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* BOUCHER PAUL F (Last) (First) (Middle) 1066 S.W. WOODCREEK ROAD (Street) PALM CITY FL 34952 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol IWT TESORO CORP [ IWTT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below) Senior VP, Director
	3. Date of Earliest Transaction (Month/Day/Year) 12/07/2004
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.001	12/07/2004	12/07/2004	J(1)		3,000,000	D	$2.8	3,030,200	I	See Footnote(2)
Common Stock, $.001	12/07/2004	12/07/2004	J(3)		3,000,000	A	$2.8	3,030,200	I	See Footnote(4)

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

Explanation of Responses:

1. For tax purposes, 3.0 million shares were transferred to The Paul F. Boucher Irrevocable Trust dated December 7, 2004 with Paul F. Boucher as Grantor and Grey C. Perna as Trustee.

2. 30,000 shares are held by Paul F. Boucher as custodian for his minor children and 200 shares, which is the subject of this filings, are held by Smith Barney as custodian for Paul F. Boucher in connection with the International Wholesale Tile 401K Plan.

3. Simultaneously with the transfer of the 3.0 million shares described in F1, Paul F. Boucher became the trustee of The Forrest Jorhn Irrevocable Trust dated December 7, 2004, for which Mr. Boucher has all voting control.

4. Represents 3.0 million shares described in F3 above and 30,000 shares and 200 shares, respectively, described in F2 above.

	/s/ Paul F. Boucher	01/10/2004
	** 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).
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