Form: 4/A

Statement of changes in beneficial ownership of securities

January 24, 2005

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
 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*
WESTERLUND DAVID A
(Last) (First) (Middle)
BALL CORPORATION
10 LONGS PEAK DR.
(Street)
BROOMFIELD CO 80021-2510
(City) (State) (Zip)
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
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2004
4. If Amendment, Date of 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
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
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)
Code V (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 I by Spouse(2)
Explanation of Responses:
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.
By: Charles E. Baker, GenCounsel&AsstCorpSec For: David A. Westerlund 01/24/2005
** 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 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.