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^*

Thompson Laura K

(Last)

(First)

(Middle)

200 INNOVATION WAY

(Street)

AKRON

44316

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/10/2013

3. Issuer Name and Ticker or Trading Symbol
GOODYEAR TIRE & RUBBER CO /OH/ [ GT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Finance, North America

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)
Common Stock	11,485	D

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)
2005 Plan Option⁽¹⁾	12/06/2006⁽²⁾	12/06/2015	Common Stock	2,500	$17.15	D
2005 Plan Option⁽¹⁾	02/27/2008⁽²⁾	02/27/2017	Common Stock	3,000	$24.71	D
2005 Plan Option⁽¹⁾	02/21/2009⁽²⁾	02/21/2018	Common Stock	2,606	$26.74	D
2008 Plan Option⁽³⁾	02/26/2010⁽²⁾	02/26/2019	Common Stock	31,535	$4.81	D
2008 Plan Option⁽³⁾	02/23/2011⁽²⁾	02/23/2020	Common Stock	14,297	$12.74	D
2008 Plan Option⁽³⁾	02/22/2012⁽²⁾	02/22/2021	Common Stock	16,714	$13.91	D
2008 Plan Performance Share Units⁽⁴⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	4,188	⁽⁴⁾	D
2008 Plan Option⁽³⁾	02/27/2013⁽²⁾	02/27/2022	Common Stock	18,838	$12.94	D
2008 Plan Performance Share Units⁽⁵⁾	⁽⁵⁾	⁽⁵⁾	Common Stock	3,091	⁽⁵⁾	D
2008 Plan Option⁽³⁾	02/28/2014⁽²⁾	02/28/2023	Common Stock	22,613	$12.98	D
2008 Plan Performance Share Units⁽⁶⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	3,466	⁽⁶⁾	D
2002 Plan Reload Option⁽⁷⁾	06/14/2014	12/09/2014	Common Stock	3,169	$15.43	D

Explanation of Responses:

1. Non-Qualified Stock Option in respect of shares of Common Stock granted under the 2005 Performance Plan of The Goodyear Tire & Rubber Company.

2. The option vests and becomes exercisable in 25% increments over four years commencing one year after the date of grant.

3. Non-Qualified Stock Option in respect of shares of Common Stock granted under the 2008 Performance Plan of The Goodyear Tire & Rubber Company.

4. Performance Share Unit grant under the 2008 Performance Plan, contingently payable (to the extent earned) 100% in shares of Common Stock in February 2014. The number of Units paid is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. the S&P 500 over the 3-year vesting period ending December 31, 2013.

5. Performance Share Unit grant under the 2008 Performance Plan, contingently payable (to the extent earned) 100% in shares of Common Stock in February 2015. The number of Units paid, which can range from 0% to 200% of the Units reported on this Form 4, depends on the attainment of certain performance targets over a 3-year period ending December 31, 2014, and is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. the S&P 500 over the 3-year period ending December 31, 2014.

6. Performance Share Unit grant under the 2008 Performance Plan, contingently payable (to the extent earned) 100% in shares of Common Stock in February 2016. The number of Units paid, which can range from 0% to 200% of the Units reported on this Form 4, depends on the attainment of certain performance targets over a 3-year period ending December 31, 2015, and is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. the S&P 500 over the 3-year period ending December 31, 2015.

7. Pursuant to the terms of the 2002 Performance Plan, a reload option was granted for the number of shares tendered in payment of the option exercise price.

Remarks:

	/s/ Bertram Bell, signing as an attorney-in-fact and agent duly authorized to execute this Form 3 on behalf of Laura K Thompson pursuant to a Power of Attorney dated 10/14/2013, a copy of which is filed herewith.	10/18/2013
	** 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).
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