Sec Form 4 Filing - FULLER H LAURANCE @ CABOT MICROELECTRONICS CORP - 2012-02-17

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 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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1. Name and Address of Reporting Person FULLER H LAURANCE 2. Issuer Name and Ticker or Trading Symbol CABOT MICROELECTRONICS CORP [ CCMP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CABOT MICROELECTRONICS CORPORATION, 870 COMMONS DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 02/17/2012 (Street) AURORA, IL60504 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/17/2012 M 15,000 A $ 45.49 32,000 D Common Stock 02/17/2012 S( 1 ) 13,539 D $ 50.4581 18,461 D Common Stock 02/17/2012 M 7,500 A $ 45.49 25,961 D Common Stock 02/17/2012 S( 1 ) 6,770 D $ 50.4581 19,191 D Common Stock 02/17/2012 M 7,500 A $ 38.34 26,691 D Common Stock 02/17/2012 S( 1 ) 5,705 D $ 50.4581 20,986 D Common Stock 02/17/2012 M 10,000 A $ 42.44 30,986 D Common Stock 02/17/2012 S( 1 ) 8,421 D $ 50.4581 22,565 D Common Stock 02/17/2012 M 10,000 A $ 32.02 32,565 D Common Stock 02/17/2012 S( 1 ) 6,354 D $ 50.4581 26,211 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Stock Options (Right to Buy) $ 45.49 02/17/2012 M 15,000 06/17/2003( 2 ) 06/17/2012 Common Stock 15,000 $ 0 0 D Stock Options (Right to Buy) $ 45.49 02/17/2012 M 7,500 06/17/2003 06/17/2012 Common Stock 7,500 $ 0 0 D Stock Options (Right to Buy) $ 38.34 02/17/2012 M 7,500 03/11/2004( 3 ) 03/11/2013 Common Stock 7,500 $ 0 0 D Stock Options (Right to Buy) $ 42.44 02/17/2012 M 10,000 03/09/2005( 4 )( 5 ) 03/09/2014 Common Stock 10,000 $ 0 0 D Stock Options (Right to Buy) $ 32.02 02/17/2012 M 10,000 03/08/2006( 6 ) 03/08/2015 Common Stock 10,000 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FULLER H LAURANCE C/O CABOT MICROELECTRONICS CORPORATION 870 COMMONS DRIVE AURORA, IL60504 X Signatures /s/ H. Carol Bernstein (Power of Attorney) 02/17/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Sale to cover exercise price for exercise of stock options. ( 2 )Pursuant to Second Amended and Restated Equity Incentive Plan (EIP) and Compensation Committee action 9/27/04, grant agreement amended to provide that Vesting Schedule for Directors' Annual Non-Qualified Stock Option Award of 7,500 shares dated 6/17/02 is:25% on 6/17/0325% on 6/17/0425% on 6/17/0525% on 9/1/05 ( 3 )Pursuant to Second Amended and Restated Equity Incentive Plan (EIP) and Compensation Committee action 9/27/04, grant agreement amended to provide that Vesting Schedule is:25% on 3/11/0425% on 3/11/0550% on 9/1/05 ( 4 )Pursuant to Second Amended and Restated Equity Incentive Plan (EIP) and Compensation Committee action 9/27/04, grant agreement amended to provide that Vesting Schedule is:25% on 3/9/0575% on 9/1/05 ( 5 )Vesting Schedule:25% 3/9/200525% 3/9/200625% 3/9/200725% 3/9/2008 ( 6 )Directors' Annual Non-Qualified Stock Option Award Vesting dates:25% 3/8/06,25% 3/8/07,25% 3/8/08,25% 3/8/09

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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