-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0000950152-03-008292.txt : 20030916
<SEC-HEADER>0000950152-03-008292.hdr.sgml : 20030916
<ACCEPTANCE-DATETIME>20030916164017
ACCESSION NUMBER:		0000950152-03-008292
CONFORMED SUBMISSION TYPE:	S-8
PUBLIC DOCUMENT COUNT:		5
FILED AS OF DATE:		20030916
EFFECTIVENESS DATE:		20030916

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			TIMKEN CO
		CENTRAL INDEX KEY:			0000098362
		STANDARD INDUSTRIAL CLASSIFICATION:	BALL & ROLLER BEARINGS [3562]
		IRS NUMBER:				340577130
		STATE OF INCORPORATION:			OH
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		S-8
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	333-108841
		FILM NUMBER:		03897958

	BUSINESS ADDRESS:	
		STREET 1:		1835 DUEBER AVE SW
		CITY:			CANTON
		STATE:			OH
		ZIP:			44706-2798
		BUSINESS PHONE:		3304713078

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	TIMKEN ROLLER BEARING CO
		DATE OF NAME CHANGE:	19710304
</SEC-HEADER>
<DOCUMENT>
<TYPE>S-8
<SEQUENCE>1
<FILENAME>l03107asv8.txt
<DESCRIPTION>THE TIMKEN COMPANY/HOURLY EMPLOYEES-LATROBE  S-8
<TEXT>
<PAGE>




   As filed with the Securities and Exchange Commission on September 16, 2003.

                                                     Registration No. 333-______
- --------------------------------------------------------------------------------
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                                  -----------

                               THE TIMKEN COMPANY
             (Exact name of registrant as specified in its charter)

             Ohio                                                 34-0577130
(State or other jurisdiction of                                (I.R.S. Employer
incorporation or organization)                               Identification No.)

                1835 Dueber Avenue, S.W., Canton, Ohio 44706-2798
           (Address of principal executive offices including zip code)

                     VOLUNTARY INVESTMENT PROGRAM FOR HOURLY
                       EMPLOYEES OF LATROBE STEEL COMPANY
                            (Full title of the plan)

                                Scott A. Scherff
                Corporate Secretary and Assistant General Counsel
                            1835 Dueber Avenue, S.W.
                             Canton, Ohio 44706-2798
                     (Name and address of agent for service)

                                 (330) 438-3000
          (Telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
                                                      Proposed               Proposed
       Title of                                        Maximum                Maximum
      Securities                Amount                Offering               Aggregate              Amount of
         to be                   to be                Price Per              Offering             Registration
    Registered (1)            Registered                Share              Price (2)(3)                Fee
- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
<S>                          <C>                          <C>                <C>                      <C>
     Common Stock
   without par value         25,000 shares                $17.90             $447,500                 $36.21
- ------------------------ ---------------------- ---------------------- ---------------------- ----------------------
</TABLE>

(1)      Pursuant to Rule 416(c) under the Securities Act of 1933, as amended
         (the "Securities Act"), this registration statement also covers an
         indeterminate amount of interests to be offered pursuant to the
         Voluntary Investment Program for Hourly Employees of Latrobe Steel
         Company (the "Plan").

(2)      Estimated pursuant to paragraphs (c) and (h) of Rule 457 under the
         Securities Act on the basis of the average of the high and low sale
         prices for Common Stock on the New York Stock Exchange on September 10,
         2003.

(3)      Estimated solely for the purposes of determining the registration fee.


<PAGE>


             Pursuant to General Instruction E to Form S-8, the contents of the
registration statement on Form S-8 (Registration No. 333-66911) as filed with
the Securities and Exchange Commission on November 6, 1998 to register the
Common Shares, without par value, of the Registrant to be issued under the Plan
are hereby incorporated by reference. This registration statement on Form S-8 is
filed for the purpose of registering an additional 25,000 Common Shares of the
Registrant under the Plan.

ITEM 8.  EXHIBITS.

         The following Exhibits are being filed as part of this registration
statement:

             5        Opinion of Counsel

             23(a)    Consent of Independent Auditors (Ernst & Young LLP)

             23(b)    Consent of Independent Accountants (PricewaterhouseCoopers
                      LLP)

             23(c)    Consent of Counsel (included in Exhibit 5)

             24       Power of Attorney

                                   SIGNATURES

                   Pursuant to the requirements of the Securities Act, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing this registration statement on Form S-8 and has
duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Canton, State of Ohio, on
this 16th day of September, 2003.

                               THE TIMKEN COMPANY




                               By:  /s/Scott A. Scherff
                                    --------------------------------------------
                               Scott A. Scherff
                               Corporate Secretary and Assistant General Counsel


<PAGE>


             Pursuant to the requirements of the Securities Act, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.


<TABLE>
<CAPTION>

                 Signature                                         Title                                 Date
                 ---------                                         -----                                 ----

<S>                                           <C>                                                 <C>
                                              President, Chief Executive Officer and Director     September 16, 2003
                   *                          (Principal Executive Officer)
- --------------------------------------
James W. Griffith


                                              Executive Vice President -- Finance and             September 16, 2003
                   *                          Administration (Principal Financial Officer)
- --------------------------------------
Glenn A. Eisenberg

                                              Senior Vice President -- Finance and Controller     September 16, 2003
                   *                          (Principal Accounting Officer)
- --------------------------------------
Sallie B. Bailey

                                              Director and Chairman                               September 16, 2003
                   *
- --------------------------------------
W.R. Timken, Jr.

                                              Director
- --------------------------------------
Stanley C. Gault

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
John A. Luke, Jr.

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Robert W. Mahoney

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Jay A. Precourt

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Ward J. Timken, Jr.

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
John M. Timken, Jr.

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Ward J. Timken

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Joseph F. Toot, Jr.

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Martin D. Walker

                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Jacqueline F. Woods
</TABLE>



<PAGE>
<TABLE>
<CAPTION>

<S>                                           <C>                                                 <C>
                                              Director                                            September 16, 2003
                   *
- --------------------------------------
Joseph W. Ralston

</TABLE>


*     This Registration Statement has been signed on behalf of the above-named
      directors and officers of the Company by Scott A. Scherff, Corporate
      Secretary and Assistant General Counsel of the Company, as
      attorney-in-fact pursuant to a power of attorney filed with the Securities
      and Exchange Commission as Exhibit 24 to this registration statement.


DATED: September 16, 2003                     By:  /s/Scott A. Scherff
                                                  ------------------------------
                                              Scott A. Scherff, Attorney-in-Fact



<PAGE>


                                  EXHIBIT INDEX





Exhibit
Number                    Exhibit Description
- ------                    -------------------

5             Opinion of Counsel
23(a)         Consent of Independent Auditors (Ernst & Young LLP)
23(b)         Consent of Independent Accountants (PricewaterhouseCoopers LLP)
23(c)         Consent of Counsel (included in Exhibit 5)
24            Power of Attorney





</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-5
<SEQUENCE>3
<FILENAME>l03107aexv5.txt
<DESCRIPTION>EXHIBIT 5
<TEXT>
<PAGE>

                                                                       EXHIBIT 5

                               OPINION OF COUNSEL




                                                                          TIMKIN
- --------------------------------------------------------------------------------
SCOTT A. SCHERFF                          WORLDWIDE LEADER IN BEARINGS AND STEEL
Corporate Secretary and Assistant General Counsel



                               September 16, 2003



The Timken Company
1835 Dueber Ave., S.W.
Canton, OH  44706

RE: THE VOLUNTARY INVESTMENT PROGRAM FOR HOURLY EMPLOYEES OF LATROBE STEEL
COMPANY

Ladies and Gentlemen:

         As Corporate Secretary and Assistant General Counsel of The Timken
Company, an Ohio corporation (the "Registrant"), I have acted as counsel for the
Registrant in connection with the filing of a registration statement on Form S-8
(the "Registration Statement") to register under the Securities Act of 1933, as
amended, an additional 25,000 Common Shares, without par value (the "Common
Shares"), of the Registrant to be issued or transferred and sold under The
Voluntary Investment Program for Hourly Employees of Latrobe Steel Company (the
"Plan"). I have examined such documents, records and matters of law as I have
deemed necessary for purposes of this opinion, and based thereon, I am of the
opinion that the Common Shares that may be issued or transferred and sold
pursuant to the Plan and the agreements contemplated thereunder (the
"Agreements") have been duly authorized and will be, when issued or transferred
and sold in accordance with the Plan and such Agreements, validly issued, fully
paid and nonassessable.

         I hereby consent to the filing of this opinion as Exhibit 5 to the
Registration Statement being filed by the Registrant to effect registration of
the 25,000 Common Shares to be issued and sold pursuant to the Plan under the
Securities Act of 1933.


                               By:  /s/Scott A. Scherff
                                  ----------------------------------------------
                                  Scott A. Scherff
                                  Corporate Secretary and Assistant
                                  General Counsel



                     Mail Code:  GNE-01
                     1835 Dueber Avenue, S.W.        Telephone: (330) 471-4226
                     P.O. Box 6927                   Facsimile: (330) 471-3541
THE TIMKEN COMPANY   Canton, OH 44706-0927 U.S.A.    E-mail:  scherff@timken.com


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-23.A
<SEQUENCE>4
<FILENAME>l03107aexv23wa.txt
<DESCRIPTION>EXHIBIT 23(A)
<TEXT>
<PAGE>


                                                                   EXHIBIT 23(a)

                         CONSENT OF INDEPENDENT AUDITORS
                               (ERNST & YOUNG LLP)



We consent to the incorporation by reference in the Registration Statement on
Form S-8 pertaining to The Voluntary Investment Program for Hourly Employees of
Latrobe Steel Company of our reports (a) dated February 18, 2003, with respect
to the consolidated financial statements and schedule of The Timken Company
included in its Annual Report (Form 10-K) for the year ended December 31, 2002
and (b) dated June 20, 2003, with respect to the financial statements and
schedules of The Voluntary Investment Program for Hourly Employees of Latrobe
Steel Company included in the Plan's Annual Report (Form 11-K) for the year
ended December 31, 2002, filed with the Securities and Exchange Commission.





                                                     /s/ ERNST & YOUNG LLP



Canton, Ohio
September 15, 2003

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-23.B
<SEQUENCE>5
<FILENAME>l03107aexv23wb.txt
<DESCRIPTION>EXHIBIT 23(B)
<TEXT>
<PAGE>
                                                                   EXHIBIT 23(b)

                       CONSENT OF INDEPENDENT ACCOUNTANTS



We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 of The Timken Company of our report dated January 28, 2003
relating to the combined financial statements of the Ingersoll-Rand Engineered
Solutions Business, an operating business unit of Ingersoll-Rand Company
Limited, which appears in the Current Report on Form 8-K of The Timken Company
dated February 7, 2003.

                                                  /s/ PricewaterhouseCoopers LLP


Hartford, Connecticut
September 15, 2003


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>6
<FILENAME>l03107aexv24.txt
<DESCRIPTION>EXHIBIT 24
<TEXT>
<PAGE>
                                                                      EXHIBIT 24

                                POWER OF ATTORNEY

   Voluntary Investment Program for Hourly Employees of Latrobe Steel Company

     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned directors and
officers of The Timken Company, an Ohio corporation (the "Company"), hereby (1)
constitutes and appoints Glenn A. Eisenberg, William R. Burkhart and Scott A.
Scherff, collectively and individually, as his or her agent and
attorney-in-fact, with full power of substitution and resubstitution, to (a)
sign and file on his or her behalf and in his or her name, place and stead in
any and all capacities (i) one or more Registration Statements on Form S-8 (the
"Registration Statement") with respect to the registration under the Securities
Act of 1933, as amended, of the Company's Common Shares, without par value,
issuable pursuant to Voluntary Investment Program for Hourly Employees of
Latrobe Steel Company (the "Plan") and, if required, the related participation
interests under the Plan, (ii) any and all amendments, including post-effective
amendments, and exhibits to the Registration Statement and (iii) any and all
applications or other documents to be filed with the Securities and Exchange
Commission or any state securities commission or other regulatory authority with
respect to the securities covered by the Registration Statement, and (b) do and
perform any and all other acts and deeds whatsoever that may be necessary or
required in the premises; and (2) ratifies and approves any and all actions that
may be taken pursuant hereto by any of the above-named agents and
attorneys-in-fact or their substitutes.

     IN WITNESS WHEREOF, the undersigned directors and officers of the Company
have hereunto set their hands as of the 16th day of September, 2003.


   /s/Sallie B. Bailey                           /s/John M. Timken
- ---------------------------------             ----------------------------------
Sallie B. Bailey                              John M. Timken
(Principal Accounting Officer)


   /s/Glenn A. Eisenberg                         /s/W.R. Timken, Jr.
- ---------------------------------             ----------------------------------
Glenn A. Eisenberg                            W.R. Timken, Jr.
(Principal Financial Officer)


                                                 /s/Ward J. Timken
- ---------------------------------             ----------------------------------
Stanley C. Gault                              Ward J. Timken


   /s/James W. Griffith                          /s/Ward J. Timken, Jr.
- ---------------------------------             ----------------------------------
James W. Griffith                             Ward J. Timken, Jr.
(Principal Executive Officer)


   /s/John A. Luke, Jr.                          /s/Joseph F. Toot, Jr.
- ---------------------------------             ----------------------------------
John A. Luke, Jr.                             Joseph F. Toot, Jr.


   /s/Robert W. Mahoney                          /s/Martin D. Walker
- ---------------------------------             ----------------------------------
Robert W. Mahoney                             Martin D. Walker


   /s/Jay A. Precourt                            /s/Jacqueline F. Woods
- ---------------------------------             ----------------------------------
Jay A. Precourt                               Jacqueline F. Woods


   /s/Joseph W. Ralston
- ---------------------------------
Joseph W. Ralston



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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