Sec Form 4 Filing - Nutt Jay A. @ FMC TECHNOLOGIES INC - 2012-02-23

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
Nutt Jay A.
2. Issuer Name and Ticker or Trading Symbol
FMC TECHNOLOGIES INC [ FTI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President and Controller
(Last) (First) (Middle)
1803 GEARS ROAD
3. Date of Earliest Transaction (MM/DD/YY)
02/23/2012
(Street)
HOUSTON, TX77067
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 02/23/2012 A 7,924 A $ 52.1 111,816.3 D
Common Stock 02/23/2012 A 2,399 A $ 52.1 114,215.3 D
Common Stock 02/24/2012 S 10,000 D $ 52.0359 ( 1 ) 104,215.3 D
Common Stock 27,798.1558 I By Qualified 401(k) Plan
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Phantom Stock Units $ 0 ( 2 ) 02/24/2012 A 91.233 ( 3 ) ( 3 ) Common Stock ( 4 ) 91.233 $ 27.66 28,631.711 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Nutt Jay A.
1803 GEARS ROAD
HOUSTON, TX77067
Vice President and Controller
Signatures
Jeffrey Carr, Attorney-In-Fact 02/27/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the weighted average trading price of the shares sold. The trading range for these shares was $52.03 to $52.06. The reporting person will provide full information regarding the number of shares sold at each separate price upon request by the Securities Exchange Commission, the issuer or a security holder of the issuer.
( 2 )N/A
( 3 )Phantom Stock Units are payable in cash following termination or retirement of the reporting person's employment with FMC Technologies, Inc., or death.
( 4 )A participant's interest in the NQ Plan is represented in units (referred to as Phantom Stock Units) which consist of phantom shares of FMC Technologies, Inc. Common Stock and uninvested cash balances held by the NQ Plan for administrative convenience.

Remarks:
jaynutt2012.txt

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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