EMERSON ELECTRIC CO — Director's Dealing 2009

Mar 31, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EMERSON ELECTRIC CO (EMR)
CIK: 0000032604
Period of Report: 2009-03-27

Reporting Person: PETERS CHARLES A (Director, Sr. Exec. V. P.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-03-27	Common Stock	M	30000	$26.1719	Acquired	403463	Direct
2009-03-27	Common Stock	F	26995	$29.085	Disposed	376468	Direct
2009-03-27	Common Stock	F	602	$29.085	Disposed	375866	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-03-27	Employee Stock Option (Right to Buy)	$26.1719	M	30000	Disposed	2009-04-01	Common Stock (30000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6587.883	Indirect
Common Stock	7230.481	Indirect

Footnotes

F1: Exercise of 11,460 incentive stock options and 18,540 non-qualified stock options exempt under Rule 16b-3.

F2: Payment of option exercise price by delivering securities.

F3: Shares withheld for taxes exempt under Rule 16b-3 resulting from non-qualified stock option exercise.

F4: The options vested in three equal installments beginning on 10/1/2000.

F5: Price is not applicable to stock options received as incentive compensation.