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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1. Name and Address of Reporting Person * AIN MARK S   2. Issuer Name and Ticker or Trading Symbol PARK ELECTROCHEMICAL CORP [PKE] 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) KRONOS INC, 400 FITFTH AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 07/01/2005 (Street) WALTHAM, MA 02154 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 07/01/2005   M   12,300 A $ 12.58 12,300 D   Common Stock 07/01/2005   M   3,000 A $ 23.96 15,300 D   Common Stock 07/01/2005   M   3,000 A $ 15.92 18,300 D   Common Stock 07/01/2005   M   2,250 A $ 23.6 20,550 D   Common Stock 07/01/2005   M   750 A $ 19.95 21,300 D   Common Stock 07/01/2005   S   13,000 D $ 25.4 8,300 D   Common Stock 07/05/2005   S   8,300 D $ 25.47 0 D

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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

Right to buy option (1)

$ 12.58

07/01/2005

M

12,300

07/15/1999

07/15/2008

Common Stock

12,300

$ 0

0

D

Right to buy option (2)

$ 23.96

07/01/2005

M

3,000

10/06/2000

10/06/2009

Common Stock

3,000

$ 0

0

D

Right to buy option (2)

$ 15.92

07/01/2005

M

3,000

05/22/2001

05/22/2010

Common Stock

3,000

$ 0

0

D

Right to buy option (2)

$ 23.6

07/01/2005

M

2,250

07/19/2002

07/19/2011

Common Stock

2,250

$ 0

750

D

Right to buy option (2)

$ 29.05

03/20/2003

03/20/2012

Common Stock

3,000

3,000

D

Right to buy option (2)

$ 19.95

07/01/2005

M

750

07/24/2004

07/24/2013

Common Stock

750

$ 0

2,250

D

Right to buy option (2)

$ 23

07/08/2005

07/08/2014

Common Stock

3,000

3,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
AIN MARK S KRONOS INC 400 FITFTH AVENUE WALTHAM, MA 02154	X

Signatures

Stephen E. Gilhuley by power of attorney		07/05/2005
**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)	Option is exercisable as to 1,050 shares on July 15, 1999 and as to 3,750 shares on each July 15 thereafter.
(2)	Option is exercisable as to 25% of the shares listed on the date indicated and as to an additional 25% of such shares on each succeeding anniversary of such date.

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