SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

               QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934


  For Quarter Ended June 30, 2000           Commission File Number 1-922


                              THE GILLETTE COMPANY
             (Exact name of registrant as specified in its charter)


Incorporated  in  Delaware  04-1366970  (State  or  other  jurisdiction  of (IRS
Employer Identification No.)

incorporation or organization)



Prudential Tower Building, Boston, Massachusetts                        02199
(Address of principal executive offices)                             (Zip Code)

Registrant's telephone number, including area code                (617) 421-7000


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed  by  Section  13 or 15 (d) of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days.

                                             Yes   X          No______


Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

Title of each class


Common Stock, $1.00 par value

Shares Outstanding June 30, 2000 . . . . . . . . . . . . . . . . . 1,052,802,479



<PAGE>
<TABLE>
                                     PAGE 1
                          PART I. FINANCIAL INFORMATION
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                        CONSOLIDATED STATEMENT OF INCOME
                      (Millions, except per share amounts)
                                   (Unaudited)

<CAPTION>
                                                       Three Months Ended         Six Months Ended
                                                             June 30                  June 30
                                                       ------------------         ----------------
                                                          2000       1999          2000       1999
                                                          ----       ----          ----       ----
<S>                                                  <C>       <C>             <C>       <C>

Net Sales ..........................................   $ 2,249    $ 2,205       $ 4,156    $ 4,001
Cost of Sales ......................................       809        823         1,497      1,455
                                                       -------    -------       -------    -------
    Gross Profit ...................................     1,440      1,382         2,659      2,546
Selling, General and Administrative Expenses .......       941        905         1,718      1,623
                                                       -------    -------       -------    -------
    Profit from Operations .........................       499        477           941        923

Nonoperating Charges (Income):
  Interest income ..................................        (2)        (1)           (3)        (3)
  Interest expense .................................        56         24           105         52
  Exchange .........................................        (4)         7             4         16
  Other charges - net ..............................         5          3             2          3
                                                       -------    -------       -------    -------
                                                            55         33           108         68
                                                       -------    -------       -------    -------
Income from Continuing Operations before Income Taxes      444        444           833        855
Income Taxes .......................................       148        154           277        297
                                                       -------    -------       -------    -------
Income from Continuing Operations ..................       296        290           556        558

Loss on Disposal of Discontined Operations, net of tax    (428)         -          (428)         -
Income (Loss) from Discontinued Operations, net of tax       1         10            (1)        11
                                                       -------    -------       -------    -------
Net Income (Loss) ..................................   $  (131)  $    300       $   127    $   569
                                                       =======    =======       =======    =======

Net Income (Loss) per Common Share, basic
    Continuing Operations...........................   $   .28    $   .26       $   .53    $   .50

    Disposal of Discontinued Operations.............      (.41)         -          (.41)         -
    Discontinued Operations ........................         -        .01             -        .01
                                                       -------    -------       -------    -------
    Net Income (Loss) ..............................   $  (.13)   $   .27       $   .12    $   .51
                                                       =======    =======       =======    =======
Net Income (Loss) per Common Share,
  assuming full dilution
    Continuing Operations ..........................   $   .28    $   .25       $   .52    $   .49

    Disposal of Discontinued Operations.............      (.41)         -          (.40)         -
    Discontinued Operations ........................         -        .01             -        .01
                                                       -------    -------       -------    -------
    Net Income (Loss) ..............................   $  (.13)   $   .26       $   .12    $   .50
                                                       =======    =======       =======    =======

Dividends per Common Share
    Declared .......................................   $     -    $ .1475       $ .1625    $ .1475
    Paid ...........................................   $ .1625    $ .1475       $ .3100    $ .2750

Weighted average number of common shares outstanding
    Basic ..........................................     1,050      1,101         1,054      1,103
    Assuming full dilution .........................     1,058      1,124         1,067      1,127
</TABLE>

See Accompanying Notes to Consolidated Financial Statements.

<PAGE>
<TABLE>

                                     PAGE 2
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                           CONSOLIDATED BALANCE SHEET
                                     ASSETS
                                   (Millions)

<CAPTION>


                                                       June 30,    December 31,
                                                         2000           1999
                                                     ------------   ------------
                                                      (Unaudited)
<S>                                                    <C>            <C>
Current Assets:
  Cash and cash equivalents ..........................   $    43      $    80
  Trade receivables, less allowances 2000, $57;
    1999, $74 ........................................     1,729        2,208
  Other receivables ..................................       289          319

  Inventories:
     Raw materials and supplies ......................       179          190
     Work in process .................................       269          182
     Finished goods ..................................     1,081        1,020
                                                         -------      -------
           Total Inventories .........................     1,529        1,392
  Deferred income taxes ..............................       399          309
  Other current assets ...............................       254          315
  Net assets of discontinued operations ..............       843        1,174
                                                         -------      -------
           Total Current Assets ......................     5,086        5,797
                                                         -------      -------

  Property, Plant and Equipment, at cost .............     5,927        5,762
    Less accumulated depreciation ....................     2,396        2,295
                                                         -------      -------
        Net Property, Plant and Equipment ............     3,531        3,467
                                                         -------      -------

  Intangible Assets, less accumulated amortization ...     1,852        1,897

  Other Assets .......................................       692          625
                                                         -------      -------

                                                         $11,161      $11,786
                                                         =======      =======
</TABLE>

See Accompanying Notes to Consolidated Financial Statements.


<PAGE>
<TABLE>

                                     PAGE 3
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                           CONSOLIDATED BALANCE SHEET
                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      (Millions, except per share amount)

<CAPTION>

                                                       June 30,     December 31,
                                                         2000           1999
                                                     ------------   ------------
                                                      (Unaudited)
<S>                                                <C>                <C>
Current Liabilities:
  Loans payable ....................................   $  2,355       $  1,440
  Current portion of long-term debt ................        360            358
  Accounts payable .................................        446            513
  Accrued liabilities ..............................      1,419          1,488
  Dividends payable ................................          -            157
  Income taxes .....................................        125            224
                                                       --------       --------
     Total Current Liabilities .....................      4,705          4,180
                                                       --------       --------

Long-Term Debt .....................................      2,818          2,931
Deferred Income Taxes ..............................        468            423
Other Long-Term Liabilities ........................        765            795
Minority Interest ..................................         36             38

Contingent Redemption Value of Common Stock
  Put Options ......................................         68            359

Stockholders' Equity:
  8.0% Cumulative Series C ESOP Convertible
    Preferred, without par value, issued:
      1999, .1 shares ..............................          -             85
  Unearned ESOP compensation .......................          -             (4)
  Common stock, par value $1.00 per share:
    Authorized 2,320 shares
    Issued: 2000, 1,365 shares; 1999, 1,364 shares .      1,365          1,364
  Additional paid-in capital .......................        972            748
  Earnings reinvested in the business ..............      6,102          6,147
  Accumulated other comprehensive income ...........     (1,185)        (1,061)
  Treasury stock, at cost: 2000, 312 shares;
            l999, 299 shares .......................     (4,953)        (4,219)
                                                       --------       --------
    Total Stockholders' Equity .....................      2,301          3,060
                                                       --------       --------
                                                       $ 11,161       $ 11,786
                                                       ========       ========
</TABLE>

See Accompanying Notes to Consolidated Financial Statements.


<PAGE>
<TABLE>

                                     PAGE 4
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Millions)
                                   (Unaudited)


<CAPTION>                                                    Six Months Ended
                                                                  June 30
                                                            -----------------
                                                            2000         1999
                                                            ----         ----
<S>                                                     <C>         <C>
Operating Activities

    Income from continuing operations .............        $ 556        $ 558
    Adjustments to reconcile income to net
    cash provided by operating activities:
      Depreciation and amortization ...............          234          210
      Other .......................................            4            4
      Changes in assets and  liabilities,  net of
      effects  from  acquisitions and divestitures
      of businesses:
        Accounts receivable .......................          435          282
        Inventories ...............................         (187)        (250)
        Accounts payable and accrued liabilities ..         (345)        (243)
        Other working capital items ...............          (97)         (32)
        Other noncurrent assets and liabilities ...          (74)         (49)
                                                           -----        -----
          Net cash provided by operating activities          526          480
                                                           -----        -----
Investing Activities

    Additions to property, plant and equipment ....         (388)        (366)
    Disposals of property, plant and equipment ....           60           72
    Other .........................................           15            1
                                                           -----        -----
         Net cash used in investing activities ....         (313)        (293)
                                                           -----        -----
Financing Activities

    Purchase of treasury stock ....................         (944)      (1,133)
    Proceeds from sale of put options .............           13           38
    Proceeds from exercise of stock option and
         purchase plans ...........................           13           80
    Proceeds from long-term debt ..................            -        1,103
    Decrease in long-term debt ....................          (56)           -
    Increase (Decrease) in loans payable ..........          912         (110)
    Dividends paid ................................         (329)        (306)
    Settlements of debt-related derivative contracts         106           48
                                                           -----        -----
         Net cash used in financing
           activities .............................         (285)        (280)
                                                           -----        -----
Effect of Exchange Rate Changes on Cash ...........           (3)          (2)
Net Cash Provided by Discontinued Operations ......           38           56
                                                           -----        -----
Decrease in Cash and Cash Equivalents .............          (37)         (39)
Cash and Cash Equivalents at Beginning of Year ....           80          102
                                                           -----        -----
Cash and Cash Equivalents at End of Quarter .......        $  43        $  63
                                                           =====        =====
Supplemental disclosure of cash paid for:

    Interest ......................................        $ 109        $  33
    Income taxes ..................................        $ 286        $ 202
</TABLE>

See Accompanying Notes to Consolidated Financial Statements.

<PAGE>

                                     PAGE 5
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
                                   (Millions)
                                   (Unaudited)


                                         Three Months Ended    Six Months Ended
                                               June 30             June 30
                                         ------------------    ----------------
                                           2000        1999      2000      1999
                                           ----        ----      ----      ----

Net Income (Loss)                         $(131)    $  300     $  127    $  569

Other Comprehensive Income, net of tax:
  Foreign Currency Translation             (111)       (86)      (124)     (222)
                                           ----       ----       ----      ----

Comprehensive Income (Loss)               $(242)    $  214     $    3    $  347
                                           ====       ====       ====      ====

Comprehensive  Income  (Loss)  includes  activities  from  both  continuing  and
discontinued  operations.  Foreign currency translation is after unfavorable tax
effects of $34  million  for three  months in 1999,  and of $32  million and $88
million for six months in 2000 and 1999,  respectively.  There was no tax effect
for three months in 2000.

Accumulated Other Comprehensive Income
--------------------------------------
The accumulated balances for the components of Other Comprehensive Income are:

<TABLE>

                                                                  Accumulated
                                      Foreign                        Other
                                      Currency       Pension     Comprehensive
                                    Translation     Adjustment       Income
                                    -----------     ----------   -------------
<S>                              <C>              <C>          <C>

         Balance December 31, 1998   $  (826)         $ (47)        $   (873)
         Change in period               (136)             -             (136)
                                       ------         ------           ------
         Balance March 31, 1999         (962)           (47)          (1,009)
         Change in period                (86)             -              (86)
                                       ------         ------           ------
         Balance June 30, 1999       $(1,048)         $ (47)        $ (1,095)
                                       ======         ======           ======

         Balance December 31, 1999   $(1,031)         $ (30)        $ (1,061)
         Change in period                (13)             -              (13)
                                       ------         ------           ------
         Balance March 31, 2000       (1,044)           (30)          (1,074)
         Change in period               (111)             -             (111)
                                       ------         ------           ------

         Balance June 30, 2000       $(1,155)         $ (30)        $ (1,185)
                                       ======         ======           ======
</TABLE>

See Accompanying Notes to Consolidated Financial Statements.

<PAGE>
<TABLE>

                                     PAGE 6
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                   COMPUTATION OF NET INCOME PER COMMON SHARE
                      (Millions, except per share amounts)
                                   (Unaudited)

<CAPTION>

                                             Three Months Ended        Six Months Ended
                                                   June 30                  June 30
                                             ------------------       ------------------
                                                2000      1999           2000      1999
                                                ----      ----           ----      ----
<S>                                           <C>       <C>            <C>       <C>

Income from continuing operations .....       $  296    $  290         $  556    $  558
Less:  Preferred stock dividends ......            -         1              1         2
                                              ------    ------         ------    ------
Income, from continuing operations,
  basic                                          296       289            555       556
Effect of dilutive securities:
    Convertible preferred stock .......            -         1              1         2
                                              ------    ------         ------    ------
Income from continuing operations,
  assuming full dilution ..............          296       290            556       558
                                              ------    ------         ------    ------

Loss on disposal of discontinued operations     (428)        -           (428)        -
Income (Loss) from discontinued operations         1        10             (1)       11
                                             -------    -------       -------   -------
Net Income (Loss), assuming full dilution    $  (131)   $  300          $ 127    $  569
                                             =======    =======       =======    =======

Common shares, basic ..................        1,050     1,101          1,054     1,103
Effect of dilutive securities:
    Convertible preferred stock .......            -        12              6        12
    Stock options .....................            8        11              7        12
                                              ------    ------         ------    ------
Common shares, assuming full dilution          1,058     1,124          1,067     1,127
                                              ======    ======         ======    ======

Net Income (Loss) per Common Share,
  basic
    Continuing Operations .............       $  .28    $  .26         $  .53    $  .50

    Disposal of Discontinued Operations        ( .41)        -           (.41)        -
    Discontinued Operations ...........            -       .01              -       .01
                                              ------    ------         ------    ------
    Net Income (Loss) .................      $  (.13)  $   .27          $ .12    $  .51
                                              ======    ======         ======    ======

Net Income (Loss) per Common Share,
    assuming full dilution
    Continuing Operations .............      $   .28    $  .25        $   .52    $  .49

    Disposal of Discontinued Operations         (.41)        -           (.40)        -
    Discontinued Operations ...........            -       .01              -       .01
                                              ------    ------         ------    ------
    Net Income (Loss) .................      $  (.13)   $  .26        $   .12    $  .50
                                              ======    ======         ======    ======


</TABLE>

See Accompanying Notes to Consolidated Financial Statements.

<PAGE>

                                     PAGE 7
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Accounting Comments
-------------------
Reference is made to the registrant's 1999 Annual Report to stockholders,  which
contains,  at pages 19 through 34,  financial  statements and the notes thereto,
which are  incorporated by reference in the  registrant's  Annual Report on Form
10-K for the year ended December 31, 1999.

For interim reporting purposes,  advertising  expenses are charged to operations
as a  percentage  of sales,  based on  estimated  sales and related  advertising
expense for the full year. On an annual basis, advertising costs are expensed in
the year incurred.

With respect to the financial  information for the interim  periods  included in
this report, which is unaudited, the management of the Company believes that all
adjustments  necessary for a fair  presentation  of the results for such interim
periods have been included.

Prior year financial  statements  have been  reclassified to conform to the 2000
presentations.


Accounting Pronouncements
-------------------------
In June 1998,  Statement  of  Financial  Accounting  Standards  (SFAS) No.  133,
"Accounting for Derivative  Instruments and Hedging  Activities" was issued. The
Company will adopt SFAS No. 133, as amended by SFAS No. 137 and SFAS No. 138, on
January 1, 2001.  Although  the  Company  continues  to review the effect of the
implementation  of SFAS No. 133,  the  Company  does not  currently  believe its
adoption will have a material impact on its financial position or overall trends
in  results  of  operations  and  does  not  believe  adoption  will  result  in
significant  changes to its financial risk management  practices.  However,  the
impact of adoption of SFAS No. 133 on the  Company's  results of  operations  is
dependent  upon  the  fair  values  of the  Company's  derivatives  and  related
financial  instruments  at the  date  of  adoption  and  could  result  in  more
pronounced quarterly fluctuations in other income and expense.

In December 1999, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 101,  (SAB 101)  "Revenue  Recognition."  An amendment in June 2000
delayed the effective date until the fourth quarter of 2000. The adoption of SAB
101 will not have a material impact on the consolidated financial statements.

In May of 2000, the Financial  Accounting  Standards Board's Emerging Issue Task
Force (EITF)  reached a consensus on Issue No.  00-14,  "Accounting  for Certain
Sales Incentives". This Issue addresses the recognition, measurement, and income
statement  classification  for  various  types  of sales  incentives  including:
discounts,  coupons,  rebates and free  products.  The  Company  will adopt this
consensus  in the third  quarter of 2000.  The impact of this  consensus  on the
Company's consolidated financial statements is still being evaluated.


Reorganization and Realignment
------------------------------
The program was essentially  completed  during the quarter ended March 31, 2000.
From the  inception of the plan through March 31, 2000,  total program  spending
was $535 million.  Spending for employee-related expenses  included $209 million
for  severance  and $134  million for other  benefits.  Asset  impairment  costs
included  $148 million for  property,  plant and  equipment  and $13 million for
other assets. Distributor buyout costs were $31 million.
<PAGE>

                                     PAGE 8
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Discontinued Operations
-----------------------
The Company has completed its review of the Stationery  Products segment and has
made the decision to divest the  business.  It is  estimated  that the sale will
result  in an  after-tax  loss of $428  million  (net  of a tax  benefit  of $90
million)  or $.41 net  income  per common  share in the  second  quarter,  fully
diluted.  The net loss includes the book loss on the transaction,  estimates for
the operating profit of the segment through the expected disposal date and other
costs  directly   associated  with  the  decision  to  divest,   including  post
divestiture reorganization costs.

The Stationery  Products  segment is accounted for as a discontinued  operation,
and accordingly,  amounts in the financial statements and related notes, for all
periods shown, have been restated to reflect discontinued operations accounting.
For the periods ended June 30, the results of  discontinued  operations  were as
follows:

<TABLE>
                                    Three Months Ended    Six Months Ended
                                          June 30             June 30
                                    ------------------    ------------------
                                      2000       1999       2000       1999
                                      ----       ----       ----       ----

<S>                                <C>       <C>         <C>       <C>
(Millions)
--------
Net Sales .......................  $   190    $   209    $   328     $  352
Income (Loss) before income taxes        1         15         (2)        16
Income taxes ....................        -          5         (1)         5
                                    ------     ------     ------     ------
Net income (loss) from operations
  of discontinued business ......  $     1    $    10    $    (1)   $    11
                                    ======     ======     ======     ======
</TABLE>

The assets  identified as part of the  disposition  of  Stationery  Products are
recorded as Net Assets of Discontinued Operations, the cash flow of the business
is reported as Net Cash Flow from  Discontinued  Operations,  and the results of
operations  of the segment  are  reported  as Income  (Loss)  from  Discontinued
Operations,  net of tax. Net Assets of Discontinued  Operations consisted of the
following:
<TABLE>
                                                June 30,       Dec. 31,
                                                  2000           1999
                                               -----------    -----------
<S>                                          <C>             <C>
Millions
--------
Net Current Assets                              $   447        $   509
Property, plant and equipment,
  less accumulated depreciation                     181            200
Other net noncurrent assets and liabilities         215            465
                                                 ------         ------
Net assets of discontinued operations           $   843        $ 1,174
                                                 ======         ======
</TABLE>


<PAGE>

                                     PAGE 9
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Advertising
-----------
The  advertising  expense  detailed  below is included  in selling,  general and
administrative expenses.

<TABLE>
                              Three Months Ended      Six Months Ended
                                    June 30               June 30
                              ------------------      ------------------
                                2000       1999         2000       1999
                                ----       ----        ----       ----
<S>                          <C>       <C>           <C>       <C>

Net Sales ................     $ 2,249   $ 2,205     $ 4,156     $4,001
Advertising ..............         141       142         257        227
   % of Net Sales ........         6.3%      6.4%       6.2%       5.7%
</TABLE>


Share Repurchase Program
------------------------
The Company has an ongoing share repurchase program that authorizes the purchase
of up to 125  million  shares  in the open  market  or in  privately  negotiated
transactions,  depending  on  market  conditions  and  other  factors.  From the
inception of the program through  December 31, 1999, the Company  repurchased 69
million  shares in the open market for $3,173  million.  In the first quarter of
2000,  the  Company  repurchased  22 million  shares in the open market for $798
million,  and in the second  quarter of 2000, 3 million shares for $113 million.
The Company plans to purchase the remaining authorized shares in the open market
or in privately  negotiated  transactions,  depending on market  conditions  and
other factors.

In 2000,  the Company  continued to sell equity put options as an enhancement to
its  ongoing  share  repurchase  program and  collected  $13 million in premiums
through  June 30, 2000.  These  options  provide the Company with an  additional
opportunity  to  supplement  open-market  purchases  of its common  stock if the
options expire "in the money."  In addition,  the premiums received are a source
of funding for share purchases. The options are exercisable only on the last day
of their term. The Company, at its discretion, may elect to settle by paying net
cash or by purchasing the shares. To date, the Company has purchased shares upon
settlement and intends to continue this practice.

The option  prices are based on the market value of the  Company's  stock at the
date of  issuance.  The  redemption  value  of the  outstanding  options,  which
represents the options'  price  multiplied by the number of shares under option,
is presented  in the  accompanying  consolidated  balance  sheet as  "Contingent
Redemption  Value of  Common  Stock Put  Options."  All of the  outstanding  put
options mature in the third quarter.

At June 30, 2000,  no put options had strike  prices that were greater than the
closing price for Gillette common stock on June 30, 2000.


Employee Stock Ownership Plan
-----------------------------
On April  25,  2000,  the  trustee  for the ESOP  trust  redeemed  the  Series C
preferred stock, held by the trust, for common stock. The redemption was made by
the trustee in order to receive the common stock dividend,  which now provides a
higher return to holders than the preferred stock  dividend.  The redemption has
no  impact on fully  diluted  EPS and  closes  the gap  between  basic and fully
diluted  EPS.  The  preferred  shares had a stated  cost of $84 million and were
redeemed for common  stock held in the  Company's  treasury  with a cost of $174
million. Total stockholders' equity is unchanged as a result of the redemption.

 <PAGE>

                                     PAGE 10
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Financial Information by Business Segment
-----------------------------------------
Net sales,  profit from operations and assets for each of the Company's business
segments are set forth below. There are no material intersegment revenues.

                                                     Net Sales
                                    --------------------------------------------
                                    Three Months Ended        Six Months Ended
                                          June 30                 June 30
                                    -------------------      -------------------
(Millions)                            2000        1999         2000        1999
                                     ------      ------       ------      ------
 Blades & Razors                    $  889      $  824       $1,607      $1,476
 Toiletries                            243         281          473         506
 Duracell Products                     588         608        1,052       1,084
 Oral-B Products                       164         164          319         309
 Braun Products                        365         328          705         626
                                    ------      ------       ------      ------
   Total continuing operations      $2,249      $2,205       $4,156      $4,001
                                    ======      ======       ======      ======
   Discontinued operations          $  190      $  209       $  328      $  352
                                    ------      ------       ------      ------


                                               Profit from Operations
                                    --------------------------------------------
                                    Three Months Ended        Six Months Ended
                                          June 30                 June 30
                                    ------------------       -------------------
 (Millions)                           2000        1999         2000        1999
                                     ------      ------       ------      ------
 Blades & Razors                    $  345      $  321       $  629      $  587
 Toiletries                             17          18           46          48
 Duracell Products                      94         117          156         209
 Oral-B Products                        16          20           39          43
 Braun Products                         34          14           89          52
                                    ------      ------       ------      ------
 Subtotal Reportable Segments          506         490          959         939
 All Other                              (7)        (13)         (18)        (16)
                                    ------      ------       ------      ------
   Total continuing operations      $  499      $  477       $  941      $  923
                                    ======      ======       ======      ======
   Discontinued operations          $    1      $   15       $   (2)     $   16
                                    ------      ------       ------      ------

<PAGE>
<TABLE>

                                     PAGE 11
                  THE GILLETTE COMPANY AND SUBSIDIARY COMPANIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



<CAPTION>
                                                       Identifiable Assets
                                 ---------------------------------------------------------------
                                 Jun 30,    Mar 31,    Dec 31,    Jun 30,    Mar 31,    Dec 31,
(Millions)                        2000       2000       1999       1999       1999       1998
                                 -------    -------    -------    -------    -------    -------
<S>                             <C>        <C>        <C>        <C>          <C>        <C>
Blades & Razors                 $ 3,596    $ 3,541    $ 3,532    $ 3,532    $ 3,347    $ 3,378
Toiletries                          647        652        696        770        747        771
Duracell Products                 3,212      3,086      3,310      3,008      3,014      3,288
Oral-B Products                     660        658        663        749        725        680
Braun Products                    1,515      1,482      1,602      1,546      1,574      1,679
                                -------    -------     -------   -------    -------    -------
Subtotal Reportable Segments      9,630      9,419      9,803      9,605      9,407      9,796
All Other                           688        673        809        783        886        834
Discontinued Operations             843      1,090      1,174      1,195      1,166      1,272
                                -------    -------    -------    -------    -------    -------
  Total                         $11,161    $11,182    $11,786    $11,583    $11,459    $11,902
                                =======    =======    =======    =======    =======    =======

</TABLE>

<PAGE>

                                     PAGE 12
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


Results of Operations
---------------------
Results  for any  interim  period,  such as  those  described  in the  following
analysis, are not necessarily indicative of results for the entire year.


Second Quarter 2000 versus 1999
-------------------------------
Sales for the quarter ended June 30, 2000, were $2.25 billion, an increase of 2%
versus the same  quarter of the prior year.  Excluding  the  adverse  effects of
exchange and the divestiture of the White Rain hair care line, sales climbed 8%,
attributable to volume/mix and price.

Sales in North  America  were 4% above those of the prior year,  driven by sales
increases  of 14% for blades and  razors,  52% for Braun,  and 5% for  Duracell.
Excluding  the  divestiture  of White Rain,  sales growth was 7%. Sales in Latin
America were up 10% from those of 1999, as all core product lines contributed to
the  growth.  Sales in  Europe  were 3% below  those of the  previous  year,  as
favorable  volume/mix  in blades and razors and in Braun  products was more than
offset by unfavorable  exchange  related to the Euro. Sales in Europe would have
increased 7% without the negative  effect of exchange.  Sales in the AMEE region
(Africa,  Middle East and Eastern Europe) were down 3%, but would have increased
by 6% without the  negative  effect of exchange.  While  economies in the region
continued to improve,  AMEE's sales  performance was negatively  affected by our
continued actions to reduce trade  receivables in certain key markets.  Sales in
the Asia-Pacific region were 4% above those of the prior year,  reflecting Braun
strength in Japan, higher sales of blades and razors and favorable exchange.

Sales of blades and razors  rose 8%, and  profits  7%, due  primarily  to strong
sales of the Mach3 system in North America,  Europe and Latin America. Blade and
razor sales in North America grew by 14%, aided by shipments of the  SensorExcel
for Women Fashion line and new  elastomer-handle  disposable  razors. In Europe,
sales grew by 4% versus the prior year, or 15% excluding  unfavorable  exchange,
with a 45% increase in Mach3 cartridge shipments and continued strong sell-in of
the Sensor Excel for Women Fashion razor.

Toiletries  sales  were 14% below  those of 1999,  but would have  matched  last
year's level without the adverse  effects of the  divestiture  of White Rain and
unfavorable exchange.  Sales of pre- and post-shave products were 6% above those
of the prior year. Profits were 9% below those of 1999.

Sales of Duracell  products  declined 3%. In North America,  sales were 5% above
those  of the  prior  year,  reflecting  strength  in  Duracell  Ultra  alkaline
batteries  and photo  lithium  batteries.  Sales in Latin America were 13% above
1999,  reflecting  share gains and economic  improvement  in several  countries.
Sales in Europe were 12% below those of the  previous  year,  due  primarily  to
depreciation of the Euro. Asia-Pacific battery sales were 24% below those of the
prior year, largely as a result of lower overall battery sales in Korea, as well
as low-priced alkaline competition in China. Duracell profit from operations was
19% below that of the previous year, due to lower sales and increased  marketing
support.

Sales of Oral-B  products showed little change from those of 1999, with gains in
Latin  America  offset by lower sales in North  America.  Sales  declined 13% in
North America due to a difficult  comparison  with 1999,  including the pipeline
for the  launch of  CrossAction.  In Latin  America,  sales were up 38% aided by
improving  economic  conditions,  and  European  sales  were  flat  due to a 12%
unfavorable impact of exchange. Worldwide CrossAction sales were 36% above those
of 1999,  reflecting  strong  growth in all  regions  outside of North  America.
Profit from operations was 18% below that of 1999,  primarily due to country mix
and the impact of the worldwide rollout of CrossAction toothbrushes.
 <PAGE>

                                     PAGE 13
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


Sales of Braun products were 11% above those of the prior year. Sales increases,
aided by  broad-based  advertising  support  in core  product  categories,  were
achieved  across all geographies  except Europe,  where sales were restrained by
the  depreciation  of the Euro.  Sales of the Braun Syncro electric shaver drove
growth in Germany and Japan, while improving  economic  conditions and increased
distribution led to strong growth in the AMEE region and Latin America. Sales of
Braun oral care were 14% above those of the prior year.  Profit from  operations
more than doubled,  from $14 million in 1999 to $34 million in 2000,  reflecting
sales growth, improved mix and lower overhead expenses.

Six Months 2000 versus 1999
------------------------------
Sales for the six months ended June 30, 2000, were $4.16 billion, an increase of
4% versus the same period of the prior year.  Excluding  the adverse  effects of
exchange and the divestiture of the White Rain hair care line, sales climbed 9%,
attributable to volume/mix and, to a lesser degree, price.

Sales in North  America  were 5% above those of the prior year,  driven by sales
increases  of 15% for  blades  and  razors,  34% for Braun and 4% for  Duracell.
Excluding  the  divestiture  of White Rain,  sales growth was 7%. Sales in Latin
America  were up 14% from  those of 1999,  due  largely  to  improving  regional
economic  conditions that benefited all core product lines. Sales in Europe were
2% below those of the  previous  year,  as  favorable  volume/mix  in blades and
razors  and in Braun  products  was more  than  offset by  unfavorable  exchange
related to the Euro.  Sales in Europe would have increased 9% without the impact
of  unfavorable  exchange.  Sales in the AMEE  region  (Africa,  Middle East and
Eastern  Europe)  were up 1%,  but  would  have  increased  by 15%  without  the
unfavorable  impact of  exchange.  While  economies  in the region  continued to
improve,  AMEE's sales  performance  was  negatively  affected by our  continued
actions  to reduce  trade  receivables  in  certain  key  markets.  Sales in the
Asia-Pacific  region  were 5% above those of the prior  year,  reflecting  Braun
strength in Japan and favorable exchange.

Sales of blades and razors  rose 9%, and  profits  7%, due  primarily  to strong
sales of the Mach3 system in North America,  Europe and Latin America. Blade and
razor sales in North  America  grew by 15%,  aided by initial  shipments  of the
SensorExcel for Women Fashion line and new  elastomer-handle  disposable razors.
Sales in Latin America  climbed 16%,  reflecting  the  successful  launch of the
Mach3 system in Brazil.  In Europe,  sales grew by 3% versus the prior year,  or
14%  excluding  unfavorable  exchange,  with a 49%  increase in Mach3  cartridge
shipments  and continued  sell-in of the Sensor Excel for Women  Fashion  razor.
Total blade and razor profit grew at a slower rate than sales,  due primarily to
a strong increase in marketing expenses.

Toiletries  sales  were 7% below  those of the prior  year,  due  chiefly to the
divestiture of White Rain.  Sales of pre- and post-shave  products were 8% above
those of the prior year. Profits were 5% below those of 1999.

Sales of Duracell  products declined 3%, as a 52% increase in Duracell Ultra was
offset by  sharply  lower  sales of  non-Duracell  branded  batteries.  In North
America,  sales were 4% above  those of the prior year,  reflecting  strength in
Duracell Ultra alkaline  batteries and photo lithium  batteries.  Sales in Latin
America  were 11% above  those of 1999,  reflecting  share  gains  and  economic
improvement  in several  countries.  Sales in Europe were 13% below those of the
previous year, due primarily to depreciation of the Euro.  Asia-Pacific  battery
sales  were 20% below  those of the  prior  year,  largely  as a result of lower
overall  battery sales in Korea, as well as low-priced  alkaline  competition in
China.  Duracell profit from operations was 25% below that of the previous year,
reflecting lower sales and increased marketing support.

Sales of Oral-B  products were 4% above those of 1999. In Latin  America,  sales
were up 32%, assisted by improving economic conditions, and European sales would
have increased 14% without the 11% unfavorable  impact of exchange.  These gains
were partially  offset by lower sales in North America.  Profit from  operations
was 9% below that of 1999,  due to country  mix and the impact of the  worldwide
rollout of CrossAction toothbrushes.
 <PAGE>
                                     PAGE 14
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


Sales of Braun products were 13% above those of the prior year. Sales increases,
aided by  broad-based  advertising  support  in core  product  categories,  were
achieved  across all geographies  except Europe,  where sales were restrained by
the  depreciation  of the Euro.  Sales of the Braun Syncro electric shaver drove
growth in Germany and Japan, while improving  economic  conditions and increased
distribution led to strong growth in the AMEE region and Latin America. Sales of
Braun oral care were 14% above those of the prior year.  Profit from  operations
was 71% above that of 1999,  reflecting  sales  growth,  improved  mix and lower
overhead expenses.


Costs and Expenses
------------------
Gross  profit  for the six  months  ended June 30,  2000 was $2.66  billion,  an
increase of 4% versus 1999.  Gross  profit as a  percentage  of sales was 64.0%,
compared  with 63.6% in 1999.  The slight  increase in margin was due in part to
favorable  sales mix and the positive  effect of pricing.  Additionally,  margin
improvements  were realized as a result of savings from the  reorganization  and
realignment  program,  partially  offset  by  the  effects  on  costs  of  lower
production levels resulting from the inventory reduction program.

Selling,  general and administrative  expenses increased by $95 million,  or 6%.
Combined  advertising and sales promotion expenses grew 10%, with advertising as
a percent of sales increasing from 5.7% in 1999 to 6.2% in 2000. Other marketing
and administrative  expenses were 4% above those of the prior year, in line with
sales growth.

Profit  from  operations  was $941  million,  up 2%,  from  $923  million a year
earlier.

Net interest expense was higher,  due to increased  borrowings to fund the share
repurchase  program  and higher  interest  rates.  Net  exchange  losses and the
effective tax rate were lower.

Income from continuing operations of $556 million was virtually unchanged versus
the $558 million in 1999.  Diluted net income per common  share from  continuing
operations  of $.52 was 6% above  the $.49 of 1999,  benefiting  from the  lower
number of shares outstanding.


Reorganization and Realignment
------------------------------
The program was essentially  completed  during the quarter ended March 31, 2000.
The program resulted in the closure of 14 factories, 13 warehouses and 34 office
facilities,  as well as a  reduction  of 4,623  employees  across  all  business
segments, geographies and employee groups.


Discontinued Operations
-----------------------
The Company has made the  decision to divest the  Stationery  Products  business
and, therefore, it is accounted for as a discontinued  operation.  The after-tax
loss on the disposal of the business is estimated at $428  million.  Through six
months, the after-tax loss from discontinued operations is $1 million.

For the quarter ended June 30, 2000, net sales of $190 million were 9% below the
net sales of $209 million in the same period last year.  Profit from  operations
of $1 million compared unfavorably to $15 million in 1999, due to lower sales to
cover stable overhead expenses.

For the six months ended June 30, 2000,  net sales of $328 million were 7% below
the net sales of $352  million in the same period last year.  Through six months
in 2000,  there was a loss from operations of $2 million compared to a profit of
$16  million  for the same  period  in 1999.  Lower  sales and  stable  overhead
expenses resulted in the decline in profit from operations.
 <PAGE>


                                     PAGE 15
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


Product Category Review
-----------------------
The Company completed its review of the Braun household,  hair care and personal
diagnostic  appliance  businesses.   The  review  determined  that  these  Braun
businesses,  as supporting  product lines,  are  instrumental in maintaining and
strengthening strong retail support,  brand equity, market position and point of
sale presence in many key geographies.  They will be marketed in their redefined
supporting role in those geographies where they add value.


Financial Condition
-------------------
Net cash  provided by  operating  activities  for the six months  ended June 30,
2000,  amounted to $526  million,  compared with $480 million in the same period
last year.  The movement in both accounts  receivable and  inventories  compared
favorably  with that of 1999,  reflecting  the  efforts of our  working  capital
action plan.  Other working  capital items  compared  unfavorably  with those of
1999, due primarily to the timing of tax payments.

Net debt (loans  payable,  current portion of long-term debt and long-term debt,
net of  associated  swaps,  less cash and cash  equivalents)  at June 30,  2000,
amounted to $5.42  billion,  compared with $4.53 billion at year-end  1999.  The
increase  was due to  additional  debt  used to  finance  the  share  repurchase
program.  The Company's current ratio at June 30, 2000, was 1.08,  compared with
1.39 at December 31, 1999, reflecting increased loans payable as a result of the
share repurchase program.

The change in our foreign currency translation  adjustment through June 30, 2000
was a loss of $124 million,  with the United Kingdom  accounting for $74 million
of the loss.  Losses  through  June 30,  1999,  were $222  million,  with Brazil
accounting for $100 million of the loss.
<PAGE>

                                     PAGE 16
                           PART II. OTHER INFORMATION


Item 1.  Legal Proceedings

The  Company is  subject,  from time to time,  to legal  proceedings  and claims
arising out of its  business,  which  cover a wide range of  matters,  including
antitrust  and trade  regulation,  advertising,  product  liability,  contracts,
environmental issues, patent and trademark matters and taxes. Management,  after
review and consultation  with counsel,  considers that any liability from all of
these legal  proceedings and claims would not materially affect the consolidated
financial position, results of operations or liquidity of the Company.


Item 5.  Other Information

Cautionary Statement
--------------------
From time to time,  the Company  makes  statements  that  constitute  or contain
"forward-looking"  information as that term is defined within the meaning of the
Federal   securities   laws.   These   statements  may  be  identified  by  such
forward-looking  words as  "expect,"  "look,"  "believe,"  "anticipate,"  "may,"
"will,"  and  variations  of these words or other  forward-looking  terminology.
Forward-looking  statements  made by the  Company are not  guarantees  of future
performance.  The Company  assumes no obligation  to update any  forward-looking
information.   Actual   results  may  differ   materially   from  those  in  the
forward-looking  statements as the result of risks and uncertainties,  including
those listed below.

    * the pattern of the Company's sales,  including  variations in sales volume
      within periods,  which makes  forward-looking  statements  about sales and
      earnings  difficult  and may  result in the  material  variance  of actual
      results from those  contained in statements  made at any time prior to the
      period's close;

    * vigorous  competition  within the  Company's  product  markets,  including
      pricing,  promotional,  advertising  or  other  activities,  in  order  to
      preserve or gain market  share,  the timing of which cannot be foreseen by
      the Company;

    * the Company's reliance on the development of new products and the inherent
      risks associated with new product introductions,  including uncertainty of
      trade and customer acceptance and competitive reaction;

    * the  costs   and  effects  of   unanticipated   legal  and  administrative
      proceedings;

    * the  impacts of unusual  items   resulting  from  ongoing  evaluations  of
      business   strategies,   potential   divestitures,  asset  valuations  and
      organizational structure;

    * a substantial  portion of the Company's sales having been made outside the
      United States, making forecasting of sales more difficult;

    * the  impact on sales or earnings of fluctuations in  exchange rates in one
      or more of the Company's geographic markets;

    * the ability of the Company to  successfully  reduce trade  inventories  to
      levels consistent with the changing needs of the more concentrated  retail
      trade;

    * the  ability  of  the  Company to  successfully  reduce  working  capital;

<PAGE>

                                     PAGE 17
                           PART II. OTHER INFORMATION



    * the  possibility of one or more of the global markets in which the Company
      competes  being  impacted by variations  in  political,  economic or other
      factors,  such as inflation rates,  recessionary or expansive trends,  tax
      changes, legal and regulatory changes or other external factors over which
      the Company has no control;

    * the  effects  of  rapid  technological   change  on  product  development,
      differentiation, acceptance and costs, including technological advances of
      competitors;

    * the  effects  of  patents,  including  possible  new  patents  granted  to
      competitors  or challenges to Company  patents and  expiration of patents,
      which affect competition and product acceptance;


Item 6(a)  Exhibits


Exhibit 27 Financial Data Schedule


Item 6(b)  Reports on Form 8-K


There were no reports on Form 8-K filed during the quarterly  period ended June
30, 2000.

<PAGE>

                                     PAGE 18
                                    SIGNATURE

SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

         THE GILLETTE COMPANY
             (Registrant)






MARK N. EDOFF

Mark N. Edoff
Principal Accounting Officer

August 4, 2000