Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * SHOLTIS MARTYN R	2. Issuer Name and Ticker or Trading Symbol ROCHESTER MEDICAL CORPORATION [ ROCM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Corporate Vice President
(Last)          (First)          (Middle) ONE ROCHESTER MEDICAL DRIVE	3. Date of Earliest Transaction (MM/DD/YYYY) 2/28/2013
(Street) STEWARTVILLE, MN 55976 (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	2/28/2013		M		1500	A	$4.625	41500   (1)	D
Common Stock	2/28/2013		S		1500	D	$14.802   (2)	40000	D
Common Stock	3/1/2013		M		10500	A	$4.625	50500	D
Common Stock	3/1/2013		M		4500	A	$4.70	55000	D
Common Stock	3/1/2013		S		15000	D	$14.75	40000   (1)	D

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
Stock Option (Right to Buy)	$4.625	2/28/2013		M			1500	1/2/2005   (3)	1/2/2014	Common Stock	12000	$0.00	10500	D
Stock Option (Right to Buy)	$4.625	3/1/2013		M			10500	1/2/2005   (3)	1/2/2014	Common Stock	10500	$0.00	0	D
Stock Option (Right to Buy)	$4.70	3/1/2013		M			4500	1/1/2006   (3)	1/1/2015	Common Stock	30000	$0.00	25500	D
Stock Option (Right to Buy)	$5.70							1/26/2007   (3)	1/26/2016	Common Stock	20000		20000	D
Stock Option (Right to Buy)	$12.30							11/21/2007   (3)	11/21/2016	Common Stock	20000		20000	D
Stock Option (Right to Buy)	$11.23							2/6/2009   (3)	2/6/2018	Common Stock	20000		20000	D
Stock Option (Right to Buy)	$11.27							2/3/2010   (3)	2/3/2019	Common Stock	20000		20000	D
Stock Option (Right to Buy)	$12.27							1/28/2011   (3)	1/28/2020	Common Stock	20000		20000	D
Stock Option (Right to Buy)	$10.72							1/27/2012   (3)	1/27/2021	Common Stock	20000		20000	D

Explanation of Responses:
( 1)	Includes restricted stock award shares.
( 2)	The price in Column 4 is a weighted average. The prices actually received ranged from $14.79 to $14.85. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
( 3)	Vest as to 25% annual cumulative installments beginning one year from date of grant, beginning the date shown.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SHOLTIS MARTYN R ONE ROCHESTER MEDICAL DRIVE STEWARTVILLE, MN 55976			Corporate Vice President

Signatures
David A. Jonas as power-of-attorney for Martyn R. Sholtis		3/4/2013
** 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.
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