Form 3 Greeves Joseph F For: Jun 15 (10K)

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person^*

Greeves Joseph F

(Last)

(First)

(Middle)

21700 ATLANTIC BLVD

(Street)

DULLES

20166

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/15/2009

3. Issuer Name and Ticker or Trading Symbol
GeoEye, Inc. [GEOY]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive VP and CFO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock	6,000 ⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Excercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Excercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option	06/15/2010	06/14/2019	Common Stock	25,000 ⁽²⁾	$ 22.61 ⁽³⁾	D
Stock Option	06/15/2010	06/14/2017⁽⁴⁾	Common Stock	5,986 ⁽⁵⁾	$ 22.61 ⁽³⁾	D
Restricted Stock Unit	03/15/2012	03/15/2012	Common Stock	3,956 ⁽⁶⁾	$ 0	D

Explanation of Responses:

1. On June 15, 2009, the Company granted Mr. Greeves 6,000 shares of restricted stock as part of his employment compensation package. The shares will vest 33% each June 15 of 2010, 2011, and 2012.

2. On June 15, 2009, the Company granted 25,000 non-qualified stock options to Mr. Greeves as part of his employment compensation package. The shares vest 25% each June 15 of 2010, 2011, 2012, and 2013. These options have a ten-year term.

3. Exercise price is the fair market value of Company's common stock as determined by the average of the high and low stock price on the grant date.

4. Options granted under the Company's Long Term Incentive Plan ("LTIP") have an eight-year term.

5. On June 15, 2009, the Company granted Mr. Greeves 5,986 options to purchase common stock under the Company's LTIP, which will vest 25% each June 15 of 2010, 2011, 2012 and 2013. The LTIP options have an eight-year term.

6. On June 15, 2009, the Company granted Mr. Greeves 3,956 restricted stock units ("RSUs") under its LTIP. These RSUs will vest, if at all, based on the financial performance of the Company and convert into shares of common stock on March 15, 2012.

	/s/ William L. Warren as Attorney-in-Fact for Joseph F. Greeves	06/16/2009
	** 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 5(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.

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