Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
MCCANN JAMES F
 2. Issuer Name and Ticker or Trading Symbol
1 800 FLOWERS COM INC [FLWS] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last)
(First)
(Middle)

ONE OLD COUNTRY ROAD SUITE 500		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
06/28/2015
(Street)


CARLE PLACE, NY 11514		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price

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 2270 (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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock   12/11/2014   G   2,022,981 (2)   (3)   (3) Class A Common Stock
2,022,981
(1) 0
I
By James F. McCann 2009 Grantor Retained Annuity Trust No. 2
Class B Common Stock   05/13/2015   G   2,748,550 (4)   (3)   (3) Class A Common Stock
2,748,550
(1) 0
I
By James F. McCann 2010 Grantor Retained Annuity Trust
Class B Common Stock               (3)   (3) Class A Common Stock
20,165,379
  20,165,379
D
 
Class B Common Stock               (3)   (3) Class A Common Stock
2,999,065
  2,999,065
I
By James F. McCann 2014 Grantor Retained Annuity Trust No. 1

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MCCANN JAMES F
ONE OLD COUNTRY ROAD SUITE 500
CARLE PLACE, NY 11514		   X   X   Chairman and CEO  

Signatures

/s/ James F. McCann 08/06/2015
**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) N/A
(2) On December 11, 2009, the reporting person contributed 6,718,187 shares of Class B Common Stock to a grantor retained annuity trust for the benefit of himself and his three adult children. Upon termination of the trust on December 11, 2014, 2,022,981 of the shares were transferred to trusts for the benefit of the reporting person's children. The remaining 4,695,206 shares were previously distributed to the reporting person and continue to be reported in this Form 5 as directly owned.
(3) The Class B Common Stock is convertible at any time into an equal number of shares of Class A Common Stock at the option of the holder thereof. The Class B Common Stock has ten votes per share on all matters subject to the vote of shareholders.
(4) On May 13, 2010, the reporting person contributed 7,902,891 shares of Class B Common Stock to a grantor retained annuity trust for the benefit of himself and his three adult children. Upon termination of the trust on May 13, 2015, 2,748,550 of the shares were transferred to trusts for the benefit of the reporting person's children. The remaining 5,154,341 shares were previously distributed to the reporting person and continue to be reported in this Form 5 as directly owned.

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