PFIZER INC — Director's Dealing 2011

Mar 1, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PFIZER INC (PFE)
CIK: 0000078003
Period of Report: 2011-02-24

Reporting Person: READ IAN C (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-24	Common Stock	A	160137.0000	$0.0000	Acquired	746105.0000	Direct
2011-02-24	Common Stock	A	11971.0000	$0.0000	Acquired	758076.0000	Direct
2011-02-24	Common Stock	F	4239.0000	$18.9000	Disposed	753837.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-24	Stock Appreciation Rights	$18.9000	A	584112.0000	Acquired	2016-02-24	Common Stock (584112.0000)	Direct
2011-02-24	Stock Appreciation Rights	$18.9000	A	483559.0000	Acquired	2018-02-24	Common Stock (483559.0000)	Direct
2011-02-24	Stock Appreciation Rights	$20.9000	A	420000.0000	Acquired	2018-02-24	Common Stock (420000.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7331.0000	Indirect

Footnotes

F1: The reported transaction constitutes the grant of restricted stock units, which are subject to certain vesting requirements.

F2: The reported transaction constitutes the earn-out of Performance Share Awards (including dividend equivalents thereon).

F3: The reported transaction constitutes the withholding of shares to satisfy tax obligations upon the earn-out of Performance Share Awards (including dividend equivalents thereon).

F4: The stock appreciation rights, which are subject to certain vesting requirements, will be settled in shares of Pfizer common stock on the fifth anniversary of the date of grant. The grant price is equal to the closing price of Pfizer common stock on the date of grant.

F5: The stock appreciation rights, which are subject to certain vesting requirements, will be settled in shares of Pfizer common stock on the seventh anniversary of the date of grant. The grant price is equal to the closing price of Pfizer common stock on the date of grant.

F6: The stock appreciation rights, which are subject to certain vesting requirements, will be settled in shares of Pfizer common stock on the seventh anniversary of the date of grant. The grant price is equal to 125% of the closing price of Pfizer common stock on December 3, 2010, which was the last business day before Mr. Read was elected President and Chief Executive Officer of the Company.