OLIN Corp — Director's Dealing 2004

Feb 18, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OLIN CORP (OLN)
CIK: 0000074303
Period of Report: 2004-02-12

Reporting Person: GRIFFIN DONALD W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-02-12	Common Stock	A	1350	$18.52	Acquired	66492	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-02-12	Phantom Stock Units	$0	A	2400	Acquired		Common Stock (2400)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15474.2505	Indirect

Footnotes

F1: Shares of common stock granted under the director compensation plan.

F2: The figure shown includes shares of Olin Common Stock received as dividends on shares held in the Olin Corporation Contributing Employee Ownership Plan (CEOP), a tax-conditioned plan, and held in the Olin Common Stock Fund of the CEOP, in a transaction exempt under Rule 16b-3, and is based on information provided by the Plan Administrator as of February 12, 2004.

F3: 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 and are settled in common stock or cash following the date the reporting person ceases to be a director.

F4: Security converts to common stock on a one-for-one basis.