Item 2.05. Costs Associated with Exit or Disposal of Activities.

On February 11, 2009 W. W. Grainger, Inc. (the "Company") issued a press release announcing the elimination of 300 to 400 jobs across the Company's work force as a result of lower sales volume and the combination of its Lab Safety Supply and Grainger Industrial Supply businesses. One-time cash severance charges of approximately $15 million to $20 million are expected to be recognized between now and the end of the calendar year. Severance payments will be paid-out over varying periods. The Company expects the severance charges to be offset by anticipated annualized cost savings of between $25 million and $35 million. A copy of the press release is provided as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits (numbered in accordance with Item 601 of Regulation S-K).

Exhibit No. Document Description
99.1 Press release announcing January 2009 sales results and elimination of jobs.