Edgar Filing: TANGER FACTORY OUTLET CENTERS 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 ^*

Stanley K. Tanger Marital Trust

2. Issuer Name and Ticker or Trading Symbol
TANGER FACTORY OUTLET CENTERS INC [SKT]

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

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

P. O. BOX 2958

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2011

(Street)

BURLINGTON, NC 27216

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	06/01/2011		J⁽¹⁾		556,124	D	$ 0	0	I	by partnership ⁽¹⁾

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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

Limited Partnership Units

$ 0

06/01/2011

J⁽²⁾

3,033,305

05/27/1993

⁽³⁾

Common Stock

12,133,220

$ 0

by partnership ⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Stanley K. Tanger Marital Trust P. O. BOX 2958 BURLINGTON, NC 27216		X

Signatures

John H. Vernon, Trustee		06/03/2011
^**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)	Includes 556,124 common shares of Tanger Factory Outlet Centers, Inc. owned by the Tanger Family Limited Partnership. On June 1, 2011, the Tanger Family Limited Partnership, of which the Stanley K. Tanger Marital Trust was the general partner and thus deemed to be the beneficial owner of such partnership's holdings, was dissolved in connection with the settling of the estate of Stanley K. Tanger, founder of Tanger Factory Outlet Centers, Inc. The common shares were distributed pro rata to the individual beneficial owners of the Tanger Family Limited Partnership and thus the Stanley K. Tanger Marital Trust is no longer deemed to be the beneficial owner of such shares.
(2)	Includes 3,033,305 limited partnership units of Tanger Properties Limited Partnership owned by Tanger Family Limited Partnership which are exchangeable into 12,133,220 common shares of Tanger Factory Outlet Centers, Inc. On June 1, 2011, the Tanger Family Limited Partnership, of which the Stanley K. Tanger Marital Trust was the general partner and thus deemed to be the beneficial owner of such partnership's holdings, was dissolved in connection with the settling of the estate of Stanley K. Tanger, founder of Tanger Factory Outlet Centers, Inc. The limited partnership units of Tanger Properties Limited Partnership were distributed pro rata to the individual beneficial owners of the Tanger Family Limited Partnership, and thus the Stanley K. Tanger Marital Trust is no longer deemed to be the beneficial owner of such shares.
(3)	The limited partnership units have no expiration date.

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