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
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SMACH THOMAS J 		2. Issuer Name and Ticker or Trading Symbol

Crocs, Inc. [ CROX ] 		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)

C/O CROCS, INC., 6328 MONARCH PARK PLACE 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/15/2007
(Street)

NIWOT, CO 80503
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/15/2007     M    2   A $1.69   2   D    
Common Stock   10/15/2007     M    4602   A $5.37   4604   D    
Common Stock   10/15/2007     M    4203   A $14.47   8807   D    
Common Stock   10/15/2007     S (1)    8807   D $69.00   0   D    
Common Stock                  4400   I   As UGMA Custodian for children   (2)
Common Stock                  600   I   As UGMA Custodian for nephew   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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
Employee Stock Option (Right to Buy)   $1.69   (3) 10/15/2007     M        2      (4) 4/27/2012   Common Stock   2   $0   116810   (3) D    
Employee Stock Option (Right to Buy)   $5.37   10/15/2007     M        4602      (5) 4/30/2012   Common Stock   4602   $0   29204   D    
Employee Stock Option (Right to Buy)   $14.47   (6) 10/15/2007     M        4203      (7) 5/12/2013   Common Stock   4203   $0   112609   (6) D    

Explanation of Responses:
( 1)  The shares were sold pursuant to a sales plan adopted by the reporting person on August 22, 2007 and intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934.
( 2)  The reporting person disclaims beneficial ownership of these securities except to the extent the reporting person is deemed to have a pecuniary interest in the securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 3)  This option was previously reported as covering 58,406 shares at an exercise price of $3.38 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on June 15, 2007.
( 4)  Of the 116,810 options remaining, none are currently vested. The unvested options will vest in two equal installments on May 1, 2008 and May 1, 2009. The option is subject to early exercise.
( 5)  Of the 29,204 options remaining, none are currently vested. The unvested options will vest in two equal installments on May 1, 2008 and May 1, 2009. The option is subject to early exercise.
( 6)  This option was previously reported as covering 58,406 shares at an exercise price of $28.94 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on June 15, 2007.
( 7)  Of the 112,609 options remaining, 25,000 are currently vested. The 87,609 unvested options will vest in three equal installments on May 12, 2008, May 12, 2009 and May 12, 2010. The option is subject to early exercise.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SMACH THOMAS J
C/O CROCS, INC.
6328 MONARCH PARK PLACE
NIWOT, CO 80503 		X



Signatures
/s/ Erik Rebich, Attorney in Fact 10/17/2007
** 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 control number.
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