PROCTER & GAMBLE Co — Director's Dealing 2007

Aug 30, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2007-08-28

Reporting Person: LAFLEY ALAN G (Director, COB and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-08-28	Common Stock	F	4257.0000	$65.0000	Disposed	1039133.7680	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	45251.6945	Indirect
Common Stock	715.0960	Indirect
Common Stock	6158.0000	Indirect

Footnotes

F1: Automatic conversion of Restricted Stock Units ("RSUs") to withhold for taxes due upon the vesting of an award of RSUs previously reported on February 28, 2007, and upon the subsequent dividend equivalents granted in the form of RSUs.

F2: Reflects 2 addtional RSUs inadvertently under-reported on previously filed Form 4.

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.