PROCTER & GAMBLE Co — Director's Dealing 2003

Jun 12, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2002-07-01

Reporting Person: LAFLEY ALAN G (COB, President and CEO)

Footnotes

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

F2: In addition, Mr. Lafley indirectly owns the following shares: 3,079 held by Trust and 19,710.4106 held by Retirement Plan Trustees.

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

F4: Series A Preferred Stock allocated to officer's Retirement Plan Account pursuant to formula award provision for the period 7/1/02 through 9/30/02.

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 10/1/02 through 12/31/02.

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