ILLINOIS TOOL WORKS INC - Director's Dealing 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2004-01-02

Reporting Person: SPEER DAVID B (Executive Vice President)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-01-02	Common Stock	A	13333	$83.315	Acquired	37406	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
1995-12-08	Employee Stock Option	$30.125	A	20000	Acquired	2005-12-08	Common Stock (20000)	Direct
1997-12-12	Employee Stock Option	$54.62	A	30000	Acquired	2007-12-12	Common Stock (30000)	Direct
1998-12-11	Employee Stock Option	$58.25	A	30000	Acquired	2008-12-11	Common Stock (30000)	Direct
1999-12-17	Employee Stock Option	$65.50	A	30000	Acquired	2009-12-17	Common Stock (30000)	Direct
2000-12-15	Employee Stock Option	$55.875	A	75000	Acquired	2010-12-15	Common Stock (75000)	Direct
2001-12-14	Employee Stock Option	$62.25	A	60000	Acquired	2011-12-14	Common Stock (60000)	Direct

F1: Includes Grant of Restricted Stock vesting over three year period: 12/16/03, 12/16/04, 12/16/05

F2: Grant of 13333 shares of Restricted Stock January 2, 2004 vesting over 3 year period: 12/16/2004, 12/16/2005, 12/18/2006

F3: Includes 860 shares allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan. Information reported as of 12/12/03.

F4: These options vest in four (4) equal annual installments beginning one year from date of grant.