SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
CALLAHAN ROBERT T

(Last) (First) (Middle)
3600 W. LAKE AVENUE

(Street)
GLENVIEW IL 60026-1215

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ILLINOIS TOOL WORKS INC [ ITW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. V. P. Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
08/18/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1)(5) 08/18/2006 08/08/1998 M 700 A $45.99 15,786 D
Common Stock(1)(5) 08/18/2006 S 700 D $45.5 15,086 D(1)(5)
Common Stock(2)(5) 09/30/2005 12/31/2005 A 80 A $0 3,506 I See Footnote(2)(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option(3)(5) $29.125 11/16/2005 A 6,000 12/11/1999 12/11/2008 Common Stock 6,000 $29.125 6,000 D
Employee Stock Option(3)(5) $32.75 12/17/1999 A 14,000 12/17/2000 12/17/2009 Common Stock 14,000 $32.75 14,000 D
Employee Stock Option(3)(5) $27.9375 12/15/2000 A 34,000 12/15/2001 12/15/2010 Common Stock 34,000 $27.9375 34,000 D
Employee Stock Option(3)(5) $31.125 12/14/2001 A 30,000 12/14/2002 12/14/2011 Common Stock 30,000 $31.125 30,000 D
Employee Stock Option(3)(5) $47.13 12/10/2004 A 60,000 12/10/2005 12/10/2014 Common Stock 60,000 $47.13 60,000 D
Employee Stock Option(4)(5) $42.08 02/01/2006 A 60,000 12/07/2006 02/01/2016 Common Stock 60,000 $42.08 60,000 D
Explanation of Responses:
1. Includes shares of restricted vesting over 3 year period: 12/16/2004, 12/16/2005, and 12/18/2006.
2. Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan. Information reported as of December 31, 2005.
3. Options vest in four equal annual installments beginning one year from date of grant.
4. Options vest in four equal annual installments beginning in each December following the grant date.
5. Shares received as a result of the two-for-one stock split on May 25, 2006
Robert T. Callahan by James H. Wooten, Jr., V.P., Gen. Counsel & Secretary Attorney-In-Fact POA on File 08/22/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.