SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
\X\ ANNUAL REPORT PURSUANT TO SECTION 15(d)OF THE SECURITIES EXCHANGE ACT OF
1934 [FEE REQUIRED] for the fiscal year ended December 31, 1995, or
\ \ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED] for the transition period from _________
to _______________
Commission file number 001-00434
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below: The Procter & Gamble Commercial Company Employees'
Savings Plan, 355 Tetuan Street, Old San Juan, Puerto Rico 00901
B. 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
REQUIRED INFORMATION
Item 4. Plan Financial Statements and Schedules Prepared in Accordance
with the Financial Reporting Requirements of ERISA
<PAGE>
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
Financial Statements and Supplemental Schedules
for the Years Ended December 31, 1995 and 1994
and Independent Auditors' Report
<PAGE>
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------
Page
Independent Auditors' Report 1
Financial statements:
Statement of Net Assets Available for Benefits
as of December 31, 1995 2
Statement of Net Assets Available for Benefits
as of December 31, 1994 3
Statement of Changes in Net Assets Available for Benefits
for the Year Ended December 31, 1995 4
Statement of Changes in Net Assets Available for Benefits
for the Year Ended December 31, 1994 5
Notes to Financial Statements 6-7
Supplemental Schedules:
Schedule I - Item 27a - Assets Held for Investment as of
December 31, 1995 8
Schedule II - Item 27d - Reportable Transactions for the
Year Ended December 31, 1995 9
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Committee of
The Procter & Gamble Commercial Company
Employees' Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of The Procter & Gamble Commercial Company Employees' Savings Plan (the "Plan")
as of December 31, 1995 and 1994, and the related statements of changes in net
assets available for benefits for the years then ended. 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 generally accepted auditing
standards. 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1995 and 1994, and the changes in its net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information by fund is
presented for the purpose of additional analysis of the basic financial
statements rather than to present information regarding the net assets available
for benefits and changes in net assets available for benefits of the individual
funds, and is not a required part of the basic financial statements. The
accompanying supplemental schedules of (1) assets held for investment as of
December 31, 1995 and (2) reportable transactions for the year ended December
31, 1995 are presented for the purpose of additional analysis and are not a
required part of the basic financial statements, but are 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 supplemental information by fund and these accompanying schedules are
the responsibility of the Plan's management. Such supplemental information by
fund and accompanying schedules have been subjected to the auditing procedures
applied in our audits of the basic financial statements and, in our opinion, are
fairly stated in all material respects when considered in relation to the basic
financial statements taken as a whole.
/S/DELOITTE & TOUCHE LLP
- ------------------------
DELOITTE & TOUCHE LLP
San Juan, Puerto Rico
May 31, 1996
<PAGE>
<TABLE>
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
<CAPTION>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1995
- --------------------------------------------------------------------------
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------
THE PROCTER
& GAMBLE
COMPANY
FIXED COMMON
INCOME GROWTH EQUITY STOCK
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
INVESTMENTS:
Master trust investments
at fair value (Notes 2 and 3):
Fixed Income Fund - 10,650.67
units (cost - $121,761) $141,769 $ - $ - $ - $ 141,769
Growth Fund - 34,440.19 units
(cost - $405,431) 483,202 483,202
Equity Fund - 26,643.96 units
(cost - $315,575) 335,719 335,719
The Procter & Gamble Company
Common Stock Fund - 7,990
units (cost - $521,863) 663,170 663,170
-------- -------- -------- -------- ----------
Total master trust investments
at fair value 141,769 483,202 335,719 663,170 1,623,860
-------- -------- -------- -------- ----------
CONTRIBUTIONS RECEIVABLE
FROM:
Plan participants 1,829 6,821 4,914 5,533 19,097
Plan sponsor 5,172 5,172
-------- -------- -------- -------- ----------
Total contributions receivable 1,829 6,821 4,914 10,705 24,269
-------- -------- -------- -------- ----------
NET ASSETS AVAILABLE FOR
BENEFITS $143,598 $490,023 $340,633 $673,875 $1,648,129
-------- -------- -------- -------- ----------
-------- -------- -------- -------- ----------
See notes to financial statements.
</TABLE>
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<PAGE>
<TABLE>
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
<CAPTION>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994
- --------------------------------------------------------------------------
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------
THE PROCTER
& GAMBLE
COMPANY
FIXED COMMON
INCOME GROWTH EQUITY STOCK
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
INVESTMENTS:
Master trust investments
at fair value (Notes 2 and 3):
Fixed Income Fund - 8,588.756
units (cost - $94,886) $ 92,587 $ - $ - $ - $ 92,587
Growth Fund - 21,540.079 units
(cost - $235,525) 236,083 236,083
Equity Fund - 18,597.853 units
(cost - $216,696) 209,606 209,606
The Procter & Gamble Company
Common Stock Fund - 4,372.135
units (cost - $255,165) 271,118 271,118
-------- -------- -------- -------- --------
Total master trust investments
at fair value 92,587 236,083 209,606 271,118 809,394
-------- -------- -------- -------- --------
CONTRIBUTIONS RECEIVABLE
FROM:
Plan participants 2,542 5,490 5,209 3,622 16,863
Plan sponsor 4,636 4,636
-------- -------- -------- -------- --------
Total contributions receivable 2,542 5,490 5,209 8,258 21,499
-------- -------- -------- -------- --------
NET ASSETS AVAILABLE FOR
BENEFITS $ 95,129 $241,573 $214,815 $279,376 $830,893
-------- -------- -------- -------- --------
-------- -------- -------- -------- --------
See notes to financial statements.
</TABLE>
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<PAGE>
<TABLE>
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1995
- ---------------------------------------------------------------------------------------------------
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------------------------
THE PROCTER
& GAMBLE
COMPANY
FIXED COMMON
INCOME GROWTH EQUITY STOCK
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
MASTER TRUST INVESTMENT
INCOME:
Net appreciation in fair value
of investments (Note 3) $ 22,297 $ 77,207 $ 27,229 $125,212 $ 251,945
Interest and dividends 2,432 7,516 3,542 10,396 23,886
-------- -------- -------- -------- ----------
TOTAL MASTER TRUST
INVESTMENT INCOME 24,729 84,723 30,771 135,608 275,831
-------- -------- -------- -------- ----------
TRANSFER FROM OTHER FUNDS (9,271) 7,149 (25,153) 27,275
--------- -------- --------- -------- ----------
CONTRIBUTIONS:
Plan participants 55,912 172,934 146,126 114,018 488,990
Plan sponsor 132,859 132,859
-------- -------- -------- -------- ----------
Total contributions 55,912 172,934 146,126 246,877 621,849
-------- -------- -------- -------- ----------
DISTRIBUTION TO PARTICIPANTS (22,901) (16,356) (25,926) (15,261) (80,444)
--------- --------- --------- --------- -----------
NET INCREASE 48,469 248,450 125,818 394,499 817,236
NET ASSETS AVAILABLE FOR
BENEFITS AT BEGINNING OF YEAR 95,129 241,573 214,815 279,376 830,893
-------- -------- -------- -------- ----------
NET ASSETS AVAILABLE FOR
BENEFITS AT END OF YEAR $143,598 $490,023 $340,633 $673,875 $1,648,129
-------- -------- -------- -------- ----------
-------- -------- -------- -------- ----------
See notes to financial statements.
</TABLE>
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<PAGE>
<TABLE>
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1994
- --------------------------------------------------------------------------
SUPPLEMENTAL INFORMATION BY FUND
------------------------------------------------
THE PROCTER
& GAMBLE
COMPANY
FIXED COMMON
INCOME GROWTH EQUITY STOCK
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
MASTER TRUST INVESTMENT
INCOME:
Net appreciation (depreciation)
in fair value of investments
(Note 3) $ (2,369) $ (40) $ (7,322) $ 16,853 $ 7,122
Interest and dividends 2,211 2,211
-------- -------- -------- -------- --------
TOTAL MASTER TRUST
INVESTMENT
INCOME (2,369) (40) (7,322) 19,064 9,333
-------- -------- -------- -------- --------
CONTRIBUTIONS:
Plan participants 70,478 177,286 163,676 85,112 496,552
Plan sponsor 133,386 133,386
-------- -------- -------- -------- --------
Total contributions 70,478 177,286 163,676 218,498 629,938
-------- -------- -------- -------- --------
DISTRIBUTIONS TO PARTICIPANTS (4,440) (8,708) (9,437) (5,724) (28,309)
NET INCREASE 63,669 168,538 146,917 231,838 610,962
NET ASSETS AVAILABLE FOR
BENEFITS AT BEGINNING
OF YEAR 31,460 73,035 67,898 47,538 219,931
-------- -------- -------- -------- --------
NET ASSETS AVAILABLE FOR
BENEFITS AT END OF YEAR $ 95,129 $241,573 $214,815 $279,376 $830,893
-------- -------- -------- -------- --------
-------- -------- -------- -------- --------
See notes to financial statements.
</TABLE>
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<PAGE>
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1995 AND 1994
- ---------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The Procter & Gamble Commercial Company Employees' Savings Plan (the
"Plan") is a voluntary defined contribution plan available for all
regular, full-time employees of The Procter & Gamble Commercial Company,
who are residents of Puerto Rico, have completed one year of service,
and whose conditions of employment are not subject to a collective
bargaining agreement, unless such agreement provides to the contrary.
The Plan was established effective November 1, 1993 and is sponsored by
The Procter & Gamble Commercial Company (the "Company"). Employees may
contribute, through payroll deductions, from 1% to 10% of their
compensation. The Company makes matching contributions to the Plan for
each pay period equal to 40% of the first 5% of compensation the
participant elects to contribute to the Plan. Forfeitures of non-vested
Company contributions are used to reduce future Company contributions to
the Plan. Participants are always 100% vested in their personal
contributions and any earnings thereon. Participants become 100% vested
in the Company matching contributions on their behalf upon the
occurrence of any of the following events: completion of five years of
service with the Company; attaining age 65; total disability while
employed by the Company or death while employed by the Company. Upon
participants' termination or retirement, their vested account balance
will be paid in a single lump sum in cash or in Procter & Gamble common
stock. If participants terminate employment before retirement and the
account balance in their Company matching contributions account exceeds
$3,500, it will not be distributed to the participants until their 65th
birthday, unless participants and their spouse (if applicable) consent
in writing to an earlier distribution. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974
("ERISA"). Although it has not expressed any intent to do so, the
Company has the right under the Plan to discontinue its contributions at
any time and to terminate the Plan subject to the provisions of ERISA.
In the event of plan termination, participants will become 100% vested
in their accounts.
Under the provisions of the Plan, participating employees may elect to
invest their contributions in one or more of the following master trust
investment funds that are administered by Oriental Bank & Trust (the
"Trustees"):
FIXED INCOME FUND - Invests in fixed income obligations including
short-term securities issued or guaranteed by the United States
government. This fund intends to obtain high interest rates through low
risk short-term investments while preserving the principal.
GROWTH FUND - Invests in diversified growth stocks of large United
States and multinational companies whose earnings have been increasing
consistently over the years. This fund seeks a long-term capital growth.
EQUITY FUND - Invests in common stocks of large United States and
multinational companies. This fund seeks long-term capital growth by
participating in the growth of the economy.
THE PROCTER & GAMBLE COMPANY COMMON STOCK FUND - Invests solely in
common stock of The Procter & Gamble Company.
All of the Plan's investment options under the Oriental Master Trust
invest solely in Fidelity Investments funds with similar investment
objectives.
- 6 -
<PAGE>
2. SIGNIFICANT ACCOUNTING POLICIES
VALUATION OF INVESTMENTS - All investments are stated at fair value.
PLAN EXPENSES - All expenses incurred in administering the Plan may be
paid out of the invested assets unless paid by the Company.
3. INVESTMENTS
At December 31, 1995 and 1994, the Plan owned 2.6, 6.2 and 4.8 percent
and 3.4, 10.3 and 8.18 percent of the total current value of the
investments of the Fixed Income Fund, Growth Fund and Equity Fund,
respectively.
Investment income and the net appreciation (depreciation) in the fair
value of the investments held by the Oriental Master Trust are allocated
to the participating defined contribution plans based on each plan's
proportional interest in the fair value of such investments.
4. PARTY IN INTEREST INVESTMENTS AND TRANSACTIONS
The Procter & Gamble Commercial Company is a party-in-interest, as
defined by ERISA. There were no prohibited party-in-interest investments
or transactions for the years ended December 31, 1995 and 1994.
5. INCOME TAXES
The Plan is exempt from Puerto Rico income taxes under the provisions of
Section 165 (a) and (e) of the Puerto Rico Income Tax Act of 1954
("ITA"), as amended. The Plan is not qualified under Section 401(a) of
the Internal Revenue Code, but it is exempt from United States taxation
under Section 1022 of the Employee Retirement Income Security Act of
1974. The Plan is required to operate in conformity with the ITA to
maintain its qualification.
The Plan participants are not taxed on the income and contributions made
for their accounts until such time as the participant or the
participant's beneficiary receives distributions from the Plan.
* * * * * *
- 7 -
<PAGE>
<TABLE>
SCHEDULE I
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
<CAPTION>
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT
DECEMBER 31, 1995
- ---------------------------------------------------------------------------
IDENTITY OF ISSUE UNITS COST FAIR VALUE
<S> <C> <C> <C>
Fixed Income Fund 10,650.67 $ 121,761 $ 141,769
Growth Fund 34,440.19 405,431 483,202
Equity Fund 26,643.96 315,575 335,719
The Procter & Gamble Company
Common Stock Fund 7,990.00 521,863 663,170
---------- ----------
Total master trust investments $1,364,630 $1,623,860
---------- ----------
---------- ----------
</TABLE>
- 8 -
<PAGE>
<TABLE>
SCHEDULE II
THE PROCTER & GAMBLE COMMERCIAL
COMPANY EMPLOYEES' SAVINGS PLAN
<CAPTION>
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1995
- ---------------------------------------------------------------------------
SELLING
PRICE OR
NUMBER OF NUMBER OF PURCHASE MATURITY NET GAIN
PURCHASES SALES PRICE VALUE (LOSS)
<S> <C> <C> <C> <C> <C>
Fixed Income Fund 12 $ 56,625 $ - $ -
Growth Fund 12 171,857
Equity Fund 12 146,528
The Procter & Gamble
Company Common Stock
Fund 12 244,069
-------- ------ ------
Total $619,079 $ - $ -
-------- ------ ------
-------- ------ ------
</TABLE>
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<PAGE>
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
thereunto duly authorized.
The Procter & Gamble Commercial
Company Employees' Savings Plan
DATE June 26, 1996 /S/BEATRIZ RADA
------------------------- ----------------------------------
Beatriz Rada
For the Savings Plan Committee,
Administrator of The Procter &
Gamble Commercial Company
Employees' Savings Plan
- 10 -
<PAGE>
EXHIBIT INDEX
Exhibit No. Page No.
23 Consent of Deloitte & Touche 11
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
033-50273 of The Procter & Gamble Company on Form S-8 of our report dated May
31, 1996 appearing in this Annual Report on Form 11-K of The Procter & Gamble
Commercial Company Employees' Savings Plan for the year ended December 31, 1995.
/S/DELOITTE & TOUCHE LLP
- ----------------------
Deloitte & Touche LLP
San Juan, Puerto Rico
May 31, 1996
