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

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1. Name and Address of Reporting Person * MICHAELS JACK D   2. Issuer Name and Ticker or Trading Symbol SNAP ON INC [SNA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) SNAP-ON INCORPORATED, 2801 80TH STREET 3. Date of Earliest Transaction (Month/Day/Year) 04/24/2008 (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               4,000 (1) D   Common Stock 04/24/2008   M   200,000 A $ 50.22 216,500 D   Common Stock 04/24/2008   S   200,000 D $ 56 16,500 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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)

$ 50.22

04/24/2008

M

200,000

02/15/2008

02/15/2017

Common Stock

200,000

(6)

0

D

Deferred Stock Units

(2)

(3)

(3)

Common Stock

13,684.225

13,684.225

D

Restricted Stock

(2)

(4)

(4)

Common Stock

60,000

60,000

D

Restricted Stock

(2)

(5)

(5)

Common Stock

46,700

46,700

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MICHAELS JACK D SNAP-ON INCORPORATED 2801 80TH STREET KENOSHA, WI 53143	X

Signatures

Kenneth V. Hallett under Power of Attorney for Jack D. Michaels		04/25/2008
**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)	Shares reported are held by Jack D. Michaels Revocable Trust for which the reporting person is the trustee and beneficiary.
(2)	1 for 1.
(3)	Scheduled for issuance in one lump sum payment after the earliest of August 30, 2012, or on death or retirement from the Board.
(4)	The stock vests on the achievement of certain company initiatives over the 2006-2008 period.
(5)	The stock vests on the achievement of certain company initiatives over the 2007-2009 period.
(6)	Exercise of Rule 16b-3 stock option.
Remarks: This transaction was executed by the reporting person pursuant to an approved Rule 10b5-1 plan.

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