<PAGE>
 
THE GLOBE AND SPEAR
 WM. WRIGLEY JR. COMPANY ANNUAL REPORT 1998
 
The Wrigley Spear has been associated with the
established brands of Wrigley's chewing gum since
it was first used in 1893 and is recognized by
consumers worldwide as a symbol of quality.
 
Back in the early 1970's, to reflect the Company's
growing international presence, a Wrigley artist
first depicted the Spear encircling the globe. The
Globe and Spear is now a registered trademark of
the Wm. Wrigley Jr. Company. Wrigley brands are
produced in 13 factories around the world and sold
in over 140 countries. Wrigley's chewing gum
represents a truly American product known
throughout the world and enjoyed daily by millions.
 
<TABLE>
                                                                                    <C>  <S>
                                                                                         CONTENTS
 
                                                                                      2  Wrigley at a Glance
 
                                                                                      4  President's Letter
 
                                                                                      6  Highlights
 
                                                                                      7  Consolidated Statement
                                                                                         of Earnings
 
                                                                                      8  Consolidated Balance
                                                                                         Sheet
 
                                                                                     10  Consolidated Statement
                                                                                         of Cash Flows
 
                                                                                     11  Consolidated Statement
                                                                                         of Stockholders'
                                                                                         Equity Including
                                                                                         Comprehensive Income
 
                                                                                     12  Accounting Policies
                                                                                         and Notes to
                                                                                         Consolidated Financial
                                                                                         Statements
 
                                                                                     20  Report of Management
 
                                                                                     21  Report of Independent
                                                                                         Auditors
 
                                                                                     22  Management's
                                                                                         Discussion and
                                                                                         Analysis
 
                                                                                     25  Quarterly Data
 
                                                                                     26  Selected Financial
                                                                                         Data
 
                                                                                     28  Corporate Facilities
                                                                                         and Principal
                                                                                         Associated Companies
 
                                                                                     29  Elected Officers
 
                                                                                     30  Board of Directors
 
                                                                                     32  Stockholder
                                                                                         Information
</TABLE>

<PAGE>


                               ANNUAL REPORT 1998
                       ---------------------------------
                                        
                                        
                                        
                                        
                                        
                                     [LOGO]
                                        
                                        
                                        
                                        
                                        
                       ---------------------------------
                            Wm. WRIGLEY Jr. Company
                                        

<PAGE>

 
TO THE STOCKHOLDERS AND EMPLOYEES OF THE WM. WRIGLEY JR. COMPANY
 
Over the past year, the Wrigley team worldwide combined hard work
and imagination to navigate through economic volatility in many of
our international markets. Through their efforts, your Company
achieved new highs in both sales and earnings in 1998. Net earnings
also received a boost from the first quarter sale of the land and
building in Santa Cruz, California, where Company operations ceased
toward the end of 1996.
 
Our international associated companies, once again, drove the
improvement in our overall results. The lion's share of our
overseas markets recorded volume gains over the prior year. As was
the case in 1997, the increased strength of the U.S. dollar
relative to the majority of international currencies reduced
consolidated sales and earnings gains for 1998. The dollar's
strength, however, did moderate later in the year; and for the
fourth quarter, there was essentially no translation impact on the
Company's financial results.
 
Europe's volume growth rate exceeded that of any other region in
1998.  Especially strong performances were recorded by the
established markets of Western Europe, with gains in almost every
market from Austria to the United Kingdom.
 
The overall positive results across Europe reflect the combined
power of increased marketing investments and new product
innovations. Airwaves(R), the world's first "vapor release" chewing
gum, was a success during its first year in the United Kingdom, and
subsequently has been rolled out in several other markets, the most
significant of which is Germany. Supported by compelling
advertising that effectively communicates a unique, new consumer
benefit for chewing gum, Airwaves has added to your Company's
business growth. Also helping to raise per capita consumption
levels in the region were selective form and flavor introductions,
particularly in the sugarfree category.
 
Those same product innovations, along with increased brand support
and improved merchandising and distribution, led to significant
progress across the markets of Central and Eastern Europe, with the
notable exception of Russia. The decline of our business in Russia,
resulting from the ruble's dramatic devaluation and subsequent
economic difficulties, offset most of the solid volume increases
recorded by our associates in markets such as Poland, Hungary and
the Balkans.  The net effect in 1998 was that Central and Eastern
Europe as a whole experienced only a modest gain in shipments.
 
Our customers and consumers in Russia are slowly recovering from
the economic turbulence. Throughout these trying times, we have
stayed the course in Russia, keeping our organization intact and
persisting with our advertising, merchandising and distribution
efforts. Progress continues on our production facility in St.
Petersburg; and consistent with our original schedule, the factory
is expected to be up and running by the second quarter of 1999.
Besides providing additional capacity, the plant will help shorten
the supply chain in the vast Russian market, improving distribution
efficiency and ensuring consumers can purchase the freshest
possible Wrigley's products.
 
In the Asia/Pacific region, volume was up, but not as sharply as in
recent years. As anticipated in last year's letter, growth in the
region was dampened by the decline in value of various Asian
currencies and subsequent instability in local economies. Selected
price increases helped to minimize the negative financial impact of
these devaluations, but contributed to significant volume declines
in Indonesia, Malaysia and the Philippines. On the plus side, China
and Hong Kong recorded large volume increases in 1998 due to strong
sales of our long-established sugar brands, complemented in Hong
Kong by the growth of our Extra(R) sugarfree brand. Higher sales of
Extra also contributed to solid gains in Australia.
 
For 1998, China was, by far, the biggest single contributor to your
Company's overall volume gain. Expansion of the Guangzhou factory
has provided us with the capacity to extend distribution further
into China; but penetrating the country's interior is a formidable
task, and much work remains to be done. In addition, the recent
completion of our replacement factory in the Philippines will
enable us to better service the markets of Southeast Asia as they
begin to emerge from their economic turmoil.

[WRIGLEY LETTERHEAD]

<PAGE>
 
In North America, 1998 results were mixed. Our U.S. business
matched 1997's volume, while Wrigley Canada's shipments improved
over the prior year.
 
Within the U.S. market, Extra and Winterfresh(R) turned in the best
brand performances in 1998. Building on its momentum from the
second half of 1997, Extra recorded strong volume gains as
consumers continued to respond positively to its improved,
longer-lasting flavor and new advertising. Winterfresh added to its
impressive track record. In 1998, just four years after its
introduction, Winterfresh passed Doublemint(R) to become the
top-selling, single flavor brand of chewing gum in the U.S.

Although the volume gains of Extra and Winterfresh were offset by
declines for our other U.S. brands, overall we continued to
outperform the total U.S. chewing gum market. Your Company gained
a full market share point in a tough retail environment that was
complicated by a variety of new chewing gum product introductions
from a wide range of competitors.
 
Increased brand support and the implementation of "Value Pricing"
helped advance our business in Canada. Price-marked at 35 cents
Canadian, our new 5-stick packages led to notable volume gains for
Wrigley's Spearmint(R), Doublemint, Juicy Fruit(R) and especially
Big Red(R). Another highlight for Wrigley Canada was the continued
strong performance of Excel(R), a sugarfree pellet product.
 
Although they remain among our smaller international markets,
Mexico, the Caribbean and the countries we serve in Central and
South America again recorded solid volume gains. By focusing on a
tighter range of product offerings and boosting advertising and
merchandising efforts, we were able to increase both the range and
depth of our distribution in Latin America over the past year.

During 1998, our associates at Amurol Confections continued the
practices that started to turn their business around at the end of
1997 -- tighter cost controls and more selective new product
introductions. As a result, Amurol posted higher earnings in 1998.
Sales, on the other hand, remained somewhat soft, as they did for
the entire novelty bubble gum and confectionery category.  Amurol
is also placing greater emphasis on consumer advertising which has
helped improve awareness of and interest in their new product
offerings.
 
As we begin the new year, economic conditions remain unsettled in
a number of your Company's international markets. Greater
volatility is a risk we accepted, along with the potential rewards,
when we expanded into the emerging markets of Central and Eastern
Europe and Asia. To date, the benefits to the Company have far
outweighed the complexities encountered, and we remain committed to
building our business in these countries for the long haul.
 
To fully develop the potential of these markets, additional
investment will be required -- in people, equipment, advertising
and merchandising. Your Company's employee base will continue to
increase as we expand the infrastructure needed to produce, market
and distribute our high quality products in over 140 countries
around the world. The capital portion of our 1999 investment in the
business is expected to be in the same range as 1998's record
expenditure.
 
Over the past year, computer system testing and modifications to
address the Year 2000 challenge proceeded on time and on budget.
While we still have some work to do, by far the largest portion of
the spending on this project is now behind us. The Company remains
on track to have its critical systems Year 2000 ready by the end of
the first quarter, with some less sensitive applications to be
dealt with later in 1999.
 
As we are about to enter the 21st Century, it is worth a look back
to see how far our Company has come since it stood on the threshold
of the 20th Century. In its best year prior to 1900, the Wrigley
Company recorded about $40,000 in sales each month. Today, we
record that much in sales every 10 minutes, around the clock. This
striking comparison reflects the vast business improvement made
possible by the efforts of our dedicated, hard-working employees,
both past and present. Also appreciated is the loyalty through the
years of our stockholders who have valued the Company's long-term
perspective on investment and growth.  With all of your support, we
look forward to continuing to build our business
through 1999 and into the next century.
 
Sincerely,
 
[WRIGLEY SIGNATURE]
 
William Wrigley

<PAGE>
<TABLE>
<CAPTION>

WRIGLEY at a glance
--------------------------------------------------------------------------------
      PRODUCTS        COMPANIES              PRODUCTION FACILITIES
      --------------------------------------------------------------------------
      <S>             <C>                    <C>            <C>
      CHEWING GUM/
      BUBBLE GUM      WRIGLEY                UNITED STATES  Chicago, Illinois
                      Over 140 countries                    Gainesville, Georgia
                      served 


                                             CANADA         Don Mills, Ontario

                                             


                                             -----------------------------------

          [LOGO]
                                             ENGLAND       Plymouth

                                             FRANCE        Biesheim

                                             AUSTRIA       Salzburg

                                             POLAND        Poznan

                                             KENYA         Nairobi

                                             RUSSIA        St. Petersburg (1999)


                                             -----------------------------------


                                             AUSTRALIA     Sydney

                                             PHILIPPINES   Antipolo City

                                             TAIWAN        Taipei

                                             CHINA         Guangzhou

                                             INDIA         Bangalore


      -------------------------------------------------------------------------
      BUBBLE GUM/
      CONFECTIONS     AMUROL CONFECTIONS     UNITED STATES  Yorkville, Illinois
                      Over 50 countries
                      served




      -------------------------------------------------------------------------
      GUM BASE        L.A. DREYFUS           UNITED STATES  Edison, New Jersey

                                             FRANCE         Biesheim


      -------------------------------------------------------------------------
      FLAVORING       NORTHWESTERN FLAVORS   UNITED STATES  West Chicago, 
                                                            Illinois


</TABLE>
 
<PAGE>
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------
     REGIONS SERVED                         MAJOR BRANDS
-----------------------------------------------------------------------------
   <S>                    <C>                     <C>

   - North America        [WRIGLEY'S LOGO]        [P.K LOGO]

   - Latin America

                          [DOUBLEMINT LOGO]       [HUBBABUBBA LOGO]


-------------------------
   
  
   - Europe

   - Middle East          [JUICY FRUIT LOGO]      [ORBIT LOGO]

   - Africa


------------------------- [EXTRA LOGO]            [BIG RED LOGO]

   - Asia  

   - Pacific

                          [FREEDENT LOGO]         [WINTERFRESH LOGO]

-----------------------------------------------------------------------------

     North America        [BUBBLE TAPE LOGO] [BUBBLEJUG LOGO] [CHECKBOOK LOGO]

     Latin America

     Europe               [OUCH! LOGO]       [BUBBLE          [SQUEEZEPOP LOGO]
                                              BEEPER LOGO]
     Middle East 

     Africa

     Asia

     Pacific

-----------------------------------------------------------------------------

     All Wrigley production facilities
     (and some outside customers)


-----------------------------------------------------------------------------

     All Wrigley production facilities
     (and some outside customers)

</TABLE>


<PAGE>
 
HIGHLIGHTS OF OPERATIONS
 
<TABLE>
<CAPTION>
 
                                                                1998                     1997
                                       In thousands of U.S. dollars except for per share amounts
----------------------------------------------------------------------------------------------------
<S>                                                          <C>                       <C>
NET SALES                                                    $2,004,719                1,937,021
 
EARNINGS BEFORE FACTORY CLOSURE AND SALE                     $  297,738                  273,771
 
--Per Share of Common Stock (basic and diluted)              $     2.57                     2.36
 
NET EARNINGS                                                 $  304,501                  271,626
 
--Per Share of Common Stock (basic and diluted)              $     2.63                     2.34
 
DIVIDENDS PAID                                               $  150,835                  135,680
 
--Per Share of Common Stock                                  $     1.30                     1.17
 
ADDITIONS TO PROPERTY, PLANT AND EQUIPMENT                   $  148,027                  126,509
 
STOCKHOLDERS' EQUITY                                         $1,157,032                  985,379
 
RETURN ON AVERAGE EQUITY                                           28.4%                    28.9%
 
STOCKHOLDERS AT CLOSE OF YEAR                                    38,052                   36,587
 
AVERAGE SHARES OUTSTANDING (000)                                115,964                  115,964
</TABLE>
 
                           For additional historical financial data see page 26.
 
                                        6
<PAGE>
 
CONSOLIDATED STATEMENT OF EARNINGS
 
<TABLE>
<CAPTION>
 
                                                        1998              1997              1996
                                          In thousands of U.S. dollars except for per share amounts
-------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>               <C>      
EARNINGS
 
REVENUES:
 
Net sales                                            $2,004,719         1,937,021         1,835,987
 
Investment and other income                              18,636            17,153            14,614
                                                     ----------         ---------         ---------
 
     Total revenues                                   2,023,355         1,954,174         1,850,601
                                                     ----------         ---------         ---------
 
COSTS AND EXPENSES:
 
Cost of sales                                           848,363           847,366           814,483
 
Costs (Gains) related to factory closure and sale       (10,404)            3,300            19,436
 
Selling, distribution and general administrative        743,902           708,310           656,473
 
Interest                                                    615               958             1,097
                                                     ----------         ---------         ---------
 
     Total costs and expenses                         1,582,476         1,559,934         1,491,489
                                                     ----------         ---------         ---------
 
EARNINGS BEFORE INCOME TAXES                            440,879           394,240           359,112
 
INCOME TAXES                                            136,378           122,614           128,840
                                                     ----------         ---------         ---------
 
NET EARNINGS                                         $  304,501           271,626           230,272
                                                     ==========         =========         =========
 
-------------------------------------------------------------------------------------------------------
PER SHARE AMOUNTS
 
NET EARNINGS PER SHARE OF COMMON STOCK
  (BASIC AND DILUTED)                                $     2.63              2.34              1.99
                                                     ==========         =========         ========= 
DIVIDENDS PAID PER SHARE OF COMMON STOCK             $     1.30              1.17              1.02
                                                     ==========         =========         =========
</TABLE>
 
                                 See accompanying accounting policies and notes.
 
                                        7

<PAGE>
 
CONSOLIDATED BALANCE SHEET
 
<TABLE>
<CAPTION>
 
                                                                1998              1997
                                                             In thousands of U.S. dollars
---------------------------------------------------------------------------------------------
<S>                                                          <C>                <C>       
ASSETS
 
CURRENT ASSETS:
 
Cash and cash equivalents                                    $  214,572           206,627
 
Short-term investments, at amortized cost                       137,112           120,728
 
Accounts receivable
     (less allowance for doubtful accounts:
     1998--$7,564; 1997--$7,524)                                194,977           175,967
 
Inventories--
 
     Finished goods                                              64,934            63,912
 
     Raw materials and supplies                                 191,174           183,480
                                                             ----------         ---------
                                                                256,108           247,392
 
Other current assets                                             25,376            30,538
 
Deferred income taxes--current                                   15,027            16,421
                                                             ----------         ---------
     Total current assets                                       843,172           797,673
 
MARKETABLE EQUITY SECURITIES, AT FAIR VALUE                      39,888            26,375
 
DEFERRED CHARGES AND OTHER ASSETS                                92,183            59,566
 
DEFERRED INCOME TAXES--NONCURRENT                                25,522            29,038
 
PROPERTY, PLANT AND EQUIPMENT, AT COST:
 
Land                                                             36,013            26,298
 
Buildings and building equipment                                310,212           277,808
 
Machinery and equipment                                         642,556           566,766
                                                             ----------         ---------
                                                                988,781           870,872
 
Less accumulated depreciation                                   468,691           440,398
                                                             ----------         ---------
     Net property, plant and equipment                          520,090           430,474
                                                             ----------         ---------
     TOTAL ASSETS                                            $1,520,855         1,343,126
                                                             ==========         =========
</TABLE>
 
                                        8

<PAGE>
<TABLE>
<CAPTION>
 
                                                                1998              1997
                                                  In thousands of U.S. dollars and shares
---------------------------------------------------------------------------------------------
<S>                                                          <C>                <C>      
LIABILITIES AND STOCKHOLDERS' EQUITY
 
CURRENT LIABILITIES:
 
Accounts payable                                             $   76,691            71,001
 
Accrued expenses                                                 67,848            78,378
 
Dividends payable                                                23,222            22,034
 
Income and other taxes payable                                   49,491            53,460
 
Deferred income taxes--current                                    1,374               943
                                                             ----------         ---------
     Total current liabilities                                  218,626           225,816
 
DEFERRED INCOME TAXES--NONCURRENT                                40,312            30,874
 
OTHER NONCURRENT LIABILITIES                                    104,885           101,057
 
STOCKHOLDERS' EQUITY:
 
Preferred Stock--no par value
     Authorized: 20,000 shares
     Issued: None
 
Common Stock--no par value
     Common Stock
     Authorized: 400,000 shares
     Issued: 1998--93,007 SHARES; 1997--92,545 shares            12,401            12,339
 
     Class B Common Stock--convertible
     Authorized: 80,000 shares
     Issued and outstanding:
     1998--23,214 SHARES; 1997--23,676 shares                     3,095             3,157
 
Additional paid-in capital                                          272               226
 
Retained earnings                                             1,184,617         1,032,139
 
Common Stock in treasury, at cost
     (1998--111 SHARES; 1997--252 shares)                        (6,712)          (13,363)
 
Other comprehensive income--
 
     Foreign currency translation adjustment                    (61,339)          (65,034)
 
     Unrealized holding gains on marketable equity
     securities                                                  24,698            15,915
                                                             ----------         ---------
                                                                (36,641)          (49,119)
                                                             ----------         ---------
     Total stockholders' equity                               1,157,032           985,379
                                                             ----------         ---------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY              $1,520,855         1,343,126
                                                             ==========         ==========
</TABLE>
 
                                 See accompanying accounting policies and notes.
 
                                        9
<PAGE>
 
CONSOLIDATED STATEMENT OF CASH FLOWS
 
<TABLE>
<CAPTION>
 
                YEAR ENDED DECEMBER 31,                  1998              1997             1996
                                                                      In thousands of U.S. dollars
------------------------------------------------------------------------------------------------------
<S>                                                    <C>               <C>              <C>     
OPERATING ACTIVITIES
Net earnings                                           $ 304,501          271,626          230,272
     Adjustments to reconcile net earnings to net cash
          provided by operating activities:
     Depreciation                                         55,774           50,439           47,288
     (Gain) Loss on sales of property, plant and
          equipment                                          168           (1,141)          (1,771)
     Gain related to factory sale                        (10,404)              --               --
     (Increase) Decrease in:
          Accounts receivable                            (16,319)         (26,318)           2,154
          Inventories                                     (6,299)         (26,916)             973
          Other current assets                             5,332          (12,712)           3,777
          Other assets and deferred charges              (17,350)          11,123          (24,075)
     Increase (Decrease) in:
          Accounts payable                                 4,499            1,549              474
          Accrued expenses                                (3,869)          16,182                3
          Income and other taxes payable                  (4,445)           1,779            6,095
          Deferred income taxes                            9,826           (2,608)          (4,496)
          Other noncurrent liabilities                     2,433           11,475           25,149
                                                       ---------         --------         --------
Net cash provided by operating activities                323,847          294,478          285,843
 
INVESTING ACTIVITIES
     Additions to property, plant and equipment         (148,027)        (126,509)        (101,977)
     Proceeds from property retirements                   10,662            6,888           10,785
     Purchases of short-term investments                (109,292)        (156,553)         (78,549)
     Maturities of short-term investments                 92,676          153,550           61,157
                                                       ---------         --------         --------
Net cash used in investing activities                   (153,981)        (122,624)        (108,584)
 
FINANCING ACTIVITIES
     Dividends paid                                     (150,835)        (135,680)        (118,308)
     Common Stock purchased                               (7,679)          (3,676)          (6,779)
                                                       ---------         --------         --------
Net cash used in financing activities                   (158,514)        (139,356)        (125,087)
Effect of exchange rate changes on cash and cash
  equivalents                                             (3,407)          (7,104)           3,336
                                                       ---------         --------         --------
Net increase in cash and cash equivalents                  7,945           25,394           55,508
Cash and cash equivalents at beginning of year           206,627          181,233          125,725
                                                       ---------         --------         --------
Cash and cash equivalents at end of year               $ 214,572          206,627          181,233
                                                       =========         ========         ========
 
SUPPLEMENTAL CASH FLOW INFORMATION
     Income taxes paid                                 $ 133,530          126,925          130,499
                                                       =========         ========         ========  
     Interest paid                                     $   1,164              900              631
                                                       =========         ========         ========
     Interest and dividends received                   $  19,458           16,598           14,477
                                                       =========         ========         ========
</TABLE>
 
                                 See accompanying accounting policies and notes.
 
                                       10


<PAGE>

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
INCLUDING COMPREHENSIVE INCOME
 
<TABLE>
<CAPTION>
 
                                                       CLASS                             COMMON                      TOTAL
                                 COMMON                  B      ADDITIONAL                STOCK        OTHER        STOCK-
                                 SHARES      COMMON    COMMON    PAID-IN     RETAINED      IN      COMPREHENSIVE   HOLDERS'
                               OUTSTANDING    STOCK    STOCK     CAPITAL     EARNINGS    TREASURY     INCOME        EQUITY
                                                                                     In thousands of U.S. dollars and shares
----------------------------------------------------------------------------------------------------------------------------
<S>                            <C>           <C>       <C>      <C>          <C>         <C>       <C>             <C>
BALANCE DECEMBER 31, 1995        91,322      $12,205   3,291       1,625       786,543   (10,178)       3,366        796,852
                                 ------      -------   -----      ------     ---------   -------      -------      ---------
Net earnings                                                                   230,272                               230,272
Other comprehensive income:
  Currency translation                                                                                 (6,678)        (6,678)
  Unrealized holding loss on
      marketable equity securities,
      net of $319 tax credit                                                                             (592)          (592)
                                                                                                                   ---------
  Total comprehensive income                                                                                         223,002
Dividends to shareholders                                                     (118,303)                             (118,303)
Treasury share purchases           (115)                                                 (6,779)                      (6,779)
Options exercised and
    stock awards granted             83                           (1,387)                 4,046                        2,659
Conversion from Class B Common
    to Common                       525          70      (70)                                                             --
                                 ------      -------   -----      ------     ---------   -------      -------      ---------
BALANCE DECEMBER 31, 1996        91,815      12,275    3,221         238       898,512   (12,911)      (3,904)       897,431
                                 ------      -------   -----      ------     ---------   -------      -------      ---------
Net earnings                                                                   271,626                               271,626
Other comprehensive income:
  Currency translation                                                                                (50,318)       (50,318)
  Unrealized holding gain on
      marketable equity securities,
      net of $2,748 tax                                                                                 5,103          5,103
                                                                                                                   ---------
  Total comprehensive income                                                                                         226,411
Dividends to shareholders                                                     (137,999)                             (137,999)
Treasury share purchases            (56)                                                 (3,676)                      (3,676)
Options exercised and
    stock awards granted             55                              (12)                 3,224                        3,212
Conversion from Class B Common
    to Common                       479          64      (64)                                                             --
                                 ------      -------   -----      ------     ---------   -------      -------      ---------
BALANCE DECEMBER 31, 1997        92,293      12,339    3,157         226     1,032,139   (13,363)     (49,119)       985,379
                                 ------      -------   -----      ------     ---------   -------      -------      ---------
Net earnings                                                                   304,501                               304,501
Other comprehensive income:
  Currency translation                                                                                  3,695          3,695
  Unrealized holding gain on
      marketable equity securities,
      net of $4,729 tax                                                                                 8,783          8,783
                                                                                                                   ---------
  Total comprehensive income                                                                                         316,979
Dividends to shareholders                                                     (152,023)                             (152,023)
Treasury share sales,
    net of purchases                104                                                   4,078                        4,078
Options exercised and
    stock awards granted             37                               46                  2,573                        2,619
Conversion from Class B Common
    to Common                       462          62      (62)                                                             --
                                 ------      -------   -----      ------     ---------   -------      -------      ---------
BALANCE DECEMBER 31, 1998        92,896      $12,401   3,095         272     1,184,617   (6,712)      (36,641)     1,157,032
                                 ======      =======   =====      ======     =========   =======      =======      =========
</TABLE>
 
                                 See accompanying accounting policies and notes.
 
                                       11

<PAGE>

 
ACCOUNTING POLICIES AND NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 
--------------------------------------------------------
CONSOLIDATION AND DESCRIPTION OF BUSINESS
 
The consolidated financial statements include the accounts of the
Wm. Wrigley Jr. Company and its associated companies (the Company).
The Company's principal business is manufacturing and selling
chewing gum. All other businesses constitute less than 10% of
combined revenues, operating profit and identifiable assets.
Preparation of financial statements in conformity with generally
accepted accounting principles requires management to make
estimates and assumptions that affect assets, liabilities, revenues
and expenses. Actual results may vary from those estimates. Certain
amounts reported in 1996 and 1997 have been reclassified to conform
to the 1998 presentation.
 
--------------------------------------------------------
FACTORY CLOSURE AND SALE
 
In April, 1996, as part of a plan to realign U.S. production
capacity, the Company announced its intent to close its Santa Cruz,
California factory and transfer, retire or terminate the 311
employees at that factory by the second quarter of 1997. In 1996,
the Company provided $17,000,000 for related closure costs covering
employee severance and costs to maintain and sell the property and
incurred $2,436,000 for employee relocation, training and other
transition costs related to this plan for a total charge of
$19,436,000. In 1997, the Company incurred $3,300,000 for employee
relocation, training and other transition costs. As a result of
these charges, net earnings per share are reduced by $.02 and $.11
per share in 1997 and 1996, respectively.
 
In the first quarter of 1998, the Company sold its real estate
holding in Santa Cruz, California and recorded a pretax gain of
approximately $10,404,000 and net earnings of approximately
$6,763,000 or $.06 per share. Proceeds from the sale of $7,434,000
are included in proceeds from property retirements in the
consolidated statement of cash flows.
 
With the sale of its real estate holding in Santa Cruz, California,
the Company's 1996 plan to realign U.S. production capacity is
substantially complete.
--------------------------------------------------------
CASH AND CASH EQUIVALENTS
 
The Company considers all highly-liquid investments with original
maturity of three months or less to be cash equivalents.
 
--------------------------------------------------------
ADVERTISING
 
The Company expenses all advertising costs in the year incurred.
Advertising expense was $291,344,000 in 1998, $279,689,000 in 1997
and $247,571,000 in 1996.
 
--------------------------------------------------------
INVESTMENTS IN DEBT & EQUITY SECURITIES
 
The Company's investments in debt securities, which typically
mature in one year or less, are held to maturity and valued at
amortized cost, which approximates fair value. The aggregate fair
values at December 31, 1998 and December 31, 1997 were,
respectively, $124,645,000 and $104,684,000 for municipal
securities, and $12,467,000 and $16,044,000 for other debt
securities. The average yield of municipal securities held at
December 31, 1998 and December 31, 1997 is 4.03% and 4.28%
respectively.
 
The Company's investments in marketable equity securities are held
for an indefinite period. Application of Statement of Financial
Accounting Standards (SFAS) No. 115, "Accounting for Certain
Investments in Debt and Equity Securities," resulted in unrealized
holding gains of $37,997,000 at December 31, 1998 and $24,484,000
at December 31, 1997. Unrealized holding gains, net of the related
tax effect, of $24,698,000 and $15,915,000 at December 31, 1998 and
1997, respectively, are included as components of accumulated other
comprehensive income in stockholders' equity.
 
                                       12
<PAGE>

--------------------------------------------------------
INVENTORIES
 
Inventories are valued at cost on a last-in, first-out (LIFO) basis
for U.S. companies and at the lower of cost (principally first-in,
first-out basis) or market for international associated companies.
Inventories totaled $256,108,000 and $247,392,000 at December 31,
1998 and 1997, respectively, including $106,750,000 and
$104,801,000, respectively, valued at cost on a LIFO basis. If
current costs had been used, such inventories would have been
$37,330,000 and $40,674,000 higher than reported at December 31,
1998 and 1997, respectively.
 
--------------------------------------------------------
DEPRECIATION
 
Depreciation is provided over the estimated useful life of the
respective asset: buildings and building equipment -- 12 to 50
years; machinery and equipment -- 3 to 20 years. Depreciation is
provided primarily by the straight-line method for international
associated companies and by the accelerated method, with a change
to straight-line in the latter years of useful life, for the U.S.
companies. The amounts were:


<TABLE>
<CAPTION>
 
                             1998      1997     1996
                         In thousands of U.S. dollars
---------------------------------------------------------
<S>                         <C>       <C>      <C>
 
Straight-line               $35,602   32,485   30,489
 
Accelerated                 $20,172   17,954   16,799
</TABLE>
 
--------------------------------------------------------
ACCRUED EXPENSES
 
Accrued expenses at December 31, 1998 and 1997 included $27,606,000
and $29,667,000 of payroll expenses, respectively.
 
--------------------------------------------------------
OTHER NONCURRENT LIABILITIES
 
Other noncurrent liabilities at December 31, 1998, included
liabilities for approximately $49,100,000 of deferred compensation
and $17,600,000 for postretirement benefits. At December 31, 1997,
they included liabilities for approximately $39,400,000 of deferred
compensation and $18,000,000 for postretirement benefits.
 
--------------------------------------------------------
FOREIGN CURRENCY TRANSLATION
AND EXCHANGE CONTRACTS
 
The Company has determined that the functional currency for each
associated company except for selected Eastern European entities is
its local currency. As some Eastern European entities operate in
economies which are considered to be highly inflationary, their
functional currency is the U.S. dollar.
 
Certain foreign associated companies enter into forward exchange
contracts and purchase currency options as nonspeculative hedges
against future purchase commitments with other associated companies
and outside vendors. In addition, the Parent Company enters into
forward exchange contracts and purchases currency options as
non-speculative hedges regarding known future royalty payments
from, and net investments in, associated companies as well as known
foreign currency commitments. Market value gains and losses,
recognized at expiration of the contracts, offset foreign exchange
gains or losses on the related transactions being hedged. At
December 31, 1998, foreign exchange contracts for a number of
currencies, primarily British pounds, French francs, German marks,
and U.S. dollars, maturing at various dates through December 31,
1999, aggregated $163,765,000. Open foreign exchange contracts at
December 31, 1997 aggregated $222,209,000. Unrealized gains or
losses on these contracts were not significant as of either
December 31, 1998 or 1997.
 
--------------------------------------------------------
DERIVATIVE INSTRUMENTS AND
HEDGING ACTIVITIES
 
In 1998, the Financial Accounting Standards Board issued SFAS No.
133, "Accounting for Derivative Instruments and Hedging
Activities." This statement, which is effective for periods
beginning after June 15, 1999, establishes accounting and reporting
standards which require derivatives to be measured at fair value
and recognized as assets or liabilities in the balance sheet. The
Company's balance sheet and statements of earnings and cash flows
will not be materially impacted by this statement, upon adoption.
 
                                       13

<PAGE>
 
ACCOUNTING POLICIES AND NOTES (CONTINUED)
 
--------------------------------------------------------
ACCOUNTING FOR THE COSTS OF COMPUTER SOFTWARE DEVELOPED OR OBTAINED
FOR INTERNAL USE
 
In 1998, the Accounting Standards Executive Committee of the AICPA
(AcSEC) issued Statement of Position (SOP) 98-1, "Accounting for
the Costs of Computer Software Developed or Obtained for Internal
Use." SOP 98-1 which is effective for periods beginning after
December 15, 1998, establishes guidelines on accounting for costs
incurred related to internal-use software. The Company's balance
sheet and statements of earnings and cash flows will not be
materially
impacted by this statement.
 
--------------------------------------------------------
COMMON STOCK
 
On March 5, 1997, stockholders approved the Company's Management
Incentive Plan (1997 MIP). The 1997 MIP authorizes the granting of
up to 5,000,000 shares of the Company's new or reissued Common
Stock. The 1997 MIP was designed to provide key employees the
opportunity to participate in the long-term growth and
profitability of the Company through equity-based incentives. In
accordance with the 1997 MIP, shares of Wrigley stock or deferral
share units may be awarded under the Long-Term Stock Grant and
Stock Award programs. Deferral share units are also awarded to
non-employee directors. Neither the cost to provide share and share
units nor the number of shares which may be issued is material.
 
Each share of Class B Common Stock has ten votes, is restricted as
to transfer or other disposition and is convertible at any time
into one share of Common Stock.
 
Additional paid-in capital primarily represents the excess of fair
market value of Common Stock issued from treasury on the date the
shares of stock were awarded over the average acquisition cost of
the shares.
 
Treasury Stock may be acquired for the 1997 MIP plan or under a
resolution the Board of Directors adopted at its meeting of August
18, 1993, authorizing the Company to purchase from time to time
shares of the Company's Common Stock not to exceed $100,000,000 in
aggregate price.
 
--------------------------------------------------------
INCOME TAXES
 
Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities
for financial reporting purposes and the amounts used for income
tax purposes. Components of net deferred tax balances are as
follows:
 

<TABLE>
<CAPTION>
 
                                   1998        1997
                       In thousands of U.S. dollars
-------------------------------------------------------
<S>                              <C>        <C>     
Accrued Compensation, Pension
  and Postretirement Benefits    $ 25,592    24,506
Depreciation                      (14,300)  (13,465)
Unrealized Holding Gains          (13,297)   (8,569)
Factory Closure and Related
  Costs                               239     3,709
All Other--Net                        629     7,461
                                 --------   -------
Net Deferred Tax (Liability)
  Asset                          $ (1,137)   13,642
                                 ========   =======
</TABLE>
 
Balance sheet classifications of deferred taxes are as follows:
 
<TABLE>
<CAPTION>
 
                                   1998        1997
                       In thousands of U.S. dollars
-------------------------------------------------------
<S>                              <C>        <C>    
Deferred Tax Asset--
  Current                        $ 15,027    16,421
  Noncurrent                       25,522    29,038
Deferred Tax Liability--
  Current                          (1,374)     (943)
  Noncurrent                      (40,312)  (30,874)
                                 =========  =======
Net Deferred Tax (Liability)
  Asset                          $ (1,137)   13,642
                                 =========  =======
</TABLE>
 
Applicable U.S. income and foreign withholding taxes have not been
provided on approximately $437,106,000 of undistributed earnings of
international associated companies at December 31, 1998. These
earnings are considered to be permanently invested and, under the
tax laws, are not subject to such taxes until distributed as
dividends. If the earnings were not considered permanently
invested, approximately $30,151,000 of deferred income taxes would
have been provided.
 
                                       14
<PAGE>
 
Income taxes are based on pre-tax earnings which are distributed
geographically as follows:
 
<TABLE>
<CAPTION>
 
                           1998      1997        1996
                         In thousands of U.S. dollars
---------------------------------------------------------
<S>                      <C>        <C>       <C>     
Domestic                 $188,472   172,391   161,510
Foreign                   252,407   221,849   197,602
                         --------   -------   -------
                         $440,879   394,240   359,112
                         ========   =======   =======
</TABLE>
 
Reconciliation of the provision for income taxes computed at the
U.S. Federal statutory rate of 35% for 1998, 1997, and 1996 to the
reported provision for income taxes is as follows:
 
<TABLE>
<CAPTION>
 
                           1998      1997        1996
                         In thousands of U.S. dollars
---------------------------------------------------------
<S>                      <C>        <C>       <C>     
Provision at U.S.
  Federal Statutory Rate $154,276   137,984   125,690
State Taxes--Net            5,588     8,133     8,284
Foreign Tax Rates         (13,634)   (1,178)       34
Tax Credits
  (principally foreign)    (3,575)  (16,638)     (376)
Other--Net                 (6,277)   (5,687)   (4,792)
                         --------   -------   -------
                         $136,378   122,614   128,840
                         ========   =======   =======
</TABLE>
 
The components of the provision for income taxes for 1998, 1997,
and 1996 are:
 
<TABLE>
<CAPTION>
 
                      CURRENT    DEFERRED     TOTAL
                       In thousands of U.S. dollars
-------------------------------------------------------
<S>                   <C>        <C>        <C>     
1998
    FEDERAL           $ 34,083      5,116    39,199
    FOREIGN             83,623      4,710    88,333
    STATE                8,846         --     8,846
                      --------      -----   -------
                      $126,552      9,826   136,378
                      ========    =======   =======
 
1997
    Federal           $ 28,054     (3,590)   24,464
    Foreign             84,168        982    85,150
    State               13,000         --    13,000
                      --------      -----   -------
                      $125,222     (2,608)  122,614
                      ========    =======   =======
 
1996
    Federal           $ 47,890     (6,205)   41,685
    Foreign             72,702      1,709    74,411
    State               12,744         --    12,744
                      --------      -----   -------
                     $ 133,336     (4,496)  128,840
                      ========    =======   =======
</TABLE>                                  
 
--------------------------------------------------------
RETIREMENT AND POSTRETIREMENT PLANS
 
In 1997, the Financial Accounting Standards Board issued SFAS No.
132, "Employer's Disclosures about Pensions and Other
Postretirement Benefits." This statement, which is effective for
periods beginning after December 15, 1997, modifies previous
disclosure requirements. The Company's balance sheet and statement
of earnings, and cash flows are not impacted by this statement.
 
The Company maintains noncontributory defined benefit plans
covering substantially all of its employees in the U.S. and at
certain international associated companies. Retirement benefits are
a function of years of service and the level of compensation
generally for the highest three consecutive salary years occurring
within ten years prior to an employee's retirement date depending
on the plan. The Company's policy is to fund within ERISA or other
statutory limits to provide benefits earned to date and expected to
be earned in the future.
 
To the extent that an individual's annual retirement benefit under
the plan exceeds the limitations imposed by the Internal Revenue
Code of 1986, as amended, and the regulations thereunder, such
excess benefits may be paid from the Company's non-qualified,
unfunded, noncontributory supplemental retirement plan.
 
Domestic plan assets consist primarily of high quality marketable
fixed income and equity securities. Foreign plan assets consist
primarily of contracts with insurance companies.
 
In addition, the Company maintains certain postretirement plans
which provide limited health care benefits on a contributory basis
and life insurance benefits in the U.S. and at certain
international associated companies. The cost of postretirement
benefits is provided during the employee's active working career.
 
                                       15

<PAGE>
 
ACCOUNTING POLICIES AND NOTES (CONTINUED)
 
The funded status of the defined benefit plans and postretirement
benefit plans were as follows:

<TABLE>
<CAPTION>
 

                                                           DEFINED                         POSTRETIREMENT
                                                        BENEFIT PLANS                      BENEFIT PLANS
 

                                                     1998            1997               1998            1997
                                                                    In thousands of U.S. dollars
------------------------------------------------------------------------------------------------------------------
<S>                                                <C>              <C>               <C>              <C>     
CHANGE IN BENEFIT OBLIGATION
Benefit Obligation at Beginning of Year            $309,800         266,600           $ 27,900          25,400
Service Cost                                         11,400          10,900                900           1,000
Interest Cost                                        22,200          21,000              1,700           2,000
Plan Participants' Contributions                        300             300                 --              --
Plan Amendments                                          --           4,800                 --              --
Actuarial Loss (Gain)                                16,100          22,000             (3,100)            400
Other                                                  (700)         (3,400)                --              --
Benefits Paid                                       (13,500)        (12,400)              (700)           (900)
                                                   --------         -------           --------         -------
Benefit Obligation at End of Year                  $345,600         309,800           $ 26,700          27,900
                                                   --------         -------           --------         -------
CHANGE IN PLAN ASSETS
Fair Value at Beginning of Year                    $343,000         302,600           $  8,200           8,000
Actual Return on Plan Assets                         34,300          47,500              1,100           1,000
Employer Contribution                                 8,300           1,900              2,900             100
Plan Participants' Contributions                      1,800           1,700                 --              --
Other                                                  (200)          1,700                 --              --
Benefits Paid                                       (13,500)        (12,400)              (700)           (900)
                                                   --------         -------           --------         -------
Fair Value at End of Year                          $373,700         343,000           $ 11,500           8,200
                                                   --------         -------           --------         -------
Funded (Underfunded) Status of the Plan            $ 28,100          33,200            (15,200)        (19,700)
Unrecognized Net Actuarial (Gain) Loss              (31,100)        (44,700)            (2,400)          1,700
Unrecognized Prior Service Costs                     10,800          12,500                 --              --
Unrecognized Transition Asset                        (3,900)         (4,800)                --              --
                                                   --------         -------           --------         -------
Prepaid (Accrued) Benefit Cost                     $  3,900          (3,800)          $(17,600)        (18,000)
                                                   ========         =======           ========         =======
</TABLE>                            
 
The following table provides amounts recognized in the balance
sheet as of December 31:

<TABLE>
<CAPTION>
                                                             DEFINED                    POSTRETIREMENT BENEFIT
                                                          BENEFIT PLANS                         PLANS
 
                                                       1998            1997              1998            1997
                                                                    In thousands of U.S. dollars
-------------------------------------------------------------------------------------------------------------------
<S>                                                   <C>             <C>              <C>              <C>    
Prepaid Benefit Cost                                  $ 8,900          2,800           $     --              --
Accrued Benefit Liability                              (5,000)        (6,600)           (17,600)        (18,000)
                                                      -------        -------           --------         -------
Net Amount Recognized                                 $ 3,900         (3,800)          $(17,600)        (18,000)
                                                      =======        =======           ========         =======
</TABLE>
 
The Company's non-qualified, unfunded, noncontributory supplemental
retirement plan has an accumulated benefit obligation in the amount
of $5,800,000 and $4,900,000 at December 31, 1998 and 1997,
respectively.
 
                                       16

<PAGE>
 
The components of net pension and net periodic postretirement
benefit costs are as follows:

<TABLE>
<CAPTION>
 

                                                          DEFINED                              POSTRETIREMENT
                                                       BENEFIT PLANS                           BENEFIT PLANS
 

                                               1998         1997         1996            1998       1997       1996
                                                                  In thousands of U.S. dollars
---------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>           <C>          <C>             <C>         <C>        <C>  
Service Cost                                 $ 11,400       10,900       10,200         $  900      1,000      1,000
Interest Cost                                  22,200       21,000       18,900          1,700      2,000      1,800
Expected Return on Plan Assets                (30,400)     (25,600)     (23,100)          (300)     (300)      (200)
Amortization of Unrecognized Transition
  Assets                                         (900)        (800)        (800)            --        --         --
Prior Service Costs Recognized                  1,500        1,400         (100)            --        --         --
Recognized Net Actuarial Loss                  (1,200)        (800)          --           (100)       --         --
Other Pension Plans                             3,400        3,900        4,800             --        --         --
                                             --------      -------      -------         ------      -----      -----
Net Periodic Benefit Cost                    $  6,000       10,000        9,900         $2,200      2,700      2,600
                                             ========      =======      =======         ======      =====      =====

</TABLE>
 
Assumptions used to determine net pension and net periodic
postretirement benefit costs are as follows:

<TABLE>
<CAPTION>
 

                                                          DEFINED                              POSTRETIREMENT
                                                       BENEFIT PLANS                           BENEFIT PLANS
 

                                               1998         1997         1996            1998       1997       1996
---------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>           <C>          <C>             <C>         <C>        <C>  
DISCOUNT RATE
  Domestic                                       6.75%        7.25%        7.50%          6.75%     7.25%      7.50%
  Foreign                                     6.0-8.0%     6.8-8.0%     7.5-9.0%          6.75%     7.25%      7.50%
LONG-TERM RATES OF RETURN ON PLAN ASSETS
  Domestic                                       9.00%        8.50%        8.50%          5.50%     5.50%      5.50%
  Foreign                                     7.0-8.0%     4.0-8.5%     7.0-9.0%            --        --         --
RATES OF INCREASE IN COMPENSATION LEVELS
  Domestic                                       4.75%        4.75%        4.75%            --        --         --
  Foreign                                     3.3-6.0%     0.0-5.0%     5.0-6.0%            --        --         --
</TABLE>
 
A 7.5% annual rate of increase in the per capita cost of covered
postretirement benefits was assumed for 1999. The rate was assumed
to decrease gradually to 5.0% for 2002 and remain at that level
thereafter.
 
Increasing or decreasing the health care trend rates by one
percentage point in each year would have the following effect:
 
<TABLE>
<CAPTION>
 
                                                                1% INCREASE    1% DECREASE
<S>                                                             <C>            <C>        
Effect on Postretirement Benefit Obligation                      $  2,400         (2,100)
Effect on Total of Service and Interest Cost Components          $    300           (300)
</TABLE>
 
In addition to the defined benefit plans and postretirement benefit
plans described above, the Company also sponsors defined
contribution plans within the U.S. and at certain international
associated companies. The plans cover full time employees and
provide for contributions between 3% and 5% of salary. The
Company's expense for the defined contribution plans totaled
$4,100,000, $4,719,000, and $4,700,000 in 1998, 1997, and 1996
respectively.
 
                                       17

<PAGE>

 
ACCOUNTING POLICIES AND NOTES (CONTINUED)
 
-----------------------------------------------------------------
---------------
SEGMENT INFORMATION
 
In 1997, the Financial Accounting Standards Board issued SFAS No.
131, "Disclosures about Segments of an Enterprise and Related
Information." SFAS No. 131 requires disclosure of revenues and
other information based on the way management organizes the
segments of the business for making operating decisions and
assessing performance.
 
Management organizes the Company's chewing-gum business based on
geographic regions. Intercompany suppliers of flavors, gumbase, and
wrapping materials are classified as "All Other". For operating
profits, "All Other" also includes costs incurred at the corporate
office, net of royalties received from associated companies.
 
Information by geographic region at December 31, 1998, 1997, and
1996 and for the years then ended is as follows:

<TABLE>
<CAPTION>
 
 NET SALES                                              1998              1997              1996
                                                                           In thousands of U.S. dollars
---------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>               <C>      
North America, principally U.S.                      $  826,817           837,781           835,972
Europe                                                  900,794           830,300           773,049
Asia/Pacific/Latin America                              269,481           262,532           218,079
All Other                                               152,524           165,897           145,891
                                                     ----------         ---------         ---------
Gross Sales                                           2,149,616         2,096,510         1,972,991
Intersegment Sales                                     (144,897)         (159,489)         (137,004)
                                                     ----------         ---------         ---------
Net Sales                                            $2,004,719         1,937,021         1,835,987
                                                     ==========         =========         =========
</TABLE>
 
Intersegment revenues are sales from intercompany suppliers of
flavors and gumbase to the Company's chewing gum production
facilities worldwide. Such revenues are valued on a cost-plus
basis.

<TABLE>
<CAPTION>
 
 OPERATING PROFITS                                      1998              1997              1996
                                                                           In thousands of U.S. dollars
-------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>               <C>       
North America, principally U.S.                      $  217,888           208,471           218,108
Europe                                                  185,693           164,833           145,993
Asia/Pacific/Latin America                               40,333            35,381            34,723
All Other                                               (21,930)          (22,046)          (25,644)
                                                     ----------         ---------         ---------
Operating Profits                                       421,984           386,639           373,180
Other Income                                              8,491            10,901             5,368
                                                     ----------         ---------         ---------
Earnings Before Income Taxes, Factory Closure and
  Sale                                                  430,475           397,540           378,548
Gains (Costs) Related to Factory Closure and Sale        10,404            (3,300)          (19,436)
                                                     ----------         ---------         ---------
Earnings Before Income Taxes                         $  440,879           394,240           359,112
                                                     ==========         =========         =========
</TABLE>
 
Management separates non-operating items such as foreign currency
transaction gains and losses, investment income, and miscellaneous
income and expense from operating profits. The non-operating items
are classified as "Other Income".
 
                                       18

<PAGE>
<TABLE>
<CAPTION>
 
 ASSETS                                                 1998              1997              1996
                                                                           In thousands of U.S. dollars
-------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>               <C>      
North America, principally U.S.                      $  448,565           439,098           405,737
Europe                                                  562,356           466,120           426,058
Asia/Pacific/Latin America                              188,041           172,340           153,732
All Other                                                87,223            69,049            80,585
                                                     ----------         ---------         ---------
Assets Used in Operating Activities                   1,286,185         1,146,607         1,066,112
Corporate                                               234,670           196,519           167,431
                                                     ----------         ---------         ---------
Total Assets                                         $1,520,855         1,343,126         1,233,543
                                                     ==========         =========         =========
</TABLE>
 
Assets are categorized based upon the geographic segment where they
reside.  Assets in "Corporate" consist principally of short-term
investments and marketable equity securities which are held at the
corporate office, as well as certain fixed assets.
 
<TABLE>
<CAPTION>
 
                DEPRECIATION EXPENSE                    1998              1997              1996
                                                                           In thousands of U.S. dollars
-------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>               <C>
North America, principally U.S.                      $   15,961            16,077            16,437
Europe                                                   19,886            17,098            15,287
Asia/Pacific/Latin America                                6,784             5,464             4,810
All Other                                                 3,415             3,046             2,112
                                                     ----------         ---------         ---------
Depreciation Expense Related to Operating Activities     46,046            41,685            38,646
Corporate                                                 9,728             8,754             8,642
                                                     ----------         ---------         ---------
Total Depreciation Expense                           $   55,774            50,439            47,288
                                                     ==========         =========         =========
</TABLE>
 
Depreciation expense is categorized consistent with the geographic
region where the asset resides.
 
<TABLE>
<CAPTION>
 
                CAPITAL EXPENDITURES                    1998              1997              1996
                                                                           In thousands of U.S. dollars
-------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>               <C>      
North America, principally U.S.                      $   32,870            22,899            23,829
Europe                                                   86,761            49,965            52,205
Asia/Pacific/Latin America                               19,074            31,872            17,118
All Other                                                 6,825             3,370             3,590
                                                     ----------         ---------         ---------
Capital Expenditures for Operating Activities           145,530           108,106            96,742
Corporate                                                 2,938            20,065             5,585
                                                     ----------         ---------         ---------
Gross Capital Expenditures                              148,468           128,171           102,327
Intersegment Asset Transfers                               (441)           (1,662)             (350)
                                                     ----------         ---------         ---------
Net Capital Expenditures                             $  148,027           126,509           101,977
                                                     ==========         =========         =========
</TABLE>
 
Capital expenditures are categorized based upon the geographic
segment where the expenditure occurred. Intersegment asset
transfers are primarily due to sales between production facilities
worldwide. Asset sales are typically transferred at net book value.
 
                                       19

<PAGE>
 
MANAGEMENT'S REPORT ON RESPONSIBILITY FOR FINANCIAL REPORTING
 
Management of the Wm. Wrigley Jr. Company is responsible for the
preparation and integrity of the financial statements and related
information presented in this Annual Report. This responsibility is
carried out through a system of internal controls to ensure that
assets are safeguarded, transactions are properly authorized and
financial records are accurate.
 
These controls include a comprehensive internal audit program,
written financial policies and procedures, appropriate division of
responsibility, and careful selection and training of personnel.
Written policies include a Code of Business Conduct prescribing
that all employees maintain the highest ethical and business
standards.
 
Ernst & Young LLP have conducted an independent audit of the
financial statements, and their report appears on the facing page.

The Board of Directors exercises its control responsibility through
an Audit Committee composed entirely of outside directors. The
Audit Committee meets regularly to review accounting and control
matters. Both Ernst & Young LLP and the internal auditors have
direct access to the Audit Committee and periodically meet
privately with them.
 
WM. WRIGLEY JR. COMPANY
 
Chicago, Illinois
January 27, 1999
 
                                       20

<PAGE>
 
REPORT OF INDEPENDENT AUDITORS
 
TO THE STOCKHOLDERS AND BOARD OF DIRECTORS OF THE WM. WRIGLEY JR.
COMPANY
 
We have audited the accompanying consolidated balance sheet of the
Wm. Wrigley Jr. Company and associated companies at December 31,
1998 and 1997 and the related consolidated statements of earnings,
stockholders' equity and cash flows for each of the three years in
the period ended December 31, 1998. These financial statements are
the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our
audits.
 
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits
provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present
fairly, in all material respects, the consolidated financial
position of the Wm. Wrigley Jr. Company and associated companies at
December 31, 1998 and 1997, and the consolidated results of their
operations and their cash flows for each of the three years in the
period ended December 31, 1998, in conformity with generally
accepted accounting principles.
 
ERNST & YOUNG LLP
 
Chicago, Illinois
January 27, 1999
 
                                       21

<PAGE>
 
MANAGEMENT'S DISCUSSION AND ANALYSIS
 
OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
 
RESULTS OF OPERATIONS
 
--------------------------------------------------------
NET SALES
 
Consolidated net sales for 1998 increased $67,698,000 or over 3%
from 1997. Net sales for 1998 were favorably affected by higher
international unit volume and selected selling price increases.
Higher shipments increased net sales by 4%, while selected selling
price changes increased net sales by 2%. Translation of foreign
currency sales to a stronger U.S. dollar reduced reported net sales
by approximately 3%.
 
North American 1998 net sales decreased approximately 1% compared
to 1997. The U.S. and Canadian markets maintained volume and net
sales levels consistent with the prior year. At Amurol Confections,
lower unit shipments reduced North American volume by about 1%.
 
International 1998 net sales increased by 11%, excluding the
effects of foreign currency translation. Unit volume increased over
6%, with higher customer shipments to emerging markets such as
Central and Eastern Europe and China offsetting lower volume in
Russia and the Philippines.
 
Consolidated net sales for 1997 increased $101,034,000 or 6% from
1996. Net sales for 1997 were favorably impacted by higher unit
volume and selected selling price increases in international
markets, mainly in Europe, and the full year impact of 1996 price
increases in North America, primarily the U.S. and Canada. Higher
shipments increased net sales 8%, while selected selling price
changes increased net sales about 3%. Translation of foreign
currency sales to a stronger U.S. dollar reduced reported net sales
by 5%.
 
North American 1997 net sales were essentially unchanged from 1996,
as the full year impact of 1996 price increases in the U.S. and
Canada offset lower shipments. In total, North American shipments
decreased by 2% from the previous year's level mainly due to lower
unit shipments at Amurol Confections and lower U.S. shipments of
Wrigley brands.
 
International 1997 net sales increased by 20%, excluding the
effects of foreign currency translation. Unit volume increased 17%
in 1997, with customer shipments to emerging markets such as China
and Eastern Europe accounting for most of the volume gain.
 
--------------------------------------------------------
INVESTMENT AND OTHER INCOME
 
In 1998, consolidated investment and other income increased
$1,483,000 or 9% from 1997. In 1997, consolidated investment and
other income increased $2,539,000 or 17% from 1996. In both years,
the increase is mainly due to higher average investment balances
worldwide.
 
--------------------------------------------------------
COST OF SALES AND GROSS PROFIT
 
In 1998, consolidated cost of sales increased $997,000 essentially
constant with 1997. Excluding the effect of foreign currency
translation, the cost of sales increase was about 3% from 1997.
Excluding the effects of the Santa Cruz closure and sale,
consolidated gross profit in 1998 was $1,156,356,000, an increase
of $66,701,000 or 6% from 1997. The consolidated gross profit
margin on net sales was 57.7% for 1998, up over 1% from the 1997
gross margin of 56.3%, mainly reflecting lower product costs.
 
Consolidated cost of sales for 1997 increased $32,883,000 or 4%
from 1996.  Excluding the effect of foreign currency translation,
1997 cost of sales increased by about 9% from 1996 mainly due to
increased international volume.  Excluding the Santa Cruz factory
closure costs, consolidated gross profit in 1997 was
$1,089,655,000, an increase of $68,151,000 or nearly 7% from 1996.
The consolidated gross profit margin on net sales was 56.3% for
1997, up nearly 1% from the 1996 gross margin of 55.6%, reflecting
lower international product costs and savings from the above
mentioned realignment.
 
--------------------------------------------------------
SELLING, DISTRIBUTION, AND GENERAL ADMINISTRATIVE EXPENSES
 
Consolidated 1998 selling, distribution, and general administrative
expenses increased $35,592,000 or 5% from 1997. Excluding the
effects of foreign currency translation, the increase was about 8%
in 1998, mainly due to higher international selling and marketing
expenditures.
 
In 1997, consolidated selling, distribution and general
administrative expenses increased $51,837,000 or 8% from 1996.
Excluding the effects of foreign currency translation, the increase
was about 13% in 1997, mainly due to higher international selling
and marketing expenditures.
 
                                       22

<PAGE>
 
As a percentage of consolidated net sales, the expenses were:
 
<TABLE>
<CAPTION>
 
                               1998    1997    1996
<S>                            <C>     <C>     <C>  
 
Selling and Marketing          26.9%   26.5%   25.5%
Distribution and General
  Administration               10.2%   10.1%   10.3%
                               -----   -----   -----
                               37.1%   36.6%   35.8%
                               =====   =====   =====
                                                    
</TABLE>
 
--------------------------------------------------------
INCOME TAXES
 
Income taxes in 1998 increased $13,764,000 or 11% from 1997. The
effective consolidated income tax rate was 30.9% in 1998 and 31.1%
in 1997.
 
Income taxes in 1997 decreased $6,226,000 or 5% from 1996. The
effective consolidated income tax rate was 31.1% in 1997 and 35.9%
in 1996. The lower effective tax rate in 1997 was mainly from tax
credits.
 
--------------------------------------------------------
NET EARNINGS
 
Consolidated net earnings in 1998, including the gain related to
the Santa Cruz transaction, increased $32,875,000 and $.29 per
share or 12% from 1997.  Excluding the effects of the Santa Cruz
closure and sale, 1998 net earnings increased $23,967,000, and $.21
per share or 9%.
 
Consolidated net earnings in 1997, including costs related to the
Santa Cruz factory closure, increased $41,354,000 and $.35 per
share or 18% from 1996.  Excluding factory closure costs, 1997 net
earnings increased $30,509,000, and $.26 per share or 12%.
 
LIQUIDITY AND CAPITAL RESOURCES
--------------------------------------------------------
ADDITIONS TO PROPERTY, PLANT AND EQUIPMENT
 
Capital expenditures for 1998 were $148,027,000, an increase of
$21,518,000 from 1997 capital expenditures of $126,509,000. The
1997 capital expenditures represented an increase of $24,532,000
from the 1996 capital expenditures of $101,977,000. All of the
capital expenditures for 1998 and 1997 were funded from the
Company's cash flow from operations. Additions to property, plant,
and equipment in 1999 are expected to approximate 1998 capital
expenditures and are also planned to be funded from the Company's
cash flow from operations.
 
--------------------------------------------------------
CURRENT RATIO
 
The Company has a current ratio (current assets divided by current
liabilities) in excess of 3.5 to 1 at December 31, 1998 and 1997.
 
OTHER MATTERS
--------------------------------------------------------
SALE OF THE SANTA CRUZ FACTORY
 
In the first quarter of 1998, the Company sold its real estate
holding in Santa Cruz, California and recorded a pretax gain of
approximately $10,404,000 and net earnings of approximately
$6,763,000 or $.06 per share.
 
--------------------------------------------------------
YEAR 2000 READINESS DISCLOSURE
 
The Company recognizes the potential business impacts related to
the Year 2000 issue. The issue is one where computer systems and
microprocessors (embedded chips) may recognize the designation "00"
as 1900 when it means 2000, resulting in processing failures or
errors. The Company began to address this issue in 1995 and
believes it has an effective program in place to resolve Year 2000
issues in a timely manner.
 
The Company has completed the assessment of its business critical
systems and processes, and is essentially finished with the
remediation of these business critical systems, including those
involving suppliers, customers and other business partners. Work
continues on the remaining systems and processes, both internal and
external.
 
Most systems should be Year 2000 tested and ready by March 31,
1999, with work continuing on some low-risk equipment and minor
issues throughout the year.  Implementing our plan, as it now
stands, will allow the Company to be fully ready by December 31,
1999.
 
The Company has certain pre-existing contingency arrangements and
has established processes for creating other business critical
contingency plans so that operations are not impeded by the
millennium change. Appropriate contingency plans to deal with
issues created by third parties, those over whom the Company has
little or no control, will also be developed. This will be done on
an "as needed" basis due to the difficulty of assessing third-party
progress toward resolution of their Year 2000 issues.
 
                                       23

<PAGE>
 
MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED)
 
Given the complexity of the Year 2000 issue, failure by the Company
or its external business partners to achieve readiness could
adversely affect the Company's operations. The Company believes
that its readiness program, including the contingency plans, will
minimize the effect of any temporary disruptions in the Company's
operations that may occur.
 
The Company expects to incur approximately $15,000,000, including
approximately $2,000,000 of capital spending, on all of its Year
2000 efforts. Approximately $5,000,000 was incurred in 1997 and
$7,500,000 in 1998, with the remaining $2,500,000 expected to be
incurred in 1999.
 
--------------------------------------------------------
EURO CONVERSION
 
On January 1, 1999, the exchange rates of eleven countries
(Germany, France, the Netherlands, Austria, Italy, Spain, Finland,
Ireland, Belgium, Portugal, and Luxembourg) were fixed amongst one
another and became the currencies of the EURO. The currencies of
the eleven countries will remain in circulation until mid-2002. The
EURO currency will be introduced on January 1, 2002. The Company
does not expect future balance sheets and statements of earnings
and cash flows to be materially impacted by the EURO conversion.
 
--------------------------------------------------------
MARKET RISK
 
Inherent in the Company's operations are certain risks related to
foreign currency, interest rates, and the equity markets. The
Company identifies these risks and mitigates their financial impact
through its corporate policies and hedging activities. The Company
has determined that movements in market values of financial
instruments used to mitigate identified risks are not expected to
have a material impact on future earnings, cash flows, or reported
fair values.
 
--------------------------------------------------------
FORWARD-LOOKING STATEMENTS
 
Statements contained in this report may be considered to be forward
looking statements. The Private Securities Litigation Reform Act of
1995 provides a safe harbor for forward looking statements. The
Company wishes to ensure that such statements are accompanied by
meaningful cautionary statements to comply with the safe harbor
under the Act. The Company notes that a variety of factors could
cause actual results to differ materially from the anticipated
results or expectations expressed in these forward looking
statements.
 
Important factors that may influence the operations, performance,
development and results of the Company's business include global
and local business and economic conditions; currency exchange and
interest rates; ingredients, labor, and other operating costs;
insufficient or underutilization of manufacturing capacity;
political or economic instability in local markets; competition;
retention of preferred retail space; effective marketing campaigns
or new product introductions; consumer preferences, spending
patterns, and demographic trends; legislation and governmental
regulation; accounting policies and practices; and failure of the
Company's suppliers, customers or business partners to be Year 2000
ready.
 
We caution the reader that the list of factors may not be
exhaustive. The Company undertakes no obligation to update any
forward looking statement, whether as a result of new information,
future events, or otherwise.
 
                                       24

<PAGE>
 
QUARTERLY DATA
 
CONSOLIDATED RESULTS
<TABLE>
<CAPTION>
 
<S>                                              <C>             <C>              <C>         <C>
                                                  NET SALES      COST OF SALES        NET EARNINGS
 
<CAPTION>
                                                                                   AMOUNT     PER SHARE
                                              In thousands of U.S. dollars except for per share amounts
-------------------------------------------------------------------------------------------------------
<S>                                              <C>             <C>              <C>         <C>
1998
     FIRST QUARTER(1)                            $    469,319       200,393         76,106        .66
     SECOND QUARTER                                   541,162       226,854         84,542        .73
     THIRD QUARTER                                    493,955       207,140         73,095        .63
     FOURTH QUARTER                                   500,283       213,976         70,758        .61
                                                 ------------      --------       --------      -----
          TOTAL                                  $  2,004,719       848,363        304,501       2.63
                                                 ============      ========       ========      =====
1997
     First Quarter                               $    447,607       196,066         62,849        .54
     Second Quarter                                   521,272       225,348         76,647        .66
     Third Quarter                                    481,938       208,931         69,526        .60
     Fourth Quarter                                   486,204       217,021         62,604        .54
                                                 ------------      --------       --------      -----
          Total                                  $  1,937,021       847,366        271,626       2.34
                                                 ============      ========       ========      =====
</TABLE>
 
(1) Net earnings and earnings per share for the 1st quarter 1998
    included gains of $6,763,000 and $.06 related to the sale of
    the Santa Cruz factory.
 
MARKET PRICES
 
Although there is no established public trading market for the
Class B Common Stock, these shares are at all times convertible
into shares of Common Stock on a one-for-one basis and are entitled
to identical dividend payments.
 
The Common Stock of the Company is listed and traded on the New
York and Chicago Stock Exchanges. The table below presents the high
and low sales prices for the two most recent years on the New York
Stock Exchange.

<TABLE>
<CAPTION>
 
<S>                                                 <C>  <C>             <C> <C>                <C> <C>             <C> <C>
                                                                   1998                                       1997
 
<CAPTION>
                                                         HIGH                 LOW                   HIGH                 LOW
<S>                                                 <C>  <C>             <C> <C>                <C> <C>             <C> <C>
 
First Quarter                                       $ 83 1/2              73 1/2                 62 1/2              54 9/16
Second Quarter                                       104 5/16             78 11/16               71 3/8              55 3/4
Third Quarter                                        102                  72 15/16               77 5/16             67 1/8
Fourth Quarter                                        91 3/8              70 15/16               82 1/16             64 7/8
</TABLE>
 
DIVIDENDS
 
The following table indicates the quarterly breakdown of aggregate dividends
declared per share of Common Stock and Class B Common Stock for the two most
recent years.
<TABLE>
<CAPTION>
 
<S>                                            <C>        <C>      <C>         <C>        <C>      <C>
                                                         1998                            1997
 
<CAPTION>
                                               REGULAR    EXTRA    TOTAL       REGULAR    EXTRA    TOTAL
<S>                                            <C>        <C>      <C>         <C>        <C>      <C>
 
First Quarter                                   $.20                .20          .19                .19
Second Quarter                                   .20                .20          .19                .19
Third Quarter                                    .20                .20          .19                .19
Fourth Quarter                                   .20       .51      .71          .19       .43      .62
                                                ----       ---     ----          ---       ---     ----
     Total                                      $.80       .51     1.31          .76       .43     1.19
                                                ====       ===     ====          ===       ===     ====
</TABLE>
 
                                       25


<PAGE>
 
SELECTED FINANCIAL DATA
 
<TABLE>
<CAPTION>
 
                                             1998              1997              1996           1995
-----------------------------------------------------------------------------------------------------------
<S>                                       <C>                <C>               <C>            <C>       <C>
OPERATING DATA
 
Net Sales                                 $2,004,719         1,937,021         1,835,987      1,754,931
 
Cost of Sales                                848,363           847,366           814,483        778,019
 
Income Taxes                                 136,378           122,614           128,840        126,492
 
Earnings before factory closure and sale
     in 1998-96, nonrecurring gain on
     sale of Singapore property in 1994,
     and cumulative effect of
     accounting changes in 1992              297,738           273,771           243,262        223,739
 
     --Per Share of Common Stock
          (basic and diluted)                   2.57              2.36              2.10           1.93
 
Net Earnings                                 304,501           271,626           230,272        223,739
 
     --Per Share of Common Stock
          (basic and diluted)                   2.63              2.34              1.99           1.93
 
Dividends Paid                               150,835           135,680           118,308        111,401
 
     --Per Share of Common Stock                1.30              1.17              1.02            .96
 
     --As a Percent of Net Earnings               50%               50%               51%            50%
 
Dividends Declared
 
     --Per Share of Common Stock                1.31              1.19              1.02            .99
 
Average Shares Outstanding                   115,964           115,964           115,983        116,066
 
-----------------------------------------------------------------------------------------------------------
OTHER FINANCIAL DATA
 
Net Property, Plant and Equipment         $  520,090           430,474           388,149        347,491
 
Total Assets                              $1,520,855         1,343,126         1,233,543      1,099,219
 
Working Capital                           $  624,546           571,857           511,272        458,683
 
Stockholders' Equity                      $1,157,032           985,379           897,431        796,852
 
Return on Average Equity                        28.4%             28.9%             27.2%          30.1%
 
Stockholders at Close of Year                 38,052            36,587            34,951         28,959
 
Employees at Close of Year                     9,200             8,200             7,800          7,300
 
Market Price of Stock--High               $  104.313            82.063            62.875         54.000
 
                        --Low             $   70.938            54.563            48.375         42.875
</TABLE>
 
                                       26

<PAGE>
<TABLE>
<CAPTION>
 
       1994        1993        1992        1991        1990       1989      1988
              In thousands of U.S. dollars and shares except for per share amounts
--------------------------------------------------------------------------------------
<S> <C>          <C>         <C>         <C>         <C>         <C>       <C>
 
     1,596,551   1,428,504   1,286,921   1,148,875   1,110,639   992,853   891,392
 
       697,442     617,156     572,468     507,795     508,957   451,773   392,460
 
       122,746     103,944      83,730      79,362      70,897    64,277    53,491
 
       205,767     174,891     148,573     128,652     117,362   106,149    87,236
 
          1.77        1.50        1.27        1.09        1.00       .90       .73
 
       230,533     174,891     141,295     128,652     117,362   106,149    87,236
 
          1.98        1.50        1.21        1.09        1.00       .90       .73
 
       104,694      87,344      72,511      64,609      58,060    53,506    43,591
 
           .90         .75         .62         .55         .49       .45       .36
 
            45%         50%         51%         50%         49%       50%       50%
 
           .94         .75         .63         .55         .51       .47       .37
 
       116,358     116,511     117,055     117,517     117,743   118,035   120,308
 
--------------------------------------------------------------------------------------
 
       289,420     239,868     222,137     201,386     188,959   171,951   155,260
 
       978,834     815,324     711,372     625,074     563,665   498,624   440,400
 
       413,414     343,132     299,149     276,047     229,735   186,588   165,430
 
       688,470     575,182     498,935     463,399     401,386   342,994   308,538
 
          36.5%       32.6%       29.4%       29.8%       31.5%     32.6%     29.2%
 
        24,078      18,567      14,546      11,086      10,497    10,218     9,440
 
         7,000       6,700       6,400       6,250       5,850     5,750     5,500
 
        53.875      46.125      39.875      27.000      19.750    17.917    13.750
 
        38.125      29.500      22.125      16.375      14.583    11.833    10.667
</TABLE>
 
                                       27

<PAGE>

 
CORPORATE FACILITIES AND PRINCIPAL ASSOCIATED COMPANIES -- 1998
 
CORPORATE FACILITIES         PRINCIPAL ASSOCIATED COMPANIES
HEADQUARTERS
Wrigley Building
410 North Michigan Avenue
Chicago, Illinois 60611
PRODUCTION FACILITIES
Chicago, Illinois
Gainesville, Georgia
                             DOMESTIC
 
AMUROL CONFECTIONS COMPANY*
Yorkville, Illinois 60560
 
FOUR-TEN CORPORATION
Chicago, Illinois 60611
 
L. A. DREYFUS COMPANY*
Edison, New Jersey 08820
 
NORTHWESTERN FLAVORS, INC.*
West Chicago, Illinois 60185
 
                             INTERNATIONAL
 
THE WRIGLEY COMPANY PTY. LIMITED*
Sydney, Australia
 
WRIGLEY AUSTRIA GES.M.B.H.*
Salzburg, Austria
 
WRIGLEY BULGARIA EOOD
Sofia, Bulgaria
 
WRIGLEY CANADA*
Don Mills, Ontario, Canada
 
WRIGLEY CHEWING GUM COMPANY LTD.*
Guangzhou, Guangdong,
People's Republic of China
 
WRIGLEY S.R.O.
Prague, Czech Republic
 
THE WRIGLEY COMPANY LIMITED*
Plymouth, England, U.K.
 
OY WRIGLEY SCANDINAVIA AB
Turku, Finland
 
WRIGLEY FRANCE S.N.C.*
Biesheim, France
 
WRIGLEY G.M.B.H.
Munich, Germany
 
WRIGLEY N.V.
Amsterdam, Holland
 
THE WRIGLEY COMPANY (H.K.) LIMITED
Hong Kong
 
WRIGLEY HUNGARIA, KFT.
Budapest, Hungary
 
WRIGLEY INDIA LIMITED*
Bangalore, Karnataka, India
 
WRIGLEY ISRAEL LTD.
Herzeliya-Pituach, Israel
 
WRIGLEY & COMPANY LTD., JAPAN
Tokyo, Japan
 
THE WRIGLEY COMPANY (EAST AFRICA)
Limited*
Nairobi, Kenya
 
THE WRIGLEY COMPANY (MALAYSIA)
Sdn. Bhd.
Kuala Lumpur, Malaysia
 
THE WRIGLEY COMPANY (N.Z.) LIMITED
Auckland, New Zealand
 
WRIGLEY SCANDINAVIA AS
Oslo, Norway
 
THE WRIGLEY COMPANY (P.N.G.) LTD.
Port Moresby, Papua New Guinea
 
WRIGLEY PHILIPPINES, INC.*
Antipolo City, Philippines

<PAGE> 

WRIGLEY POLAND SP. ZO.O.*
Poznan, Poland
 
WRIGLEY ROMANIA PRODUSE
Zaharoase SRL
Bucharest, Romania
 
OOO WRIGLEY
Moscow, Russia
St. Petersburg, Russia**
 
WRIGLEY SLOVAKIA S.R.O.
Banska Bystrica, Slovakia
 
WRIGLEY D.O.O.
Ljubljana, Slovenia
 
WRIGLEY CO., S.A.
Santa Cruz de Tenerife
Canary Islands, Spain
 
WRIGLEY SCANDINAVIA AB
Stockholm, Sweden
 
WRIGLEY TAIWAN LIMITED*
Taipei, Taiwan, R.O.C.
 * Denotes production facility.
 
** Under construction.
 
                                       28

<PAGE>

 
ELECTED OFFICERS -- 1998
 
WILLIAM WRIGLEY
President & Chief Executive Officer
 
DOUGLAS S. BARRIE
Group Vice President
(elected President -- International on January 27, 1999)
 
RONALD O. COX
Group Vice President
 
JOHN F. BARD
Senior Vice President
(elected Executive Vice President on January 27, 1999)
 
MARTIN J. GERAGHTY
Senior Vice President -- Manufacturing
 
WILLIAM WRIGLEY, JR.
Vice President
 
DONALD E. BALSTER
Vice President -- Production
 
GARY R. BEBEE
Vice President -- Customer Marketing
 
DAVID E. BOXELL
Vice President -- Personnel
 
SUSAN S. FOX
Vice President -- Consumer Marketing
 
PHILIP G. HAMILTON
Vice President -- International
 
SHAUN KIM
Vice President -- Engineering
 
DENNIS R. MALLY
Vice President -- Information Services
 
JON ORVING
Vice President -- International
 
DUSHAN PETROVICH
Vice President -- Controller
 
STEFAN PFANDER
Vice President -- International and
Managing Director -- Europe
 
WM. M. PIET
Vice President -- Corporate Affairs and
Assistant to the President
 
JOHN A. SCHAFER
Vice President -- Purchasing
 
PHILIP G. SCHNELL
Vice President -- Research & Development
 
CHRISTAFOR E. SUNDSTROM
Vice President -- Corporate Development
 
PHILIP C. JOHNSON
Senior Director -- Benefits and Compensation
 
HOWARD MALOVANY
Secretary and General Counsel
 
ALAN J. SCHNEIDER
Treasurer
 
JOHN H. SUTTON
General Manager -- Converting Division
(retired as of January 1, 1999)
 
                                       29
<PAGE>

 
BOARD OF DIRECTORS -- 1998
 
LOGO
-------------------------------------------------
WILLIAM WRIGLEY
Director of the Company since 1960
Joined the Wm. Wrigley Jr. Company in 1956
President & Chief Executive Officer since 1961
Director, Texaco, Inc., since 1974
Director, American Home Products Corp., since 1981
Director, Grocery Manufacturers of America, since 1983
 
COMMITTEES OF THE
BOARD OF DIRECTORS
 
-------------------------------------------------
AUDIT
 
CHARLES F. ALLISON III chairman
 
THOMAS A. KNOWLTON
 
STEVEN B. SAMPLE
 
ALEX SHUMATE
 
RICHARD K. SMUCKER
 
-------------------------------------------------
COMPENSATION
 
THOMAS A. KNOWLTON chairman
 
CHARLES F. ALLISON III
 
LEE PHILLIP BELL
 
PENNY PRITZKER
 
-------------------------------------------------
NOMINATING
 
RICHARD K. SMUCKER chairman
 
LEE PHILLIP BELL
 
PENNY PRITZKER
 
STEVEN B. SAMPLE
 
LOGO
-------------------------------------------------
CHARLES F. ALLISON III
Director of the Company since 1980
Joined Booz-Allen & Hamilton in 1958
Partner of Counsel since 1996
Senior Vice President (1977-96)
(retiring on March 4, 1999)
 
LOGO
-------------------------------------------------
JOHN F. BARD
Director of the Company since 1999
Joined the Wm. Wrigley Jr. Company in 1991
Senior Vice President (1991-99)
(elected Executive Vice President and Director on
  January 27, 1999)
 
LOGO
-------------------------------------------------
DOUGLAS S. BARRIE
Director of the Company since 1996
Joined the Wm. Wrigley Jr. Company in 1983
Group Vice President (1984-99)
(elected President-International on January 27, 1999
  and retiring as Director on March 4, 1999)
 
LOGO
-------------------------------------------------
LEE PHILLIP BELL
Director of the Company since 1981
Director, Bell Phillip TV Productions, since 1980
Co-Creator, The Bold and the Beautiful and
  The Young and the Restless
(retiring on March 4, 1999)

                                       30

<PAGE>

 
LOGO
-------------------------------------------------
THOMAS A. KNOWLTON
Director of the Company since 1996
Joined the Kellogg Company in 1980
Executive Vice President (1992-1998)
President, Kellogg North America (1994-1998)
President, Kellogg Europe (1992-94)
 
LOGO
-------------------------------------------------
PENNY PRITZKER
Director of the Company since 1994
President, Classic Residence by Hyatt, since 1987
Partner, Pritzker & Pritzker, since 1985
President, Penguin Group L.P., since 1989
Director, Coast-to-Coast Financial Corporation, since 1990
 
LOGO
-------------------------------------------------
MELINDA R. RICH
Director of the Company since 1999
Joined Rich Products Corp. in 1986
Executive Vice President of Innovation since 1997
  and Director since 1998
President, Rich Entertainment Group, since 1994
Director, M & T Bank Corp. (Buffalo, NY), since 1994
(elected January 27, 1999)
 
LOGO
-------------------------------------------------
STEVEN B. SAMPLE
Director of the Company since 1997
President, University of Southern California, since 1991
President, State University of New York, Buffalo (1982-91)
Director, Presley Companies, since 1991
Director, Unova, Inc., since 1997
 
LOGO
-------------------------------------------------
ALEX SHUMATE
Director of the Company since 1998
Joined law firm of Squire, Sanders & Dempsey in 1988
Managing Partner of the Columbus Office since 1991
Chief Counsel and Deputy Chief of Staff
  to Governor of Ohio (1985-88)
Director, Banc One Corporation, since 1993
Director, Intimate Brands, Inc., since 1996
 
LOGO
-------------------------------------------------
RICHARD K. SMUCKER
Director of the Company since 1988
Joined The J. M. Smucker Company in 1972
President since 1987 and Director since 1975
Director, Sherwin-Williams Company, since 1991
Director, International Multifoods, Inc., since 1997
 
LOGO
-------------------------------------------------
WILLIAM WRIGLEY, JR.
Director of the Company since 1988
Joined the Wm. Wrigley Jr. Company in 1985
Vice President since 1991
Assistant to the President (1985-92)
Director, The J. M. Smucker Company, since 1991
 
                                       31

<PAGE>

 
STOCKHOLDER INFORMATION
 
--------------------------------------------------------
STOCKHOLDER INQUIRIES
 
Any inquiries about your Wrigley stockholdings should be directed
to:
  Stockholder Relations
  Wm. Wrigley Jr. Company
  410 North Michigan Avenue
  Chicago, Illinois 60611
  1-800-824-9681
 
Additional information about the Wrigley Company can be found on
our Internet home page at the following address --
http://www.wrigley.com.
 
--------------------------------------------------------
CAPITAL STOCK
 
Common Stock of the Wm. Wrigley Jr. Company is traded on the New
York Stock Exchange. The Company's symbol is WWY.
 
Class B Common Stock, issued to stockholders of record on April 4,
1986, has restricted transferability and is not traded on the New
York Stock Exchange. It is at all times convertible, on a
share-for-share basis, into Common Stock and once converted is
freely transferable and publicly traded. Class B Common Stock also
has the same rights as Common Stock with respect to cash dividends
and treatment upon liquidation.
 
--------------------------------------------------------
DIVIDENDS
 
Regular quarterly dividends are paid in advance on the first
business day of February, May, August, and November with the record
date for each payment falling on or about the 15th of the prior
month. The Company also has a long history of paying "extra"
dividends. In recent years, a single "extra" dividend has been paid
in December.
 
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DIRECT DIVIDEND DEPOSIT SERVICE
 
The Direct Dividend Deposit Service allows stockholders to receive
cash dividends through electronic deposits into their checking or
savings account.
 
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DIVIDEND REINVESTMENT PLAN
 
The Dividend Reinvestment Plan (DRP) is open to all stockholders of
record. The Plan is administered by First Chicago Trust Company (a
division of Equiserve) and uses cash dividends on both Common Stock
and Class B Common Stock, along with voluntary cash contributions,
to purchase additional shares of Common Stock. Cash contributions
can be made monthly for a minimum of $50 and a maximum of $5,000.
 
All shares purchased through the Plan are retained in a DRP
account, so there are no certificates that could be lost,
misplaced, or stolen. Additionally, once a DRP account is
established, a participant can deposit any Wrigley stock
certificates held outside the Plan into the account for
safekeeping. The Company pays all brokerage and administrative
costs associated with the DRP.
 
Over 28,000 or 75% of the Company's stockholders of record
currently participate in the DRP. A brochure fully describing the
Plan and its enrollment procedure is available upon request.
 
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STOCK CERTIFICATES
 
For security and tax purposes, stockholders should keep a record of
all of their stock certificates. The record should be kept in a
separate place from the certificates themselves and should contain
the following information for each certificate: exact registration,
number of shares, certificate number, date of certificate and the
original cost of the shares.
 
If a stock certificate is lost or stolen, notification should be
sent to the Company immediately. The transfer agent has two
requirements to be met before a new certificate will be issued --
a completed affidavit and payment for an indemnity bond based on
the current market value of the lost or stolen stock.  The
replacement of a certificate will take about seven to ten days.
Even if a certificate is lost or stolen, the stockholder will
continue to receive dividends on those shares while the new
certificate is being issued.
 
                                       32

<PAGE>

 
A transfer of stock is required when the shares are sold or when
there is any change in name or ownership of the stock. To be
accepted for transfer, the stockholder's signature on the
certificate or stock power must receive a Medallion Signature
Guarantee by a qualified financial institution that participates in
the Medallion Guarantee program. A verification by a notary public
is not sufficient. Anytime a certificate is mailed, it should be
sent registered mail, return receipt requested.
 
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CONSOLIDATION OF MULTIPLE ACCOUNTS
 
To avoid receiving duplicate mailings, stockholders with more than
one Wrigley account may want to consolidate their shares. For more
information, please contact the Company.
 
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COMPANY PUBLICATIONS
 
The Company's 1998 annual report to the Securities and Exchange
Commission on Form 10-K is expected to be available on or about
April 5, 1999.
 
Other publications that are currently available include:
 
  The Wrigley Way: Continuing our Legacy of
     Social Responsibility
  The Story of Chewing Gum and the
     Wm. Wrigley Jr. Company
  A Historical Look at the Wrigley Building
 
Requests for these publications should be addressed to Corporate
Communications at the main office of the Company. They are also
available for review at our Internet home page
(http://www.wrigley.com).
 
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TRANSFER AGENT AND REGISTRAR
 
First Chicago Trust Company,
  a division of Equiserve
P. O. Box 2500
Jersey City, New Jersey 07303-2500
1-800-446-2617
Internet: http://www.equiserve.com
E-Mail: fctc@em.fcnbd.com