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S&P Global Inc. Director's Dealing 2005

May 19, 2005

29804_dirs_2005-05-19_eb43daef-1646-4b01-a2ef-d7c5604e1e0e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRAW-HILL COMPANIES INC (MHP)
CIK: 0000064040
Period of Report: 2005-05-17

Reporting Person: MCGRAW HAROLD III (Director, Chairman, President and CEO)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1184306.0270 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Options (Right to Buy) $45.4950 2008-01-01 Common Stock (89604.0000) 89604.0000 Direct
Options (Right to Buy) $45.4950 2008-04-28 Common Stock (73894.0000) 73894.0000 Direct
Options (Right to Buy) $45.4950 2009-01-03 Common Stock (157132.0000) 157132.0000 Direct
Options (Right to Buy) $29.6407 2010-01-02 Common Stock (250000.0000) 250000.0000 Direct
Options (Right to Buy) $29.5650 2011-04-01 Common Stock (308000.0000) 308000.0000 Direct
Options (Right to Buy) $33.8850 2012-03-31 Common Stock (358000.0000) 358000.0000 Direct
Options (Right to Buy) $28.1150 2013-03-31 Common Stock (388000.0000) 388000.0000 Direct
Options (Right to Buy) $38.2200 2014-03-31 Common Stock (408000.0000) 408000.0000 Direct
Options (Right to Buy) $43.2500 2015-03-31 Common Stock (334600.0000) 334600.0000 Direct

Footnotes

F1: Includes shares acquired under The McGraw-Hill Companies Dividend Reinvestment Plan.

F2: On May 17, 2005 the common stock of The McGraw-Hill Companies split 2-for-1, resulting in the reporting person's acquisition of 592,153.0135 additional shares of common stock; this amount includes the acquisition of 47,027.2045 shares held by two children.

F3: Total derivative security amount shown includes options previously reported and reflects full amount of shares underlying options.

F4: These stock options have been previously reported and are being adjusted to reflect the May 17, 2005 2-for-1 stock split of the common stock of The McGraw-Hill Companies.

F5: The option becomes exercisable 50% on the first anniversary of the grant and 50% on the second anniversary of the grant.