Sec Form 4 Filing - KRAMER DALE G @ FERRO CORP - 2005-04-05

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 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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1. Name and Address of Reporting Person KRAMER DALE G 2. Issuer Name and Ticker or Trading Symbol FERRO CORP [ FOE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Vice President (Last) (First) (Middle) 1000 LAKESIDE AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 04/05/2005 (Street) CLEVELAND, OH44114-1147 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 04/05/2005 J( 1 ) 920 A $ 21.82 5,853 D Common Stock 3,890.963 I Investment Savings Plan Common Stock - Restricted 04/05/2005 J( 1 ) 7,500 D $ 0 26,800 D Common Stock - Deferred Bonus Plan 4,175.7682 D Common Stock - Supp Exec Defined 1,434.8493 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Options (Right to buy) $ 18.5 02/11/2000 02/11/2010 Common Stock 5,500 5,500 D Stock Options (Right to buy) $ 19.39 02/07/2009 02/07/2015 Common Stock 44,000 44,000 D Stock Options (Right to buy) $ 21.26 02/29/2004 02/28/2013 Common Stock 55,000 55,000 D Stock Options (Right to buy) $ 23.6 02/09/2002 02/09/2011 Common Stock 15,000 15,000 D Stock Options (Right to buy) $ 25.5 02/11/2003 02/11/2012 Common Stock 45,000 45,000 D Stock Options (Right to buy) $ 26.26 02/09/2005 02/09/2014 Common Stock 55,000 55,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KRAMER DALE G 1000 LAKESIDE AVENUE CLEVELAND, OH44114-1147 Vice President Signatures Dale G Kramer 04/07/2005 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Restricted shares of common stock granted under the Performance Share Plan. Restrictions expire based upon degree of achievement of performance goal. At the end of the performance period, 50% of award is paid in shares free of restrictions, and 50% is paid in cash. If the amount awarded is less than 100% of the restricted shares, the balance is forfeited to the company.

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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