EMERSON ELECTRIC CO — Director's Dealing 2009

Aug 14, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EMERSON ELECTRIC CO (EMR)
CIK: 0000032604
Period of Report: 2009-08-13

Reporting Person: FARR DAVID N (Director, Chairman of Board, CEO & Pres.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-08-13	Common Stock	M	40000	$32.0313	Acquired	1041418	Direct
2009-08-13	Common Stock	F	1448	$36.0550	Disposed	1039970	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-08-13	Employee Stock Option (right to buy)	$32.0313	M	40000	Disposed	2009-10-04	Common Stock (40000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	110768	Indirect
Common Stock	3723	Indirect
Common Stock	3723	Indirect
Common Stock	6519.659	Indirect
Common Stock	19511.241	Indirect

Footnotes

F1: Exercise of 40,000 non-qualified stock options exempt under Rule 16b-3.

F2: Shares withheld for taxes exempt under Rule 16b-3 resulting from non-qualified stock option exercise.

F3: The options became exercisable as follows: 19,786 shares on October 4, 2001 and 20,214 shares on October 4, 2002.

F4: Price is not applicable to stock options received as incentive compensation.