TEXTRON INC — Director's Dealing 2012

Feb 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXTRON INC (TXT)
CIK: 0000217346
Period of Report: 2012-01-30

Reporting Person: YATES RICHARD L (Sr. VP & Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-30	Common Stock	S	5525.595	$25.3677	Disposed	0	Indirect
2012-01-31	Common Stock	S	2284.873	$25.421	Disposed	15610	Direct
2012-01-31	Common Stock	M	6975	$5.65	Acquired	22585	Direct
2012-01-31	Common Stock	S	1075	$25.3906	Disposed	21510	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-31	Employee stock option (right to buy)	$5.65	M	6975	Disposed	2019-02-28	Common Stock (6975)	Direct

Footnotes

F1: Includes shares acquired in dividend reinvestment transactions not required to be reported.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.3900 to $25.3910 inclusive.

F3: The option vests in three (3) equal annual installments, beginning on March 1, 2010.

F4: Issued pursuant to the Textron 2007 Long-Term Incentive Plan.