S&P Global Inc. — Director's Dealing 2013

Apr 16, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRAW-HILL COMPANIES INC (MHP)
CIK: 0000064040
Period of Report: 2013-04-15

Reporting Person: BERISFORD JOHN L (EVP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-04-15	Common Stock	M	8355.0000	$0.0000	Acquired	43741.0000	Direct
2013-04-15	Common Stock	D	8355.0000	$51.2300	Disposed	35386.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-04-15	Restricted Stock Units	$	M	8355.0000	Disposed		Common Stock (8355.0000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options (Right to Buy)	$37.4100	2021-03-31	Common Stock (42006.0000)	42006.0000	Direct
Options (Right to Buy)	$51.5500	2023-03-31	Common Stock (17684.0000)	17684.0000	Direct

Footnotes

F1: Pursuant to SEC guidance, the cash settlement of RSUs is reported as the acquisition and simultaneous disposition to the issuer of shares. No actual shares, however, are involved in the settlement, as the reporting person instead receives a cash settlement based on the value of the common stock. Settlement of the RSUs results in no net change in the number of shares of common stock beneficially owned by the reporting person.

F2: Each restricted stock unit ("RSU") represents the right to receive the cash value of one share of Common Stock upon settlement.

F3: One-half of the award of RSUs vested on April 15, 2012. The remaining one-half of the award of RSUs is scheduled to vest on April 15, 2013.