Obligation Procter & Gamble Inc. 5.55% ( US742718DF34 ) en USD

Procter & Gamble Inc.

108.728 % ▼

Etas-Unis

US742718DF34 ( en USD )

5.55% par an ( paiement semestriel )

05/03/2037

Prospectus brochure de l'obligation Procter & Gamble US742718DF34 en USD 5.55%, échéance 05/03/2037

2 000 USD

1 400 000 000 USD

742718DF3

AA- ( Haute qualité )

Aa3 ( Haute qualité )

05/03/2026 ( Dans 80 jours )

Procter & Gamble est une entreprise multinationale américaine de biens de consommation, produisant et commercialisant des produits d'hygiène personnelle, de soins ménagers et d'alimentation dans le monde entier.

L'Obligation émise par Procter & Gamble Inc. ( Etas-Unis ) , en USD, avec le code ISIN US742718DF34, paye un coupon de 5.55% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 05/03/2037

L'Obligation émise par Procter & Gamble Inc. ( Etas-Unis ) , en USD, avec le code ISIN US742718DF34, a été notée Aa3 ( Haute qualité ) par l'agence de notation Moody's.

L'Obligation émise par Procter & Gamble Inc. ( Etas-Unis ) , en USD, avec le code ISIN US742718DF34, a été notée AA- ( Haute qualité ) par l'agence de notation Standard & Poor's ( S&P ).

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424B5 1 l24948e424b5.htm FILED PURSUANT TO RULE 424(B)(5)
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Filed pursuant to Rule 424(b)(5)
Registration No. 333-113515
Prospectus supplement
(To prospectus dated May 5, 2004)
The Procter & Gamble Company
$1,400,000,000 5.550% Notes due 2037
Issue price: 99.321%
Interest payable March 5 and September 5
The notes will mature on March 5, 2037. Interest on the notes will accrue from March 5, 2007. The
first interest payment date will be September 5, 2007. We may redeem some or all of the notes at
any time at the redemption price described in this prospectus supplement.
Neither the Securities and Exchange Commission nor any state securities commission has
approved or disapproved of the notes or determined that this prospectus supplement or the
accompanying prospectus is accurate or complete. Any representation to the contrary is a criminal
offense.
The notes will not be listed on any securities exchange.
Investing in the notes involves risks. See "Risk Factors" beginning on page S-3.

Price to

Underwriting

Proceeds

Public

Discounts

to Us

Per Note

99.321%

0.875%

98.446%
Total

$1,390,494,000
$12,250,000
$1,378,244,000

We expect to deliver the notes to investors through the book-entry delivery system of The
Depository Trust Company and its participants, including Clearstream, Luxembourg and Euroclear,
on or about March 5, 2007.

Joint Bookrunners

Citigroup

Goldman, Sachs & Co.

JPMorgan

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Morgan

Stanley

Joint Lead Manager

Merrill Lynch

Senior Co-Managers

ABN AMRO Incorporated Deutsche Bank Securities
HSBC

Co-Managers

Fifth Third Securities, Inc.
PNC Capital Markets, Inc.
The Williams Capital Group, L.P.

February 28, 2007
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TABLE OF CONTENTS

Prospectus Supplement

Page

About This Prospectus Supplement

S-1
The Company

S-2
Risk Factors

S-3
Summary Consolidated Financial Information

S-5
Consolidated Ratio of Earnings to Fixed Charges

S-6
Capitalization

S-7
Description of the Notes

S-8
S-
United States Federal Tax Considerations

16
S-
Underwriting

22
S-
Validity of the Notes

25
S-
Available Information

25
S-
Incorporation of Documents by Reference

25

Prospectus
The Company

3
Recent Developments

4
Summary Consolidated Financial Information

5
Forward Looking Statements

10
Use of Proceeds

11
Description of Debt Securities

12
Description of Warrants

20
Plan of Distribution

24
Legal Opinions

25
Experts

26
Where You Can Find More Information

26
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ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement contains the terms of this offering of notes. This prospectus
supplement, or the information incorporated by reference in this prospectus supplement,
may add to, update or change the information in the accompanying prospectus. If
information in this prospectus supplement, or the information incorporated by reference in
this prospectus supplement, is inconsistent with the accompanying prospectus, this
prospectus supplement, or the information incorporated by reference in this prospectus
supplement, will apply and will supersede that information in the accompanying prospectus.
It is important for you to read and consider all information contained in this prospectus
supplement and the accompanying prospectus in making your investment decision. You
should also read and consider the information in the documents we have referred you to in
"Incorporation of Documents By Reference" in this prospectus supplement.
No person is authorized to give any information or to make any representations other than
those contained or incorporated by reference in this prospectus supplement or the
accompanying prospectus and, if given or made, such information or representations must
not be relied upon as having been authorized. This prospectus supplement and the
accompanying prospectus do not constitute an offer to sell or the solicitation of an offer to
buy any securities other than the securities described in this prospectus supplement or an
offer to sell or the solicitation of an offer to buy such securities in any circumstances in
which such offer or solicitation is unlawful. Neither the delivery of this prospectus
supplement or the accompanying prospectus, nor any sale made hereunder or thereunder
shall, under any circumstances, create any implication that there has been no change in our
affairs since the date of this prospectus supplement or the accompanying prospectus, or
that the information contained or incorporated by reference herein or therein is correct as of
any time subsequent to the date of such information.
The distribution of this prospectus supplement and the accompanying prospectus and the
offering of the notes in certain jurisdictions may be restricted by law. This prospectus
supplement and the accompanying prospectus do not constitute an offer, or an invitation on
our behalf or on behalf of the underwriters, to subscribe to or purchase, any of the notes,
and may not be used for or in connection with an offer or solicitation by anyone, in any
jurisdiction in which such an offer or solicitation is not authorized or where further action for
that purpose is required or to any person to whom it is unlawful to make such an offer or
solicitation. See "Underwriting."
Unless otherwise specified, all references in this prospectus supplement to: (a) "Procter &
Gamble," "the Company," "we," "us," and "our" are to The Procter & Gamble Company and
its subsidiaries; (b) "fiscal" followed by a specific year are to our fiscal year ended or ending
June 30 of that year; (c) "U.S. dollars," "dollars," "U.S. $" or "$" are to the currency of the
United States of America; and (d) "euros" or "" are to the single currency introduced in
January 1999 pursuant to the Treaty establishing the European Community, as amended.
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THE COMPANY
The Procter & Gamble Company was incorporated in Ohio in 1905, having been built from a
business founded in 1837 by William Procter and James Gamble. Today, we manufacture and
market a broad range of consumer products in many countries throughout the world. Our principal
executive offices are located at One Procter & Gamble Plaza, Cincinnati, Ohio 45202, and our
telephone number is (513) 983-1100.
In the United States, as of June 30, 2006, we owned and operated 39 manufacturing facilities.
These facilities were located in 23 different states. In addition, we owned and operated 107
manufacturing facilities in 42 other countries. Many of the domestic and international facilities
produced products for multiple business segments.
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RISK FACTORS
We discuss our expectations regarding future performance, events and outcomes, such as our
business outlook and objectives in this document, as well as in our annual report and quarterly
reports, press releases and other written and oral communications. All statements, except for
historical and present factual information, are "forward-looking statements" and are based on
financial data and business plans available only as of the time the statements are made, which may
become out of date or incomplete. We assume no obligation to update any forward-looking
statements as a result of new information, future events, or other factors. Forward-looking
statements are inherently uncertain, and investors must recognize that events could significantly
differ from our expectations.
The following discussion of "risk factors" identifies the most significant factors that may adversely
affect our business, operations, financial position or future financial performance. This information
should be read in conjunction with Management's Discussion and Analysis and the consolidated
financial statements and related notes included in our annual report and quarterly reports which are
incorporated by reference into this document. The following discussion of risks is not all inclusive
but is designed to highlight what we believe are important factors to consider when evaluating our
expectations. These factors could cause our future results to differ from those in the forward-looking
statements and from historical trends.
A material change in the demand for our products could have a significant impact on our
business.
We are a consumer products company and rely on continued global demand for our brands and
products. To achieve business goals, we must develop and sell products that appeal to consumers
and retail trade customers. This is dependent on a number of factors including our ability to manage
and maintain key customer relationships and our ability to develop effective sales, advertising and
marketing programs in an increasingly fragmented media environment. In addition, our continued
success is dependent on leading-edge innovation, with respect to both products and operations.
This means we must be able to obtain patents that lead to the development of products that appeal
to our consumers across the world.
The ability to achieve our business objectives is dependent on how well we can respond to
our local and global competitors.
Across all of our categories, we compete against a wide variety of global and local competitors. As
a result, there are ongoing competitive product and pricing pressures in the environments in which
we operate, as well as challenges in maintaining profit margins. To address these challenges, we
must be able to successfully respond to competitive factors, including pricing, promotional
incentives and trade terms, as well as technological advances and patents granted to competition.
Our ability to successfully integrate key acquisitions, primarily Gillette, could impact our
business results.

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Since our goals include a growth component tied to acquisitions, we must be able to successfully
manage and integrate key acquisitions, such as the acquisition of The Gillette Company.
Specifically, we must be able to integrate acquisitions without any significant disruption to our ability
to manage and execute business plans on our base businesses. In addition, our financial results
could be adversely impacted if we are not able to deliver the expected cost and growth synergies
associated with our acquisitions.
Our businesses face cost pressures which could affect our business results.
Our costs are subject to fluctuations, particularly due to changes in commodity prices, raw
materials, cost of labor, foreign exchange and interest rates. Our costs in 2006 were impacted by
higher
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commodity costs and this trend is likely to continue in 2007. Therefore, our success is dependent, in
part, on our continued ability to manage these fluctuations through pricing actions, cost savings
projects (including outsourcing projects), sourcing decisions and certain hedging transactions. In the
manufacturing and general overhead areas, we need to maintain key manufacturing and supply
arrangements, including sole supplier and sole manufacturing plant arrangements.
We face risks associated with significant international operations.
We conduct business across the globe with a significant portion of our sales outside the
United States. Economic changes, terrorist activity and political unrest may result in business
interruption, inflation, deflation or decreased demand for our products. Our success will depend in
part on our ability to manage continued global political and/or economic uncertainty, especially in
our significant geographical markets, as well as any political or economic disruption due to terrorist
and other hostile activities.
Our business is subject to regulation in the U.S. and abroad.
Changes in laws, regulations and the related interpretations may alter the environment in which we
do business. This includes changes in environmental, competitive and product-related laws, as well
as changes in accounting standards and taxation requirements. Accordingly, our ability to manage
regulatory, tax and legal matters (including product liability, patent, and intellectual property matters
as well as those related to the integration of Gillette and its subsidiaries) and to resolve pending
matters within current estimates may impact our results.
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Document Outline

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