ROCKWELL AUTOMATION INC 4

4 · ROCKWELL AUTOMATION INC · Filed May 4, 2006

Form 4

Period: 2006-05-03

Sr. V. President and CFO

Transactions

Exercise/Conversion
Common Stock
2006-05-03$34.24/sh+10,000$342,400→ 23,341.501 total
Exercise/Conversion
Employee Stock Option (right to buy)
2006-05-03−10,000→ 50,000 total
Exercise: $34.24From: 2005-01-05Exp: 2014-01-05→ Common Stock (10,000 underlying)
Sale
Common Stock
2006-05-03$74.75/sh−6,400$478,400→ 16,941.501 total

Holdings

Common Stock Share Equivalents
(indirect: Nonqual. Savings Plan)
→ Common Stock (135.218 underlying)
135.218
Employee Stock Option (right to buy)
Exercise: $43.90From: 2005-11-08Exp: 2014-11-08→ Common Stock (80,000 underlying)
80,000
Employee Stock Option (right to buy)
Exercise: $56.36From: 2006-11-07Exp: 2015-11-07→ Common Stock (43,600 underlying)
43,600
Common Stock
(indirect: By Savings Plan)
297.062

Footnotes (7)

[F1]Option exercise and sale of option shares were effected pursuant to a Rule 10b5-1 trading plan established for estate planning and diversification purposes.
[F2]8,400 shares are held by Company to implement restrictions on transfer unless and until certain conditions are met.
[F3]Includes shares represented by Company stock fund units acquired under the Company's Savings Plan since the date of the reporting person's last ownership report, based on information furnished by the Plan Administrator as of 5/1/2006.
[F4]26,666 shares are currently exercisable and 23,334 shares become exercisable on 1/05/2007.
[F5]The option vests in three substantially equal annual installments beginning on the date exercisable.
[F6]Includes share equivalents represented by Company stock fund units acquired under the Company's Nonqualified Savings Plan since the date of the reporting person's last ownership report, based on information furnished by the Plan Administrator as of 5/1/2006. The number of share equivalents represented by the balance of a participant's Company stock fund account may not exactly equal the number of share equivalents represented by a prior balance plus additions due to variances in the proportion of uninvested cash held in the reference fund used to determine unit values of the Company stock fund under the Plan.
[F7]The share equivalents are payable in cash upon retirement or after termination of employment.

Documents

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