GILLETTE CO
POS AM, 1996-08-29
CUTLERY, HANDTOOLS & GENERAL HARDWARE
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As filed with the Securities and Exchange Commission on August 28, 1996        
                                 Registration No. 33-50303       


                SECURITIES AND EXCHANGE COMMISSION
                                 
                      Washington, D.C. 20549

                  Post-Effective Amendment No. 1
                                to
                             Form S-3
REGISTRATION STATEMENT
                              UNDER
                    THE SECURITIES ACT OF 1933


     The Gillette Company (Exact name of registrant as specified in its charter)
Delaware   04-1366970  (State  or  other   jurisdiction   (I.R.S.   Employer  of
incorporation or organization) Identification Number)

                             
                    Prudential Tower Building 
                   Boston, Massachusetts  02199
                          (617) 421-7000
  (Address, of principal executive offices, including zip code)



                        Jill C. Richardson
                            Secretary
                       The Gillette Company
                    Prudential Tower Building
                   Boston, Massachusetts  02199
                          (617) 421-7000
      (Name and address, including zip code, and telephone 
        number, including area code, of agent for service)

                        __________________

           Please send copies of all communications to:

     Joseph E. Mullaney, Esq.                     Alan Dean, Esq.
       The Gillette Company                    Davis Polk & Wardwell
      Prudential Tower Building                 450 Lexington Avenue
   Boston, Massachusetts  02199              New York, New York  10017
          (617) 421-7000                          (212) 450-4000

     Approximate date of commencement of proposed sale to the public:  From time
to time  after the  effectiveness  of the  Registration  Statement.  If the only
securities  being registered on this form are being offered pursuant to dividend
or interest reinvestment plans, please check the following box.




<PAGE>
                                 


                       The Gillette Company

     The Gillette  Company hereby removes  $100,000,000  of debt securities (and
shares  of  common  stock  and  attached  rights  to  purchase  shares of junior
participating  preferred  stock  issuable  upon  conversion  of  any  such  debt
securities  issued as  convertible  securities)  from  registration  under  this
Registration Statement on Form S-3 (File No. 33-50303).

<PAGE>

                            SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, the Registrant
has  duly  caused  this  Post-Effective  Amendment  No.  1 to  its  Registration
Statement  to be  signed  on its  behalf  by the  undersigned,  thereunder  duly
authorized,  in the City of Boston,  Commonwealth of Massachusetts,  on the 28th
day of August, 1996.

                             THE GILLETTE COMPANY

                             
By: * 
Name:  Alfred M. Zeien 
Title:  Chairman of the Board of Directors and
Chief Executive Officer

Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Post-Effective  Amendment  No. 1 to the  Registration  Statement has been signed
below by the following persons in the capacities list below on August 28, 1996.

     
                            Signature
                              Title

                      *                       
Alfred M. Zeien
Chairman of the Board of
Directors, Chief Executive Officer
and Director (Principal Executive
Officer)

  /s/ Michael C. Hawley
Michael C. Hawley
President, Chief Operating Officer
and Director

  /s/ Joseph E. Mullaney
Joseph E. Mullaney
Vice Chairman of the Board of
Directors and Director

     *
Thomas F. Skelly
Senior Vice President and Chief
Financial Officer (Principal
Financial Officer)

  /s/ Charles W. Cramb
Charles W. Cramb
Vice President, Controller and
Principal Accounting Officer
(Principal Accounting Officer) 

     *
Warren E. Buffett
Director

     *
Wilbur H. Gantz
Director

     *
Michael B. Gifford
Director

     *
Carol R. Goldberg
Director

     *
Herbert H. Jacobi
Director

     *
Richard R. Pivirotto
Director

     *
Juan M. Steta
Director

     *
Alexander B. Trowbridge
Director

     *
Joseph F. Turley
Director
                                
                                
                                


*By:   /s/ Thomas F. Skelly

   Thomas F. Skelly, for 
   himself and as attorney-in-
   fact
   


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