Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  GARDNER TIMOTHY J
 2. Date of Event Requiring Statement (Month/Day/Year)
06/15/2009		 3. Issuer Name and Ticker or Trading Symbol
ILLINOIS TOOL WORKS INC [ITW]
(Last)
(First)
(Middle)
ILLINOIS TOOL WORKS INC., 3600 WEST LAKE AVENUE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

GLENVIEW, IL 60026		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 2,962
D
 
Common Stock 2,189
I
See Footnote (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option 12/10/2005 12/10/2014 Common Stock 4,000 $ 47.13 D  
Employee Stock Option 12/07/2006(2) 02/01/2016 Common Stock 9,000 $ 42.08 D  
Employee Stock Option 02/09/2008(3) 02/09/2017 Common Stock 22,000 $ 51.6 D  
Employee Stock Option 02/08/2009(3) 02/08/2018 Common Stock 25,000 $ 48.51 D  
Employee Stock Option 02/13/2010(3) 02/13/2019 Common Stock 21,679 $ 35.12 D  
Restricted Stock Unit (4)   (5)   (5) Common Stock 3,160 $ 0 D  
Qualifying Restricted Stock Unit (4)   (6)   (6) Common Stock 2,679 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GARDNER TIMOTHY J
ILLINOIS TOOL WORKS INC.
3600 WEST LAKE AVENUE
GLENVIEW, IL 60026		       Executive Vice President  

Signatures

Timothy J. Gardner by James H. Wooten, Jr., Senior Vice President, General Counsel & Secretary, Attorney-In-Fact POA on File. 06/23/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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 of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of June 16, 2009.
(2) Options vest in four (4) equal annual installments beginning in each December following the grant date.
(3) Options vest in four (4) equal annual installments beginning one year from date of grant.
(4) Each restricted stock unit (RSU) and qualifying restricted stock unit (QRSU) represents a contingent right to receive one share of the Company's common stock.
(5) Each RSU vests 100% three years from the date of grant.
(6) Each QRSU vests 100% three years from the date of grant if performance goals are met.

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