Edgar Filing: VENTAS 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 ^*

LEWIS RAYMOND J

2. Issuer Name and Ticker or Trading Symbol
VENTAS INC [VTR]

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
EVP & Chief Investment Officer

(Last)

(First)

(Middle)

111 SOUTH WACKER DRIVE, SUITE 4800

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2008

(Street)

CHICAGO, IL 60606

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	08/08/2008		M		36,439	A	$ 23	131,044	D
Common Stock	08/08/2008		S⁽¹⁾		200	D	$ 45.32	130,844	D
Common Stock	08/08/2008		S⁽¹⁾		400	D	$ 45.33	130,444	D
Common Stock	08/08/2008		S⁽¹⁾		400	D	$ 45.36	130,044	D
Common Stock	08/08/2008		S⁽¹⁾		600	D	$ 45.375	129,444	D
Common Stock	08/08/2008		S⁽¹⁾		900	D	$ 45.4	128,544	D
Common Stock	08/08/2008		S⁽¹⁾		200	D	$ 45.41	128,344	D
Common Stock	08/08/2008		S⁽¹⁾		800	D	$ 45.42	127,544	D
Common Stock	08/08/2008		S⁽¹⁾		1,200	D	$ 45.44	126,344	D
Common Stock	08/08/2008		S⁽¹⁾		900	D	$ 45.45	125,444	D
Common Stock	08/08/2008		S⁽¹⁾		400	D	$ 45.46	125,044	D
Common Stock	08/08/2008		S⁽¹⁾		1,100	D	$ 45.47	123,944	D
Common Stock	08/08/2008		S⁽¹⁾		100	D	$ 45.48	123,844	D
Common Stock	08/08/2008		S⁽¹⁾		600	D	$ 45.49	123,244	D
Common Stock	08/08/2008		S⁽¹⁾		100	D	$ 45.5	123,144	D
Common Stock	08/08/2008		S⁽¹⁾		700	D	$ 45.51	122,444	D
Common Stock	08/08/2008		S⁽¹⁾		1,500	D	$ 45.52	120,944	D
Common Stock	08/08/2008		S⁽¹⁾		2,300	D	$ 45.53	118,644	D
Common Stock	08/08/2008		S⁽¹⁾		1,300	D	$ 45.54	117,344	D
Common Stock	08/08/2008		S⁽¹⁾		1,200	D	$ 45.55	116,144	D
Common Stock	08/08/2008		S⁽¹⁾		100	D	$ 45.56	116,044	D
Common Stock	08/08/2008		S⁽¹⁾		1,200	D	$ 45.57	114,844	D
Common Stock	08/08/2008		S⁽¹⁾		600	D	$ 45.58	114,244	D
Common Stock	08/08/2008		S⁽¹⁾		300	D	$ 45.5825	113,944	D
Common Stock	08/08/2008		S⁽¹⁾		500	D	$ 45.59	113,444	D
Common Stock	08/08/2008		S⁽¹⁾		800	D	$ 45.6	112,644	D
Common Stock	08/08/2008		S⁽¹⁾		700	D	$ 45.6025	111,944	D
Common Stock	08/08/2008		S⁽¹⁾		200	D	$ 45.61	111,744	D
Common Stock	08/08/2008		S⁽¹⁾		100	D	$ 45.615	111,644	D
Common Stock ⁽²⁾	08/08/2008		S⁽¹⁾		100	D	$ 45.62	111,544	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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (Right to Buy)

$ 23

08/08/2008

36,439

01/13/2004⁽³⁾

01/13/2014

Common Stock

36,439

$ 0

198,657 ⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LEWIS RAYMOND J 111 SOUTH WACKER DRIVE, SUITE 4800 CHICAGO, IL 60606			EVP & Chief Investment Officer

Signatures

Raymond J. Lewis, By: T. Richard Riney, Attorney-In-Fact		08/11/2008
^**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)	On August 8, 2008, the Reporting Person transmitted to the Securities and Exchange Commission a Form 144 covering the sale of the Issuer's common stock reported on Table I.
(2)	Please see the Reporting Person's subsequent Form 4 filings dated the date hereof which contain additional transactions which are part of one aggregate direction.
(3)	These options were part of a previously reported grant of 36,439 on January 13, 2004 by the Issuer to the Reporting Person that vested in three equal installments on January 13, 2004, January 13, 2005 and January 13, 2006.
(4)	Represents total number of unexercised stock options held by the Reporting Person as of August 8, 2008.

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