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TIMKEN CO Major Shareholding Notification 2008

Feb 6, 2008

30986_mrq_2008-02-06_6e686878-f532-4fe0-ad42-a1009ef7bb41.zip

Major Shareholding Notification

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SC 13G/A 1 doc1.htm Schedule 13G html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd"

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 29 )*

The Timken Company (Name of Issuer)
Common Stock Without Par Value (Title of Class of Securities)
887389104 (CUSIP Number)
Calendar Year 2007 (Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ X ] Rule 13d-1(d)

| * The remainder of this cover page shall
be filled out for a reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover page. |
| --- |
| The information required on the remainder of this
cover page shall not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities
of that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes). |

PAGE BREAK

SCHEDULE 13G
CUSIP No. 887389104
1. Names of Reporting Persons. Ward Jackson Timken I.R.S. Identification Nos. of above persons (entities only).
2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [

] (b) [

X

] | |
| 3. | SEC USE ONLY | |
| 4. | Citizenship or Place of Organization United States of America | |
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power 492,765 |
| | 6. | Shared Voting Power 6,482,121 |
| | 7. | Sole Dispositive Power 492,765 |
| | 8. | Shared Dispositive Power 6,482,121 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 6,974,886 | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [

] | |
| 11. | Percent of Class Represented by Amount in Row (9) 7.3% | |
| 12. | Type of Reporting Person IN | |
| 2 | | |

PAGE BREAK

Item 1. — (a) Name of Issuer The Timken Company
(b) Address of Issuer's Principal Executive Offices 1835 Dueber Avenue, S.W. Canton, Ohio 44706
Item 2.
(a) Name of Person Filing Ward Jackson Timken
(b) Address of Principal Business Office or, if none, Residence 200 Market Avenue North Suite 210 Canton, Ohio 44702
(c) Citizenship United States of America
(d) Title of Class of Securities Common Stock Without Par Value
(e) CUSIP Number 887389104
Item 3. If this statement is filed pursuant to
§§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is
a:
(a) [

] | Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o). |
| (b) | [

] | Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c). |
| (c) | [

] | Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c). |
| (d) | [

] | Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C 80a-8). |
| (e) | [

] | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | [

] | An employee benefit plan or endowment fund in
accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | [

] | A parent holding company or control person in accordance
with § 240.13d-1(b)(1)(ii)(G); |
| (h) | [

] | A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | [

] | A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3); |
| (j) | [

] | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
| Item 4. | Ownership. | |
| (a) | Amount beneficially owned: 6,974,886 | |
| (b) | Percent of class: 7.3% | |
| (c) | Number of shares as to which the person has: | |
| | (i) | Sole power to vote or to direct the vote 492,765 |
| | (ii) | Shared power to vote or to direct the vote 6,482,121 |
| | (iii) | Sole power to dispose or to direct the disposition of 492,765 |
| | (iv) | Shared power to dispose or to direct the disposition of 6,482,121 |

Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting
person has ceased to be the beneficial owner of more than five percent of the class of
securities, check the following [

]. |
| Instruction: Dissolution of a group requires a response to this item. | |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
| | Other persons have the right to receive and, in certain cases, share the right to direct the receipt of the dividends from, and the proceeds from the sale of 6,482,121 shares of the securities identified in this Schedule 13G. 5,247,944 shares of the securities identified in this Schedule 13G are held by the Timken Foundation of Canton , which is a private charitable foundation. The four trustees of the Timken Foundation of Canton are Ward J. Timken, Jr., Nancy S. Knudsen, Joy A. Timken and me. All of the trustees share the voting and dispositive power with respect to the securities held by the Timken Foundation of Canton. 1,234,177 shares of the securities identified in this Schedule 13G are held by my wife, or trusts, or foundations other than the Timken Foundation of Canton. I disclaim the beneficial ownership of these securities except for 500,000 shares held in trust in which I have a one-sixth interest as a lifetime income beneficiary. I also disclaim beneficial ownership of the securities held by the Timken Foundation of Canton. |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company or Control Person |
| Item 8. | Identification and Classification of Members of the Group |
| Item 9. | Notice of Dissolution of Group |
| Item 10. | Certifications |
| SIGNATURE | |

| After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct. | |
| --- | --- |
| Date:
February 04, 2008 | |
| Ward Jackson Timken | |
| By: | /s/ Ward J Timken Ward J Timken |
| Title: | Director |

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