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PROCTER & GAMBLE Co Director's Dealing 2006

May 17, 2006

29757_dirs_2006-05-17_e4da8da4-1b68-46c8-aeba-ea6b759c7d8f.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: 2006-05-17

Reporting Person: JOHNSON JAMES J (Chief Legal Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2006-05-15 Common Stock F 16.00 $55.05 Disposed 187799.72 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 68259.99 Indirect
Common Stock 150148.00 Indirect
Common Stock 1032.00 Indirect
Common Stock 8864.00 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 May 15, 2006.

F2: Total includes grant of dividend equivalents in the form of RSUs on May 15, 2006, pursuant to Issuer's 2001 Stock and Incentive C
ompensation Plan.