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 * GUPTA NARENDRA   2. Issuer Name and Ticker or Trading Symbol WIND RIVER SYSTEMS INC [WIND] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Former Director (Last) (First) (Middle) 500 WIND RIVER WAY 3. Date of Earliest Transaction (Month/Day/Year) 07/16/2009 (Street) ALAMEDA, CA 94501 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 07/16/2009   D   88 (1) D $ 11.5 0 I Under 401(k) Plan

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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
Non-Qualified Stock Option (right to buy)	$ 8.14	07/16/2009		D			15,000	(2)	04/01/2018	Common Stock	15,000	(3)	0	D
Non-Qualified Stock Option (right to buy)	$ 9.94	07/16/2009		D			15,000	(2)	04/01/2017	Common Stock	15,000	(4)	0	D
Non-Qualified Stock Option (right to buy)	$ 11.07	07/16/2009		D			15,000	(2)	04/01/2014	Common Stock	15,000	(5)	0	D
Non-Qualified Stock Option (right to buy)	$ 5.41	07/16/2009		D			250,000	(2)	08/11/2013	Common Stock	250,000	(6)	0	D
Non-Qualified Stock Option (right to buy)	$ 2.98	07/16/2009		D			6,000	(2)	04/01/2013	Common Stock	6,000	(7)	0	D
Restricted Stock Units	(8)	07/16/2009		D			18,000	(9)	(10)	Common Stock	18,000	(11)	0	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GUPTA NARENDRA 500 WIND RIVER WAY ALAMEDA, CA 94501				Former Director

Signatures

/s/ Jane Bone, by power of attorney		07/20/2009
**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)	Pursuant to the Merger Agreement between the Issuer and Intel Corporation ("Intel") dated June 4, 2009 (the "Merger Agreement"), each share of WIND common stock will be exchanged for $11.50 in cash. As of July 16, 2009, the reporting person owned approximately 277 units, which units represent interests in a Wind River 401(k) Plan. As of July 16, 2009, those units equate to approximately 88 shares of WIND common stock at the closing price of WIND common stock on July 16, 2009 of $11.50.
(2)	The option is fully vested.
(3)	Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $50,400.00, which represents the difference between $11.50 and the exercise price of the option per share.
(4)	Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $23,400.00, which represents the difference between $11.50 and the exercise price of the option per share.
(5)	Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $6,450.00, which represents the difference between $11.50 and the exercise price of the option per share.
(6)	Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $1,522,500.00, which represents the difference between $11.50 and the exercise price of the option per share.
(7)	Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $51,120.00, which represents the difference between $11.50 and the exercise price of the option per share.
(8)	Each restricted stock unit represents a contingent right to receive one share of WIND common stock.
(9)	Pursuant to the provisions of the 2005 Equity Incentive Plan and the Merger Agreement, the restricted stock units vested in full upon the effectiveness of the merger.
(10)	Not applicable.
(11)	Pursuant to the Merger Agreement, the restricted stock units were cancelled in exchange for a cash payment of $207,000.00, which represents $11.50 for each outstanding unit.

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