SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Wuebbels Brian

(Last)

(First)

(Middle)

C/O MEMC ELECTRONIC MATERIALS, INC.

P.O. BOX 8

(Street)

ST. PETERS

63376

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/16/2012

3. Issuer Name and Ticker or Trading Symbol
MEMC ELECTRONIC MATERIALS INC [ WFR ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & CFO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock⁽¹⁾	563	D
Common Stock⁽²⁾	1,125	D
Common Stock⁽³⁾	25,000	D
Common Stock⁽⁴⁾	12,500	D
Common Stock⁽⁵⁾	5,000	D
Common Stock⁽⁶⁾	6,250	D
Common Stock	11,322	I	Through MEMC Retirement Savings Plan
Common Stock	1,115	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (Right to Buy)	⁽⁷⁾	08/13/2017	Common Stock	50,000	$55.74	D
Employee Stock Option (Right to Buy)	⁽⁸⁾	01/23/2018	Common Stock	2,500	$69.84	D
Employee Stock Option (Right to Buy)	⁽⁹⁾	07/22/2018	Common Stock	5,000	$51.63	D
Employee Stock Option (Right to Buy)	⁽¹⁰⁾	01/20/2019	Common Stock	20,000	$13.43	D
Employee Stock Option (Right to Buy)	⁽¹¹⁾	04/20/2020	Common Stock	25,000	$15.99	D
Employee Stock Option (Right to Buy)	⁽¹²⁾	04/27/2021	Common Stock	40,000	$11.63	D
Employee Stock Option (Right to Buy)	⁽¹³⁾	04/25/2022	Common Stock	12,500	$3.45	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of MEMC common stock. The grant of 1,125 restricted stock units was made on January 23, 2008 pursuant to the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan and is intended to qualify as an exempt transaction under Rule 16b-3. 562 restricted stock units vested on January 23, 2011 and the remaining 563 restricted stock units vest on January 23, 2013.

2. Each restricted stock unit represents a contingent right to receive one share of MEMC common stock. The grant of 2,250 restricted stock units was made on July 22, 2008 pursuant to the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan and is intended to qualify as an exempt transaction under Rule 16b-3. 1,125 restricted stock units vested on July 22, 2011 and the remaining 1,125 restricted stock units vest on July 22, 2013.

3. Each restricted stock unit represents a contingent right to receive one share of MEMC common stock. The grant was made on October 15, 2009 pursuant to the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan and is intended to qualify as an exempt transaction under Rule 16b-3. The 25,000 restricted stock units vest in 50% increments on October 15, 2012 and October 15, 2013.

4. Each restricted stock unit represents a contingent right to receive one share of MEMC common stock. The grant was made on February 8, 2010 pursuant to the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan and is intended to qualify as an exempt transaction under Rule 16b-3. The 12,500 restricted stock units vest in 50% increments on February 8, 2013 and February 8, 2014.

5. Each restricted stock unit represents a contingent right to receive one share of MEMC common stock. The grant was made on April 27, 2011 pursuant to the MEMC Electronic Materials, Inc. 2010 Equity Incentive Plan and is intended to qualify as an exempt transaction under Rule 16b-3. The 5,000 restricted stock units vest in 50% increments on April 27, 2014 and April 27, 2015.

6. Each restricted stock unit represents a contingent right to receive one share of MEMC common stock. The grant was made on April 25, 2012 pursuant to the MEMC Electronic Materials, Inc. 2010 Equity Incentive Plan and is intended to qualify as an exempt transaction under Rule 16b-3. The 6,250 restricted stock units vest in 25% increments over four years.

7. The option to purchase 50,000 shares of common stock was awarded on August 13, 2007 under the MEMC 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and became exercisable at an exercise price of $55.74 per share in 25% increments over four years.

8. The option to purchase 2,500 shares of common stock was awarded on January 23, 2008 under the MEMC 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and became exercisable at an exercise price of $69.84 per share in 25% increments over four years.

9. The option to purchase 5,000 shares of common stock was awarded on July 22, 2008 under the MEMC 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $51.63 per share in 25% increments over four years.

10. The option to purchase 20,000 shares of common stock was awarded on January 20, 2009 under the MEMC 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $13.43 per share in 25% increments over four years.

11. The option to purchase 25,000 shares of common stock was awarded on April 20, 2010 under the MEMC 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $15.99 per share in 10%, 20%, 30% and 40% increments on April 20, 2011, April 20, 2012, April 20, 2013 and April 20, 2014, respectively.

12. The option to purchase 40,000 shares of common stock was awarded on April 27, 2011 under the MEMC 2010 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $11.63 per share in 10%, 20%, 30% and 40% increments on April 27, 2012, April 27, 2013, April 27, 2014 and April 27, 2015, respectively.

13. The option to purchase 12,500 shares of common stock was awarded on April 25, 2012 under the MEMC 2010 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and becomes exercisable at an exercise price of $3.45 per share in 25% increments over four years.

Remarks:

	/s/ Brian Wuebbels	05/18/2012
	** 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 5 (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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