GRACO INC — Director's Dealing 2005

Aug 18, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRACO INC (GGG)
CIK: 0000042888
Period of Report: 2005-03-01

Reporting Person: SUTTER FRED A (VICE PRESIDENT)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-03-01	Common Stock	J	859	$24.74	Acquired	30290	Direct
2005-08-16	Common Stock	S	3375	$36.5127	Disposed	26915	Direct
2005-03-31	Common Stock	J	0.6588	$40.36	Acquired	347.9263	Indirect
2005-06-30	Common Stock	J	2.4464	$31.05	Acquired	350.3727	Indirect

Footnotes

F1: Shares acquired under Graco Employee Stock Purchase Plan, exempt under Rule 16b-3.

F2: ESOP - Dividends paid pursuant to the Graco Employee Stock Ownership Plan, exempt under Rule 16b-3(c).