Edgar Filing: CARDINAL HEALTH INC

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 ^*

WATKINS CAROLE S

2. Issuer Name and Ticker or Trading Symbol
CARDINAL HEALTH INC [CAH]

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chief HR Officer

(Last)

(First)

(Middle)

7000 CARDINAL PLACE

3. Date of Earliest Transaction (Month/Day/Year)
07/17/2009

(Street)

DUBLIN, OH 43017

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 Shares								38,488	D
Common Shares								2,146	I	By 401(k) Plan
Common Shares								3,890	I	By ESPP

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Option (right to buy)

$ 66.083

07/17/2009

18,704

11/20/2003

11/20/2010

Common Shares

18,704

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

348

07/20/2010

07/20/2012

Common Shares

348

⁽²⁾

Option (right to buy)

$ 68.1

07/17/2009

25,771

11/19/2004

11/19/2011

Common Shares

25,771

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

1,507

07/20/2010

07/20/2012

Common Shares

1,507

⁽²⁾

Option (right to buy)

$ 67.9

07/17/2009

28,571

11/18/2005

11/18/2012

Common Shares

28,571

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

3,243

07/20/2010

11/18/2012

Common Shares

3,243

⁽²⁾

Option (right to buy)

$ 67.9

07/17/2009

5,259

11/18/2005

02/18/2013

Common Shares

5,259

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

654

07/20/2010

02/18/2013

Common Shares

654

⁽²⁾

Option (right to buy)

$ 61.38

07/17/2009

32,805

11/17/2006

11/17/2013

Common Shares

32,805

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

6,601

07/20/2010

11/17/2013

Common Shares

6,601

⁽²⁾

Option (right to buy)

$ 58.88

07/17/2009

25,817

⁽³⁾

09/02/2012

Common Shares

25,817

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

4,332

07/20/2010⁽⁴⁾

09/02/2012

Common Shares

4,332

⁽²⁾

Option (right to buy)

$ 66.34

07/17/2009

33,892

⁽⁵⁾

08/15/2013

Common Shares

33,892

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

5,371

07/20/2010⁽⁴⁾

08/15/2013

Common Shares

5,371

⁽²⁾

Option (right to buy)

$ 67.26

07/17/2009

20,555

⁽⁶⁾

08/15/2014

Common Shares

20,555

⁽¹⁾

Option (right to buy)

$ 31.27

07/20/2009

3,930

07/20/2010⁽⁴⁾

08/15/2014

Common Shares

3,930

⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
WATKINS CAROLE S 7000 CARDINAL PLACE DUBLIN, OH 43017			Chief HR Officer

Signatures

Carole S. Watkins		07/21/2009
^**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)	Option surrendered pursuant to the Issuer's Offer to Exchange Certain Outstanding Stock Options for New Stock Options dated June 19, 2009.
(2)	Option granted pursuant to the Issuer's Offer to Exchange Certain Outstanding Stock Options for New Stock Options dated June 19, 2009.
(3)	Stock option vests in four equal annual installments beginning on September 2, 2006.
(4)	Option vests according to the same vesting schedule of the corresponding increment of the option surrendered to the Issuer for which the reported option was granted, assuming continued employment with the Issuer or one of its affiliates, subject to a one year initial vesting condition.
(5)	Stock option vests in four equal annual installments beginning on August 15, 2007.
(6)	Stock option vests in three equal annual installments beginning on August 15, 2007.

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