Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
GLASS ALAN J
  2. Issuer Name and Ticker or Trading Symbol
CIRCOR INTERNATIONAL INC [CIR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP General Counsel & Secretary
(Last)
(First)
(Middle)
3. Date of Earliest Transaction (Month/Day/Year)
04/02/2010
(Street)

 
4. If Amendment, Date 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
(City)
(State)
(Zip)
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
Common Stock 04/02/2010   M   929 A (1) 12,561 D  
Common Stock 04/02/2010   F   295 D (1) 12,266 D  
Common Stock 04/02/2010   M   535 A (2) 12,801 D  
Common Stock 04/02/2010   F   170 D (2) 12,631 D  

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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 Underlying Securities
(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 of Derivative Security: 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
Restricted Stock Units (1) 04/02/2010   M     929   (1)   (1) Common Stock 929 (1) 2,787 D  
Restricted Stock Units (2) 04/02/2010   M     535   (2)   (2) Common Stock 535 (2) 1,605 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GLASS ALAN J

 
      VP General Counsel & Secretary  

Signatures

 /s/ Alan J. Glass   04/06/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The Restricted Stock Units (RSUs), the conversion of which is reported herein, are part of an RSU grant made to the Reporting Person on March 2, 2009 in connection with the Issuer's long-term equity incentive awards for the 2009 fiscal year. The RSUs granted on March 2, 2009 vest in equal installments on April 2, 2010, March 2, 2011, March 2, 2012, and March 2, 2013, and convert into shares of common stock on a one-for-one basis unless the Reporting Person previously selected a longer deferral period. This report reflects the vesting of the first installment of the RSUs and the Reporting Person's acquisition of the underlying shares less a withholding of a sufficient number of shares to pay applicable income taxes. The fair market value of the shares, based on the closing price of the Issuer's stock on April 2, 2010, is $32.07.
(2) The Restricted Stock Units (RSUs), the conversion of which is reported herein, were part of an RSU grant made to the Reporting Person on March 2, 2009 in connection with the Issuer's achievement of a return on invested capital target for the 2008 fiscal year. The RSUs granted on March 2, 2009 vest in equal installments on April 2, 2010, March 2, 2011, March 2, 2012, and March 2, 2013, and convert into shares of common stock on a one-for-one basis unless the Reporting Person previously selected a longer deferral period. This report reflects the vesting of the first installment of the RSUs and the Reporting Person's acquisition of the underlying shares less a withholding of a sufficient number of shares to pay applicable income taxes. The fair market value of the shares, based on the closing price of the Issuer's stock on April 2, 1010 is $32.07.

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