SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* HIMAN DENNIS P (Last) (First) (Middle) 8111 LYNDALE AVENUE SOUTH (Street) BLOOMINGTON MN 55420-1196 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol TORO CO [ TTC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Vice President & General Manag
	3. Date of Earliest Transaction (Month/Day/Year) 09/09/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/09/2004		M		400	A	$12.469	5,133	I	By Trust for reporting person
Common Stock	09/09/2004		M		1,500	A	$12.469	6,633	I	By Trust for reporting person
Common Stock	09/09/2004		M		1,166	A	$12.469	7,799	I	By Trust for reporting person
Common Stock	09/09/2004		M		2,414	A	$12.469	10,213	I	By Trust for reporting person
Common Stock	09/09/2004		M		6,086	A	$16.906	16,299	I	By Trust for reporting person
Common Stock	09/09/2004		S		10,000	D	$69	6,299	I	By Trust for reporting person
Common Stock	09/09/2004		S		400	D	$69.1	5,899	I	By Trust for reporting person
Common Stock	09/09/2004		S		1,166	D	$69.02	4,733	I	By Trust for reporting person
Common Stock								326.587(1)	I	The Toro Company Investment, Savings & ESOP
Common Stock Units								7,201.572	D
Matching Units								3,600.782	D
Performance Share Units								29,342.1	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option	$12.469	09/09/2004		M			400	11/18/1998	11/18/2008	Common Stock	400	$12.4688	9,685	D
Stock Option	$12.469	09/09/2004		M			1,500	11/18/1998	11/18/2008	Common Stock	1,500	$12.4688	8,185	D
Stock Option	$12.469	09/09/2004		M			1,166	11/18/1998	11/18/2008	Common Stock	1,166	$12.4688	7,019	D
Stock Option	$12.469	09/09/2004		M			2,414	11/18/1998	11/18/2008	Common Stock	2,414	$12.4688	4,605	D
Stock Option	$16.906	09/09/2004		M			6,086	12/02/1999	12/02/2009	Common Stock	6,086	$16.9063	5,914	D

Explanation of Responses:

1. Ongoing acquisition on account under Investment, Savings and Employee Stock Ownership Plan, exempt from Section 16(a) under Rule 16a-3(f)(1)(i)(B) and from Section 16(b) under Rule 16b-3(c).

	N. Jeanne Ryan, Atty-in-Fact	09/13/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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