Snap-on Inc — Director's Dealing 2003

Aug 15, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP ON INC (SNA)
CIK: 0000091440
Period of Report: 2003-08-13

Reporting Person: PFUND WILLIAM H (V.P. - Investor Relations)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-08-13	Deferred Stock Units	$0	I	300	Acquired		Common Stock (300)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4328.83	Direct
Common Stock	183.194	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$34.56	2009-05-05	Common Stock (15000)	15000	Direct
Stock Option (Right to Buy)	$26.375	2010-01-28	Common Stock (25000)	25000	Direct
Stock Option (Right to Buy)	$29.16	2011-05-29	Common Stock (21000)	21000	Direct
Stock Option (Right to Buy)	$32.22	2012-01-25	Common Stock (5400)	5400	Direct
Stock Option (Right to Buy)	$25.11	2013-01-24	Common Stock (4000)	4000	Direct
Restricted Stock	$0		Common Stock (2600)	2600	Direct
Restricted Stock	$0		Common Stock (5000)	5000	Direct

Footnotes

F1: One half of option vested on 1/25/2003 and the remainder vests on 1/25/2004.

F2: One half of option vests on 1/24/2004 and the remainder vests on 1/24/2005.

F3: 1 for 1.

F4: Acquisition resulting from an intraplan transfer under the Company's Deferred Compensation Plan.

F5: Payment will begin within 30 days first beginning after the earliest of the date specified in advance of the deferral by the reporting person, death, disability, retirement or termination of employment.

F6: The units vest on the achievement of certain company initiatives over the 2002-2003 period.

F7: The units vest on the achievement of certain company initiatives over the 2003-2005 period.