PROCTER & GAMBLE Co — Director's Dealing 2009

May 29, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2009-05-28

Reporting Person: SHIRLEY EDWARD D (Vice Chairman-Global Beauty)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-05-28	Common Stock	M	2077	$48.1436	Acquired	65434.005	Direct
2009-05-28	Common Stock	F	1928	$51.885	Disposed	63506.005	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-05-28	Stock Option (Right to Buy)	$48.1436	M	2077	Disposed	2009-07-15	Common Stock (2077)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	49.3292	Indirect
Common Stock	50.0743	Indirect
Common Stock	98.1089	Indirect
Common Stock	22040.9534	Indirect

Footnotes

F1: Total includes grant of dividend equivalents in the form of RSUs on 5/15/2009, pursuant to Issuer's Stock and Incentive Compensation Plan.

F2: Balance as of 3/31/2009.