SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) May 15, 2000
THE PROCTER & GAMBLE COMPANY
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(Exact name of registrant as specified in its charter)
Ohio 1-434 31-0411980
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
One Procter & Gamble Plaza, Cincinnati, Ohio 45202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (513) 983-1100
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ITEM 5. OTHER EVENTS
As of May 15, 2000, six lawsuits have been filed against The Procter &
Gamble Company (the "Company") in response to its March 7, 2000 earnings press
release. In each of these cases, the plaintiffs have filed class action lawsuits
purportedly pursuant to the Federal Rules of Civil Procedure 23(a) and 23(b)(3)
on behalf of all persons who purchased the Company's common stock on the open
market during the period January 25, 2000 through March 6, 2000 (the "Class
Period"). Each of these cases is pending before the United States District
Court, Southern District of Ohio.
Plaintiffs assert Section 10(b) and 20(a) and Rule 10b-5 claims under the
Securities Exchange Act of 1934, asserting the Company and certain named
officers violated federal securities laws through the preparation and
dissemination to the investing public of materially false and misleading
information about the Company's financial condition and prospects. Plaintiffs
also assert the Company had a duty to disclose certain financial information
during such Class Period. The plaintiffs are currently seeking unspecified
damages.
While the effect of future results of these suits is not currently subject
to reasonable estimation, management presently believes that the ultimate
liability arising from such claims will not materially affect the Company's
financial condition.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be singed on its behalf by the
undersigned hereunto duly authorized.
THE PROCTER & GAMBLE COMPANY
/s/TERRY L. OVERBEY
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Terry L. Overbey, Secretary
May 15, 2000
