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 *

WATT LINDA M 		2. Issuer Name and Ticker or Trading Symbol

LONGS DRUG STORES CORP [ LDG ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

C/O LONGS DRUG STORES CORPORATION, 141 NORTH CIVIC DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/20/2008
(Street)

WALNUT CREEK, CA 94596
(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   10/20/2008     A    13200   (1) A $0   13200   D  
 
Common Stock   10/20/2008     A    4000   (2) A $0   4000   D  
 
Common Stock   10/20/2008     A    2168   (2) A $0   2168   D  
 
Common Stock   10/20/2008     D    13200   (3) D $71.50   0   D  
 
Common Stock   10/20/2008     D    4000   (3) D $71.50   0   D  
 
Common Stock   10/20/2008     D    2168   (3) D $71.50   0   D  
 
Common Stock   10/20/2008     D    13500   (4) D $71.50   0   D  
 
Common Stock   10/20/2008     D    6000   (4) D $71.50   0   D  
 
Common Stock   10/20/2008     D    5719   (4) D $71.50   0   D  
 
Common Stock   10/20/2008     U    924   (5) (6) D $71.50   0   D  
 
Common Stock   10/20/2008     U    27342   (6) D $71.50   0   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
Employee Stock Option   $22.00   10/20/2008     D        10000   (7)   6/20/2002   6/20/2011   Common Stock   10000   $71.50   0   D  
 
Employee Stock Option   $24.40   10/20/2008     D        2500   (7)   11/24/2004   11/24/2013   Common Stock   2500   $71.50   0   D  
 
Employee Stock Option   $27.40   10/20/2008     D        25000   (7)   11/15/2005   11/15/2014   Common Stock   25000   $71.50   0   D  
 

Explanation of Responses:
( 1)  In accordance with the terms of the Agreement and Plan of Merger, dated as of August 12, 2008, among Longs Drug Stores Corporation, CVS Caremark Corporation and Blue Mergersub Corp. (the "Merger Agreement"), each outstanding right to earn a restricted share under Longs' 2008/2009 performance-based restricted stock grant program ('Performance Share") was deemed to be earned at maximum.
( 2)  In accordance with the terms of the Merger Agreement, each outstanding right to earn a restricted share under Longs' 2009/2010 performance-based restricted stock grant program ('Performance Share") was deemed to be earned at target, with that portion of such performance award not dependent solely on Longs' performance in 2009 being prorated by a fraction, the numerator of which was the number of days elapsed between February 1, 2008 and October 20, 2008 and the denominator of which is the number of days in the full 2009/2010 performance cycle.
( 3)  In accordance with the terms of the Merger Agreement, on October 20, 2008, each Performance Share was converted into the right to receive $71.50 per share in cash.
( 4)  In accordance with the terms of the Merger Agreement, each outstanding unvested restricted share vested on October 20, 2008 and was converted into the right to receive $71.50 per share in cash.
( 5)  These shares were held pursuant to Longs Drug Stores California, Inc. 401(k) Plan. The number of shares is based on a report prepared by the Plan as of 10/16/08.
( 6)  Pursuant to the tender offer commenced under the Merger Agreement, the shares listed were exchanged for the right to receive $71.50 per share in cash.
( 7)  Pursuant to the Merger Agreement, this option, which provided for vesting in four (4) equal annual installments beginning one year from the grant date, was converted into the right to receive a cash payment equal to the number of shares of Longs common stock underlying the option multiplied by the difference between the per share exercise price and the per share merger consideration of $71.50.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
WATT LINDA M
C/O LONGS DRUG STORES CORPORATION
141 NORTH CIVIC DRIVE
WALNUT CREEK, CA 94596

SVP - HUMAN RESOURCES

Signatures
/s/ Linda M. Watt 10/22/2008
** 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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