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PROCTER & GAMBLE Co Director's Dealing 2006

Aug 30, 2006

29757_dirs_2006-08-30_41df115c-83eb-42fb-801d-23bed201af29.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2006-08-28

Reporting Person: LAFLEY ALAN G (Director, COB, Pres. and Chief Executive)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-08-28	Common Stock	F	5114.0000	$60.715	Disposed	814463.2980	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	44152.7448	Indirect
Common Stock	715.0960	Indirect
Common Stock	6158.0000	Indirect

Footnotes

F1: Automatic conversion of Restricted Stock Units ("RSUs") to withhold for taxes due upon award of RSUs previously reported on Febru
ary 28, 2006, and upon subsequent dividend equivalents granted in the form of RSUs.

F2: By A.G. Lafley Irrevocable Trust II U/A dated March 8, 1999, Margaret G. Lafley, trustee, for benefit of reporting person's wife
and children.