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PROCTER & GAMBLE Co Director's Dealing 2006

Aug 17, 2006

29757_dirs_2006-08-17_7310beaf-d9ae-40cf-a2e7-74f79da8b938.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: 2006-08-15

Reporting Person: JOHNSON JAMES J (Chief Legal Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-08-15	Common Stock	F	32.0000	$60.355	Disposed	188181.4440	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	69120.9687	Indirect
Common Stock	150148.0000	Indirect
Common Stock	1032.0000	Indirect
Common Stock	8864.0000	Indirect

Footnotes

F1: Automatic conversion of Restricted Stock Units ("RSUs") to withhold for taxes due upon dividend equivalents granted in the form o
f RSUs on August 15, 2006.

F2: Total includes grant of dividend equivalents in the form of RSUs on 8/15/06, pursuant to Issuer's 2001 Stock and Incentive Compen
sation Plan.