SEC FORM 4

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^*

MCCRAY RONALD D

(Last)

(First)

(Middle)

P.O. BOX 619100

(Street)

DALLAS

75261-9100

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KIMBERLY CLARK CORP [ KMB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
08/30/2004

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/30/2004		M		125	A	$52.125	32,147.71⁽¹⁾	D
Common Stock	08/31/2004		M		13,000	A	$48.3125	45,147.71⁽¹⁾	D
Common Stock	08/31/2004		M		15,000	A	$44.54	60,147.71⁽¹⁾	D
Common Stock	08/31/2004		F⁽²⁾		9,068	D	$66.7	51,079.71⁽¹⁾	D
Common Stock	08/31/2004		S⁽³⁾		12,750	D	$66.2459	38,329.71⁽¹⁾⁽⁴⁾	D
Common Stock								5,869.9⁽⁵⁾	I	Incentive Investment Plan

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Granted 10/22/1997)	$52.125	08/30/2004		M			125	10/22/2000	10/24/2004	Common Stock	125	⁽⁶⁾	0	D
Stock Option (Granted 2/24/1999)	$48.3125	08/31/2004		M			13,000	⁽⁷⁾	02/23/2009	Common Stock	13,000	⁽⁸⁾	0	D
Stock Option (Granted 2/17/2003)	$44.54	08/31/2004		M			15,000	⁽⁷⁾	02/16/2013	Common Stock	15,000	⁽⁹⁾	75,000	D

Explanation of Responses:

1. Includes 998.708 shares held in the Corporation's Dividend Reinvestment Program.

2. Disposition of shares to issuer in connection with stock option exercise.

3. Proceeds of sale used to pay option exercise and/or tax withholding obligations.

4. Reporting person's net ownership of Kimberly-Clark common stock has increased by 6,307 as a result of the 8/30-31/2004 stock option exercise transactions.

5. Number of shares held by the Trustee of the Kimberly-Clark Corporation Incentive Investment Plan and beneficially owned by the reporting person as of a recent practicable date.

6. Employee stock option granted under the Kimberly-Clark Global Stock Option Plan.

7. In general, no option may be exercised until one year after it has been granted; after the end of one year, it may be exercised as to 30 percent or less of the total shares subject to options, after the end of the second year, an additional 30 percent, and after the end of the third year, all options may be exercised.

8. Stock option granted under the Kimberly-Clark Corporation 1992 Equity Participation Plan.

9. Stock option granted under the Kimberly-Clark Corporation 2001 Equity Participation Plan.

Remarks:

	John W. Wesley as attorney-in-fact for Ronald D. Mc Cray	08/31/2004
	** 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.