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 *
CARLSON NORMAN A
  2. Issuer Name and Ticker or Trading Symbol
GEO GROUP INC [GEO]
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)
ONE PARK PLACE, SUITE 700, 621 NW 53RD STREET
3. Date of Earliest Transaction (Month/Day/Year)
09/04/2012
(Street)

BOCA RATON, FL 33487
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
Restricted Stock 09/04/2012   S   198 (1) D $ 26.87 14,552 D  
Common Stock               14,500 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
Stock Option $ 4.6667             05/01/2003 05/01/2013 Common Stock 6,000   6,000 D  
Stock Option $ 7.6967             05/06/2004 05/06/2014 Common Stock 10,500   10,500 D  
Stock Option $ 10.7334             02/08/2005 02/08/2015 Common Stock 8,100   8,100 D  
Stock Option $ 16.69             10/30/2008 10/30/2018 Common Stock 5,000   5,000 D  
Stock Option $ 21.07             10/28/2009 10/28/2019 Common Stock 5,000   5,000 D  
Stock Option $ 24.61             03/01/2011 03/01/2021 Common Stock 5,000   5,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CARLSON NORMAN A
ONE PARK PLACE, SUITE 700
621 NW 53RD STREET
BOCA RATON, FL 33487
  X      

Signatures

 /s/ Norman A. Carlson By: John J. Bulfin as Attorney-in-Fact   09/06/2012
**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 GEO Group, Inc. ("GEO") purchased these vested restricted shares from Mr. Carlson on September 4, 2012 at a price per share of $26.87, which was the closing trading price of GEO common stock on that date. The sale was conducted solely for the purpose of and the proceeds from this sale were used by Mr. Carlson solely to pay the taxes associated with the September 1, 2012 vesting of 750 shares of restricted stock.

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