREET

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2008

(Street)

BRIDGEPORT, CT 06604

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(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 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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								396,199 ⁽¹⁾	D
Common Stock	02/19/2008		M		3,072	A	$ 9.4466	48,017	I	By Spouse
Common Stock	02/19/2008		M		1,772	A	$ 12.0223	49,789	I	By Spouse
Common Stock	02/19/2008		M		2,079	A	$ 14.9119	51,868	I	By Spouse
Common Stock	02/19/2008		S		1,000	D	$ 16.84	50,868	I	By Spouse
Common Stock	02/19/2008		S		5,823	D	$ 16.85	45,045	I	By Spouse
Common Stock	02/19/2008		S		100	D	$ 16.86	44,945	I	By Spouse
Common Stock	02/19/2008		S		1,968	D	$ 16.96	42,977 ⁽²⁾	I	By Spouse

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Option to Buy

$ 9.4466

02/19/2008

3,072

⁽³⁾

02/19/2014

Common Stock

3,074

$ 0

By Spouse

Employee Option to Buy

$ 12.0223

02/19/2008

1,772

⁽³⁾

02/17/2015

Common Stock

1,772

$ 0

1,772

By Spouse

Employee Option to Buy

$ 14.9119

02/19/2008

2,079

⁽⁴⁾

02/16/2016

Common Stock

2,079

$ 0

2,079

By Spouse

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Dreyer Brian F C/O PEOPLE'S UNITED BANK 850 MAIN STREET BRIDGEPORT, CT 06604			Sr. Executive Vice President

Signatures

/s/ Brian F. Dreyer		02/20/2008
^**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)	Includes 527 shares owned indirectly through the People's United Bank 401(k) Plan. Also includes 2,667 investment units accrued under the People's United Bank excess benefits plan. Also includes 574 shares owned indirectly through the People's United Financial, Inc. Employee Stock Ownership Plan. Information is based on 12/31/07 Plan statements.
(2)	Includes 14,224 shares owned indirectly through the People's United Bank 401(k) Plan. Also includes 12,142 investment units accrued under the People's United Bank excess benefits plan. Also includes 574 shares owned indirectly through the People's United Financial, Inc. Employee Stock Ownership Plan. Information is based on 12/31/07 Plan statements.
(3)	Not subject to previously reported periodic vesting due to discretionary acceleration in December 2005.
(4)	Exercisable in annual increments on 2/1/08 (50%); 2/1/09 (25%); and 2/1/10 (25%).

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