X0202 4 2006-01-19 0000737758 TORO CO TTC 0001167141 MELROSE KENDRICK B 8111 LYNDALE AVENUE SOUTH BLOOMINGTON MN 55420-1196 1 1 0 0 Chairman of the Board Common Stock 2006-01-19 4 F 0 348740 44.83 D 843121 D Common Stock 1832 I By grandchildren Common Stock 38115.9007 I The Toro Company Investment, Savings & ESOP On January 23, 2006, Toro distributed to Mr. Melrose 845,431 shares of Common Stock previously held as Common Stock units for his benefit under The Toro Company Deferred Compensation Plan for Officers. Toro also withheld from distribution 348,740 shares to pay income and related taxes required by law. The Common Stock units represented compensatin earned, but deferred, by Mr. Melrose under The Toro Company Performance Share Plan and The Toro Company Annual Management Incentive Plan II from 1999 through 2005. The distribution was made pursuant to Mr. Melrose's prior deferral election to take a lump sum distribution following his December 31, 2005 retirement as an employee of Toro. Under the terms of the plan, such a distribution is to be on or about January 15 following termination, and in Mr. Melrose's case, was ordered on January 19, 2006. N. Jeanne Ryan, Atty-In-Fact 2006-01-23