TIMKEN CO — Director's Dealing 2012

Jan 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIMKEN CO (TKR)
CIK: 0000098362
Period of Report: 2011-12-31

Reporting Person: EISENBERG GLENN A (Executive VP-Finance and Admin)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-31	Common Stock	M	9	—	Acquired	59628	Direct
2011-12-31	Common Stock	F	4	$38.67	Disposed	59624	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-31	Dividend Equivalent Rights	$0	M	9	Disposed		Common Stock (9)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5074	Indirect

Footnotes

F1: Includes 108 shares acquired through DRP in 2011

F2: The security converts to Common Stock on a one for one basis

F3: Reflects the issuance of shares in payment of deferred dividend credits on employee stock options which vested and became payable at the rate of one share for each dividend credit on December 31, 2011

F4: Not Applicable