TIMKEN CO — Director's Dealing 2010

Nov 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIMKEN CO (TKR)
CIK: 0000098362
Period of Report: 2010-11-15

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-11-15	Common Stock	M	52175	$14.74	Acquired	314662	Direct
2010-11-15	Common Stock	F	31778	$43.71	Disposed	282884	Direct
2010-11-15	Common Stock	M	134000	$24.14	Acquired	416884	Direct
2010-11-15	Common Stock	F	98718	$43.71	Disposed	318166	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-11-15	Employee Stock Option (right to buy)	$14.74	M	52175	Disposed	2019-02-02	Common Stock (52175)	Direct
2010-11-15	Employee Stock Option (right to buy)	$24.14	M	134000	Disposed	2014-04-20	Common Stock (134000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	23661	Indirect

Footnotes

F1: 208,700 shares granted on 2/2/2009 (previously reported on a Form 4) vest in 25% increments per year over 4 years.

F2: 134,000 shares granted on 4/20/2004 (previously reported on a Form 4) vested in 25% increments per year over 4 years.