SEC FORM 4/A

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

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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^*

ROTELLA STEPHEN J

(Last)

(First)

(Middle)

1301 SECOND AVENUE

(Street)

SEATTLE

98101

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WASHINGTON MUTUAL, INC [ "WM" ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/03/2005

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common	08/01/2005		D		87,955.731⁽¹⁾	D	$42.5	276,680.956	D
Common	08/01/2005		F		2,006.858	D	$42.5	274,674.098	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock	⁽²⁾	08/01/2005		A		87,955.731		⁽³⁾	⁽³⁾	Common	87,955.731	$0	87,955.731	D
Phantom Stock⁽⁴⁾	⁽²⁾	08/01/2005		D			87,955.731	⁽³⁾	⁽³⁾	Common	87,955.731	$0	0.000	D

Explanation of Responses:

1. Deferral of vested restricted stock into the Washington Mutual, Inc. (''WM'') Deferred Compensation Plan.

2. Value equal to the market price of WM common stock on a one-for-one basis.

3. WM phantom stock units settled in cash upon payment commencement date selected by the Reporting Person.

4. This Form amends the Form 4 previously filed on August 3, 2005 to reflect Mr. Rotella's deferral of 87,955.731 shares of common stock into a non stock based method of earnings accrual pursuant to the Washington Mutual, Inc. Deferred Compensation Plan for Directors and Certain Highly Compensated Employees. (the ''DCP''). Due to an administrative error, Mr. Rotella's original Form 4 reflected a deferral of 87,955.731 shares of common stock into the phantom stock method of earnings acrrual in the DCP. Mr. Rotella did not originally acquire, and is not now disposing of, the phantom stock units originally reported as acquired on August 1, 2005.

Remarks:

	By: /s/ Casey M. Nault, Attorney-in-Fact	07/11/2008
	** 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).
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