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 *
WRIGHT JAMES F
   2. Issuer Name and Ticker or Trading Symbol
TRACTOR SUPPLY CO /DE/ [TSCO] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman / CEO
(Last)
(First)
(Middle)
200 POWELL PLACE		 3. Date of Earliest Transaction (Month/Day/Year)
09/20/2010
(Street)

BRENTWOOD, TN 37027		 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 09/20/2010   M(1)   70,000 A $ 4.4538 315,728 D  
Common stock 09/20/2010   S(1)   70,000 D $ 37.5 245,728 D  
Common Stock               15,644 I Trust
Common stock               8,356 I Stock Purchase Plan

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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
Employee stock option $ 4.4538 (1) (2) 09/20/2010   M(1)     70,000 01/24/2005 01/24/2012 Common stock 70,000 $ 0 70,000 D  
Employee stock option $ 9.82 (3)             01/23/2006 01/23/2013 Common stock 160,000 (3)   160,000 (3) D  
Employee stock option $ 21.325 (4)             01/22/2007 01/22/2014 Common stock 90,000 (4)   90,000 (4) D  
Employee stock option $ 16.34 (5)             10/01/2007 10/01/2014 Common stock 75,000 (5)   75,000 (5) D  
Employee stock option $ 18.1975 (6)             02/02/2007 02/02/2015 Common stock 30,000 (6)   30,000 (6) D  
Employee stock option $ 18.1975 (6)             02/02/2008 02/02/2015 Common stock 30,000 (6)   30,000 (6) D  
Employee stock option $ 18.1975 (6)             02/02/2009 02/02/2015 Common stock 30,000 (6)   30,000 (6) D  
Employee stock option $ 18.1975 (6)             02/02/2010 02/02/2015 Common stock 30,000 (6)   30,000 (6) D  
Employee stock option $ 30.635 (7)             02/09/2007 02/09/2016 Common stock 53,332 (7) (8)   53,332 (7) (8) D  
Employee stock option $ 30.635 (9)             02/09/2008 02/09/2016 Common stock 53,334 (8) (9)   53,334 (8) (9) D  
Employee stock option $ 30.635 (9)             02/09/2009 02/09/2016 Common stock 53,334 (8) (9)   53,334 (8) (9) D  
Employee stock option $ 23.0825 (10)             02/07/2008 02/07/2017 Common stock 39,666 (8) (10)   39,666 (8) (10) D  
Employee stock option $ 23.0825 (10)             02/07/2009 02/07/2017 Common stock 39,666 (8) (10)   39,666 (8) (10) D  
Employee stock option $ 23.0825 (11)             02/07/2010 02/07/2017 Common stock 39,668 (8) (11)   39,668 (8) (11) D  
Employee stock option $ 19.225 (12)             02/06/2009 02/06/2018 Common stock 53,552 (8) (12)   53,552 (8) (12) D  
Employee stock option $ 19.225 (13)             02/06/2010 02/06/2018 Common stock 53,554 (8) (13)   53,554 (8) (13) D  
Employee stock option $ 19.225 (13)             02/06/2011 02/06/2018 Common stock 53,554 (8) (13)   53,554 (8) (13) D  
Restricted stock units (14) $ 19.225 (15)             02/06/2011   (16) Common stock 40,736 (15)   40,736 (15) D  
Employee stock option $ 17.1775 (17)             02/04/2010 02/04/2019 Common stock 82,924 (17)   82,924 (17) D  
Employee stock option $ 17.1775 (17)             02/04/2011 02/04/2019 Common stock 82,924 (17)   82,924 (17) D  
Employee stock option $ 17.1775 (17)             02/04/2012 02/04/2019 Common stock 82,924 (17)   82,924 (17) D  
Restricted stock units (14) $ 17.1775 (18)             02/04/2012   (16) Common stock 109,550 (18)   109,550 (18) D  
Employee stock option $ 26.2075 (19)             02/03/2011 02/03/2020 Common stock 55,940 (19)   55,940 (19) D  
Employee stock option $ 26.2075 (19)             02/03/2012 02/03/2020 Common stock 55,940 (19)   55,940 (19) D  
Employee stock option $ 26.2075 (20)             02/03/2013 02/03/2020 Common stock 55,938 (20)   55,938 (20) D  
Restricted stock units (14) $ 26.2075 (21)             02/03/2013   (16) Common stock 46,864 (21)   46,864 (21) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WRIGHT JAMES F
200 POWELL PLACE
BRENTWOOD, TN 37027		   X     Chairman / CEO  

Signatures

 James F. Wright By: /s/ Kurt D. Barton, as Attorney-in-Fact   09/22/2010
**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) Transaction represents exercise of 70,000 options (adjusted for 2-for-1 split paid by the Company on September 2, 2010) pursuant to a 10b5-1 plan executed by Mr. Wright.
(2) This option was previously reported as covering 105,000 shares at an exercise price of $8.9075 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(3) This option was previously reported as covering 80,000 shares at an exercise price of $19.64 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(4) This option was previously reported as covering 45,000 shares at an exercise price of $42.65 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(5) This option was previously reported as covering 37,500 shares at an exercise price of $32.68 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(6) This option was previously reported as covering 15,000 shares at an exercise price of $36.395 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(7) This option was previously reported as covering 26,666 shares at an exercise price of $61.27 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(8) Fractional shares are rounded to the closest whole number.
(9) This option was previously reported as covering 26,667 shares at an exercise price of $61.27 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(10) This option was previously reported as covering 19,833 shares at an exercise price of $46.165 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(11) This option was previously reported as covering 19,834 shares at an exercise price of $46.165 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(12) This option was previously reported as covering 26,776 shares at an exercise price of $38.45 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(13) This option was previously reported as covering 26,777 shares at an exercise price of $38.45 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(14) Each restricted stock unit represents a contingent right to receive one share of Tractor Supply Company common stock.
(15) These restricted stock units were previously reported as covering 20,368 shares at an exercise price of $38.45 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(16) The restricted stock units vest at the end of the third anniversary of the date of grant.
(17) This option was previously reported as covering 41,462 shares at an exercise price of $34.355 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(18) These restricted stock units were previously reported as covering 54,775 shares at an exercise price of $34.355 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(19) This option was previously reported as covering 27,970 shares at an exercise price of $52.415 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(20) This option was previously reported as covering 27,969 shares at an exercise price of $52.415 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.
(21) These restricted stock units were previously reported as covering 23,432 shares at an exercise price of $52.415 per share, but was adjusted to reflect the stock split that occurred on September 2, 2010.

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