SEC Form 4 
FORM 4	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
or Section 30(h) of the Investment Company Act of 1940 	  
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	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).			
1. Name and Address of Reporting Person*
MCDANIEL THOMAS R	

(Last)	(First)	(Middle)	
C/O SUNPOWER CORPORATION	
77 RIO ROBLES	

(Street) 
SAN JOSE	CA	95134	

(City)	(State)	(Zip)	
	2. Issuer Name and Ticker or Trading Symbol 
SUNPOWER CORP [ SPWR ] 	5. Relationship of Reporting Person(s) to Issuer 
(Check all applicable) 
X	Director		10% Owner	
	Officer (give title below)		Other (specify below)	

	3. Date of Earliest Transaction (Month/Day/Year)
11/12/2012 		
	4. If Amendment, Date of 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	
	
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	11/12/2012		M		16,304	A	$0 	16,420	D		
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 Securities Underlying Derivative Security (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: 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					
Restricted Stock Units (RSUs)	$0(1) 	11/12/2012		A		16,304		(2) 	(2) 	Common Stock	16,304	$0 	16,304	D		
Restricted Stock Units (RSUs)	$0(1) 	11/12/2012		M			16,304	(2) 	(2) 	Common Stock	16,304	$0 	0	D		
Explanation of Responses:	
1. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.	
2. The RSUs were automatically granted and vested immediately on November 12, 2012 under the non-employee director compensation policy approved and adopted by Issuer's Board of Directors on June 15, 2011.	
	Karla Rogers, as attorney-in-fact for Thomas R. McDaniel	11/14/2012	
	** Signature of Reporting Person	Date	
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).	
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.	
POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that the undersigned
hereby constitutes and appoints Lisa Bodensteiner, Christopher
Jaap, Jia Liu, Karla Rogers, Kristy Midkiff and Emily
McIntyre, and each of them, as the true and lawful attorney or
attorneys-in-fact, with full power of substitution and
revocation, for the undersigned and in the name, place and
stead of the undersigned, in any and all capacities, to
execute, on behalf of the undersigned, any and all statements
or reports under Section 16 of the Securities Exchange Act of
1934, as amended, with respect to the beneficial ownership of
shares of common stock, par value $0.001 per share, or other
securities of SunPower Corporation, including, without
limitation, all initial statements of beneficial ownership on
Form 3, all statements of changes in beneficial ownership on
Form 4, all annual statements of beneficial ownership on Form
5 and all successor or similar forms, to be filed with the
Securities and Exchange Commission, to execute any and all
amendments or supplements to any such statements or reports,
and to file the same, with all exhibits thereto, and other
documents in connection therewith, with the Securities and
Exchange Commission, granting to said attorney or attorneys-
in-fact, and each of them, full power and authority to do so
and perform each and every act and thing requisite and
necessary to be done in and about the premises (including,
without limitation, completing, executing and delivering a
Form ID to apply for electronic filing codes), as fully and to
all intents and purposes as the undersigned might or could do
in person, and hereby ratifying and confirming all that said
attorney or attorneys-in-fact, or any of them, or their
substitute or substitutes, may lawfully do or cause to be done
by virtue hereof.  The undersigned acknowledges that the
foregoing attorneys-in-fact, and each of them, in serving in
such capacity at the request of the undersigned, are not
assuming any of the responsibilities of the undersigned to
comply with Section 16 of the Securities Exchange Act of 1934
or any other legal requirement.  This Power of Attorney shall
remain in effect until revoked in writing by the undersigned.

        /s/ Thomas R. McDaniel
                                                Name:  Thomas R. McDaniel

Date:   9-15-12
Securities Exchange Act of 1934
or any other legal requirement.  This Power of Attorney shall
remain in effect until revoked in writing by the undersigne