Motorola Solutions, Inc. — Director's Dealing 2005

Feb 7, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOTOROLA INC (MOT)
CIK: 0000068505
Period of Report: 2005-02-04

Reporting Person: NEMCEK ADRIAN R (Exec. VP and Pres., Networks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-02-04	Motorola, Inc. - Common Stock	M	75960	$13.8243	Acquired	163339.9816	Direct
2005-02-04	Motorola, Inc. - Common Stock	S	69460	$16.35	Disposed	93879.9816	Direct
2005-02-04	Motorola, Inc. - Common Stock	S	6500	$16.36	Disposed	87379.9816	Direct
2005-02-07	Motorola, Inc. - Common Stock	M	35800	$13.8243	Acquired	123179.9816	Direct
2005-02-07	Motorola, Inc. - Common Stock	S	35800	$16.37	Disposed	87379.9816	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-02-04	Employee Stock Option (Right to Buy)	$13.8243	M	75960	Disposed	2011-09-19	Common Stock (75960)	Direct
2005-02-07	Employee Stock Option (Right to Buy)	$13.8243	M	35800	Disposed	2011-09-19	Common Stock (35800)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Motorola, Inc. - Common Stock	3668	Indirect

Footnotes

F1: The number of shares subject to the option and the exercise price per share have been adjusted to reflect the distribution by Motorola, Inc. on December 2, 2004 of shares of Freescale Semiconductor, Inc. This option was previously reported as covering an aggregate of 100,000 shares at an exercise price per share of $15.45.

F2: Includes shares acquired under the Motorola Employee Stock Purchase Plan.