OLIN Corp — Director's Dealing 2004

May 14, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OLIN CORP (OLN)
CIK: 0000074303
Period of Report: 2004-05-13

Reporting Person: ROMPALA RICHARD M (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-05-13	Phantom Stock Units	$	A	1013	Disposed		Common Stock (1013)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $1 par value	500	Direct

Footnotes

F1: Phantom shares of common stock are credited periodically to a deferred stock account under the Amended and Restated 1997 Stock Plan for Non-employee Directors.

F2: Security converts to common stock on a one-for-one basis.