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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(Print or Type Responses)
1. Name and Address of Reporting Person *
BOCIAN PETER J
   2. Issuer Name and Ticker or Trading Symbol
NCR CORP [NCR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & Chief Financial Officer
(Last)
(First)
(Middle)
1700 S. PATTERSON BOULEVARD		 3. Date of Earliest Transaction (Month/Day/Year)
05/16/2005
(Street)

DAYTON, OH 45479		 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)
Code V Amount (A) or (D) Price
Common Stock 05/16/2005   M   3,332 A $ 9.675 23,609 D  
Common Stock 05/16/2005   M   14,000 A $ 19.885 37,609 D  
Common Stock 05/16/2005   M   5,686 A $ 20.75 43,295 D  
Common Stock 05/16/2005   S   18,018 D $ 37.026 25,277 D  
Common Stock 05/16/2005   M   832 A $ 9.675 1,110 I by wife
Common Stock 05/16/2005   M   2,150 A $ 20.595 3,260 I by wife
Common Stock 05/16/2005   S   2,982 D $ 37.0725 278 I by wife

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 20.75 (2) 05/16/2005   M     5,686   (3) 01/04/2009 Common Stock 8,840 (4) $ 0 3,154 D  
Employee Stock Option (Right to Buy) $ 19.88 (5) 05/16/2005   M     14,000   (6) 01/22/2012 Common Stock 40,000 (7) $ 0 0 D  
Employee Stock Option (Right to Buy) $ 9.67 (8) 05/16/2005   M     3,332   (9) 02/03/2013 Common Stock 10,000 (10) $ 0 3,336 D  
Employee Stock Option (Right to Buy) $ 20.595 (11) 05/16/2005   M     2,150   (12) 01/24/2012 Common Stock 2,150 (13) $ 0 0 I by wife
Employee Stock Option (Right to Buy) $ 9.675 (14) 05/16/2005   M     832   (15) 02/03/2013 Common Stock 1,668 (16) $ 0 836 I by wife

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BOCIAN PETER J
1700 S. PATTERSON BOULEVARD
DAYTON, OH 45479		       SVP & Chief Financial Officer  

Signatures

 Nelson F. Greene, Attorney-in-fact for Peter J. Bocian   05/18/2005
**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).
(2) Previously reported price was $41.50. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $41.50 split to $20.75.
(3) The option vested in 3 equal annual installments beginning 01/04/2000.
(4) Previously reported number of securities was 4,420. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported number of securities of 4,420 increased to 8,840, of which 5,686 shares are being exercised.
(5) Previously reported price was $39.77. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $39.77 split to $19.88.
(6) The option vests in 3 equal annual installments beginning on 01/22/2003.
(7) Previously reported number of securities was 20,000. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported number of securities of 20,000 increased to 40,000, of which 26,000 were exercised in February 2005 and 14,000 are being exercised.
(8) Previously reported price was $19.35. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $19.35 split to $9.675.
(9) The option vests in 3 equal annual installments beginning on 02/03/2004.
(10) Previously reported number of securities was 5,000. On February 18, 2004, the reporting person exercised 1,666 of these options. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the remaining number of securities of 3,334 increased to 6,668, of which 3,332 are being exercised.
(11) Previously reported price was $41.19. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $41.19 split to $20.595.
(12) The option vests in 3 equal annual installments beginning on 01/24/203. Option is held by the spouse of the reporting person.
(13) Previously reported number of securities was 1,075. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported number of securities of 1,075 increased to 2,150, all of which are being exercised.
(14) Previously reported price was $19.35. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $19.35 split to $9.675.
(15) The option vests in 3 equal annual installments beginning on 02/03/2004. Option is held by the spouse of the reporting person.
(16) Previously reported number of securities was 1,250. On February 18, 2004, the spouse of the reporting person exercised 416 of these options. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the balance of 834 options increased to 1,668 options, of which 832 options are being exercised.

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