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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*
Carlin Michele A

(Last)(First)(Middle)
1303 EAST ALGONQUIN ROAD

(Street)
SCHAUMBURGIL60196

(City)(State)(Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/08/2009
3. Issuer Name and Ticker or Trading Symbol
MOTOROLA INC [MOT]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CVP, Human Resources
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)
Motorola, Inc. Common Stock 48,400.3404 (1)
D
 
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
Employee Stock Option (Right to Buy)  (2)07/28/2018 Motorola, Inc. - Common Stock 113,000 $ 7.08 D  
Employee Stock Option (Right to Buy)  (3)12/17/2013 Motorola, Inc. - Common Stock 20,000 $ 4.41 D  
Employee Stock Option (Right to Buy)  (4)05/07/2019 Motorola, Inc. - Common Stock 45,000 $ 6.22 D  
Explanation of Responses:
1. Includes shares acquired under the Motorola Employee Stock Purchase Plan.
2. These options vest in four equal annual installments beginning on July 28, 2009.
3. These options vest equally on December 17, 2009 and December 17, 2010.
4. These options vest in four equal annual installments beginning on May 7, 2010.
Jennifer M. Lagunas on behalf of Michele A. Carlin, Corporate Vice President, Human Resources (Power of Attorney Attached)10/15/2009
** 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 I hereby constitute and appoint Jeffrey A. Brown, Carol H. Forsyte, A. Peter Lawson and Jennifer M. Lagunas, and each of them, acting alone without any of the others, my true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for me and in my name, place and stead, in any and all capacities, to prepare, sign and file any and all Forms 3, 4, 5 and 144 and any successor Forms (and any amendments or corrections to all such forms, and any related documents or items, including a Form ID and any other documents necessary to obtain codes and passwords necessary to make electronic filings) which they deem needed or desirable with the Securities and Exchange Commission and any and all stock exchanges, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing necessary or appropriate in connection with this power and authority, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitute or substitutes, may lawfully do or cause to be done by virtue thereof. This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4, 5 and 144 with respect to my holdings of and transactions in securities issued by Motorola, unless earlier revoked by me in a signed writing delivered to the foregoing attorneys-in-fact. By: /s/ Michele A. Carlin Michele A. Carlin Date: October 13, 2009

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