Third Quarter 2008Earnings Conference CallAugust 5, 2008Safe Harbor Statement

Our commentary and responses to your questions may contain forward-looking statements, including our outlook for the remainder of the year, and Emerson undertakes no obligation to update any such statement to reflect later developments. Information on factors that could cause actual results to vary materially from those discussed today is available in our most recent Annual Report on Form 10-K as filed with the SEC.

Non-GAAP Measures

In this call we will discuss some non-GAAP measures (denoted with *) in talking about our company’s performance, and the reconciliation of those measures to the most comparable GAAP measures is contained within this presentation or available at our website www.emerson.com under investor relations.

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Third quarter sales up 14% to $6.6 billion with increases in 4 of 5 business

segments

– Underlying sales* growth of 7%, led by strong international growth, and solid U.S.

sales

Operating profit margin* improved 30 basis points to 16.6%

Earnings Per Share from continuing operations of $0.82, up 15% compared to

$0.71 in the prior year quarter

Operating cash flow of $827 million and free cash flow* of $672 million

Order growth of +10% to +15% in the quarter, with approx. +5% currency

impact

Balance sheet remains strong

– Average Days-In-The-Cash-Cycle decreased to 65 days from 67 days

– Trade Working Capital as a % of sales sequentially improves from 18.7% in second

quarter to 17.7% in third quarter

– Operating Cash Flow to Total Debt solid at 64%

Third Quarter 2008 Highlights

First Half Momentum Continues Into Third Quarter

Strong Nine Month Performance

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EmersonThird Quarter Results($Mil excl. EPS) 2007 2008

Sales $5,772 $6,568

Operating Profit* $941 $1,092OP%* 16.3% 16.6%

Earnings - Continuing Ops. $573 $647Earnings% 9.9% 9.8%

Dil. Avg. Shares 802.1 787.8

EPS – Continuing Ops. $0.71 $0.82

Discontinued Ops. $0.01 ($0.04)

EPS $0.72 $0.78

Up 14%• Increases in 4 of 5 business segments

• Process Mgmt. up +18%, Network Power up +26%,

Industrial Automation up +16%

• Underlying* up 7%; FX +5 pts; Acq/Div +2 pts

Up 16%• 30 basis point improvement driven by cost

containment programs and volume leverage

Up 13%

Repurchased 4.6M shares for $249M in the qtr. -Returning strong cash flow to shareholders

Up 15%

($36M) impairment charge relating to the

European appliance motor & pump business• Entered a definitive agreement to sell business

Sale of the European Appliance Motor & Pump

Business Expected to Close in Fiscal Year 2008

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United States 4%

Europe 3%

Asia 16%

Latin America 16%

Canada 11%

Middle East/Africa 15%

Total International 10%

Underlying Sales* +7%

Currency 5 pts

Acquisitions/Divestitures 2 pts

Consolidated Sales +14%

Underlying Sales AnalysisThird Quarter Results

Emerging Market Growth Led International

Sales Expansion – up 17%

Emerging Markets

were up 17%

EmersonThird Quarter Detail

($Mil) 2007 2008

Gross Profit $2,095 $2,413

GP% 36.3% 36.7%

SG&A% 20.0% 20.1%

Operating Profit* $941 $1,092

OP%* 16.3% 16.6%

- Other Deductions, Net $58 $100

- Interest Expense, Net $61 $46

Pretax Earnings $822 $946Earnings% 14.2% 14.4%

- Taxes $249 $299

- Tax Rate 30.3% 31.7%

Up 15%

Improvement driven by cost

containment programs and

volume leverage

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Up 16%

$18M increase relating to fx transactions, $9M charge related to the appliance control business, as we evaluate potential sale

Up 15%

Full Year rate expected to be approx. 32%

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Third Quarter Cash Flow & Balance Sheet

($Mil) 2007 2008

Operating Cash Flow $899 $827

Capital Expenditures ($144) ($155)

Free Cash Flow* $755 $672

Cash Flow/Total Debt 61.1% 64.4%

Inventories $2,309 $2,562

Receivables $4,083 $4,663

Payables ($2,247) ($2,563)

Trade WC $4,145 $4,662

TWC % to sales 17.6% 17.7%

Down 8% in Q3, versus an extremely strong Q3 2007

Up 13% year-to-date

Down 11% in Q3

Up 14% year-to-date104% FCF/Net Earnings cont.ops.*

conversion in Q3

Over 70% of Operating Cash Flow Returned to

Shareholders Year-to-Date

Sequential improvement in ratio from 18.7% in 2nd Qtr.

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Business Segment EarningsThird Quarter Results

($Mil) 2007 2008

Business Segment EBIT* $925 $1,051Margin* 15.6% 15.5%

Diff. In Accounting Methods $56 $62

Corporate & Other ($98) ($121)

Interest Expense, Net ($61) ($46)

Pretax Earnings $822 $946

14.2% 14.4%

Up 14%

Up $6 million

Up $23 million$11M commodity hedging mark-

to-market$12M environmental costs and

other items

Down $15 million, driven by lower interest rates

Up 15%

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Process Management Third Quarter Results($Mil) 2007 2008Sales $ 1,471 $1,731

EBIT $269 $346Margin 18.3% 20.0%

Restructuring $2 $4

EBIT Excl. Rest.* $271 $350Margin* 18.5% 20.2%

Up 18%– Underlying* +13%; FX +6 pts; Div/Acq. -1 pt.

• U.S. up 12%, Asia up 21%, Europe up 5%,

Middle East/Africa up 14%

– Strength across all parts of this business –

systems, valves and measurement

Up 29%– Leverage on higher sales volumes

– $11M litigation charge in Q3 2007

Continued Strong Investments Made in Technology and

Global Infrastructure—For Future Benefits

Order growth continues to be strong at +15% in the quarter

TopWorx business acquired in July --Provides valve control

and positioning sensing solutions (~ $40M Annual Sales)

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Industrial Automation Third Quarter Results($Mil) 2007 2008

Sales $1,095 $1,271

EBIT $161 $186Margin 14.7% 14.6%

Restructuring $5 $5

EBIT Excl. Rest.* $166 $191Margin* 15.1% 15.1%

Up 16%– Underlying* up 8%; FX +8 pts

• U.S. up 11%, Asia up 16%, Europe up 4%

Up 15%– Margin down 10 basis points

– Price actions offset higher material inflation

Strong growth in power generating alternator, fluid automation

and industrial equipment businesses

Order growth of +20% during the quarter – fundamentals remain strong

Global Demand for Power and Strength in the Oil and

Gas Market Drive Growth in Alternators

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Network Power Third Quarter Results($Mil) 2007 2008Sales $1,322 $1,672

EBIT $178 $212Margin 13.4% 12.7%

Restructuring $5 $8

EBIT Excl. Rest.* $183 $220Margin* 13.7% 13.1%

Up 26%– Underlying* up 10%; Acq +12 pts; FX +4 pts

• U.S. up 10%, Asia up 13%, Europe up 3%

– Strength across power systems, precision

cooling and telecommunications businesses

– Order trend is on target for normal cycle

Up 19%– Sales volume leverage and cost reductions

drive margin improvement in core business

– Acquisitions had dilutive impact of approx.

150 basis points

“Central Office In A Box” concept debuted at industry trade event --

provides modular approach allowing telecom companies to provide

wireless and broadband services quickly and economically

Strong Global Footprint and Market-Leading

Technologies Provide Momentum for Growth

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Climate TechnologiesThird Quarter Results($Mil) 2007 2008Sales $1,043 $1,087

EBIT $174 $169Margin 16.6% 15.5%

Restructuring $2 $5

EBIT Excl. Rest.* $176 $174Margin* 16.9% 15.9%

Up 4%– Underlying* up 1%; FX +3 pts

• U.S. down 1%, Europe down 6%, Asia up 14%

– Continued penetration gains in the U.S.

water-heater controls business

– Current U.S. orders have increased due to

hot / humid weather

Upcoming regulation changes provide good growth opportunities

Order trends of +5% to +10% in the quarter, warmer weather across U.S.

Demand for Energy Responsible Products Will

Continue to Benefit Climate Technologies Products and

Services

Down 3%– Margin down 110 basis points

– Significant commodity inflation more than

offset pricing increases (issue being

worked), higher restructuring costs

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Appliance and Tools Third Quarter Results($Mil) 2007 2008Sales $1,005 $998

EBIT $143 $138Margin 14.3% 13.8%

Restructuring $4 $2

EBIT Excl. Rest.* $147 $140

Margin* 14.7% 14.0%

Down 1%– Underlying* down 1%; Divestiture -1 pt;

FX +1 pt

• U.S. down 3%, Europe down 4%, Asia up 41%

Tough market conditions continued in consumer-related businesses

Professional tools and hermetic motors showed strong growth

Exploring Alternatives Relative to the

Appliance Control Business

Down 4%– $9M charge relating to the appliance control

business as we evaluate potential sale

– Benefits from cost reduction efforts were

offset by volume deleverage

– Pricing actions offset by significant material

inflation

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Strong third quarter

– Underlying sales* growth of 7%

– Operating profit margin* improvement of 30 basis points

– Strong year-to-date cash flow performance

– Order trends continue to show strength, +10% to +15% in the quarter

Solid results for the first 9 months of fiscal 2008 provide strong foundation for another great year for Emerson

Expect Full Year Underlying Sales Growth* of approximately 6% and Reported Sales Growth of 11% to 13%

Excellent Operating Margin* improvement driven by new products, aggressive restructuring and emerging market growth—expect Fiscal Year 2008 Operating Margin* of 16.2% to 16.4%

Expect Full Year Earnings per Share from continuing operations in the range of $3.05 to $3.10, 15 to 17 percent growth over 2007

Targeting Full Year Operating Cash Flow of $3.3 billion, Capital Expenditures of $0.8 billion and Free Cash Flow* of $2.5 billion – 100+% coverage

Expect 2008 Return on Total Capital of 21%

Summary and Outlook

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Emerson Business Summary Reconciliation of Non-GAAP Financial Measures

This information reconciles non-GAAP measures with the most

directly comparable GAAP measure ($M)

Expected FY 2008 Sales Growth %

Underlying Sales * ~ 6%

Currency / Acq. / Div. ~ 6 pts

Total Sales ~ 11 to 13%

Q3 2008

Operating Cash Flow $827

Capital Expenditures (155)

Free Cash Flow* $672

Net Earnings Cont. Ops. $647

% of Net Earnings Cont. Ops.

Operating Cash Flow 128%

Capital Expenditures (24%)

Free Cash Flow* 104%

2008E

Operating Profit * ~$ 4,000 -$4,060

% Sales * 16.2%-16.4%

Interest Expense and

Other Deductions, Net ~(470)

Pretax Earnings ~$3,530 – 3,590

% Sales 14.2% - 14.4%