Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
REMBOLT JAY
   2. Issuer Name and Ticker or Trading Symbol
WD 40 CO [WDFC] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Principal Accounting Officer
(Last)
(First)
(Middle)
1061 CUDAHY PLACE		 3. Date of Earliest Transaction (Month/Day/Year)
10/17/2006
(Street)

SAN DIEGO, CA 92110		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Non Qualified Stock Option $ 35.99 10/17/2006   A   5,000   10/17/2007(1) 10/17/2016 Common Stock 5,000 $ 0 42,900 (2) (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
REMBOLT JAY
1061 CUDAHY PLACE
SAN DIEGO, CA 92110		       Principal Accounting Officer  

Signatures

 Jay Rembolt   10/23/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) 1700 exercisable 10/17/07; 1650 exercisable 10/17/08; 1650 exercisable 10/17/09.
(2) Incentive Stock Option (ISO) 2400 shares exercisable 09/29/99 at $23.06 exp. 09/29/08; ISO 3000 shares exercisable 09/28/00 at $23.50 exp. 09/28/09; ISO 4000 shares exercisable 09/26/01 at $20.813 exp. 09/26/10; ISO 3500 shares exercisable 06/05/02 at $19.65 exp. 06/05/11; ISO 1504 shares exercisable 09/25/02 at $20.75 exp. 09/25/11; Non Qualified Stock Options (NQSO) 3496 shares exercisable 09/25/02 at $20.75 exp. 09/25/11; NQSO 5000 shares (1700 exercisable 09/24/03; 1650 exercisable 09/24/04; 1650 exercisable 09/24/05) at $27.56 exp. 09/24/12; NQSO 5000 shares (1700 exercisable 09/23/04; 1650 exercisable 09/23/05; 1650 exercisable 09/23/06) at $29.30 exp. 09/24/13; NQSO 5000 shares (1700 exercisable 10/19/05; 1650 exercisable 10/19/06; 1650 exercisable 10/19/07) at $27.67 exp. 10/19/14. NQSO 5000 shares (1700 exercisable 10/18/06; 1650 exercisable 10/18/07; 1650 exercisable 10/18/08) at $27.27 exp. 10/18/15.
(3) In addition to the options listed in the above footnote: NQSO 5000 shares (1700 exercisable 10/17/07, 1650 exercisable 10/17/08, 1650 exercisable 10/17/09) at $35.99.

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