ILLINOIS TOOL WORKS INC — Director's Dealing 2006

Dec 21, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2006-12-19

Reporting Person: SPEER DAVID B (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-12-19	Common Stock	F	3472	$47.05	Disposed	57324	Direct
1998-08-08	Common Stock	A	30	$0.00	Acquired	1788	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
1998-12-11	Employee Stock Option	$29.125	A	60000	Acquired	2008-12-11	Common Stock (60000)	Direct
1999-12-17	Employee Stock Option	$32.75	A	60000	Acquired	2009-12-17	Common Stock (60000)	Direct
2000-12-15	Employee Stock Option	$27.9375	A	150000	Acquired	2010-12-15	Common Stock (150000)	Direct
2001-12-14	Employee Stock Option	$31.125	A	120000	Acquired	2011-12-14	Common Stock (120000)	Direct
2004-12-10	Employee Stock Option	$47.13	A	300000	Acquired	2014-12-10	Common Stock (300000)	Direct
2006-02-01	Employee Stock Option	$42.08	A	400000	Acquired	2016-02-01	Common Stock (400000)	Direct

Footnotes

F1: Includes grant of restricted stock which vested over a three (3) year period 12/16/2003, 12/16/2004, 12/16/2005.

F2: Includes grant of restricted stock which vested over a three (3) year period 12/16/2004, 12/16/2005, 12/18/2006.

F3: Shares received as a result of the two-for-one stock split on May 25, 2006.

F4: Includes 1788 shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of November 16, 2006.

F5: Options vest in four (4) equal annual installments beginning one year from date of grant.

F6: Options vest in four (4) equal annual installments beginning in each December following the grant date.