FORM 3UNITED 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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1. Name and Address of Reporting Person*
HAMILTON PETER B

(Last)(First)(Middle)
BRUNSWICK CORPORATION, 1 N FIELD COURT

(Street)
LAKE FORESTIL60045

(City)(State)(Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/15/2008
3. Issuer Name and Ticker or Trading Symbol
BRUNSWICK CORP [BC]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SR VP & CFO
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 87,064
D
 
Common Stock 10,700
I
By Family Prtnership
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 Excercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (right to buy) (1)  (2)07/26/2010 Common Stock 45,000 $ 18.875 D  
Non-Qualified Stock Option (right to buy) (1)  (2)02/06/2011 Common Stock 90,000 $ 19.92 D  
Non-Qualified Stock Option (right to buy) (3)  (2)04/30/2013 Common Stock 12,000 $ 21.83 D  
Non-Qualified Stock Option (right to buy) (1)  (2)04/21/2009 Common Stock 40,000 $ 22.875 D  
Non-Qualified Stock Option (right to buy) (3)  (2)02/18/2014 Common Stock 12,000 $ 38.36 D  
Stock Settled Stock Appreciation Right (4)  (5)01/31/2015 Common Stock 15,000 $ 46.12 D  
Explanation of Responses:
1. Employee Stock Option granted under the 1991 Stock Plan with right to have shares withheld or to deliver previously acquired shares to pay income taxes on exercise of option.
2. Currently all shares are exercisable.
3. Employee Stock Option granted under the 2003 Stock Incentive Plan with right to have shares withheld or to deliver previously acquired shares to pay income taxes on exercise of option.
4. Employee Stock-Settled Stock Appreciation Right granted under the 2003 Stock Incentive Plan.
5. One-fourth of the total shares granted may be exercised on each of the first, second, third, and fourth anniversaries following grant date.
By: Power of Attorney For: /s/ Peter Hamilton09/23/2008
** Signature of Reporting PersonDate
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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

EX-24

POWER OF ATTORNEY

POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Lloyd C. Chatfield II, Jennifer L. Dressler and Marsha T. Vaughn signing singly, as his true and lawful attorneys-in-fact to:

  1. execute for and on behalf of the undersigned Forms 3, 4 and 5, Forms ID and Forms 144 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rulse thereunder;
  2. do and preform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Form 3, 4 or 5, Forms ID and Forms 144 and the timely filing of such form with the United States Securities and Exchange Commission (the "SEC") and any other authority or entity; and
  3. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his or her discretion.

The powers granted above may be exercised by any one of such attorneys-in-fact acting alone.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such attorney-in-fact might or could do if personally persent, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.

The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall be effective on the date set forth below and shall continue in full force and effect until the date on which the undersigned shall cease to be subject to Section 16 of the Exchange Act and the rules thereunder or until such earlier date on which written notification executed by the undersigned is filed with the SEC expressly revoking this Power of Attorney.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed on this 19th day of September, 2008.

BY: Peter B. Hamilton

Name: Peter B. Hamilton




 
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