Edgar Filing: NACCO INDUSTRIES INC

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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3235-0287

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January 31, 2005

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

RANKIN ALFRED M ET AL

2. Issuer Name and Ticker or Trading Symbol
NACCO INDUSTRIES INC [NC]

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

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	__X__ Other (specify below)
Dir CEO Group Member / Dir CEO Group Member

(Last)

(First)

(Middle)

5875 LANDERBROOK DR

3. Date of Earliest Transaction (Month/Day/Year)
02/08/2005

(Street)

MAYFIELD HEIGHTS, OH 44124

4. If Amendment, Date 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

(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)
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)
Class A Common Stock								34,169	I	By Trust/Daughter 1 ⁽⁴⁾
Class A Common Stock								2,000	I	By Trust 4 (Charities) ⁽⁵⁾
Class A Common Stock								3,775	I	By Trust (Self-Declaration 2) ⁽⁶⁾
Class A Common Stock								26,608	I	By Trust 2 (SR) ⁽⁷⁾
Class A Common Stock								30,000	I	By Trust (Unitrust) ⁽⁸⁾
Class A Common Stock ⁽⁹⁾								2,762	I	By Assoc II ⁽¹⁰⁾ ⁽¹¹⁾
Class A Common Stock								14,000	I	By IRA ⁽¹²⁾
Class A Common Stock								3,946	I	By Assoc II/Daughter 2 ⁽¹³⁾
Class A Common Stock								2,000	I	By RMI (Delaware) ⁽¹⁴⁾
Class A Common Stock ⁽²⁾	02/08/2005	02/08/2005	A⁽³⁾		6,407	A	$ 0	101,615	I	By Trust (AMR) ⁽¹⁾
Class A Common Stock								128,456	I	By Trust (Assoc II-BTR) ⁽¹⁵⁾
Class A Common Stock								20,284	I	By Spouse/Trust ⁽¹⁶⁾
Class A Common Stock								3,946	I	By Assoc II/Daughter 1 ⁽¹³⁾
Class A Common Stock								279,343	I	By Trust 5 (QAIT - CLT) ⁽¹⁷⁾
Class A Common Stock								11,225	I	By Trust (Self-Declaration) ⁽¹⁸⁾
Class A Common Stock								33,600	I	By Trust 3 (Grandchildren) ⁽¹⁹⁾
Class A Common Stock								34,169	I	By Trust/Daughter 2 ⁽⁴⁾
Class A Common Stock								14,000	I	By Trust (CLTR) ⁽²⁰⁾ ⁽²¹⁾
Class A Common Stock								224,435	I	By Trust (Assoc II-CLTR) ⁽²²⁾
Class A Common Stock								1,779	I	By Assoc II/Spouse ⁽²³⁾

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

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
RANKIN ALFRED M ET AL 5875 LANDERBROOK DR MAYFIELD HEIGHTS, OH 44124	X		Dir CEO Group Member	Dir CEO Group Member

Signatures

/s/Charles A. Bittenbender, attorney-in-fact for Alfred M. Rankin, Jr.		02/10/2005
^**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)	Reporting Person serves as Trustee of a Trust for the benefit of the Alfred M. Rankin, Jr.
(2)	As a member of a "group" deemed to own more than 10% of an equity security as a result of being a party to a Stockholders' Agreement, dated as of March 15, 1990, beneficially owned by each of the signatories to such agreement (the "Agreement"), the Reporting Person disclaims beneficial ownership of any such shares of Stock owned by any other signatory to the Agreement .
(3)	Shares of Class A Common Stock awarded to the Reporting Person under the Company's Executive Long-Term Incentive Compensation Pla n.
(4)	Reporting Person serves as Trustee for a Trust held for the Benefit of Reporting Person's daughter. Reporting Person disclaims beneficial ownership of all such shares.
(5)	Reporting Person serves as Trustee of Irrevocable Trust u/a/d 9/22/88, for the Benefit of Charities for a term of 20 years and then to grantor's grandchildren. Reporting Person disclaims beneficial ownership of all such shares.------
(6)	Reporting Person serves as the Trustee of the Alfred M. Rankin, Jr., Self-Declaration II Irrevocable Trust.
(7)	Reporting Person serves as Trustee of Trusts for the benefit of the Estate of Alfred M. Rankin. Reporting Person disclaims bene ficial ownership of all such shares.
(8)	Reporting Person serves as Trustee of the Clara T. Rankin Remainder Unitrust#2 u/a/d 1/5/77. Reporting Person disclaims benefic ial ownership of all such shares.
(9)	As a member of a "group" deemed to own more than 10% of an equity security as a result of being a party to a Stockholders' Agreement, dated as of March 15, 1990, beneficially owned by each of the signatories to such agreement (the "Agreement"), the Reporting Person disclaims beneficial ownership of any such shares of Stock owned by any other signatory to the Agreement .
(10)	Represents the Reporting Person's proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
(11)	Represents the Reporting Person's proportionate limited partnership interest in shares held by Rankin Associates II, L.P.--------
(12)	Held in an Individual Retirement Account for the benefit of the Reporting Person.
(13)	Represents the Reporting Person's daughter's proportionate limited partnership interest in shares held by Rankin Associate II, L.P., which is held in a trust for the benefit of the daughter. Reporting Person is the co-trustee of the Trust. Reporting Person disclaims beneficial ownership of all such shares.
(14)	Represents the Reporting Person's proportionate interest in shares held by Rankin Management, Inc. ("RMI").
(15)	Represents the proportionate limited partnership interest in shares held by Rankin Associates II, L.P., which is held in a trust for the benefit of Bruce T. Rankin. Reporting Person serves as the Trustee of the Trust. Reporting Person disclaims beneficial ownership of all such shares.
(16)	Reporting Person's spouse serves as Trustee of a Trust for the benefit of Victoire G. Rankin. Reporting Person disclaims benefic ial ownership of all such shares.
(17)	Represents the proportionate limited partnership interest in shares held by Rankin Associates II, L.P., which is held in a qualified annuity interest trust for the benefit of Clara L.T. Rankin. Reporting Person serves as the Trustee of the Trust.
(18)	Reporting Person serves as the Trustee of the Alfred M. Rankin, Jr., Self-Declaration Irrevocable Trust.
(19)	Reporting Person serves as Trustee of Trusts for the benefit of each of grantor's grandchildren. Each trust owns 4,800 shares. Reporting Person disclaims beneficial ownership of all such shares.
(20)	Reporting Person serves as Trustee of a Trust for the benefit of the Clara L.T. Rankin. Reporting Person disclaims beneficial ow nershp of all such shares.
(21)	Reporting Person serves as Trustee of a Trust for the benefit of the Clara L.T. Rankin. Reporting Person disclaims beneficial o wnershp of all such shares.
(22)	Represents the proportionate limited partnership interest in shares held by Rankin Associates II, L.P., which is held in a trust for the benefit of Clara L. T. Rankin. Reporting Person serves as the Trustee of the Trust. Reporting Person disclaims beneficial ownership of all such shares.
(23)	Represents the Reporting Person's spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P . Reporting Person disclaims beneficial ownership of all such shares.

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