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

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1. Name and Address of Reporting Person * LEBOW BENNETT S   2. Issuer Name and Ticker or Trading Symbol VECTOR GROUP LTD [VGR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O VECTOR GROUP LTD., 100 S.E. SECOND STREET; 32ND FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 09/24/2009 (Street) MIAMI, FL 33131 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 09/24/2009   M   2,443,338 (1) A $ 9.48 (1) 3,133,067 (1) I By LeBow Epsilon Investments Trust (2) Common Stock 09/24/2009   M   775,660 (1) A $ 12.32 (1) 3,908,727 (1) I By LeBow Epsilon Investments Trust (2) Common Stock 09/24/2009   F(3)   1,501,157 (1) D $ 15.43 (1) 4,514,907 (1) I By LeBow Gamma Limited Parntership (4) Common Stock 09/24/2009   F(5)   619,322 (1) D $ 15.43 (1) 3,895,585 (1) I By LeBow Gamma Limited Partnership (4) Common Stock 09/24/2009   J(6)   2,120,479 (1) D $ 0 1,788,248 (1) I By LeBow Epsilon Investments Trust (2) Common Stock 09/24/2009   J(6)   2,120,479 (1) A $ 0 6,016,064 (1) I By LeBow Gamma Limited Partnership (4)

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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

Employee Stock Option (right to buy)

$ 9.48

09/24/2009

M

2,443,338 (1)

11/04/2003

09/29/2009

Common Stock

2,443,338 (1)

$ 0

0

I

By LeBow Epsilon Investments Trust (1) (5)

Employee Stock Option (right to buy)

$ 12.32

09/24/2009

M

775,660 (1)

11/04/2003

09/29/2009

Common Stock

775,660 (1)

$ 0

0

I

By LeBow Epsilon Investments Trust (1) (5)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
LEBOW BENNETT S C/O VECTOR GROUP LTD. 100 S.E. SECOND STREET; 32ND FLOOR MIAMI, FL 33131	X	X

Signatures

/s/ Bennett S. LeBow		09/25/2009
**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)	All information presented is adjusted for Vector Group Ltd.'s 5% stock dividend payable to stockholders of record on September 18, 2009.
(2)	Mr. LeBow is the sole trustee of LeBow Epsilon Investments Trust.
(3)	Delivery of 1,501,157 shares in payment of the exercise price in connection with the exercise of 2,443,338 employee stock options on 9/24/09.
(4)	LeBow Gamma Limited Partnership is a Nevada limited partnership. LeBow Holdings, Inc., a Nevada corporation, is the sole stockholder of LeBow Gamma, Inc., a Nevada corporation, which is the general partner of LeBow Gamma Limited Partnership. Mr. LeBow is a director, officer and sole stockholder of LeBow Holdings, Inc. and a director and officer of LeBow Gamma, Inc.
(5)	Delivery of 619,322 shares in payment of the exercise price in connection with the exercise of 775,660 employee stock options on 9/24/09.
(6)	Represents a transfer from LeBow Epsilon Investments Trust to LeBow Gamma Limited Partnership.

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