Woodward, Inc. — Director's Dealing 2007

May 25, 2007

SEC Form 4/A — Form 4/A

Issuer: WOODWARD GOVERNOR CO (WGOV)
CIK: 0000108312
Period of Report: 2007-05-18

Reporting Person: HALBROOK JOHN A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-05-18	Woodward Governor Company Common Stock	M	10000	$10.75	Acquired	317276	Direct
2007-05-18	Woodward Governor Company Common Stock	F	2012	$53.42	Disposed	315264	Direct
2007-05-18	Woodward Governor Company Common Stock	F	3024	$53.42	Disposed	312240	Direct
2007-05-21	Woodward Governor Company Common Stock	S	1500	$54.00	Disposed	310740	Direct
2007-05-21	Woodward Governor Company Common Stock	S	1000	$54.40	Disposed	309740	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-05-18	Nonqualified Stock Option (Right to Buy)	$10.75	M	10000	Disposed	2007-11-17	Common Stock (10000)	Direct

Footnotes

F1: Shares received incident to the exercise of a security issued in accordance with Rule 16b-3.

F2: Shares delivered in payment of exercise price incident to the exercise of a security issued in accordance with Rule 16b-3.

F3: Shares withheld to cover the tax liability incident to the exercise of a security issued in accordance with Rule 16b-3, which amount was improperly reported in prior filing.

F4: Inadvertently omitted from prior filing.

F5: This option was previously reported as covering 57,794 shares at an exercise price of $32.25 per share but was adjusted to reflect the three-for-one stock split that occurred on February 1, 2006.

F6: Transaction is the exercise of a derivative security; exercise price reported in column 2.