Form 8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): October 16, 2003

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Commission File Number: 1-4797

ILLINOIS TOOL WORKS INC.

(Exact name of registrant as specified in its charter)

                   Delaware     36-1258310    
(State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.)  
     
      3600 West Lake Avenue, Glenview, IL   60025-5811  
   (Address of principal executive offices)   (Zip Code)  

        (Registrant’s telephone number, including area code): 847- 724-7500

Not Applicable
(Former name or former address, if changed since last report.)

        


Item 7. Financial Statements and Exhibits

(c)       Exhibits          
     
            Exhibit Number   Exhibit Description  
            99.1   Press Release issued by Illinois Tool Works Inc. dated October 16, 2003 (furnished pursuant to Item 9)  
  
            99.2   Presentation from Illinois Tool Works Inc. third quarter conference call on October 16, 2003 (furnished pursuant to Item 9)  
                                   

Item 12. Results of Operations and Financial Condition

On October 16, 2003, Illinois Tool Works Inc. (the “Company”) announced its 2003 third quarter results of operations in the press release furnished as Exhibit 99.1. The Company’s presentation from the third quarter conference call held on October 16, 2003 is furnished as Exhibit 99.2

Disclosure regarding why the Company’s management believes the presentation of “free operating cash flow” provides useful information to investors is included in the Company’s 2002 Annual Report of Form 10-K. A reconciliation of free operating cash flows to net cash provided by operating activities is included in the press release furnished as Exhibit 99.1.


SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Illinois Tool Works Inc.

Dated: October 16, 2003 /s/ Jon C. Kinney
Jon C. Kinney
Senior Vice President and Chief Financial Officer
(Principal Accounting Officer)