TIMKEN CO — Director's Dealing 2013

Jan 2, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIMKEN CO (TKR)
CIK: 0000098362
Period of Report: 2012-12-21

Reporting Person: TIMKEN WARD J JR (Director, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-21	Common Stock	G	132951	—	Disposed	123197	Direct
2012-12-31	Common Stock	M	835	$47.01	Acquired	124032	Direct
2012-12-31	Common Stock	F	344	$47.01	Disposed	123688	Direct
2012-12-21	Common Stock	G	132951	—	Acquired	200000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-31	Dividend Equivalent Rights	$0	M	835	Acquired	2012-12-31	Common Stock (835)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17340	Indirect
Common Stock	2810	Indirect
Common Stock	12455	Indirect
Common Stock	11755	Indirect
Common Stock	53000	Indirect
Common Stock	6000	Indirect

Footnotes

F1: By self as sole manager of the WJ Timken Jr Family, LLC. Members of the LLC include the reporting person, immediate family members and trusts for the benefit of immediate family members.

F2: DISCLAIMER: Undersigned disclaims all beneficial ownership

F3: By self as Co-Trustee and beneficiary of the Ward J. Timken Trust FBO Ward J. Timken, Jr.

F4: By self as Co-Trustee of the Ward J. Timken Trust FBO Grandchildren

F5: The security converts to Common Stock on a one-for-one basis.

F6: Reflects the accrual of contingent rights to receive shares of common stock which vest on 12/31/2012 or under certain specified circumstances.