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 *
SLYE BRADLEY D
  2. Issuer Name and Ticker or Trading Symbol
ELECTRO SENSORS INC [ELSE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman, President and CEO
(Last)
(First)
(Middle)
6111 BLUE CIRCLE DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2006
(Street)

MINNETONKA, MN 55343
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 05/05/2006   M   18,000 A $ 1.5625 110,852 (3) D  
Common Stock 05/16/2006   S   32,307 D $ 6.2815 78,545 D  
Common Stock 05/16/2006   S   25,000 D $ 6.6232 53,545 D  
Common Stock 05/16/2006   S   7,693 D $ 6.4243 45,852 D  
Common Stock 05/17/2006   S   35,000 D $ 5.7995 10,852 D  
Common Stock               5,190 I By Spouse
Common Stock               18,329 (5) I By ESOP
Common Stock 05/17/2006   S   300 D $ 5.8 605 (4) I By Children

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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
Employee Stock Option (Right to Buy) $ 2.17               (1) 01/03/2007 Common Stock 75,000   15,000 D  
Employee Stock Option (Right to Buy) $ 1.5625 05/05/2006   M     18,000   (2) 08/02/2009 Common Stock 30,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SLYE BRADLEY D
6111 BLUE CIRCLE DRIVE
MINNETONKA, MN 55343
  X     Chairman, President and CEO  

Signatures

 Bradley D. Slye   05/18/2006
**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) Exercisable in annual increments of 15,000 shares each commencing 1/3/97.
(2) Exercisable in annual increments of 6,000 shares each commencing 8/3/99.
(3) Includes 939 shares acquired pursuant to the Employee Stock Purchase Plan through January 6, 2006.
(4) Includes 700 shares acquired pursuant to gifting transactions reported on Form 5 dated May 2006.
(5) Updated total through 2/21/06.

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