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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):		August 24, 2006

The Toro Company
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	1-8649	41-0580470
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
8111 Lyndale Avenue South, Bloomington, Minnesota		55420
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code:		952-888-8801

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 2.02 Results of Operations and Financial Condition.

On August 24, 2006, The Toro Company announced its earnings for the three and nine months ended August 4, 2006. Attached to this Current Report on Form 8-K as Exhibit 99 is a copy of The Toro Company’s press release in connection with the announcement. The information in this report is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference by any general statements by The Toro Company incorporating by reference this report or future filings into any filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent The Toro Company specifically incorporates the information by reference.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		The Toro Company
August 24, 2006		By:		Stephen P. Wolfe
				Name: Stephen P. Wolfe
				Title: Vice President Finance and Chief Financial Officer

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Exhibit Index

Exhibit No.		Description
99		Other - Registrant's Press Release dated August 24, 2006 (furnished herewith).

The Toro Company
8111 Lyndale Ave South
Bloomington, MN 55420

Investor Relations
John Wright , Director, Investor Relations
(952) 887-8865

Media Relations
Connie Kotke
Manager, Corporate Communications
(952) 887-8984, pr@toro.com
www.thetorocompany.com

TORO REPORTS RECORD THIRD QUARTER SALES AND EARNINGS
Net Earnings Per Diluted Share Up 23%

BLOOMINGTON, Minn. (August 24, 2006) – The Toro Company (NYSE: TTC) today reported record fiscal third quarter net earnings of $40.3 million, or $0.91 per diluted share, on record net sales of $477.9 million for the quarter ended August 4, 2006. In the comparable fiscal 2005 period, the company reported net earnings of $34.4 million, or $0.74 per diluted share, on net sales of $466.9 million.

For the nine months ended August 4, 2006, Toro reported record net earnings of $124.7 million or $2.78 per diluted share, on record net sales of $1,506.5 million. In the comparable fiscal 2005 period, the company reported net earnings of $107.5 million, or $2.29 per diluted share, on net sales of $1,442.3 million.

Michael J. Hoffman, The Toro Company’s chairman and chief executive officer, said Toro is on track for another record year as growth in worldwide professional segment sales and earnings continued to offset slight declines in domestic residential segment results. “We remain focused on advancing our market leadership positions with innovative products and strengthening customer relationships,” said Hoffman. “We are also realizing profitability improvement through our company-wide lean initiatives, thereby enabling us to deliver strong, consistent financial results. Despite challenging market conditions, we expect to meet our fiscal 2006 guidance for earnings per share growth.”

SEGMENT RESULTS
Segment data are provided in the table following the “Condensed Consolidated Statements of Earnings.”

Professional

•

Professional segment sales for the fiscal 2006 third quarter increased 5.7 percent to $319.7 million. The company continues to benefit from golf course investment in maintenance equipment and irrigation systems.

•

Strong growth in sales of domestic commercial equipment and irrigation products more than offset a slowdown in domestic landscape contractor equipment.

•

Professional segment earnings for the fiscal 2006 third quarter totaled $62.5 million, up 4.3 percent from $59.9 million in the fiscal 2005 third quarter.

•

For fiscal 2006 to date, professional segment earnings totaled $208.3 million on an 8.1 percent increase in net sales to $1,012.4 million compared with segment net earnings of $183.4 million on net sales of $936.8 million in the first nine months of fiscal 2005.

Residential

•

Residential segment sales for the fiscal 2006 third quarter totaled $145.3 million, down 2.2 percent compared with the fiscal 2005 third quarter.

•

The decline for the segment was primarily due to slower sales for electric products and retail irrigation products which were partially offset by increased shipments of walk power mowers and zero-turning-radius riding mowers.

•

Residential segment earnings for the fiscal 2006 third quarter totaled $8.8 million, down 13.3 percent from $10.1 million in the fiscal 2005 third quarter.

•

For fiscal 2006 to date, residential segment earnings totaled $32 million on a 1.8 percent decline in net sales to $463.8 million compared with segment net earnings of $43.5 million on net sales of $472.2 million in the first nine months of fiscal 2005.

REVIEW OF OPERATIONS
Gross margin for the fiscal 2006 third quarter was 35.6 percent compared with 35 percent for the fiscal 2005 third quarter. Gross margin in the fiscal 2006 third quarter benefited from a more favorable mix in professional products compared with the fiscal 2005 third quarter.

Fiscal 2006 third quarter selling, general and administrative (SG&A) expenses as a percentage of net sales improved to 22.7 percent from 23.2 percent in the fiscal 2005 third quarter. The improvement in SG&A was due to lower administration expenses.

Interest expense for the third quarter totaled $4.7 million compared with $4.8 million in the 2005 third quarter.

The effective tax rate in the 2006 third quarter was 32.6 percent, compared with 31.9 percent in the same period last year.

Accounts receivable at quarter end totaled $394 million, down slightly compared with the end of the fiscal 2005 third quarter.

Quarter-ending inventory totaled $255 million, up $19.9 million or 8.5 percent compared with the end of the fiscal 2005 third quarter. The increase resulted from lower than expected third quarter sales volume.

BUSINESS OUTLOOK
Commenting on the company’s outlook for the remainder of fiscal 2006, Toro chairman and chief executive officer Michael Hoffman said the company now expects sales growth for fiscal 2006 to range from 3 to 5 percent, with earnings per share growth for the full year of 15 to 17 percent.

“We have generated solid earnings growth throughout 2006 despite challenges posed by lower than expected revenues and higher commodity costs,” said Hoffman. “In the fiscal year’s final quarter, we will continue to invest in innovation initiatives for future growth while driving improvements in supply chain efficiencies and profitability initiatives to ensure another record year for Toro shareholders.”

The Toro Company is a leading worldwide provider of outdoor maintenance and beautification products for home, recreation and commercial landscapes.

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LIVE CONFERENCE CALL
August 24, 10:00 a.m. CDT
www.thetorocompany.com/invest

The Toro Company will conduct a conference call and webcast for investors beginning at 10:00 a.m. Central Time (CDT) on August 24, 2006. The webcast will be available at www.streetevents.com or at www.thetorocompany.com/invest. Webcast participants will need to complete a brief registration form and should allocate extra time before the webcast begins to register and, if necessary, download and install audio software.

Safe Harbor
Statements made in this news release, which are forward-looking, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties. These uncertainties include factors that affect all businesses operating in a global market as well as matters specific to Toro. Particular risks and uncertainties facing the company’s overall financial position at the present include the threat of further terrorist acts and war, which may result in contraction of the U.S. and worldwide economies; slow growth rate in global and domestic economies, resulting in rising unemployment and weakened consumer confidence; our ability to achieve the goals for the ‘6+8’ growth and profit improvement initiative which is intended to improve our revenue growth and after-tax return on sales; the company’s ability to achieve sales and earnings per share growth in fiscal 2006; our ability to successfully integrate acquisitions and manage alliances; ability of management to manage around unplanned events; unforeseen product quality problems in the development and production of new and existing products; fluctuations in the cost and availability of raw materials, including steel and other commodities; rising cost of transportation; level of growth in the golf market; increased dependence on The Home Depot as a customer for the residential segment; reduced government spending for grounds maintenance equipment due to reduced tax revenue and tighter government budgets; increased competition; elimination of shelf space for our products at retailers; financial viability of distributors and dealers; market acceptance of existing and new products; unforeseen inventory adjustments or changes in purchasing patterns by our customers; the impact of abnormal weather patterns; and the previously disclosed pending litigation against the company and other defendants that challenges the horsepower ratings of lawnmowers, of which the company is currently unable to assess whether the litigation would have a material adverse effect on the company’s consolidated operating results or financial condition, although an adverse result might be material to operating results in a particular reporting period. In addition to the factors set forth in this paragraph, market, economic, financial, competitive, weather, production and other factors identified in Toro’s quarterly and annual reports filed with the Securities and Exchange Commission, could affect the forward-looking statements in this press release. Toro undertakes no obligation to update forward-looking statements made in this release to reflect events or circumstances after the date of this statement.

(Financial tables follow)

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THE TORO COMPANY AND SUBSIDIARIES
Condensed Consolidated Statements of Earnings (Unaudited)
(Dollars and shares in thousands, except per-share data)

Segment Data (Unaudited)
(Dollars in thousands)

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THE TORO COMPANY AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Unaudited)
(Dollars in thousands)

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THE TORO COMPANY AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows (Unaudited)
(Dollars in thousands)

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