SEC FORM 4

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^*

BROTMAN JEFFREY H

(Last)

(First)

(Middle)

999 LAKE DRIVE

(Street)

ISSAQUAH

98027

(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
X	Officer (give title below)	Other (specify below)
	Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2011

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)
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	11/17/2011		S		39,898	D	⁽¹⁾⁽²⁾	94,995	D
Common Stock								626,703.04⁽³⁾	I	1984 Brotman Family Trust
Common Stock								20	I	Justin Brotman

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)

Explanation of Responses:

1. Shares sold as follows: 100 @ 82.2500 1100 @ 82.2600 2013 @ 82.2700 700 @ 82.2800 500 @ 82.2900 200 @ 82.2950 400 @ 82.3000 400 @ 82.3100 200 @ 82.3150 500 @ 82.3300 2684 @ 82.3600 200 @ 82.3650 100 @ 82.3680 716 @ 82.3700 1100 @ 82.3750 1292 @ 82.3800 100 @ 82.3860 442 @ 82.3900 100 @ 82.3950 471 @ 82.4000 100 @ 82.4050 200 @ 82.4090 300 @ 82.4100 400 @ 82.4150 200 @ 82.4170 400 @ 82.4175 3400 @ 82.4200 100 @ 82.4225 400 @ 82.4250 400 @ 82.4300 100 @ 82.4350 900 @ 82.4400 500 @ 82.4500 500 @ 82.4550 517 @ 82.4600 300 @ 82.4700 100 @ 82.4750 400 @ 82.4800 600 @ 82.4900 100 @ 82.5000 1700 @ 82.5100 600 @ 82.5200 100 @ 82.5250 500 @ 82.5300 300 @ 82.5350 700 @ 82.5400 200 @ 82.5450 800 @ 82.5500 300 @ 82.5600 200 @ 82.5650 1100 @ 82.5700 1041 @ 82.5800 322 @ 82.5900 100 @ 82.5925

2. Share sold as follows (continued): 200 @ 82.6000 200 @ 82.6300 400 @ 82.6350 200 @ 82.6400 300 @ 82.6450 700 @ 82.6500 1300 @ 82.6600 100 @ 82.6750 600 @ 82.6800 1400 @ 82.6900 1200 @ 82.7000 100 @ 82.7150 800 @ 82.7200 100 @ 82.7250 100 @ 82.7300 100 @ 82.7400 100 @ 82.7500 800 @ 82.7600

3. Mr. Brotman disclaims beneficial ownership of shares owned by the trust. Mr. Brotman is not a trustee of this trust nor does he have investment control over the trust's assets. Mr. Brotman is one of a number of beneficiaries of the trust.

Remarks:

	Deanna K. Nakashima, attorney-in-fact	11/17/2011
	** 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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