0001209191-18-060507.txt : 20181203 0001209191-18-060507.hdr.sgml : 20181203 20181203120533 ACCESSION NUMBER: 0001209191-18-060507 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181201 FILED AS OF DATE: 20181203 DATE AS OF CHANGE: 20181203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carroll Kathleen S CENTRAL INDEX KEY: 0001726862 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05684 FILM NUMBER: 181213316 MAIL ADDRESS: STREET 1: ONE PIERCE PLACE STREET 2: SUITE 1500 CITY: ITASCA STATE: IL ZIP: 60143 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GRAINGER W W INC CENTRAL INDEX KEY: 0000277135 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DURABLE GOODS [5000] IRS NUMBER: 361150280 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045-5201 BUSINESS PHONE: 847-535-1000 MAIL ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-12-01 1 0000277135 GRAINGER W W INC GWW 0001726862 Carroll Kathleen S 100 GRAINGER PARKWAY LAKE FOREST IL 60045 0 1 0 0 SVP & Chief HR Officer Exhibit: Exhibit 24 - Power of Attorney Hugo Dubovoy, Jr., as attorney-in-fact 2018-12-03 EX-24 2 attachment1.htm EX-24 DOCUMENT

POWER OF ATTORNEY

Know all by these presents that, the undersigned, Kathleen S. Carroll, hereby
constitutes and appoints each of John L. Howard and Hugo Dubovoy, Jr.,
signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned Forms 3, 4, 5 and 144
(collectively, the "Section 16 Filings") relating to equity securities of
W.W. Grainger, Inc. (the "Company") in accordance with Section 16(a)
of the Securities Exchange Act of 1934, as amended, and the rules and
regulations thereunder (the "Exchange Act"), and Rule 144 under the
Securities Act of 1933, as amended, and the rules and regulations
thereunder (the "Securities Act");

(2) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete any Section 16 Filing
and timely file the same with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of the attorney-in-fact, may be necessary,
appropriate or advisable, it being understood and agreed that the documents
executed by any attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall contain such terms
and conditions as the attorney-in-fact may approve in his or her discretion.

The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever
necessary, appropriate or advisable to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes
as the attorney-in-fact might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and confirming all that
the attorney-in-fact, or his or her substitute or substitutes, shall lawfully do
or cause to be done by virtue of this Power of Attorney and the rights and
powers herein granted.

The undersigned acknowledges and agrees that no attorney-in-fact, in
serving in such capacity at the request of the undersigned, is assuming,
nor is the Company assuming, any of the undersigned's responsibilities
to comply with Section 16 of the Exchange Act or Rule 144 under the
Securities Act.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, 5, and 144 with
respect to the undersigned's holdings of and transactions in equity
securities of the Company, unless earlier revoked by the undersigned
in a signed writing delivered to the attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 23rd day of October, 2018.

/s/Kathleen S. Carroll
Kathleen S. Carroll