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 *
HEALEY WILLIAM L
   2. Issuer Name and Ticker or Trading Symbol
SYPRIS SOLUTIONS INC [SYPR] 		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)
5 OVERLOOK DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
06/12/2007
(Street)

NEWPORT COAST, CA 92657		 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 06/12/2007   A   2,860 A (4) 5,068 D  
Common Stock 06/12/2007   A   2,766 A (5) 7,834 D  
Common Stock 06/12/2007   A   1,327 A (6) 9,161 D  
Common Stock 06/12/2007   A   1,265 A (7) 10,426 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) $ 9.13 06/12/2007   D     10,000 06/24/1998 06/23/2008 Common Stock 10,000 (1) 0 D  
Option (Right to Buy) $ 9.3 06/12/2007   D     6,000 04/29/2003 04/28/2013 Common Stock 6,000 (2) 0 D  
Option (Right to Buy) $ 9.63 06/12/2007   D     10,000 05/02/2000 05/01/2010 Common Stock 10,000 (3) 0 D  
Option (Right to Buy) $ 9.98 06/12/2007   D     6,000 12/31/2005 12/30/2015 Common Stock 6,000 (4) 0 D  
Option (Right to Buy) $ 10.01 06/12/2007   D     6,000 04/26/2005 04/25/2015 Common Stock 6,000 (5) 0 D  
Option (Right to Buy) $ 19 06/12/2007   D     6,000 05/07/2002 05/06/2012 Common Stock 6,000 (6) 0 D  
Option (Right to Buy) $ 20.7 06/12/2007   D     4,500 04/27/2004 04/26/2014 Common Stock 4,500 (7) 0 D  
Option (Right to Buy) $ 7.9 06/12/2007   A   4,831   05/14/2007 05/13/2011 Common Stock 4,831 (1) 4,831 D  
Option (Right to Buy) $ 7.9 06/12/2007   A   7,205   05/14/2007 05/13/2011 Common Stock 7,205 (2) 7,205 D  
Option (Right to Buy) $ 7.9 06/12/2007   A   8,246   05/14/2007 05/13/2011 Common Stock 8,246 (3) 8,246 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HEALEY WILLIAM L
5 OVERLOOK DRIVE
NEWPORT COAST, CA 92657		   X      

Signatures

 Andrea J. Luescher by Power of Attorney on file with the Commission   06/14/2007
**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 June 24, 1998 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 4,831 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 April 29, 2003 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 7,205 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 May 2, 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 8,246 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 granted on December 31, 2005 to the reporting person. In exchange for the option the reporting person received 2,860 shares of common stock, valued at the FMV on the date of the commencement of the Offer, May 14, 2007.
(5) On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on April 26, 2005 to the reporting person. In exchange for this option grant the reporting person received 2,766 shares of common stock, valued at the FMV on the date of the commencement of the Offer, May 14, 2007.
(6) On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on May 7, 2002 to the reporting person. In exchange for this option grant the reporting person received 1,327 shares of common stock , valued at the FMV on the date of the commencement of the Offer, May 14, 2007.
(7) On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on April 27, 2004 to the reporting person. In exchange for this option grant the reporting person received 1,265 shares of common stock, valued at the FMV on the date of the commencement of the Offer, May 14, 2007.

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