UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2003
Registration number 33-52465
A. Full title of the plan:
THE GILLETTE COMPANY
GLOBAL EMPLOYEE STOCK OWNERSHIP PLAN
B. Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office:
The Gillette Company
Prudential Tower Building
Boston, MA 02199
Financial Statements of The Gillette Company
Global Employee Stock Ownership Plan
The following audited financial statements are enclosed with this report:
- Statement of Assets Available for Plan Benefits as of December 31, 2003 and December 31, 2002.
- Statement of Changes in Assets Available for Plan Benefits for the years ended December 31, 2003, 2002, and 2001.
Exhibits
23 Independent Auditors´ Consent
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee of The Gillette Company Global Employee Stock Ownership Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
- The Gillette Company
Global Employee Stock Ownership Plan
By: /s/ EDWARD E. GUILLET
Edward E. Guillet
March 30, 2004
THE GILLETTE COMPANY GLOBAL EMPLOYEE STOCK OWNERSHIP PLAN
Financial Statements
December 31, 2003, 2002, and 2001
(With Independent Auditors´ Report Thereon)
Independent Auditors’ Report
The Administrative Committee
The Gillette Company Global Employee Stock Ownership Plan:
We have audited the accompanying statements of assets available for plan benefits of The Gillette Company Global Employee Stock Ownership Plan as of December 31, 2003 and 2002 and the related statements of changes in assets available for plan benefits for each of the years in the three-year period ended December 31, 2003. These financial statements are the responsibility of the Plan´s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the assets available for plan benefits as of December 31, 2003 and 2002 and the changes in assets available for plan benefits for each of the years in the three-year period ended December 31, 2003, in conformity with accounting principles generally accepted in the United States of America.
KPMG LLP
Boston, Massachusetts
March 24, 2004
THE GILLETTE COMPANY
GLOBAL EMPLOYEE STOCK OWNERSHIP PLAN
Statements of Assets Available for Plan Benefits
December 31, 2003 and 2002
2003 2002 ------------------- ------------------- Assets: The Gillette Company common stock, at market value $ 61,547,648 45,881,659 Cash 56,700 57,528 Proceeds receivable on sales of common stock 214,155 139,046 Employees´ contributions receivable 1,074,585 890,333 Employer´s contributions receivable 269,135 229,260 ------------------- ------------------- Assets available for plan benefits $ 63,162,223 47,197,826 =================== =================== See accompanying notes to financial statements.
THE GILLETTE COMPANY
GLOBAL EMPLOYEE STOCK OWNERSHIP PLAN
Statements of Changes in Assets Available for Plan Benefits
Years ended December 31, 2003, 2002, and 2001
2003 2002 2001 ------------------ ------------------ ------------------ Additions to assets attributed to: Investment income (loss): Dividends on The Gillette Company common stock $ 874,997 781,743 723,679 Realized gain (loss) on investments sold 1,013,472 1,055,014 (974,814) Decrease (increase) in unrealized depreciation in the market value of investments 9,174,236 (5,429,832) (2,350,482) ------------------ ------------------ ------------------ 11,062,705 (3,593,075) (2,601,617) ------------------ ------------------ ------------------ Contributions: Employee 9,556,804 8,628,473 9,050,062 Employer 2,836,421 2,520,096 2,258,155 ------------------ ------------------ ------------------ 12,393,225 11,148,569 11,308,217 ------------------ ------------------ ------------------ Total additions 23,455,930 7,555,494 8,706,600 Deductions from assets attributed to: Distributions 7,486,061 7,640,267 9,139,498 Forfeitures 5,472 --- --- ------------------ ------------------ ------------------ Total deductions 7,491,533 7,640,267 9,139,498 ------------------ ------------------ ------------------ Net increase (decrease) 15,964,397 (84,773) (432,898) Assets available for plan benefits: Beginning of year 47,197,826 47,282,599 47,715,497 ------------------ ------------------ ------------------ End of year $ 63,162,223 47,197,826 47,282,599 ================== ================== ================== See accompanying notes to financial statements.
THE GILLETTE COMPANY
GLOBAL EMPLOYEE STOCK OWNERSHIP PLAN
Notes to Financial
Statements December 31, 2003, 2002, and 2001
(1) | Description of the Plan |
(a) | General |
(b) | Eligibility |
(c) | Contributions |
(d) | Investments |
(e) | Vesting |
(f) | Benefit Payments |
(g) | Plan Expenses |
(2) | Summary of Significant Accounting Policies |
(a) | Basis of Presentation |
(b) | Investments |
(c) | Cash |
(d) | Contributions Receivable |
(3) | Investment in The Gillette Company Common Stock |
2003 2002 ------------------- ------------------- ------------------- ------------------- Number of shares 1,675,699 1,511,254 ------------------- ------------------- Cost $ 62,808,666 56,316,913 Market value 61,547,648 45,881,659 ------------------- ------------------- Unrealized depreciation $ (1,261,018) (10,435,254) =================== =================== Decrease (increase) in unrealized depreciation $ 9,174,236 (5,429,832)
The realized gain (loss) on sales of The Gillette Company common stock for the years ended December 31, 2003, 2002, and 2001 was determined as follows:
2003 2002 2001 ------------------- ------------------- ------------------- Proceeds on sales of shares $ 7,551,275 7,609,447 9,324,099 Forfeitures 5,472 --- --- ------------------- ------------------- ------------------- 7,556,747 7,609,447 9,324,099 Cost 6,543,275 6,554,433 10,298,913 ------------------- ------------------- ------------------- Realized gain (loss) $ 1,013,472 1,055,014 (974,814) =================== =================== ===================
(4) | Plan Participants |
(5) | Plan Amendment and Termination |
(6) | Tax Status |