W.W. GRAINGER, INC. — Director's Dealing 2006

Nov 27, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRAINGER W W INC (GWW)
CIK: 0000277135
Period of Report: 2006-11-22

Reporting Person: GRAINGER DAVID W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-11-22	Common Stock	S	91	$73.06	Disposed	645770	Indirect
2006-11-22	Common Stock	S	50	$73.10	Disposed	645720	Indirect
2006-11-22	Common Stock	S	50	$73.12	Disposed	645670	Indirect
2006-11-22	Common Stock	S	50	$73.13	Disposed	645620	Indirect
2006-11-22	Common Stock	S	50	$73.14	Disposed	645570	Indirect
2006-11-22	Common Stock	S	100	$73.15	Disposed	645470	Indirect
2006-11-22	Common Stock	S	800	$73.23	Disposed	644670	Indirect
2006-11-22	Common Stock	S	250	$73.24	Disposed	644420	Indirect
2006-11-22	Common Stock	S	600	$73.25	Disposed	643820	Indirect
2006-11-22	Common Stock	S	350	$73.26	Disposed	643470	Indirect
2006-11-22	Common Stock	S	150	$73.27	Disposed	643320	Indirect
2006-11-22	Common Stock	S	450	$73.28	Disposed	642870	Indirect
2006-11-22	Common Stock	S	650	$73.29	Disposed	642220	Indirect
2006-11-22	Common Stock	S	350	$73.30	Disposed	641870	Indirect
2006-11-22	Common Stock	S	550	$73.31	Disposed	641320	Indirect
2006-11-22	Common Stock	S	350	$73.32	Disposed	640970	Indirect
2006-11-22	Common Stock	S	600	$73.33	Disposed	640370	Indirect
2006-11-22	Common Stock	S	550	$73.34	Disposed	639820	Indirect
2006-11-22	Common Stock	S	700	$73.35	Disposed	639120	Indirect
2006-11-22	Common Stock	S	1150	$73.36	Disposed	637970	Indirect
2006-11-22	Common Stock	S	1200	$73.37	Disposed	636770	Indirect
2006-11-22	Common Stock	S	450	$73.38	Disposed	636320	Indirect
2006-11-22	Common Stock	S	1100	$73.39	Disposed	635220	Indirect
2006-11-22	Common Stock	S	1600	$73.40	Disposed	633620	Indirect
2006-11-22	Common Stock	S	1050	$73.41	Disposed	632570	Indirect
2006-11-22	Common Stock	S	950	$73.42	Disposed	631620	Indirect
2006-11-22	Common Stock	S	450	$73.43	Disposed	631170	Indirect
2006-11-22	Common Stock	S	100	$73.44	Disposed	631070	Indirect
2006-11-22	Common Stock	S	600	$73.45	Disposed	630470	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6662404	Direct

Footnotes

F1: Shares held by trust, of which Mr. Grainger is co-trustee and income beneficiary. Mr. Grainger disclaims beneficial ownership as to such shares.