ICF International, Inc. — Director's Dealing 2010

Apr 6, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICF International, Inc. (ICFI)
CIK: 0001362004
Period of Report: 2009-04-03

Reporting Person: Glover Ellen (EVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-04-03	Common Stock	M	10184	$7.34	Acquired	49441	Direct
2009-04-03	Common Stock	S	10184	$24.99	Disposed	39257	Direct
2009-04-06	Common Stock	M	9816	$7.34	Acquired	49073	Direct
2009-04-06	Common Stock	S	9816	$24.35	Disposed	39257	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-04-03	Stock Option (right to buy)	$7.34	M	10184	Disposed	2015-09-01	Common Stock (10184)	Direct
2009-04-06	Stock Option (right to buy)	$7.34	M	9816	Disposed	2015-09-01	Common Stock (9816)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	39257	Direct

Footnotes

F1: These options were granted pursuant to a Restricted Stock Award ("Award") granted on September 6, 2005 under the ICF Consulting Group, Inc. 2005 Restricted Stock Plan.

F2: Immediately.