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Securities to be offered to employees in employee benefit plans, post-effective amendments

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SECURITIES AND EXCHANGE COMMISSION

POST-EFFECTIVE AMENDMENT NO. 1

FORM S-8

THE PROCTER & GAMBLE COMPANY

(Exact name of registrant as specified in its charter)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

On December 18, 2003, The Procter & Gamble Company (the "Company") filed a Registration Statement on Form S-8 (File No. 333-111305) registering 150,000 shares of the Company's common stock (without par value) (the "Common Stock") for issuance under The Procter & Gamble U.K. Share...


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