ILLINOIS TOOL WORKS INC — Director's Dealing 2005

Jul 28, 2005

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2005-07-28

Reporting Person: Osterkorn Eugene A (VP & Controller Operations)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2342	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$55.875	2010-12-15	Common Stock (6500)		Direct
Employee Stock Option	$62.25	2011-12-14	Common Stock (6000)		Direct
Employee Stock Option	$94.26	2014-12-10	Common Stock (4050)		Direct

Footnotes

F1: Includes Grant of Restricted Stock Vesting 12/16/2005.

F2: Includes Grant of Restricted Stock Vesting 12/16/2005, 12/18/2006.

F3: Includes 1 share of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan -- Information reported as of July 19, 2005.

F4: Options vest in four equal annual installments beginning one year from date of grant.