Edgar Filing: WESTERLUND DAVID A

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

WESTERLUND DAVID A

2. Issuer Name and Ticker or Trading Symbol
BALL CORP [BLL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
SR VP, ADMIN & CORP SECRETARY

(Last)

(First)

(Middle)

BALL CORPORATION, 10 LONGS PEAK DR.

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2004

(Street)

BROOMFIELD, CO 80021-2510

4. If Amendment, Date Original Filed(Month/Day/Year)
08/13/2004

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Prepaid Variable Forward Contract

⁽¹⁾

08/12/2004

J⁽¹⁾

41,152 ⁽²⁾

08/10/2007⁽¹⁾

08/10/2007

Common Stock

41,152

⁽¹⁾

41,152

by Spouse ⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
WESTERLUND DAVID A BALL CORPORATION 10 LONGS PEAK DR. BROOMFIELD, CO 80021-2510			SR VP, ADMIN & CORP SECRETARY

Signatures

By: Charles E. Baker, GenCounsel&AsstCorpSec For: David A. Westerlund		01/24/2005
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On 8-12-04, Ann B. Westerlund (Seller), an affiliate of David A. Westerlund, entered into a prepaid variable forward contract (Contract) with a broker/dealer (Buyer) for disposition of 20,576 shares of Ball Corp Common Stock (Ball Shares). Contract obligates Seller to deliver to Buyer on 8-10-07 (Settlement Date) a number of Ball Shares equal to $1,486,821.76 (20,576 Ball Shares @$72.26). In exchange Seller initially receives 86.34% of $1,486,821.76 ($62.39/share Purchase Price). Per Contract on Settlement Date, Seller receives up to 120% of $72.26/share price ($86.72/share Ceiling Price) if Ball Shares appreciate above $72.26/share (Floor Price). Ball Shares to be sold by Seller under Contract will be 20,576 base amount & will depend on whether the Ceiling Price is above Floor Price. Buyer received Ball Shares but they will not be sold until 8-10-07. At Seller's option she may deliver cash equivalent to value of required number of Ball Shares to be delivered on Settlement Date.
(2)	Correcting entry to the 8/12/04 transaction, which originally showed the new prepaid variable contract as belonging to Mr. Westerlund (direct ownership) rather than his spouse, Ann Westerlund. Corrected ownership from direct to indirect. Since the 8/12/04 transaction, on August 23, 2004, Ball Corporation's stock split doubled the prepaid variable contract shares from 20,576 to 41,152 and lowered the value of the shares by half.
Remarks: Total number of Common Shares directly owned includes shares acquired through the Ball Corporation Dividend Reinvestment Plan. Total number of Common Shares directly owned includes shares acquired through participation in the Ball Corporation Employee Stock Purchase Plan. Total number of 401(k) Plan shares includes shares acquired through periodic dividend reinvestment and employer matching contributions.

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