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 *
GOLDENBERG CYNTHIA L
  2. Issuer Name and Ticker or Trading Symbol
IMMUNOMEDICS INC [IMMU]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last)
(First)
(Middle)
C/O IMMUNOMEDICS, INC., 300 AMERICAN ROAD
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2009
(Street)

MORRIS PLAINS, NJ 07950
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, $0.01 par value per share 06/09/2009   M   15,000 A $ 1.78 217,473 D  
Common Stock, $0.01 par value per share 06/09/2009   F   12,075 D $ 2.54 205,398 (1) D  
Common Stock, $0.01 par value per share 06/09/2009   D   2,925 D $ 2.54 202,473 (2) D  
Common Stock, $0.01 par value per share               5,749,574 I See Footnote (3)

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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) $ 1.78 06/09/2009   M     15,000   (4) 06/22/2009 Common Stock, $0.01 par value per share 15,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GOLDENBERG CYNTHIA L
C/O IMMUNOMEDICS, INC.
300 AMERICAN ROAD
MORRIS PLAINS, NJ 07950
  X   X   President and CEO  

Signatures

 /s/ Cynthia L. Goldberg   06/11/2009
**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) In accordance with the Company's 1992 Stock Option Plan, the reporting person paid the exercise price and tax liability associated with the exercise of an option to purchase 15,000 shares of the Company's common stock through the withholding of 12,075 shares of the Company's common stock.
(2) In accordance with the Company's 1992 Stock Option Plan, the reporting person elected to receive cash, in the approximate amount of $7,430, in lieu of shares of the Company's common stock upon exercise of an option to purchase 15,000 shares of the Company's common stock.
(3) Such shares are held by the reporting person's spouse, by various trusts established for the benefit of the reporting person's spouse and/or family members of the reporting person and her spouse, or by a majority-owned subsidiary of the Issuer, of which the reporting person's spouse is a director. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(4) The option vested in four equal installments on June 22, 2000, 2001, 2002 and 2003.

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