ILLINOIS TOOL WORKS INC — Director's Dealing 2011

May 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2011-04-29

Reporting Person: Kropp Ronald D (Sr VP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-03	Common Stock	J	1920	$0.00	Disposed	1919	Direct
2011-04-29	Common Stock	J	2657	$0.00	Disposed	0	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$47.13	2014-12-10	Common Stock (10000)	10000	Direct
Employee Stock Option	$42.08	2016-02-01	Common Stock (30000)	30000	Direct
Employee Stock Option	$51.60	2017-02-09	Common Stock (60000)	60000	Direct
Employee Stock Option	$48.51	2018-02-08	Common Stock (70000)	70000	Direct
Employee Stock Option	$35.12	2019-02-13	Common Stock (60703)	60703	Direct
Qualifying Restricted Stock Unit	$0.00		Common Stock (16324)	16324	Direct
Employee Stock Option	$43.64	2020-02-12	Common Stock (64818)	64818	Direct
Performance Restricted Stock Unit	$0.00		Common Stock (7122)	7122	Direct
Employee Stock Option	$55.81	2021-02-11	Common Stock (90802)	90802	Direct
Performance Restricted Stock Unit	$0.00		Common Stock (12046)	12046	Direct

Footnotes

F1: Shares transferred to ex-wife. The reporting person no longer reports as beneficially owned any securities owned by his ex-wife.

F2: Shares transferred to ex-wife pursuant to a Qualified Domestic Relations Order.

F3: Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of April 30, 2011.

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

F5: Each qualifying restricted stock unit (QRSU) and performance restricted stock unit (PRSU) represents a contingent right to receive one share of the Company's common stock.

F6: Each QRSU and PRSU vests 100% three years from the date of grant if performance goals are met.