SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

INGRAM DONALD C

(Last)

(First)

(Middle)

AON CORPORATION - CORPORATE LAW DEPT

200 EAST RANDOLPH STREET, 8TH FLOOR

(Street)

CHICAGO

60601

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/21/2003

3. Issuer Name and Ticker or Trading Symbol
AON CORP [ AOC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Aon Consulting - Chairman/CEO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	16,062⁽¹⁾	D
Common Stock	7,244	I	Through Aon Savings Plan and ESOP

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Award (Right to Receive)	⁽²⁾⁽³⁾	04/16/2005	Common Stock	11,250	$0	D
Stock Award (Right to Receive)	⁽²⁾⁽⁴⁾	04/20/2007	Common Stock	11,250	$0	D
Stock Award (Right to Receive)	⁽²⁾⁽⁵⁾	04/19/2009	Common Stock	11,250	$0	D
Employee Stock Option (Right to Buy)	⁽⁶⁾⁽⁷⁾	03/20/2008	Common Stock	6,000	$43.3333	D
Employee Stock Option (Right to Buy)	⁽⁸⁾⁽⁹⁾	02/11/2010	Common Stock	63,000	$23.9375	D
Employee Stock Option (Right to Buy)	⁽⁸⁾⁽¹⁰⁾	03/16/2011	Common Stock	75,000	$34.555	D
Employee Stock Option (Right to Buy)	⁽⁸⁾⁽¹¹⁾	04/22/2012	Common Stock	100,000	$36.875	D
Employee Stock Option (Right to Buy)	⁽⁸⁾⁽¹²⁾	04/09/2013	Common Stock	100,000	$22.12	D
Phantom Stock	⁽¹³⁾	⁽¹³⁾	Common Stock	55,872	⁽¹⁴⁾	D

Explanation of Responses:

1. Includes 2,657 shares acquired under the Aon employee stock purchase plan.

2. Awards will vest in accordance with the Aon Stock Incentive Plan as follows; 20% of the awards will vest on each of the third and tenth anniversaries of the date of grant, and 10% of the awards will vest on each of the fourth through ninth anniversaries of the date of grant.

3. The date of grant was March 16, 1995. As of the date of this report, 7,875 award shares have vested, and the reporting person has deferred receipt of these award shares.

4. The date of grant was March 20, 1997. As of the date of this report, 5,625 award shares have vested, and the reporting person has deferred receipt of these award shares.

5. The date of grant was March 19, 1999. As of the date of this report, 3,375 award shares have vested, and the reporting person has deferred receipt of these award shares.

6. Options will vest as follows: 30% of the options will vest on each of the third and sixth anniversaries of the date of grant, and 20% of the options will vest on each of the fourth and fifth anniversaries of the date of grant.

7. The date of grant was March 20, 1998. As of the date of this report, 4,200 options have vested.

8. Options will vest in accordance with the Aon Stock Incentive Plan as follows; 33% of the options will vest on each of the second and fourth anniversaries of the date of grant, and 34% of the options will vest on the third anniversary of the date of grant.

9. The date of grant was February 11, 2000. As of the date of this report, 42,210 options have vested.

10. The date of grant was March 16, 2001. As of the date of this report, 24,750 options have vested.

11. The date of grant was April 22, 2002.

12. The date of grant was April 9, 2003.

13. The phantom stock represents vested award shares of which the reporting person has deferred receipt.

14. The phantom stock converts to shares of common stock on a 1-for-1 basis.

	/s/ Jennifer L. Kraft - by Jennifer L. Kraft pursuant to a power of attorney from Donald C. Ingram	12/01/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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