SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MARSH MILES L

(Last)

(First)

(Middle)

965 E. DEERPATH RD.

(Street)

LAKE FOREST

60045

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WHIRLPOOL CORP /DE/ [ WHR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								8,568	D⁽¹⁾
Common Stock	06/15/2006		J⁽²⁾	V	44.6534	A	⁽²⁾	1,288.8751⁽³⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock under Non-Employee Dir. Stock Owner. Plan	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Common	⁽⁴⁾		5,344.21⁽⁴⁾	D
Stock Options	⁽⁵⁾							⁽⁵⁾	⁽⁵⁾	Common	600		600	D
Stock Options	⁽⁶⁾							⁽⁶⁾	⁽⁶⁾	Common	600		600	D
Stock Options	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Common	600		600	D
Stock Options	⁽⁸⁾							⁽⁸⁾	⁽⁸⁾	Common	600		600	D
Stock Options	⁽⁹⁾							⁽⁹⁾	⁽⁹⁾	Common	600		600	D
Stock Options	⁽¹⁰⁾							⁽¹⁰⁾	⁽¹⁰⁾	Common	600		600	D
Stock Options	⁽¹¹⁾							⁽¹¹⁾	⁽¹¹⁾	Common	600		600	D
Stock Options	⁽¹²⁾							⁽¹²⁾	⁽¹²⁾	Common	600		600	D
Stock Options	⁽¹³⁾							⁽¹³⁾	⁽¹³⁾	Common	1,589		1,589	D
Stock Options	⁽¹⁴⁾							⁽¹⁴⁾	⁽¹⁴⁾	Common	1,131		1,131	D

Explanation of Responses:

1. 1,350 shares are held in the name of the undersigned's broker.

2. The securities herein were acquired on 06/15/2006 pursuant to the Plan indicated in Column 6 at $81.391841 per share in transactions exempt from Section 16(b) pursuant to Rule 16(b)-3(c).

3. As of 06/15/06, there are 1,288.875074 shares held for the account of the undersigned pursuant to the Whirlpool Corporation Automatic Dividend Reinvestment Plan.

4. 2,240 phantom shares deferred under the Nonemployee Director Stock Ownership Plan. This grant of deferred compensation is payable upon retirement from the Board of Directors. As of 06/15/06, 5,344.21 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock.

5. Stock option awarded on 4/20/93 at the option price of $44.50 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

6. Stock option awarded on 4/19/94 at the option price of $48.94 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

7. Stock option awarded on 4/16/96 at the option price of $50.27 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

8. Stock option awarded on 4/28/98 at the option price of $50.92 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

9. Stock option awarded on 4/20/99 at the option price of $61.75 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

10. Stock option awarded on 4/18/00 at the option price of $46.21 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

11. Stock option awarded on 4/15/03 at the option price of $64.69 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

12. Stock option awarded on 4/20/04 at the option price of $50.98 per share. All shares are currently exercisable and will expire either 20 years from the award date or the fifth anniversary of the date the Director ceases being a Director.

13. Stock option awarded on 04/19/05 at the option price of $64.73 per share. All shares are currently exercisable and will expire either 20 years from the award date or the second anniversary of the date the Director ceases being a Director.

14. Stock option awarded on 04/18/06 at the option price of $90.90 per share under the Nonemployee Director Equity Plan. All shares will become exercisable six months after the award date. The expiration date is either 20 years from the award date or the second anniversary of the date the Director ceases being a Director.

Remarks:

	/s/ Robert T. Kenagy	06/21/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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