TORO CO — Director's Dealing 2010

Jun 18, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2010-06-17

Reporting Person: WOLFE STEPHEN P (VP, Finance & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-06-17	Common Stock	M	1292	$8.4063	Acquired	1292	Direct
2010-06-17	Common Stock	S	1292	$54.941	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-06-17	Incentive Stock Option	$8.4063	M	1292	Disposed	2010-12-05	Common Stock (1292)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	57026	Indirect
Common Stock	28441.471	Indirect
Common Stock Units	24749.969	Direct
Matching Units	12374.958	Direct
Performance Share Units	209739.88	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $55.94 to $54.9424, inclusive. The reporting person undertakes to provide to The Toro Company, any security holder of The Toro Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: Includes the following shares of common stock acquired by the reporting person since the date of his last report: 213.882 shares acquired under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP (IS&ESOP); and 73.021 shares acquired through issuer annual investment fund contributions to the IS&ESOP.

F3: Includes 186.88 Common Stock Units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers since the date of his last report.

F4: Includes 93.44 Matching Units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers since the date of his last report.

F5: Includes 1,583.678 Performance Share Units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers since the date of his last report.