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S&P Global Inc. Director's Dealing 2006

Mar 10, 2006

29804_dirs_2006-03-10_e0391f96-1fbe-410f-aad2-e819a03b9d61.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: 2006-03-08

Reporting Person: SHARMA DEVEN (EVP, Global Strategy)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2006-03-08 Common Stock A 10056 Acquired 74140.0000 Direct
2006-03-08 Common Stock F 9289 Disposed 64851.0000 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Options (Right to Buy) $32.17 2012-01-31 Common Stock (42626.00) 42626.00 Direct
Options (Right to Buy) $37.59 2012-01-31 Common Stock (6748.00) 6748.00 Direct
Options (Right to Buy) $33.89 2012-03-31 Common Stock (60000.00) 60000.00 Direct
Options (Right to Buy) $28.12 2013-03-31 Common Stock (878.00) 878.00 Direct
Options (Right to Buy) $44.04 2013-03-31 Common Stock (16132.00) 16132.00 Direct
Options (Right to Buy) $46.55 2013-03-31 Common Stock (21865.00) 21865.00 Direct
Options (Right to Buy) $50.81 2013-03-31 Common Stock (10541.00) 10541.00 Direct
Options (Right to Buy) $38.22 2014-03-31 Common Stock (66600.00) 66600.00 Direct
Options (Right to Buy) $43.25 2015-03-31 Common Stock (54612.00) 54612.00 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, 2006, 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: The option becomes exercisable 50% on the first anniversary of the grant and 50% on the second anniversary of the grant.

F5: Total derivative security amount shown includes options previously reported and reflects full amount of shares underlying options.

F6: 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.