Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Fitzpatrick Edward J.
 2. Date of Event Requiring Statement (Month/Day/Year)
01/16/2009		 3. Issuer Name and Ticker or Trading Symbol
MOTOROLA INC [MOT]
(Last)
(First)
(Middle)
1303 EAST ALGONQUIN ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Corporate Controller
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SCHAUMBURG, IL 60196		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Motorola, Inc. Common Stock 26,248.8587 (1)
D
 
Motorola, Inc. Common Stock 126.6626
I
Held in the Motorola Stock Fund of the Motorola 401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) 01/05/2000(2) 02/18/2009 Motorola, Inc. - Common Stock 2,933 $ 16.66 D  
Employee Stock Option (Right to Buy)   (3) 01/12/2015 Motorola, Inc. - Common Stock 25,146 $ 40.5154 D  
Employee Stock Option (Right to Buy)   (4) 03/16/2011 Motorola, Inc. - Common Stock 1,176 $ 12.8937 D  
Employee Stock Option (Right to Buy)   (5) 05/07/2012 Motorola, Inc. - Common Stock 1,176 $ 12.9205 D  
Employee Stock Option (Right to Buy)   (6) 05/03/2013 Motorola, Inc. - Common Stock 2,375 $ 7.2745 D  
Employee Stock Option (Right to Buy)   (7) 05/04/2014 Motorola, Inc. - Common Stock 13,411 $ 16.3028 D  
Employee Stock Option (Right to Buy)   (8) 05/03/2015 Motorola, Inc. - Common Stock 11,000 $ 15.47 D  
Employee Stock Option (Right to Buy)   (9) 05/03/2016 Motorola, Inc. - Common Stock 20,000 $ 21.25 D  
Employee Stock Option (Right to Buy)   (10) 05/06/2018 Motorola, Inc. - Common Stock 9,375 $ 10.26 D  
Employee Stock Option (Right to Buy)   (11) 12/17/2013 Motorola, Inc. - Common Stock 20,000 $ 4.41 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fitzpatrick Edward J.
1303 EAST ALGONQUIN ROAD
SCHAUMBURG, IL 60196		       SVP, Corporate Controller  

Signatures

Carol H. Forsyte on behalf of Edward J. Fitzpatrick, Senior Vice President, Corporate Controller (Power of Attorney Attached) 01/22/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) 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.
(2) These options vested in full on January 5, 2000.
(3) These options vested in four equal annual installments beginning on January 12, 2001.
(4) These options vested in four equal annual installments beginning on March 16, 2002.
(5) These options vest in four equal annual installments beginning on May 7, 2003.
(6) These options vest in four equal annual installments beginning on May 6, 2004.
(7) These options vested in four equal annual installments beginning on May 4, 2005.
(8) These options vested in four equal annual installments beginning on May 3, 2006.
(9) These options vest in four equal annual installments beginning on May 3, 2007.
(10) These options vest in four equal annual installments beginning on May 6, 2009.
(11) These options vest in two equal annual installments beginning on December 17, 2009.

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