ILLINOIS TOOL WORKS INC - Director's Dealing 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2006-04-21

Reporting Person: FLOOD DAVID T (Executive Vice President)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-04-21	Common Stock	M	5000	$65.50	Acquired	21508	Direct
2006-04-21	Common Stock	S	5000	$103.605	Disposed	16508	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-04-21	Employee Stock Option	$65.50	M	5000	Disposed	2009-12-17	Common Stock (5000)	Direct
2000-12-15	Employee Stock Option	$55.875	A	27000	Acquired	2010-12-15	Common Stock (27000)	Direct
2001-12-14	Employee Stock Option	$62.25	A	40000	Acquired	2011-12-14	Common Stock (40000)	Direct
2004-12-10	Employee Stock Option	$94.26	A	40000	Acquired	2014-12-10	Common Stock (40000)	Direct
2006-02-01	Employee Stock Option	$84.16	A	40000	Acquired	2016-02-01	Common Stock (40000)	Direct

F1: Includes grant of restricted stock that vested over a 3 year period: 12/16/03, 12/16/04, and 12/16/05.

F2: Includes grant of restricted stock vesting over 3 year period: 12/16/2004, 12/16/2005, and 12/18/2006.

F3: Options vest in four equal annual installments beginning one year from date of grant.

F4: Options vest in four equal annual installments beginning in each December following the grant date.