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 * SINEGAL JAMES D   2. Issuer Name and Ticker or Trading Symbol COSTCO WHOLESALE CORP /NEW [COST] 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) 999 LAKE DRIVE 3. Date of Earliest Transaction (Month/Day/Year) 02/15/2012 (Street) ISSAQUAH, WA 98027 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 02/15/2012   S(1)   16,000 D (2) 879,367 D   Common Stock               942,708 I By LLC Common Stock               94,772 I By GRAT Common Stock               94,772 I By Spouse's GRAT

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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SINEGAL JAMES D 999 LAKE DRIVE ISSAQUAH, WA 98027	X

Signatures

Deanna K. Nakashima, attorney-in-fact		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)	This sale was effected pursuant to a 10b5-1 trading plan.
(2)	Shares sold as follows: 400 @ 83.4307 300 @ 83.4400 600 @ 83.4600 200 @ 83.4700 300 @ 83.4800 100 @ 83.4900 325 @ 83.5000 178 @ 83.5004 100 @ 83.5009 100 @ 83.5100 400 @ 83.5400 1100 @ 83.5500 500 @ 83.5700 300 @ 83.6100 300 @ 83.6900 400 @ 83.7100 100 @ 83.7150 100 @ 83.7197 200 @ 83.7200 100 @ 83.7250 1200 @ 83.7800 47 @ 83.8200 100 @ 83.8295 130 @ 83.8500 300 @ 83.8600 100 @ 83.8900 200 @ 83.9000 800 @ 83.9800 500 @ 84.0107 400 @ 84.2700 620 @ 84.2800 500 @ 84.2900 100 @ 84.3000 200 @ 84.3400 100 @ 84.3700 26 @ 84.3900 100 @ 84.4000 174 @ 84.4100 3700 @ 84.4800 100 @ 84.5000 300 @ 84.5100 200 @ 84.5200

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