8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): June 24, 2005

The Goodyear Tire & Rubber Company
__________________________________________
(Exact name of registrant as specified in its charter)

Ohio	1-1927	34-0253240
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
1144 East Market Street, Akron, Ohio		44316-0001
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 330-796-2121

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans.

On June 24, 2005, The Goodyear Tire & Rubber Company ("Goodyear") sent a notice to its executive officers and directors informing them that a blackout period with respect to The Goodyear Tire & Rubber Company Employee Savings Plan for Salaried Employees, The Goodyear Tire & Rubber Company Employee Savings Plan for Bargaining Unit Employees, and the Goodyear Dunlop Tires North America, Ltd. Savings Plan for Bargaining Unit employees (collectively, the "401(k) Plans") will begin as of the close of market on July 22, 2005 and end during the week of August 7, 2005. A copy of the notice, which includes the information specified in Rule 104(b) of Regulation BTR, is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The blackout period is being implemented in connection with the change of the recordkeeper of the 401(k) Plans. This transition will temporarily prevent participants in the 401(k) Plans from engaging in transactions in Goodyear common stock in their individual accounts under the 401(k) Plans.

During the blackout period and for a period of two years after the ending date of the blackout period, security holders or other interested persons may obtain, without charge, information about the actual beginning and ending dates of the 401(k) blackout period by contacting Michael Peterson, Attorney, in writing, at The Goodyear Tire & Rubber Company, 1144 East Market Street, Akron, Ohio, 44316-0001.

Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1. Notice to Directors and Executive Officers of The Goodyear Tire & Rubber Company, dated June 24, 2005.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	The Goodyear Tire & Rubber Company
June 24, 2005	By:	C. Thomas Harvie
		Name: C. Thomas Harvie
		Title: Senior Vice President, General Counsel and Secretary

Exhibit Index

Exhibit No.	Description
99.1	Notice to Directors and Officers of The Goodyear Tire & Rubber Company

EX-99.1

To:	Directors and Executive Officers of The Goodyear Tire & Rubber Company
From:	Tom Harvie
Date:	June 24, 2005

Re: Important Notice of Special Trading Restrictions During 401(k) Blackout Period

Please be advised that you will be subject to special trading restrictions beginning at the close of the market on Friday, July 22, 2005, and ending during the week of August 7, 2005. During this period (the “401(k) blackout period”), a blackout will be imposed affecting participants in The Goodyear Tire & Rubber Company Employee Savings Plan for Salaried Employees, The Goodyear Tire & Rubber Company Employee Savings Plan for Bargaining Unit Employees, and the Goodyear Dunlop Tires North America, Ltd. Savings Plan for Bargaining Unit employees (collectively, the “401(k) Plans”). The 401(k) blackout period is being imposed in connection with the transition of the recordkeeping services for the 401(k) Plans from Hewitt Associates LLC to J. P. Morgan Retirement Plan Services LLC.

During the 401(k) blackout period, 401(k) Plan participants will be unable to transfer their account balances into or out of the Goodyear Stock Fund, change their future contributions directed to the Goodyear Stock Fund, or request new loans or distributions from the Goodyear Stock Fund. As a result, in general, you may not purchase, sell or otherwise acquire or dispose of any shares of Goodyear common stock during the 401(k) blackout period, as specified under SEC Regulation BTR adopted pursuant to Section 306(a) of the Sarbanes-Oxley Act.

If you have any questions concerning this notice or the 401(k) blackout period, please contact Michael Peterson, Attorney, in writing at The Goodyear Tire & Rubber Company, 1144 East Market Street, Akron, Ohio, 44316-0001, by telephone at (330) 796-4141, or by email at mike_peterson@goodyear.com. During the 401(k) blackout period, you may obtain, without charge, information as to whether the blackout period has begun or ended by contacting Mr. Peterson.