BAXTER INTERNATIONAL INC — Director's Dealing 2004

Aug 3, 2004

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: BAXTER INTERNATIONAL INC (BAX)
CIK: 0000010456
Period of Report: 2004-08-02

Reporting Person: GIBBONS LAWRENCE T (Corporate Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $1 par value	12000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$27.13	2013-11-18	Common Stock (62000)		Direct

Footnotes

F1: Restricted shares of common stock which will vest based upon performance as follows: 3,000 shares on 11/3/2004; 4,000 shares on 11/3/2005; and 5,000 shares on 11/3/2006.