OLIN Corp — Director's Dealing 2005

Feb 11, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OLIN CORP (OLN)
CIK: 0000074303
Period of Report: 2005-02-09

Reporting Person: HIGGINS WILLIAM W (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-02-09	Phantom Stock Units	$0	A	2947	Acquired		Common Stock (2947)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $1 par value	1200	Direct
Common Stock $1 par value	224215	Indirect
Common Stock $1 par value	132093	Indirect

Footnotes

F1: The reporting person disclaims beneficial ownership of these securities, and this report should not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.

F2: Mrs. Higgins owns 79,538 shares outright and 166,677 shares held in trusts in which she has an interest.

F3: Includes 1,047 shares of Common Stock for annual retainer which the reporting person elected to defer under the Amended and Restated 1997 Stock Plan for Non-employee Directors. Phantom shares of common stock are also 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 for cash following the date the reporting person ceases to be a director.

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