TEXTRON INC — Director's Dealing 2007

Sep 5, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXTRON INC (TXT)
CIK: 0000217346
Period of Report: 2007-08-31

Reporting Person: BUTLER JOHN D (Executive VP)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-08-31	Phantom Stock	$	A	22.93	Acquired		Common Stock (22.93)	Direct

Footnotes

F1: Each share of phantom stock is valued based upon the value of one (1) share of Textron Inc. Common Stock.

F2: Payable in cash upon the conclusion of Reporting Person's employment with Textron Inc.

F3: Includes shares of phantom stock acquired in unreported dividend reinvestment transactions.