DONALDSON Co INC — Director's Dealing 2006

Apr 5, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DONALDSON CO INC (DCI)
CIK: 0000029644
Period of Report: 2006-04-04

Reporting Person: COOK WILLIAM M (Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-04-04	Common Stock	A	6.033	$54.83	Acquired	4374	Indirect
2006-04-04	Common Stock	A	48.674	$33.98	Acquired	38009	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7423	Indirect
Common Stock	3900	Indirect
Common Stock	219870	Direct

Footnotes

F1: Share total converted from the 401(k) Donaldson Stock Fund which has a unitized price.