EMERSON ELECTRIC CO — Director's Dealing 2005

Sep 12, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EMERSON ELECTRIC CO (EMR)
CIK: 0000032604
Period of Report: 2005-09-08

Reporting Person: GALVIN WALTER J (Director, Sr. Exec. VP-Finance & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-09-08	Common Stock	M	6702	$44.75	Acquired	112020	Direct
2005-09-08	Common Stock	F	4389	$68.325	Disposed	107631	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-09-08	Employee Stock Option (right to buy)	$44.75	M	6702	Disposed	2006-10-01	Common Stock (6702)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4113	Indirect
Common Stock	4113	Indirect
Common Stock	4113	Indirect
Common Stock	55139	Indirect
Common Stock	6908.227	Indirect
Common Stock	2713.729	Indirect
Common Stock	23536	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$44.75	2006-10-01	Common Stock (20380)	20380	Indirect

Footnotes

F1: Exercise of incentive stock options exempt under Rule 16b-3.

F2: Payment of option exercise price by delivering securities; 4,389 shares delivered for exercise of incentive stock options.

F3: The Reporting Person disclaims beneficial ownership.

F4: The Reporting Person's spouse is the controlling partner of the Walter J. Galvin Family Partnership, L.P.

F5: The options vested in three annual installments beginning on 10/1/1997.