Sec Form 4 Filing - THORSTEINSON TIMOTHY E @ HARRIS CORP /DE/ - 2009-08-28

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
THORSTEINSON TIMOTHY E
2. Issuer Name and Ticker or Trading Symbol
HARRIS CORP /DE/ [ HRS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President - BCD
(Last) (First) (Middle)
BROADCAST COMMUNICATIONS DIVISION, 25 DYAS ROAD
3. Date of Earliest Transaction (MM/DD/YY)
08/28/2009
(Street)
NORTH YORK, A6M3B 1V7
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, Par Value $1.00 08/28/2009 M 6,200 ( 1 ) A $ 0 16,471 D
Common Stock, Par Value $1.00 08/28/2009 A 1,550 ( 2 ) A $ 0 18,021 D
Common Stock, Par Value $1.00 08/28/2009 F 3,410 ( 3 ) D $ 35.04 14,611 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 (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
Performance Stock Units $ 0 ( 4 ) 08/28/2009 M 6,200 ( 1 ) ( 1 ) Common Stock, Par Value $1.00 6,200 $ 0 11,200 D
Performance Stock Units $ 0 ( 5 ) 08/28/2009 A 11,300 ( 5 ) ( 5 ) Common Stock, Par Value $1.00 11,300 $ 0 22,500 ( 6 ) D
Non-Qualified Stock Option (Right to Buy) $ 35.04 08/28/2009 A 41,100 ( 7 ) 08/28/2019 Common Stock, Par Value $1.00 41,100 $ 0 41,100 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
THORSTEINSON TIMOTHY E
BROADCAST COMMUNICATIONS DIVISION
25 DYAS ROAD
NORTH YORK, A6M3B 1V7
President - BCD
Signatures
By: /s/ Scott T. Mikuen, Attorney-in-Fact,For: Timothy E. Thorsteinson 09/01/2009
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The 6,200 performance stock units granted on 8/25/06 vested on 7/3/09 and is paid in shares of common stock on 8/28/09. The grant was previously reported.
( 2 )Increase in performance stock units granted 8/25/06 based upon performance stock unit payout formula resulting in an additional payment in shares of common stock on 8/28/09.
( 3 )Shares withheld by company to pay tax liability on vesting of performance stock units previously awarded.
( 4 )Each performance stock unit represented a contingent right to receive one share of the Issuer's common stock. These performance stock units were paid out in shares of common stock on 8/28/09.
( 5 )Each performance stock unit represents a contingent right to one share of the Issuer's common stock. Performance stock units are subject to future adjustment; performance period started 7/4/09. The 11,300 performance stock units will vest on 6/29/12. Vested shares are subject to future adjustment and will be delivered to the reporting person within two and one-half months of vesting.
( 6 )The aggregate of 22,500 performance stock units listed in Column 9 of Table II includes 11,100 performance stock units previously reported and subject to adjustment.
( 7 )Of the 41,100 shares granted on this 8/28/09 stock option, 13,700 shares are exercisable on 8/28/10, 13,700 shares are exercisable on 8/28/11, and 13,700 shares are exercisable on 8/28/12.

Remarks:
Exhibit List:Exhibit 24 - Power of Attorney

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