Exhibit 10(b)



      August 16, 2001 --  Revised August 27, 2001






                            PERSONAL AND CONFIDENTIAL

              TERMINATION SETTLEMENT AGREEMENT AND GENERAL RELEASE


          Jorgen Wedel
          29 Winsor Way
          Weston, MA 02493


          Dear Jorgen:

               This letter describes our proposed agreement concerning the
          termination of your employment with The Gillette Company (hereinafter,
          "Gillette," or the "Company"). The termination settlement pay and
          benefits described below are available to you only if you execute this
          Agreement, which includes a release of all claims, non-competition and
          non-solicitation restrictions, and additional conditions as set forth
          below.

               Your "scheduled release date" is October 1, 2001. You will
          continue to be paid your present base salary through that date.

               Termination Settlement Pay - The total gross amount of
          termination settlement pay available to you under this Agreement is
          One Million Eight Hundred Sixty Thousand Dollars ($1,860,000.00). Such
          termination settlement pay shall be provided to you in the form of
          continuing semi-monthly payments at the annual rate of Nine Hundred
          Thirty Thousand Dollars ($930,000.00) during the two-year period from
          your scheduled release date through September 30, 2003. These
          semi-monthly payments, which will be subject to appropriate deductions
          for taxes, benefits and other required withholdings, will be included
          in the calculation of Average Annual Compensation in accordance with
          the terms of The Gillette Company Retirement Plan. The period during
          which you receive termination settlement pay as continuing
          semi-monthly payments is referred to hereinafter as the "settlement
          payments period."

               Resignation of Officer Positions - Effective as of the scheduled
          release date, you resign from your position as an Officer of the
          Company, and from all other positions you may currently hold as an
          officer or director of any of the Company's subsidiaries or
          affiliates. You shall sign and deliver to the Company such other
          documents as may be necessary to effect or reflect such resignations.
<PAGE>

               Change in Control Employment Agreement - Your Change in Control
          Employment Agreement with Gillette dated December 16, 1999, will
          terminate on the eighth day after your execution of this Agreement,
          when this Agreement becomes effective and enforceable.

               Benefits Status During Settlement Payments Period - During the
          settlement payments period, you will be eligible to continue
          participation in a number of employee benefits and services. These
          include continuing participation in the following contributory benefit
          plans:

                        Medical Plan
                        Dental Plan
                        Supplemental Life Insurance Plan
                        Employees' Savings Plan
                        Supplemental Savings Plan
                        Executive Life Insurance Plan

               If you elect to continue your participation in the Gillette
          medical or dental plans after your scheduled release date and you
          become eligible for coverage under any other medical or dental plans,
          you agree to look to those other plans for your primary coverage.
          Coverage under a Gillette plan will only apply in accordance with
          Gillette's Coordination of Benefits Provision as secondary payer.

               During a settlement payments period, you will also be eligible
          for many of the currently provided employee benefits and services.
          However, following your scheduled release date you will not be
          eligible for certain employee benefits, including:

                           Incentive Bonuses
                           Salary Continuation Plan
                           Long-Term Disability Plan
                           Vacation Accrual
                           Holiday Pay
                           Tuition Refund Plan

               The following is information concerning specific benefits
          provided under this Agreement as of your scheduled release date, at
          the end of a settlement payments period or when you elect to begin
          receiving pension benefits, as discussed below.

               The Gillette Company Retirement Plan - Company records indicate
          you will be eligible for a pension as of your scheduled release date.
          If you continue to receive termination settlement pay as semi-monthly
          payments until September 30, 2003, as set forth above, your retirement
          date for all benefits purposes shall be October 1, 2003.

               You may elect to retire and begin receiving pension payments
          prior to October 1, 2003, on any date following your scheduled release
          date. Once you elect to begin receiving pension payments, the
          settlement payments period ends and you are eligible for only those
          pension benefits and services available to retirees. At that time, the

<PAGE>

          balance of any termination settlement pay due you under this Agreement
          must be taken as a lump sum or deferred to a specific future date.
          Lump sum payments and deferred termination settlement payments made
          after pension payments begin will not be included in determining
          service credit or in computing compensation under the Retirement Plan.

               Group Medical Coverage - During a settlement payments period, you
          may elect to continue your current Gillette group medical coverage at
          the regular employee contribution rate.

               Group Dental Coverage - Dental coverage may be continued at the
          regular employee contribution rate throughout a settlement payments
          period. After the settlement payments period, you may continue group
          dental coverage for up to an additional 18 months by paying 102% of
          the premium cost of such coverage. Dental coverage is otherwise not
          available after retirement.

               Coverage under the Gillette group dental plan will continue
          through the last day of the month in which you terminate from the
          group plan. If you are in the process of having dental work done which
          requires more than one visit (for example, root canal work, etc.), you
          will have 30 days from the first of the next month to have it
          completed. The Gillette group dental plan cannot be converted into an
          individual membership.

               Employee Stock Ownership Plan (ESOP) - When terminated from the
          payroll on the last date of a settlements payments period, you may
          take a distribution of your ESOP account, or, if the account balance
          is $5,000 or more, defer the distribution. As a terminating employee
          who is retirement eligible, you should refer to the Retiree/LTD
          Medical Program for information on using the ESOP to fund retiree
          medical coverage.

               Retiree Medical Program - You will be eligible to participate in
          the Retiree Medical Program upon or after retirement. Employees hired
          prior to July 1, 1990 (Group 2) must maintain the full ESOP account
          balance with the trustee for continued eligibility for retiree medical
          coverage.

               Life Insurance (Spouse and Child) - Coverage provided under this
          plan will continue for a 31-day period following the date you retire.
          During a settlement payments period, the amount of coverage under
          spouse or child life insurance will continue at the coverage level in
          effect on the scheduled release date. Within the 31-day period after
          the date you retire or the end of the settlement payments period, if
          applicable, you may convert to an individual policy without a
          qualifying exam. If you wish to convert to an individual policy, you
          must notify the Employee Benefits Department in order to arrange for
          an insurance company representative to contact you with details on
          conversion options. Please refer to Your Employee Benefits Book for
          information on the conversion privilege.

<PAGE>

               Executive Life Insurance - Executive life insurance coverage will
          continue during a settlement payments period at the same coverage
          level as an active employee. At retirement, coverage levels are
          adjusted to reflect a retirement benefit.

               Estate Preservation Plan - You, or the policy owner, may retain
          the policy by continuing the scheduled premium payments determined at
          the time of inception. If you elect to discontinue this policy, the
          Company will withdraw its cumulative premium payments from the
          policy's cash value and have no further interest in the policy.

               Savings Plan - You may continue to participate in the Employees'
          Savings Plan during a settlement payments period at your rate of
          contribution on the scheduled release date, unless you change the
          contribution rate on a subsequent date. You may, in accordance with
          the terms of the Plan, retain an account balance of over $5,000 after
          your contributions end and defer withdrawal to a future date. When you
          want to withdraw your account, you may call the Plan Record Keeper and
          Trustee, Fidelity Investments, at 1-800-544-0263. A voluntary
          withdrawal taken prior to the end of a settlement payments period may
          result in suspension of participation and/or a negative tax impact.
          Please refer to the current Employees' Savings Plan booklet.

               Supplemental Savings Plan - If you participate in the
          Supplemental Savings Plan, deferrals under the Plan may continue
          during a settlement payments period. At the end of the settlement
          payments period, the Supplemental Savings Plan will be paid to you in
          a single lump sum unless you have previously made a timely deferral
          election.

               Stock Equivalent Unit Plan - During a settlement payments period,
          the value of any awards will continue to be determined by stock price
          appreciation and dividend credits. You will receive additional
          information from the Manager of Executive Compensation concerning your
          payment or deferral election.

               Stock Option Plan -Your period for exercising any vested options
          will be the time period available to Stock Option Plan participants
          retiring under The Gillette Company Retirement Plan, subject to the
          provisions of the section below entitled "Rights and Remedies in the
          Event of Certain Breaches."

               Vacation Pay - Any unused current year vacation accrued as of
          your scheduled release date will be paid to you at that time. As you
          are eligible for retirement benefits under The Gillette Company
          Retirement Plan as of the scheduled release date, you will be granted
          full year vacation accrual for the current year. There will be no
          vacation accrual after the scheduled release date.

               Outplacement Counseling Services - Arrangements will be made with
          Lee Hecht Harrison,  Inc. to provide you with outplacement  counseling
          services.

               In order to remain eligible for this outplacement assistance, you
          must initiate outplacement services with Lee Hecht Harrison, Inc. as

<PAGE>

          soon as possible and in any event not later than fourteen days
          following your scheduled release date. You must also continue active
          participation in the job search program as it is established by your
          outplacement counselor.

               Use of the Lee Hecht Harrison, Inc. outplacement facility and
          counseling services will be available to you for a period of 12 months
          following your scheduled release date unless you sooner become
          re-employed, decline further services or voluntarily interrupt your
          participation in the program for a 30-day period.

          Non-Competition and Non-Solicitation Restrictions.

               A. In consideration of the termination settlement pay and other
          benefits provided to you under this Agreement, you agree that, prior
          to October 1, 2003, you shall not directly or indirectly:

               (1) as an employee, consultant, independent contractor, officer,
          director, individual proprietor, investor, partner, stockholder,
          agent, principal, joint venturer, or in any other capacity whatsoever
          (other than as the holder of not more than one percent of the combined
          voting power of the outstanding stock of a publicly held corporation
          or company), be employed, work, consult, advise, assist, or engage in
          any activity regarding any business, product, service or other matter
          which: (a) is substantially similar to or competes with any business,
          product, service or other matter regarding which you worked for the
          Company, or any of its subsidiaries, during the three years prior to
          your scheduled release date; or (b) concerns subject matters about
          which you gained proprietary information of the Company, or any of its
          subsidiaries, during the three-year period prior to your scheduled
          release date;

               (2) either alone or in association with others, solicit, divert
          or take away, or attempt to divert or to take away, the business or
          patronage of any of the clients, customers or accounts, or prospective
          clients, customers or accounts, of the Company which were contacted,
          solicited or served, directly or indirectly, by you while employed by
          the Company; or

               (3) either alone or in association with others: (a) solicit or
          encourage any employee or independent contractor of the Company to
          terminate his/her relationship with the Company; or (b) recruit, hire
          or solicit for employment or for engagement as an independent
          contractor, any person who is or was employed by the Company at any
          time during your employment with the Company; provided, that this
          Paragraph (3) shall not apply to such person whose employment with the
          Company has been terminated for a period of twelve months or longer.

               B. The geographic scope of the provisions of Paragraph A above
          shall extend to anywhere the Company or any of its subsidiaries is
          doing business, has done business or intends to do business.

               C. If any restriction set forth in Paragraph A above is found by
          any court of competent jurisdiction to be unenforceable because it
          extends for too long a period of time or over too great a range of
          activities or in too broad a geographic area, it shall be interpreted

<PAGE>

          to extend only over the maximum period of time, range of activities or
          geographic area as to which it may be enforceable.

               D. The non-competition restrictions set forth in Paragraph A
          above supersede any non-competition restrictions of less than two
          years in duration set forth in any agreement between you and the
          Company or any subsidiary or predecessor, or in any Gillette benefit
          plan in which you are a participant, including but not limited to the
          1971 Stock Option Plan.

               Confidentiality -- You shall not disclose or use at any time any
          secret or confidential information or knowledge obtained or acquired
          by you during, after, or by reason of, employment with the Company or
          any of its subsidiaries, as provided under applicable law and any and
          all agreements between you and the Company or any of its subsidiaries
          regarding your employment with the Company or the subsidiary.

               Inventions - In accordance with any and all agreements between
          you and the Company or any of its subsidiaries regarding your
          employment, you shall disclose promptly and transfer and assign to the
          Company all improvements and inventions in certain fields made or
          conceived by you during employment with the Company or the subsidiary
          and within the prescribed periods thereafter.

               Prohibited Statements - To the extent permitted by law, you shall
          not make, publish or state, or cause to be made, published or stated,
          any defamatory or disparaging statement, writing or communication
          pertaining to the character, reputation, business practices,
          competence or conduct of the Company, its subsidiaries, shareholders,
          directors, officers, employees, agents, representatives or successors.

               Rights and Remedies in the Event of Certain Breaches -- If the
          Company reasonably determines that you have materially violated any of
          your obligations under the above sections entitled "Non-Competition
          and Non-Solicitation Restrictions," "Confidentiality," "Inventions,"
          and "Prohibited Statements," then, in addition to any other remedies
          at law or in equity it may have, the Company shall have the following
          rights and remedies:

               A. The Company may immediately terminate all termination
          settlement pay and benefits provided to you under this Agreement, and
          shall have no further obligation to provide such pay and benefits to
          you.

               B. The Company may cancel any and all options previously granted
          to you under The Gillette Company 1971 Stock Option Plan, including
          but not limited to grants that according to their terms are vested
          (hereinafter referred to as "Covered Options"), effective as of the
          date on which such violation began (the "Violation Date"); and

               C. The Company may demand the return of any gain realized by you
          as a result of your exercise of any Covered Options during the period
          commencing one year prior to your scheduled release date and
          continuing through the Violation Date. Upon demand, you shall pay to

<PAGE>

          the Company the amount of any gain realized or payment received as a
          result of such exercises. At the option of the Company, such payment
          shall be made by returning to the Company the number of shares of
          common stock of the Company which you received in connection with such
          exercise (with the Company then refunding the option price paid by
          you), or in cash in the amount of the gain realized. If after such
          demand you fail to return said shares or amounts, the Company shall
          have the right to offset said amounts against any amounts, including
          compensation, owed to you by the Company or to commence judicial
          proceedings against you to recover said shares or amounts.

               The rights and remedies set forth above supercede the provisions
          of Paragraph 6(i)(6) of the 1971 Stock Option Plan, which contains a
          more limited definition of the term "covered options."

               Release of All Claims - In consideration of the termination
          settlement pay and other benefits provided to you under this
          Agreement, you do hereby, for yourself, your heirs, executors,
          administrators and assigns, release and agree to indemnify and hold
          harmless Releasee, as hereinafter defined, from any and all claims,
          charges, complaints, damages, or causes of action, now existing, both
          known and unknown, of every name and nature, including but not limited
          to all claims of breach of contract or misrepresentation, wrongful
          discharge, or arising from alleged violations of Title VII of the
          Civil Rights Act of 1964, the Age Discrimination in Employment Act,
          the Older Workers Benefits Protection Act, the Rehabilitation Act of
          1973, the Americans with Disabilities Act, the Fair Labor Standards
          Act, the Equal Pay Act, the Employee Retirement Income Security Act,
          the Worker Adjustment and Retraining Notification Act, Chapter 151B of
          Massachusetts General Laws, or any other local, state or federal law,
          regulation or policy or any other claim relating to or arising out of
          your employment with The Gillette Company or the termination thereof,
          with the sole exception of any rights you may have under the Workers'
          Compensation Act.

               The term "Releasee" in the previous paragraph shall be defined to
          include: Gillette, its corporate affiliates, and each of its present
          and former shareholders, directors, officers, agents, employees, and
          successors; and all employee benefits plans of Gillette (the "Plans"),
          and all administrators, committees, insurers and fiduciaries of the
          Plans, and all persons, members, agents, entities or parties claiming
          by, through and under the named parties.

               You acknowledge that prior to your execution of this release: you
          have been provided with the option and opportunity of reviewing this
          release with independent counsel of your own choosing and have, in
          fact, consulted with your attorney concerning this Agreement; you are
          competent to exercise this release; the only consideration for this
          release is the termination settlement pay and benefits described
          herein and no other promise or agreement has been made; your agreement
          to execute this release has not been obtained by any duress; and you
          fully understand that this document is intended to be a complete and
          legally binding general release.

<PAGE>


               No Known Claims Against You - The undersigned Senior Vice
          President of Human Resources represents that he knows of no claims
          that the Company or any Releasee has against you.

               Indemnification - Nothing in this Agreement or the above release
          of all claims shall constitute a release or waiver of any future
          application of the indemnification provisions in the Company's
          By-laws.

               Company Property - You agree that, not later than your scheduled
          release date, you will return all equipment, files, documents, credit
          cards, and any other property belonging to The Gillette Company.

               Cooperation and Assistance - You agree to make yourself
          reasonably available to the Company to respond to reasonable requests
          by the Company for information concerning matters involving facts or
          events, relating to the Company or any of the Company's subsidiaries
          or affiliates, that may be within your knowledge, and to cooperate
          with and assist the Company and any subsidiary or affiliate as
          reasonably requested with respect to any pending and future
          litigation, arbitration or other dispute resolution relating to any
          matter in which you were involved during your employment with the
          Company. The Company will reimburse you for your reasonable travel
          expenses and other costs that you incur as a result of your
          cooperation and assistance under this paragraph.

               Basic Fringe Benefit Rights - If you decide not to accept and
          sign this Agreement, your rights to certain fringe benefits upon
          termination will not be altered by your decision. These include your
          rights under applicable laws and benefit plan provisions to accrued
          and unused vacation pay as of your scheduled release date, conversion
          rights under group life insurance plans, and continuation of group
          medical and dental coverage under COBRA, and as well as any other
          rights you have to future benefits as a benefits plan participant
          under the federal Employee Retirement Income Security Act of 1974
          (ERISA).

               Non-Assignment - The termination settlement pay and benefits
          under this Agreement are personal to you and are expressly declared to
          be non-assignable and non-transferable. You shall have no right to
          commute, sell, assign, transfer or convey any payment hereunder. This
          Agreement shall be binding upon any successor to the business of The
          Gillette Company, but shall not otherwise be assignable.

               Payment to Estate - Should you die after this Agreement becomes
          effective and enforceable but before all termination settlement
          payments are completed, your estate will receive a lump sum payment of
          any balance of termination settlement pay due.

               Governing Law - This Agreement shall be governed by and construed
          in accordance with the laws of the Commonwealth of Massachusetts,
          without regard to its conflict of laws provisions.

<PAGE>
               Headings - Headings of the various provisions used herein are for
          convenience of reference only and shall not alter the meaning of the
          provisions.

               Severability - You agree that should any of the provisions of
          this Agreement be declared or determined by any court to be illegal or
          invalid, the validity of the remaining parts, terms or provisions
          shall not be affected thereby.

               Review - Gillette previously offered you a Termination Settlement
          Agreement on August 16, 2001, provided you a period of more than 21
          days in which to review and consider the Agreement, and advised you to
          consult with an attorney before signing the Agreement. The changes
          from the original reflected in this Agreement were negotiated by your
          attorney on your behalf, and you agree that these changes do not
          restart the running of the 21-day review period set forth in the Age
          Discrimination in Employment Act for waiving rights and claims under
          that statute.

               If, after review, you agree to and accept the terms and
          conditions of this letter, please sign and return the enclosed copy of
          this letter not later than September 10, 2001.

               Revocation - Federal law provides you with the right to revoke
          this Agreement during the seven days following your signing of the
          Agreement. A revocation must be in writing and delivered to me. This
          Agreement does not become effective or enforceable until after the
          seven-day revocation period has passed, or if you revoke the Agreement
          during that period.

               I would like to take this opportunity to extend my personal
          thanks for your past support and my best wishes for your future.


          Sincerely,

          /s/ Edward E. Guillet

          Edward E. Guillet
          Senior Vice President
          Human Resources

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      AGREED AND ACCEPTED:

      I hereby accept and agree to all of the terms and provisions of this
      Agreement.


      /s/ Jorgen Wedel                                 /s/ Claudio E. Ruben
      Signature                                        WITNESS: Signature


      8/29/01
      Date