FMC CORP — Director's Dealing 2005

Apr 2, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FMC CORP (FMC)
CIK: 0000037785
Period of Report: 2005-03-31

Reporting Person: WALTER WILLIAM G (Director, President, CEO and Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-03-31	Common Stock	M	12773	$24.3259	Acquired	83703	Direct
2005-03-31	Common Stock	M	6482	$37.3085	Acquired	90185	Direct
2005-03-31	Common Stock	M	18302	$32.1285	Acquired	108487	Direct
2005-03-31	Common Stock	S	12773	$53.506	Disposed	95714	Direct
2005-03-31	Common Stock	S	6482	$53.506	Disposed	89232	Direct
2005-03-31	Common Stock	S	18302	$53.506	Disposed	70930	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-03-31	Stock Option (Right to Buy)	$24.3259	M	12773	Disposed	2007-03-12	Common Stock (12773)	Direct
2005-03-31	Stock Option (Right to Buy)	$37.3085	M	6482	Disposed	2006-03-06	Common Stock (6482)	Direct
2005-03-31	Stock Option (Right to Buy)	$32.1285	M	18302	Disposed	2007-03-31	Common Stock (18302)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	23568.426	Indirect

Footnotes

F1: Based on plan statement as of March 31, 2005.