SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Patten Mark E (Last) (First) (Middle) 1530 CORNERSTONE BLVD. STE. 100 (Street) DAYTONA BEACH FL 32117 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol CONSOLIDATED TOMOKA LAND CO [ CTO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Sr. VP & CFO
	3. Date of Earliest Transaction (Month/Day/Year) 12/22/2014
	4. If Amendment, Date of Original Filed (Month/Day/Year) 12/24/2014	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

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	12/22/2014		M		3,000(1)(2)	A	(3)	14,600(4)	D

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 Securities Underlying Derivative Security (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: 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
Common Stock	(3)	12/22/2014		M(5)			3,000(1)(2)	(3)	04/16/2022	Common Stock	3,000(2)(3)	(3)	6,000(6)	D

Explanation of Responses:

1. Represents the number of restricted shares that vested upon the satisfaction of stock price criteria described in footnote #3.

2. The Form 4 for this transaction, as originally filed, incorrectly reported the number of shares as 2,500 rather than 3,000.

3. On April 14, 2012, the reporting person was granted 17,000 restricted shares, which were to vest in six tranches based on the price of the issuer's common stock attaining the following thresholds: $36.00, $40.00, $46.00, $53.00, $60.00, and $65.00. The first tranche of the restricted share grant ($36.00) vested on March 21, 2013. The second tranche ($40.00) vested on May 12, 2014. The third tranche ($46.00) vested on August 20, 2014. The fourth tranche ($53.00) vested on December 22, 2014.

4. The Form 4 for this transaction, as originally filed, incorrectly reported the amount of non-derivative securities beneficially owned following the reported transaction as 14,100 rather than 14,600.

5. The Form 4 for this transaction, as originally filed, incorrectly used the transaction code P rather than the correct transaction code M.

6. The Form 4 for this transaction, as originally filed, incorrectly reported the number of derivative securities beneficially owned following the reported transaction as 6,500, rather than 6,000.

	Mark E. Patten	03/26/2015
	** Signature of Reporting Person	Date
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