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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1. Name and Address of Reporting Person * GOLDMAN NEAL I   2. Issuer Name and Ticker or Trading Symbol CHARLES & COLVARD LTD [CTHR] 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) 170 SOUTHPORT DRIVE 3. Date of Earliest Transaction (Month/Day/Year) 05/16/2018 (Street) MORRISVILLE, NC 27560 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               267,407 D   Common Stock               120,000 I By Neal Goldman IRA Common Stock               250,000 I By Goldman Partners, LP (1)

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

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (right to buy)

$ 1.23

05/16/2018

A

22,357 (2)

11/08/2018

05/16/2028

Common stock

22,357

$ 0

22,357

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GOLDMAN NEAL I 170 SOUTHPORT DRIVE MORRISVILLE, NC 27560	X

Signatures

/s/ Clint J. Pete, Attorney-In-Fact		05/17/2018
**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)	Mr. Goldman is a partner with Goldman Partners, LP. Mr. Goldman disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(2)	As a result of the issuer's change in fiscal year end and the related shift in the 2018 Annual Shareholders' Meeting from May to November (the "Corporate Changes"), this option represents 50% of the annual option award prescribed by the issuer's board compensation program and vests and becomes exercisable on the date of the 2018 Annual Shareholders' Meeting. Also in connection with the Corporate Changes, the issuer's Board of Directors revised the vesting date of the prior option granted to the reporting person in May 2017 to be as of May 17, 2018 instead of the date of the 2018 Annual Shareholders' Meeting.
Remarks: Exhibit 24.1 - Power of Attorney

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