TIMKEN CO — Director's Dealing 2012

Feb 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIMKEN CO (TKR)
CIK: 0000098362
Period of Report: 2012-02-21

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-21	Common Stock	M	52175	$14.74	Acquired	464860	Direct
2012-02-21	Common Stock	F	29960	$53.78	Disposed	434900	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-21	Employee Stock Option (right to buy)	$14.74	M	52175	Disposed	2019-02-02	Common Stock (52175)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	24362	Indirect

Footnotes

F1: 208,700 shares granted on 02/02/2009 (previously reported on a Form 4) vest in 25% increments per year over 4 years.