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 * CHESTNUT E RANDALL   2. Issuer Name and Ticker or Trading Symbol CROWN CRAFTS INC [CRWS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) P.O. BOX 1028 3. Date of Earliest Transaction (Month/Day/Year) 07/29/2010 (Street) GONZALES, LA 70707-1028 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) Code V Amount (A) or (D) Price Common Stock (1) 07/29/2010   D   75,000 D $ 0 639,884 D   Common Stock (1) 07/29/2010   A   75,000 A $ 0 714,884 D   Common Stock (2) 07/29/2010   D   75,000 D $ 0 639,884 D   Common Stock (2) 07/29/2010   A   75,000 A $ 0 714,884 D   Common Stock (3) 07/29/2010   D   75,000 D $ 0 639,884 D   Common Stock (3) 07/29/2010   A   75,000 A $ 0 714,884 D

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
CHESTNUT E RANDALL P.O. BOX 1028 GONZALES, LA 70707-1028	X		President and CEO

Signatures

Olivia Elliott on behalf of E. Randall Chestnut		08/02/2010
**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)	The two reported transactions reflect the amendment of an outstanding restricted stock award, resulting in the deemed cancellation of the restricted stock award originally granted June 23, 2010 and the grant of a replacement award for the same number of shares. The original restricted stock grant, made pursuant to the Issuer's 2006 Omnibus Incentive Plan, was amended by the replacement award to condition vesting on not only the trading price of the Issuer's common stock closing at or above $5.00 per share for ten (10) days during any thirty (30) consecutive trading day period prior to July 29, 2015 but also the grantee's remaining employed with the Issuer through July 29, 2015 (with certain exceptions). Unless previously vested, the restricted stock grant shall terminate on July 29, 2015.
(2)	The two reported transactions reflect the amendment of an outstanding restricted stock award, resulting in the deemed cancellation of the restricted stock award originally granted June 23, 2010 and the grant of a replacement award for the same number of shares. The original restricted stock grant, made pursuant to the Issuer's 2006 Omnibus Incentive Plan, was amended by the replacement award to condition vesting on not only the trading price of the Issuer's common stock closing at or above $6.00 per share for ten (10) days during any thirty (30) consecutive trading day period prior to July 29, 2015 but also the grantee's remaining employed with the Issuer through July 29, 2015 (with certain exceptions). Unless previously vested, the restricted stock grant shall terminate on July 29, 2015.
(3)	The two reported transactions reflect the amendment of an outstanding restricted stock award, resulting in the deemed cancellation of the restricted stock award originally granted June 23, 2010 and the grant of a replacement award for the same number of shares. The original restricted stock grant, made pursuant to the Issuer's 2006 Omnibus Incentive Plan, was amended by the replacement award to condition vesting on not only the trading price of the Issuer's common stock closing at or above $7.00 per share for ten (10) days during any thirty (30) consecutive trading day period prior to July 29, 2015 but also the grantee's remaining employed with the Issuer through July 29, 2015 (with certain exceptions). Unless previously vested, the restricted stock grant shall terminate on July 29, 2015.

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