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*
KEEGAN ROBERT J

(Last) (First) (Middle)
THE GOODYEAR TIRE & RUBBER COMPANY
1144 EAST MARKET STREET

(Street)
AKRON OH 44316-0001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GOODYEAR TIRE & RUBBER CO /OH/ [ GT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman of the Bd, CEO & Pres
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2007
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)
Code V Amount (A) or (D) Price
Common Stock 09/17/2007 F(1) 52,156 D $25.26(1) 184,230 D
Common Stock 09/17/2007 M(2) 63,100 A $17.68(2) 247,330 D
Common Stock 09/17/2007 F(3) 79,683 D $25.26(3) 167,647 D
Common Stock 09/17/2007 M(4) 86,000 A $22.05(4) 253,647 D
Common Stock 09/17/2007 F(5) 39,913 D $25.26(5) 213,734 D
Common Stock 09/17/2007 M(6) 56,300 A $12.54(6) 270,034 D
Common Stock 09/17/2007 F(7) 50,901 D $25.26(7) 219,133 D
Common Stock 09/17/2007 M(8) 62,500 A $17.15(8) 281,633 D
Common Stock 09/17/2007 F(9) 3,491 D $25.26(9) 278,142 D
Common Stock 09/17/2007 M(10) 4,000 A $22.05(10) 282,142 D
Common Stock 09/17/2007 F(11) 968 D $25.26(11) 281,174 D
Common Stock 09/17/2007 M(12) 1,950 A $12.54(12) 283,124 D
Common Stock 621(13) I 401(k) Plan(14)
Common Stock 13,000 I By Spouse
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1997 Plan Option(15) $17.68 09/17/2007 M 63,100 (16) 12/04/2010 Common Stock 63,100 $0.00 0 D
1997 Plan Option(17) $25.26 09/17/2007 A 52,156 09/17/2008 12/04/2010 Common Stock 52,156 $0.00 52,156 D
1997 Plan Option(18) $22.05 09/17/2007 M 86,000 (16) 12/03/2011 Common Stock 86,000 $0.00 0 D
1997 Plan Option(17) $25.26 09/17/2007 A 79,683 09/17/2008 12/03/2011 Common Stock 79,683 $0.00 79,683 D
2002 Plan Option(19) $12.54 09/17/2007 M 56,300 (16) 12/09/2014 Common Stock 56,300 $0.00 112,600 D
2002 Plan Option(17) $25.26 09/17/2007 A 39,913 09/17/2008 12/09/2014 Common Stock 39,913 $0.00 39,913 D
2005 Plan Option(20) $17.15 09/17/2007 M 62,500 (16) 12/06/2015 Common Stock 62,500 $0.00 187,500 D
2005 Plan Option(17) $25.26 09/17/2007 A 50,901 09/17/2008 12/06/2015 Common Stock 50,901 $0.00 50,901 D
1997 Plan Option(21) $22.05 09/17/2007 M 4,000 (16) 12/03/2011 Common Stock 4,000 $0.00 0 D
1997 Plan Option(22) $25.26 09/17/2007 A 3,491 09/17/2008 12/03/2011 Common Stock 3,491 $0.00 3,491 D
2002 Plan Option(23) $12.54 09/17/2007 M 1,950 (16) 12/09/2014 Common Stock 1,950 $0.00 3,900 D
2002 Plan Option(22) $25.26 09/17/2007 A 968 09/17/2008 12/09/2014 Common Stock 968 $0.00 968 D
Explanation of Responses:
1. 44,165 previously owned shares having a market value of $25.26 per share were delivered in payment of the option price of $17.68 per share for 63,100 shares acquired pursuant to the exercise of an option granted under the 1997 Plan. In addition, 7,991 shares were withheld to pay Federal withholding taxes as permitted by the 1997 Plan and option grant.
2. 63,100 shares were acquired pursuant to the exercise of an option granted under the 1997 Plan.
3. 75,071 previously owned shares having a market value of $25.26 per share were delivered in payment of the option price of $22.05 per share for 86,000 shares acquired pursuant to the exercise of an option granted under the 1997 Plan. In addition, 4,612 shares were withheld to pay Federal withholding taxes as permitted by the 1997 Plan and option grant.
4. 86,000 shares were acquired pursuant to the exercise of an option granted under the 1997 Plan.
5. 27,949 previously owned shares having a market value of $25.26 per share were delivered in payment of the option price of $12.54 per share for 56,300 shares acquired pursuant to the exercise of an option granted under the 2002 Plan. In addition, 11,964 shares were withheld to pay Federal withholding taxes as permitted by the 2002 Plan and option grant.
6. 56,300 shares were acquired pursuant to the exercise of an option granted under the 2002 Plan.
7. 42,433 previously owned shares having a market value of $25.26 per share were delivered in payment of the option price of $17.15 per share for 62,500 shares acquired pursuant to the exercise of an option granted under the 2005 Plan. In addition, 8,468 shares were withheld to pay Federal withholding taxes as permitted by the 2005 Plan and option grant.
8. 62,500 shares were acquired pursuant to the exercise of an option granted under the 2005 Plan.
9. 3,491 previously owned shares having a market value of $25.26 per share were delivered in payment of the option price of $22.05 per share for 4,000 shares acquired pursuant to the exercise of an option granted under the 1997 Plan.
10. 4,000 shares were acquired pursuant to the exercise of an Incentive Stock Option granted under the 1997 Plan.
11. 968 previously owned shares having a market value of $25.26 per share were delivered in payment of the option price of $12.54 per share for 1,950 shares acquired pursuant to the exercise of an option granted under the 2002 Plan.
12. 1,950 shares were acquired pursuant to the exercise of an Incentive Stock Option granted under the 2002 Plan. As a result of the transactions reported herein, the reporting person's ownership of stock increased by 46,738 shares.
13. Total number of shares of common stock and common stock units allocated to the account of the reporting person in a Trust established under Goodyear's Employee Savings Plan for Salaried Employees, a 401(k) Plan (the "Savings Plan"), as of September 17, 2007 as reported by the Plan Trustee.
14. The shares are held by a nominee of The Northern Trust Company, the Savings Plan Trustee.
15. Exercise of Non-Qualified Stock Option granted on 12/4/2000 under the 1997 Plan.
16. The option vests and becomes exercisable in 25% increments over four years commencing one year after the date of grant.
17. Pursuant to the terms of the plan, a reload option was granted for the number of shares tendered in payment of the option exercise price and withheld to pay Federal withholding taxes.
18. Exercise of Non-Qualified Stock Option granted on 12/3/2001 under the 1997 Plan.
19. Exercise of Non-Qualified Stock Option granted on 12/9/2004 under the 2002 Plan.
20. Exercise of Non-Qualified Stock Option granted on 12/6/2005 under the 2005 Plan.
21. Exercise of Incentive Stock Option granted on 12/3/2001 under the 1997 Plan.
22. Pursuant to the terms of the plan, a reload option was granted for the number of shares tendered in payment of the option exercise price.
23. Exercise of Incentive Stock Option granted on 12/9/2004 under the 2002 Plan.
Remarks:
/s/ Bertram Bell, signing as an attorney-in-fact and agent duly authorized to execute this Form 4 on behalf of Robert J Keegan pursuant to a Power of Attorney dated 10/3/02, a copy of which has been previously filed with the SEC. 09/19/2007
** 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 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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