Ownership Submission
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 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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
HOWELL MARY L
   2. Issuer Name and Ticker or Trading Symbol
TEXTRON INC [TXT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last)
(First)
(Middle)
TEXTRON INC., 1101 PENNSYLVANIA AVENUE, NW, SUITE 400		 3. Date of Earliest Transaction (Month/Day/Year)
08/10/2005
(Street)

WASHINGTON, DC 20004		 4. If Amendment, Date Original Filed(Month/Day/Year)
 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 (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)
Code V Amount (A) or (D) Price
Common Stock 08/10/2005   M   2,704 A $ 36.9687 21,828 D  
Common Stock 08/10/2005   F   1,332 (1) D $ 75.01 20,496 D  
Common Stock 08/10/2005   M   2,178 A $ 45.875 22,674 D  
Common Stock 08/10/2005   F   1,332 (2) D $ 75.01 21,342 D  
Common Stock 08/10/2005   M   21,822 A $ 45.875 43,164 D  
Common Stock 08/10/2005   M   23,779 A $ 40.95 66,943 D  
Common Stock 08/10/2005   S   45,601 D $ 75.2882 (3) 21,342 D  
Common Stock               3,984.385 I Held on behalf of Reporting Person by the Textron Savings Plan, as of June 30, 2005.
Common Stock               272 I Held by Reporting Person's son.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

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 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
Employee Stock Option (right to buy) $ 36.9687 08/10/2005   M     2,704 12/14/1997 12/13/2005 Common Stock 2,704 $ 0 (4) 0 D  
Employee Stock Option (right to buy) $ 45.875 08/10/2005   M     24,000   (5) 12/11/2006 Common Stock 24,000 $ 0 (4) 0 D  
Employee Stock Option (right to buy) $ 40.95 08/10/2005   M     23,779 01/15/2003 01/14/2012 Common Stock 23,799 $ 0 (4) 23,779 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HOWELL MARY L
TEXTRON INC.
1101 PENNSYLVANIA AVENUE, NW, SUITE 400
WASHINGTON, DC 20004		       Executive Vice President  

Signatures

 Michael D. Cahn, Attorney-in-Fact   08/12/2005
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The exercise price for 2,704 shares was paid by delivery of 1,332 shares of Textron Common Stock and $50.18 cash.
(2) The exercise price for 2,178 shares was paid by delivery of 1,332 shares of Textron Common Stock and $2.43 cash.
(3) The price reported is the weighted average price per share of transactions effected at prices ranging from $75.00 to $75.70 per share.
(4) Shares issued pursuant to the Textron 1999 Long-Term Incentive Plan.
(5) The option vested in two equal annual installments, beginning on December 12, 1997.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.