NORDSON CORP — Director's Dealing 2009

Dec 7, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2009-12-05

Reporting Person: HARDIS STEPHEN R (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-12-05	Restricted Stock Units	$	D	1323	Disposed		Common Shares (1323)	Direct
2009-12-05	Stock Equivalent Units	$	A	1323	Acquired		Common Shares (1323)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	45547	Direct
Common Shares	8000	Indirect
Common Shares	200	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these securities.

F2: Restricted Stock Units acquired through deferral of grant of restricted stock under Directors' Deferred Compensation Plan.

F3: Restricted Stock Units vest two (2) years after the grant date and convert to an equal numer of stock equivalent units on the vesting date.

F4: Stock Equivalent Units acquired upon vesting date for restricted stock units. Stock equivalent units are settled in common shares on a one-for-one basis when reporting person ceases to be a Director or reaches age 70, whichever occurs first.