Exhibit 10-5 - 10-Q JAS 2006


    

      THE
        GILLETTE COMPANY FINANCIAL PLANNING

      REIMBURSEMENT
        PROGRAM

      REVISED
        OCTOBER 2004

      (with
        amendments adopted through August 21, 2006)

      


      Eligibility               Each
        executive of the Company who (i) is generally treated as a United States
        employee for employment and benefit purposes, (ii) is not eligible for the
        Company's Senior Executive Financial Planning Program, and (iii) is either
        a
        grade level 25 or above, or holds any of the following By-Law officer positions
        in The Gillette Company: Vice President, Internal Auditor, Patent and Trademark
        Counsel, or Secretary.

      


      Program
        Benefit         Reimbursement
        by Company of financial counseling, estate planning, tax preparation, retirement
        and other related financial planning services for the participant and his/her
        spouse, domestic partner or dependent children.

      


      Available
        Providers      Any
        qualified tax, financial, legal or similar firm selected by
        participant.

      


      Excluded
        Services      
Brokerage
        or other investment transaction fees; asset management fees; insurance premiums;
        services for individuals other than participant, his/her spouse or domestic
        partner and dependent children.

      


      Maximum
        Benefit        During
        employment: $5,000 of reimbursements received in any calendar year.

       

                     Following
        retirement under a Company-sponsored retirement plan: $3,000 of reimbursements
        received in any calendar year, over the participant's life.

      


                     Employees
        who terminate
        under the terms of a Company Change of Control Severance plan will receive
        a
        lump sum payment of these amounts on or about January 1 annually. An employee
        who is considered “bridgeable” under the terms of The Gillette Company’s
        Retirement Plan will be eligible to receive the active amount until his or
        her
        earliest retirement date. 

      


      Tax
        Effects             Program
        benefits received by participant will be includable in compensation. The
        participant is responsible for applicable Federal and State income taxes
        and
        FICA taxes.

      


      Termination
        of           Last
        day
        of calendar year in which participant ceases to be an

      Participation            eligible
        executive, unless participant qualifies for retirement benefits under this
        program.

      


      Program
        Amendment     At
        discretion of the Company, by action of the Compensation

      and
        Termination         Committee
        of the Board of Directors, without requirement of advance notice.

      


      Effective
        Date          January
        1, 1999 (for eligible executives on or after such date).

      


      


                                          By:
/s/
        Edward E. Guillet________________

           
        Senior Vice President - Human Resources

      


      [reflects
        amendments adopted through August 21, 2006]