NORTHERN TRUST CORP — Director's Dealing 2005

Feb 1, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORTHERN TRUST CORP (NTRS)
CIK: 0000073124
Period of Report: 2005-01-27

Reporting Person: WADDELL FREDERICK H (EVP & President/C&IS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-01-27	Common Stock	G	1372	—	Disposed	106839	Indirect
2005-01-28	Common Stock	G	1585	—	Disposed	105254	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	40000	Direct
Common Stock	7678	Indirect
Common Stock	270	Indirect
Common Stock	270	Indirect
Common Stock	864	Direct
Common Stock	15176	Indirect
Common Stock	11888	Indirect

Footnotes

F1: Represents stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock.

F2: as of 12/31/04

F3: Indicates transfer of shares from UTMA to son because son has reached majority age.