<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>7
<FILENAME>donaldson025091_ex24.txt
<DESCRIPTION>POWER OF ATTORNEY
<TEXT>
                                                                      EXHIBIT 24



                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Guillaume Bastiaen
                                       -----------------------------------------
                                       Guillaume Bastiaen


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Paul B. Burke
                                       -----------------------------------------
                                       Paul B. Burke


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Janet Dolan
                                       -----------------------------------------
                                       Janet Dolan


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Jack W. Eugster
                                       -----------------------------------------
                                       Jack W. Eugster


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ John F. Grundhofer
                                       -----------------------------------------
                                       John F. Grundhofer


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Kendrick B. Melrose
                                       -----------------------------------------
                                       Kendrick B. Melrose


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Paul David Miller
                                       -----------------------------------------
                                       Paul David Miller


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Jeff Noddle
                                       -----------------------------------------
                                       Jeff Noddle


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ S. Walter Richey
                                       -----------------------------------------
                                       S. Walter Richey


<PAGE>


                                POWER OF ATTORNEY

         The undersigned does hereby constitute and appoint William G. Van Dyke,
Norman C. Linnell, Amy C. Becker and each of them, the undersigned's
attorneys-in-fact and agents for the purpose of signing in the undersigned's
name and on the undersigned's behalf as a Director of Donaldson Company, Inc., a
report on Form 10-K for the Annual Report for Fiscal Year 2002, pursuant to
Section 13 or 15(d) of the Securities Act of 1934, of Donaldson Company, Inc.,
and any and all amendments thereto, and to deliver on the undersigned's behalf
said report so signed for filing with the Securities and Exchange Commission.



Dated: September 20, 2002



                                       /s/ Stephen W. Sanger
                                       -----------------------------------------
                                       Stephen W. Sanger

</TEXT>
</DOCUMENT>
