-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0000950152-01-000359.txt : 20010124
<SEC-HEADER>0000950152-01-000359.hdr.sgml : 20010124
ACCESSION NUMBER:		0000950152-01-000359
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20010122
ITEM INFORMATION:		
ITEM INFORMATION:		
FILED AS OF DATE:		20010123

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			SHERWIN WILLIAMS CO
		CENTRAL INDEX KEY:			0000089800
		STANDARD INDUSTRIAL CLASSIFICATION:	PAINTS, VARNISHES, LACQUERS, ENAMELS & ALLIED PRODUCTS [2851]
		IRS NUMBER:				340526850
		STATE OF INCORPORATION:			OH
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-04851
		FILM NUMBER:		1513118

	BUSINESS ADDRESS:	
		STREET 1:		101 PROSPECT AVE NW
		CITY:			CLEVELAND
		STATE:			OH
		ZIP:			44115
		BUSINESS PHONE:		2165662200
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>l86041ae8-k.txt
<DESCRIPTION>SHERWIN WILLIAMS                      FORM 8-K
<TEXT>

<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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):  January 22, 2001
                                                   ----------------


                          THE SHERWIN-WILLIAMS COMPANY
- --------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)


         Ohio                       1-4851                    34-0526850
- ----------------------        ----------------          ---------------------
   (State or other            (Commission File              (IRS Employer
   jurisdiction of                 Number)                 Identification No.)
   incorporation)


                101 Prospect Avenue, N.W., Cleveland, Ohio 44115
                -------------------------------------------------
               (Address of principal executive offices) (zip code)


Registrant's telephone number, including area code:  (216) 566-2000
                                                     --------------




<PAGE>   2






Item 5:      Other Events.
             -------------

         On January 22, 2001, The Sherwin-Williams Company issued a press
release announcing that its 2000 year end results will reflect a charge to
operations for impairment of long-lived assets. The press release is attached
hereto as Exhibit 99 and is incorporated herein by reference.

Item 7:      Financial Statements, Pro Forma Financial Information and Exhibits.
             ------------------------------------------------------------------

(c)      Exhibits

         Exhibit No.       Exhibit Description
         -----------       -------------------

         99                Press Release of Sherwin-Williams dated January 22,
                           2001.


                                   SIGNATURES

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

                                         THE SHERWIN-WILLIAMS COMPANY


January 23, 2001                         By:  /s/ L. E. Stellato
                                            ------------------------------------
                                            L.E. Stellato
                                            Vice President, General Counsel and
                                            Secretary












                                       2
<PAGE>   3




                                  EXHIBIT INDEX
                                  -------------

   EXHIBIT NO.    EXHIBIT DESCRIPTION
   -----------    -------------------

      99          Press Release of Sherwin-Williams dated January 22, 2001.
















                                       3
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>l86041aex99.txt
<DESCRIPTION>EXHIBIT 99                      PRESS RELEASE
<TEXT>

<PAGE>   1




                                                                      EXHIBIT 99

[LOGO]                                               FOR IMMEDIATE RELEASE
                                                     CONTACT:  CONWAY G. IVY
                                                     VICE PRESIDENT, CORPORATE
                                                     PLANNING AND DEVELOPMENT
                                                     216-566-2102

                                      NEWS:

- --------------------------------------------------------------------------------

            The Sherwin-Williams Company - 101 Prospect Avenue, N.W.,
                     Cleveland, Ohio 44115 - (216) 566-2140

CLEVELAND, Ohio, January 22, 2001 - The Sherwin-Williams Company (NYSE: SHW)
announced that its 2000 year end results, to be released on February 8, 2001,
will reflect a charge to operations of approximately $352 million ($294 million
after-tax) or $1.80 per share for impairment of long-lived assets. The Company
expects that its 2000 diluted earnings per share from operations, excluding this
charge, will meet analysts' expectations of $1.90. Cash flow will be unaffected
by this accounting charge. However, earnings per share in 2001 is expected to be
favorably impacted by approximately $0.05 per share.

The impairment of long-lived assets primarily involves goodwill associated with
the Company's Cleaning Solutions, Thompson's, and Pratt & Lambert businesses.
The balance sheet valuation prior to these adjustments reflected expectations of
higher sales, operating margins and cash flows than have been achieved. This
charge is pursuant to accounting standards that reduce the carrying value of
certain assets to a fair value based on current management projections of future
cash flows.

The Board of Directors approved management's plan to explore the sale of the
Cleaning Solutions and Graphic Arts business units. The Graphic Arts assets are
not considered impaired.

Christopher M. Connor, Chairman and Chief Executive Officer, said, "The charge
for asset impairment for Thompson's and Pratt & Lambert does not change
Sherwin-Williams' commitment to these core businesses and our expectations for
future improvement. The sale of the Cleaning Solutions and Graphic Arts
businesses will be explored in order to better focus our resources on our
remaining businesses."

A conference call is scheduled for 2:00 p.m. today, January 22, to discuss this
charge. The conference call will be webcast simultaneously in the listen only
mode via Investor Broadcast Networks' Vcall website, located at
http://www.vcall.com. To listen to the live call, please go to the web site at
least fifteen minutes early to download Real Player, and install any necessary
audio software.


<PAGE>   2

For those who cannot listen to the live broadcast, a replay will be available at
http://www.vcall.com, approximately two hours after the call and will be
available until Wednesday, January 24, at 5:00 p.m. ET.

                                      # # #
   ---------------------------------------------------------------------
This press release contains certain "forward-looking statements" with respect to
sales, earnings and other matters. These forward-looking statements are based
upon management's expectations and beliefs concerning future events.
Forward-looking statements are necessarily subject to risks, uncertainties and
other factors, many of which are outside the control of the Company, that could
cause actual results to differ materially from such statements. These risks,
uncertainties and other factors include such things as: general business
conditions; strengths of retail economies and the growth in the coatings
industry; changes in the Company's relationships with customers and suppliers;
raw material pricing; unusual weather conditions; and other risks and
uncertainties described from time to time in the Company's reports filed with
the Securities and Exchange Commission. Any forward-looking statement speaks
only as of the date on which such statement is made, and the Company undertakes
no obligation to update any forward-looking statement, whether as a result of
new information, future events or otherwise.
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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