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FULLER H B CO Director's Dealing 2005

Apr 21, 2005

31338_dirs_2005-04-21_52c65c2a-09a8-4d89-b960-f92d02f1669f.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FULLER H B CO (FUL)
CIK: 0000039368
Period of Report: 2005-04-21

Reporting Person: JONES PATRICIA L (Sr VP, CAO, Genl Counsel, Sec)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-04-21 Common Stock M 5267 $27.90 Acquired 5494 Direct
2005-04-21 Common Stock M 4446 $27.30 Acquired 9940 Direct
2005-04-21 Common Stock S 300 $28.60 Disposed 9640 Direct
2005-04-21 Common Stock S 100 $28.59 Disposed 9540 Direct
2005-04-21 Common Stock S 500 $28.58 Disposed 9040 Direct
2005-04-21 Common Stock S 100 $28.55 Disposed 8940 Direct
2005-04-21 Common Stock S 4600 $28.54 Disposed 4340 Direct
2005-04-21 Common Stock S 1700 $28.53 Disposed 2640 Direct
2005-04-21 Common Stock S 2413 $28.52 Disposed 227 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-04-21 Employee Stock Option (Right-to-Buy) $27.90 M 5267 Disposed 2012-12-09 Common Stock (5267) Direct
2005-04-21 Employee Stock Option (Right-to-Buy) $27.30 M 4446 Disposed 2013-12-03 Common Stock (13339) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 8981.021 Direct
Common Stock 250.94 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Units $0.0 1988-08-08 Common Stock (506.91) 506.91 Direct
Employee Stock Option (Right-to-Buy) $28.52 2012-08-05 Common Stock (6000) 6000 Direct
Employee Stock Option (Right-to-Buy) $28.98 2014-12-02 Common Stock (21662) 21662 Direct
Phantom Units $0.0 1988-08-08 Common Stock (95.18) 95.18 Direct

Footnotes

F1: Deferred Compensation Plan: These units convert into shares of common stock on a 1-for-1 basis.

F2: Deferred Compensation Plan: Units convert into shares of common stock upon the earlier of certain termination events as specified in the Key Employee Deferred Compensation Plan or such earlier date as selected by the participant.

F3: 2000 Stock Incentive Plan: This option vests in four equal installments beginning on August 5, 2003.

F4: 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 9, 2003.

F5: 2000 Stock Incentive Plan: This option vests in four equal installment beginning on December 3, 2004.

F6: 2000 Stock Incentive Plan: These restricted shares were awarded pursuant to H.B. Fuller Company's 2000 Stock Incentive Plan. Amount includes 1339 restricted shares that vest in four equal annual installments beginning on April 15, 2005, and 7922 restricted shares that vest effective December 2, 2007. Total amount also includes restricted shares acquired pursuant to a dividend reinvestment feature of the 2000 Stock Incentive Plan.

F7: 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 2, 2005.

F8: 401(k) Plan: This amount includes shares and dividends acquired during the fiscal year pursuant to the H.B. Fuller Company Thrift Plan.

F9: Deferred Compensation Plan: These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.

F10: Deferred Compensation Plan: These units (acquired after 12-31-04) convert into shares of common stock upon the earlier of certain termination events as specified in the Key Employee Deferred Compensation Plan or such earlier date as selected by the participant, subject to holding periods required by law.

F11: Key Employee Deferred Compensation Plan Dividend Reinvestment: This amount (acquired after 12-31-04) includes stock units acquired pursuant to a dividend equivalent feature of the Key Employees' Deferred Compensation Plan.