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PROCTER & GAMBLE Co Director's Dealing 2006

Aug 8, 2006

29757_dirs_2006-08-07_50504f99-5a37-462b-8f8b-a473210a7856.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: 2006-08-03

Reporting Person: MARTIN MARIANO (Global Cust. Bus. Dev. Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2006-08-03 Common Stock A 1053.0000 Acquired 23771.6530 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2006-06-30 Series A Preferred Stock $0 A 0.1728 Acquired Common Stock (0.1728) Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 68.0000 Indirect
Common Stock 3157.7756 Indirect
Common Stock 68.0000 Indirect
Common Stock 68.0000 Indirect
Common Stock 68.0000 Indirect
Common Stock 2000.0000 Indirect

Footnotes

F1: Award in the form of RSUs. Amount and price computed per benefit formula for plan year ended June 30, 2006.

F2: Total includes grant of dividend equivalents in the form of RSUs on 11/15/05, 2/15/06 and 5/15/06, pursuant to Issuer's 2001 Stoc
k and Incentive Compensation Plan.

F3: Mariano Martin custodian for Sandra Martin Chocano under the Uniform Gift to Minors Act (UGMA).

F4: Mariano Martin custodian for Ignacio Martin Chocano (UGMA).

F5: Mariano Martin custodian for Jaime Martin Chocano (UGMA).

F6: Mariano Martin custodian for Javier Martin Chocano (UGMA).

F7: The Mariano Martin Revocable Living Trust.

F8: Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004) or market price of Common Stock.

F9: Series A Preferred Stock allocated to officer's Retirement Plan Account pursuant to formula award provision for the period 4/1/06
through 6/30/06.

F10: Shares held by Retirement Plan Trustees. If officer terminates employment and elects distribution of shares, or, if after age 50 elects alternative investment within Plan, Preferred Stock converted/redeemed at specified conversion/exercise price.

F11: Series A Preferred Stock allocated to officer's Retirement Plan account pursuant to Retirement Plan provisions.