PROCTER & GAMBLE Co — Director's Dealing 2010

Sep 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2010-09-14

Reporting Person: Steele Robert Allan (Vice Chair-Global H and WB)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-09-14	Common Stock	F	3220	$60.645	Disposed	107052.974	Direct
2010-09-15	Common Stock	A	7511	—	Acquired	114563.974	Direct
2010-09-15	Common Stock	F	461	$60.97	Disposed	114102.974	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-09-15	Stock Option (Right to Buy)	$61.11	A	19485	Acquired	2020-09-15	Common Stock (19485)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17835.8204	Indirect

Footnotes

F1: Shares withheld to cover taxes upon the vesting of Restricted Stock Units (RSUs) granted on 9/14/07.

F2: RSUs awarded pursant to Issuer's 2009 Stock and Incentive Compensation Plan.

F3: RSUs withheld to cover taxes on 9/15/10 award of RSUs under the Issuer's 2009 Stock and Incentive Compensation Plan.

F4: Employee stock option granted pursuant to Issuer's 2009 Stock and Incentive Compensation Plan.