SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LIBENSON RICHARD M

(Last) (First) (Middle)
4649 MORENA BLVD.

(Street)
SAN DIEGO CA 92117

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COSTCO WHOLESALE CORP /NEW [ COST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/08/2010
4. 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 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 10/08/2010 M 12,000 A $36.1875 18,000 D
Common Stock 10/08/2010 M 12,000 A $39.65 30,000 D
Common Stock 10/08/2010 M 12,000 A $30.41 42,000 D
Common Stock 10/08/2010 M 12,000 A $37.35 54,000 D
Common Stock 10/08/2010 S 48,000 D (1) 6,000 D
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 Securities Underlying Derivative Security (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: 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
Stock Option $36.1875 10/08/2010 M 12,000 04/02/2001 04/02/2011 Common Stock 12,000 $36.1875 0 D
Stock Option $39.65 10/08/2010 M 12,000 04/01/2002 04/01/2012 Common Stock 12,000 $39.65 0 D
Stock Option $30.41 10/08/2010 M 12,000 04/01/2003 04/01/2013 Common Stock 12,000 $30.41 0 D
Stock Option $37.35 10/08/2010 M 12,000 04/01/2004 04/01/2014 Common Stock 12,000 $37.35 0 D
Explanation of Responses:
1. Shares sold as follows: 100 @ 64.1200 200 @ 64.1300 100 @ 64.1400 200 @ 64.1500 200 @ 64.1600 2537 @ 64.1700 700 @ 64.1800 763 @ 64.1900 1573 @ 64.2000 3127 @ 64.2100 700 @ 64.2300 1500 @ 64.2400 100 @ 64.2700 2484 @ 64.3100 200 @ 64.3200 489 @ 64.3300 1600 @ 64.3400 927 @ 64.3500 2200 @ 64.3600 100 @ 64.3650 400 @ 64.3700 2091 @ 64.3800 500 @ 64.3900 258 @ 64.4000 490 @ 64.4100 2402 @ 64.4200 300 @ 64.4300 1262 @ 64.4400 696 @ 64.4500 100 @ 64.4600 1400 @ 64.4700 1600 @ 64.4800 500 @ 64.5000 801 @ 64.5200 6148 @ 64.5300 2600 @ 64.5301 100 @ 64.5400 986 @ 64.5500 14 @ 64.5600 1700 @ 64.5701 52 @ 64.6000 1800 @ 64.7000 2000 @ 64.7101
Remarks:
Deanna K. Nakashima, attorney-in-fact 10/12/2010
** 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 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).
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.