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The
Sherwin-Williams Company

101 Prospect Avenue, N.W.

Cleveland, Ohio 44115

Phone: (216) 566-2573

Sean P. Hennessy

Senior Vice President – Finance and

Chief Financial Officer

November 3, 2006

By EDGAR and U.S. MAIL

Mr. Rufus Decker

Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance, Mail Stop 7010

100 F Street, N.E.

Washington, D.C. 20549-7010

    Re:

    THE SHERWIN-WILLIAMS COMPANY (“Registrant”)

    Form 10-K for the Fiscal Year ended December 31, 2005

    Forms 10-Q for the Fiscal Quarters ended March 31, 2006 and June 30, 2006

    File No. 1-4851

Dear Mr. Decker:

The following responses by the Registrant are being provided to address the comments set forth in
your letter dated October 3, 2006 regarding your review of the Registrant’s filings noted above.
Each comment has been restated below followed by the Registrant’s response.

Form 10-K for the year ended December 31, 2005

General

    1.

    Comment: Where a comment below requests additional disclosures or other revisions to
be made, please show us in your response what the revisions will look
like. These revisions should be included in your future filings, including your interim
filings where applicable.

    Response: Where a comment requests additional disclosures or other revisions, the
Registrant’s response will include an example of what the revisions will look like. The
Registrant has included such additional disclosures or other revisions, where appropriate,
in

Mr. Rufus Decker

November 3, 2006

Page 2

its Form 10-Q for the fiscal quarter ended September 30, 2006, which was filed on October
25, 2006.

Selected Financial Data, page 15

    2.

    Comment: Please disclose how the ratio of earnings to fixed charges is numerically
computed.

    Response: The Registrant supplementally provides the following explanation and
numerical computation of the figures used to calculate the ratio of earnings to fixed
charges:

    (a)

    For purposes of calculating the ratio of earnings to fixed
charges, earnings represents income before income taxes, minority interest and
cumulative effect of change in accounting principle plus fixed charges. Fixed
charges consist of interest expense, net, including amortization of discount and
financing costs and the portion of operating rental expense which management
believes is representative of the interest component of rent expense. The
following schedule includes the figures used to calculate the ratios for 2005 –
2001:

2005

    2004

    2003

    2002

    2001

    Earnings

    $
    656,215

    $
    580,195

    $
    522,926

    $
    497,164

    $
    424,449

    Fixed charges:

    Interest expense, net

    49,586

    39,948

    38,742

    40,475

    54,627

    Interest component of rent expense

    65,129

    57,252

    51,238

    50,013

    46,554

    Total fixed charges

    114,715

    97,200

    89,980

    90,488

    101,181

    Earnings and fixed Charges

    $
    770,930

    $
    677,395

    $
    612,906

    $
    587,652

    $
    525,630

    In future Form 10-K filings, the Registrant will add the explanation and schedule above as a
footnote to “Item 6. Selected Financial Data”.

2005 Annual Report

Management’s Discussion and Analysis of Financial Condition and Results of Operations, page
20

    3.

    Comment: Please enhance your management’s discussion and analysis disclosures for
each segment by quantifying the reasons for significant changes in net sales and gross profits
in terms of the amount of increase or decrease due to prices, volume, foreign currency and new
product introductions, and include an explanation of the underlying reasons for these and
other changes. In addition, given the strategic importance of international markets in your
current and future strategic plans identified under Risk Factors, please enhance your
disclosure of net sales, operating results and foreign currency exchange gains and losses in
key foreign markets. Please also quantify the amount of increases or decreases in selling,

Mr. Rufus Decker

November 3, 2006

Page 3

general and administrative expenses for each segment and include an explanation of the
underlying reasons for the changes instead of focusing on percentage decreases in these
expenses that you describe as being due to good expense control. Please refer to Item 303 of
Regulation S-K.

Response: The Registrant will enhance its management’s discussion and analysis
disclosures for each segment by quantifying reasons for significant changes in net sales and
gross profit. The following is an example of such enhanced disclosure as included in the
Registrant’s Form 10-Q for the fiscal quarter ended September 30, 2006:

Net sales in the Paint Stores Group increased due primarily to strong domestic
architectural paint sales to contractors in the first half of 2006 that softened
slightly in the third quarter and improved industrial maintenance product sales. Net
sales from stores open for more than twelve calendar months increased 7.2 percent in
the quarter and 11.1 percent in the first nine months. Total paint sales volume
percentage increases were in the low single digits for the third quarter of 2006 and
mid single digits for the first nine months over comparable periods in 2005. Sales
of products other than paint increased 9.8 percent for the third quarter and 12.7
percent for the first nine months over comparable periods
in 2005. A discussion of changes in volume versus pricing for such sales is not
pertinent due to the wide assortment of general merchandise sold.

Net sales of the Consumer Group in the third quarter and the first nine months of
2006 decreased primarily due to lower sales volume to certain major retail customers
as they continue to drive up inventory turns, sluggish retail sales at some other
customers and the elimination of a portion of a paint program with a large retail
customer that most significantly impacted the first half of 2006. Increased sales of
products other than paint of 1.2 percent in the third quarter and 2.6 percent in the
first nine months of 2006 over 2005 were more than offset by paint volume declines.

The Global Group’s third quarter net sales increased due primarily to paint and other
coatings sales volume increases of 7.2 percent. Total paint and other coatings sales
volume increased by 5.8 percent in the first nine months of 2006 over 2005. Kinlita,
a Chinese joint venture disposed of at the end of the third quarter of 2005,
represented $7.1 million of sales for the third quarter and $17.0 million in the
first nine months of 2005. All but one of the worldwide operations of the Global
Group contributed to the volume increases in net sales. Favorable currency exchange
rates increased net sales of this Segment by 1.8 percent in the quarter and 2.9
percent in the first nine months of 2006.

Consolidated segment profit was favorably impacted by a change in consolidated gross
profit, which increased $96.0 million and $305.1 million in the third quarter and

Mr. Rufus Decker

November 3, 2006

Page 4

first nine months of 2006, respectively. As a percent of sales, consolidated gross
profit increased to 44.2 percent in the quarter from 42.5 percent in the third
quarter of 2005 and to 44.0 percent from 42.7 percent in the first nine months of
2005 primarily due to selling price increases, better factory utilization and fixed
cost absorption relating to higher volumes. The Paint Stores Group’s gross profit
for the third quarter and first nine months of 2006 increased $73.2 million and
$219.3 million, respectively, due primarily to the increases in paint sales volume
and higher selling prices. The Consumer Group’s third quarter gross profit increased
from last year by $6.2 million and $24.1 million for the first nine months of 2006
over 2005 primarily due to better factory utilization and fixed cost absorption
resulting from higher volume sales to the Paint Stores Group and selling price
increases that were partially offset by raw material cost increases. The Global
Group’s gross profit for the third
quarter and the first nine months of 2006 increased by $16.6 million and $59.7
million, respectively. Foreign exchange fluctuations increased gross profit by $2.2
million for the third quarter and $9.8 million for the first nine months of 2006.
Increased paint and other coatings sales volume of 7.2 percent for the third quarter
and 5.8 percent for the first nine months, increased selling prices and improved
operating efficiencies related to additional manufacturing volume also contributed to
the increase in gross profit for the Global Group.

As noted in “Item 1A. Risk Factors” in the Registrant’s Form 10-K for the year ended
December 31, 2005, the international markets are strategically important currently and in
the future. However, at this time all international markets combined make up only 10.2
percent of total net sales and 7.2 percent of operating results. The largest single foreign
market at this time is less than 3.7 percent of total net sales and 3.0 percent of operating
results. The Registrant respectfully believes that no single foreign market is a key factor
at this time. The Registrant will enhance its disclosures of net sales, operating results
and foreign exchange gains and losses in key foreign markets when such disclosures regarding
foreign markets are meaningful in accordance with Item 303 of Regulation S-K.

The Registrant will quantify the increases and decreases in SG&A for each segment and
include explanations for underlying reasons for the changes. The following is an example of
such enhanced disclosure as included in the Registrant’s Form 10-Q for the fiscal quarter
ended September 30, 2006:

Consolidated segment profit was also influenced by selling, general and
administrative expenses (SG&A), which increased slightly as a percent to sales to
30.7 percent from 30.5 for the third quarter and decreased as a percent of sales to
31.4 percent from 31.7 percent for the first nine months of 2006 over 2005. In the
Paint Stores Group, the SG&A percent of sales ratio decreased 1.0 percent for the
third quarter of 2006 and 1.3 percent for the first nine months due to increased net
sales. The effects of the increases in net sales were partially offset by increased
spending due to the number of

Mr. Rufus Decker

November 3, 2006

Page 5

new store openings and variable costs associated with
sales volume at the store level. The Consumer Group’s SG&A spending increased less
than 2.0 percent for both the third quarter and the first nine months of 2006 due to
stringent spending guidelines for all expense categories and increased slightly for
both periods as a percent of sales due to sales shortfalls. The Global Group’s SG&A
expenses as a percent of
sales decreased slightly for both periods compared to last year as a result of
increased net sales which were partially offset by higher expenses relating to more
new branch openings and exchange rate fluctuations of $1.4 million and $6.2 million
in the third quarter and first nine months of 2006, respectively.

Contractual obligations and Commercial Commitments, page 28

    4.

    Comment: Please revise the table of contractual obligations to include estimated
interest payments on your debt. Because the table is aimed at increasing transparency of cash
flow, we believe these payments should be included in the table. Please also disclose any
assumptions you made to derive these amounts.

    Response: In future Form 10-K filings, the Registrant will revise the table of
contractual obligations to include estimated interest payments on debt and will disclose any
assumptions utilized in deriving such amounts.

Financial Statements

Report of the Independent Registered Public Accounting Firm on the Consolidated Financial
Statements, page 41

    5.

    Comment: Please include an audit report from your independent accountants that
includes reference to Schedule II that appears on page 19 of your Form 10-K report.

    Response: The Registrant respectfully advises the Staff that an audit report from
its independent accountants that includes reference to and opines on Schedule II appearing
on page 19 of the Form 10-K for the year ended December 31, 2005 was included in the Consent
of Independent Registered Public Accounting Firm filed as Exhibit 23 to Form 10-K.

Statements of Consolidated Cash Flows, page 44

    6.

    Comment: In 2005, you disclosed a $67.3 million increase in accounts payable and a
correspondingly smaller $33.5 million increase in inventories. During this same period,
capital expenditures increased $36.3 million in relation to the prior year. Please tell us
the amounts, if any, of accounts payable or other accruals related to capital expenditures for
property, plant and equipment. If you have accrued accounts payable or other accruals for
capital expenditures that have not
been paid for at year-end, these amounts should be

Mr. Rufus Decker

November 3, 2006

Page 6

presented as information about non-cash
investing activities. Please refer to paragraphs 17.c. and 32 of SFAS 95.

Response: The Registrant supplementally advises the Staff that the amount of
accounts payable or other accruals related to capital expenditures for property, plant and
equipment at December 31, 2005 was $6.1 million. Due to the insignificance of this amount,
it was not presented separately as information about non-cash investing activities. In the
future, the Registrant will separately disclose information about non-cash investing
activities when accounts payable or other accruals related to capital expenditures for
property, plant and equipment are significant in accordance with paragraphs 17.c. and 32 of
SFAS 95.

Note 1 – Significant Accounting Policies, page 46

    7.

    Comment: Please disclose the types of expenses that you include in the cost of goods
sold line item and the types of expenses that you include in the selling, general and
administrative expenses line item. In doing so please also disclose whether you include
inbound freight charges, purchasing and receiving costs, inspection costs, warehousing costs,
internal transfer costs, and the other costs of your distribution network in the costs of
goods sold line item. With the exception of warehousing costs, if you currently exclude a
portion of these costs from costs of goods sold, please disclose:

    •

    in a footnote the line items that these excluded costs are included in and the
amounts included in each line item for each period presented, and

    •

    in MD&A that your gross profit margins may not be comparable to those of other
entities, since some entities include all of the costs related to their distribution
network in cost of goods sold and others like you exclude a portion of them from gross
profit margin, including them instead in another line item, such as selling, general
and administrative expenses.

Response: The Registrant will disclose in future Form 10-K filings the types of expenses
included in the costs of goods sold and the selling, general and administrative expense line
items. The following is an example of such disclosures to be included in Form 10-K for the year
ended December 31, 2006:

Costs of goods sold. Included in Costs of goods sold in the Statements of
Consolidated Income were costs for materials, manufacturing, distribution and related
support. Distribution costs included all expenses related to the
distribution of products including inbound freight charges, purchase and receiving
costs, warehousing costs, internal transfer costs and all costs incurred to ship
products. Also included in Costs of goods sold were total technical expenditures,
which included research and development costs, quality control, product formulation
expenditures and other similar items. Research and development costs included in
technical