0001209191-16-094072.txt : 20160129 0001209191-16-094072.hdr.sgml : 20160129 20160129112622 ACCESSION NUMBER: 0001209191-16-094072 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150618 FILED AS OF DATE: 20160129 DATE AS OF CHANGE: 20160129 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JADIN RONALD L CENTRAL INDEX KEY: 0001378934 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-05684 FILM NUMBER: 161371649 MAIL ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2015-06-18 2015-07-23 0 0000277135 GRAINGER W W INC GWW 0001378934 JADIN RONALD L 100 GRAINGER PARKWAY LAKE FOREST IL 60045 0 1 0 0 Sr. VP & Chief Financial Off Common Stock 19417 D A 180-share gift was made on June 18, 2015 and reported on a voluntary basis on a Form 4 filed by the Reporting Person on July 23, 2015. The 180-share gift was reported on the Form 4 as having been made by the Reporting Person from shares owned directly by him; however, the 180-share gift was made by the Reporting Person's spouse. As a result of this error, each of the transactions reported subsequently to the gift on Table I of the Reporting Person's Forms 4 underreported the Reporting Person's direct beneficial ownership by 180 shares. This amendment is being filed solely to correct the underreporting error in the Reporting Person's direct beneficial ownership arising from the misattribution of the 180-share gift. The 180-share gift is being reported on a Form 5 concurrently with the filing of this amendment. Exhibit List: Exhibit 24 - Power of Attorney Noni Ellison Southall, as attorney-in-fact 2016-01-29 EX-24 2 attachment1.htm EX-24 DOCUMENT

EXHIBIT 24

POWER OF ATTORNEY


Know all by these presents, that the undersigned hereby constitutes and appoints
each of John L. Howard, Hugo Dubovoy, Jr. and Noni Ellison Southall, 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 relating
to equity securities of W.W. Grainger, Inc. (the "Company") in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder
and Rule 144 under the Securities Act of 1933;

(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete any such Form 3, 4, 5, or 144 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 of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by the 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 requisite, necessary
or proper 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 that the attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934 or Rule 144 under the
Securities Act of 1933.

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 the 4th day of December, 2015.


/s/Ronald L. Jadin
Ronald L. Jadin