SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Glass Martin Val

(Last)

(First)

(Middle)

1000 E. DRAKE ROAD

(Street)

FORT COLLINS

80525

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/26/2007

3. Issuer Name and Ticker or Trading Symbol
WOODWARD GOVERNOR CO [ WGOV ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Woodward Governor Company Common Stock	8,528.39	I	By Stock Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Nonqualified Stock Option (Right to Buy)	⁽¹⁾	01/14/2008	Common Stock	2,031	$10.6667	D
Nonqualified Stock Option (Right to Buy)	⁽¹⁾	11/16/2008	Common Stock	7,500	$7.3333	D
Nonqualified Stock Option (Right to Buy)	⁽¹⁾	11/15/2009	Common Stock	6,000	$8.25	D
Nonqualified Stock Option (Right to Buy)	⁽¹⁾	11/21/2010	Common Stock	6,000	$13.9377	D
Nonqualified Stock Option (Right to Buy)	⁽¹⁾	10/01/2011	Common Stock	6,000	$16.3333	D
Nonqualified Stock Option (Right to Buy)	⁽¹⁾	10/07/2012	Common Stock	6,375	$15.9067	D
Nonqualified Stock Option (Right to Buy)	⁽²⁾	11/21/2013	Common Stock	13,500	$15.4733	D
Nonqualified Stock Option (Right to Buy)	⁽³⁾	11/24/2014	Common Stock	24,000	$23.8167	D
Nonqualified Stock Option (Right to Buy)	⁽⁴⁾	11/23/2015	Common Stock	21,750	$27	D
Nonqualified Stock Option (Right to Buy)	⁽⁵⁾	11/15/2016	Common Stock	14,500	$36.98	D
Phantom Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	66.348	⁽⁶⁾	D

Explanation of Responses:

1. Options are fully vested.

2. Options become exercisable at the rate of 25% per year beginning 11/21/2004.

3. Options become exercisable at the rate of 25% per year beginning 11/24/2005.

4. Options become exercisable at the rate of 25% per year beginning 11/23/2006.

5. Options become exercisable at the rate of 25% per year beginning 11/15/2007.

6. The reporting person participates in the Woodward Executive Benefit Plan. Phantom stock units are accrued under the Plan and are to be settled in 100% stock on a one-for-one basis upon separation from the Company. The total shown represents the account balance in dollars divided by the current share price and, therefore, the number of shares reported may fluctuate from period to period. The total shown also includes shares acquired under the Company's Dividend Reinvestment Plan.

Remarks:

	Kathleen A. Waelti by Power of Attorney	10/10/2007
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.