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3M CO Director's Dealing 2005

Feb 3, 2005

17737_dirs_2005-02-03_5c93afda-1c3f-4fb6-9043-7ca3e977c163.zip

Director's Dealing

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SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: 3M CO (MMM)
CIK: 0000066740
Period of Report: 2004-12-31

Reporting Person: PALENSKY FRED J (VICE PRESIDENT ENTERPRISE SVCS)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2004-10-05 Common Stock J 214 Acquired 214 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 27485 Direct
Common Stock 3100 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Incentive Stock Option (right to buy) $43.35 2010-05-09 Common Stock (2306) 2306 Direct
Incentive Stock Option (right to buy) $46.675 2008-05-12 Common Stock (1071) 1071 Direct
Incentive Stock Option (right to buy) $47.5 2009-05-10 Common Stock (2104) 2104 Direct
Incentive Stock Option (right to buy) $58.625 2011-05-08 Common Stock (1704) 1704 Direct
Non-Qualified Stock Option (right to buy) $58.625 2011-05-08 Common Stock (40987) 40987 Direct
Non-Qualified Stock Option (right to buy) $61.85 2013-05-12 Common Stock (40000) 40000 Direct
Non-Qualified Stock Option (right to buy) $62.85 2005-05-06 Common Stock (4186) 4186 Direct
Non-Qualified Stock Option (right to buy) $62.85 2006-05-12 Common Stock (2512) 2512 Direct
Non-Qualified Stock Option (right to buy) $63.525 2013-01-07 Common Stock (24002) 24002 Direct
Non-Qualified Stock Option (right to buy) $64.5 2012-05-14 Common Stock (46200) 46200 Direct
Non-Qualified Stock Option (right to buy) $84.4 2014-05-09 Common Stock (44891) 44891 Direct
Non-Qualified Stock Option (right to buy) $85.5 2009-05-11 Common Stock (5235) 5235 Direct
Non-Qualified Stock Option (right to buy) $85.5 2011-05-06 Common Stock (9705) 9705 Direct

Footnotes

F1: The directly-held common stock holding reported in Table I includes shares acquired during the fiscal year pursuant to 3M's General Employee Stock Purchase Plan.

The indirectly-held common stock holding (401k/PAESOP) reported in Table I includes shares acquired during the fiscal year pursuant to the 3M Voluntary Investment Plan.

F2: The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for puposes of Section 16 or for any other purpose.