COMMERCIAL METALS Co — Director's Dealing 2003

Jul 30, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMMERCIAL METALS CO (cmc)
CIK: 0000022444
Period of Report: 2003-07-29

Reporting Person: MCCLEAN MURRAY R (VP & Marketing/Distribution Pr)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-07-29	Common Stock	M	14880	$11.7625	Acquired	14880	Direct
2003-07-29	Common Stock	S	1280	$17.3	Disposed	13600	Direct
2003-07-29	Common Stock	S	600	$17.19	Disposed	13000	Direct
2003-07-29	Common Stock	S	1300	$17.2	Disposed	11700	Direct
2003-07-29	Common Stock	S	1900	$17.23	Disposed	9800	Direct
2003-07-29	Common Stock	S	2500	$17.24	Disposed	7300	Direct
2003-07-29	Common Stock	S	300	$17.27	Disposed	7000	Direct
2003-07-29	Common Stock	S	1600	$17.31	Disposed	5400	Direct
2003-07-29	Common Stock	S	300	$17.32	Disposed	5100	Direct
2003-07-29	Common Stock	S	100	$17.33	Disposed	5000	Direct
2003-07-29	Common Stock	S	3000	$17.34	Disposed	2000	Direct
2003-07-29	Common Stock	S	1700	$17.35	Disposed	300	Direct
2003-07-29	Common Stock	S	200	$17.36	Disposed	100	Direct
2003-07-29	Common Stock	S	100	$17.37	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-07-29	Non-Qualified Stock Option (right to buy)	$11.7625	M	14880	Disposed	2008-02-02	Common Stock (14880)	Direct

Footnotes

F1: 50% vests one year from date of grant; balance vests two years from date of grant.