SMITH A O CORP — Director's Dealing 2004

Jun 1, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2004-05-28

Reporting Person: HEINRICH DONALD M (Former - Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-05-28	Common Stock	M	1950	$16.333	Acquired	31415	Direct
2004-05-28	Common Stock	S	1000	$29.50	Disposed	30415	Direct
2004-05-28	Common Stock	S	950	$29.85	Disposed	29465	Direct
2004-06-01	Common Stock	M	1000	$16.333	Acquired	30465	Direct
2004-06-01	Common Stock	S	1000	$29.45	Disposed	29465	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-05-28	Employee Stock Options (Right to Buy)	$16.333	M	1950	Acquired	2006-10-08	Common Stock (1950)	Direct
2004-06-01	Employee Stock Options (Right to Buy)	$16.333	M	1000	Acquired	2006-10-08	Common Stock (1000)	Direct

Footnotes

F1: Options were granted under the A. O. Smith Corporation 1990 Long-Term Executive Incentive Compensation Plan, a Rule 16b-3 Plan.