PROCTER & GAMBLE Co — Director's Dealing 2006

Mar 3, 2006

SEC Form 4/A — Form 4/A

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2005-08-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-08-04	Common Stock	A	6326.00	—	Acquired	548438.97	Direct
2005-08-04	Common Stock	F	442.00	$54.53	Disposed	547996.97	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	42365.59	Indirect
Common Stock	715.10	Indirect
Common Stock	6158.00	Indirect

Footnotes

F1: Shares awarded pursuant to Issuer's 2001 Stock and Incentive Compensation Plan.

F2: Amended to correct over-reporting of automatic conversion of restricted stock units (RSUs) to withhold for taxes due upon Insider
's award of RSUs.

F3: 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.