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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
BOUDREAU THOMAS M
   2. Issuer Name and Ticker or Trading Symbol
EXPRESS SCRIPTS INC [ESRX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive VP, Law & Strategy
(Last)
(First)
(Middle)
C/O EXPRESS SCRIPTS, INC., ONE EXPRESS WAY		 3. Date of Earliest Transaction (Month/Day/Year)
04/01/2009
(Street)

ST. LOUIS, MO 63121		 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 04/01/2009   D   6,826 (1) D $ 0 62,753 D  
Common Stock 04/01/2009   A   3,527 A $ 0 (2) 66,280 D  
Common Stock               50 I By spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

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
Stock Appreciation Right $ 39.325 04/01/2009   D(3)     46,608   (2) 02/22/2014 Express Scripts, Inc. Common Stock 46,608 (2) 0 D  
Stock Appreciation Right $ 39.325 04/01/2009   A(3)   39,099     (2) 01/01/2013 Express Scripts, Inc. Common Stock 39,099 (2) 39,099 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BOUDREAU THOMAS M
C/O EXPRESS SCRIPTS, INC.
ONE EXPRESS WAY
ST. LOUIS, MO 63121		       Executive VP, Law & Strategy  

Signatures

 Thomas M. Boudreau   04/03/2009
**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) Forfeiture of unvested Restricted Stock awards upon retirement.
(2) Grant of Restricted Stock Units pursuant to Express Scripts, Inc. 2000 Long-Term Incentive Plan. Restrictions lapse for 2,516 units on February 22, 2010 and for 1,011 units on February 22, 2011.
(3) The two reported transactions involved an amendment of an outstanding stock appreciation right in connection with Mr. Boudreau's early retirement, resulting in the deemed cancellation of the "old" stock appreciation right and the grant of a replacement stock appreciation right. The stock appreciation right was originally granted on February 22, 2007, and vested in three equal annual installments. Under the amendment, a pro rated portion of the unvested stock appreciation rights (8,027 stock appreciation rights) will continue to vest in accordance with its terms as if Mr. Boudreau were still employed by the Company and will vest on February 22, 2010, while the remaining unvested stock appreciation rights (7,509 stock appreciation rights) were forfeited. The stock appreciation rights will remain exercisable until January 1, 2013.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.