Edgar Filing: INTERNATIONAL GAME TECHNOLOGY

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

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

PENNINGTON RICHARD

2. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL GAME TECHNOLOGY [IGT]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Executive Vice President

(Last)

(First)

(Middle)

9295 PROTOTYPE DRIVE

3. Date of Earliest Transaction (Month/Day/Year)
04/21/2006

(Street)

RENO, NV 89521

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/21/2006		M		60,000	A	$ 11.6125	131,099	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		M		19,200	A	$ 18.98	150,299	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		M		5,120	A	$ 19.46	155,419	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		20	D	$ 36.5	155,399	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		16,400	D	$ 36.63	138,999	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		2,200	D	$ 36.66	136,799	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		400	D	$ 36.67	136,399	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		900	D	$ 36.69	135,499	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		200	D	$ 36.7	135,299	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		800	D	$ 36.71	134,499	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		7,200	D	$ 36.72	127,299	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		200	D	$ 36.73	127,099	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		200	D	$ 36.74	126,899	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		1,000	D	$ 36.75	125,899	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		2,200	D	$ 36.76	123,699	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		800	D	$ 36.77	122,899	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		100	D	$ 36.78	122,799	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		300	D	$ 36.79	122,499	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		1,300	D	$ 36.8	121,199	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		10,400	D	$ 36.82	110,799	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		1,000	D	$ 36.84	109,799	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		1,500	D	$ 36.85	108,299	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		600	D	$ 36.86	107,699	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		3,600	D	$ 36.87	104,099	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		1,100	D	$ 36.88	102,999	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		2,600	D	$ 36.89	100,399	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		2,500	D	$ 36.9	97,899	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		300	D	$ 36.91	97,599	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		1,000	D	$ 36.93	96,599	I	By Trust ⁽¹⁾
Common Stock	04/21/2006		S		100	D	$ 36.95	96,499	I	By Trust ⁽¹⁾

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option ⁽²⁾

$ 11.6125

04/21/2006

60,000

03/23/2002⁽³⁾

03/23/2011

Common Stock

60,000

$ 0

By Trust ⁽¹⁾

Employee Stock Option ⁽²⁾

$ 18.98

04/21/2006

19,200

12/31/2003⁽³⁾

12/31/2012

Common Stock

19,200

$ 0

19,200

By Trust ⁽¹⁾

Employee Stock Option ⁽²⁾

$ 19.46

04/21/2006

5,120

03/23/2004⁽³⁾

03/23/2013

Common Stock

5,120

$ 0

10,240

By Trust ⁽¹⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
PENNINGTON RICHARD 9295 PROTOTYPE DRIVE RENO, NV 89521			Executive Vice President

Signatures

Richard Pennington		04/25/2006
^**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)	Pennington Family Trust dated March 01, 2001
(2)	Employee Stock Option (right to buy) granted pursuant to the International Game Technology Stock Option Plan.
(3)	The option became exercisable in equal annual installments over a five year period, at the rate of 20% per year, commencing on the first anniversary of the date of the grant.
Remarks: All of the transctions reported on this Form 4 were effected on Friday, April 21, 2006 and in the aggregate 74,320 shares were sold at an average price of $36.50. Pursuant to the requirements of Form 4 all transactions on this day that were effected at different prices are reported on separate lines. Because of numerous minor variations in the sale prices and a limitation in the number of lines available for a single Form 4 in the SEC's EDGAR filer system, the sales effected on Friday, April 21, 2006 are being reported on two Forms 4.

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