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 *
BODENSTEINER LISA MARIE
   2. Issuer Name and Ticker or Trading Symbol
SUNPOWER CORP [SPWR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
EVP & General Counsel
(Last)
(First)
(Middle)
77 RIO ROBLES		 3. Date of Earliest Transaction (Month/Day/Year)
03/01/2015
(Street)

SAN JOSE, CA 95134		 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 03/01/2015   M   22,883 A $ 0 38,822 D  
Common Stock 03/01/2015   M   16,667 A $ 0 55,489 D  
Common Stock 03/01/2015   M   5,554 A $ 0 61,043 D  
Common Stock 03/01/2015   M   4,467 A $ 0 65,510 D  
Common Stock 03/01/2015   F(3)   8,829 D $ 32.66 56,681 D  
Common Stock 03/01/2015   F(3)   8,697 D $ 32.66 47,984 D  
Common Stock 03/01/2015   F(3)   2,899 D $ 32.66 45,085 D  
Common Stock 03/01/2015   F(3)   2,331 D $ 32.66 42,754 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
Performance-Based Restricted Stock Units (PSUs) (1) 03/01/2015   M     22,883   (2)   (2) Common Stock 22,883 $ 0 22,883 D  
Restricted Stock Units (RSUs) (4) 03/01/2015   M     16,667   (5)   (5) Common Stock 16,667 $ 0 16,667 D  
Performance-Based Restricted Stock Units (PSUs) (1) 03/01/2015   M     5,554   (6)   (6) Common Stock 5,554 $ 0 11,108 D  
Restricted Stock Units (RSUs) (4) 03/01/2015   M     4,467   (7)   (7) Common Stock 4,467 $ 0 8,933 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BODENSTEINER LISA MARIE
77 RIO ROBLES
SAN JOSE, CA 95134		       EVP & General Counsel  

Signatures

 Karla Rogers, as attorney-of-fact for Lisa Bodensteiner   03/03/2015
**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) Each PSU represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
(2) The PSUs were earned based on performance in a prior year but were then subject to time-based vesting. The remaining portion of these PSUs will vest on March 1, 2016.
(3) Disposition of shares exempt under Rule 16b-3 as payment of tax liability to Company by delivery or withholding securities incident to vesting of restricted stock shares.
(4) Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
(5) The remaining portion of these RSUs will vest on March 1, 2016.
(6) The PSUs were earned based on performance in a prior year but were then subject to time-based vesting. The remaining portion of these PSUs will vest in installments on March 1, 2016 and March 1, 2017.
(7) The remaining portion of these RSUs will vest in installments on March 1, 2016 and March 1, 2017.

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