SHERWIN WILLIAMS CO — Director's Dealing 2006

Feb 23, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SHERWIN WILLIAMS CO (SHW)
CIK: 0000089800
Period of Report: 2006-02-22

Reporting Person: Wells Robert J (VP-Corp Com & Public Affairs)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-02-22	Common Stock	A	2240	—	Acquired	3740	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-02-22	Employee Stock Option (right to buy)	$47.055	A	2400	Acquired	2016-02-21	Common Stock (2400)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3977.1114	Indirect

Footnotes

F1: Grant of restricted shares of common stock under The Sherwin-Williams Company 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 2/17/06 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.

F4: The option vests in three annual installments of 800 beginning on February 22, 2007.