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 *
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)
01/27/2009
(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               12,477 (1) I Retirement Savings Plan
Common Stock 01/27/2009   M   20,000 (6) A $ 0 337,213 D  
Common Stock 01/27/2009   F   8,689 D $ 35.02 328,524 D  
Common Stock 02/10/2009   M   83,821 (7) A $ 0 412,345 D  
Common Stock 02/10/2009   F   34,996 D $ 30.26 377,349 D  

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights $ 42.28             05/02/2010(2) 05/02/2018 Common Stock 70,000   70,000 D  
Non-Qalified Stock Option $ 16.38               (3) 04/22/2013 Common Stock 40,000   40,000 D  
Non-Qualified Stock Option $ 20.3               (3) 04/22/2014 Common Stock 36,000   36,000 D  
Non-Qualified Stock Option $ 29.75               (3) 01/21/2015 Common Stock 50,000   50,000 D  
Non-Qualified Stock Option $ 36.36             01/27/2008(4) 01/27/2016 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  
Restricted Stock $ 0 01/27/2009   M     20,000 01/27/2009(6) 01/27/2009 Common Stock 20,000 $ 0 0 D  
Pahntom Stock $ 0 (7) 02/10/2009   M     83,821   (7)   (7) Common Stock 83,821 $ 0 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   02/12/2009
**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) Balance reflects the most current data available with regard to holdings in the Regal-Beloit Corporation Retirement Savings Plan.
(2) Granted as stock-settled SAR's under the 2007 Equity Incentive Plan. The SAR's vest and become exercisable 40% on the second anniversary of the date of grant, 60% on third anniversary, 80% on fourth anniversary and 100% on fifth anniversary.
(3) Fully vested stock options.
(4) Grant to reporting person of option to buy shares of common stock under the 2003 Equity Incentive Plan. The option vests and becomes exercisable 40% on the second anniversary of the date of grant, 60% on third anniversary, 80% on fourth anniversary and 100% on 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 grant, 60% on third anniversary, 80% on fourth anniversary and 100% on fifth anniversary.
(6) Restricted Stock Units (RSUs) granted to the reporting person under the 2003 Equity Incentive Plan. RSUs vest 100% on January 27, 2009. Each RSU is equal to one share of Common Stock and is payable only in stock.
(7) As allowed by the issuer's amended deferral policy, the reporting person has elected to receive 83,821 shares of common stock previously deferred upon exercise of a stock option on a 1-for-1 basis.

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