PROCTER & GAMBLE Co — Director's Dealing 2006

Feb 2, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2006-01-31

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-01-31	Common Stock	M	11910.00	$20.2962	Acquired	34307.04	Direct
2006-01-31	Common Stock	F	2829.00	$59.12	Disposed	31478.04	Direct
2006-01-31	Common Stock	M	6336.00	$21.9407	Acquired	37814.04	Direct
2006-01-31	Common Stock	F	1470.00	$59.12	Disposed	36344.04	Direct
2006-01-31	Common Stock	M	8270.00	$29.8768	Acquired	44614.04	Direct
2006-01-31	Common Stock	F	1507.00	$59.12	Disposed	43107.04	Direct
2006-01-31	Common Stock	M	3748.00	$37.4778	Acquired	46855.04	Direct
2006-01-31	Common Stock	F	544.00	$59.12	Disposed	46311.04	Direct
2006-01-31	Common Stock	M	9600.00	$37.4778	Acquired	55911.04	Direct
2006-01-31	Common Stock	F	1303.00	$59.12	Disposed	54608.04	Direct
2006-01-31	Common Stock	M	23702.00	$37.4778	Acquired	78310.04	Direct
2006-01-31	Common Stock	F	3133.00	$59.12	Disposed	75177.04	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-31	Series A Preferred Stock	$	A	0.47	Acquired		Common Stock (0.47)	Indirect
2006-01-31	Stock Option (right to buy)	$20.2962	M	11910.00	Disposed	2006-03-01	Common Stock (11910.00)	Direct
2006-01-31	Stock Option (right to buy)	$21.9407	M	6336.00	Disposed	2006-07-10	Common Stock (6336.00)	Direct
2006-01-31	Stock Option (right to buy)	$29.8768	M	8270.00	Disposed	2007-02-28	Common Stock (8270.00)	Direct
2006-01-31	Stock Option (right to buy)	$37.4778	M	3748.00	Disposed	2007-07-09	Common Stock (3748.00)	Direct
2006-01-31	Stock Option (right to buy)	$37.4778	M	9600.00	Disposed	2007-07-09	Common Stock (9600.00)	Direct
2006-01-31	Stock Option (right to buy)	$37.4778	M	23702.00	Disposed	2007-07-18	Common Stock (23702.00)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	68.00	Indirect
Common Stock	68.00	Indirect
Common Stock	3119.82	Indirect
Common Stock	68.00	Indirect
Common Stock	68.00	Indirect
Common Stock	68.00	Indirect
Common Stock	2000.00	Indirect

Footnotes

F1: Mariano Martin and Leticia Martin Chocano joint tenants wth right of survivorship.

F2: Mariano Martin custodian for Sandra Martin Chocano under the Uniform Gift to Minors Act (UGMA).

F3: Balance as of 12/31/2005.

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 10/1/0
5 through 12/31/05.

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.