UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
Form 11-K/A
|
x
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ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
[NO FEE REQUIRED] FOR THE FISCAL YEAR ENDED DECEMBER 31, 2007,
OR
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|
o
|
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED] FOR THE TRANSITION PERIOD June
30, 2007 to December 31, 2007.
|
Commission
file number 001-00434
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A.
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Full title of the plan and the address of the plan, if
different from that of the issuer named below: The Procter & Gamble
Subsidiaries Savings Plan, The Procter & Gamble Company, Two Procter
& Gamble Plaza, Cincinnati, Ohio
45202.
|
|
B.
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Name
of issuer of the securities held pursuant to the plan and the address of
its principal executive office: The Procter & Gamble Company, One
Procter & Gamble Plaza, Cincinnati, Ohio
45202.
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REQUIRED
INFORMATION
|
Item
4.
|
Plan
Financial Statements and Schedules Prepared in Accordance with the
Financial Reporting Requirements of
ERISA.
|
SIGNATURE
PURSUANT
TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE TRUSTEES (OR
OTHER PERSONS WHO ADMINISTER THE EMPLOYEE BENEFIT PLAN) HAVE DULY CAUSED THIS
ANNUAL REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED HEREUNTO DULY
AUTHORIZED.
The
Procter & Gamble
Subsidiarties Savings Plan
Date:
April 30, 2008
By: /s/ THOMAS J. MESS
Thomas
J. Mess
Secretary,
Trustees of
The
Procter & Gamble
Subsidiaries Savings Plan
|
|
The Procter & Gamble
Subsidiaries Savings Plan
Financial Statements as of and
for the Six Month Period Ended June 30, 2007 and as of
and for the Year Ended December 31, 2006, Supplemental Schedule as of
June 30, 2007, and Report of Independent Registered Public Accounting
Firm
|
THE PROCTER & GAMBLE SUBSIDIARIES
SAVINGS PLAN
TABLE OF
CONTENTS
Page
|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
1
|
| FINANCIAL STATEMENTS: | |
| Statements of Net Assets Available for Benefits as of June 30, 2007 and December 31, 2006 |
2
|
| Statements of Changes in Net Assets Available for Benefits for the Six Month Period Ended June 30, 2007 and for the Year Ended December 31, 2006 |
3
|
| Notes to Financial Statements |
4-7
|
| SUPPLEMENTAL SCHEDULE - | |
| Form 5500, Schedule H, Part IV, Line 4i — Schedule of Assets (Held at End of Year) as of June 30, 2007 |
9
|
| NOTE: All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. |
REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
To The
Procter & Gamble Master Savings Plan Committee:
We have
audited the accompanying statements of net assets available for benefits of The
Procter & Gamble Subsidiaries Savings Plan (the “Plan”) as of June 30,
2007 and December 31, 2006, and the related statements of changes in net
assets available for benefits for the six month period ended June 30, 2007 and
for the year ended December 31, 2006. 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 standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Plan is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, 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, such financial statements present fairly, in all material respects, the
net assets available for benefits of the Plan as of June 30, 2007 and
December 31, 2006, and the changes in net assets available for benefits for
the six month period ended June 30, 2007 and for the year ended December 31,
2006 in conformity with accounting principles generally accepted in the United
States of America.
Our
audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule listed in the
table of contents is presented for the purpose of additional analysis and is not
a required part of the basic financial statements, but is supplementary
information required by the Department of Labor’s Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This schedule is the responsibility of the Plan’s management. Such
schedule has been subjected to the auditing procedures applied in our audit of
the basic 2007 financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/ Deloitte & Touche LLP
Cincinnati,
Ohio
December
18, 2007
| THE PROCTER & GAMBLE SUBSIDIARIES SAVINGS PLAN | ||||||||
| STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS | ||||||||
| JUNE 30, 2007 AND DECEMBER 31, 2006 | ||||||||
|
Six-Month
|
||||||||
|
Period
Ended
|
Year
Ended
|
|||||||
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June 30,
2007
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December 31,
2006
|
|||||||
| PARTICIPANT-DIRECTED INVESTMENTS: | ||||||||
| At fair value | $ | 1,222,403,655 | $ | 233,121,247 | ||||
| NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE | $ | 1,222,403,655 | 233,121,247 | |||||
| Adjustment from fair value to contract value for fully benefit-responsive | ||||||||
| investment contracts. | 1,073,100 | 833,390 | ||||||
| NET ASSETS AVAILABLE FOR BENEFITS | $ | 1,223,476,755 | $ | 233,954,637 | ||||
| See notes to financial statements | ||||||||
|
THE PROCTER & GAMBLE
SUBSIDIARIES SAVINGS PLAN
|
||||||||
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STATEMENTS OF CHANGES IN NET
ASSETS AVAILABLE FOR BENEFITS
|
||||||||
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SIX MONTH PERIOD ENDED JUNE 30,
2007 AND
|
||||||||
|
YEAR ENDED DECEMBER 31,
2006
|
||||||||
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Six-Month
|
||||||||
|
Period
Ended
|
Year
Ended
|
|||||||
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June 30,
2007
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December 31,
2006
|
|||||||
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ADDITIONS:
|
||||||||
|
Investment
income:
|
||||||||
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Net
appreciation in fair value of investments
|
$ | 6,718,647 | $ | 20,906,833 | ||||
|
Net
appreciation in contract value of investments
|
709,322 | 1,487,197 | ||||||
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Interest
|
70,404 | 125,785 | ||||||
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Dividends
|
1,112,075 | 5,873,140 | ||||||
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Total
investment income - net
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8,610,448 | 28,392,955 | ||||||
|
Total
additions
|
8,610,448 | 28,392,955 | ||||||
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DEDUCTIONS:
|
||||||||
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Benefits
paid to participants
|
7,485,032 | 21,825,644 | ||||||
|
Administrative
expenses
|
81,445 | 170,838 | ||||||
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Total
deductions
|
7,566,477 | 21,996,482 | ||||||
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TRANSFER
IN—From the Procter & Gamble Profit Sharing
|
||||||||
|
Trust
and Employee Stock Ownership Plan
|
988,478,147 | |||||||
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NET
INCREASE IN NET ASSETS
|
989,522,118 | 6,396,473 | ||||||
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NET
ASSETS AVAILABLE FOR BENEFITS:
|
||||||||
|
Beginning
of year
|
233,954,637 | 227,558,164 | ||||||
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End
of year
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$ | 1,223,476,755 | $ | 233,954,637 | ||||
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See
notes to financial statements.
|
||||||||
THE PROCTER & GAMBLE SUBSIDIARIES
SAVINGS PLAN
NOTES TO FINANCIAL
STATEMENTS
AS OF AND FOR THE SIX MONTH
PERIOD ENDED JUNE 30, 2007 AND AS OF AND FOR THE YEAR ENDED
DECEMBER 31, 2006
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1.
|
DESCRIPTION OF THE
PLAN
|
The
following brief description of The Procter & Gamble Subsidiaries Savings
Plan (the “Plan”) is provided for general information only. Participants should
refer to the Plan agreement for more complete information.
General — The
Plan was originally established effective March 2, 1990 upon the
acquisition of the Hawaiian Punch Division of DelMonte by The Procter &
Gamble Company (the “Company”). During the period from March 1996 through
June 2002, the following plans were merged into the Plan: the Sundor Brands
Savings Plan, Max Factor Savings Plan, the Speas Savings Plan, the Tambrands,
Inc. Savings Plan (“Tambrands”), the Iams Company Savings Plan (“Iams”),
Recovery Engineering, Inc. Salary Savings Plan (“Pur”), the Richardson-Vicks
Savings Plan (“Richardson-Vicks”), The Procter & Gamble Subsidiaries Savings
and Investment Plan (“Subsidiaries Savings and Investment”), the Procter &
Gamble Pharmaceuticals Savings Plan (“Pharmaceuticals”), and the Millstone
Coffee, Inc. 401(k) Savings and Profit Sharing Plan (“Millstone”).
On May 3,
2007, the Company approved a resolution stating that the 401(k) feature of The
Procter & Gamble Profit Sharing Trust and Employee Stock Ownership Plan,
another plan sponsored by the Company, (“PST Plan Employee Accounts”) would
merge into the Plan and the Plan's year end would change to June 30. All
assets of the PST Plan Employee Accounts were transferred into the Plan
effective June 29, 2007 totaling $988,478,147. Furthermore, effective
July 1, 2007, the Plan was renamed The Procter & Gamble Savings Plan
(the “Savings Plan”). The Savings Plan will become the Company’s active 401(k)
plan with ongoing contributions funded by employee contributions.
The Plan
is a voluntary defined contribution plan covering all eligible employees of
Sundor Group, Inc., including the Sundor Brands and Hawaiian Punch divisions,
Max Factor & Company, Speas Company, Tambrands Company, Iams Company, Pur
Company, Richardson-Vicks Company, Maryland Club Foods, Inc., Shulton, Inc.,
Dover Baby Wipes Company, Giorgio Beverly Hills, Inc., Millstone Coffee, Inc.,
Norwich Eaton, and former employees of Fisher Nut Company who were members of
the Twin Cities Bakery and Confectionery Workers Union Local No. 22, all
subsidiaries of the Company. Effective June 29 2007, the Plan also covers
active, eligible US employees not covered by another Company sponsored
retirement plan. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (“ERISA”).
The Plan
is administered by the Master Savings Plan Committee consisting of three members
appointed by the Board of Directors of the Company, except for duties
specifically vested in the trustee of the Plan, J.P. Morgan Chase Bank, and the
Plan recordkeeper, J.P. Morgan Retirement Plan Services LLC, who are also
appointed by the Board of Directors of the Company.
Contributions —
Effective
April 1996, all contributions to the Plan were suspended. Tambrands, Iams, Pur,
Richardson-Vicks, Subsidiaries Savings and Investment, Pharmaceuticals, and
Millstone Savings Plans were frozen prior to conversion into the Plan. Effective
July 1, 2007, the Savings Plan will allow contributions by eligible
employees.
Participant Accounts
—
Individual accounts are maintained for each Plan participant. Each participant’s
account is credited with an allocation of the Plan’s earnings or losses. The
benefit to which a participant is entitled is limited to the benefit that can be
provided from their account. Participants
can allocate their account to one or all of the investment options offered by
the Plan.
Investments
—
Participants direct the investment of their accounts into various investment
options offered by the Plan. The Plan currently offers common stock, mutual
funds, a common collective trust fund and an insurance investment contract as
investment options for participants.
Vesting — Upon
suspension of contributions, all participants were vested immediately in their
accounts plus actual earnings thereon. Effective July 1, 2007, participants are
immediately 100% vested in any new employee contributions.
Participant Loans
— The
Plan has a loan feature under which active participants may borrow up to 50% of
the current value of their vested account balances exclusive of amounts
attributable to Company contributions (up to a maximum of $50,000). Loans are
repaid via payroll deduction over a period of up to five years, except for loans
used to purchase a primary residence, which are repaid via payroll deduction
over a period of up to 10 years. Principal and interest paid is credited to
applicable funds in the borrower’s account. Former Company participants may not
borrow against their account balances. Upon participant termination or
retirement, the outstanding loan balance is treated as a distribution to the
participant if repayment is not made by the participant within 90 days of
separation, or if an on-going repayment arrangement has not been made with the
Plan.
Payment of Benefits —
The Plan
provides for benefits to be paid upon retirement, disability, death, or
separation other than retirement as defined by the Plan document. Plan benefits
may be made in a lump sum of cash or shares of Company common stock, in
installments over not more than 120 months, or variable amounts paid monthly.
Retired or terminated employees shall commence benefit payments upon attainment
of age 70½.
A
participant may withdraw any portion of after-tax contributions once in any
three-month period. Participants who have attained age 59 ½ or have demonstrated
financial hardship may withdraw all or any portion of their before-tax
contributions once in any six-month period.
Account
balances attributable to terminated employees are approximately $303,704,961 for
the six month period ended June 30, 2007 and $120,763,841 for the year
ended December 31, 2006, respectively.
|
2.
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SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
|
Basis of Accounting
— The
accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of
America.
Use of Estimates
— The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets,
liabilities and changes therein and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
Risks and Uncertainties
— The
Plan utilizes various investment instruments, including Company common stock,
J.M. Smucker Company common stock, a common collective trust fund and various
mutual funds that include investments in U.S. Government securities, corporate
debt instruments, corporate stocks, and investment contracts. Investment
securities, in general, are exposed to various risks, such as interest rate,
credit, and overall market volatility. Due to the level of risk associated with
certain investment securities, it is reasonably possible that changes in the
values of investment securities will occur in the near term and that such
changes could materially affect the amounts reported in the financial
statements.
Investment Valuation and Income
Recognition — The
Plan’s investments are stated at fair value. Shares of mutual funds are valued
at quoted market prices, which represent the net assets value of shares held by
the Plan at year end. Common stock is valued at quoted market prices. The common
collective trust fund is stated at fair value as determined by the issuer of the
common collective trust fund based on the fair market value of the underlying
investments. The fully benefit-responsive investment contract is stated at fair
value and then adjusted to contract value. Fair value of the contract is
calculated by the difference between replacement cost and actual cost, projected
for the duration of the associated portfolio, discounted back to measurement
date using bank-finance yield curve. Loans to participants are valued at the
outstanding loan balances.
Purchases
and sales of securities are recorded on a trade-date basis. Interest income is
recorded on the accrual basis. Dividends are recorded on the ex-dividend
date.
Management
fees and operating expenses charged to the Plan for investments in the mutual
funds are deducted from income earned on a daily basis and are not separately
reflected. Consequently, management fees and operating expenses are reflected as
a reduction of investment return for such investments.
Administrative Expenses
—
Investment management expenses are paid by the Plan and are netted against
investment income. Loan processing fees are paid by the participants through
reduction in their investment balances. In addition, recordkeeping fees of the
Plan are paid by participants through a reduction in their investment
balances.
Payment of Benefits —
Benefit
payments to participants are recorded upon distribution. There were no amounts
allocated to accounts of persons who have elected to withdraw from the Plan but
have not yet been paid for the six month period ended June 30, 2007 and for
the year ended December 31, 2006.
|
3.
|
INVESTMENTS
|
The
Plan’s investments that represented five percent or more of the Plan’s net
assets available for benefits as of June 30, 2007 and December 31,
2006, are as follows:
|
Description
|
2007
|
2006
|
||||||||
|
Barclays
Global Investors Equity Index Fund T
|
$ | 260,015,743 | $ | 75,867,800 | ||||||
| * |
The
Procter & Gamble Company's common stock
|
535,499,329 | 59,577,105 | |||||||
|
Royce
Low Priced Stock Fund
|
132,535,539 | 26,920,081 | ||||||||
|
PIMCO
Total Return Fund
|
84,027,710 | 17,747,189 | ||||||||
|
Fidelity
Diversified International Fund
|
119,879,654 | 17,757,237 | ||||||||
| * |
J.P.
Morgan Chase Bank Intermediate Bond Fund
|
68,016,923 | 30,514,325 | |||||||
| * |
Indicates
party in-interest
|
|||||||||
During
the six month period ended June 30, 2007 and the year ended
December 31, 2006, the Plan’s investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated
(depreciated) in value as follows:
|
2007
|
2006
|
|||||||
|
Net
appreciation (depreciation) in fair value of:
|
||||||||
|
Mutual
funds
|
$ | 4,253,390 | $ | 3,991,684 | ||||
|
Common
collective trust fund
|
5,160,255 | 10,897,101 | ||||||
|
The
Procter & Gamble Company common stock
|
(2,800,995 | ) | 5,985,812 | |||||
|
The
J.M. Smucker Company common stock
|
105,997 | 32,236 | ||||||
| $ | 6,718,647 | $ | 20,906,833 | |||||
|
Net
appreciation in contract value of-
|
||||||||
|
J.P.
Morgan Stable Value Fund
|
$ | 709,322 | $ | 1,487,197 | ||||
4. INVESTMENT CONTRACT WITH INSURANCE
COMPANY
The Plan
has a fully benefit-responsive investment contract with Monumental Life
Insurance Co., Bank of America N.A and State Street Bank & Trust Company
(collectively, the “issuers”). The issuers maintain the contributions in a
general account, which is credited with earnings on the underlying investments
and charged for participant withdrawals and administrative expenses. The
contract is included in the financial statements at fair value and then adjusted
to contract value as reported to the Plan by the issuers. Contract value
represents contributions made under the contract, plus earnings, less
participant withdrawals and administrative expenses. Participants may ordinarily
direct the withdrawal or transfer of all or a portion of their investment at
contract value. Plan management believes that the occurrence of events that
would cause the plan to transact at less than contract value is not probable.
The issuers may not terminate the contract at any amount less than contract
value.
The
issuers are contractually obligated to pay the principal and specified interest
rate that is guaranteed to the Plan. The crediting interest rate is based on a
formula agreed upon with the issuer, but may not be less than 0%. Such interest
rates are reviewed on a quarterly basis for resetting. The crediting rate of the
contract is expected to track current market yields on a trailing
basis.
|
2007
|
2006
|
|||||||
|
Average
yields:
|
||||||||
|
Based
on annualized earnings (1)
|
4.79 | % | 4.77 | % | ||||
|
Based
on interest rate credited to participants (2)
|
4.92 | % | 5.07 | % | ||||
| (1) |
Computed
by dividing the annualized one-day actual earnings of the contract on the
last day of the plan year by the fair value of the investments on the same
date.
|
| (2) |
Computed
by dividing the annualized one-day earnings credited to participants on
the last day of the plan year by the fair value of the investments on the
same date.
|
5. EXEMPT PARTY-IN-INTEREST
TRANSACTIONS
Certain
Plan investments are shares of mutual funds managed by J.P. Morgan Chase Bank,
the trustee of the Plan as defined by the Plan. J.P. Morgan Retirement Plan
Services LLC, the recordkeeper, is affiliated with the trustee. Therefore, these
transactions qualify as party-in-interest transactions. Fees paid by the Plan
for investment management services were included as a reduction of the return
earned on each fund.
At June
30, 2007 and December 31, 2006, the Plan held 8,751,419 and 926,979 shares,
respectively, of common stock of the Company, the sponsoring employer, with a
cost basis of $369,655,627 and $25,896,398, respectively. During the six month
period ended June 30, 2007, and the year ended December 31, 2006, the Plan
recorded dividend income on Company common stock of $605,434 and $1,167,003,
respectively.
|
6.
|
PLAN
TERMINATION
|
Although
it has not expressed any intention to do so, the Company has the right under the
Plan to terminate the Plan subject to the provisions set forth in ERISA.
|
7.
|
FEDERAL INCOME TAX STATUS
|
The
Internal Revenue Service has determined and informed the Company by a letter
dated March 7, 2002, that the Plan and related trust were designed in
accordance with the applicable regulations of the Internal Revenue Code. The
Plan has been amended since receiving the determination letter; however, the
Company and the plan administrator believe that the Plan is currently designed
and operated in compliance with the applicable requirements of the Internal
Revenue Code and the Plan and related trust continue to be tax-exempt.
Therefore, no provision for income taxes has been included in the Plan’s
financial statements.
|
8.
|
RECONCILIATION OF FINANCIAL
STATEMENTS TO FORM 5500
|
Upon an
event of default in a participant loan, to the extent a distribution to the
participant is not permissible under the Plan, the amount due to the Plan on
account of the loan will be treated as a deemed distribution. A loan that is a
deemed distribution is treated as a distribution on Form 5500 and removed from
Plan assets on Form 5500. However, in the Plan financial statements, and in
accordance with the Plan, such deemed distributions remain part of the
participant’s account balance until a distributable event occurs for the
participant.
The
following is a reconciliation of net assets available for benefits per the
financial statements for the six month period ended June 30, 2007 and for
the year ended December 31, 2006, to Form 5500:
|
2007
|
2006
|
|||||||
|
Net
assets available for benefits per the financial statements
|
$ | 1,223,476,755 | $ | 233,954,637 | ||||
|
Less:
Adjustment from contract value to fair value for
|
||||||||
|
fully
benefit responsive investment contracts
|
(1,073,100 | ) | (833,390 | ) | ||||
|
Less:
Certain deemed distributions of participant loans
|
(85,339 | ) | (80,910 | ) | ||||
|
Net
assets available for benefits per the Form 5500
|
$ | 1,222,318,316 | $ | 233,040,337 | ||||
The
following is a reconciliation of the increase in net assets per the financial
statements for the six month period ended June 30, 2007 to Form 5500 net
income:
|
2007
|
||||
|
Net
increase in assets available for benefits per the
financial
|
||||
|
statements
prior to transfer in
|
$ | 1,043,971 | ||
|
Less:
Adjustment from contract value to fair value for fully
|
||||
|
benefit
responsive investment contracts
|
(239,710 | ) | ||
|
Less:
Certain deemed distributions of participant loans and
|
||||
|
related
interest
|
(4,429 | ) | ||
|
Net
income per the Form 5500
|
$ | 799,832 | ||
The
following is a reconciliation of net investment income per the financial
statements for the six month period ended June 30, 2007 to Form
5500:
|
2007
|
||||
|
Net
investment income per the financial statements
|
$ | 8,610,448 | ||
|
Less:
Adjustment from contract value to fair value for
|
||||
|
fully
benefit responsive investment contracts
|
(239,710 | ) | ||
|
Less:
Interest on deemed distribution
|
(3,529 | ) | ||
|
Net
investment income per the Form 5500
|
$ | 8,367,209 | ||
The
following is a reconciliation of benefits paid to participants per the financial
statements for the six month period ended June 30, 2007 to Form 5500:
|
2007
|
||||
|
Benefits
paid to participants per the financial statements
|
$ | 7,485,032 | ||
|
Plus:
Current year deemed loans distributions
|
900 | |||
|
Benefits
paid to participants per the Form 5500
|
$ | 7,485,932 | ||
******
SUPPLEMENTAL
SCHEDULE
|
THE PROCTER & GAMBLE
SUBSIDIARIES SAVINGS PLAN
|
||||||||
|
FORM 5500, SCHEDULE H, PART IV,
LINE 4i —
|
||||||||
|
SCHEDULE OF ASSETS (HELD AT END
OF YEAR)
|
||||||||
|
JUNE 30,
2007
|
||||||||
|
Identity of
Issuer
|
Description of
Investment
|
Fair
Value
|
||||||
|
Investments at fair
value:
|
||||||||
| * |
The
Procter & Gamble Company
|
Common
stock
|
$ | 535,499,329 | ||||
|
The
J.M. Smucker Company
|
Common
stock
|
3,234,279 | ||||||
|
Mutual
Funds:
|
||||||||
|
The
Royce Funds
|
Low
Price Fund
|
132,535,539 | ||||||
|
Fidelity
Investments
|
Diversified
International Fund
|
119,879,654 | ||||||
|
PIMCO
|
Total
Return Fund
|
84,027,710 | ||||||
| * |
J.P.
Morgan Funds:
|
Prime
Money Market Fund
|
14,702,915 | |||||
|
Common
Collective Trust Fund-
|
||||||||
|
Barclays Global
Investors
|
Equity
Index Fund T
|
260,015,743 | ||||||
| * |
J.P.
Morgan Stable Value Fund:
|
Stable
Value Fund:
|
||||||
|
US
Treasury
|
Note,
4.5%, due April 30, 2009
|
29,796 | ||||||
| * |
J.P.
Morgan Chase Bank
|
Liquidity
Fund
|
2,622,866 | |||||
| * |
J.P.
Morgan Chase Bank
|
Intermediate
Bond Fund
|
68,016,923 | |||||
|
Monumental
Life Insurance Company,
Bank of
America, N.A., State Street Bank
and
Trust Company.
|
Wrapper
Contract
|
-- | ||||||
| * |
Loans to
participants
|
309
loans with maturities ranging from
|
||||||
|
August
2007 to September 2016 and
|
||||||||
|
interest
rates ranging from 5% to 10.5%
|
1,838,901 | |||||||
|
TOTAL
INVESTMENTS
|
$ | 1,222,403,655 | ||||||
| * |
Denotes
party-in-interest.
|
|||||||