Sec Form 4 Filing - EBERHARD STEPHEN P @ SIMPSON MANUFACTURING CO INC /CA/ - 2009-08-05

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 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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1. Name and Address of Reporting Person EBERHARD STEPHEN P 2. Issuer Name and Ticker or Trading Symbol SIMPSON MANUFACTURING CO INC /CA/ [ NYSE:SSD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President, Simpson Dura-Vent (Last) (First) (Middle) 5956 W. LAS POSITAS BLVD. 3. Date of Earliest Transaction (MM/DD/YY) 08/05/2009 (Street) PLEASANTON, CA94588 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 08/05/2009 X 10,000 A $ 16.45 90,792 D Common Stock 08/05/2009 X 10,000 D $ 28.9453 80,792 D Common Stock 08/05/2009 G( 1 ) 600 D $ 0 80,192 D Common Stock 08/05/2009 G( 2 ) 600 D $ 0 79,592 D Common Stock 08/05/2009 G( 1 ) 600 A $ 0 600 I These shares are owned by Stephen P. Eberhard's son, Sean Eberhard Common Stock 08/06/2009 S 600 D $ 29.1253 0 I These shares are owned by Stephen P. Eberhard's son, Sean Eberhard Common Stock 13,078 I ( 3 ) By Trust

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Options on Common Stock $ 16.45 08/05/2009 X 10,000 02/01/2003( 4 ) 12/31/2009 Common Stock 10,000 $ 16.45 0 D Options on Common Stock $ 25.43 01/01/2005( 5 ) 12/31/2010 Common Stock 10,000 10,000 D Options on Common Stock $ 34.9 01/01/2006( 5 ) 12/31/2011 Common Stock 16,000 16,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other EBERHARD STEPHEN P 5956 W. LAS POSITAS BLVD. PLEASANTON, CA94588 President, Simpson Dura-Vent Signatures Stephen P. Eberhard 08/06/2009 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Stephen P. Eberhard gave these shares without receiving consideration to his son, Sean Eberhard, who has used the same address as Stephen P. Eberhard. ( 2 )Stephen P. Eberhard gave these shares without receiving consideration to his son, Mark Eberhard. ( 3 )The shares are owned by the Simpson Manufacuturing Co., Inc. Profit Sharing Plan for Salaried Employees (the "Plan") of which the reporting person is a participant. The Plan is qualified under sections 401(a)(26) and 410 of the Internal Revenue Code. The number of shares owned was reported as of August 3, 2009. ( 4 )This date represents the date of the first monthly vesting period. This option vests equally over 48 months beginning with the date of grant. ( 5 )This date represents the date of the first annual vesting period. This option vests equally over 4 years beginning with the date of grant.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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