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 *
HALIFAX IAN R
   2. Issuer Name and Ticker or Trading Symbol
WIND RIVER SYSTEMS INC [WIND] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP Finance & Admin and CFO
(Last)
(First)
(Middle)
500 WIND RIVER WAY		 3. Date of Earliest Transaction (Month/Day/Year)
07/10/2009
(Street)

ALAMEDA, CA 94501		 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 07/10/2009   U   1,847 (1) D $ 11.5 0 I Under 401(k) Plan

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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
Non-Qualified Stock Option (right to buy) $ 10.18 07/16/2009   D     425,000   (2) 03/21/2014 Common Stock 425,000 (3) 0 D  
Non-Qualified Stock Option (right to buy) $ 7.1 07/16/2009   D     87,500   (4) 03/24/2015 Common Stock 87,500 (3) 0 D  
Restricted Stock Units (5) 07/16/2009   D     14,600   (6)   (7) Common Stock 14,600 (8) 0 D  
Restricted Stock Units (5) 07/16/2009   D     100,005   (9)   (7) Common Stock 100,005 (8) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HALIFAX IAN R
500 WIND RIVER WAY
ALAMEDA, CA 94501		       SVP Finance & Admin and CFO  

Signatures

 /s/ Jane Bone, by power of attorney   07/16/2009
**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) As of July 10, 2009, the reporting person owned approximately 5,786 units, which units represent interests in a Wind River 401(k) Plan. As of July 10, 2009, those units equate to approximately 1,847 shares of WIND common stock at the closing price of WIND common stock on July 10, 2009 of $11.50.
(2) The option was granted on March 21, 2007 and provided for vesting of one-fourth of the shares subject to the option on February 26, 2008 and one forty-eighth of the shares subject to the option shall vest monthly thereafter. Pursuant to the terms of the reporting person's employment agreement, as amended, vesting was accelerated by a period of one year on July 10, 2009.
(3) Pursuant to the Merger Agreement between the Issuer and Intel Corporation ("Intel") dated June 4, 2009 (the "Merger Agreement"), each share of WIND common stock will be exchanged for $11.50 in cash. As of July 16, 2009, the reporting person owned approximately 5,786 units, which units represent interests in a Wind River 401(k) Plan. As of July 16, 2009, those units equate to approximately 1,847 shares of WIND common stock at the closing price of WIND common stock on July 16, 2009 of $11.50, the option will be assumed by Intel and converted into an option to purchase 0.6892 shares of Intel common stock for each share of WIND common stock at an exercise price equal to the current exercise price divided by 0.6892 per share.
(4) The option was granted on March 24, 2008 and provided for vesting of one-fourth of the shares subject to the option on March 24, 2009 and one forty-eighth of the shares subject to the option shall vest monthly thereafter. Pursuant to the terms of the reporting person's employment agreement, as amended, vesting was accelerated by a period of one year on July 10, 2009.
(5) Each restricted stock unit represents a contingent right to receive one share of WIND common stock.
(6) The restricted stock units shall vest and shares become issuable in two equal annual installments beginning on March 24, 2010.
(7) Not applicable.
(8) Pursuant to the Merger Agreement, the restricted stock units will be assumed by Intel and converted into a restricted stock unit for 0.6892 shares of Intel common stock per share of WIND common stock.
(9) The restricted stock units shall vest and shares become issuable in two equal annual installments beginning on March 20, 2010.

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