FORM 4UNITED 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, 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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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*
Knoll Jay B

(Last)(First)(Middle)
2956 WATERVIEW DRIVE

(Street)
ROCHESTER HILLSMI48309

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
ENERGY CONVERSION DEVICES INC [ENER]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Vice President/General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock 09/30/2008 A(1)  3,060 A$ 0 15,530 D  
Common Stock 09/30/2008 A(2)  6,130 A$ 0 21,660 D  
Common Stock         200 I by Managed Account (3)

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 Security3. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Consists of restricted stock units granted under the Company's 2006 Stock Incentive Plan. These restricted stock units settle on a one-for-one basis in shares of Company common stock and vest on June 30, 2010, subject to achivement of performance goals.
2. Consists of restricted stock units granted under the Company's 2006 Stock Incentive Plan. These restricted stock units settle on a one-for-one basis in shares of Company common stock and vest on June 30, 2012, subject to achivement of performance goals.
3. Shares are held in self-directed IRA.
By: Ghazaleh Koefod For: Jay B. Knoll10/06/2008
** Signature of Reporting PersonDate
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 Jay Knoll whose signature
appears below constitutes and appoints Ghazaleh Koefod, as his or her 
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, for him or her and in his or her name, place and stead,
in any and all capacities, to sign any Form 3, Forms 4 and Forms 5 and
all amendments thereto and to file the same and other documents
in connection therewith, with the Securities and Exchange Commission, granting
unto such attorney-in-fact and agent full power and authority to do and perform
each and every act and thing requisite and necessary to be done in connection
therewith, as fully to all intents and purposes as she might or could do in
person, hereby ratifying and confirming all that such attorney-in-fact and
agent, or her substitute or substitutes, may lawfully do or cause to be
done by virtue hereof.



Date: June 6, 2006                       By: /s/ Jay Knoll
      ---------------------------        -----------------------------
                                                Signature





 
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