TORO CO — Director's Dealing 2011

Feb 24, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TORO CO (TTC)
CIK: 0000737758
Period of Report: 2011-02-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-22	Common Stock	M	4202	$24.16	Acquired	4202	Direct
2011-02-22	Common Stock	S	4202	$60.501	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-22	Non-Qualified Stock Option	$24.16	M	4202	Disposed	2013-12-04	Common Stock (4202)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	63042	Indirect
Common Stock	28725.374	Indirect
Common Stock Units	24996.502	Direct
Matching Units	12498.225	Direct
Performance Share Units	211829.081	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 $60.398 to $60.69, 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 92.147 shares of common stock acquired by the reporting person under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP since the date of his last report.

F3: Includes 80.480 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 40.240 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 682.015 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.