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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
SEABROOK RAYMOND J

(Last) (First) (Middle)
BALL CORPORATION
10 LONGS PEAK DR.

(Street)
BROOMFIELD CO 80021-2510

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BALL CORP [ BLL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EXEC. V.P. & C.O.O. GLOBAL PKG
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2012
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 01/31/2012 J(1) 9,000 A $39.26 373,515.7746 D
Common Stock 01/31/2012 F(2) 2,798 D $39.26 370,717.7746 D
Common Stock 02/01/2012 S(3) 8,000 D $39.45 362,717.7746 D
Common Stock 02/01/2012 M(4) 1,700 A $25.225 364,417.7746 D
Common Stock 02/01/2012 M(5) 8,000 A $11.8725 372,417.7746 D
Common Stock 13,759.857 I 401(k) Plan(6)
Common Stock 9,750 I By Son(7)
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
Restricted Stock Units (8) 01/31/2012 J(9) 29,000 (9) (9) Common Stock 29,000 $39.26 78,994 D
Deferred Compensation Company Stock Plan (10) 01/31/2012 J(11) 20,509.4244 (12) (12) Common Stock 20,509.4244 $39.26 165,604.507 D
Stock Option (iso) (Right to Buy) $25.225 02/01/2012 M(4) 1,700 01/27/2011 01/27/2020 Common Stock 1,700 $0 3,400 D
Employee Stock Option (Right to Buy) $11.8725 02/01/2012 M(5) 8,000 (13) 04/23/2012 Common Stock 8,000 $0 24,000 D
Explanation of Responses:
1. Common stock acquired upon the lapse of Table II Restricted Stock Units.
2. Shares withheld for the payment of the tax obligation on the lapse of restrictions on Table II restricted stock units.
3. Sale of stock in accordance with reporting person's pre-arranged 10b5-1 plan adopted by the reporting person on November 1, 2011.
4. Exercise of stock options (ISO).
5. Exercise of stock options in accordance with reporting person's pre-arranged 10b5-1 plan adopted by the reporting person on November 1, 2011.
6. Total number of 401(k) Plan shares acquired through periodic dividend reinvestment, participant's contributions and employer matching contributions.
7. The reporting person expressly disclaims beneficial ownership of these securities.
8. Each restricted stock unit represents a contingent right to receive one share of Ball Corporation Common Stock.
9. Lapse of restricted stock units.
10. Each unit may be settled for a single share of stock or the equivalent amount of cash pursuant to the Ball Corporation Deferred Compensation Company Stock Plan.
11. Lapsed restricted stock and lapsed restricted stock units deferred into Ball Corporation's Deferred Compensation Company Stock Plan and may include company match.
12. Stock units in Ball Corporation's Deferred Compensation Company Stock Plan are distributed upon the separation of service in accordance with the Plan.
13. Shares exercisable beginning one year after grant in 25% increments and thereafter annually upon the anniversary of the date of the grant of the stock option.
/s/ Robert W. McClelland, attorney-in-fact for Mr. Seabrook 02/02/2012
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.