TEXTRON INC — Director's Dealing 2009

Aug 7, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXTRON INC (TXT)
CIK: 0000217346
Period of Report: 2009-08-05

Reporting Person: Connor Frank T (Executive VP and CFO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-08-05	Employee Stock Option - Right to Buy	$14.34	A	80000	Acquired	2019-08-04	Common Stock (80000)	Direct
2009-08-05	Cash-Settled Restricted Stock Units	$0	A	70000	Acquired		Common Stock (70000)	Direct

Footnotes

F1: The option vests in three (3) equal annual installments, beginning on March 1, 2010.

F2: Issued pursuant to the Textron Inc. 2007 Long-Term Incentive Plan.

F3: Each cash-settled restricted stock unit is valued upon vesting based upon the value of one (1) share of Textron Inc. Common Stock.

F4: Payable in cash in five (5) equal annual installments, beginning on March 1, 2010.