COMMERCIAL METALS Co — Director's Dealing 2004

Dec 27, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMMERCIAL METALS CO (CMC)
CIK: 0000022444
Period of Report: 2004-12-22

Reporting Person: WOMACK ROBERT R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-22	Common Stock	M	6000	$7.984	Acquired	23341.72	Direct
2004-12-22	Common Stock	M	6000	$5.493	Acquired	29341.72	Direct
2004-12-22	Common Stock	M	6000	$9.024	Acquired	35341.72	Direct
2004-12-22	Common Stock	M	17116	$5.493	Acquired	52457.72	Direct
2004-12-22	Common Stock	M	17076	$9.024	Acquired	69533.72	Direct
2004-12-22	Common Stock	M	3000	$7.55	Acquired	72533.72	Direct
2004-12-22	Common Stock	S	1000	$25.525	Disposed	71533.72	Direct
2004-12-22	Common Stock	S	400	$25.54	Disposed	71133.72	Direct
2004-12-22	Common Stock	S	4600	$25.55	Disposed	66533.72	Direct
2004-12-22	Common Stock	S	200	$25.605	Disposed	66333.72	Direct
2004-12-22	Common Stock	S	400	$25.62	Disposed	65933.72	Direct
2004-12-22	Common Stock	S	1400	$25.625	Disposed	64533.72	Direct
2004-12-22	Common Stock	S	2400	$25.63	Disposed	62133.72	Direct
2004-12-22	Common Stock	S	800	$25.635	Disposed	61333.72	Direct
2004-12-22	Common Stock	S	400	$25.65	Disposed	60933.72	Direct
2004-12-22	Common Stock	S	400	$25.655	Disposed	60533.72	Direct
2004-12-22	Common Stock	S	1400	$25.675	Disposed	59133.72	Direct
2004-12-22	Common Stock	S	2800	$25.7	Disposed	56333.72	Direct
2004-12-22	Common Stock	S	600	$25.75	Disposed	55733.72	Direct
2004-12-22	Common Stock	S	3200	$25.81	Disposed	52533.72	Direct
2004-12-22	Common Stock	S	22192	$25.85	Disposed	30341.72	Direct
2004-12-22	Common Stock	S	200	$25.86	Disposed	30141.72	Direct
2004-12-22	Common Stock	S	400	$25.87	Disposed	29741.72	Direct
2004-12-22	Common Stock	S	1000	$25.875	Disposed	28741.72	Direct
2004-12-22	Common Stock	S	200	$25.88	Disposed	28541.72	Direct
2004-12-22	Common Stock	S	5200	$25.9	Disposed	23341.72	Direct
2004-12-22	Common Stock	S	200	$25.905	Disposed	23141.72	Direct
2004-12-22	Common Stock	S	1600	$25.915	Disposed	21541.72	Direct
2004-12-22	Common Stock	S	200	$25.92	Disposed	21341.72	Direct
2004-12-22	Common Stock	S	1200	$25.925	Disposed	20141.72	Direct

Footnotes

F1: The exercise price and number of shares have been adjusted for the 2 for 1 stock split to holders of record December 13, 2004.

F2: Includes the additional shares resulting from the 2 for 1 stock split in the form of a stock dividend to holders of record December 13, 2004 to be distributed January 10, 2005.

F3: Includes the additional shares to be delivered to the buyer pursuant to due bills attributable to the 2 for 1 stock split in the form of a stock dividend to holders of record December 13, 2004 to be distributed January 10, 2005.

F4: The per share price has been adjusted to reflect the per share price for all shares, including those represented by due bills resulting from the 2 for 1 stock split in the form of a stock dividend to holders of record December 13, 2004 to be distributed January 10, 2005.