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^*

CARMON R PARK

(Last)

(First)

(Middle)

181 TECHNOLOGY DRIVE

(Street)

IRVINE

92618

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INTERPORE INTERNATIONAL INC /DE/ [ BONZ ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Operations

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2004

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	06/18/2004		D		31,174	D	$14.5⁽¹⁾	0	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)
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 (right to buy)	$8.375	06/18/2004		D			7,500	06/18/2004	08/30/2010	Common Stock	7,500	⁽²⁾	0	D
Stock Option (right to buy)	$3.938	06/18/2004		D			5,000	06/18/2004	02/02/2011	Common Stock	5,000	⁽³⁾	0	D
Stock Option (right to buy)	$8.331	06/18/2004		D			15,800	06/18/2004	05/15/2013	Common Stock	15,800	⁽⁴⁾	0	D

Explanation of Responses:

1. Canceled pursuant to merger agreement between the issuer and Biomet, Inc. in exchange for $14.50 per share merger consideration.

2. This unvested option, covering 7,500 shares of common stock of the issuer, was assumed by Biomet, Inc. in the merger and converted into an option to purchase 2,554 shares of Biomet, Inc. common stock for $24.60 per share.

3. This unvested option, covering 5,000 shares of common stock of the issuer, was assumed by Biomet, Inc. in the merger and converted into an option to purchase 1,703 shares of Biomet, Inc. common stock for $11.57 per share.

4. The vested portion of the option, covering 5,800 shares of common stock of the issuer, was canceled in the merger in exchange for a cash payment of $35,780.20 by Biomet, Inc. representing the difference between the exercise price of the option and the $14.50 per share merger consideration. The unvested portion of the option, covring 10,000 shares of common stock of the issuer, was assumed by Biomet, Inc. in the merger and converted into an option to purchase 3,405 shares of Biomet, Inc. common stock for $24.47 per share.

	/s/ Fred Capallo, Attorney-in-Fact for R. Park Carmon	06/18/2004
	** 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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