BAXTER INTERNATIONAL INC — Director's Dealing 2005

Mar 16, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BAXTER INTERNATIONAL INC (BAX)
CIK: 0000010456
Period of Report: 2005-03-14

Reporting Person: Utts James E (Corporate Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-03-14	Common Stock, $1 par value	A	13500	—	Acquired	20230	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-03-14	Stock Option (right to buy)	$34.85	A	90000	Acquired	2016-03-14	Common Stock, $1 par value (90000)	Direct

Footnotes

F1: On March 14, 2005, the reporting person received a grant of 13,500 restricted stock units which will vest as follows: 4,500 on March 14, 2006; 4,500 on March 14, 2007; 4,500 on March 14, 2008.

F2: 1-for-1