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* Garriques Ronald (Last) (First) (Middle) 600 NORTH U.S. HIGHWAY 45 (Street) LIBERTYVILLE IL 60048 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MOTOROLA INC [ MOT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) EVP, Pres, Mobile Devices
	3. Date of Earliest Transaction (Month/Day/Year) 07/22/2005
	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
Motorola, Inc. - Common Stock	07/22/2005		M		14,528(1)	A	$12.8937(1)	144,406.1856(2)	D
Motorola, Inc. -Common Stock	07/22/2005		M		20,955(3)	A	$12.9205(3)	165,361.1856(2)	D
Motorola, Inc. - Common Stock	07/22/2005		M		40,513(4)	A	$7.2745(4)	205,874.1856(2)	D
Motorola, Inc. - Common Stock	07/22/2005		S		75,996	D	$19.5	129,878.1856(2)	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
Employee Stock Option (Right to Buy)	$12.8937(1)	07/22/2005		M			14,528(1)	03/16/2005	03/16/2011	Common Stock	14,528(1)	$0	0	D
Employee Stock Option (Right to Buy)	$12.9205(3)	07/22/2005		M			20,955(3)	05/07/2005(5)	05/07/2012	Common Stock	20,955(3)	$0	20,955(3)	D
Employee Stock Option (Right to Buy)	$7.2745(4)	07/22/2005		M			40,513(4)	05/06/2005(6)	05/06/2013	Common Stock	40,513(4)	$0	81,026(4)	D

Explanation of Responses:

1. The number of shares subject to this option and the exercise price per share have been adjusted to reflect the distribution by Motorola, Inc. on December 2, 2004 of shares of Freescale Semiconductor, Inc. This option was previously reported as covering an aggregate of 13,000 shares at an exercise price per share of $14.41.

2. Includes restricted stock units received pursuant to dividend equivalent rights which were credited to the reporting person when and as dividends were paid on Motorola common stock.

3. The number of shares subject to this option and the exercise price per share have been adjusted to reflect the distribution by Motorola, Inc. on December 2, 2004 of shares of Freescale Semiconductor, Inc. This option was previously reported as covering an aggregate of 37,500 shares at an exercise price per share of $14.44.

4. The number of shares subject to this option and the exercise price per share have been adjusted to reflect the distribution by Motorola, Inc. on December 2, 2004 of shares of Freescale Semiconductor, Inc. This option was previously reported as covering an aggregate of 108,750 shares at an exercise price per share of $8.13.

5. This option vests as follows: 20,955 shares on May 7, 2005 and 20,955 shares on May 7, 2006.

6. This option vests as follows: 40,513 shares on May 6, 2005, 40,513 shares on May 6, 2006 and 40,513 shares on May 6, 2007.

Remarks:

	Carol Forsyte, on behalf of Ronald Garriques, Executive Vice President, President, Mobile Devices, Motorola, Inc. (Power of Attorney on File)	07/25/2005
	** 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.