Edgar Filing: Barbier Francois

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 ^*

Barbier Francois

2. Issuer Name and Ticker or Trading Symbol
FLEXTRONICS INTERNATIONAL LTD. [FLEX]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President, Global Operations

(Last)

(First)

(Middle)

C/O FLEXTRONICS INTERNATIONAL USA, INC., 847 GIBRALTAR DRIVE

3. Date of Earliest Transaction (Month/Day/Year)
12/06/2010

(Street)

MILPITAS, CA 95035

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	12/06/2010		M		434	A	$ 5.57	85,434	D
Ordinary Shares	12/06/2010		M		455	A	$ 5.57	85,889	D
Ordinary Shares	12/06/2010		M		1,562	A	$ 5.57	87,451	D
Ordinary Shares	12/06/2010		M		1,562	A	$ 5.57	89,013	D
Ordinary Shares	12/06/2010		M		10,416	A	$ 5.57	99,429	D
Ordinary Shares	12/06/2010		M		100,000	A	$ 5.57	199,429	D
Ordinary Shares	12/06/2010		S⁽¹⁾		114,429	D	$ 7.57	85,000 ⁽²⁾	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (Right to buy)

$ 5.57

12/06/2010

434

⁽³⁾

08/11/2016

Ordinary Shares

434

$ 0

1,302

Stock Option (Right to buy)

$ 5.57

12/06/2010

455

⁽³⁾

08/11/2016

Ordinary Shares

455

$ 0

1,367

Stock Option (Right to buy)

$ 5.57

12/06/2010

1,562

⁽³⁾

08/11/2016

Ordinary Shares

1,562

$ 0

4,688

Stock Option (Right to buy)

$ 5.57

12/06/2010

1,562

⁽³⁾

08/11/2016

Ordinary Shares

1,562

$ 0

4,688

Stock Option (Right to buy)

$ 5.57

12/06/2010

10,416

⁽³⁾

08/11/2016

Ordinary Shares

10,416

$ 0

31,250

Stock Option (Right to buy)

$ 5.57

12/06/2010

100,000

⁽⁴⁾

08/11/2016

Ordinary Shares

100,000

$ 0

300,000

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Barbier Francois C/O FLEXTRONICS INTERNATIONAL USA, INC. 847 GIBRALTAR DRIVE MILPITAS, CA 95035			President, Global Operations

Signatures

/s/ Fran??ois Barbier, by Samuel Bongiovanni as attorney-in-fact		12/08/2010
^**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 sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
(2)	Consists of 10,000 unvested shares of a share bonus award (a contingent right to receive Ordinary Shares), which will vest on April 3, 2011; and 75,000 unvested shares of a share bonus award, which will vest in two equal annual installments beginning on June 15, 2013.
(3)	25% of the options began vesting on August 11, 2010 with the remaining shares vesting in equal monthly installments over the next year.
(4)	25% of the options began vesting on August 11, 2010 with the remaining shares vesting in equal monthly installments over the next two years.

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