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 * Deutsch Peter   2. Issuer Name and Ticker or Trading Symbol Great Lakes Dredge & Dock CORP [GLDD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) GREAT LAKES DREDGE & DOCK CORPORATION, 2122 YORK ROAD 3. Date of Earliest Transaction (Month/Day/Year) 11/16/2009 (Street) OAK BROOK, IL 60523 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 (1) 11/16/2009   S   1,000 D $ 6.94 (2) 35,974 D   Common Stock 11/16/2009   P   1,000 A $ 6.94 36,974 D   Common Stock 11/17/2009   S   23,401 D $ 6.71 (3) 13,573 D   Common Stock 11/17/2009   P   23,401 A $ 6.72 (4) 36,974 D   Common Stock 04/07/2010   S   9,204 D $ 5.55 (5) 33,157 (6) D   Common Stock 04/07/2010   P   9,204 A $ 5.56 42,361 D   Common Stock 11/28/2011   S   9,843 D $ 5.6 (7) 48,617 (6) D   Common Stock 11/28/2011   P   9,843 A $ 5.6 (8) 58,460 D   Common Stock 01/10/2012   S   2,411 D $ 6.07 (9) 58,859 (6) D   Common Stock 01/10/2012   P   2,411 A $ 6.07 (10) 61,270 D   Common Stock 11/08/2012   S   16,217 D $ 8.21 (11) 52,980 (6) D   Common Stock 11/08/2012   P   16,217 A $ 8.22 (12) 69,197 D

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
Deutsch Peter GREAT LAKES DREDGE & DOCK CORPORATION 2122 YORK ROAD OAK BROOK, IL 60523	X

Signatures

/s/ Kathleen M. LaVoy, by power of attorney		02/15/2013
**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)	The transactions reported on this Form 4 are being reported late due to the reporting person's prior understanding that the transactions reported herein were not subject to reporting under Section 16(a) of the Exchange Act. Pursuant to Section 16(b) of the of the Securities Exchange Act of 1934 (the "Exchange Act"), the reporting person has agreed to pay to Great Lakes Dredge & Dock Corporation $9,470.82, representing the full amount of the profit realized in connection with the short-swing transactions reported on this Form 4, less transaction costs of such transactions.
(2)	Represents the weighted average sale price of $6.94 rounded to the nearest hundredths. The highest price at which the shares were sold was $6.94 and the lowest price at which the shares were sold was $6.93, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities sold at each separate price.
(3)	Represents the weighted average sale price of $6.71 rounded to the nearest hundredths. The highest price at which the shares were sold was $6.75 and the lowest price at which the shares were sold was $6.66, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities sold at each separate price.
(4)	Represents the weighted average purchase price of $6.72 rounded to the nearest hundredths. The highest price at which the shares were purchased was $6.77 and the lowest price at which the shares were purchased was $6.68, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities purchased at each separate price.
(5)	Represents the weighted average sale price of $5.55 rounded to the nearest hundredths. The highest price at which the shares were sold was $5.56 and the lowest price at which the shares were sold was $5.55, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities sold at each separate price.
(6)	This total takes into account the previously-reported receipt by the Reporting Person of stock awards in the interim period.
(7)	Represents the weighted average sale price of $5.60 rounded to the nearest hundredths. The highest price at which the shares were sold was $5.61 and the lowest price at which the shares were sold was $5.58, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities sold at each separate price.
(8)	Represents the weighted average purchase price of $5.60 rounded to the nearest hundredths. The highest price at which the shares were purchased was $5.61 and the lowest price at which the shares were purchased was $5.59, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities purchased at each separate price.
(9)	Represents the weighted average sale price of $6.07 rounded to the nearest hundredths. The highest price at which the shares were sold was $6.08 and the lowest price at which the shares were sold was $6.06, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities sold at each separate price.
(10)	Represents the weighted average purchase price of $6.07 rounded to the nearest hundredths. The highest price at which the shares were purchased was $6.08 and the lowest price at which the shares were purchased was $6.04, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities purchased at each separate price.
(11)	Represents the weighted average sale price of $8.21 rounded to the nearest hundredths. The highest price at which the shares were sold was $8.23 and the lowest price at which the shares were sold was $8.20, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities sold at each separate price.
(12)	Represents the weighted average purchase price of $8.22 rounded to the nearest hundredths. The highest price at which the shares were purchased was $8.25 and the lowest price at which the shares were purchased was $8.21, in each case, rounded to the nearest hundredths. The Reporting Person undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of securities purchased at each separate price.

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