<DOCUMENT>
<TYPE>424B5
<SEQUENCE>1
<FILENAME>l86412ae424b5.txt
<DESCRIPTION>THE TIMKEN COMPANY       424(B)(5)
<TEXT>
<PAGE>   1

                                                Filed Pursuant to Rule 424(b)(5)
                                                      Registration No. 333-45891

Pricing Supplement
(To Prospectus Supplement dated April 24, 1998
and Prospectus dated April 24, 1998)

                                  $75,000,000

                               THE TIMKEN COMPANY
                             6 3/4% NOTES DUE 2006
                            ------------------------
                   Interest payable February 21 and August 21
                            ------------------------
THE NOTES ARE PART OF OUR MEDIUM-TERM NOTES, SERIES A, DESCRIBED IN THE
ACCOMPANYING PROSPECTUS SUPPLEMENT AND PROSPECTUS. THE NOTES WILL BEAR INTEREST
FROM AND INCLUDING AUGUST 21, 2001, AT THE ANNUAL RATE OF 6 3/4%. INTEREST ON
THE NOTES WILL BE PAYABLE ON FEBRUARY 21 AND AUGUST 21 OF EACH YEAR, COMMENCING
FEBRUARY 21, 2002. THE NOTES WILL MATURE ON AUGUST 21, 2006. THE NOTES ARE NOT
SUBJECT TO REDEMPTION AT OUR OPTION AND ARE NOT REDEEMABLE AT THE OPTION OF THE
HOLDERS OF NOTES PRIOR TO MATURITY. WE WILL ISSUE THE NOTES ONLY IN
DENOMINATIONS OF $1,000 OR ANY AMOUNT IN EXCESS OF $1,000 WHICH IS AN INTEGRAL
MULTIPLE OF $1,000. WE DO NOT INTEND TO LIST THE NOTES ON ANY SECURITIES
EXCHANGE. SEE "DESCRIPTION OF NOTES" IN THE PROSPECTUS SUPPLEMENT AND
"DESCRIPTION OF SECURITIES" IN THE PROSPECTUS.

THE NOTES ARE BEING ISSUED IN AN AGGREGATE PRINCIPAL AMOUNT OF $75,000,000.
HOWEVER, WE MAY IN THE FUTURE, WITHOUT THE CONSENT OF ANY HOLDER OF NOTES,
"REOPEN" THIS ISSUE BY OFFERING NOTES WITH SUBSTANTIALLY THE SAME TERMS (OTHER
THAN ISSUE DATE AND ISSUE PRICE) AS THOSE OF THE EXISTING NOTES.
                            ------------------------

                    PRICE 100% AND ACCRUED INTEREST, IF ANY
                            ------------------------

<Table>
<Caption>
                                                             UNDERWRITING
                                              PRICE TO      DISCOUNTS AND      PROCEEDS TO
                                               PUBLIC        COMMISSIONS         COMPANY
                                             -----------    --------------    -------------
<S>                                          <C>            <C>               <C>
Per Note...................................     100%            .500%            99.500%
Total......................................  $75,000,000       $375,000        $74,625,000
</Table>

The Securities and Exchange Commission and state securities regulators have not
approved or disapproved these securities, or determined if this pricing
supplement or the accompanying prospectus supplement and prospectus is truthful
or complete. Any representation to the contrary is a criminal offense.

The underwriter expects to deliver the notes to purchasers on or about August
21, 2001 through the book-entry facilities of The Depository Trust Company.
                            ------------------------

                                 MORGAN STANLEY
August 16, 2001
<PAGE>   2

     As used in this pricing supplement, "Timken," "we," "us" and "our" refer to
The Timken Company, an Ohio Corporation, and its consolidated subsidiaries
unless otherwise expressly stated.

     The information in this pricing supplement replaces any inconsistent
information included in the accompanying prospectus and prospectus supplement.
For example, the prospectus supplement states that payments of interest on fixed
rates notes will be payable on each February 15 and August 15, whereas the notes
described in this pricing supplement will pay interest on each February 21 and
August 21.

                              RECENT DEVELOPMENTS

ADDITIONAL COST-SAVINGS ACTIONS

     In late April 2001, we announced a new manufacturing strategy, including an
aggressive reduction in our costs and asset base. Central to this initiative is
achieving $100 million in annual cost savings and providing a stronger
foundation for growth. Since that announcement, we have stepped up
implementation of the strategy which, as we previously reported, includes
closing two plants, selling a third and eliminating 1,500 jobs.

     With the manufacturing sector of the economy still mired in recession, nine
consecutive monthly declines in manufacturing output, we have announced
additional actions to ward off the worst effects of a prolonged soft economy. As
a result, we will be further reducing capital spending, delaying certain
projects and scaling back others. There will also be a reduction in salaried
employment. The reductions will affect some 300 salaried associates and will be
concentrated in North America and Western Europe. The majority of affected
associates will depart the company by the end of December.

     These salaried reductions will not result in additional charges against
earnings beyond those announced last April. By accelerating the previously
announced manufacturing strategy, we have lowered the cost of implementation
enough to cover costs associated with these layoffs. These latest actions will
reduce the rate of our 2002 sales and administrative expenses by more than 5
percent below that of the first half of 2001.

     At the same time, we are targeting initiatives that are key to our growth
and that will continue to be implemented as planned. They range from new product
introductions to e-business expansion to affiliations that will broaden the
company's range of products and services.

EARNINGS ANNOUNCEMENT

     We recently reported decreased sales and profits for the second quarter and
first half of 2001 due in part to continuing weakness in global automotive and
industrial markets and the U.S. manufacturing recession. Our earnings were in
line with the estimates we provided in an announcement in June 2001.

     In view of the market weakness in the second quarter, we have stepped up
the strategic refocusing of our manufacturing operations, which should
accelerate the previously announced closings of our bearing manufacturing
facilities in Columbus, Ohio and Duston, England. In addition, borrowing was
reduced by $20 million during the second quarter of 2001, and inventory was
reduced by about $22 million during that period.

     Net sales in the second quarter of 2001 were $634.4 million, a decrease of
about 8.5 percent from $693.3 million in the second quarter of 2000.

     We had restructuring and reorganization charges in the second quarters of
both 2001 and 2000. Excluding these pretax charges, second quarter net income in
2001 was $1.6 million, or $0.03 per diluted share, compared with $24.7 million,
or $0.40 per diluted share a year ago.

     Pretax restructuring and reorganization charges of $17.3 million taken in
the second quarter of 2001 were on target with our initial estimates and these
charges related primarily to the previously announced closing of our rail
bearing manufacturing plant in Columbus, Ohio. The second quarter of 2000
included pretax restructuring and reorganization charges of $4.8 million.
Including these charges, we reported a loss of $14.6 million, or a loss of $0.24
per diluted share for the second quarter of 2001 as compared to net income of
$21.2 million, or $0.35 per

                                       P-2
<PAGE>   3

diluted share a year ago. Net income in the second quarter of 2001 included a
pretax amount of $2.5 million attributable to a reduction in the amounts accrued
during the first quarter for pension and post-retirement benefits.

     For the first six months of 2001, sales fell 7.1 percent to $1.3 billion
from $1.4 billion in the first half of 2000. The first half of 2001 included
pretax restructuring and reorganization charges of $29.8 million, and the first
half of 2000 included pretax restructuring charges of $21.6 million. Excluding
these charges, net income for the first half of 2001 was $11.4 million, or $0.19
per diluted share, versus $50.8 million, or $0.83 per diluted share, a year ago.
Including these charges, we reported a loss for the first six months of 2001 of
$12.4 million or $0.21 per diluted share. This compares with net income of $37.3
million, or $0.61 per diluted share, for the first half of 2000.

                      Automotive Bearings Business Results

     The Automotive Bearings Business, which provides products for passenger
cars, light and heavy trucks and trailers, reported net sales for the second
quarter of 2001 of $195.0 million, a decrease of about 14.3 percent from last
year's second quarter, but about equal to the first quarter of this year. Global
automotive and truck production has fallen well below last year's levels. While
seeing some improvement in production rates in the second quarter as compared to
the first quarter in North America, demand for domestically produced vehicles in
North America, Latin America and Europe remains weak.

     In the second quarter of 2001, reduced sales volume and the impact of
exchange rates hurt automotive segment profitability as compared to last year.
The second quarters of 2001 and 2000 included restructuring and reorganization
charges of $0.3 million and $1.7 million, respectively. Before these charges and
before interest and taxes, the Automotive Business recorded a profit of $0.1
million in the second quarter of 2001 compared with earnings of $13.1 million a
year ago. After restructuring and reorganization charges, the business had a
loss of $0.2 million versus earnings before interest and taxes (EBIT) of $11.4
million in last year's second quarter.

     For the first six months of 2001, Automotive Bearings' net sales fell 16.3
percent to $389.2 million from $465.1 million in the same period last year.
First-half results included restructuring and reorganization charges of $0.7
million in 2001, and $1.8 million in 2000. Before these charges and before
interest and taxes, the Automotive Business had a loss for the first half of
2001 of $1.5 million versus earnings of $29.7 million in the same period a year
ago. Including the charges, the Automotive Business had a loss of $2.2 million
before interest and taxes compared with earnings of $27.9 million a year ago.

                      Industrial Bearings Business Results

     In the second quarter, demand weakened in every sector served by the
Industrial Bearings Business segment, except aerospace and markets in Central
and Eastern Europe. The segment provides bearings and related products and
services for industrial, rail, aerospace and super-precision markets and also
includes all sales into emerging markets in Asia, Central and Eastern Europe.

     Industrial Bearings' net sales for the second quarter of 2001 were $221.9
million as compared to $238.5 million in the same period last year, a decrease
of about 7 percent. Sales to North American original-equipment manufacturers
remained weak in the second quarter, and poor demand in the industrial
aftermarket diminished the segment's profitability. North American railcar build
rates dropped sharply during the second quarter, also hurting the segment's
profits. Aerospace and super precision sales increased, but some weakness has
appeared in semiconductor markets. Increased demand for bearing products in
Central and Eastern Europe partially offset weak demand in China and India. The
second quarter of 2001 included $16.6 million in restructuring and
reorganization charges primarily for pension costs associated with closing the
Columbus rail bearing plant. Last year's second quarter included $2.9 million in
restructuring and reorganization charges. EBIT and restructuring and
reorganization charges were $10.1 million, down from $18.1 million in the second
quarter of last year. Including restructuring charges, the Industrial Bearing
Business had a loss of $6.5 million in the second quarter, versus earnings
before interest and taxes of $15.2 million a year ago.

     For the first half of 2001, Industrial Bearings had net sales of $463.9
million compared to $471.3 million in the same period last year, about a 2
percent decline. Results for the first six months of 2001 and 2000 included

                                       P-3
<PAGE>   4

restructuring and reorganization charges of $27.3 million and $6.3 million
respectively. EBIT before these charges was $25.5 million for the first six
months of 2001, down from $37.2 million in the first half of last year.
Including restructuring charges, the segment had a loss of $1.8 million in the
first half of this year compared to $30.9 million in earnings before interest
and taxes in last year's first half.

                             Steel Business Results

     Steel's net sales for the second quarter of 2001, including inter-segment
sales, fell about 8.6 percent to $254.5 million from $278.6 million a year ago.
All steel markets were weak, except aerospace and oil country. There were steep
declines in demand for automotive, bearing and tool steels. Imports have lowered
market prices in the U.S. and negatively affected the steel business. In
addition, the strong U.S. dollar has hurt steel business competitiveness in
worldwide markets. In response to market conditions, the steel business reduced
operating levels and inventories during the quarter, lowering EBIT performance,
and reduced capital spending. Steel's second-quarter EBIT was $6.3 million,
versus $16.7 million a year ago.

     For the first half of 2001, Steel's net sales were $522.2 million, down
about 5 percent from $549.6 million a year ago. First-half results included
restructuring and reorganization charges of $1.8 million in 2001 and $13.5
million in 2000. Excluding these charges, Steel's EBIT was $17.4 million in the
first half of 2001, compared to $33.0 million a year ago. After the charges,
Steel's EBIT was $15.6 million, versus $19.5 million for the first half of 2000.

DEBT RATING REVISION

     On July 27, 2001, Moody's Investors Service publicly announced that it had
downgraded our long-term senior debt rating from A3 to Baa1 and revised its
ratings outlook from stable to negative. Moody's affirmed our short-term debt
rating. In its announcement, Moody's stated that its actions reflected its
concerns regarding continued weakness in demand in our end markets due to the
cyclicality of our business and the continuing impact of weaker economic
conditions on our revenues, profitability and cash flow. In addition, on June
15, 2001, Standard & Poor's Rating Service publicly announced that it revised
its outlook on us from stable to negative and affirmed all ratings on our debt.
S&P's rating of our long-term senior debt remains A-. We believe that this
downgrading of our long-term senior debt may result in higher borrowing costs
and may negatively impact the prices of our publicly traded notes. We cannot
provide any assurance that any rating agency will not change its ratings on our
debt in the future.

S&P'S INDICES

     After the close of trading on August 6, 2001, S&P removed us from the S&P
500 Index and added us to the S&P SmallCap 600 GICS Industrial Machinery
sub-industry group and the Machinery (Diversified) industry group.

LITIGATION DEVELOPMENT

     On May 22, 2001, eight current or former employees of Timken filed a
lawsuit in the Court of Common Pleas, Stark County, Ohio, against us and fifteen
current or former employees of Timken. The lawsuit was removed to the United
States District Court, Northern District of Ohio, Eastern Division on June 20,
2001. The lawsuit alleges, among other things, sexual harassment and employment
discrimination. The plaintiffs seek compensatory and punitive damages of
approximately $95 million.

     We believe we have valid defenses to the plaintiffs' claims. The case is
currently in the early stages of discovery. We will vigorously defend this suit.

                                       P-4
<PAGE>   5

                       RATIO OF EARNINGS TO FIXED CHARGES

     The following table shows our ratio of earnings to fixed charges. For the
purpose of calculating the ratio of earnings to fixed charges, "earnings"
consist of income (loss) before income taxes, extraordinary items, cumulative
effects of accounting changes, amortization of capitalized interest and fixed
charges excluding capitalized interest. "Fixed charges" consist of interest,
both expensed and capitalized, and the portion of rentals deemed to represent an
interest factor.

<Table>
<Caption>
                                          SIX MONTHS
                                             ENDED
                                           JUNE 30,          FISCAL YEAR ENDED DECEMBER 31,
                                         -------------   ---------------------------------------
                                         2001    2000    2000    1999    1998     1997     1996
                                         -----   -----   -----   -----   -----   ------   ------
<S>                                      <C>     <C>     <C>     <C>     <C>     <C>      <C>
Ratio of earnings to fixed charges.....  0.80x   4.86x   2.94x   3.85x   6.30x   10.92x   11.10x
</Table>

                                  UNDERWRITING

     We and Morgan Stanley & Co. Incorporated, as underwriter, have entered into
a distribution agreement and terms agreement with respect to the notes. Subject
to certain conditions, the underwriter has agreed to purchase the principal
amount of notes set forth on the cover page of this pricing supplement.

     The obligations of the underwriter to pay for and accept delivery of the
notes are subject to the approval of specific legal matters by its counsel and
to certain other conditions. The underwriter is committed to take and pay for
all of the notes if any are taken.

     The underwriter has advised us that it proposes initially to offer part of
the notes directly to the public at the public offering price set forth on the
cover page of this pricing supplement, and part to some dealers at a price which
represents a concession not in excess of .250% of the principal amount of the
notes. The underwriter may allow, and such dealers may reallow, a concession not
in excess of .100% of the principal amount of the notes to certain other
dealers. After the initial offering of the notes, the offering price and other
selling terms may from time to time be varied by the underwriter.

     We have agreed to indemnify the underwriter against specified liabilities,
including liabilities under the Securities Act of 1933.

     We do not intend to apply for listing of the notes on any securities
exchange, but we have been advised by the underwriter that it currently intends
to make a market in the notes, as permitted by applicable laws and regulations.
The underwriter is not obligated, however, to make a market in the notes and any
such market making may be discontinued at any time at the sole discretion of the
underwriter. Accordingly, no assurance can be given as to the liquidity of any
trading in the notes.

     In order to facilitate the offering of the notes, the underwriter may
engage in transactions that stabilize, maintain or otherwise affect the price of
the notes. Specifically, the underwriter may sell more notes than it is
obligated to purchase in connection with the offering, creating a short position
in the notes for its own account. In addition, to cover over-allotments or to
stabilize the price of the notes, the underwriter may bid for, and purchase, the
notes in the open market. Finally, the underwriter may reclaim selling
concessions allowed to a dealer for distributing the notes in the offering, if
the underwriter repurchases previously distributed notes in transactions to
cover syndicate short positions, in stabilization transactions or otherwise. Any
of these activities may stabilize or maintain the market price of the notes
above independent market levels. The underwriter is not required to engage in
any of these activities and may end any of these activities at any time.

                                    EXPERTS

     Ernst & Young LLP, independent auditors, have audited our consolidated
financial statements and schedule included in our Annual Report on Form 10-K for
the year ended December 31, 2000 as set forth in their report, which is
incorporated by reference in this pricing supplement and elsewhere in the
registration statement. Our consolidated financial statements and schedule are
incorporated by reference in reliance on Ernst & Young LLP's report, given on
their authority as experts in accounting and auditing.

                                       P-5
<PAGE>   6

                                 LEGAL MATTERS

     Jones, Day, Reavis & Pogue will pass upon certain legal matters for us and
Sidley Austin Brown & Wood LLP will pass upon certain legal matters for the
underwriter.

                           FORWARD-LOOKING STATEMENTS

     This pricing supplement and the accompanying prospectus supplement and
prospectus and the information incorporated by reference include forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, including, without
limitation, statements preceded by, followed by or that include the words
"believes," "expects," "anticipates," "estimates," "will" or similar
expressions. Actual results may differ materially from those projected or
implied in such forward-looking statements due to a variety of important
factors, such as:

     - changes in world economic conditions. This includes, but is not limited
       to, the potential instability of governments and legal systems in
       countries in which we conduct business and significant changes in
       currency valuations;

     - the effects of changes in customer demand on sales, product mix and
       prices. This includes the effects of customer strikes, the impact of
       changes in industrial business cycles and whether conditions of fair
       trade continue in the U.S. market;

     - competitive factors, including changes in market penetration, the
       introduction of new products by existing and new competitors, and new
       technology that may impact the way our products are sold or distributed;

     - changes in operating costs. This includes the effect of changes in our
       manufacturing processes; unexpected costs related to our global
       restructuring program and manufacturing transformation; changes in costs
       associated with varying levels of operations; changes resulting from
       inventory management and cost reduction initiatives and different levels
       of customer demands; the effects of unplanned work stoppages; changes in
       the cost of labor and benefits; and the cost and availability of raw
       materials and energy;

     - the success of our operating plans, including our ability to achieve the
       benefits from our global restructuring as well as our ongoing continuous
       improvement and rationalization programs; our ability to integrate
       acquisitions into our operations; the ability of recently acquired
       companies to achieve satisfactory operating results; our ability to
       maintain appropriate relations with unions that represent company
       associates in specific locations in order to avoid disruptions of
       business and our ability to successfully implement our new organizational
       structure;

     - unanticipated litigation, claims or assessments. This includes, but is
       not limited to, claims or problems related to product warranty and
       environmental issues; and

     - changes in worldwide financial markets to the extent they (1) affect our
       ability or costs to raise capital, (2) have an impact on the overall
       performance of our pension fund investments and (3) cause changes in the
       economy which affect customer demand.

We undertake no obligation to update such forward-looking statements.

                                       P-6

</TEXT>
</DOCUMENT>
