Sec Form 4 Filing - FITZHENRY JAMES A @ FLIR SYSTEMS INC - 2007-06-04

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 FITZHENRY JAMES A 2. Issuer Name and Ticker or Trading Symbol FLIR SYSTEMS INC [ FLIR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Sr VP Corp Operations & Sec. (Last) (First) (Middle) 27700A SW PARKWAY AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 06/04/2007 (Street) WILSONVILLE, OR97070 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 06/04/2007 M 40,000 A $ 36.11 143,237 ( 1 ) D Common Stock 06/04/2007 S 40,000 D $ 41.7237 103,237 D Common Stock 06/04/2007 M 4,000 A $ 1.88 107,237 D Common Stock 06/04/2007 S 4,000 D $ 41.8351 103,237 D Common Stock 06/05/2007 M 7,423 A $ 25.14 110,660 D Common Stock 06/05/2007 S 7,423 D $ 41.7195 103,237 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 Incentive Stock Option (right to buy) $ 1.54 09/21/2001 09/21/2010 Common Stock 53,116 53,116 D Non-Qualified Stock Option (right to buy) $ 1.88 06/04/2007 M 4,000 12/29/2000 04/17/2010 Common Stock 4,000 $ 1.88 0 D Incentive Stock Option (right to buy) $ 9.25 12/27/2002 12/27/2011 Common Stock 10,808 10,808 D Incentive Stock Option (right to buy) $ 11.73 02/12/2003 02/12/2012 Common Stock 8,528 8,528 D Non-Qualified Stock Option (right to buy) $ 9.25 12/27/2002 12/27/2011 Common Stock 108,192 108,192 D Non-Qualified Stock Option (right to buy) $ 11.73 02/12/2003 02/12/2012 Common Stock 97,472 97,472 D Non-Qualified Stock Option (right to buy) $ 19.58 12/01/2004 02/23/2009 Common Stock 40,000 40,000 D Non-Qualified Stock Option $ 36.11 06/04/2007 M 40,000 02/04/2005 02/04/2015 Common Stock 40,000 $ 36.11 0 D Incentive Stock Option (right to buy) $ 25.14 02/13/2007 02/13/2016 Common Stock 11,931 3,977 ( 2 ) D Non-Qualified Stock Option (right to buy) $ 25.14 06/05/2007 M 7,423 02/13/2007 02/13/2016 Common Stock 7,423 $ 25.14 0 ( 2 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FITZHENRY JAMES A 27700A SW PARKWAY AVENUE WILSONVILLE, OR97070 Sr VP Corp Operations & Sec. Signatures Stephen M. Bailey, Attorney-in-fact for James A. Fitzhenry 06/06/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes shares acquired through the Company's Employee Stock Purchase Plan and 401k Plan, and adjustment for the forfeiture of unvested restricted stock units. ( 2 )Adjusted for the forfeiture of unvested stock options.

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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