FMC CORP — Director's Dealing 2004

May 3, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FMC CORP (FMC)
CIK: 0000037785
Period of Report: 2004-04-30

Reporting Person: FOSTER W KIM (Senior Vice President and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-04-03	Common Stock	M	4956	$15.47	Acquired	37840	Direct
2004-04-30	Common Stock	M	4003	$16.33	Acquired	41843	Direct
2004-04-30	Common Stock	S	1059	$43.06	Disposed	40784	Direct
2004-04-30	Common Stock	S	2000	$43.05	Disposed	38784	Direct
2004-04-30	Common Stock	S	100	$42.98	Disposed	38684	Direct
2004-04-30	Common Stock	S	1797	$42.95	Disposed	36887	Direct
2004-04-30	Common Stock	S	4003	$42.95	Disposed	32884	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-04-30	Stock Option (Right to Buy)	$15.47	M	4956	Disposed	2006-01-09	Common Stock (4956)	Direct
2004-04-30	Stock Option (Right to Buy)	$16.33	M	4003	Disposed	2005-04-27	Common Stock (4003)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13261.32	Indirect

Footnotes

F1: Based on plan statement as of April 30, 2004.