X0306 4 2012-08-23 0 0000912615 URBAN OUTFITTERS INC URBN 0001222398 BELAIR SCOTT A C/O 5000 SOUTH BROAD STREET PHILADELPHIA PA 19112 1 0 0 0 Common shares 2012-08-23 4 S 0 200000 36.83 D 3016000 D Common shares 2012-08-24 4 S 0 200000 36.86 D 2816000 D Common shares 2012-08-27 4 S 0 116000 36.89 D 2700000 D The price in Column 4 is a weighted average price. The prices actually received ranged from $36.75 to $37.02. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The prices actually received ranged from $36.76 to $36.99. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The prices actually received ranged from $36.83 to $36.96. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. /s/ Scott A. Belair 2012-08-27