FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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 *   Hill John P 2. Date of Event Requiring Statement (Month/Day/Year) 10/30/2008 3. Issuer Name and Ticker or Trading Symbol Clearfield, Inc. [CLFD] (Last) (First) (Middle) 5480 NATHN LANE N, SUITE 120 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Operating Officer 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) PLYMOUTH, MN 55442 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 Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 10,000 D Â

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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options to Purchase Common Shares	  (1)	05/13/2011	Common shares	10,000	$ 1.34	D	Â
Options to Purchase Common Shares	  (2)	11/19/2013	Common Shares	42,000	$ 1.09	D	Â
Option to Purchase Common Shares	  (3)	10/30/2016	Common Shares	102,000	$ 1.03	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Hill John P 5480 NATHN LANE N SUITE 120 PLYMOUTH, MN 55442	Â	Â	  Chief Operating Officer	Â

Signatures

Johnny Hill		10/30/2008
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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 stock options were issued under the 1997 Cleafield Stock Option Plan (formerly known as the APA Stock Option Plan), as amended. Pursuant to their terms options become exercisable at the rate of 28 % for 2007, 20% for 2008, 24% for 2009 and 28% for 2010. All exercisable dates are as of May 13.
(2)	The stock options were issued under the 2007 Clearfield Stock Option Plan (formerly known as the APA Enterprises Stock Compensation Plan). Pursuant to their terms options become exercisable at the rate of 20% per year commencing on November 8, 2008.
(3)	The stock options were issued under the 2007 Clearfield Stock Option Plan, as amended. Pursuant to their terms options become exercisable at the rate of 33% per year commeincing on October 10, 2009.

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