SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

1. Name and Address of Reporting Person^*

MCCREARY JAMES C

(Last)

(First)

(Middle)

1200 WILLOW LAKE BOULEVARD

P.O. BOX 64683

(Street)

ST. PAUL

55164-0683

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FULLER H B CO [ FUL ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Corporate Controller

3. Date of Earliest Transaction (Month/Day/Year)
04/17/2006

4. 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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								1,685.11⁽¹⁾	I	By 401(k) Plan
Common Stock	04/17/2006		M		230.389	D	$53.71	4,776.99⁽¹²⁾	D
Common Stock	04/17/2006		A		230.389	A	$53.71	5,381.389	D
Common Stock	04/17/2006		F		76⁽¹⁴⁾	D	$53.71	5,305.389	D
Common Stock	04/17/2006		D		0.389⁽¹⁵⁾	D	$53.71	5,305	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right-to-Buy)	$25.95							08/08/1988⁽²⁾	01/17/2012	Common Stock	7,684		7,684	D
Employee Stock Option (Right-to-Buy)	$27.9							08/08/1988⁽³⁾	12/09/2012	Common Stock	7,022		7,022	D
Phantom Units	$0.0⁽⁴⁾							08/08/1988⁽⁵⁾	08/08/1988⁽⁵⁾	Common Stock	1,586.93		1,586.93⁽⁸⁾	D
Employee Stock Option (Right-to-Buy)	$27.3							08/08/1988⁽⁶⁾	12/03/2013	Common Stock	7,622		7,622	D
Employee Stock Option (Right-to-Buy)	$28.98							08/08/1988⁽⁷⁾	12/02/2014	Common Stock	9,174		9,174	D
Phantom Units	$0.0⁽⁹⁾							08/08/1988⁽¹⁰⁾	08/08/1988⁽¹⁰⁾	Common Stock	313.06		313.06⁽¹¹⁾	D
Employee Stock Option (Right-to-Buy)	$32.03							08/08/1988⁽¹³⁾	12/01/2015	Common Stock	8,388		8,388	D

Explanation of Responses:

1. 401(k) Plan: This amount includes shares and dividends acquired during the fiscal year pursuant to the H.B. Fuller Company Thrift Plan.

2. 2000 Stock Incentive Plan: This option vests in four equal installments beginning on January 17, 2003.

3. 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 9, 2003.

4. Deferred Compensation Plan: These units convert into shares of common stock on a 1-for-1 basis.

5. Deferred Compensation Plan: Units convert into shares of common stock upon the earlier of certain termination events as specified in the Key Employee Deferred Compensation Plan or such earlier date as selected by the participant.

6. 2000 Stock Incentive Plan: This option vests in four equal installment beginning on December 3, 2004.

7. 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 2, 2005.

8. Key Employee Deferred Compensation Plan Dividend Reinvestment: This amount includes stock units acquired pursuant to a dividend equivalent feature of the Key Employees' Deferred Compensation Plan.

9. Deferred Compensation Plan: These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.

10. Deferred Compensation Plan: These units (acquired after 12-31-04) convert into shares of common stock upon the earlier of certain termination events as specified in the Key Employee Deferred Compensation Plan or such earlier date as selected by the participant, subject to holding periods required by law.

11. Key Employee Deferred Compensation Plan Dividend Reinvestment: This amount (acquired after 12-31-04) includes stock units acquired pursuant to a dividend equivalent feature of the Key Employees' Deferred Compensation Plan.

12. 2000 Stock Incentive Plan: These restricted shares were awarded pursuant to H.B. Fuller Company's 2000 Stock Incentive Plan. Amount includes 893 restricted shares that vest in four equal annual installments beginning on April 15, 2005, 2237 restricted shares that vest effective December 2, 2007 and 2028 restricted shares that will vest effective December 1, 2008. Total amount also includes restricted shares acquired pursuant to a dividend reinvestment feature of the 2000 Stock Incentive Plan.

13. 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 1, 2006.

14. 2000 Stock Incentive Plan: Shares withheld for taxes on 230.389 restricted shares issued pursuant to the 2000 Stock Incentive Plan.

15. Cash settlement of fractional shares in connection with the vesting of restricted stock held by reporting person.

	Timothy J. Keenan, Attorney-in-Fact	04/17/2006
	** Signature of Reporting Person	Date
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