ILLINOIS TOOL WORKS INC — Director's Dealing 2007

Feb 13, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2007-02-09

Reporting Person: SKINNER JAMES A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-02-09	Common Stock	A	2007	$51.60	Acquired	4007	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$0.00	1988-08-08	Common Stock (2038)	2038	Direct

Footnotes

F1: Includes 654 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of February 9, 2007.

F2: Represents units of phantom stock under the Phantom Stock Plan for non-officers directors as of December 31, 2005. Each unit is equal in value to one share of common stock. The units are not transferable and have no voting rights. Additional units are credited in amounts equivalent to cash dividends paid on the common stock reported as of December 31, 2006.