Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Williams Susan Slavik	2. Date of Event Requiring Statement (MM/DD/YYYY) 4/29/2020	3. Issuer Name and Ticker or Trading Symbol W.W. GRAINGER, INC. [GWW]
(Last)        (First)        (Middle) 100 GRAINGER PARKWAY	4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                          _____ 10% Owner _____ Officer (give title below)        _____ Other (specify below)
(Street) LAKE FOREST, IL 60045       (City)              (State)              (Zip)	5. If Amendment, Date Original Filed(MM/DD/YYYY)	6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	8342	D
Common Stock	350314	I	By Trust (1)
Common Stock	48939	I	By Trust (1)
Common Stock	1554	I	By Trust (2)
Common Stock	704359	I	By Trust (3)
Common Stock	1635760	I	By Corporation (4)
Common Stock	2763534	I	By LLC (5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
(1)	Shares held by trusts for which Ms. Slavik Williams serves as trustee and is the sole beneficiary.
(2)	Shares held by trust for which Ms. Slavik Williams serves as trustee and she and her immediate family are beneficiaries. She disclaims beneficial ownership of such shares except to the extent of her actual pecuniary interest in such shares.
(3)	Shares held by trust for which Ms. Slavik Williams' husband serves as trustee and her immediate family are beneficiaries. She disclaims beneficial ownership of such shares.
(4)	Shares held by corporation of which Ms. Slavik Williams is a director. Ms. Williams disclaims beneficial ownership of such shares except to the extent of her actual pecuniary interest therein.
(5)	Shares held by limited liability company of which Ms. Slavik Williams is the sole manager. Ms. Williams disclaims beneficial ownership of such shares except to the extent of her actual pecuniary interest therein.

Remarks: Exhibits: Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Williams Susan Slavik 100 GRAINGER PARKWAY LAKE FOREST, IL 60045	X

Signatures
Hugo Dubovoy, Jr., as attorney-in-fact		4/29/2020
**Signature of Reporting Person		Date