KENNAMETAL INC — Director's Dealing 2004

Nov 23, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KENNAMETAL INC (KMT)
CIK: 0000055242
Period of Report: 2004-11-22

Reporting Person: NEWLIN WILLIAM R (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-11-22	Stock Credits	$	A	306.6301	Acquired		Common Stock (306.6301)	Direct

Footnotes

F1: 1-for-1

F2: The stock credits become payable in common stock: (i) in the event of a change of control of the company; or (ii) on the date that the reporting person ceases (other than by reason of death) to be an director ("retirement"), unless the reporting person has elected to receive the common stock represented by the stock credits following retirement.

F3: Includes 149.0675 of stock credits acquired pursuant to a dividend reinvestment feature of the Kennametal Inc. Directors Stock Incentive Plan, as amended. The Company maintains a separate Dividend Reinvestment Plan available to its shareholders that satisfies the requirements of Rule 16a-11 of the Securities Exchange Act of 1934, as amended.