DONALDSON Co INC — Director's Dealing 2009

Dec 15, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DONALDSON CO INC (DCI)
CIK: 0000029644
Period of Report: 2009-12-11

Reporting Person: Shaw James F (Controller)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-12-11	Employee Stock Option (right to buy)	$42.40	A	3000	Acquired	2019-12-11	Common Stock (3000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	115	Indirect
Common Stock	1344	Indirect
Common Stock	100	Indirect
Common Stock	38	Direct

Footnotes

F1: Option vests in three equal annual installments commencing one year from grant date of 12/11/2009.