Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
YATES RICHARD L
   2. Issuer Name and Ticker or Trading Symbol
TEXTRON INC [TXT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr. VP & Controller
(Last)
(First)
(Middle)
TEXTRON INC., 40 WESTMINSTER STREET		 3. Date of Earliest Transaction (Month/Day/Year)
07/30/2010
(Street)

PROVIDENCE, RI 02903		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Employee Stock Option (Right to Buy) $ 38.29 07/30/2010   D     20,180   (1) 02/22/2015 Common Stock 20,180 (2) 0 D  
Employee Stock Option (Right to Buy) $ 20.76 07/30/2010   A   7,853   08/01/2011 02/22/2015 Common Stock 7,853 (2) 7,853 D  
Employee Stock Option (Right to Buy) $ 43.98 07/30/2010   D     18,038   (3) 02/29/2016 Common Stock 18,038 (4) 0 D  
Employee Stock Option (Right to Buy) $ 20.76 07/30/2010   A   6,757   08/01/2011 02/29/2016 Common Stock 6,757 (4) 6,757 D  
Employee Stock Option (Right to Buy) $ 45.85 07/30/2010   D     17,450   (5) 02/28/2017 Common Stock 17,450 (6) 0 D  
Employee Stock Option (Right to Buy) $ 20.76 07/30/2010   A   6,953   08/01/2011 02/28/2017 Common Stock 6,953 (6) 6,953 D  
Employee Stock Option (Right to Buy) $ 54.17 07/30/2010   D     17,283   (7) 02/28/2018 Common Stock 17,283 (8) 0 D  
Employee Stock Option (Right to Buy) $ 20.76 07/30/2010   A   6,426   08/01/2011 02/28/2018 Common Stock 6,426 (8) 6,426 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
YATES RICHARD L
TEXTRON INC.
40 WESTMINSTER STREET
PROVIDENCE, RI 02903		       Sr. VP & Controller  

Signatures

 /s/ Ann T. Willaman, Attorney-in-Fact   08/03/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The option provided for vesting in three (3) equal annual installments, beginning on February 23, 2006.
(2) As of July 30, 2010, the issuer accepted for exchange and cancelled, pursuant to the issuer's option exchange offer, an option for 20,180 shares of Textron Common Stock granted to the Reporting Person on February 23, 2005. In exchange, the Reporting Person received a new option for 7,853 shares having an exercise price of $20.76 per share.
(3) The option provided for vesting in three (3) equal annual installments, beginning on March 1, 2007.
(4) As of July 30, 2010, the issuer accepted for exchange and cancelled, pursuant to the issuer's option exchange offer, an option for 18,038 shares of Textron Common Stock granted to the Reporting Person on March 1, 2006. In exchange, the Reporting Person received a new option for 6,757 shares having an exercise price of $20.76 per share.
(5) The option provided for vesting in three (3) equal annual installments, beginning on March 1, 2008.
(6) As of July 30, 2010, the issuer accepted for exchange and cancelled, pursuant to the issuer's option exchange offer, an option for 17,450 shares of Textron Common Stock granted to the Reporting Person on March 1, 2007. In exchange, the Reporting Person received a new option for 6,953 shares having an exercise price of $20.76 per share.
(7) The option provided for vesting in three (3) equal annual installments, beginning on March 1, 2009.
(8) As of July 30, 2010, the issuer accepted for exchange and cancelled, pursuant to the issuer's option exchange offer, an option for 17,283 shares of Textron Common Stock granted to the Reporting Person on February 29, 2008. In exchange, the Reporting Person received a new option for 6,426 shares having an exercise price of $20.76 per share.

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