SEC FORM 4/A

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

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)
01/02/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/19/2008

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)
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	02/15/2008		M		16,000	A	$44.9688	22,025	D
Common Stock	02/15/2008		M		12,000	A	$52.5	34,025	D
Common Stock	02/15/2008		M		12,000	A	$43.79	46,025	D
Common Stock	02/15/2008		S		40,000	D	⁽¹⁾	6,025	D
Common Stock	01/02/2008		J		25	D	⁽²⁾	6,000⁽³⁾	D
Common Stock	01/02/2008		J		25	A	⁽²⁾	40,803⁽³⁾	I	Family Trust
Common Stock								71,032	I	Non-Exempt Trust

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$44.9688	02/15/2008		M			16,000	04/01/1999	04/01/2009	Common Stock	16,000	$44.9688	0	D
Stock Option	$52.5	02/15/2008		M			12,000	04/03/2000	04/03/2010	Common Stock	12,000	$52.5	0	D
Stock Option	$43.79	02/15/2008		M			12,000	04/01/2005	04/01/2015	Common Stock	12,000	$43.79	0	D

Explanation of Responses:

1. Sold as: 900 @ 63.29 3400 @ 63.295 3400 @ 63.3 100 @ 63.3075 2918 @ 63.31 2800 @ 63.315 4360 @ 63.32 200 @ 63.3225 2940 @ 63.33 800 @ 63.335 1600 @ 63.34 1600 @ 63.35 1900 @ 63.355 1400 @ 63.36 2082 @ 63.37 600 @ 63.375 3300 @ 63.38 1687 @ 63.385 1010 @ 63.39 600 @ 63.395 500 @ 63.41 400 @ 63.415 400 @ 63.42 100 @ 63.43 100 @ 63.44 300 @ 63.45 300 @ 63.46 100 @ 63.47 200 @ 63.49 3 @ 63.5

2. Transfer from direct to indirect.

3. The original filing incorrectly stated that 40,778 shares were held directly rather than indirectly. The transfer from direct ownership to indirect ownership by the Family Trust occurred in December 2007.

Remarks:

	Deanna K. Nakashima, attorney-in-fact	03/18/2008
	** 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).
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