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 *
KASSOUF THOMAS L.
   2. Issuer Name and Ticker or Trading Symbol
SNAP-ON Inc [SNA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & Pres - Commercial Div
(Last)
(First)
(Middle)
SNAP-ON INCORPORATED, 2801 80TH STREET		 3. Date of Earliest Transaction (Month/Day/Year)
02/11/2009
(Street)

KENOSHA, WI 53143		 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 02/11/2009   M(1)   3,600 A (1) 3,736 D  
Common Stock               3,623.727 (2) I By 40l(k) Plan

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
Stock Option (Right to Buy) $ 39.35             02/16/2008 02/16/2016 Common Stock 3,240   3,240 D  
Stock Option (Right to Buy) $ 50.22               (3) 02/15/2017 Common Stock 6,480   6,480 D  
Stock Option (Right to Buy) $ 54.5               (4) 04/30/2017 Common Stock 6,000   6,000 D  
Stock Option (Right to Buy) $ 51.75               (5) 02/13/2018 Common Stock 20,000   20,000 D  
Stock Option (Right to Buy) $ 29.69 02/11/2009   A   22,500     (6) 02/11/2019 Common Stock 22,500 (7) 22,500 D  
Restricted Stock (8) 02/11/2009   M(1)     3,600   (1)   (1) Common Stock 3,600 (1) 0 D  
Restricted Stock (8)               (9)   (9) Common Stock 3,030   3,030 D  
Restricted Stock (8)               (10)   (10) Common Stock 6,900   6,900 D  
Restricted Stock Units (8) 02/11/2009   A   5,348     (11)   (11) Common Stock 5,348 $ 0 5,348 D  
Performance Units (8) 02/11/2009   A   5,349     (12)   (12) Common Stock 5,349 $ 0 5,349 D  
Deferred Stock Units (8)               (13)   (13) Common Stock 703.3426   703.3426 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
KASSOUF THOMAS L.
SNAP-ON INCORPORATED
2801 80TH STREET
KENOSHA, WI 53143		       SVP & Pres - Commercial Div  

Signatures

 Kenneth V. Hallett under Power of Attorney for Thomas L. Kassouf   02/13/2009
**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) Vesting of restricted stock based on the achievement of certain company initiatives over the 2006-2008 period; 100% of the stock vested.
(2) This information is based on a plan statement dated December 31, 2008.
(3) One third of the option vested on 2/15/2008, and one third will vest on each of 2/15/2009 and 2/15/2010.
(4) One third of the option vested on 4/30/2008, and one third will vest on each of 4/30/2009, and 4/30/2010.
(5) One third of the option vests on each of 2/13/2009, 2/13/2010, and 2/13/2011.
(6) One third of the option vests on each of 2/11/2010, 2/11/2011, and 2/11/2012.
(7) This transaction was an option grant. Accordingly, the reporting person did not pay a price to obtain the option.
(8) 1 for 1.
(9) The stock vests on the achievement of certain company initiatives over the 2007-2009 period.
(10) The stock vests on the achievement of certain company initiatives over the 2008-2010 period.
(11) The restricted stock units may be earned based on the achievement of certain company goals during 2009. Assuming continued employment on the payment date, which will occur within 30 days after the end of fiscal 2011, the units will then vest in one installment and shares will be issued.
(12) If the company achieves certain goals over the 2009-2011 period, the performance units will vest and stock will be awarded.
(13) Payment will begin within 30 days first beginning after the earliest of the date specified in advance of the deferral by the reporting person, death, disability, retirement or termination of employment.

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.