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 * DAVIS RICHARD L   2. Issuer Name and Ticker or Trading Symbol SYPRIS SOLUTIONS INC [SYPR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Senior Vice President (Last) (First) (Middle) 101 BULLITT LN., STE. 450 3. Date of Earliest Transaction (Month/Day/Year) 06/12/2007 (Street) LOUISVILLE, KY 40222 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               106,716 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
Option (Right to Buy)	$ 9.98	06/12/2007		D			7,500	(6)	12/30/2011	Common Stock	7,500	(12)	0	D
Option (Right to Buy)	$ 10.5	06/12/2007		D			10,000	(7)	02/21/2008	Common Stock	10,000	(1)	0	D
Option (Right to Buy)	$ 11.92	06/12/2007		D			12,500	(8)	06/30/2011	Common Stock	12,500	(2)	0	D
Option (Right to Buy)	$ 13.5	06/12/2007		D			3,000	(9)	02/25/2010	Common Stock	3,000	(3)	0	D
Option (Right to Buy)	$ 13.5	06/12/2007		D			10,000	(10)	02/25/2010	Common Stock	10,000	(4)	0	D
Option (Right to Buy)	$ 16.03	06/12/2007		D			5,000	(11)	06/30/2010	Common Stock	5,000	(5)	0	D
Option (Right to Buy)	$ 7.9	06/12/2007		A		7,437		05/14/2007	05/13/2011	Common Stock	7,437	(12)	7,437	D
Option (Right to Buy)	$ 7.9	06/12/2007		A		2,177		05/14/2007	05/13/2011	Common Stock	2,177	(1)	2,177	D
Option (Right to Buy)	$ 7.9	06/12/2007		A		9,648		05/14/2007	05/13/2011	Common Stock	9,648	(2)	9,648	D
Option (Right to Buy)	$ 7.9	06/12/2007		A		1,386		05/14/2007	05/13/2011	Common Stock	1,386	(3)	1,386	D
Option (Right to Buy)	$ 7.9	06/12/2007		A		4,621		05/14/2007	05/13/2011	Common Stock	4,621	(4)	4,621	D
Option (Right to Buy)	$ 7.9	06/12/2007		A		1,971		05/14/2007	05/13/2011	Common Stock	1,971	(5)	1,971	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
DAVIS RICHARD L 101 BULLITT LN., STE. 450 LOUISVILLE, KY 40222			Senior Vice President

Signatures

Andrea J. Luescher by Power of Attorney filed with this submission		06/13/2007
**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)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on February 22, 2000 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 2,177 shares having an exercise price equal to $7.90.
(2)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on July 1, 2005 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 9,648 shares having an exercise price equal to $7.90.
(3)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on February 26, 2002 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 1,386 shares having an exercise price equal to $7.90.
(4)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on February 26, 2002 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 4,621 shares having an exercise price equal to $7.90.
(5)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on July 1, 2002 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 1,971 shares having an exercise price equal to $7.90.
(6)	Canceled option provided for vesting in increments of 30%, 30%, and 40% on the third, fourth and fifth anniversary date, respectively beginning on December 31, 2008. On December 31, 2005, by action of the Board of Directors, option was accelerated to immediately vest.
(7)	Canceled option provided for vesting in five equal installments beginning on February 22, 2002. On April 25, 2005, by action of the Board of Directors, option was accelerated to immediately vest.
(8)	Canceled option provided for vesting in increments of 30%, 30%, and 40% on the third, fourth and fifth anniversary date, respectively beginning on July 1, 2005. On December 31, 2005, by action of the Board of Directors, option was accelerated to immediately vest.
(9)	Canceled option provided for vesting in five equal installments beginning on February 26, 2004. On March 11, 2005, by action of the Board of Directors, option was accelerated to immediately vest.
(10)	Canceled option provided for vesting in five equal installments beginning on February 26, 2004. On March 11, 2005, by action of the Board of Directors, option was accelerated to immediately vest.
(11)	Canceled option provided for vesting in five equal installments beginning on July1, 2004. On March 11, 2005, by action of the Board of Directors, option was accelerated to immediately vest.
(12)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on December 31, 2005 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 7,437 shares having an exercise price equal to $7.90.

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