Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SPEER DAVID B
   2. Issuer Name and Ticker or Trading Symbol
ILLINOIS TOOL WORKS INC [ITW] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman & CEO
(Last)
(First)
(Middle)
ILLINOIS TOOL WORKS INC., 3600 WEST LAKE AVENUE		 3. Date of Earliest Transaction (Month/Day/Year)
02/13/2009
(Street)

GLENVIEW, IL 60026		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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               9,342 D  
Common Stock               60,000 I By partnership (1)
Common Stock               1,881 I See footnote (2)

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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 Underlying Securities
(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 of Derivative Security: 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 $ 32.75             12/17/2000 12/17/2009 Common Stock 60,000   60,000 I By partnership (3)
Employee Stock Option $ 27.9375             12/15/2001 12/15/2010 Common Stock 150,000   150,000 I By partnership (3)
Employee Stock Option $ 31.125             12/14/2002 12/14/2011 Common Stock 120,000   120,000 I By partnership (3)
Employee Stock Option $ 47.13             12/10/2005 12/10/2014 Common Stock 187,500   75,000 D  
Employee Stock Option $ 47.13             12/10/2005 12/10/2014 Common Stock 225,000   225,000 I By partnership (3)
Employee Stock Option $ 42.08             12/07/2006(4) 02/01/2016 Common Stock 300,000   200,000 D  
Employee Stock Option $ 42.08             12/07/2006(4) 02/01/2016 Common Stock 200,000   200,000 I By partnership (3)
Employee Stock Option $ 51.6             02/09/2008(5) 02/09/2017 Common Stock 350,000   300,000 D  
Employee Stock Option $ 51.6             02/09/2008(5) 02/09/2017 Common Stock 100,000   100,000 I By partnership (3)
Employee Stock Option $ 48.51             02/08/2009(5) 02/08/2018 Common Stock 500,000   500,000 D  
Employee Stock Option $ 35.12 02/13/2009   A   433,593   02/13/2010(5) 02/13/2019 Common Stock 433,593 $ 0 433,593 D  
Qualifying Restricted Stock Unit (6) $ 0 02/13/2009   A   94,533     (7)   (7) Common Stock 94,533 $ 0 94,533 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SPEER DAVID B
ILLINOIS TOOL WORKS INC.
3600 WEST LAKE AVENUE
GLENVIEW, IL 60026		   X     Chairman & CEO  

Signatures

 David B. Speer by James H. Wooten, Jr., Senior Vice President, General Counsel & Secretary, Attorney-In-Fact POA on File   02/18/2009
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Shares are held by Speer Investment Partners, LP (FLP), a family limited partnership of which the reporting person is the sole general partner. The reporting person disclaims beneficial ownership of shares held by FLP except to the extent of his pecuniary interest therein.
(2) Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of February 13, 2009.
(3) Options are held by Speer Investment Partners, LP (FLP), a family limited partnership of which the reporting person is the sole general partner. The reporting person disclaims beneficial ownership of options held by FLP except to the extent of his pecuniary interest therein.
(4) Options vest in four (4) equal annual installments beginning in each December following the grant date.
(5) Options vest in four (4) equal annual installments beginning one year from date of grant.
(6) Each qualifying restricted stock unit (QRSU) represents a contingent right to receive one share of the Company's common stock.
(7) Each QRSU vests 100% three years from the date of grant if performance goals are met.

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