PROCTER & GAMBLE Co — Director's Dealing 2009

May 22, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2009-05-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-05-22	Common Stock	S	20000	$53.1712	Disposed	1048534.939	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1490.9588	Indirect
Common Stock	715.096	Indirect
Common Stock	6158	Indirect

Footnotes

F1: This sale was made pursuant to a Sales Plan entered into on May 23, 2007, that meets the requirements of Rule 10b5-1(c) of the Securities Exchange Act of 1934.

F2: Weighted average price of the shares sold. The price range was $53.16 to $53.1808. Full information regarding the number of shares sold at each separate price available upon request.

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