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^*

Edwards Jeffrey S

(Last)

(First)

(Middle)

49200 HALYARD DRIVE

P.O. BOX 8010

(Street)

PLYMOUTH

48170

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
JOHNSON CONTROLS INC [ JCI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/04/2010

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	01/04/2010		A		3.602	A	$27.7623	79,994.436⁽¹⁾⁽²⁾	D
Common Stock	01/04/2010		M		112.589	A	$27.8	80,107.025⁽¹⁾⁽²⁾	D
Common Stock	01/04/2010		D		112.589	D	$27.8	79,994.436⁽¹⁾⁽²⁾	D
Common Stock	01/04/2010		F		7,168	D	$27.8	72,826.436⁽¹⁾⁽²⁾	D
Common Stock								10,540.624⁽³⁾	I	By 401(k) Plan Trust

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 Units - Restricted Stock Plan	⁽⁴⁾	01/04/2010		M			112.589	⁽⁵⁾	⁽⁵⁾	Common Stock	112.589	$27.8	1,814.431⁽⁶⁾	D
Phantom Stock Units - Retirement Restoration Plan	⁽⁴⁾							⁽⁷⁾	⁽⁷⁾	Common Stock	1,266.362		1,266.362⁽⁸⁾	D
Phantom Stock Units - Annual Incentive Plan	⁽⁴⁾							⁽⁹⁾	⁽⁹⁾	Common Stock	12,582.481		12,582.481⁽¹⁰⁾	D
Employee Stock Option (Right to Buy)	$17.5167							11/19/2005	11/19/2013	Common Stock	60,000		60,000	D
Employee Stock Option (Right to Buy)	$20.5633							11/17/2006	11/17/2014	Common Stock	90,000		90,000	D
Employee Stock Option (Right to Buy)	$22.5617							11/16/2007	11/16/2015	Common Stock	150,000		150,000	D
Employee Stock Option (Right to Buy)	$23.965							10/02/2008	10/02/2016	Common Stock	60,000		60,000	D
Employee Stock Option (Right to Buy)	$40.21							10/01/2009⁽¹¹⁾	10/01/2017	Common Stock	36,000		36,000	D
Employee Stock Option (Right to Buy)	$28.79							10/01/2010⁽¹¹⁾	10/01/2018	Common Stock	45,000		45,000	D
Employee Stock Option (Right to Buy)	$24.87							10/01/2011⁽¹¹⁾	10/01/2019	Common Stock	45,000		45,000	D

Explanation of Responses:

1. Includes restricted stock awards as follows: 4,500 shares on November 1, 2011, 1,500 on November 2, 2011 and 1,500 shares on November 2, 2013 subject to continuous employment with the issuer.

2. Includes 9.748 shares of stock acquired through the reinvestment of dividends on January 4, 2010, at a price of $27.7623 per share.

3. The number of underlying securities is based on the stock fund balance on January 4, 2010. The actual number of shares issuable upon the distribution date is not determinable since the stock fund is a unitized account consisting of 96% company stock and 4% money market fund. The stock account balance reflected in this report is based on an January 4, 2010, stock fund price of $27.80 per share.

4. Each share of phantom stock is the economic equivalent of one share of Johnson Controls common stock.

5. The restricted stock units were accrued under the Johnson Controls Restricted Stock Plan. The units represent the reinvestment of dividends and are to be settled 100% in cash upon the vesting of the reporting person's Restricted Stock Grant.

6. Includes 148.604 phantom stock units acquired through the reinvestment of dividends on January 4, 2010, at a price of $27.80 per phantom stock unit, of which 112.589 were acquired on the vested and disposed phantom stock units.

7. The phantom stock units were accrued under the Johnson Controls Retirement Restoration Plan and are to be settled 100% in cash upon the reporting person's termination of service with the issuer and may be transferred into an alternative investment account.

8. Includes 5.895 phantom stock units acquired through the reinvestment of dividends on January 4, 2010, at a price of $27.80 per phantom stock unit.

9. The phantom stock units were accrued under the Johnson Controls Annual Incentive Compensation Plan and are to be settled 100% in cash upon the reporting person's retirement or other termination of service with the issuer and may be transferred into an alternative investment account.

10. Includes 58.565 phantom stock units acquired through the reinvestment of dividends on January 4, 2010, at a price of $27.80 per phantom stock unit.

11. Fifty percent of the options become exercisable two years after the grant date; the remaining 50%, three years after grant date.

Remarks:

	Angela M. Blair, Attorney-in-Fact for Jeffrey S. Edwards	01/06/2010
	** 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).
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