PROCTER & GAMBLE Co — Director's Dealing 2004

Jul 9, 2004

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PROCTER & GAMBLE CO (PG)
CIK: 0000080424
Period of Report: 2004-07-01

Reporting Person: ARNOLD SUSAN E (Vice Chair-Global Beauty Care)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	33864.0000	Direct
Common Stock	19753.1940	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Common Stock (9975.3366)		Indirect
Stock Option (right to buy)	$16.4354	2005-02-28	Common Stock (19750.0000)		Direct
Stock Option (right to buy)	$20.2962	2006-03-01	Common Stock (19308.0000)		Direct
Stock Option (right to buy)	$21.9407	2006-07-10	Common Stock (8864.0000)		Direct
Stock Option (right to buy)	$29.8768	2007-02-28	Common Stock (22650.0000)		Direct
Stock Option (right to buy)	$34.4778	2007-07-09	Common Stock (5224.0000)		Direct
Stock Option (right to buy)	$41.9732	2008-02-27	Common Stock (20766.0000)		Direct
Stock Option (right to buy)	$45.2129	2008-07-09	Common Stock (4186.0000)		Direct
Stock Option (right to buy)	$44.2656	2014-02-26	Common Stock (13012.0000)		Direct
Stock Option (right to buy)	$42.7329	2014-07-09	Common Stock (6144.0000)		Direct
Stock Option (right to buy)	$47.4759	2014-09-15	Common Stock (37062.0000)		Direct
Stock Option (right to buy)	$27.4459	2015-07-10	Common Stock (21054.0000)		Direct
Stock Option (right to buy)	$31.0118	2015-09-15	Common Stock (96752.0000)		Direct
Stock Option (right to buy)	$34.5688	2016-09-24	Common Stock (130192.0000)		Direct
Stock Option (right to buy)	$45.6625	2012-09-13	Common Stock (98550.0000)		Direct
Stock Option (right to buy)	$51.4150	2014-02-27	Common Stock (90766.0000)		Direct
Stock Option (right to buy)	$51.4150	2014-02-27	Common Stock (45384.0000)		Direct

Footnotes

F1: Adjusted for 2-for-1 stock split on June 21, 2004.

F2: 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.

F3: Series A Preferred Stock allocated to officer's Retirement Plan account pursuant to Retirement Plan provisions.