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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Kauffmann John Anthony (Last) (First) (Middle) C/O MEMC ELECTRONIC MATERIALS, INC. P.O. BOX 8 (Street) ST. PETERS, MO 63376 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MEMC ELECTRONIC MATERIALS INC [ WFR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP Sales & Mktg.
	3. Date of Earliest Transaction (Month/Day/Year) 07/26/2007
	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
MEMC Common Stock	07/26/2007		M		2,975	A	$29.73	8,475	D
MEMC Common Stock	07/26/2007		M		4,575	A	$25.66	13,050	D
MEMC Common Stock	07/26/2007		M		5,000	A	$17.65	18,050	D
MEMC Common Stock	07/26/2007		M		2,500	A	$11.63	20,550	D
MEMC Common Stock	07/26/2007		M		1,550	A	$8.09	22,100	D
MEMC Common Stock	07/26/2007		M		7,500	A	$7.9	29,600	D
MEMC Common Stock	07/26/2007		M		7,500	A	$10.85	37,100	D
MEMC Common Stock	07/26/2007		M		7,500	A	$11.74	44,600	D
MEMC Common Stock	07/26/2007		S(1)		39,100(2)	D	$59.84(2)	5,500	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
Employee Stock Option (Right to Buy)	$29.73	07/26/2007		M			2,975	(3)	07/25/2016	Common Stock	2,975	(3)	8,925	D
Employee Stock Option (Right to Buy)	$25.66	07/26/2007		M			4,575	(4)	01/25/2016	Common Stock	4,575	(4)	13,725	D
Employee Stock Option (Right to Buy)	$17.65	07/26/2007		M			5,000	(5)	07/26/2015	Common Stock	5,000	(5)	10,000	D
Employee Stock Option (Right to Buy)	$11.63	07/26/2007		M			2,500	(6)	02/16/2015	Common Stock	2,500	(6)	5,000	D
Employee Stock Option (Right to Buy)	$8.09	07/26/2007		M			1,550	(7)	07/26/2014	Common Stock	1,550	(7)	1,550	D
Employee Stock Option (Right to Buy)	$10.85	07/26/2007		M			7,500	(8)	01/26/2014	Common Stock	7,500	(8)	7,500	D
Employee Stock Option (Right to Buy)	$11.74	07/26/2007		M			7,500	(9)	07/25/2013	Common Stock	7,500	(9)	0	D
Employee Stock Option (Right to Buy)	$7.9	07/26/2007		M			7,500	(10)	01/24/2013	Common Stock	7,500	(10)	0	D

Explanation of Responses:

1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Plan adopted by the reporting person.

2. The sales were effected in multiple transactions, on July 26, 2007, as follows: 5,000 shares at $60.00; 200 shares at $59.96; 100 shares at $59.94; 500 shares at $59.95; 1,100 shares at $59.92; 100 shares at $59.91; 3,600 shares at $59.85; 100 shares at $59.82; 1,800 shares at $59.80; 2,500 shares at $59.60; 100 shares at $59.61; 2600 shares at $59.65; 2,500 shares at $59.71; 2,500 shares at $59.75; 100 shares at $59.76; 100 shares at $59.78; 100 shares at $59.79; 1,500 shares at $59.50; 100 shares at $59.52; 900 shares at $59.53; 1,700 shares at $59.55; 300 shares at $59.57; 200 shares at $59.58; 200 shares at $59.81; 100 shares at $59.83; 400 shares at $59.89; 100 shares at $59.93; 100 shares at $60.42; 1,700 shares at $60.40; 200 shares at $60.39; 200 shares at $59.66; 1,100 shares at $59.68; 300 shares at $59.69; 3,500 shares at $59.70; 900 shares at $60.38; 300 shares at $60.37; 1,000 shares at $60.36; 500 shares at $60.34; 300 shares at $60.33; and 500 shares at $60.32.

3. The option to purchase 11,900 shares of common stock was awarded on July 25, 2006 under the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $29.73 per share in 25% increments on July 25, 2007, July 25, 2008, July 25, 2009 and July 25, 2010, respectively.

4. The option to purchase 18,300 shares of common stock was awarded on January 25, 2006 under the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $25.66 per share in 25% increments on January 25, 2007, January 25, 2008, January 25, 2009 and January 25, 2010, respectively.

5. The option to purchase 20,000 shares of common stock was awarded on July 26, 2005 under the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $17.65 per share in 25% increments on July 26, 2006, July 26, 2007, July 26, 2008 and July 26, 2009, respectively.

6. The option to purchase 10,000 shares of common stock was awarded on February 16, 2005 under the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $11.63 per share in 25% increments on February 16, 2006, February 16, 2007, February 16, 2008 and February 16, 2009, respectively.

7. The option to purchase 6,200 shares of common stock was awarded on July 26, 2004 under the MEMC Electronic Materials, Inc. 1995 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $8.09 per share in 25% increments on July 26, 2005, July 26, 2006, July 26, 2007 and July 26, 2008, respectively.

8. The option to purchase 30,000 shares of common stock was awarded on January 26, 2004 under the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $10.85 per share in 25% increments on January 26, 2005, January 26, 2006, January 26, 2007 and January 26, 2008, respectively.

9. The option to purchase 30,000 shares of common stock was awarded on July 25, 2003 under the MEMC Electronic Materials, Inc. 1995 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $11.74 per share in 25% increments on July 25, 2004, July 25, 2005, July 25, 2006 and July 25, 2007, respectively.

10. The option to purchase 30,000 shares of common stock was awarded on January 24, 2003 under the MEMC Electronic Materials, Inc. 1995 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $7.90 per share in 25% increments January 24, 2004, January 24, 2005, January 24, 2006 and January 24, 2007, respectively.

Remarks:

	/s/ John Kauffmann	07/30/2007
	** 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.
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