Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

On December 31, 2008, Hugh J. Zentmyer, Executive Vice President, retired from Illinois Tool Works Inc. ("ITW"). Mr. Zentmyer had held this position since August 4, 1995, and had been an employee of ITW for over 40 years, serving in a variety of management positions.