Form 8-K





UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): January 31, 2005 (January 26, 2005)

Rockwell Automation, Inc.
(Exact Name of Registrant as Specified in Charter)


Delaware
(State or Other Jurisdiction
of Incorporation)
1-12383
(Commission
File Number)
25-1797617
(IRS Employer
Identification No.)


777 East Wisconsin Avenue, Suite 1400
Milwaukee, Wisconsin 53202

(Address of Principal Executive Offices) (Zip Code)


(414) 212-5299
(Registrant’s telephone number, including area code)

        Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

        __ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

        __ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

        __ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

        __ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




INFORMATION TO BE INCLUDED IN THE REPORT


Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

                         On January 26, 2005, William H. Gray, III notified the Company of his decision to resign as a director of the Company, effective February 1, 2005.

                         It is anticipated that the number of directors of the Company will be decreased from ten to nine to reflect Mr. Gray’s resignation.




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SIGNATURE

                 Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


  ROCKWELL AUTOMATION, INC.
                   (Registrant)


  By /s/ Douglas M. Hagerman
   
    Douglas M. Hagerman
Senior Vice President, General Counsel
     and Secretary

Date: January 31, 2005




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