SHERWIN WILLIAMS CO — Director's Dealing 2004

Feb 5, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SHERWIN WILLIAMS CO (SHW)
CIK: 0000089800
Period of Report: 2004-02-04

Reporting Person: HENNESSY SEAN P (Sr. VP-Finance and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-02-04	Common Stock	A	20000	—	Acquired	63000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13227.223	Indirect

Footnotes

F1: Grant of restricted shares of common stock under The Sherwin-Williams Company's 2003 Stock Plan.

F2: Shares listed are restricted.

F3: Represents the approximate number of shares of common stock for which the Reporting Person has the right to direct the vote under The Sherwin-Williams Company Employee Stock Purchase and Savings Plan per the trustee's 12/31/03 statement. Shares of common stock are not directly allocated to the Plan participants, but are instead held in a unitized fund consisting primarily of common stock and a small percentage of short-term investments. Participants acquire units of this fund.