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*
ELLEN MARTIN M
(Last) (First) (Middle)
2801 80TH STREET
(Street)
KENOSHA WI 53143
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SNAP ON INC [ SNA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP Finance & CFO
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2007
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 13,360 I By Limited Partnership(1)
Common Stock 511.245 I 401(k) Plan
Common Stock 04/30/2007 M 7,190 A $27.81 10,329 D
Common Stock 04/30/2007 M 3,172 A $31.52 13,501 D
Common Stock 04/30/2007 M 26,107 A $25.11 39,608 D
Common Stock 04/30/2007 S 425 D $55.16 39,183 D
Common Stock 04/30/2007 S 2,999 D $55.15 36,184 D
Common Stock 04/30/2007 S 100 D $55.14 36,084 D
Common Stock 04/30/2007 S 200 D $55.13 35,884 D
Common Stock 04/30/2007 S 1,302 D $55.1 34,582 D
Common Stock 04/30/2007 S 300 D $55.09 34,282 D
Common Stock 04/30/2007 S 595 D $55.08 33,687 D
Common Stock 04/30/2007 S 1,000 D $55.07 32,687 D
Common Stock 04/30/2007 S 1,205 D $55.06 31,482 D
Common Stock 04/30/2007 S 1,600 D $55.05 29,882 D
Common Stock 04/30/2007 S 3,094 D $55.04 26,788 D
Common Stock 04/30/2007 S 3,200 D $55.03 23,588 D
Common Stock 04/30/2007 S 1,500 D $55.02 22,088 D
Common Stock 04/30/2007 S 1,000 D $55.01 21,088 D
Common Stock 04/30/2007 S 3,605 D $55 17,483 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $27.81 04/30/2007 M 7,190 11/18/2004 11/18/2012 Common Stock 7,190 (8) 31,910 D
Stock Option (Right to Buy) $25.11 04/30/2007 M 26,107 01/24/2005 01/24/2013 Common Stock 26,107 (8) 14,393 D
Stock Option (Right to Buy) $31.52 04/30/2007 M 3,172 01/23/2006 01/23/2014 Common Stock 3,172 (8) 41,828 D
Stock Option (Right to Buy) $33.75 02/18/2007 02/18/2015 Common Stock 40,000 40,000 D
Stock Option (Right to Buy) $39.35 (2) 02/16/2016 Common Stock 42,000 42,000 D
Stock Option (Right to Buy) $50.22 (3) 02/15/2017 Common Stock 40,000 40,000 D
Deferred Stock Units (4) (5) (5) Common Stock 452.2041 452.2041 D
Restricted Stock (4) (6) (6) Common Stock 24,000 24,000 D
Restricted Stock (4) (7) (7) Common Stock 18,500 18,500 D
Explanation of Responses:
1. Shares are held by Martin Robin Partners LP.
2. One half of the option vested on 2/16/2007 and the remainder vests on 2/16/2008.
3. One third of the option vests on each of 2/15/2008, 2/15/2009, and 2/15/2010.
4. 1 for 1.
5. Payment will begin within 30 days first beginning after the earliest date specified in advance of the deferral by the reporting person, death, disability, retirement or termination of employment.
6. The stock vests on the achievement of certain company initiatives over the 2006-2008 period.
7. The stock vests on the achievement of certain company initiatives over the 2007-2009 period.
8. Exercise of Rule 16b-3 stock option.
Remarks:
Kenneth V. Hallett under Power of Attorney for Martin M. Ellen 05/01/2007
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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