DONALDSON Co INC — Director's Dealing 2009

Jan 6, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DONALDSON CO INC (DCI)
CIK: 0000029644
Period of Report: 2008-12-31

Reporting Person: GRUNDHOFER JOHN F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-12-31	Common Stock	A	313	—	Acquired	23597	Direct
2009-01-01	Common Stock	A	1352	—	Acquired	24949	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-01-02	Employee Stock Option (right to buy)	$34.07	A	7200	Acquired	2019-01-02	Common Stock (7200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	26770	Indirect