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^*

WILLIAMS DAVID P

(Last)

(First)

(Middle)

C/O SPX CORPORATION

13515 BALLANTYNE CORPORATE PLACE

(Street)

CHARLOTTE

28277

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SPX CORP [ SPW ]

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)
05/04/2007

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)
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	05/04/2007⁽⁸⁾		M		834	A	⁽⁴⁾	16,856	D
Common Stock	05/04/2007⁽⁸⁾		D		834	D	$78.09	16,022	D
Common Stock	05/04/2007⁽⁸⁾		M		132	A	⁽⁴⁾	16,154	D
Common Stock	05/04/2007⁽⁸⁾		D		132	D	$78.09	16,022	D
Common Stock	05/04/2007⁽⁸⁾		M		1,667	A	⁽⁴⁾	17,689	D
Common Stock	05/04/2007⁽⁸⁾		D		1,667	D	$78.09	16,022	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)
Director Stock Option (right to buy)⁽¹⁾	$58.5							10/26/2000	01/03/2009	Common Stock	1,372		1,372	D
Director Stock Option (right to buy)⁽¹⁾	$58.5							10/26/2000	01/02/2010	Common Stock	3,248		3,248	D
Director Stock Option (right to buy)⁽¹⁾	$64.6							12/18/2001	01/01/2011	Common Stock	3,432		3,432	D
Director Stock Option (right to buy)⁽¹⁾	$69.43							07/02/2002	01/01/2012	Common Stock	4,000		4,000	D
Director Stock Option (right to buy)⁽²⁾	$71.345							03/06/2002	01/01/2008	Common Stock	1,018		1,018	D
Director Stock Option (right to buy)⁽¹⁾	$71.345							03/06/2002	01/01/2008	Common Stock	1,006		1,006	D
Director Stock Option (right to buy)⁽¹⁾	$71.345							03/06/2002	02/23/2009	Common Stock	632		632	D
Director Stock Option (right to buy)⁽¹⁾	$71.345							03/06/2002	01/03/2009	Common Stock	744		744	D
Director Stock Option (right to buy)⁽¹⁾	$38.57							07/03/2003	01/02/2013	Common Stock	4,000		4,000	D
Director Stock Option (right to buy)⁽¹⁾	$52							08/25/2004	02/24/2014	Common Stock	3,800		3,800	D
Phantom Stock⁽³⁾	⁽⁴⁾	05/04/2007⁽⁸⁾		M			834	01/01/2006⁽⁵⁾	01/01/2008	Common Stock	834	⁽⁴⁾	0	D
Phantom Stock⁽³⁾	⁽⁴⁾	05/04/2007⁽⁸⁾		M			132	06/23/2006⁽⁶⁾	06/23/2008	Common Stock	132	⁽⁴⁾	0	D
Phantom Stock⁽³⁾	⁽⁴⁾	05/04/2007⁽⁸⁾		M			1,667	01/01/2007⁽⁷⁾	01/01/2009	Common Stock	1,667	⁽⁴⁾	0	D

Explanation of Responses:

1. Options granted under the SPX Corporation 1997 Non-Employee Directors Compensation Plan.

2. Options granted under the SPX Corporation 1992 Stock Compensation Plan.

3. Phantom stock granted pursuant to the SPX Corporation 2005 Non-Employee Directors' Compensation Plan.

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

5. The grant of phantom stock provided for potential vesting in three annual tranches, with the first measurement date on January 1, 2006. Vesting is determined by comparing the issuer's shareholder return with the performance of the S&P 500. Any vested portion will be settled in cash.

6. The grant of phantom stock provides for automatic vesting in three equal annual tranches beginning on June 23, 2006, provided that the reporting person is still a director on the relevant vesting date. Any vested portion will be settled in cash.

7. The grant of phantom stock provided for potential vesting in three annual tranches, with the first measurement date on January 1, 2007. Vesting is determined by comparing the issuer's shareholder return with the performance of the S&P 500. Any vested portion will be settled in cash.

8. Settlement of vested phantom stock grant. The settlement amount equaled the closing price of issuer stock on the last trading day preceding the measurement date. The settlement is deemed for reporting purposes to be the simultaneous acquisition and disposition back to the issuer for cash of the vested shares of phantom stock.

	Brian Webb, Attorney In Fact for David P. Williams	05/08/2007
	** 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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