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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
KNUEPPEL HENRY W
   2. Issuer Name and Ticker or Trading Symbol
REGAL BELOIT CORP [RBC] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman/CEO
(Last)
(First)
(Middle)
200 STATE STREET		 3. Date of Earliest Transaction (Month/Day/Year)
11/16/2009
(Street)

BELOIT, WI 53511		 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 11/16/2009   S   11,097 D $ 52.05 (1) 381,252 D  
Common Stock 11/17/2009   S   8,903 D $ 50.75 (2) 372,349 D  
Common Stock 11/17/2009   M   40,000 A $ 16.38 412,349 D  
Common Stock 11/17/2009   M   36,000 A $ 20.3 448,349 D  
Common Stock 11/17/2009   M   50,000 A $ 29.75 498,349 D  
Common Stock 11/17/2009   S   87,403 D $ 50.734 (3) 410,946 D  
Common Stock               12,458 (7) I Retirement Savings Plan

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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights $ 42.65             05/08/2011(4) 05/08/2019 Common Stock 90,000   90,000 D  
Stock Appreciation Rights $ 42.28             05/02/2010(4) 05/02/2018 Common Stock 70,000   70,000 D  
Stock Appreciation Rights $ 48.05             02/06/2009(5) 02/06/2017 Common Stock 70,000   70,000 D  
Non-qualified Stock Option $ 36.36             01/27/2008(6) 01/27/2016 Common Stock 70,000   70,000 D  
Non-qualified Stock Option $ 29.75 11/17/2009   M     50,000 01/21/2007 01/21/2015 Common Stock 50,000 $ 29.75 0 D  
Non-qualified Stock Option $ 20.3 11/17/2009   M     36,000 04/22/2006 04/22/2014 Common Stock 36,000 $ 20.3 0 D  
Non-qualified Stock Option $ 16.38 11/17/2009   M     40,000 04/22/2005 04/22/2013 Common Stock 40,000 $ 16.38 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
KNUEPPEL HENRY W
200 STATE STREET
BELOIT, WI 53511		   X     Chairman/CEO  

Signatures

 Henry W. Knueppel by David A. Barta as POA   11/18/2009
**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) The Price in Column 4 is a weighted average price. The prices actually received ranged from $52.047 to $52.112. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transaction reported in this Form 4 utilizing an average weighted price.
(2) The price in Column 4 is a weighted average price. The prices actually received ranged from $50.75 to $50.751. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price.
(3) The price in Column 4 is a weighted average price. The prices actually received ranged from $50.55 to $51.24. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding thenumber of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price.
(4) Granted as stock-settled SARs under the 2007 Equity Incemtive Plan. The SARs vest and become exerciseable 40% on the second anniversary of the date of the grant, 60% on the third anniversary, 80% on the fourth anniversary and 100% on the fifth anniversary.
(5) Granted as stock-settled SARs under the 2003 Equity Incentive Plan. The SARs vest and become exercisable 40% on the second anniversary of the date of the grant, 60% on the third anniversary, 80% on the fourth anniversary and 100% on the fifth anniversary.
(6) Granted to reporting person as option to buy shares of common stock under the 2003 Equity Incentive Plan. The Option vests and becomes exerciseable 40% on the second anniversary of the date of the grant, 60% on the third anniversary, 80% on the fourth anniversary and 100% on the fifth anniversary.
(7) Balance reflects the most current data available with regard to holdings in the Regal Beloit Corporation Retirement Savings Plan.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.