Sec Form 4 Filing - HARDIS STEPHEN R @ NORDSON CORP - 2010-07-08

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 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: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person HARDIS STEPHEN R 2. Issuer Name and Ticker or Trading Symbol NORDSON CORP [ NDSN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 28601 CLEMENS ROAD 3. Date of Earliest Transaction (MM/DD/YY) 07/08/2010 (Street) WESTLAKE, OH44145 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Shares 54,298 D Common Shares 8,000 ( 1 ) I By Spouse Common Shares 200 ( 1 ) I By Children

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Restricted Stock Units ( 2 ) 07/08/2010 D 2,436 ( 3 ) ( 3 ) Common Shares 2,436 ( 3 ) 0 D Share Equivalent Units ( 4 ) 07/08/2010 J 252 ( 4 ) ( 4 ) Common Shares 252 ( 4 ) 41,983 D Share Equivalent Units ( 4 ) 07/08/2010 A 2,436 ( 4 ) ( 4 ) Common Shares 2,436 ( 4 ) 44,419 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other HARDIS STEPHEN R 28601 CLEMENS ROAD WESTLAKE, OH44145 X Signatures Robert E. Veillette, Attorney-In-Fact 07/12/2010 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reporting person disclaims beneficial ownership of these securities. ( 2 )Restricted Stock Units acquired through deferral of grant of restricted stock under Directors' Deferred Compensation Plan. ( 3 )Restricted Stock Units vest two (2) years after the grant date or upon retirement and convert to an equal number of share equivalent units on the vesting date. ( 4 )Share Equivalent Units acquired upon vesting date for restricted stock units. Share equivalent units are settled in common shares on a one-for-one basis when reporting person ceases to be a Director.

Remarks: The reporting person retired as Director of Nordson Corporation on July 8, 2010 and has not had a transaction in Nordson Corporation common stock that is subject to Section 16(b) in the six (6) months prior to his retirement date. As a result, the reporting person is no longer subject to Section 16 in connection with his transactions in the equity securities of Nordson Corporation and therefore will no longer report any such transactions on Form 4 or Form 5.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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