BAXTER INTERNATIONAL INC — Director's Dealing 2006

May 18, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BAXTER INTERNATIONAL INC (BAX)
CIK: 0000010456
Period of Report: 2006-05-17

Reporting Person: Davis Robert M (Corp. VP, CFO and Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-05-17	Common Stock, $1 par value	A	5500	—	Acquired	14133	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-05-17	Option (Right to Buy)	$36.99	A	35000	Acquired	2016-05-17	Common Stock, $1 par value (35000)	Direct

Footnotes

F1: On 5/17/2006, the reporting person received a grant of 5,500 restricted stock units that will fully vest as follows: 1,833 on 5/17/2007; 1,833 on 5/17/2008 and 1,834 on 5/17/2009.