XNAS:RUSHB Rush Enterprises Inc Class B Insider Activity 4 Filing - 2/16/2012

Effective Date 2/16/2012

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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 *
ORF DAVID C
  2. Issuer Name and Ticker or Trading Symbol
RUSH ENTERPRISES INC \TX\ [RUSH]
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)
555 IH 35 SOUTH, SUITE 500
3. Date of Earliest Transaction (Month/Day/Year)
02/16/2012
(Street)

NEW BRAUNFELS, TX 78130
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
Class A Common Stock 02/16/2012   M   10,500 A $2.433 31,106(1)(2) D  
Class A Common Stock 02/16/2012   M   10,500 A $7.97 41,606(1)(2) D  
Class A Common Stock 02/16/2012   M   19,312 A $10.507 60,918(1)(2) D  
Class A Common Stock 02/16/2012   S   41,312 D $23.921(7) 19,606(1)(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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (right to buy) $2.433 02/16/2012   M     10,500(3)   (4) 03/15/2013 Class A Common Stock 10,500 $ 0 0 D  
Option (right to buy) $7.97 02/16/2012   M     10,500(5)   (4) 03/15/2014 Class A Common Stock 10,500 $ 0 0 D  
Option (right to buy) $10.507 02/16/2012   M     19,312(6)   (4) 03/15/2015 Class A Common Stock 19,312 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ORF DAVID C
555 IH 35 SOUTH, SUITE 500
NEW BRAUNFELS, TX 78130
      Senior Vice President  

Signatures

 Steven L. Keller, Attorney-in-Fact for David C. Orf   02/17/2012
** 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) Includes unvested restricted stock units.
(2) Includes 297 shares acquired on July 6, 2011, and 291 shares acquired on January 12, 2012, under the Rush Enterprises, Inc. Employee Stock Purchase Plan.
(3) This option was previously reported as covering 7,000 shares at an exercise price of $3.65 per share but was adjusted as a result of the 3-for-2 stock split of Rush Enterprises, Inc.'s Common Stock on October 10, 2007.
(4) One-third of the options vested on each of the third, fourth and fifth anniversaries of the grant date, which is ten years prior to the expiration date.
(5) This option was previously reported as covering 7,000 shares at an exercise price of $11.96 per share but was adjusted as a result of the 3-for-2 stock split of Rush Enterprises, Inc.'s Common Stock on October 10, 2007.
(6) This option was previously reported as covering 12,875 shares at an exercise price of $15.76 per share but was adjusted as a result of the 3-for-2 stock split of Rush Enterprises, Inc.'s Common Stock on October 10, 2007.
(7) The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.90 to $23.959, inclusive. The reporting person undertakes to provide Rush Enterprises, Inc., any security holder of Rush Enterprises, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

XNAS:RUSHB Rush Enterprises Inc Class B Insider Activity 4 Filling

Rush Enterprises Inc Class B XNAS:RUSHB Stock - Get Insider Activity SEC Filing of Rush Enterprises Inc Class B XNAS:RUSHB stocks, including company profile, shares outstanding, strategy, business segments, operations, officers, consolidated financial statements, financial notes and ownership information.

XNAS:RUSHB Rush Enterprises Inc Class B Insider Activity 4 Filing - 2/16/2012
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