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 *
Cleveland Bradley A.
   2. Issuer Name and Ticker or Trading Symbol
Proto Labs Inc [PRLB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last)
(First)
(Middle)
5540 PIONEER CREEK DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
09/09/2013
(Street)

MAPLE PLAIN, MN 55359		 4. If Amendment, Date Original Filed(Month/Day/Year)
09/11/2013		 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 09/09/2013   S(1)   12,469 D $ 73.6034 (2) 82,531 (3) I By JK Cleveland Irrevocable Trust (4)
Common Stock 09/09/2012   S(1)   45,623 D $ 74.2549 (5) 36,908 (3) I By JK Cleveland Irrevocable Trust (4)
Common Stock 09/09/2013   S(1)   7,702 D $ 75.0279 (6) 29,206 (3) I By JK Cleveland Irrevocable Trust (4)
Common Stock 09/10/2013   S(1)   20,682 D $ 74.0734 (7) 8,524 (3) I By JK Cleveland Irrevocable Trust (4)
Common Stock 09/10/2013   S(1)   8,524 D $ 75.4715 (8) 0 (3) I By JK Cleveland Irrevocable Trust (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Cleveland Bradley A.
5540 PIONEER CREEK DRIVE
MAPLE PLAIN, MN 55359		   X     President and CEO  

Signatures

 /s/ Mark D. Pihlstrom, Attorney-in-Fact for Bradley A. Cleveland   09/26/2013
**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) Sales effected pursuant to Rule 10b5-1 trading plan adopted by the JK Cleveland IRR Trust ua dtd 12/18/12 (the "Trust") on August 8, 2013.
(2) Reflects the weighted average price of 12,469 shares of common stock of Proto Labs, Inc. sold by the Trust in multiple transactions on September 9, 2013 with sale prices ranging from $72.83 to $73.80 per share. The reporting person undertakes to provide upon request byt he U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
(3) This filing amends Item 5 of Table I to correct the number of securities beneficially owned following each of the reported transactions listed above. This filing also removes a line item for "JK Cleveland Declaration Trust," which was erroneously included.
(4) These shares are held indirectly by a trust for the benefit of the reporting person's children. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in them.
(5) Reflects the weighted average price of 45,623 shares of common stock of Proto Labs, Inc. sold by the Trust in multiple transactions on September 9, 2013 with sale prices ranging from $73.84 to $74.84 per share. The reporting person undertakes to provide upon request byt he U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
(6) Reflects the weighted average price of 7,702 shares of common stock of Proto Labs, Inc. sold by the Trust in multiple transactions on September 9, 2013 with sale prices ranging from $74.87 to $75.18 per share. The reporting person undertakes to provide upon request byt he U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
(7) Reflects the weighted average price of 20,682 shares of common stock of Proto Labs, Inc. sold by the Trust in multiple transactions on September 10, 2013 with sale prices ranging from $73.70 to $74.51 per share. The reporting person undertakes to provide upon request byt he U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
(8) Reflects the weighted average price of 8,524 shares of common stock of Proto Labs, Inc. sold by the Trust in multiple transactions on September 10, 2013 with sale prices ranging from $75.00 to $75.98 per share. The reporting person undertakes to provide upon request byt he U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

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