PROCTER & GAMBLE Co — Director's Dealing 2004

Aug 17, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2004-08-16

Reporting Person: CLARK R KERRY (Director, V. COB-Glb Health Baby Family)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-08-16	Common Stock	S	15232.0000	$54.7830	Disposed	82505.0000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8218.2261	Indirect
Common Stock	1394.0000	Indirect
Common Stock	1394.0000	Indirect

Footnotes

F1: By Norah J. Clark as Custodian for daughter, Alissa.

F2: By Norah J. Clark as Custodian for daughter, Heather.