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PROCTER & GAMBLE Co Director's Dealing 2003

Aug 7, 2003

29757_dirs_2003-08-07_8faf4d70-8961-494b-b63f-722dac6f9a1e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2003-08-05

Reporting Person: HARRISON R KEITH (Global Product Supply Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2003-08-05 Common Stock A 773.0000 Acquired 6501.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2002-09-30 Series A Preferred Stock $0.0000 A 106.8403 Acquired 1988-08-08 Common Stock (106.8403) Indirect
2002-12-31 Series A Preferred Stock $0.0000 A 35.4973 Acquired 1988-08-08 Common Stock (35.4973) Indirect
2003-03-31 Series A Preferred Stock $0.0000 A 36.9314 Acquired 1988-08-08 Common Stock (36.9314) Indirect
2003-06-30 Series A Preferred Stock $0.0000 A 34.8326 Acquired 1988-08-08 Common Stock (34.8326) Indirect

Footnotes

F1: Shares awarded pursuant to Issuer's 2001 Stock Plan.

F2: In addition, Mr. Harrison indirectly owns 26,635.3424 held by Retirement Plan Trustees.

F3: Higher of $13.75 or market price of Common Stock.

F4: Series A Preferred Stock allocated to officer's Retirement Plan Account pursuant to formula award provision for the period 4/1/03
through 6/30/03.

F5: Shares held by Retirement Plan Trustees. If officer terminates employment and elects distribution of shares, or, if after age 50 elects alternative investment within Plan, Preferred Stock converted/redeemed at specified conversion/exercise price.

F6: Series A Preferred Stock allocated to officer's Retirement Plan account pursuant to Retirement Plan provisions.

F7: Series A Preferred Stock allocated to officer's Retirement Plan Account pursuant to formula award provision for the period 10/1/0
2 through 12/31/02.

F8: Series A Preferred Stock allocated to offier's Retirement Plan Account pursuant to formula award provision for the period 1/1/03
through 3/31/03.

F9: Series A Preferred Stock allocated to officer's Retirement Plan Account pursuant to formula award for the period 4/1/03 through 6
/30/03.