NORTHERN TRUST CORP — Director's Dealing 2008

Feb 21, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORTHERN TRUST CORP (NTRS)
CIK: 0000073124
Period of Report: 2008-02-19

Reporting Person: Potter Stephen N (Executive Vice President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-02-19	Employee Stock Option (right-to-buy)	$71.23	A	35800	Acquired	2018-02-19	Common Stock (35800)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15188	Direct
Common Stock	27873	Indirect
Common Stock	880	Indirect
Common Stock	880	Indirect
Common Stock	8283	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 12-31-07

F3: The option becomes exercisable in four equal installments upon the first four anniversary dates of the grant.