EXHIBIT 23



                       CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the Forms S-8
(Registration Nos. 333-97771, 333-56027, 33-27086, 2-90488, and 33-44624) of
Donaldson Company, Inc. of our report dated August 21, 2002 relating to the
financial statements, which appears in the Annual Report to Shareholders, which
is incorporated in this Annual Report on Form 10-K. We also consent to the
incorporation by reference of our report dated August 21, 2002 relating to the
financial statement schedules, which appears in this Form 10-K.


/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Minneapolis, Minnesota
October 29, 2002