Edgar Filing: PALMOUR JOHN W

Ownership Submission

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

PALMOUR JOHN W

2. Issuer Name and Ticker or Trading Symbol
CREE INC [CREE]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O CREE, INC., 4600 SILICON DRIVE

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2009

(Street)

DURHAM, NC 27703

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK	12/01/2009		M		30,000	A	$ 31.24	604,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,500	D	$ 49	602,916	D
COMMON STOCK	12/01/2009		S⁽¹⁾		8,500	D	$ 49.0006	594,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,000	D	$ 49.0092	593,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,000	D	$ 49.01	592,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,500	D	$ 49.02	590,916	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,000	D	$ 49.023	589,916	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,500	D	$ 49.03	588,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		3,500	D	$ 49.04	584,916	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,000	D	$ 49.05	583,916	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,500	D	$ 49.0503	582,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,000	D	$ 49.0505	581,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,500	D	$ 49.0853	579,916	D
COMMON STOCK	12/01/2009		S⁽¹⁾		1,500	D	$ 49.0951	578,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		2,000	D	$ 49.1003	576,416	D
COMMON STOCK	12/01/2009		S⁽¹⁾		2,000	D	$ 49.11	574,416 ⁽²⁾	D ⁽³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

NONQUALIFIED STOCK OPTION (RIGHT TO BUY)

$ 31.24

12/01/2009

30,000

04/15/2005

10/01/2011

COMMON STOCK

30,000

$ 0

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
PALMOUR JOHN W C/O CREE, INC. 4600 SILICON DRIVE DURHAM, NC 27703	X

Signatures

Tamara Cappelson, Attorney-In-Fact		12/03/2009
^**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)	The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Dr. Palmour on February 13, 2009.
(2)	Includes 388 shares purchased by Dr. Palmour on October 31, 2009 under the Cree, Inc. 2005 Employee Stock Purchase Plan.
(3)	Of the 574,416 shares reported, 534,416 shares are held by Dr. Palmour directly and 40,000 shares are held indirectly by Dr. Palmour's spouse.

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