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 *
Waite Carol Farmer
  2. Issuer Name and Ticker or Trading Symbol
FARMER BROTHERS CO [FARM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Trustee, Beneficiary, Settlor
(Last)
(First)
(Middle)
20333 S. NORMANDIE AVE
3. Date of Earliest Transaction (Month/Day/Year)
01/20/2012
(Street)

TORRANCE, CA 90502
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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)
Code V Amount (A) or (D) Price
Farmer Bros. Co. Common Stock 01/20/2012   J(1)   204,399 D $ 7.86 6,399,822 I See Footnote 1 (1)
Farmer Bros. Co. Common Stock 01/20/2012   J(2)   119,430 D $ 7.86 6,399,822 I See Footnote 2 (2)
Farmer Bros. Co. Common Stock 01/20/2012   J(3)   323,829 A $ 7.86 6,399,822 I See Footnote 3 (3)

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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Waite Carol Farmer
20333 S. NORMANDIE AVE
TORRANCE, CA 90502
    X   Trustee, Beneficiary, Settlor
Grossman Jeanne Farmer
20333 SOUTH NORMANDIE AVENUE
TORRANCE, CA 90502
  X   X   Trustee, Beneficiary, Settlor
Farmer Richard F
20333 S NORMANDIE AVE
TORRANCE, CA 90502
    X   Trustee, Beneficiary, Settlor

Signatures

 /s/ Carol Farmer Waite   01/23/2012
**Signature of Reporting Person Date

 /s/ Carol Farmer Waite, Attorney-In-Fact for Jeanne Farmer Grossman   01/23/2012
**Signature of Reporting Person Date

 /s/ Carol Farmer Waite, Attorney-In-Fact for Richard F. Farmer   01/23/2012
**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) On January 20, 2012, a Farmer family trust for which Carol Farmer Waite and Jeanne Farmer Grossman are the co-trustees distributed 204,399 shares of Farmer Brothers Co. common stock held by it to a separate family trust for which Ms. Waite and Richard F. Farmer serve as trustees. No shares were purchased or sold.
(2) On January 20, 2012, a Farmer family trust for which Ms. Waite and Ms. Grossman are the trustees distributed 119,430 shares of Farmer Brothers Co. common stock held by it to a separate family trust for which Ms. Waite and Mr. Farmer serve as trustees. No shares were purchased or sold.
(3) In connection with the distributions described in Notes 1 and 2 above, 323,829 shares of Farmer Brothers Co. common stock held by two Farmer family trusts were distributed to a separate family trust for which Ms. Waite and Mr. Farmer are the co-trustees. The shares held by such trust are beneficially owned by each of Ms. Waite, Ms. Grossman and Mr. Farmer to the extent of their proportionate interests in such trust. At the option of the Reporting Persons, the entire amount of the trust's interest in the shares is being reported. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein. No shares were purchased or sold.

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