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* WOLFE STEPHEN 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) VP, Finance & CFO
	3. Date of Earliest Transaction (Month/Day/Year) 12/03/2008
	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 Units								24,102.714(1)	D
Matching Units								12,051.331(2)	D
Performance Share Units								204,254.828(3)	D
Common Stock								50,790	I	By trust for reporting person
Common Stock								27,463.975(4)	I	The Toro Company Investment, Savings & ESOP

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	$28.62	12/03/2008		A		24,200		(5)	12/03/2018	Common Stock	24,200	$0	24,200	D

Explanation of Responses:

1. Includes the following Common Stock Units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers: 75.321 Common Stock Units acquired on January 11, 2008, 86.338 Common Stock Units acquired on April 11, 2008, 115.926 Common Stock Units acquired on July 11, 2008 and 111.549 Common Stock Units acquired on October 11, 2008. Also includes an account adjustment (rounding) of .2454 Common Stock Units.

2. Includes the following Matching Units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers: 37.66 Matching Units acquired on January 11, 2008, 43.168 Matching Units acquired on April 11, 2008, 57.962 Matching Units acquired on July 11, 2008 and 55.774 Matching Units acquired on October 17, 2008. Also includes an account adjustment (rounding) of 2.1223 Matching Units.

3. Includes the following Performance Share Units acquired by the reporting person under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers: 638.298 Performance Share Units acquired on January 11, 2008, 731.656 Performance Share Units acquired on April 11, 2008, 982.393 Performance Share Units acquired on July 11, 2008, and 945.303 Performance Share Units acquired on October 17, 2008. Also includes an account adjustment (rounding) of 2.0751 Performance Share Units.

4. Includes the following shares of common stock acquired by the reporting person under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP: 82.5762 shares acquired on January 11, 2008, 98.776 shares acquired on April 11, 2008, 131.762 shares acquired on July 11, 2008 and 127.834 shares acquired on October 17, 2008. Also includes 68.091 shares of common stock acquired by the reporting person through issuer matching contributions to The Toro Company Investment, Savings & ESOP.

5. The option vests in three equal annual installments commencing on the first anniversary of the date of grant.

	Stacy L. Bogart, Atty-In-Fact	12/05/2008
	** 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).
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