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FOR IMMEDIATE RELEASE

  STRONG VOLUME AND OPERATING MARGIN IMPROVEMENTS DRIVE
                    EARNINGS GROWTH

     P&G Guides Earnings Higher for January – March Quarter and Fiscal Year


        CINCINNATI, Jan. 28, 2003 – The Procter & Gamble Company announced
another period of strong business growth for the quarter ended Dec. 31, 2002. This is the
fourth consecutive quarter of double-digit core earnings progress – and attainment of
long-term growth objectives.


        For the quarter ended Dec. 31, 2002, unit volume grew eight percent over the
prior year, behind double-digit growth in the health care and beauty care businesses, as
well as very strong results in the baby and family care business. Excluding acquisitions
and divestitures, unit volume increased seven percent. Reported net sales were $11.01
billion, up six percent versus year-ago, as strategic pricing investments and mix partially
offset volume growth. The net foreign exchange impacts increased sales by one percent,
reflecting the benefits of the Euro offset by Latin American devaluations.


        “This was a strong quarter where we exceeded expectations despite a very
challenging global economic and competitive environment,” said AG Lafley, chairman,
chief executive and president of P&G. “At the midpoint of our fiscal, we are well
positioned to meet our growth goals for the year. We have the right strategies and we’re
making the necessary systemic interventions to sustain long-term top- and bottom-line
growth objectives.”


        Net earnings for the quarter were $1.49 billion or $1.06 per share, up 14 percent
versus year ago. Results included a $98 million after tax ($0.07 per share) restructuring
charge related to the company’s program to streamline its operations and business
portfolio.   This restructuring program charge for the quarter included employee
separation costs of $54 million before tax and asset-related charges of $73 million before
tax. Net earnings in the year-ago quarter were $1.30 billion or $0.93 per share, including
a $146 million after tax ($0.10 per share) restructuring charge.
                                                                             - More -
Core net earnings, which excludes restructuring charges, grew ten percent to
$1.59 billion for the quarter. On a per share basis, core earnings grew ten percent to
$1.13.


Key Financial Highlights
   •     Core gross margin expanded 140 basis points; this excludes $84 million before
         tax in restructuring charges in the current quarter and $82 million before tax in the
         prior quarter. This marks another quarter of significant improvement, consistent
         with the strong results delivered over the preceding six quarters. This expansion
         primarily was driven by base business savings, which includes both systemic
         material price improvements and volume benefits. Restructuring program savings
         and improved margin mix also contributed.
   •     Core Marketing Research and Administration (MR&A) as a percent of sales
         decreased about 40 basis points behind reductions in overhead costs partially
         offset by increased marketing spending, primarily in beauty care. This excludes
         $57 million before tax in restructuring charges in the current quarter and $121
         million in the prior quarter, year-ago.
   •     Core operating income growth was robust, up 16 percent, versus the prior year.
         Core net earnings increased ten percent despite non-operating gains from the
         divestiture of Comet in the base period.
   •     The company’s free cash flow before dividends for the second quarter was $1.98
         billion, representing a $0.45 billion (+29%) increase over the same quarter year-
         ago. Free cash flow before dividends for the first half of the year was $3.71
         billion, representing a $1.20 billion (+48%) increase over the same period last
         year. This increase was driven primarily by improved earnings growth.


Business Segment Discussion:


         The following provides additional perspective on the company’s October –
December results by business segment. Double-digit earnings progress was achieved by
each business segment, despite the economic challenges in Latin America.




                                               2
•   Fabric and home care delivered strong results this quarter. Unit volume growth was
    broad-based, increasing eight percent on continued strength across most regions. Net
    sales were $3.10 billion, up five percent. Sales growth trailed volume due to pricing
    adjustments to restage the North American Cheer® brand. Also, negative mix in
    laundry was driven by a strong performance on mid-tier brands, growth in developing
    markets and larger sizes. Net earnings increased 18 percent to $514 million, driven
    by higher volumes and gross operating margin expansion from ongoing base business
    savings projects and lower material prices from systemic purchasing improvements.


•   Baby and family care quarterly volume, sales and earnings results also were very
    strong. Unit volume increased eight percent behind global strength in both baby care
    and family care, driven primarily by the Baby Stages of Development® initiative,
    Charmin® in Western Europe and Mexico and in U.S. Bounty®. Net sales were
    $2.53 billion, up seven percent.     Temporary pricing adjustments in response to
    competitive activity in both the baby and family care segments were partially offset
    by a positive one percent foreign exchange impact and positive mix behind strength
    in premium tier diapers. Earnings increased 21 percent to $276 million, reflecting
    volume growth and continued cost reductions.


•   Health care delivered excellent results this quarter with unit volume, sales and
    earnings all up double-digits. Unit volume increased 18 percent, driven by strong
    results in oral care and continued strength in pharmaceuticals. Net sales were $1.57
    billion, up 17 percent including a one percent positive foreign exchange impact
    partially offset pricing investments. Crest Whitestrips® and Actonel® both delivered
    particularly strong volume and sales growth. Health care’s net earnings increased 47
    percent to $253 million, reflecting volume growth and positive mix toward high-
    margin products, partially offset by marketing investments to fuel future growth.


•   Beauty care posted strong results with double-digit volume, sales and earnings
    growth. Unit volume was up 14 percent. Excluding the impact of acquisitions and
    divestitures, volume was up six percent behind strength in hair care, on Pantene® and
    Head & Shoulders®, and fine fragrances. Sales grew ten percent, including a positive
    one percent foreign exchange impact, reaching $3.00 billion. Sales trailed volume

                                            3
growth due to mix impacts driven by the Clairol business and the repositioning of the
    company’s hair care portfolio of brands into multiple price tiers to deliver better
    consumer value. Net earnings were $507 million, up 15 percent behind the strong
    volume growth, which also funded increased marketing investments.


•   Snacks and beverages results were mixed. Unit volume was down one percent. Sales
    grew one percent to $881 million, including a positive two percent foreign exchange
    impact, as increased merchandising investments in beverages was offset by positive
    category mix. Net earnings grew 15 percent to $110 million behind positive mix and
    a continued focus on reducing costs.


Third Quarter and Fiscal Year Estimates


        For the March quarter, volume is expected to be up six to eight percent versus
year-ago, behind continued core business strength.           The net volume impact from
acquisitions and divestitures in the quarter is expected to be a negative one percent due to
the Jif/Crisco spin merge. Sales, excluding foreign exchange, are expected to be up in the
mid single-digits versus year-ago. At current rates, foreign exchange is expected to have
a positive two percent impact on the topline. As a result of the strong topline growth,
core earnings per share is expected to grow eleven to thirteen percent, despite a difficult
base period comparison.


        For the fiscal year, sales growth is expected to be at the top end of the company’s
four to six percent target range. At current rates, foreign exchange is expected to have
about a one percent positive impact on the topline. Earnings per share are expected to be
in the twelve to thirteen percent range for the full fiscal year.


        All statements, other than statements of historical fact included in this
presentation, are forward-looking statements, as that term is defined in the Private
Securities Litigation Reform Act of 1995. In addition to the risks and uncertainties noted
in this release, there are certain factors that could cause actual results to differ materially
from those anticipated by some of the statements made.              These include:     (1) the
achievement of expected cost and tax savings associated with changes in the company's

                                               4
organization structure; (2) the ability to achieve business plans, including growing
volume profitably, despite high levels of competitive activity, especially with respect to
the product categories and geographical markets in which the company has chosen to
focus; (3) the ability to maintain key customer relationships; (4) the achievement of
growth in significant developing markets such as China, Turkey, Mexico, the Southern
Cone of Latin America, the countries of Central and Eastern Europe and the countries of
Southeast Asia; (5) the ability to successfully manage regulatory, tax and legal matters,
including resolution of pending matters within current estimates; (6) the ability to
successfully implement, achieve and sustain cost improvement plans in manufacturing
and overhead areas; (7) the ability to successfully manage currency (including currency
issues in Latin America), interest rate and certain commodity cost exposures; and (8) the
ability to manage the continued political and/or economic uncertainty in Latin America
(including Venezuela) and the Middle East, as well as any political and/or economic
uncertainty due to terrorist activities or war (including Korea).      If the company's
assumptions and estimates are incorrect or do not come to fruition, or if the company
does not achieve all of these key factors, then the company's actual results might differ
materially from the forward-looking statements made herein.


About Procter & Gamble
       P&G is celebrating 165 years of providing trusted quality brands that make every
day better for the world’s consumers.      We market nearly 300 brands          including
Pampers®, Tide®, Ariel®, Always®, Whisper®, Pantene®, Bounty®, Pringles®,
Folgers®, Charmin®, Downy®, Lenor®, Iams®, Crest®, Actonel®, Olay® and Clairol
Nice ‘n Easy® – in more than 160 countries around the world. The P&G community
consists of nearly 102,000 employees working in almost 80 countries worldwide. Please
visit www.pg.com for the latest news and in-depth information about P&G and its brands.

                                         ###

P&G Contacts:

       Media
       P&G Corporate Media Center:
             US media call:                 1-(866) PROCTER (1-866-776-2837)
             Media outside the US call:     +1-(513) 945-9087


                                            5
Investor Relations
       John P. Goodwin - (513) 983-2414


       P&G will webcast its conference call on Tuesday, January 28, 2003, at 8:30 a.m.
       to review its second quarter 2002/03 results. The call will last approximately one
       hour. You may receive the web cast by going to our web site at:
       http://www.pg.com/investors

       We suggest you check in at least ten minutes in advance of the start time to
complete the brief registration process and ensure you are set up to receive the webcast.




                                             6
THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES
                                                                                         (Amounts in Millions Except Per Share Amounts)
                                                                                              Consolidated Earnings Information

                                                                    OND QUARTER                                                                           FYTD
                                                                                     W/O Restructuring Chgs                                                            W/O Restructuring Chgs
                                            OND 02        OND 01    % CHG          OND 02        OND 01    % CHG          12/31/02       12/31/01   % CHG           12/31/02       12/31/01   % CHG
NET SALES                               $   11,005    $   10,403        6%     $   10,996    $   10,389        6%     $   21,801     $   20,169          8%     $   21,797    $   20,131         8%
 COST OF PRODUCTS SOLD                       5,490         5,339        3%          5,406         5,257        3%         10,979         10,450          5%         10,812        10,248         6%
GROSS MARGIN                                 5,515         5,064        9%          5,590         5,132        9%         10,822          9,719         11 %        10,985         9,883        11 %
 MARKETING, RESEARCH & ADMINISTRATION        3,267         3,200        2%          3,210         3,079        4%          6,395          6,093          5%          6,275         5,758         9%
OPERATING INCOME                             2,248         1,864       21 %         2,380         2,053       16 %         4,427          3,626         22 %         4,710         4,125        14 %
 TOTAL INTEREST EXPENSE                        143           150                      143           150                      287            307                        287           307
 OTHER NON-OPERATING INCOME, NET                74           200                       74           200                      177            222                        177           222
EARNINGS BEFORE INCOME TAXES                 2,179         1,914       14 %         2,311         2,103       10 %         4,317          3,541         22 %         4,600         4,040        14 %
 INCOME TAXES                                  685           615                      719           658                    1,359          1,138                      1,431         1,253


NET EARNINGS                            $    1,494    $    1,299       15 %    $    1,592    $    1,445       10 %         2,958     $    2,403         23 %    $    3,169    $    2,787        14 %


EFFECTIVE TAX RATE                           31.4 %        32.1 %                   31.1 %        31.3 %                   31.5 %         32.1 %                     31.1 %        31.0 %




PER COMMON SHARE:
 BASIC NET EARNINGS                     $     1.13    $     0.98       15 %    $     1.20    $     1.09       10 %    $      2.23    $      1.81        23 %    $     2.39    $     2.10        14 %
 DILUTED NET EARNINGS                   $     1.06    $     0.93       14 %    $     1.13    $     1.03       10 %    $      2.10    $      1.71        23 %    $     2.25    $     1.99        13 %
 DIVIDENDS                              $     0.41    $     0.38               $     0.41    $     0.38               $      0.82    $      0.76                $     0.82    $     0.76
AVERAGE DILUTED SHARES OUTSTANDING          1,402.6       1,401.5                  1,402.6       1,401.5                  1,404.9        1,401.0                    1,404.9       1,401.0




                                                                    Basis Pt                               Basis Pt                                 Basis Pt                                Basis Pt
                                                                     Chg                                    Chg                                      Chg                                     Chg
COMPARISONS AS A % OF NET SALES
 COST OF PRODUCTS SOLD                       49.9 %        51.3 %                   49.2 %        50.6 %                   50.4 %         51.8 %                     49.6 %        50.9 %
 GROSS MARGIN                                50.1 %        48.7 %       140         50.8 %        49.4 %       140         49.6 %         48.2 %        140          50.4 %        49.1 %       130
 MARKETING, RESEARCH & ADMINISTRATION        29.7 %        30.8 %      (110)        29.2 %        29.6 %       (40)        29.3 %         30.2 %         (90)        28.8 %        28.6 %         20
 OPERATING MARGIN                            20.4 %        17.9 %       250         21.6 %        19.8 %       180         20.3 %         18.0 %        230          21.6 %        20.5 %       110
 EARNINGS BEFORE INCOME TAXES                19.8 %        18.4 %                   21.0 %        20.2 %                   19.8 %         17.6 %                     21.1 %        20.1 %
 NET EARNINGS                                13.6 %        12.5 %                   14.5 %        13.9 %                   13.6 %         11.9 %                     14.5 %        13.8 %
THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES
                                               (Amounts in Millions Except Per Share Amounts)
                                                    Consolidated Earnings Information


                                                                                     Three Months Ended December 31
                                                                                 % Change       Earnings  % Change                            % Change
                                                                                   Versus         Before     Versus                   Net       Versus
                                                                 Net Sales       Year Ago   Income Taxes   Year Ago              Earnings     Year Ago

FABRIC & HOME CARE                                         $       3,102                5% $             768             16% $      514            18%
BABY AND FAMILY CARE                                               2,526                7%               443             16%        276            21%
BEAUTY CARE                                                        2,997               10%               731             19%        507            15%
HEALTH CARE                                                        1,567               17%               374             42%        253            47%
SNACKS AND BEVERAGES                                                 881                1%               168             17%        110            15%
  TOTAL BUSINESS SEGMENT                                          11,073                8%             2,484             20%      1,660            21%
CORPORATE (excluding restructuring costs)                            (77)               n/a             (173)             n/a       (68)            n/a
  TOTAL COMPANY - CORE                                            10,996                6%             2,311             10%      1,592            10%
RESTRUCTURING COSTS                                                    9                n/a             (132)             n/a       (98)            n/a
  TOTAL COMPANY - REPORTED                                 $      11,005                6% $           2,179             14% $    1,494            15%


                                                                                       Six Months Ended December 31
                                                                                 % Change        Earnings   % Change                          % Change
                                                                                   Versus          Before     Versus                  Net       Versus
                                                                 Net Sales       Year Ago    Income Taxes   Year Ago             Earnings     Year Ago

FABRIC & HOME CARE                                         $       6,234                7% $           1,577             19% $    1,061            20%
BABY AND FAMILY CARE                                               4,952                6%               843             13%        517            15%
BEAUTY CARE                                                        6,120               18%             1,535             22%      1,055            19%
HEALTH CARE                                                        2,977               18%               649             37%        449            44%
SNACKS AND BEVERAGES                                               1,703                2%               290             13%        201            18%
  TOTAL BUSINESS SEGMENT                                          21,986               11%             4,894             21%      3,283            21%
CORPORATE (excluding restructuring costs)                           (189)               n/a             (294)             n/a      (114)            n/a
  TOTAL COMPANY - CORE                                            21,797                8%             4,600             14%      3,169            14%
RESTRUCTURING COSTS                                                    4                n/a             (283)             n/a      (211)            n/a
  TOTAL COMPANY - REPORTED                                 $      21,801                8% $           4,317             22% $    2,958            23%


                                         THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES
                                           OCTOBER-DECEMBER NET SALES INFORMATION
                                                   (Percent Change vs. Year Ago) **

                                                      Volume
                                                   With         Without
                                            Acquisitions/   Acquisitions/                                                          Total    Total Impact
                                             Divestitures    Divestitures               FX               Price       Mix/Other    Impact          Ex-FX
FABRIC AND HOME CARE                                  8%              7%                0%                -2%             -1%        5%              5%
BABY AND FAMILY CARE                                  8%              8%                1%                -4%              2%        7%              6%
BEAUTY CARE                                         14%               6%                1%                -2%             -3%       10%              9%
HEALTH CARE                                         18%             19%                 1%                -2%              0%       17%             16%
SNACKS AND BEVERAGES                                 -1%             -1%                2%                -2%              2%        1%             -1%
 TOTAL COMPANY (CORE)                                 8%              7%                1%                -2%             -1%        6%              5%


** These sales percentage changes are approximations based on quantitative formulas that are consistently applied.
THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES
                                    (Amounts in Millions)
                             Consolidated Cash Flows Information

                                                           Six Months Ended December 31
                                                                   2002                 2001
OPERATING ACTIVITIES
  NET EARNINGS                                        $          2,958         $      2,403
  DEPRECIATION AND AMORTIZATION                                    844                  784
  DEFERRED INCOME TAXES                                            166                  115
  CHANGES IN:
    ACCOUNTS RECEIVABLE                                           (117)                (397)
    INVENTORIES                                                    (89)                (139)
    ACCOUNTS PAYABLE, ACCRUED AND OTHER LIABILITIES                 73                  876
    OTHER OPERATING ASSETS & LIABILITIES                           151                 (542)
  OTHER                                                            340                   77

TOTAL OPERATING ACTIVITIES                                       4,326                3,177

CAPITAL EXPENDITURES                                              (616)                (668)

FREE CASH FLOW BEFORE DIVIDENDS                       $          3,710         $      2,509



                    THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES
                                    (Amounts in Millions)
                            Consolidated Balance Sheet Information

                                                      December 31, 2002        June 30, 2002

CASH AND CASH EQUIVALENTS                             $          5,106         $      3,427
INVESTMENTS SECURITIES                                             218                  196
ACCOUNTS RECEIVABLE                                              3,240                3,090
TOTAL INVENTORIES                                                3,610                3,456
OTHER                                                            2,017                1,997
TOTAL CURRENT ASSETS                                            14,191               12,166

NET PROPERTY, PLANT AND EQUIPMENT                               13,125               13,349
NET GOODWILL AND OTHER INTANGIBLE ASSETS                        13,446               13,430
OTHER NON-CURRENT ASSETS                                         1,680                1,831

TOTAL ASSETS                                          $         42,442         $     40,776


ACCOUNTS PAYABLE                                      $          2,021         $      2,205
ACCRUED AND OTHER LIABILITIES                                    5,352                5,330
TAXES PAYABLE                                                    1,839                1,438
DEBT DUE WITHIN ONE YEAR                                         3,491                3,731
TOTAL CURRENT LIABILITIES                                       12,703               12,704
LONG-TERM DEBT                                                  11,534               11,201
OTHER                                                            3,369                3,165
TOTAL LIABILITIES                                               27,606               27,070

TOTAL SHAREHOLDERS' EQUITY                                       14,836              13,706
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY              $         42,442         $     40,776

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Strong Volume and Operating Margin Improvements Drive Earnings Growth

  • 1. FOR IMMEDIATE RELEASE STRONG VOLUME AND OPERATING MARGIN IMPROVEMENTS DRIVE EARNINGS GROWTH P&G Guides Earnings Higher for January – March Quarter and Fiscal Year CINCINNATI, Jan. 28, 2003 – The Procter & Gamble Company announced another period of strong business growth for the quarter ended Dec. 31, 2002. This is the fourth consecutive quarter of double-digit core earnings progress – and attainment of long-term growth objectives. For the quarter ended Dec. 31, 2002, unit volume grew eight percent over the prior year, behind double-digit growth in the health care and beauty care businesses, as well as very strong results in the baby and family care business. Excluding acquisitions and divestitures, unit volume increased seven percent. Reported net sales were $11.01 billion, up six percent versus year-ago, as strategic pricing investments and mix partially offset volume growth. The net foreign exchange impacts increased sales by one percent, reflecting the benefits of the Euro offset by Latin American devaluations. “This was a strong quarter where we exceeded expectations despite a very challenging global economic and competitive environment,” said AG Lafley, chairman, chief executive and president of P&G. “At the midpoint of our fiscal, we are well positioned to meet our growth goals for the year. We have the right strategies and we’re making the necessary systemic interventions to sustain long-term top- and bottom-line growth objectives.” Net earnings for the quarter were $1.49 billion or $1.06 per share, up 14 percent versus year ago. Results included a $98 million after tax ($0.07 per share) restructuring charge related to the company’s program to streamline its operations and business portfolio. This restructuring program charge for the quarter included employee separation costs of $54 million before tax and asset-related charges of $73 million before tax. Net earnings in the year-ago quarter were $1.30 billion or $0.93 per share, including a $146 million after tax ($0.10 per share) restructuring charge. - More -
  • 2. Core net earnings, which excludes restructuring charges, grew ten percent to $1.59 billion for the quarter. On a per share basis, core earnings grew ten percent to $1.13. Key Financial Highlights • Core gross margin expanded 140 basis points; this excludes $84 million before tax in restructuring charges in the current quarter and $82 million before tax in the prior quarter. This marks another quarter of significant improvement, consistent with the strong results delivered over the preceding six quarters. This expansion primarily was driven by base business savings, which includes both systemic material price improvements and volume benefits. Restructuring program savings and improved margin mix also contributed. • Core Marketing Research and Administration (MR&A) as a percent of sales decreased about 40 basis points behind reductions in overhead costs partially offset by increased marketing spending, primarily in beauty care. This excludes $57 million before tax in restructuring charges in the current quarter and $121 million in the prior quarter, year-ago. • Core operating income growth was robust, up 16 percent, versus the prior year. Core net earnings increased ten percent despite non-operating gains from the divestiture of Comet in the base period. • The company’s free cash flow before dividends for the second quarter was $1.98 billion, representing a $0.45 billion (+29%) increase over the same quarter year- ago. Free cash flow before dividends for the first half of the year was $3.71 billion, representing a $1.20 billion (+48%) increase over the same period last year. This increase was driven primarily by improved earnings growth. Business Segment Discussion: The following provides additional perspective on the company’s October – December results by business segment. Double-digit earnings progress was achieved by each business segment, despite the economic challenges in Latin America. 2
  • 3. Fabric and home care delivered strong results this quarter. Unit volume growth was broad-based, increasing eight percent on continued strength across most regions. Net sales were $3.10 billion, up five percent. Sales growth trailed volume due to pricing adjustments to restage the North American Cheer® brand. Also, negative mix in laundry was driven by a strong performance on mid-tier brands, growth in developing markets and larger sizes. Net earnings increased 18 percent to $514 million, driven by higher volumes and gross operating margin expansion from ongoing base business savings projects and lower material prices from systemic purchasing improvements. • Baby and family care quarterly volume, sales and earnings results also were very strong. Unit volume increased eight percent behind global strength in both baby care and family care, driven primarily by the Baby Stages of Development® initiative, Charmin® in Western Europe and Mexico and in U.S. Bounty®. Net sales were $2.53 billion, up seven percent. Temporary pricing adjustments in response to competitive activity in both the baby and family care segments were partially offset by a positive one percent foreign exchange impact and positive mix behind strength in premium tier diapers. Earnings increased 21 percent to $276 million, reflecting volume growth and continued cost reductions. • Health care delivered excellent results this quarter with unit volume, sales and earnings all up double-digits. Unit volume increased 18 percent, driven by strong results in oral care and continued strength in pharmaceuticals. Net sales were $1.57 billion, up 17 percent including a one percent positive foreign exchange impact partially offset pricing investments. Crest Whitestrips® and Actonel® both delivered particularly strong volume and sales growth. Health care’s net earnings increased 47 percent to $253 million, reflecting volume growth and positive mix toward high- margin products, partially offset by marketing investments to fuel future growth. • Beauty care posted strong results with double-digit volume, sales and earnings growth. Unit volume was up 14 percent. Excluding the impact of acquisitions and divestitures, volume was up six percent behind strength in hair care, on Pantene® and Head & Shoulders®, and fine fragrances. Sales grew ten percent, including a positive one percent foreign exchange impact, reaching $3.00 billion. Sales trailed volume 3
  • 4. growth due to mix impacts driven by the Clairol business and the repositioning of the company’s hair care portfolio of brands into multiple price tiers to deliver better consumer value. Net earnings were $507 million, up 15 percent behind the strong volume growth, which also funded increased marketing investments. • Snacks and beverages results were mixed. Unit volume was down one percent. Sales grew one percent to $881 million, including a positive two percent foreign exchange impact, as increased merchandising investments in beverages was offset by positive category mix. Net earnings grew 15 percent to $110 million behind positive mix and a continued focus on reducing costs. Third Quarter and Fiscal Year Estimates For the March quarter, volume is expected to be up six to eight percent versus year-ago, behind continued core business strength. The net volume impact from acquisitions and divestitures in the quarter is expected to be a negative one percent due to the Jif/Crisco spin merge. Sales, excluding foreign exchange, are expected to be up in the mid single-digits versus year-ago. At current rates, foreign exchange is expected to have a positive two percent impact on the topline. As a result of the strong topline growth, core earnings per share is expected to grow eleven to thirteen percent, despite a difficult base period comparison. For the fiscal year, sales growth is expected to be at the top end of the company’s four to six percent target range. At current rates, foreign exchange is expected to have about a one percent positive impact on the topline. Earnings per share are expected to be in the twelve to thirteen percent range for the full fiscal year. All statements, other than statements of historical fact included in this presentation, are forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. In addition to the risks and uncertainties noted in this release, there are certain factors that could cause actual results to differ materially from those anticipated by some of the statements made. These include: (1) the achievement of expected cost and tax savings associated with changes in the company's 4
  • 5. organization structure; (2) the ability to achieve business plans, including growing volume profitably, despite high levels of competitive activity, especially with respect to the product categories and geographical markets in which the company has chosen to focus; (3) the ability to maintain key customer relationships; (4) the achievement of growth in significant developing markets such as China, Turkey, Mexico, the Southern Cone of Latin America, the countries of Central and Eastern Europe and the countries of Southeast Asia; (5) the ability to successfully manage regulatory, tax and legal matters, including resolution of pending matters within current estimates; (6) the ability to successfully implement, achieve and sustain cost improvement plans in manufacturing and overhead areas; (7) the ability to successfully manage currency (including currency issues in Latin America), interest rate and certain commodity cost exposures; and (8) the ability to manage the continued political and/or economic uncertainty in Latin America (including Venezuela) and the Middle East, as well as any political and/or economic uncertainty due to terrorist activities or war (including Korea). If the company's assumptions and estimates are incorrect or do not come to fruition, or if the company does not achieve all of these key factors, then the company's actual results might differ materially from the forward-looking statements made herein. About Procter & Gamble P&G is celebrating 165 years of providing trusted quality brands that make every day better for the world’s consumers. We market nearly 300 brands including Pampers®, Tide®, Ariel®, Always®, Whisper®, Pantene®, Bounty®, Pringles®, Folgers®, Charmin®, Downy®, Lenor®, Iams®, Crest®, Actonel®, Olay® and Clairol Nice ‘n Easy® – in more than 160 countries around the world. The P&G community consists of nearly 102,000 employees working in almost 80 countries worldwide. Please visit www.pg.com for the latest news and in-depth information about P&G and its brands. ### P&G Contacts: Media P&G Corporate Media Center: US media call: 1-(866) PROCTER (1-866-776-2837) Media outside the US call: +1-(513) 945-9087 5
  • 6. Investor Relations John P. Goodwin - (513) 983-2414 P&G will webcast its conference call on Tuesday, January 28, 2003, at 8:30 a.m. to review its second quarter 2002/03 results. The call will last approximately one hour. You may receive the web cast by going to our web site at: http://www.pg.com/investors We suggest you check in at least ten minutes in advance of the start time to complete the brief registration process and ensure you are set up to receive the webcast. 6
  • 7. THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES (Amounts in Millions Except Per Share Amounts) Consolidated Earnings Information OND QUARTER FYTD W/O Restructuring Chgs W/O Restructuring Chgs OND 02 OND 01 % CHG OND 02 OND 01 % CHG 12/31/02 12/31/01 % CHG 12/31/02 12/31/01 % CHG NET SALES $ 11,005 $ 10,403 6% $ 10,996 $ 10,389 6% $ 21,801 $ 20,169 8% $ 21,797 $ 20,131 8% COST OF PRODUCTS SOLD 5,490 5,339 3% 5,406 5,257 3% 10,979 10,450 5% 10,812 10,248 6% GROSS MARGIN 5,515 5,064 9% 5,590 5,132 9% 10,822 9,719 11 % 10,985 9,883 11 % MARKETING, RESEARCH & ADMINISTRATION 3,267 3,200 2% 3,210 3,079 4% 6,395 6,093 5% 6,275 5,758 9% OPERATING INCOME 2,248 1,864 21 % 2,380 2,053 16 % 4,427 3,626 22 % 4,710 4,125 14 % TOTAL INTEREST EXPENSE 143 150 143 150 287 307 287 307 OTHER NON-OPERATING INCOME, NET 74 200 74 200 177 222 177 222 EARNINGS BEFORE INCOME TAXES 2,179 1,914 14 % 2,311 2,103 10 % 4,317 3,541 22 % 4,600 4,040 14 % INCOME TAXES 685 615 719 658 1,359 1,138 1,431 1,253 NET EARNINGS $ 1,494 $ 1,299 15 % $ 1,592 $ 1,445 10 % 2,958 $ 2,403 23 % $ 3,169 $ 2,787 14 % EFFECTIVE TAX RATE 31.4 % 32.1 % 31.1 % 31.3 % 31.5 % 32.1 % 31.1 % 31.0 % PER COMMON SHARE: BASIC NET EARNINGS $ 1.13 $ 0.98 15 % $ 1.20 $ 1.09 10 % $ 2.23 $ 1.81 23 % $ 2.39 $ 2.10 14 % DILUTED NET EARNINGS $ 1.06 $ 0.93 14 % $ 1.13 $ 1.03 10 % $ 2.10 $ 1.71 23 % $ 2.25 $ 1.99 13 % DIVIDENDS $ 0.41 $ 0.38 $ 0.41 $ 0.38 $ 0.82 $ 0.76 $ 0.82 $ 0.76 AVERAGE DILUTED SHARES OUTSTANDING 1,402.6 1,401.5 1,402.6 1,401.5 1,404.9 1,401.0 1,404.9 1,401.0 Basis Pt Basis Pt Basis Pt Basis Pt Chg Chg Chg Chg COMPARISONS AS A % OF NET SALES COST OF PRODUCTS SOLD 49.9 % 51.3 % 49.2 % 50.6 % 50.4 % 51.8 % 49.6 % 50.9 % GROSS MARGIN 50.1 % 48.7 % 140 50.8 % 49.4 % 140 49.6 % 48.2 % 140 50.4 % 49.1 % 130 MARKETING, RESEARCH & ADMINISTRATION 29.7 % 30.8 % (110) 29.2 % 29.6 % (40) 29.3 % 30.2 % (90) 28.8 % 28.6 % 20 OPERATING MARGIN 20.4 % 17.9 % 250 21.6 % 19.8 % 180 20.3 % 18.0 % 230 21.6 % 20.5 % 110 EARNINGS BEFORE INCOME TAXES 19.8 % 18.4 % 21.0 % 20.2 % 19.8 % 17.6 % 21.1 % 20.1 % NET EARNINGS 13.6 % 12.5 % 14.5 % 13.9 % 13.6 % 11.9 % 14.5 % 13.8 %
  • 8. THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES (Amounts in Millions Except Per Share Amounts) Consolidated Earnings Information Three Months Ended December 31 % Change Earnings % Change % Change Versus Before Versus Net Versus Net Sales Year Ago Income Taxes Year Ago Earnings Year Ago FABRIC & HOME CARE $ 3,102 5% $ 768 16% $ 514 18% BABY AND FAMILY CARE 2,526 7% 443 16% 276 21% BEAUTY CARE 2,997 10% 731 19% 507 15% HEALTH CARE 1,567 17% 374 42% 253 47% SNACKS AND BEVERAGES 881 1% 168 17% 110 15% TOTAL BUSINESS SEGMENT 11,073 8% 2,484 20% 1,660 21% CORPORATE (excluding restructuring costs) (77) n/a (173) n/a (68) n/a TOTAL COMPANY - CORE 10,996 6% 2,311 10% 1,592 10% RESTRUCTURING COSTS 9 n/a (132) n/a (98) n/a TOTAL COMPANY - REPORTED $ 11,005 6% $ 2,179 14% $ 1,494 15% Six Months Ended December 31 % Change Earnings % Change % Change Versus Before Versus Net Versus Net Sales Year Ago Income Taxes Year Ago Earnings Year Ago FABRIC & HOME CARE $ 6,234 7% $ 1,577 19% $ 1,061 20% BABY AND FAMILY CARE 4,952 6% 843 13% 517 15% BEAUTY CARE 6,120 18% 1,535 22% 1,055 19% HEALTH CARE 2,977 18% 649 37% 449 44% SNACKS AND BEVERAGES 1,703 2% 290 13% 201 18% TOTAL BUSINESS SEGMENT 21,986 11% 4,894 21% 3,283 21% CORPORATE (excluding restructuring costs) (189) n/a (294) n/a (114) n/a TOTAL COMPANY - CORE 21,797 8% 4,600 14% 3,169 14% RESTRUCTURING COSTS 4 n/a (283) n/a (211) n/a TOTAL COMPANY - REPORTED $ 21,801 8% $ 4,317 22% $ 2,958 23% THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES OCTOBER-DECEMBER NET SALES INFORMATION (Percent Change vs. Year Ago) ** Volume With Without Acquisitions/ Acquisitions/ Total Total Impact Divestitures Divestitures FX Price Mix/Other Impact Ex-FX FABRIC AND HOME CARE 8% 7% 0% -2% -1% 5% 5% BABY AND FAMILY CARE 8% 8% 1% -4% 2% 7% 6% BEAUTY CARE 14% 6% 1% -2% -3% 10% 9% HEALTH CARE 18% 19% 1% -2% 0% 17% 16% SNACKS AND BEVERAGES -1% -1% 2% -2% 2% 1% -1% TOTAL COMPANY (CORE) 8% 7% 1% -2% -1% 6% 5% ** These sales percentage changes are approximations based on quantitative formulas that are consistently applied.
  • 9. THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES (Amounts in Millions) Consolidated Cash Flows Information Six Months Ended December 31 2002 2001 OPERATING ACTIVITIES NET EARNINGS $ 2,958 $ 2,403 DEPRECIATION AND AMORTIZATION 844 784 DEFERRED INCOME TAXES 166 115 CHANGES IN: ACCOUNTS RECEIVABLE (117) (397) INVENTORIES (89) (139) ACCOUNTS PAYABLE, ACCRUED AND OTHER LIABILITIES 73 876 OTHER OPERATING ASSETS & LIABILITIES 151 (542) OTHER 340 77 TOTAL OPERATING ACTIVITIES 4,326 3,177 CAPITAL EXPENDITURES (616) (668) FREE CASH FLOW BEFORE DIVIDENDS $ 3,710 $ 2,509 THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES (Amounts in Millions) Consolidated Balance Sheet Information December 31, 2002 June 30, 2002 CASH AND CASH EQUIVALENTS $ 5,106 $ 3,427 INVESTMENTS SECURITIES 218 196 ACCOUNTS RECEIVABLE 3,240 3,090 TOTAL INVENTORIES 3,610 3,456 OTHER 2,017 1,997 TOTAL CURRENT ASSETS 14,191 12,166 NET PROPERTY, PLANT AND EQUIPMENT 13,125 13,349 NET GOODWILL AND OTHER INTANGIBLE ASSETS 13,446 13,430 OTHER NON-CURRENT ASSETS 1,680 1,831 TOTAL ASSETS $ 42,442 $ 40,776 ACCOUNTS PAYABLE $ 2,021 $ 2,205 ACCRUED AND OTHER LIABILITIES 5,352 5,330 TAXES PAYABLE 1,839 1,438 DEBT DUE WITHIN ONE YEAR 3,491 3,731 TOTAL CURRENT LIABILITIES 12,703 12,704 LONG-TERM DEBT 11,534 11,201 OTHER 3,369 3,165 TOTAL LIABILITIES 27,606 27,070 TOTAL SHAREHOLDERS' EQUITY 14,836 13,706 TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 42,442 $ 40,776