Snap-on Inc — Director's Dealing 2011

Nov 1, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2011-10-31

Reporting Person: KELLY ARTHUR L (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-31	Deferred Stock Units	$	A	317	Acquired		Common Stock (317)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	20000	Indirect
Common Stock	24999.664	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$32.08	2012-04-25	Common Stock (3000)	3000	Direct
Stock Option (Right to Buy)	$28.43	2013-04-24	Common Stock (3000)	3000	Direct
Stock Option (Right to Buy)	$33.55	2014-04-23	Common Stock (3000)	3000	Direct
Stock Option (Right to Buy)	$32.76	2015-04-22	Common Stock (3000)	3000	Direct
Restricted Stock Units	$		Common Stock (7628)	7628	Direct

Footnotes

F1: Shares reported are held by the Kelly Family Trust and the A.L. Kelly Trust for which the reporting person is a trustee and beneficiary.

F2: Includes 158.398 shares acquired under the Corporation's Dividend Reinvestment and Direct Stock Purchase Plan.

F3: 1 for 1.

F4: Payment of fees in stock under the Corporation's Directors' 1993 Fee Plan.

F5: Scheduled for issuance in ten equal annual installments after the earliest of July 1, 2012, termination of service as a director, death or upon a change in control.

F6: Includes 177.046 deferred stock units acquired through exempt dividend reinvestments.

F7: All restrictions lapse upon the earliest of retirement from the Board, death or a change in control; the reporting person will receive the underlying shares upon the earliest of July 1, 2012 (in which case he will receive them in ten equal installments), death or a change in control.