TIMKEN CO — Director's Dealing 2010

Feb 25, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIMKEN CO (TKR)
CIK: 0000098362
Period of Report: 2010-02-24

Reporting Person: ARNOLD MICHAEL C (ExVP Brngs & Pwr Transmission)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-24	Common Stock	M	10000	$17.56	Acquired	65649	Direct
2010-02-24	Common Stock	S	8762	$25.91	Disposed	56887	Direct
2010-02-24	Common Stock	F	1238	$25.91	Disposed	55649	Direct
2010-02-24	Common Stock	M	13525	$14.74	Acquired	69174	Direct
2010-02-24	Common Stock	S	11210	$25.94	Disposed	57964	Direct
2010-02-24	Common Stock	F	2315	$25.94	Disposed	55649	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-24	Employee Stock Option (right to buy)	$17.56	M	10000	Disposed	2013-04-15	Common Stock (10000)	Direct
2010-02-24	Employee Stock Option (right to buy)	$14.74	M	13525	Disposed	2019-02-02	Common Stoock (13525)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	18403	Indirect

Footnotes

F1: 40,000 shares granted on 4/15/2003 (previously reported on a Form 4) vested in 25% increments per year.

F2: 54,199 shares granted on 2/2/2009 (previously reported on a Form 4) vest in 25% increments per year.