3M CO — Director's Dealing 2005

Feb 3, 2005

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

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

Reporting Person: MAHAN JAMES T (VICE PRESIDENT ENGRG MFG & LOG)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-09-24	Common Stock	G	50	—	Disposed	18162	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3440	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Incentive Stock Option (right to buy)	$31.5175	2006-05-14	Common Stock (3172)	3172	Direct
Incentive Stock Option (right to buy)	$43.35	2010-05-09	Common Stock (2306)	2306	Direct
Incentive Stock Option (right to buy)	$45.85	2007-05-13	Common Stock (2180)	2180	Direct
Incentive Stock Option (right to buy)	$46.675	2008-05-12	Common Stock (2142)	2142	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 (8106)	8106	Direct
Non-Qualified Stock Option (right to buy)	$61.85	2013-05-12	Common Stock (26400)	26400	Direct
Non-Qualified Stock Option (right to buy)	$62.65	2005-05-06	Common Stock (940)	940	Direct
Non-Qualified Stock Option (right to buy)	$62.65	2006-05-12	Common Stock (1270)	1270	Direct
Non-Qualified Stock Option (right to buy)	$62.65	2007-05-11	Common Stock (1410)	1410	Direct
Non-Qualified Stock Option (right to buy)	$62.65	2008-05-12	Common Stock (7008)	7008	Direct
Non-Qualified Stock Option (right to buy)	$62.65	2009-05-11	Common Stock (6536)	6536	Direct
Non-Qualified Stock Option (right to buy)	$64.5	2006-05-12	Common Stock (252)	252	Direct
Non-Qualified Stock Option (right to buy)	$64.5	2007-05-11	Common Stock (5364)	5364	Direct
Non-Qualified Stock Option (right to buy)	$64.5	2009-05-11	Common Stock (560)	560	Direct
Non-Qualified Stock Option (right to buy)	$64.5	2010-05-07	Common Stock (6444)	6444	Direct
Non-Qualified Stock Option (right to buy)	$64.5	2011-05-06	Common Stock (5632)	5632	Direct
Non-Qualified Stock Option (right to buy)	$64.5	2012-05-14	Common Stock (15800)	15800	Direct
Non-Qualified Stock Option (right to buy)	$84.4	2014-05-09	Common Stock (35132)	35132	Direct

Footnotes

F1: 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.

The directly-held common stock holding reported in Table I includes shares acquired pursuant to 3M's Dividend Reinvestment Program in transactions exempt from Section 16; this total also includes shares acquired during the fiscal year pursuant to 3M's General Employee Stock Purchase Plan.