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 *
TIMMINS RICK
   2. Issuer Name and Ticker or Trading Symbol
IRIS INTERNATIONAL INC [IRIS] 		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)
C/O IRIS INTERNATIONAL, INC., 9158 ETON AVENUE		 3. Date of Earliest Transaction (Month/Day/Year)
10/31/2012
(Street)

CHATSWORTH, CA 91311		 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 10/31/2012   U   14,607 D $ 19.5 0 D  
Common Stock 10/31/2012   M   5,410 A $ 12.08 5,410 D  
Common Stock 10/31/2012   M   11,592 A $ 12.08 17,002 D  
Common Stock 10/31/2012   M   12,541 A $ 11.61 29,543 D  
Common Stock 10/31/2012   M   2,414 A $ 13.26 31,957 D  
Common Stock 10/31/2012   F(1)   19,641 D $ 19.5 12,316 D  
Common Stock 10/31/2012   S(2)   12,316 D $ 19.5 0 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
Stock Option (Right to Buy) $ 12.08 10/31/2012   M     5,410   (3) 01/04/2020 Common Stock 13,812 $ 0 0 D  
Stock Option (Right to Buy) $ 12.08 10/31/2012   M     11,592   (4) 01/04/2020 Common Stock 11,510 $ 0 0 D  
Stock Option (Right to Buy) $ 11.61 10/31/2012   M     12,541   (5) 05/14/2020 Common Stock 12,541 $ 0 0 D  
Stock Option (Right to Buy) $ 13.26 10/31/2012   M     2,414   (6) 04/27/2019 Common Stock 2,414 $ 0 7,245 D  
Stock Option (Right to Buy) $ 13.26 10/31/2012   D     7,245   (7) 04/27/2019 Common Stock 7,245 $ 6.24 0 D  
Restricted Stock Units (8) 10/31/2012   D     2,828   (9)   (9) Common Stock 2,828 $ 19.5 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
TIMMINS RICK
C/O IRIS INTERNATIONAL, INC.
9158 ETON AVENUE
CHATSWORTH, CA 91311		   X      

Signatures

 /s/ Todd M. Graham, Attorney-in-Fact   11/01/2012
**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) The shares were retained by the company in payment of the exercise price incurred in connection with the exercise of the option.
(2) Pursuant to a Tender and Support Agreement dated September 17, 2012 by and among each director and officer of IRIS International, Inc., IRIS International, Inc., Danaher Corporation and Daphne Acquisition Corporation, the reporting person sold these shares of Common Stock to Daphne Acquisition Corporation in exchange for consideration of $19.50 per share.
(3) The stock options vested in three equal installments of 3,864 shares on each of July 4, 2010, October 4, 2010 and January 4, 2011.
(4) The stock options vested in two equal installments of 2,705 on each of February 22, 2010 and May 22, 2010.
(5) The stock options vested in three equal installments on each of November 14, 2010, February 14, 2011 and May 14, 2011.
(6) Vested / will vest 25% on each of July 31, 2012, October 31, 2012, January 31, 2013 and April 30, 2013.
(7) Pursuant to the Agreement and Plan of Merger dated September 17, 2012 by and among Danaher Corporation, Daphne Acquisition Corporation and IRIS International, Inc. (the "Merger Agreement"), this option vested in full and was cancelled in the merger in exchange for a cash amount equal to the number of shares underlying this option multiplied by the difference between the per share merger consideration of $19.50 and the per share exercise price of this option.
(8) Each restricted stock unit represents a contingent right to receive one share of IRIS International, Inc. common stock.
(9) Pursuant to the Merger Agreement, these restricted stock units vested in full and were cancelled in the merger in exchange for a cash amount equal to the number of shares underlying the restricted stock units multiplied by the per share merger consideration of $19.50.

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