TIMKEN CO — Director's Dealing 2008

May 6, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIMKEN CO (TKR)
CIK: 0000098362
Period of Report: 2008-05-05

Reporting Person: GRIFFITH JAMES W (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-05-05	Common Stock	M	9500	$18.37	Acquired	249350	Direct
2008-05-05	Common Stock	F	6656	$37.29	Disposed	242694	Direct
2008-05-05	Common Stock	M	80000	$17.56	Acquired	322694	Direct
2008-05-05	Common Stock	F	55028	$37.29	Disposed	267666	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-05-05	Employee Stock Option (right to buy)	$18.37	M	9500	Disposed	2009-11-05	Common Stock (9500)	Direct
2008-05-05	Employee Stock Option (Right to Buy)	$17.56	M	80000	Disposed	2013-04-15	Common Stock (80000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	20956	Indirect

Footnotes

F1: 60,000 shares granted on 11/5/1999 (previously reported on a Form 4) . Price vesting - 30,000 vested when the stock price hit $35.00 and 30,000 vest when the stock price hits $50.00

F2: 80,000 shares granted on 4/15/2003 (previously reported on a Form 4) vested in 25% increments per year over 4 years.