PROCTER & GAMBLE Co — Director's Dealing 2009

Sep 18, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2009-09-15

Reporting Person: LAFLEY ALAN G (Director, COB)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-09-15	Common Stock	A	12267	—	Acquired	1034570.198	Direct
2009-09-15	Common Stock	F	592	$55.26	Disposed	1033978.198	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1506.824	Indirect
Common Stock	715.096	Indirect
Common Stock	6158	Indirect

Footnotes

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

F2: RSUs withheld to cover the taxes on 9/15/09 award of RSUs under the Issuer's 2001 Stock and Incentive Compensation Plan.

F3: By A. G. Lafley Irrevocable Trust II U/A dated March 8, 1999 for benefit of reporting person's children.