Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  COURTNEY H MARK
2. Date of Event Requiring Statement (Month/Day/Year)
01/02/2011
3. Issuer Name and Ticker or Trading Symbol
FLOWERS FOODS INC [FLO]
(Last)
(First)
(Middle)
16 MEANDER TRACE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP Sales&Mkt Flowers Bakeries
5. If Amendment, Date Original Filed(Month/Day/Year)
01/12/2011
(Street)

THOMASVILLE, GA 31792
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 11,171
D
 
Common Stock 3,864
I
By 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) (1) 02/04/2011 02/04/2015 Common Stock 9,700 $ 24.75 D  
Option (Right to Buy) (1) 02/09/2012 02/09/2016 Common Stock 12,550 $ 23.84 D  
Option (Right to Buy) (1) 02/09/2013 02/09/2017 Common Stock 14,450 $ 25.01 D  
Restricted Stock Award (1) 02/09/2012   (2) Common Stock 2,300 $ 0 (3) D  
Restricted Stock Award (1) 02/09/2011   (2) Common Stock 2,600 $ 0 (4) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
COURTNEY H MARK
16 MEANDER TRACE
THOMASVILLE, GA 31792
      SVP Sales&Mkt Flowers Bakeries  

Signatures

/s/ Stephen R. Avera, Agent 03/21/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Granted pursuant to the Flowers Foods, Inc. 2001 Equity and Performance Incentive Plan.
(2) Grant expires on Exercisable Date if performance measures are not met.
(3) In accordance with the terms of the 2010 Restricted Stock Award Agreement, the performance shares awarded do not have a conversion or exercise price.
(4) In accordance with the terms of the 2009 Restricted Stock Award Agreement, the performance shares awarded do not have a conversion or exercise price.

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.