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^*

JONES EVAN/ FA

(Last)

(First)

(Middle)

C/O DIGENE CORPORATION

1201 CLOPPER ROAD

(Street)

GAITHERSBURG

20878

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DIGENE CORP [ DIGE ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/09/2006

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⁽¹⁾	08/09/2006		S		3,376	D	$45.0072	89,300	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		460	D	$45.0696	88,840	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		1,100	D	$45.1198	87,740	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		759	D	$45.1637	86,981	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		480	D	$45.2238	86,501	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		320	D	$45.295	86,181	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		206	D	$45.341	85,975	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		1,340	D	$45.4575	84,635	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		706	D	$45.6102	83,929	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		780	D	$45.6974	83,149	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		656	D	$45.749	82,493	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		820	D	$45.799	81,673	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		245	D	$45.8512	81,428	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		799	D	$45.9181	80,629	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		2,102	D	$45.9765	78,527	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		4,109	D	$46.0129	74,418	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		1,662	D	$46.0572	72,756	I	sold by wife
Common Stock⁽¹⁾	08/09/2006		S		80	D	$46.1	72,676	I⁽²⁾	sold by wife

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. All indirect transactions reported on this Form 4 Report were made pursuant to a trading plan, dated December 15, 2005, intended to meet the requirements of Rule 10b5-1 promulgated under the Securities Exchange Act of 1934, as amended.

2. The reporting person is also the direct beneficial owner of 13,539 shares of Digene Corporation Common Stock and the indirect owner of 1,670,659 shares of Digene Corporation Common Stock held by Armonk Partners, a partnership of which he is a general partner.

	/s/ Marisa Carter, as attorney-in-fact for Evan Jones	08/11/2006
	** 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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