X0306 4 2012-12-27 0000032604 EMERSON ELECTRIC CO EMR 0001393821 STEEVES FRANK L C/O EMERSON ELECTRIC CO. 8000 W. FLORISSANT AVE. ST. LOUIS MO 63136 0 1 0 0 Exec. VP, Secy & Gen. Counsel Common Stock 2012-12-27 4 M 0 43334 30.025 A 128111 D Common Stock 2012-12-27 4 F 0 6722 52.835 D 121389 D Common Stock 2012-12-27 4 M 0 10000 42.91 A 131389 D Common Stock 2012-12-27 4 F 0 798 52.835 D 130591 D Common Stock 2012-12-27 4 S 0 45814 52.4138 D 84777 D Common Stock 850.774 I 401(k) plan Common Stock 2556.101 I 401(k) excess plan Employee Stock Option (Right to Buy) 30.025 2012-12-27 4 M 0 43334 D 2010-02-19 2019-02-19 Common Stock 43334 0 D Employee Stock Option (Right to Buy) 42.91 2012-12-27 4 M 0 10000 D 2008-04-03 2017-04-03 Common Stock 10000 90000 D Exercise of 6,660 incentive stock options and 36,674 non-qualified stock options exempt under Rule 16b-3. Shares withheld for taxes exempt under Rule 16b-3 resulting from non-qualified stock option exercise. Exercise of 10,000 non-qualified stock options exempt under Rule 16b-3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.10 to $52.78. The reporting person undertakes to provide Emerson Electric Co., any security holder of Emerson Electric Co., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. When taken together with previously exercised options and the unexercised options reported in this Form 4 having the same grant date, exercise price and expiration date, all such options together vested in three equal annual installments beginning on the date indicated. Price is not applicable to stock options received as incentive compensation. /s/ Timothy G. Westman, Attorney-in-Fact for Frank L. Steeves 2012-12-31