Darden Restaurants, Inc. (the "Company") issued a news release dated June 22, 2012, entitled "Darden Restaurants Reports A 15 Percent Increase In Fourth Quarter Diluted Net Earnings Per Share And A 5 Percent Increase In Fiscal Year Diluted Net Earnings Per Share; Increases Its Quarterly Dividend 16 Percent," a copy of which is furnished as Exhibit 99 to this Current Report on Form 8-K.

The information in this Item 2.02 in this Current Report on Form 8-K, including Exhibit 99 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. The information in this Item 2.02 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

On June 20, 2012, the board of directors (the "Board") of the Company, upon recommendation of the Nominating and Governance Committee of the Board, approved amendments to the Company's bylaws (the "Bylaws"). The amendments include removing provisions relating to: (i) the location of shareholder meetings, (ii) voting of recently transferred shares, (iii) setting of regular Board meetings by resolution of the Board, and (iv) limiting authority to enter into contracts or pledges. In addition to the amendments described above, the Board also adopted other minor, clarifying and technical amendments to those and other sections of the Bylaws.

A copy of the Company's Bylaws, as amended effective June 20, 2012, is filed as Exhibit 3 to this Current Report on Form 8-K, and the foregoing summary is qualified in its entirety by reference thereto.

(d) Exhibits.

Exhibit
Number    Description
   3      Bylaws of the Company as amended effective June 20, 2012.
          News release dated June 22, 2012, entitled "Darden Restaurants Reports A
  99      15 Percent Increase In Fourth Quarter Diluted Net Earnings Per Share And A
          5 Percent Increase In Fiscal Year Diluted Net Earnings Per Share;
          Increases Its Quarterly Dividend 16 Percent."