PROCTER & GAMBLE Co — Director's Dealing 2003

Jun 3, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2003-05-30

Reporting Person: KETCHUM MARK D (Pres.Global Baby & Family Care)

Footnotes

F1: Between 10/1/02 and 3/31/03, reporting person acquired 145.7143 shares of Common Stock under Issuer's Profit Sharing Trust and Employee Stock Ownership Plan.

F2: Higher of $13.75 or market price of Common Stock.

F3: 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.

F4: 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.

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.