BALL Corp — Director's Dealing 2004

Nov 5, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BALL CORP (BLL)
CIK: 0000009389
Period of Report: 2004-11-04

Reporting Person: STIRITZ WILLIAM P (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-11-04	Variable Forward Contract	$	J	800000	Acquired	2012-06-04	Common Stock (800000)	Indirect

Footnotes

F1: The William P. Stiritz Revocable Trust (the "Trust"), a trust of which Mr. Stiritz is trustee, entered into a variable forward contract ("VFC") with Credit Suisse First Boston Capital LLC ("CSFBC LLC") and Credit Suisse First Boston LLC. Under the VFC, CSFBC LLC sold 800,000 shares of common stock of Ball Corp. ("Common Shares") into the public market in accordance with paragraphs (f) and (g) of Rule 144 under the Securities Act of 1933, as amended. The VFC provides that, on June 4, 2012, the Trust will deliver a number of Common Shares to CSFBC LLC (or, at the election of the Trust, the cash equivalent of such shares) as follows: (a) if the settlement price is less than the downside floor, a delivery of 800,000 Common Shares; and (b) if the settlement price is equal to or greater than the downside floor, a delivery of between 533,334 and 800,000 Common Shares, dependent upon the settlement price.

F2: The reporting person expressly disclaims beneficial ownership of these securities; 800,000 of these shares are committed for use in a variable forward contract dated 11-4-04.