PROCTER & GAMBLE Co — Director's Dealing 2007

Feb 15, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2007-02-13

Reporting Person: Sheppard Valarie L (Comptroller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-02-13	Common Stock	M	2784.0000	$29.8768	Acquired	13569.8120	Direct
2007-02-13	Common Stock	S	200.0000	$64.09	Disposed	13369.8120	Direct
2007-02-13	Common Stock	S	2584.0000	$64.10	Disposed	10785.8120	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-09-30	Series A Preferred Stock	$0	A	293.4135	Acquired		Common Stock (293.4135)	Indirect
2006-12-31	Series A Preferred Stock	$0	A	1.9854	Acquired		Common Stock (1.9854)	Indirect
2007-02-13	Stock Option (right to buy)	$29.8768	M	2784.0000	Disposed	2007-02-28	Common Stock (2784.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6608.1194	Indirect

Footnotes

F1: Total includes grant of dividend equivalents in the form of RSUs on 8/15/06 and 11/15/06, pursuant to Issuer's 2001 Stock and Inc
entive Compensation Plan.

F2: Holdings as of 12/31/2006.

F3: Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004) or market price of Common Stock.

F4: Series A Preferred Stock allocated to officer's Retirement Plan Account pursuant to formula award provision for the period 7/1/06
through 9/30/06.

F5: 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.

F6: Series A Preferred Stock allocated to officer's Retirement Plan account pursuant to Retirement Plan provisions.

F7: Series A Preferred Stock allocated to officer's Retirement Plan Account pursuant to formula award provision for the period 10/1/0
6 through 12/31/06.