SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Learmonth Arthur B

(Last)

(First)

(Middle)

MAYTAG CORPORATION

403 W. 4TH STREET N.

(Street)

NEWTON

50208

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MAYTAG CORP [ MYG ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Acting Pres. Maytag Appliances

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2006

4. If Amendment, Date of 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

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	03/31/2006		D	V	5,667	D	^{( 1 )}	0	D
Common Stock	03/31/2006		D	V	300	D	^{( 1 )}	0	D
Maytag 401(k) Plan	03/31/2006		D	V	3,307	D	^{( 1 )}	0	I	By 401(k) Plan

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to buy)	$31.5625	03/31/2006		D	V		8,660	08/08/1988	11/13/2007	Common Stock	8,660	^{( 2 )}	0	D
Employee Stock Option (Right to buy)	$46.3438	03/31/2006		D	V		6,320	08/08/1988	08/27/2008	Common Stock	6,320	^{( 2 )}	0	D
Employee Stock Option (Right to buy)	$45.5	03/31/2006		D	V		10,000	08/08/1988	11/11/2009	Common Stock	10,000	^{( 2 )}	0	D
Employee Stock Option (Right to buy)	$28.375	03/31/2006		D	V		10,000	08/08/1988	11/09/2010	Common Stock	10,000	^{( 2 )}	0	D
Employee Stock Option (Right to buy)	$28.83	03/31/2006		D	V		10,000	08/08/1988	11/07/2011	Common Stock	10,000	^{( 2 )}	0	D
Employee Stock Option (Right to buy)	$25.575	03/31/2006		D	V		12,000	08/08/1988	11/15/2012	Common Stock	12,000	^{( 2 )}	0	D
Deferred Comp Plan (phantom stock units)	$0	03/31/2006		D	V		31,326	08/08/1988	08/08/1988	Common Stock	31,326	^{( 3 )}	0	I	By Phantom Units
Employee Stock Option (right to buy)	$26.08	03/31/2006		D	V		12,400	08/08/1988	11/14/2013	Common Stock	12,400	^{( 2 )}	0	D
Employee Stock Option (right to buy)	$19.885	03/31/2006		D	V		7,800	08/08/1988	11/12/2014	Common Stock	7,800	^{( 2 )}	0	D
Performance Stock Units (2004 Award)	^{( 4 )}	03/31/2006		D	V		3,647	08/08/1988	^{( 5 )}	Common Stock	3,647	^{( 6 )}	0	I	By Phantom Units
Employee Stock Option (right to buy)	$16.555	03/31/2006		D	V		8,500	08/08/1988	10/14/2015	Common Stock	8,500	^{( 2 )}	0	D
Performance Stock Units (2005 Award)	^{( 4 )}	03/31/2006		D	V		3,716	08/08/1988	^{( 7 )}	Common Stock	3,716	^{( 6 )}	0	I	By Phantom Units

Explanation of Responses:

1. Shares disposed of in the merger between Maytag and Whirlpool pursuant to which each share of Maytag common stock was exchanged for $10.50 in cash and .1196 of a share of Whirlpool common stock, with cash paid for any fractional Whirlpool share. On March 31, 2006, the effective date of the merger, the closing price of Whirlpool common stock was $91.47.

2. In the merger between Maytag and Whirlpool, each outstanding option to purchase Maytag common stock was converted to an option to purchase shares of Whirlpool common stock on substantially the same terms, except that the number of shares was adjusted by multiplying the number of Maytag option shares by .2392 (rounded down to the nearest whole share) and the option exercise price was adjusted by dividing the exercise price of the Maytag option by .2392 (rounded up to the next cent).

3. Phantom stock units, each equivalent to a share of Maytag common stock, disposed of in the merger between Maytag and Whirlpool pursuant to which each share of Maytag common stock was exchanged for a credit of $10.50 in cash and .1196 of a phantom share of Whirlpool common stock. On March 31, 2006, the effective date of the merger, the closing price of Whirlpool common stock was $91.47.

4. Each performance stock unit represents a contingent right to receive one share of MYG common stock.

5. Restrictions lapse upon the earlier of (i) the second to occur of (x) December 31, 2007, if remain employed and (y) the tenth consecutive day prior to January 1, 2008 that the FMV of a share equals or exceeds $21.00 and (ii) a Change of Control.

6. In the merger between Maytag and Whirlpool, each award granted was vested and will be settled in cash (based on a per share valuation equal to $10.50 plus (.1196 (the exchange ratio) times $91.47 (the closing price of Whirlpool common stock on the closing date)).

7. Restrictions lapse upon the earlier of (i) the second to occur of (x) December 31, 2008, if remain employed and (y) the tenth consecutive day prior to January 1, 2009 that the FMV of a share equals or exceeds $21.00 and (ii) a Change of Control.

Remarks:

	By, Patricia J. Martin, as atty in fact	04/07/2006
	** Signature of Reporting Person	Date
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