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 * CHILD MICHAEL C   2. Issuer Name and Ticker or Trading Symbol IPG PHOTONICS CORP [IPGP] 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) JOHN HANCOCK TOWER, 200 CLARENDON ST. 56TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 09/02/2008 (Street) BOSTON, MA 02116 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 09/02/2008   S   1,764 D $ 20.6504 7,036 I See Footnote 7 (7) Common Stock 09/03/2008   S   1,885 D $ 20.7177 5,151 I See Footnote 8 (8) Common Stock 09/04/2008   S   27 D $ 20.4585 5,124 I See Footnote 9 (9)

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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 Options (right to buy)

$ 1.5

(1)

04/05/2012

Common Stock

33,334

33,334

D

Stock Options (right to buy)

$ 1.5

(2)

12/14/2014

Common Stock

33,334

66,668

D

Stock Options (right to buy)

$ 1.5

(3)

06/12/2015

Common Stock

20,000

86,668

D

Stock Options (right to buy)

$ 6.45

(4)

06/21/2016

Common Stock

6,667

93,335

D

Stock Options (right to buy)

$ 20.32

(5)

06/11/2017

Common Stock

6,667

100,002

D

tock Options (right to buy)

$ 18.41

(6)

06/09/2018

Common Stock

6,667

106,669

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
CHILD MICHAEL C JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR BOSTON, MA 02116	X

Signatures

Michael C. Child		09/04/2008
**Signature of Reporting Person		Date
By: Thomas P. Alber, Attorney-in-Fact		09/04/2008
**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)	8,334 of such options were immediately exercisable and the remaining options became exercisable in three equal installments of 8,333 shares beginning on 12/29/02
(2)	The option was exercisable immediately.
(3)	The option is exercisable in four equal installments of 5,000 shares. The first installment became exercisable on 6/12/2006.
(4)	The option is exercisable in four equal installments of 1,667 shares. The first installment becomes exercisable on 6/21/2007.
(5)	The options vest in four equal installments beginning on 6/12/08
(6)	The option is exercisable in four equal installments beginning on 6/10/09
(7)	The reporting person may be deemed to have an indirect pecuniary interest as a partner of TA Investors II L.P. in 7,036 shares of Common Stock. On 09/02/08 TA Investors II L.P. sold a total of 1,764 shares on behalf of the reporting person.
(8)	The reporting person may be deemed to have an indirect pecuniary interest as a partner of TA Investors II L.P. in 5,151 shares of Common Stock. On 09/03/08 TA Investors II L.P. sold a total of 1,885 shares on behalf of the reporting person.
(9)	The reporting person may be deemed to have an indirect pecuniary interest as a partner of TA Investors II L.P. in 5,124 shares of Common Stock. On 09/04/08 TA Investors II L.P. sold a total of 27 shares on behalf of the reporting person.

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