SMITH A O CORP — Director's Dealing 2011

Feb 4, 2011

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2010-12-31

Reporting Person: SMITH MARK D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-01-29	Common Stock	G	582	—	Acquired	5556	Indirect
2010-07-07	Common Stock	G	578	—	Acquired	9201	Indirect
2010-12-17	Common Stock	G	659	—	Disposed	8542	Indirect
2010-06-28	Common Stock	G	579	—	Acquired	1920	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	19453	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class A Common Stock	$0		Common Stock (0)	43149	Indirect
Class A Common Stock	$0		Common Stock (0)	919	Indirect

Footnotes

F1: On November 15, 2010, the common stock of A. O. Smith Corporation split 3-for-2, resulting in the reporting person's ownership of 6,484 additional shares of common stock.

F2: The reporting person beneficially owns the shares as settlor of a revocable family trust.

F3: On November 15, 2010, the common stock of A. O. Smith Corporation split 3-for-2, resulting in the reporting person's beneficial ownership of 3,067 additional shares of common stock.

F4: On November 15, 2010, the common stock of A. O. Smith Corporation split 3-for-2, resulting in the reporting person's beneficial ownership of 640 additional shares of common stock.

F5: 1 for 1

F6: Convertible at any time.

F7: None.

F8: On November 15, 2010, the common stock of A. O. Smith Corporation split 3-for-2, resulting in the reporting person's beneficial ownership of 14,383 additional shares of Class A Common Stock.

F9: On November 15, 2010, the common stock of A. O. Smith Corporation split 3-for-2, resulting in the reporting person's beneficial ownership of 306 additional shares of Class A Common Stock.