SEC FORM 3 SEC Form 3
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
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Markoe Lynda

(Last) (First) (Middle)
C/O BED BATH & BEYOND INC.
650 LIBERTY AVENUE

(Street)
UNION NJ 07083

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/28/2020
3. Issuer Name and Ticker or Trading Symbol
BED BATH & BEYOND INC [ BBBY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief People & Culture Officer
5. If Amendment, Date of 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
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)
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: 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
Explanation of Responses:
Remarks:
Exhibit 24 - Power of Attorney
No securities are beneficially owned.
/s/ Louis Rambo - Attorney-in-Fact 09/30/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
								EXHIBIT 24

			LIMITED POWER OF ATTORNEY FOR
			SECTION 16 REPORTING PURPOSES

		Know all by these presents, that the undersigned hereby makes,
constitutes and appoints each of Frank Zarb, Michael Ellis, Louis Rambo,
Arlene Hong and Sarah Gregory, acting individually, as the undersigned's true
and lawful attorney-in-fact, with full power and authority as hereinafter
described on behalf of and in the name, place and stead of the undersigned to:

		(1)	execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of Bed Bath & Beyond Inc.
(the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules and regulations promulgated
thereunder, as amended from time to time (the "Exchange Act");

		(2)	seek or obtain, as the undersigned's representative
and on the undersigned's behalf, information on transactions in the Company's
securities from any third party, including brokers, employee benefit plan
administrators and trustees, and the undersigned hereby authorizes any such
person to release any such information to any attorney-in-fact and further
approves and ratifies any such release of information;

		(3)	do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable to prepare, complete and
execute any such Form 3, 4 or 5, and any amendments thereto, and timely file
such Forms with the United States Securities and Exchange Commission (the
"Commission"), the NASDAQ Stock Market and any stock exchange or similar
authority as considered necessary or advisable under Section 16(a) of the
Exchange Act;

            (4)	prepare, execute, and submit to the Commission a Form ID,
including amendments thereto, and any other documents necessary or appropriate
to obtain codes and passwords (including a passphrase update request) enabling
the undersigned to make electronic filings with the Commission of reports
required or considered by the attorney-in-fact to be advisable under Section
13 or Section 16 of the Exchange Act or any rule or regulation of the
Commissoin; and

		(5)	take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Limited Power
of Attorney shall be in such form and shall contain such terms and conditions
as such attorney-in-fact may approve in such attorney-in-fact's sole
discretion.

		The undersigned hereby gives and grants to each such
attorney-in-fact full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and confirming all that
such attorney-in-fact shall lawfully do or cause to be done by virtue of this
power of attorney and the rights and powers herein granted.

		The undersigned hereby acknowledges that (a) the foregoing
attorneys-in-fact are serving in such capacity at the request of the
undersigned; (b) this Limited Power of Attorney authorizes, but does not
require, each such attorney-in-fact to act in their discretion on information
provided to such attorney-in-fact without independent verification of such
information; (c) any documents prepared and/or executed by any
attorney-in-fact on behalf of the undersigned pursuant to this Limited Power
of Attorney shall be in such form and shall contain such information and
disclosure as such attorney-in-fact, in his or her sole discretion, deems
necessary or advisable; (d) neither the Company nor any attorney-in-fact
assumes (i) any liability for the undersigned's responsibility to comply with
the requirements of the Exchange Act, (ii) any liability of the undersigned
for any failure to comply with such requirements, or (iii) any obligation or
liability of the undersigned for profit disgorgement under Section 16(b) of
the Exchange Act; and (e) this Limited Power of Attorney does not relieve the
undersigned from responsibility for compliance with the undersigned's
obligations under the Exchange Act, including, without limitation, the
reporting requirements under Section 16 of the Exchange Act.

		This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4 and 5 with
respect to the undersigned's holdings of, and transactions in, securities
issued by the Company, unless earlier revoked as to any attorney-in-fact by
the undersigned in a signed writing delivered to such attorney-in-fact.

		IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 22nd day of September, 2020.


						/s/ Lynda Markoe
						----------------------
						Lynda Markoe