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S&P Global Inc. Director's Dealing 2005

Feb 28, 2005

29804_dirs_2005-02-28_0fdc529e-966f-4647-a34d-868c96ad9186.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: 2005-02-25

Reporting Person: BAHASH ROBERT J (EVP & Chief Financial Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-02-25 Common Stock A 3336 Acquired 212490.0000 Direct
2005-02-25 Common Stock F 4384 Disposed 208106.0000 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Options (Right to Buy) $59.4375 2007-01-01 Common Stock (19915.0000) 19915.0000 Direct
Options (Right to Buy) $67.4900 2008-01-01 Common Stock (12905.0000) 12905.0000 Direct
Options (Right to Buy) $59.4375 2008-06-30 Common Stock (1611.0000) 1611.0000 Direct
Options (Right to Buy) $67.4900 2008-06-30 Common Stock (1480.0000) 1480.0000 Direct
Options (Right to Buy) $67.4900 2009-01-03 Common Stock (38102.0000) 38102.0000 Direct
Options (Right to Buy) $90.2700 2010-01-02 Common Stock (37452.0000) 37452.0000 Direct
Options (Right to Buy) $90.2700 2011-04-01 Common Stock (38958.0000) 38958.0000 Direct
Options (Right to Buy) $90.2700 2012-03-31 Common Stock (43703.0000) 43703.0000 Direct
Options (Right to Buy) $56.2300 2013-03-31 Common Stock (27250.0000) 27250.0000 Direct
Options (Right to Buy) $90.2700 2013-03-31 Common Stock (20673.0000) 20673.0000 Direct
Options (Right to Buy) $76.4400 2014-03-31 Common Stock (57250.0000) 57250.0000 Direct

Footnotes

F1: Award of stock pursuant to The McGraw-Hill Companies' 2002 Stock Incentive Plan in transaction exempt under and complying with Rule 16b-3.

F2: Price was determined based on the mean of the high and low trading prices on February 1, 2005, the valuation date.

F3: Withholding of shares of Common Stock under the McGraw-Hill Companies' 2002 Stock Incentive Plan to satisfy withholding obligation in transaction exempt under and complying with Rule 16b-3.

F4: Total derivative security amount shown includes options previously reported and reflects full amount of shares underlying options.

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