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 * POND KIRK P   2. Issuer Name and Ticker or Trading Symbol Wright Express CORP [WXS] 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) 3 CANTER LANE 3. Date of Earliest Transaction (Month/Day/Year) 05/15/2009 (Street) CAPE ELIZABETH, ME 04107 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 05/16/2009   M   740 A $ 0 (2) 20,955 D   Common Stock 05/18/2009   M   717 A $ 0 (3) 21,672 D   Common Stock               3,000 I By the Nancy St. John Pond Account Common Stock               700 I By the Loretta A. Pond trust Common Stock               2,500 I By the Pond Family Foundation

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

Restricted Stock Units

$ 0

05/15/2009

A

3,072

(1)

(1)

Common Stock

3,072

$ 0

3,072

D

Restricted Stock Units

$ 0

05/16/2009

M

740

(2)

(2)

Common Stock

740

$ 0

1,480

D

Restricted Stock Units

$ 0

05/18/2009

M

717

(3)

(3)

Common Stock

717

$ 0

718

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
POND KIRK P 3 CANTER LANE CAPE ELIZABETH, ME 04107	X

Signatures

/s/ Melissa D. Smith, as attorney-in-fact for Kirk Pond		05/19/2009
**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)	Restricted Stock Units will vest with respect to one third of the shares on each of 5/15/2010, 5/15/2011 and 5/15/2012 subject to the reporting person's continued service to Wright Express Corporation and other conditions.
(2)	Restricted Stock Units vested on 5/16/2009 and each RSU converted into one share of commont stock.
(3)	Restricted Stock Units vested on 5/18/2009 and each RSU converted into one share of commont stock.

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