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 *
MITCHELL DON S
   2. Issuer Name and Ticker or Trading Symbol
FSI INTERNATIONAL INC [FSII] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO/President
(Last)
(First)
(Middle)
3391 JASMINE CREST		 3. Date of Earliest Transaction (Month/Day/Year)
10/11/2012
(Street)

OLIVENHAIN, CA 92024		 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 10/11/2012   U   130,349 (1) D $ 6.2 0 D  

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
STOCK OPTION (RIGHT TO BUY) $ 3.17 10/11/2012   D(2)     145,000 09/09/2003(3) 06/09/2013 COMMON STOCK 145,000 $ 3.03 0 D  
STOCK OPTION (RIGHT TO BUY) $ 4.31 10/11/2012   D(2)     35,000 04/06/2005(4) 01/06/2015 COMMON STOCK 35,000 $ 1.89 0 D  
STOCK OPTION (RIGHT TO BUY) $ 3.73 10/11/2012   D(2)     25,000 09/30/2005(5) 06/30/2015 COMMON STOCK 25,000 $ 2.47 0 D  
STOCK OPTION (RIGHT TO BUY) $ 5.09 10/11/2012   D(2)     22,000 07/18/2006(6) 04/18/2016 COMMON STOCK 22,000 $ 1.11 0 D  
STOCK OPTION (RIGHT TO BUY) $ 5.24 10/11/2012   D(2)     30,000 03/27/2007(7) 12/27/2016 COMMON STOCK 30,000 $ 0.96 0 D  
STOCK OPTION (RIGHT TO BUY) $ 1.64 10/11/2012   D(2)     29,164 05/06/2008(8) 02/06/2018 COMMON STOCK 29,164 $ 4.56 0 D  
STOCK OPTION (RIGHT TO BUY) $ 1.44 10/11/2012   D(2)     21,806 09/20/2008(9) 06/20/2018 COMMON STOCK 21,806 $ 4.76 0 D  
STOCK OPTION (RIGHT TO BUY) $ 0.35 10/11/2012   D(2)     22,914 03/23/2009(10) 12/23/2018 COMMON STOCK 22,914 $ 5.85 0 D  
STOCK OPTION (RIGHT TO BUY) $ 0.32 10/11/2012   D(2)     18,751 06/26/2010(11) 06/26/2019 COMMON STOCK 18,751 $ 5.88 0 D  
STOCK OPTION (RIGHT TO BUY) $ 2 10/11/2012   D(2)     68,750 06/22/2010(12) 12/22/2019 COMMON STOCK 68,750 $ 4.2 0 D  
STOCK OPTION (RIGHT TO BUY) $ 4.44 10/11/2012   D(2)     65,000 09/25/2010(13) 06/25/2020 COMMON STOCK 65,000 $ 1.76 0 D  
STOCK OPTION (RIGHT TO BUY) $ 4.65 10/11/2012   D(2)     35,000 03/22/2011(14) 12/22/2020 COMMON STOCK 35,000 $ 1.55 0 D  
STOCK OPTION (RIGHT TO BUY) $ 2.78 10/11/2012   D(2)     100,000 09/22/2011(15) 06/21/2021 COMMON STOCK 100,000 $ 3.42 0 D  
STOCK OPTION (RIGHT TO BUY) $ 3.61 10/11/2012   D(2)     100,000 09/20/2012(16) 06/20/2022 COMMON STOCK 100,000 $ 2.59 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MITCHELL DON S
3391 JASMINE CREST
OLIVENHAIN, CA 92024		   X     CEO/President  

Signatures

 /s/ Patricia M. Hollister, Chief Financial Officer, as Power of Attorney for Donald S. Mitchell   10/15/2012
**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) Included in this amount is 25,000 shares of Restricted Stock. Pursuant to the Restricted Stock Award Agreement, the Restricted Stock Award vests in three equal annual increments beginning on the first annual anniversary of the date of award grant (2012-12-21).
(2) In connection with the merger of RB Merger Corp. ("Purchaser") with and into FSI International, Inc. ("FSI") pursuant to that Agreement and Plan of Merger, dated as of August 13, 2012, among FSI, Purchaser and Tokyo Electron Limited, this option was cancelled and converted into the right to receive a cash payment representing the difference, if any, between (a) $6.20 multiplied by the number of shares subject to the option and (b) the aggregate exercise price for all shares subject to the option.
(3) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2003-09-09). Original grant of 150,000 shares, 5,000 shares previously exercised.
(4) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2005-04-06).
(5) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2005-09-30).
(6) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2006-07-18).
(7) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2007-03-27).
(8) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2008-05-06). Original grant of 50,000 shares, 20,836 shares previously exercised.
(9) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2008-09-20). Original grant of 25,000 shares, 3,194 shares previously exercised.
(10) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2009-03-23). Original grant of 25,000 shares, 2,086 shares previously exercised.
(11) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2009-09-26). Original grant of 25,000 shares, 6,249 shares previously exercised.
(12) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2010-03-22). Original grant of 75,000 shares, 6,250 shares previously exercised.
(13) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2010-09-25).
(14) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2011-03-22).
(15) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2011-09-22).
(16) The option becomes exercisable in 12 equal cumulative quarterly increments beginning on the first quarter anniversary of the date of grant (2012-09-20).

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