S&P Global Inc. — Director's Dealing 2004

Dec 10, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRAW-HILL COMPANIES INC (MHP)
CIK: 0000064040
Period of Report: 2004-12-08

Reporting Person: SHARMA DEVEN (EVP, Global Strategy)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-08	Common Stock	M	10561	$56.2300	Acquired	31571	Direct
2004-12-08	Common Stock	F	6743	$88.0700	Disposed	24828	Direct
2004-12-08	Common Stock	F	1323	$88.0700	Disposed	23505	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-12-08	Options (Right to Buy)	$56.2300	M	10561	Disposed	2013-03-31	Common Stock (10561)	Direct
2004-12-08	Options (Right to Buy)	$88.0700	A	8066	Acquired	2013-03-31	Common Stock (8066)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options (Right to Buy)	$64.3300	2012-01-31	Common Stock (21313)	21313	Direct
Options (Right to Buy)	$75.1700	2012-01-31	Common Stock (3374)	3374	Direct
Options (Right to Buy)	$67.7700	2012-03-31	Common Stock (30000)	30000	Direct
Options (Right to Buy)	$76.4400	2014-03-31	Common Stock (33300)	33300	Direct

Footnotes

F1: The option becomes exercisable 50% on the first anniversary of the grant and 50% on the second anniversary of the grant.

F2: Total derivative security amount shown includes options previously reported and reflects full amount of shares underlying options.