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

Nov 21, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRAINGER W W INC (GWW)
CIK: 0000277135
Period of Report: 2006-11-20

Reporting Person: GRAINGER DAVID W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-11-20	Common Stock	S	350	$73.01	Disposed	724370	Indirect
2006-11-20	Common Stock	S	100	$73.02	Disposed	724270	Indirect
2006-11-20	Common Stock	S	300	$73.03	Disposed	723970	Indirect
2006-11-20	Common Stock	S	150	$73.05	Disposed	723820	Indirect
2006-11-20	Common Stock	S	250	$73.06	Disposed	723570	Indirect
2006-11-20	Common Stock	S	250	$73.07	Disposed	723320	Indirect
2006-11-20	Common Stock	S	150	$73.08	Disposed	723170	Indirect
2006-11-20	Common Stock	S	150	$73.09	Disposed	723020	Indirect
2006-11-20	Common Stock	S	350	$73.1	Disposed	722670	Indirect
2006-11-20	Common Stock	S	350	$73.11	Disposed	722320	Indirect
2006-11-20	Common Stock	S	50	$73.12	Disposed	722270	Indirect
2006-11-20	Common Stock	S	100	$73.13	Disposed	722170	Indirect
2006-11-20	Common Stock	S	50	$73.14	Disposed	722120	Indirect
2006-11-20	Common Stock	S	150	$73.15	Disposed	721970	Indirect
2006-11-20	Common Stock	S	250	$73.16	Disposed	721720	Indirect
2006-11-20	Common Stock	S	1359	$73.17	Disposed	720361	Indirect
2006-11-20	Common Stock	S	2200	$73.18	Disposed	718161	Indirect
2006-11-20	Common Stock	S	1100	$73.19	Disposed	717061	Indirect
2006-11-20	Common Stock	S	950	$73.20	Disposed	716111	Indirect
2006-11-20	Common Stock	S	1000	$73.21	Disposed	715111	Indirect
2006-11-20	Common Stock	S	250	$73.22	Disposed	714861	Indirect
2006-11-20	Common Stock	S	400	$73.23	Disposed	714461	Indirect
2006-11-20	Common Stock	S	2500	$73.24	Disposed	711961	Indirect
2006-11-20	Common Stock	S	450	$73.25	Disposed	711511	Indirect
2006-11-20	Common Stock	S	650	$73.26	Disposed	710861	Indirect
2006-11-20	Common Stock	S	800	$73.27	Disposed	710061	Indirect
2006-11-20	Common Stock	S	200	$73.28	Disposed	709861	Indirect
2006-11-20	Common Stock	S	300	$73.29	Disposed	709561	Indirect
2006-11-20	Common Stock	S	100	$73.33	Disposed	709461	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.