Sec Form 4 Filing - FORTUNATO EDUARDO A @ GOODYEAR TIRE & RUBBER CO /OH/ - 2010-02-23

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 FORTUNATO EDUARDO A 2. Issuer Name and Ticker or Trading Symbol GOODYEAR TIRE & RUBBER CO /OH/ [ GT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President, Latin America Reg (Last) (First) (Middle) THE GOODYEAR TIRE & RUBBER COMPANY, 1144 EAST MARKET STREET 3. Date of Earliest Transaction (MM/DD/YY) 02/23/2010 (Street) AKRON, OH44316-0001 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 02/25/2010 M 5,900 A $ 0 18,065 D Common Stock 02/25/2010 D 2,950 D $ 14.28 ( 1 ) 15,115 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 2005 Plan Performance Share Units ( 2 ) 02/25/2010 M 5,900 ( 2 ) ( 2 ) Common Stock 5,900 $ 0 0 D 2008 Plan Performance Share Units ( 3 ) ( 3 ) 02/23/2010 A 10,091 ( 3 ) ( 3 ) Common Stock 10,091 $ 0 10,091 D 2008 Plan Option ( 4 ) $ 12.74 02/23/2010 A 38,911 ( 5 ) 02/23/2020 Common Stock 38,911 $ 0 38,911 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FORTUNATO EDUARDO A THE GOODYEAR TIRE & RUBBER COMPANY 1144 EAST MARKET STREET AKRON, OH44316-0001 President, Latin America Reg Signatures /s/ Anthony E Miller, signing as an attorney-in-fact and agent duly authorized to execute this Form 4 on behalf of Eduardo A Fortunato pursuant to a Power of Attorney dated 12/2/03, a copy of which has been previously filed with the SEC. 02/25/2010 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The average of the high and low sales price per share on December 31, 2009, the last day of the related performance period. ( 2 )The number of Units paid, which could have been 0% to 200% of the base number of Units granted, depended 50% on cumulative net income and 50% on cumulative total cash flow, net of debt during the 3-year performance period ending December 31, 2009. This Form 4 reports the conversion of 5,900 Units, 100% of the base number of units granted, payable 50% in common stock, 50% in cash. ( 3 )Performance Unit Grant of a maximum of 10,091 units (150% of the base number of Units granted) under the 2008 Performance Plan, contingently payable (to the extent earned) 100% in shares of Common Stock, in February, 2013. The grantee may elect to defer (in Common Stock equivalents) all or a portion of the grant earned. Amounts deferred will be paid in shares of Common Stock. The number of Units paid, which can be zero to 10,091 Units, depends 50% on the attainment of a net income target and 50% on the attainment of a cash flow target over a 1-year period ending December 31, 2010. ( 4 )Non-Qualified Stock Option in respect of shares of common stock granted under the 2008 Performance Plan. ( 5 )The option vests and becomes exercisable in 25% increments over four years commencing one year after the date of grant.

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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