SHARMA DEVEN 4

4 · MCGRAW-HILL COMPANIES INC · Filed Mar 20, 2006

Form 4

Period: 2006-03-16

EVP, Global Strategy

Transactions

Exercise/Conversion
Common Stock
2006-03-16$32.17/sh+42,626$1,371,278→ 107,477 total
Exercise/Conversion
Options (Right to Buy)
2006-03-16−42,626→ 0 total
Exercise: $32.17From: 2003-02-01Exp: 2012-01-31→ Common Stock (42,626 underlying)
Tax Payment
Common Stock
2006-03-16$58.83/sh−8,461$497,761→ 75,706 total
Tax Payment
Common Stock
2006-03-16$58.83/sh−23,310$1,371,327→ 84,167 total
Award
Options (Right to Buy)
2006-03-16+31,771→ 31,771 total
Exercise: $58.83From: 2006-03-16Exp: 2012-01-31→ Common Stock (31,771 underlying)

Holdings

Options (Right to Buy)
Exercise: $37.59From: 2004-08-03Exp: 2012-01-31→ Common Stock (6,748 underlying)
6,748
Options (Right to Buy)
Exercise: $33.89From: 2003-04-01Exp: 2012-03-31→ Common Stock (60,000 underlying)
60,000
Options (Right to Buy)
Exercise: $46.55From: 2006-02-01Exp: 2013-03-31→ Common Stock (21,865 underlying)
21,865
Options (Right to Buy)
Exercise: $28.12From: 2004-04-01Exp: 2013-03-31→ Common Stock (878 underlying)
878
Options (Right to Buy)
Exercise: $38.22From: 2005-04-01Exp: 2014-03-31→ Common Stock (66,600 underlying)
66,600
Options (Right to Buy)
Exercise: $43.25From: 2006-04-01Exp: 2015-03-31→ Common Stock (54,612 underlying)
54,612
Options (Right to Buy)
Exercise: $50.81From: 2006-02-03Exp: 2013-03-31→ Common Stock (10,541 underlying)
10,541
Options (Right to Buy)
Exercise: $44.04From: 2005-06-08Exp: 2013-03-31→ Common Stock (16,132 underlying)
16,132

Footnotes (3)

[F1]Total derivative security amount shown includes options previously reported and reflects full amount of shares underlying options.
[F2]The option becomes exercisable 50% on the first anniversary of the grant and 50% on the second anniversary of the grant.
[F3]These stock options have been previously reported and are being adjusted to reflect the May 17, 2005 2-for-1 stock split of the common stock of The McGraw-Hill Companies.

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