3M CO — Director's Dealing 2004

Jan 21, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: 3M CO (MMMC)
CIK: 0000066740
Period of Report: 2004-01-20

Reporting Person: MCNERNEY W JAMES JR (Director, CHAIRMAN OF THE BOARD & CEO, CHAIRMAN OF THE BOARD & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-01-20	Common Stock	F	7259	$85.03	Disposed	222961	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	300	Indirect

Footnotes

F1: Distribution of vested shares (including shares withheld for taxes) held in corporate custody as restricted shares and distributed pursuant to the reporting person's compensation plan.