PROCTER & GAMBLE Co — Director's Dealing 2009

Feb 11, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2009-02-10

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-02-10	Common Stock	S	20000	$51.108	Disposed	824232.474	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1476.331	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 $51.10 to $51.185. Full information regarding the number of shares sold at each separate price available upon request.

F3: Includes 309 shares inadvertently withheld on 12/17/08 for city tax already paid.

F4: Holdings as of 12/31/08.

F5: By A. G. Lafley Irrevocable Trust II U/A dated March 8, 1999 for benefit of reporting person's children.