KOPIN CORP — Director's Dealing 2008

Apr 8, 2008

SEC Form 4/A — Form 4/A

Issuer: KOPIN CORP (KOPN)
CIK: 0000771266
Period of Report: 2008-03-28

Reporting Person: TSAUR BOR YEU (Executive Vice President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-03-28	Employee Stock Option (right to buy)	$23.81	D	80000	Disposed	2010-04-12	Common Stock (80000)	Direct
2008-03-28	Employee Stock Option (right to buy)	$27.25	A	80000	Acquired	2010-04-12	Common Stock (80000)	Direct

Footnotes

F1: The two reported transactions involved an amendment of an outstanding option to adjust the exercise price of the option, resulting in the deemed cancellation of the old option and the grant of the replacement option. The issuer amended certain outstanding options pursuant to a remediation plan by the issuer in connection with the issuer's review of its stock option practices and related accounting.

F2: The option is fully vested and immediately exercisable.

F3: On April 1, 2008, the reporting person filed a Form 4 reporting the transactions noted herein. However, columns 7 of each line and column 9 of the second line indicated that number of shares underlying the securities and the number of derivative securities beneficially owned after the transaction was 60,000. The correct number is 80,000.