FORM 5 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Form 3 Holdings Reported Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL 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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1. Name and Address of Reporting Person * HILLENBRAND W AUGUST 2. Issuer Name and Ticker or Trading Symbol Hillenbrand, Inc. [HI] 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) B - 300 WINDING WAY SUITE 200 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 09/30/2010 (Street) BATESVILLE, IN 47006 4. If Amendment, Date Original Filed(Month/Day/Year) 10/22/2010 6. Individual or Joint/Group Reporting (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 at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Amount (A) or (D) Price Common Stock 11/18/2009   G 3,180 D $ (1) 109,365 D   Common Stock 11/19/2009   G 1,250 D $ (1) 108,115 D   Common Stock 01/07/2010   G 2,600 D $ (1) 105,515 D   Common Stock 01/08/2010   G 85 D $ (1) 105,430 D   Common Stock 01/21/2010   G 219 D $ (1) 92,047 (2) D   Common Stock             14,405 (3) I By Spouse Common Stock             34,529 (3) I By Spouse's GRAT Common Stock             71,773 I By Family LLC GRAT (4) Common Stock             643,187 I By Trusts (4) Common Stock             0 I By Trusts for Grandchildren (6) Common Stock             0 (2) I By W August Hillenbrand 2003 Option GRAT Common Stock             300,199 (5) I Various GRATS (W August Hillenbrand/Oxford GRATS)

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

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SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HILLENBRAND W AUGUST B - 300 WINDING WAY SUITE 200 BATESVILLE, IN 47006	  X	Â	Â	Â

Signatures

Carol A. Roell As Attorney-In-Fact for W August Hillenbrand		11/16/2010
**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)	Price - Not Applicable.
(2)	This amount reflects distributions of shares of common stock to and from the beneficiaries of GRATS by the Reporting Person. Each such distribution qualifies as only a change in the form of Reporting Person's beneficial ownership, and, as such, has not been previously reported.
(3)	This amount reflects the distribution of shares of common stock as annuity payment from GRATS to Reporting Person's Spouse. Such distribution qualifies as only a change in the form of the Reporting Person's beneficial ownership, and, as such, has not been previously reported.
(4)	Reporting person disclaims beneficial ownership of these securities.
(5)	This amount reflects the distribution of shares of common stock to and from these GRATS. Each such distribution qualifies as only a change in the form of the Reporting Person's beneficial ownership, and, as such, has not been previously reported.
(6)	The reporting person no longer beneficially owns securities held by these trusts as he is no longer trustee.

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