|Table of Contents                                                  |                    
|------------------------------------------------------------------ | -------------------
|                                                                   |                    
|Financial   Highlights                                             | 10                 
|                                                                   |                    
|Letter to   Stockholders                                           | 11                 
|                                                                   |                    
|Board of   Directors                                               | 15                 
|                                                                   |                    
|Elected   Officers                                                 | 16                 
|                                                                   |                    
|Managements   Discussion and Analysis                             | 18                 
|                                                                   |                    
|Quarterly   Data                                                   | 26                 
|                                                                   |                    
|Selected   Financial Data                                          | 28                 
|                                                                   |                    
|Managements   Report on Internal Control Over Financial
Reporting | 30                 
|                                                                   |                    
|Report of   Independent Registered Public Accounting Firm          | 31   & 32          
|                                                                   |                    
|Consolidated   Statement of Earnings                               | 33                 
|                                                                   |                    
|Consolidated   Balance Sheet                                       | 34                 
|                                                                   |                    
|Consolidated   Statement of Cash Flows                             | 36                 
|                                                                   |                    
|Consolidated   Statement of Stockholders Equity                   | 37                 
|                                                                   |                    
|Accounting   Policies and Notes                                    | 38                 
|                                                                   |                    
|Stockholder   Information                                          | 54                 
|                                                                   |                    
|Corporate   Facilities and Principal Associated Companies          | 56                 
|                                                                   |                    
|Wrigley   Brands                                                   | Inside   Back cover



| | Wrigley brands woven into the fabric of
everyday life around the world  this is   our vision. All   around the globe, Wrigley
associates are making this   vision a reality by building and nurturing our brands,   connecting with consumers
and delivering some of the   most recognized, best-loved
and   trustedconfections   in the world. | 
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | 

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| | a refreshing break, an   eye-opening boost . . . | 
| | ------------------------------------------------ | 
| | (Wrigley keeps it
fresh)                         | 



| | Wrigleys innovation makes   everybodys daily routine a little less so by offering
confectionery products   that are distinctive in their quality and their benefits. Development of cool   mints, great tasting dental
candies and drops that provide a stimulating   menthol lift has expanded the variety that Wrigley offers consumers, and   extended
equity-rich brands into whole new confectionery categories.                                                                                                                                                                                                     | 
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | 
| | Extra®, Eclipse®,   Excel®and
Winterfresh®are providing freshness to   consumers around the world in a whole new format. Mint products under
these   brands are complementing existing gum offerings, contributing to brand   franchise growth and meeting the needs of consumers
on the go in Europe, the   United States and Canada. Orbit Drops®and Airwaves®candies   continue to
increase distribution across Europe and Asia, expanding brand   consumption with consumers that already love Wrigley gums and
reaching out to   consumers new to these great Wrigley brands through their differentiating   benefits. | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | 
| | Innovation at Wrigley will   be fueled further in 2005 with the completion of the Global
Innovation   Center, a state-of-the-art campus that will be the center for consumer-driven   advances in confections.                                                                                                                                                                                                                                                                                                                                                                                                              | 

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| | a special treat, a sweet   thing to share . . . | 
| | ----------------------------------------------- | 
| | (Wrigley makes people
smile)                    | 



| | For kids around the world,   or just the young at heart, Wrigley products are a treat that
satisfies that   craving for sweet and adds a little fun to every day.                                                                                                                                                                                                                                                                                                                         | 
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | Wrigleys Hubba Bubba®family of products continues to wowkids
with creative and engaging products including Bubble Tape, Bubble   Jug, Sweet Rolland Mix & Match. With   the launch of Hubba Bubba Maxin the U.S. this year, big,
bubble-blowing chunks were reintroduced to a new generation of fans.                                                                                                                                                                               | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | In 2004, Wrigley also   increased its offerings for kids and accelerated product
diversification   through the acquisition of Joyco. The addition of Pim Pom®lollipops   and Boomer®bubble gums has complemented an expanding portfolio of   fun-filled products that kids love. Also, with the addition of single
piece   bubble gum and lollipop items, Wrigleys portfolio becomes increasingly   accessible and affordable in developing
Wrigley marketplaces like India and   China. | 

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| | a familiar experience, a   simple pleasure . . . | 
| | ------------------------------------------------ | 
| | (Wrigley says   quality in
any language)         | 



| | From Brooklyn to Beijing,   the Wrigley Company has built brands that stand for quality, great
taste and   value in more than 180 countries. This remarkable stable of iconic, global   brands is one of Wrigleys great
strengths. But, just as important as their global   reputation, is their local appeal.                                                                                                                                                                                                                                                                                   | 
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 
| | Tailoring to address the   diversity and tastes of different cultures, Wrigley creates products
that are   relevant to consumers whether they are in Delhi or Dublin. An excellent   example of this customization is Wrigleys
world-famous Juicy Fruit®.   Now more than 111 years strong, Juicy Fruit comes in unique sugar and   sugarfree
flavors, a variety of formats and an assortment of package styles    yet consistently, the Juicy Fruit identity shines through.
So while meeting   the needs of specific geographies, Wrigley continues to nurture this vibrant   heritage brand. | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 
| | Thorough coverage of   available channels of distribution assures that our brands are widely
accessible, while the development of meaningful and compelling advertising   creates a bond with consumers and makes Wrigley brands a
familiar part of   every day life. The recipe for success in any geography comes from a deep   understanding of our consumers and a
commitment to delighting them  wherever   they may be.                                                                                                                                                                    | 

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|Financial Highlights                                    |  |      |           |      |   |           |  
|------------------------------------------------------- |  | ---- | --------- | ---- | - | --------- | -
|In thousands of dollars   except per share amounts      |  |      |           |      |   |           |  
|                                                        |  |      |           |      |   |           |  
|                                                        |  | 2004 |           | 2003 |  
|                                                        |  |      |           |      |   |           |  
|Net Sales                                               |  | $    | 3,648,592 |      | $ | 3,069,088 |  
|Net Earnings                                            |  | $    | 492,954   |      | $ | 445,894   |  
|Per   Share of Common Stock (basic and
diluted)         |  | $    | 2.19      |      | $ | 1.98      |  
|Dividends Paid                                          |  | $    | 207,803   |      | $ | 194,633   |  
|Per   Share of Common Stock                             |  | $    | .925      |      | $ | .865      |  
|Additions to Property,   Plant and
Equipment            |  | $    | 220,322   |      | $ | 220,259   |  
|Stockholders Equity                                    |  | $    | 2,178,684 |      | $ | 1,820,821 |  
|Return on Average Equity                                |  |      | 24.70     | %    |   | 26.70     | %
|Stockholders of Record at   Close of
Year               |  |      | 41,376    |      |   | 40,954    |  
|Average Shares Outstanding   (000)                      |  |      | 224,637   |      |   | 224,963   |  
|                                                        |  |      |           |      |   |           |  
|For additional historical   financial data see
page 28. |  |      |           |      |   |           |  

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Message

To Our Stockholders and the Worldwide Wrigley Team:

In the dynamic environment of 2004, the Wrigley Company continued to do what it does best
 understand consumer needs around the globe and address them with high quality, great-tasting, innovative and value-added
confectionery products. By focusing on our strengths and executing with excellence against our long-term strategic plan, we once
again delivered record shipments, sales and earnings. We not only grew our core chewing gum business, but we also increased our
variety of confections  some developed internally and some acquired  to firmly establish us as a broader-based competitor
in the overall confectionery marketplace.

Additionally, we enjoyed a record-setting
year in terms of new product activity, with more than four dozen product and
packaging launches around the Wrigley world in 2004, as well as the successful
introduction of a number of recently acquired Joyco brands into new countries.
We secured nearly a dozen new patents last year, and approval is pending on
several dozen more, positioning us to sustain a healthy level of innovation
through 2005 and beyond. During this past year, we also took
some concrete steps to better align our organization with the internal mindset
that we refer to as the Wrigley Confectionery Company. We instituted a new
corporate structure under Ron Waters, our Chief Operating Officer, to enable us
to more effectively reach our consumers, partner with our customers and
challenge our competitors. First, we unified our global commercial operations,
which has greatly facilitated consumer and customer knowledge transfer across
regions. We also centralized our Supply Chain function around the world, so that
our Manufacturing and Distribution operations could be more smoothly integrated
with our Marketing and Innovation initiatives. Finally, we created a formal
Strategy & Business Development group that has helped to sharpen and focus
our strategic analytical and M&A capabilities, as
well as increase the breadth of our view and the depth of our plans for the future.




Complementing the operational and strategic organizational changes has been the recent
restructuring of our Marketing team. In our desire to develop and grow large global brands with locally sensitive and relevant
executions of our strategic initiatives, we have realigned our global marketing structure from a geography-driven model to one
centered on global benefit delivery platforms. We have a passion for getting to know our consumers and, as a result, have gained
significant insights into their buying habits. Those insights led us to establish late last year a marketing system of collaborative,
cross-regional teams organized around consumer benefits that now drive our business worldwide. We believe that this new marketing
structure will help us extend our ability to promote our products successfully,
build solid relationships with customers, and win against competition. With
these teams now in place, we will be able to further accelerate innovation and
brand building around the Wrigley world. All regions contributed to our success
this past year. Across the U.S. and Canada, economies remained strong, and
value-added products like Orbit®, Eclipse®and
Excel®,


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Message




with their innovative packaging, continued
their robust growth  the latter two in both pellet gum and breath mint
formats. In both countries, particularly Canada, we saw intensified competitive
activity on store shelves and in the media. As a result, the confectionery
segments in which we participate had above-average growth in 2004. In Mexico, we
made some significant changes in the format and packaging of our leading chewing
gum brands to better align our offerings with consumer preferences and make us
more competitive in the marketplace. Our new and fast-growing business in
Doublemint®, Juicy Fruit®and
Winterfresh®pellets will help to ensure that our factory in
Silao, Mexico, will have plenty of orders to fill when it begins operations
during the second quarter of 2005. For most of our EMEAI region (Europe, Middle East, Africa and India), the combination of modest
growth and modest inflation kept economies on a fairly steady track, with some stronger performances recorded by countries in East
and Central Europe. For Wrigley, sugar-free products  such as Orbit in Russia and Extra®in the U.K. 
continue to drive our results in the region. In fact, we have taken the dental benefit marketing campaigns for our sugar-free
offerings to the next level across a number of Western and Central European geographies by expanding the distribution of our dental
candies and by launching our Dental Professional whitening gum products. In Asia, there was no reoccurrence of the
health scares of a year ago, and we saw the recovery of a number of local
economies and sales of our brands, led by excellent growth of our business
across China. Additionally, the combination of more aggressive competition and
packaging innovations that focused on functionality, convenience and value
sparked growth of the overall gum category in that region. Our organic growth was and will continue to be a key element of our success. In 2004, however,
we also grew by acquisition  completing one and initiating another.


12



These activities caught the attention of
the media and the investment community because we had not been especially active
in this area previously. The truth is that we have a wealth of talent and
expertise that enable us to identify, analyze and integrate acquisitions
successfully. Let me emphasize, however, that we are not in any way
hungry for acquisitions. What we are is strategic and thorough in
analyzing potential acquisitions; and if the fit, the timing and the growth
potential are right, then we are capable of executing them with
excellence. We have been very pleased, for example, with the integration of the Joyco acquisition and the
performance of its brands for us. Products from Joyco accounted for nearly half the sales gains we achieved across our EMEAI and Asia
regions in the second half of 2004. Overall, our plan for Joycoremains on track  from theunification of extensive
sales forcesin Spain and China to thebottom-line financial impact. Based on our success to date, we see additional opportunities for expanding the geographic
footprint of brands like Boomer®bubble gum, Pim Pom®lollipops and Solano®hard
candies to new regions. Additionally, we are looking to increase the efficiency of the production and distribution of those brands,
as well as create new and exciting confectionery offerings through the combined capabilities and technologies of Wrigley and
Joyco. We are also excited about the
possibilities and potential of the Kraft acquisition; however, because that
transaction is still undergoing regulatory review, there is little that I can
say about it at present. What I can say is that we have a comprehensive
preparation plan in place, so that once the acquisition is approved and closed,
we will be ready to implement that plan immediately. Given the Wrigley track
record of building great brands for the




long-term from scratch, our innovation, supply chain and commercial teams are more than
ready to apply their talents to brands that are already strong and have quality pedigrees like Life Savers®,
Crème Savers®, Altoids®, Trolli®and Sugus®. While acquisitions may garner headlines, it is the more basic efforts  often behind the
scenes and out of the spotlight  that pave the way for long-term business success. In my past few letters, I have noted our
progress on our global SAP implementation, which we call WeB Esprit. I am pleased to report that this ambitious four-year initiative
to fully integrate our worldwide business and finance systems and processes has been successfully completed and is already having a
positive effect on our operations across six continents. The common language and processes of SAP have increased communication, collaboration and
efficiency throughout our supply chain. Despite the tremendous increase in the complexity of our product portfolio over the past
year, we have been able to reduce our inventory levels as a percentage of sales. WeB Esprit has also helped shorten cycle and
changeover times, which, in turn, have lowered costs. Additionally, in combination with the tighter alignment across Supply Chain,
Marketing and Innovation, our new systems have made us more nimble and flexible in responding to the ebbs and flows of demand and
other changes in the marketplace. Moreover, this new IT backbone is robust enough to support additional cutting-edge
applications that will allow us to continue to build best in class processes for manufacturing, distribution, innovation,
customer service, marketing and human resources. Throughout the challenges we faced and the changes and the innovations we made last year, the
heart and soul of the Wrigley Company remained alive and well. Nothing so dramatically affirmed our values as the tremendous
outpouring of concern from Wrigley associates to the victims of the tsunami that devastated so many in South Asia and East Africa.
Although direct


13



impact on our operations was minimal, in true Wrigley fashion, thoughts and words were
immediately translated into actions. From lunchroom collections by team members in the Munich regional office to the donation of a
days pay by employees at our locations in India, support for the victims of this tragedy have poured out from our people around
the world. The Companys Foundation is making both direct and matching donations to the relief efforts, but it is the smaller,
individual contributions and expressions of sympathy from our global associates that bring our values to life and confirm for me that
the essence of who we are remains steadfast. Among the guardians of our heart and soul is the Wrigley Board of Directors. Our Directors
share their keen insights with us and do not hesitate to probe and challenge our decisions. Their commitment to the Wm. Wrigley Jr.
Company makes our business and our organization better. I would like to offer a special word of thanks to Penny Pritzker, who is
leaving the Board this year after a decade of dedicated service to devote more time to managing her family businesses. In addition to
being a steady hand through a period of tremendous growth and change, this past year she took on the challenge of chairing the
Boards Corporate Governance Committee  a significant responsibility, particularly in the wake of Sarbanes-Oxley. With
Penny and her committees guidance and support as well as hard work by our Finance and Legal departments, we mastered the
challenges presented by this legislation and, in the process, learned that we were ahead of the curve in
compliance and disclosure controls. We will miss Penny as a wise counselor, and we thank her for all she has done for the Wrigley
organization. From the Board Room to the sales office to
the factory floor, the people who work here make the Wrigley Company a very
special place. I am proud to lead this organization and deeply appreciate the
extraordinary efforts of our people, who consistently deliver strong core
business performance while simultaneously implementing strategic initiatives
that will lay the foundation for our long-term, generational growth.




During all of the organizational changes
and initiatives that we have undertaken in recent years, we have been able to
depend upon our Wrigley associates who have continually stepped up to new
challenges without hesitation  taking on new responsibilities, relocating,
learning new skills, and supporting or filling in for colleagues assigned to
special projects. As Ive said
before, at theheart of any successful individualor organization is the
ability tounderstand and relate to other peopleand the commitment to treat everyonewith trust, dignity and
respect. I believe that one of my primary responsibilities is to preserve and nurture this unique
culture of performance and caring as well as uphold the set of values that underpin our continued success. I know I speak for the nearly 15,000 Wrigley associates when I say that I am confident that the
best is yet to come. We very much appreciate the strong support of our shareholders and stakeholders around the world, and we promise
to maintain our focus on delivering the value, the strong returns and the success that we have all come to expect from
Wrigley. Sincerely,MessageWilliam Wrigley, Jr. Chairman, President and Chief Executive Officer


14



Board of Directors

|Committees of the            |  | WILLIAM   WRIGLEY, JR.                              |  | MELINDA R.   RICH                              
|---------------------------- |  | --------------------------------------------------- |  | -----------------------------------------------
|Board of Directors           |  | Director of the Company   since 1988                |  | Director of the Company   since 1999           
|                             |  | Joined the Wm. Wrigley Jr.   Company in 1985        |  | Joined Rich Products Corp.   in 1986           
|AUDIT                        |  | Chairman of the Board since   2004, President       |  | Executive Vice President of   Innovation since 
|                             |  | and   Chief Executive Officer since 1999            |  | 1997   and Director since 1998                 
|Richard K. Smucker, Chairman |  | Senior Vice President   (1999)                      |  | President, Rich   Entertainment Group,         
|                             |  | Vice President (1991-98)                            |  | since   1994                                   
|Howard B. Bernick            |  |                                                     |  | Director, M & T Bank   Corp. (Buffalo, NY)     
|                             |  | JOHN F.   BARD                                      |  |                                                
|Melinda R. Rich              |  | Director of the Company   since 1999                |  | STEVEN B.   SAMPLE                             
|                             |  | Executive Vice President,                           |  | Director of the Company   since 1997           
|Alex Shumate                 |  | Wm.   Wrigley Jr. Company (1999-2000)               |  | President, University of   Southern California,
|                             |  | Senior Vice President,                              |  | since   1991                                   
|COMPENSATION                 |  | Wm.   Wrigley Jr. Company (1991-99)                 |  | Director, Unova, Inc.                          
|                             |  | Director, Sea Pines   Associates, Inc.              |  | Director, AMCAP Fund, Inc.                     
|Thomas A. Knowlton, Chairman |  | Director, Weight Watchers   International, Inc.     |  | Director, American Mutual   Fund, Inc.         
|                             |  |                                                     |  |                                                
|Howard Bernick               |  | HOWARD   BERNICK                                    |  | ALEX   SHUMATE                                 
|                             |  | Director of the Company   since 2001                |  | Director of the Company   since 1998           
|Steven B. Sample             |  | Joined Alberto-Culver   Company in 1977             |  | Joined law firm of Squire,   Sanders &         
|                             |  | President and Chief   Executive Officer since       |  | Dempsey   in 1988                              
|Alex Shumate                 |  | 1994,   and Director since 1986                     |  | Managing Partner of the   Columbus             
|                             |  |                                                     |  | Office   since 1991                            
|CORPORATE                    |  | THOMAS A.   KNOWLTON                                |  | Director, Nationwide   Financial Services, Inc.
|GOVERNANCE                   |  | Director of the Company   since 1996                |  |                                                
|                             |  | Dean-Faculty of Business,   Ryerson                 |  | RICHARD K.   SMUCKER                           
|Penny Pritzker, Chairman     |  | University,   since 2000                            |  | Director of the Company   since 1988           
|                             |  | Executive Vice President, Kellogg Company           |  | Joined The J. M. Smucker   Company in 1972     
|John F. Bard                 |  | (1992-98)                                           |  | Chief Financial Officer   (2003-2004)          
|                             |  | President, Kellogg North   America (1994-98)        |  | Co-CEO since 2001                              
|Melinda R. Rich              |  |                                                     |  | President since 1987                           
|                             |  | PENNY   PRITZKER                                    |  | Director since 1975                            
|Steven B. Sample             |  | Director of the Company   since 1994                |  | Director, Sherwin-Williams   Company           
|                             |  | Chairman, Classic Residence   by Hyatt, since 1987  |  |                                                
|                             |  | President, Pritzker Realty   Group L.P., since 1991 |  |                                                
|                             |  | Director, Hyatt Corporation   and Hyatt             |  |                                                
|                             |  | International   Corporation                         |  |                                                



|(L to R) Alex Shumate,   Tom Knowlton, Steven Sample,   Bill Wrigley, Jr., Howard
Bernick,   Melinda Rich, John Bard, Penny   Pritzker, Richard Smucker | Message
|------------------------------------------------------------------------------------------------------------------------------------------------------- | -------

15



Elected Officers

|WILLIAM   WRIGLEY, JR.             | DONAGH   HERLIHY                    
|---------------------------------- | ------------------------------------
|Chairman of the Board,   President | Vice President and Chief            
|and Chief Executive Officer        | Information Officer                 
|                                   |                                     
|                                   |                                     
|RONALD V.   WATERS                 | PHILIP C.   JOHNSON                 
|Chief Operating Officer            | Vice President  People,            
|                                   | Learning and Development            
|                                   |                                     
|PETER R.   HEMPSTEAD               |                                     
|Senior Vice President             | SHAUN KIM                           
|Worldwide Strategy and             | Vice President                     
|New Business                       | Worldwide Engineering               
|                                   |                                     
|                                   |                                     
|SURINDER   KUMAR                   | PATRICK D.   MITCHELL               
|Senior Vice President and          | Vice President                     
|Chief Innovation Officer           | Worldwide Procurement               
|                                   |                                     
|                                   |                                     
|DUSHAN   PETROVICH                 | JON ORVING                          
|Senior Vice President and          | Vice President    International and
|Chief Administrative   Officer     | Managing Director  North   Region  
|                                   |                                     
|                                   |                                     
|DARRELL R.   SPLITHOFF             | STEFAN   PFANDER                    
|Senior Vice President             | Chairman of Europe                  
|Worldwide Supply Chain             |                                     
|                                   |                                     
|                                   | ALAN J.   SCHNEIDER                 
|REUBEN   GAMORAN                   | Vice President and   Treasurer      
|Vice President and Chief           |                                     
|Financial Officer                  |                                     
|                                   | RALPH P.   SCOZZAFAVA               
|                                   | Vice President and Managing         
|HOWARD   MALOVANY                  | Director  North   America/Pacific  
|Vice President, Secretary          |                                     
|and General Counsel                |                                     
|                                   | MICHAEL F.   WONG                   
|                                   | Vice President    International    
|DONALD E.   BALSTER                | and Managing Director    Asia      
|Vice President                    |                                     
|Worldwide Manufacturing            |                                     
|                                   | A. RORY   FINLAY                    
|                                   | Senior Director  Global   Branding 
|VINCENT C.   BONICA                |                                     
|Vice President  Worldwide         |                                     
|Gum Base Operations                |                                     

16



| | Around the globe, Wrigley and its
associates work towards creating an environment that is productive and fun...                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | The Wrigley Company is   particularly pleased that in 2004/2005, the Company has been
recognized as a   great place to work on two continents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | 2005 marks Wrigleys debut   on FORTUNE magazines list of 100 Best Companies
to Work For. On this list,   which includes a quality group of U.S. companies, Wrigley ranked 77th overall   and 28th among
medium-sized companies, and in the top ten for two key   workplace dimensions. Wrigley is one of just five packaged
consumer goods   companies and the only confectionery company on the list. Companies are   chosen for the list based on an employee
survey and a culture assessment that   rate four areas: credibility (communication to employees), respect   (opportunities and
benefits), fairness (compensation, diversity), and   pride/camaraderie (philanthropy, celebrations.) | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | Wrigley Canada earned spot #41 on
        Hewitts The 50 Best Employers in Canada list for 2005.
        In Hewitts Best Employers in Canada study, employees determine the
        best places to work in the country. Employees at participating organizations
        complete a confidential survey, providing insight into best practices
        that effectively meet employee needs and ultimately drive business results.                                                                                                                                                                                                                                                                    | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | In the United Kingdom,   Wrigley was listed #53 in the Sunday Times Top 100 Best UK
Companies to Work   For in its 2004 survey. This is the first time that Wrigley UK participated   in the survey, which is used
to rank companies based on information from   employees. The questionnaire asked for feedback on issues including   relationships
with managers, personal growth, well-being and whether people   felt adequately rewarded.                                                                                                                                                                                                                                                          | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 
| | These awards are a   positive recognition of the Companys values and its commitment to
Wrigley   associates worldwide.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 

17



Managements Discussion and Analysis of Results of Operations and Financial
Condition

Dollar and share amounts in thousands except per share figures

The Managements Discussion and Analysis reviews the Companys results of operations,
liquidity and capital resources, critical accounting policies and estimates, and certain other matters. This discussion should be
read in conjunction with the consolidated financial statements and related notes contained in this Annual Report.

OVERVIEW The Wm. Wrigley Jr. Company achieved
    double digit volume, sales and earnings growth in 2004 compared to 2003. Earnings
    per share were $2.19, up 11% on global sales growth of 19%. Sales increases were primarily driven
    by worldwide shipment growth of 14%. The solid performance of Wrigley businesses
    across all regions and the acquisition of certain confectionery assets of
    the Joyco Group (Joyco), completed on April 1, 2004 drove the increased volume.
    The North America region, particularly the U.S., experienced positive product
    mix with the popularity of the higher priced Orbit and Eclipse products, along
    with steady volume growth. The EMEAI (principally Europe) region experienced
    strong volume growth due to the impact of the Joyco acquisition and strong
    volume performances across most geographies. The Asia region experienced a
    rebound from the 2003 SARS outbreak, with strong volume growth in China and
    the impact of the Joyco acquisition contributing to the increase in net sales.
    Other Geographic Regions (the Pacific and Latin America regions) also provided
    a lift to volume and sales growth primarily due to increased shipments in
    Australia and Mexico. In 2004, currency had a positive impact
    to net earnings and earnings per share. On a per share basis, translation
    of stronger foreign currencies, across all regions, to a weaker U.S. dollar
    contributed $0.13 of the $0.21 increase to earnings per share. The Company
    maintains a strong global presence; therefore, future exchange rate fluctuations
    will continue to impact the results of operations. The Company operates in an environment
which includes both global and regional competitors. These competitors include
Cadbury and Mars on a global scale and Lotte and Perfetti in the Asia and EMEAI
regions, respectively. The Company will continue to allocate resources to
address the challenges of the competition by supporting current brands through
creative advertising and marketing campaigns, focusing on merchandising and
selling efforts, introducing new products, and optimizing manufacturing
capabilities.




RESULTS OF OPERATIONS Net Sales 2004 vs. 2003
    Consolidated net sales for 2004 increased $579,504 or 19% from 2003. Higher
    worldwide shipments, including the introduction of new products and the impact
    of the Joyco acquisition, increased net sales by 11%. Favorable product mix
    increased net sales by 2% while selected selling price changes increased net
    sales by 1%. Translation of foreign currencies to a weaker U.S. dollar increased
    reported net sales by approximately 5%. New products accounted for 19.2% of
    net sales in 2004. North America net sales in 2004 increased
    $105,933 or 9% compared to 2003. Higher shipment volume in the U.S. and Canada
    increased net sales by 2%. Favorable product mix increased net sales 6%, mainly
    due to increased sales of Eclipse, Orbit, and Juicy Fruit pellets in the U.S.
    Finally, North America net sales increased 1% as a result of translation of
    the stronger Canadian dollar to a weaker U.S. dollar. EMEAI (principally Europe) 2004 net
    sales increased $329,099 or 23% compared to 2003. Overall shipments increased
    by 14%, including 7% from the sales of Joyco products. The remaining 7% increase
    in shipments was led by growth in the Eastern/Central European geographies
    of Russia and Ukraine and the Western European countries of the U.K. and Spain.
    Selected selling price changes increased net sales by 1%. Lastly, translation
    of stronger European currencies, primarily the Euro, British pound and Polish
    zloty, to a weaker U.S. dollar increased net sales by 8%. Asia 2004 net sales increased $79,223
    or 25% compared to 2003. Overall shipments increased by 21%, including 8%
    from the sales of Joyco products. The remaining 13% increase in shipments
    was


18



due to growth in China, Vietnam, and Taiwan, due in part to a rebound from the 2003 SARS
outbreak. Favorable product mix increased net sales by 3% due primarily to increased sales of Extra in China and the introduction of
Airwaves Drops in Taiwan. Lastly, translation of a stronger New Taiwan dollar to a weaker U.S. dollar increased net sales by
1%. Other Geographic Regions (the Pacific
    and Latin America regions) 2004 net sales increased $31,694 or 25% over 2003.
    Higher volume in Australia and Mexico increased net sales by 17%. Unfavorable
    product mix primarily in the Latin America region decreased net sales by 4%.
    Translation of the stronger Australian and New Zealand dollars to a weaker
    U.S. dollar increased net sales by 12%. 2003 vs. 2002
    Consolidated net sales for 2003 increased $322,770 or 12% from 2002. Net sales
    for 2003 were favorably affected by higher worldwide shipments, selected selling
    price increases and translation of foreign currencies to a weaker U.S. dollar.
    Higher worldwide shipments including the introduction of new products, increased
    net sales by 4%. Selected selling price changes increased net sales by 1%.
    Translation of foreign currencies to a weaker U.S. dollar increased reported
    net sales by approximately 7%. New products accounted for 17.1% of net sales
    in 2003. North America 2003 net sales increased
    $70,922 or 6% compared to 2002. Higher shipment volume in the U.S. and Canada
    increased net sales by 5%. In addition, net sales were increased by 1% as
    a result of translation of the stronger Canadian dollar to a weaker U.S. dollar. EMEAI 2003 net sales increased $238,841 or 20% over 2002. Unit volume increased net sales by 8%
over 2002, led by growth in the Western European geographies of France, Germany, the U.K., and Spain and the Eastern/Central European
geographies of Russia, Poland, and Ukraine. Lastly, translation of the stronger European currencies, primarily the Euro, British
pound and Polish zloty, to a weaker U.S. dollar, increased net sales in this region by 12%. Asia 2003 net sales increased $512, essentially unchanged compared to 2002. Favorable product
mix and selected selling price increases in Taiwan and Philippines contributed 1% to net sales growth. Lower shipment volume mainly
due to the SARS outbreak in Vietnam and Taiwan, decreased net sales by 1%.




Other Geographic Regions 2003 net
    sales increased $14,313 or 13% over 2002. Selected selling price increases
    in the Pacific region contributed 2% to net sales growth. Favorable product
    mix with higher sales of Extra in Australia, increased net sales by 1%. Lower
    shipment volume, primarily in Mexico, decreased net sales by 6%. Finally,
    translation of the stronger Pacific region currencies to a weaker U.S. dollar
    increased net sales in these regions by 16%. Operating Income The following table presents components of operating income as a
percentage of net sales. Other expense reported in merchandising and promotion includes brand research spending and
royalty fees paid to third parties. 2004
      
      2003
      
      2002Gross
          Profit
      
      
      55.9
      %
      
      57.1
      %
      
      56.8
      %Selling,
          General and AdministrativeAdvertising
      
      
      (12.0
      )%
      
      (12.1
      )%
      
      (13.2
      )%Merchandising
          and Promotion/Other
      
      
      (6.0
      )%
      
      (6.2
      )%
      
      (5.0
      )%Selling
          and Other Marketing
      
      
      (9.7
      )%
      
      (9.6
      )%
      
      (9.2
      )%General
          and Administrative
      
      
      (8.4
      )%
      
      (8.0
      )%
      
      (8.1
      )%Total
          Selling, General and Administrative
      
      
      (36.1
      )%
      
      (35.9
      )%
      
      (35.5
      )%Operating
          Income*
      
      
      19.7
      %
      
      21.2
      %
      
      21.3
      %  * May not total due to rounding 2004 vs. 2003 Consolidated 2004 operating income increased $70,857 or 11% from 2003. Across
all regions, the translation of stronger foreign currencies to a weaker U.S. dollar increased operating income by $46,315 or 7%.
Gross profit increased $286,942 or 16% compared to 2003 due to higher volume and the impact of exchange, offset by lower gross
margins. Gross margin as a percentage of net sales decreased 1.2 percentage points mainly due to Joycos lower margin product
portfolio. Translation of stronger foreign currencies increased gross profit $95,979 or 5%. Selling, general and administrative
(SG&A) expense increased $216,085 or 20% from 2003 mainly due to higher spending across all regions, the impact of the Joyco
operations, and foreign exchange. Translation of stronger foreign currencies to a weaker U.S. dollar increased SG&A by $49,664 or
5%.


19



North America 2004 operating income
    increased $32,122 or 10% from 2003. The translation of a stronger Canadian
    dollar to a weaker U.S. dollar increased operating income by $3,840 or 1%.
    Gross profit increased $41,376 or 6% from 2003 due to higher volume and the
    impact of exchange offset by lower gross margins. Gross margin as a percentage
    of net sales decreased 1.3 percentage points primarily due to higher product
    costs and charges related to an early retirement program for certain employees
    at U.S. factories. Translation of a stronger Canadian dollar increased gross
    profit $6,843 or 1%. SG&A expense increased $9,254 or 3% compared to 2003
    mainly due to higher advertising cost offset by lower merchandising and promotion
    (M&P) expense in the U.S. The impact of foreign exchange increased SG&A
    by $3,003 or 1%. EMEAI operating income increased $52,460
    or 14% from 2003. The translation of stronger European currencies to the U.S.
    dollar increased operating income $35,962 or 9%. Gross profit was up $199,083
    or 23% compared to 2003 primarily due to higher shipments  and the impact
    of exchange, offset by slightly lower gross margins. Gross margin as a percentage
    of net sales decreased slightly as Joycos lower margin product portfolio
    was mostly offset by favorable product mix. Translation of stronger European
    currencies to the U.S. dollar increased gross profit $78,095 or 9%. SG&A
    expense increased $146,623 or 31% from 2003 mainly due to the impact of foreign
    exchange and the Joyco operations. In addition, higher selling expense in
    Russia and France, in support of improving sales infrastructure, and higher
    advertising and M&P spending in Russia, Germany and France contributed
    to the increase. The impact of foreign exchange increased SG&A by $42,133
    or 9%. Asia operating income increased $6,776 or 8% compared to 2003. The translation of a stronger
New Taiwan dollar to the U.S. dollar increased operating income $1,221 or 1%. Gross profit was up $34,529 or 17% from 2003 due to
higher shipments, offset by lower gross margins. Gross margin as a percentage of net sales decreased 3.5 percentage points primarily
due to Joycos lower margin product portfolio. Translation of a stronger New Taiwan dollar increased gross profit $1,784 or 1%.
SG&A expense increased $27,753 or 26% from 2003 mainly due to increased advertising and M&P spending in China and the impact
of the Joyco operations. The impact of foreign exchange increased SG&A by $563 or 1%.




Other Geographic Regions 2004 operating
    income decreased $5,365 or 15% compared to 2003. The translation of stronger
    Australian and New Zealand dollars to the U.S. dollar increased operating
    income $4,223 or 12%. Gross profit increased $7,837 or 12% from 2003 mainly
    due to higher volume and exchange, offset by unfavorable product mix. Translation
    of Australian and New Zealand dollars to the U.S. dollar increased gross profit
    $8,187 or 12%. SG&A expense increased $13,202 or 41% from 2003 primarily
    due to higher general administrative expense and advertising spending in support
    of the Mexico business. The impact of foreign exchange increased SG&A
    by $3,964 or 12%. All Other 2004 operating expense increased
    $15,136 or 9% compared to 2003. The increase in expense was primarily due
    to increased research and development spending and expenses related to the
    Joyco integration. 2003 vs. 2002 Consolidated 2003 operating income increased $64,288 or 11% from 2002. The
translation impact of stronger foreign currencies to the U.S. dollar increased operating income $49,862 or 9%. Gross profit was up
$192,039 or 12% compared to 2002 primarily due to higher shipments, improved gross margins, and foreign exchange. Gross margin as
percentage of net sales increased 0.3 percentage points primarily due to selected selling price changes and slightly lower product
costs. Translation of stronger foreign currencies to a weaker U.S. dollar increased gross profit $104,195 or 7%. SG&A expense
increased $127,751 or 13% from 2002. The increase is mainly due to higher spending in the EMEAI region and foreign exchange.
Translation of stronger foreign currencies to a weaker U.S. dollar increased SG&A $54,333 or 6%. North America 2003 operating income increased $26,884 or 9% from 2002. The translation of a
stronger Canadian dollar to a weaker U.S. dollar increased operating income by $2,967 or 1%. Gross profit was up $38,984 or 6% from
2002 primarily due to higher shipments and foreign exchange, offset by slightly lower gross margins. Gross margin as a percentage of
net sales decreased slightly primarily due to unfavorable product mix which was mostly offset by lower product costs. Translation of
a stronger Canadian dollar to a weaker U.S. dollar increased gross profit


20



$7,615 or 1%. SG&A expense increased
    $12,100 or 4% from 2002 mainly due to higher M&P expense and foreign exchange.
    The impact of foreign exchange increased SG&A $4,648 or 1%. EMEAI operating income increased $35,909
    or 10% from 2002. Translation of stronger European currencies to a weaker
    U.S. dollar increased operating income by $42,825 or 12%. Gross profit was
    up $135,590 or 19% primarily due to higher shipments and foreign exchange,
    offset by lower gross margins. Gross margin as a percentage of net sales decreased
    0.7 percentage points primarily due to higher product costs. Translation of
    stronger European currencies to a weaker U.S. dollar increased gross profit
    $88,091 or 12%. SG&A expense increased $99,681 or 26% compared to 2002. The
    increase is mainly due to higher selling and other marketing expenses in Russia,
    Germany, and the U.K. and increased M&P spending in the U.K., Germany,
    and Russia. The impact of foreign exchange increased SG&A $45,266 or 12%. Asia operating income increased $963 or 1% compared to 2002. Translation had a minimal impact
compared to 2002. Gross profit was up $8,966 or 5% mainly due to favorable gross margins offset by lower volume. Gross margin as a
percentage of net sales increased 2.7 percentage points primarily due to favorable product mix and selected selling price increases
in Taiwan. SG&A expense increased $8,003 or 8% mainly due to increased advertising spending in Korea and China and increased
general administrative expense in China. Other Geographic Regions 2003 operating
    income increased $10,121 or 41% compared to 2002. The impact of stronger Australian
    and New Zealand dollars to the U.S. dollar increased operating income $5,026
    or 20%. Gross profit was up $12,716 or 23% from 2002, mainly due to higher
    gross margins and exchange, offset by lower volume. Gross margin as a percentage
    of net sales was up 4.5%, mainly due to selected selling price increases in
    Australia and New Zealand and favorable mix in Australia. Translation of stronger
    currencies to a weaker U.S. dollar increased gross profit $9,586 or 18%. SG&A
    expense increased $2,595 or 9% compared to 2002 due primarily to higher selling
    and administrative expense in Australia. The impact of foreign exchange increased
    SG&A $4,560 or 15%.




All Other 2003 operating expense increased $9,589 or 6% compared to 2002. The increase in
expense was primarily due to increased investment in information technology and research and development spending, partially offset
by the absence of costs connected with the 2002 exploration of a business combination with Hershey Foods Corporation. Investment Income The Company earns investment income primarily from the cash, cash
equivalents, and short-term investment balances it maintains throughout the year. In 2004, consolidated investment income was $11,871
compared to $9,608 in 2003. The increase was due to higher overall cash balances and worldwide yields partially offset by the absence
of 2003 gains from the sale of certain marketable equity securities. In 2003, consolidated investment income was $9,608 compared to $8,918 in 2002. The increase
reflected gains from the sale of certain marketable equity securities and higher worldwide cash balances, which were partially offset
by lower worldwide yields. Other Expense In 2004, other expense was $11,594, compared to $7,429 in 2003. The increase
was mainly due to interest expense on the use of the Companys line of credit and a loss on land held for sale in the
U.S. In 2003, other expense was $7,429, compared
    to $10,571 in 2002. The decrease in expense was primarily due to market-driven
    portfolio gains in 2003, compared with losses in 2002, associated with the
    cash surrender value of company-owned life insurance. Income Taxes
    Income taxes in 2004 were $227,542, up $21,895 or 11% from 2003. The result
    is due to an increase in pretax earnings of $68,955 or 11%, as the consolidated
    effective tax rates were 31.6% for both 2004 and 2003. Income taxes in 2003 were $205,647, up
    $23,751 or 13% from 2002. The result is due primarily to an increase in pretax
    earnings of $68,120 or 12%. The consolidated effective income tax rate in
    2003 was 31.6%, compared to 31.2% in 2002.


21



Net Earnings Consolidated net earnings in 2004 totaled $492,954, up $47,060 or 11% from
2003. On a basic and diluted per share basis, net earnings were $2.19, an increase of $.21 or 11% from 2003. Consolidated net earnings in 2003 totaled $445,894, up $44,369 or 11% from 2002. On a basic and
diluted per share basis, net earnings were $1.98, an increase of $.20 or 11% from 2002. Pending Acquisition
    On November 14, 2004, the Company agreed with Kraft Foods Global, Inc. to
    purchase certain of its confectionery assets. Under terms of the agreement,
    the Company will pay approximately $1.48 billion, which will be funded from
    a credit facility the Company is negotiating for the purpose of this transaction. The transaction includes the purchase of brands such as LifeSavers, Creme Savers and Altoids as
well as other local and regional brands. In addition, the transaction includes the purchase of certain production facilities in the
United States and Europe. The purchase will provide additional diversification in key categories of mints and hard and chewy candy,
expand the product offering to customers worldwide, add scale and brand depth to the innovation pipeline, and increase efficiency
across the Companys confectionery supply chain. This transaction, including one-time costs, is expected to be slightly dilutive to earnings in
the first full year of combined operations and accretive thereafter. The proposed acquisition is subject to customary closing
conditions, including regulatory clearances. The Company expects to complete the transaction mid-2005. LIQUIDITY AND CAPITAL RESOURCES Operating Cash Flow and Current Ratio Net cash provided by operating activities in 2004 was
$724,507 compared with $645,495 in 2003 and $374,435 in 2002. The increase from 2003 was primarily due to reduced levels of working
capital investment and increased net earnings in 2004 versus 2003, partially offset by an increase in pension and post-retirement
plan contributions of $36,000. The increase in 2003 compared to 2002, was primarily due to increased net earnings, reduced levels of
working capital investment in 2003 versus 2002 and a decrease in pension and post-retirement plan contributions of




$77,800 in 2003 compared to 2002. The
    Company had a current ratio (current assets divided by current liabilities)
    in excess of 2.0 to 1 at December 31, 2004 and in excess of 2.7 to 1 at December
    31, 2003. The Companys 2004 current ratio has decreased primarily due
    to a draw on the Companys line of credit and extended payment terms
    on certain inventory purchases. Additions to Property, Plant and Equipment Capital expenditures for 2004 were $220,322, an
increase of $63 from the 2003 capital expenditures. The slight increase is due to spending on the Companys new innovation
facility offset by decreased spending on factory expansion. Capital expenditures for 2003 were $220,259, an increase of $3,387 from
the 2002 capital expenditures. The increase was due primarily to higher spending on worldwide manufacturing capacity, offset by
decreased spending on the Companys global ERP systems project. Additions to property, plant and equipment in 2005 are expected
to be somewhat higher than 2004 levels and are planned to be funded from the Companys cash flow from operations. Share Repurchases
    In 2004, the Company repurchased 1,435 shares totaling $84,985, including
    1,433 shares totaling $84,895 under the Board of Directors authorized Share
    Repurchase Program and 2 shares totaling $90 under the shareholder approved
    Management Incentive Plan (MIP). At December 31, 2004, $360,343 is available
    for repurchase under the Share Repurchase Program. In 2003, the Company repurchased
    822 shares totaling $44,842, including repurchases under the Board of Directors
    authorized Share Repurchase Program of 809 shares totaling $44,021. In 2003,
    the Company also repurchased 13 shares totaling $821 under  the shareholder
    approved MIP. On August 18, 2004, the Companys
    Board of Directors authorized future share repurchases of up to $300,000. The
    authorization was in addition to the January 28, 2004 authorization by the
    Companys Board of Directors to repurchase shares up to $100,000. Line of Credit
    In connection with the Joyco acquisition, the Company entered into a $300
    million unsecured line of credit under which $130 million was drawn upon on
    April 1, 2004. On October 1, 2004, the Company repaid $40 million on the line
    of credit. As of


22



December 31, 2004 the amount outstanding
    on the line of credit was $90 million, which is expected to be repaid in 2005.
    The interest rate on the line of credit is variable and is indexed to LIBOR.
    In 2004, the Company paid an annual facility fee and additional fees based
    on amounts drawn. The line of credit expires on March 19, 2007. Contractual Obligations
    The Company enters into arrangements that obligate the Company to make future
    payments under contracts such as leases and unconditional purchase obligations.
    The Company enters into these arrangements in the normal course of business
    in order to ensure adequate levels of raw materials, office and warehousing
    space and machinery, equipment or services for significant capital projects.
    Of these items, the capital lease obligations totaled $98 and $4,082 and are
    recognized as liabilities in the Companys Consolidated Balance Sheets
    at December 31, 2004 and 2003, respectively. Operating lease obligations and
    unconditional purchase obligations, which total $906,225 at December 31, 2004, are
    primarily related to normal anticipated raw material requirements for 2005, and
    are not recognized as liabilities in the Companys Consolidated Balance
    Sheets in accordance with generally accepted accounting principles. A summary of the Companys contractual obligations, including the line of credit, at the
end of 2004 is as follows: PAYMENTS   DUE BY PERIODContractual   Obligations
  
  Total
  
  Less than   1 Year
  
  2-3   Years
  
  4-5   Years
  
  ThereafterOperating Leases
  
  $
  69,057
  
  
  18,366
  
  
  28,816
  
  
  16,446
  
  
  5,429Purchase obligations
  
  
  837,168
  
  
  656,347
  
  
  171,315
  
  
  9,506
  
  
  Line of Credit
  
  
  90,000
  
  
  90,000
  
  
  
  
  
  
  
  
  Total
  
  $
  996,225
  
  
  764,713
  
  
  200,131
  
  
  25,952
  
  
  5,429 Additionally, the Company does not have any contractual obligations with related parties that
materially affect the Companys results of operations, cash flows or financial condition.




OTHER MATTERS Critical Accounting Policies and
Estimates The Companys significant accounting policies are discussed
in the notes to the consolidated financial statements. The application of
certain of these policies requires significant judgments or an estimation
process that can affect the results of operations, financial position and cash
flows of the Company, as well as the related footnote disclosures. The Company
bases its estimates on historical experience and other assumptions, as discussed
below, that it believes are reasonable. If actual amounts are ultimately
different from previous estimates, the revisions are included in the
Companys results of operations for the period in which the actual amounts
become known. The accounting policies and estimates with the greatest potential
to have a significant impact on the Companys operating results, financial
position, cash flows and footnote disclosures are as follows: Marketing and Promotional ProgramsThe Companys significant marketing
and promotional programs include introductory allowances, promotional and performance allowances, slotting fees and coupon redemption
costs and are recorded as reductions of revenue. The Company enters into promotional arrangements, primarily with its retail
customers, many of which require periodic payments based on estimated total-year purchases of the Companys products. Therefore,
the Company is required to estimate these future purchases on a routine basis in order to properly account for these payments. In
addition, the Company routinely commits to one-time promotional programs with customers that require the Company to estimate the
ultimate cost of each promotional program and accrue that cost until paid. The Company tracks its commitments for promotional
programs and, using historical experience, estimates and records an accrual at the end of each period
for the earned, but unpaid, costs of promotional programs. While actual amounts paid may differ from these estimates, management
believes that its estimates of promotional accruals fairly represent future requirements. Allowance for Doubtful Accounts In the normal course of business, the
Company extends credit to customers that satisfy pre-defined credit criteria. An allowance for doubtful accounts, which is reported
as part of accounts receivable, is determined through an analysis of the aging of accounts receivable, assessments of collectibility
based on historical trends, assessing the credit worthiness of its customers, and an evaluation of current and projected economic
conditions at the balance sheet date. Actual collections of accounts receivable could differ from managements estimates due to
changes in future economic or industry conditions or specific customers financial condition.


23



Valuation of Long-lived Assets Long-lived assets, primarily property,
plant and equipment, are reviewed for impairment as events or changes in circumstances occur indicating that the amount of the asset
reflected in the Companys balance sheet may not be recoverable. An estimate of undiscounted cash flows produced by the asset,
or the appropriate group of assets, is compared to the carrying value to determine whether impairment exists. The estimates of future
cash flows involve considerable management judgment and are based upon assumptions about expected future operating performance. The
actual cash flows could differ from managements estimates due to changes in business conditions, operating performance, and
economic conditions. Pension and Other Post-Retirement Plan BenefitsTheCompany sponsors pension
and other post-retirement plans in various forms covering substantially all employees who meet eligibility requirements. Independent
actuaries perform the required calculation to determine pension and other post-retirement plan expense, in accordance with accounting
principles generally accepted in the U.S. Several statistical and other factors which attempt to anticipate future events are used in
calculating the expense and liability related to the plans. These factors include assumptions about the discount rate, expected
return on plan assets, rate of future employee compensation increases and trends in healthcare costs. In addition, the Company also
uses actuarial assumptions such as withdrawal and mortality rates to estimate these factors. The actuarial assumptions used by the
Company may differ from actual results due to changing market and economic conditions,
higher or lower withdrawal rates or longer or shorter life spans of participants. These differences may impact the amount of pension
and post-retirement liability and expense recorded by the Company. In 2005, the Company will decrease
    the long-term rate of return assumption for the assets in its U.S. Plans from
    8.75% to 8.50%. In addition, the discount rate used to determine pension cost
    for the U.S. Plans will decrease from 6.25% to 5.75%. Excluding the impact
    of early retirement programs, the Company expects 2005 US. pension expense
    to increase approximately $4,000. Income Taxes Deferred income taxes are recognized for the future tax
effects of temporary differences between financial and income tax reporting using tax rates in effect for the years in which the




differences are expected to reverse. Federal income taxes are provided on that portion of the
income of foreign subsidiaries that is expected to be remitted to the United States and be taxable, but not on the portion that is
considered to be permanently invested in the foreign subsidiary. The Company, along with third-party advisers, periodically reviews
assumptions and estimates of the Companys probable tax obligations using historical experience in tax jurisdictions and
informed judgments. Market Risk
    Inherent in the Companys operations are certain market risks related
    to changes in foreign currency exchange rates, interest rates, and the equity
    markets. Changes in these factors could cause fluctuations in the Companys
    net earnings, cash flows, and to the fair values of market risk sensitive
    financial instruments. In the normal course of business, the Company identifies
    these risks and mitigates their financial impact through its corporate policies
    and hedging activities. The Companys hedging activities include the
    use of derivative financial instruments. The Company uses derivatives only
    when the hedge is highly effective and does not use them for trading or speculative
    purposes. The counterparties to the hedging activities are highly rated financial
    institutions. Additional information regarding the Companys use of financial
    instruments is included in the notes to the consolidated financial statements. Foreign Exchange Risk The Companys primary area of market risk is
foreign currency exchange rate risk. The Company is exposed to fluctuations in foreign currency primarily in the following areas: the
translation of foreign currency earnings to U.S. dollars; cash flows related to inventory purchases and sales and the value of
foreign currency investments in subsidiaries. The Companys primary exchange rate exposure is with the Euro, British pound,
Polish zloty and the Canadian and Australian dollars against the U.S. dollar. The Company enters into foreign currency exchange
contracts to facilitate managing foreign currency risk related to inventory purchases and sales, and investments in foreign
subsidiaries. All contracts have been designated as hedges of anticipated foreign currency transactions, transactional exposures, or
the value of foreign currency investments in subsidiaries.


24



The following table summarizes the
    foreign currency forward exchange contracts held at December 31, 2004. All
    contracts are valued in U.S. dollars using December 31, 2004 exchange rates
    and expire on or before December 31, 2005. (US$
          equivalents in thousands)
  
  Contract   Amount
  
  Average   Contractual   Exchange   RateReceive CAD/Sell USD
  
  $
  58,805
  
  
  .77Receive EUR/Sell GBP
  
  
  55,896
  
  
  .69Receive USD/Sell CAD
  
  
  50,951
  
  
  1.24Receive USD/Sell GBP
  
  
  33,056
  
  
  .55Receive EUR/Sell USD
  
  
  29,125
  
  
  1.32Receive GBP/Sell EUR
  
  
  22,247
  
  
  1.44Receive PLN/Sell EUR
  
  
  20,557
  
  
  4.59Receive USD/Sell EUR
  
  
  16,390
  
  
  .82Receive EUR/Sell SEK
  
  
  16,280
  
  
  9.14Receive USD/Sell RMB
  
  
  15,172
  
  
  8.25Receive EUR/Sell CZK
  
  
  15,110
  
  
  32.03Receive USD/Sell AUD
  
  
  11,415
  
  
  1.41Receive EUR/Sell ILS
  
  
  7,565
  
  
  5.76Receive AUD/Sell NZD
  
  
  7,512
  
  
  1.13Receive EUR/Sell NOK
  
  
  6,512
  
  
  8.36Receive EUR/Sell AUD
  
  
  5,766
  
  
  1.75Receive USD/Sell PLN
  
  
  5,668
  
  
  3.69Receive EUR/Sell SKK
  
  
  5,510
  
  
  40.86Receive EUR/Sell HUF
  
  
  5,187
  
  
  269.24Receive USD/Sell TWD
  
  
  4,201
  
  
  33.41Receive EUR/Sell CHF
  
  
  2,202
  
  
  .65Receive EUR/Sell TWD
  
  
  1,682
  
  
  41.64Receive GBP/Sell SEK
  
  
  1,564
  
  
  12.89Receive USD/Sell NZD
  
  
  1,181
  
  
  .69Receive GBP/Sell AUD
  
  
  758
  
  
  2.52Receive GBP/Sell HUF
  
  
  139
  
  
  413.93 Total forward exchange contracts outstanding as of December 31, 2004 were $400,451. In
addition, the Company had $68,544 in options to receive EUR/sell USD and $72,995 in options to receive USD/sell EUR. The Companys strategy for utilization of derivative financial instruments in managing
foreign currency exchange rate risk exposures described above is consistent with the prior year. Changes in the portfolio of
financial instruments are a function




of the results of operations and the market effects on foreign currency exchange rates. The
Companys derivative instruments are highly effective as hedges of the underlying cash flow, air value or net investments.
Therefore, any reasonably possible near-term changes in market rates do not result in material near-term losses in future earnings,
air values, or cash flows. Other Market Risks The Companys exposure to interest rate and equity
price risk would not a have a significant impact on future earnings, air value or cash flows. 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; ingredient, labor, and other operating costs; insufficient or under-utilization of
manufacturing capacity; destruction of all or part of manufacturing facilities; labor strikes or unrest; political or
economic instability in local markets; war or acts of terrorism; competition and other industry trends; retention of preferred retail
space; effectiveness of marketing campaigns or new product introductions; consumer preferences, spending patterns, and demographic
trends; legislation and governmental regulation; accounting policies and practices; and successful acquistion and intergration of
certain confectionery assets of Kraft Foods Global, Inc. 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.


25



Quarterly DataIn thousands of dollars except per share
amounts

Consolidated Results

|               |  | Net   Sales |           | Cost of   Sales |  | Net   Earnings |  | Net Earnings   Per Share   (Basic and Diluted) |        
|-------------- |  | ----------- | --------- | --------------- |  | -------------- |  | ---------------------------------------------- | -------
|               |  |             |           |                 |  |                |  |                                                |        
|2004           |  |             |           |                 |  |                |  |                                                |        
|First Quarter  |  | $           | 812,151   |                 |  | 353,766        |  |                                                | 110,983
|Second Quarter |  |             | 957,906   |                 |  | 417,886        |  |                                                | 139,205
|Third Quarter  |  |             | 916,675   |                 |  | 407,944        |  |                                                | 125,776
|Fourth Quarter |  |             | 961,860   |                 |  | 430,382        |  |                                                | 116,990
|               |  |             |           |                 |  |                |  |                                                |        
|Total          |  | $           | 3,648,592 |                 |  | 1,609,978      |  |                                                | 492,954
|               |  |             |           |                 |  |                |  |                                                |        



|2003           |  |   |           |  |  |           |  |  |         |  |  |      | 
|-------------- |  | - | --------- |  |  | --------- |  |  | ------- |  |  | ---- | 
|First Quarter  |  | $ | 672,393   |  |  | 281,974   |  |  | 97,019  |  |  | 0.43 | 
|Second Quarter |  |   | 792,614   |  |  | 328,616   |  |  | 125,930 |  |  | 0.56 | 
|Third Quarter  |  |   | 782,877   |  |  | 346,264   |  |  | 113,068 |  |  | 0.50 | 
|Fourth Quarter |  |   | 821,204   |  |  | 360,562   |  |  | 109,877 |  |  | 0.49 | 
|               |  |   |           |  |  |           |  |  |         |  |  |      | 
|Total          |  | $ | 3,069,088 |  |  | 1,317,416 |  |  | 445,894 |  |  | 1.98 | 
|               |  |   |           |  |  |           |  |  |         |  |  |      | 

26



Market Prices Although there is no established public trading market for the Companys
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 closing high and low sales prices for the two most recent years on the New York Stock Exchange.

|               |  | 2004
High |       | 2004
Low |  | 2003
High |  | 2003
Low |      
|-------------- |  | --------- | ----- | -------- |  | --------- |  | -------- | -----
|               |  |           |       |          |  |           |  |          |      
|First Quarter  |  | $         | 59.63 |          |  | 55.23     |  |          | 57.49
|Second Quarter |  |           | 63.86 |          |  | 58.66     |  |          | 58.90
|Third Quarter  |  |           | 63.72 |          |  | 59.78     |  |          | 56.96
|Fourth Quarter |  |           | 69.73 |          |  | 62.20     |  |          | 57.49

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. Dividends declared in a quarter are paid
in the following quarter.

|               |  | 2004 |      | 2003 |  |      |  |  |  |  | 
|-------------- |  | ---- | ---- | ---- |  | ---- |  |  |  |  | 
|               |  |      |      |      |  |      |  |  |  |  | 
|First Quarter  |  | $    | .235 |      |  | .220 |  |  |  |  | 
|Second Quarter |  |      | .235 |      |  | .220 |  |  |  |  | 
|Third Quarter  |  |      | .235 |      |  | .220 |  |  |  |  | 
|Fourth Quarter |  |      | .235 |      |  | .220 |  |  |  |  | 
|               |  |      |      |      |  |      |  |  |  |  | 
|Total          |  | $    | .940 |      |  | .880 |  |  |  |  | 
|               |  |      |      |      |  |      |  |  |  |  | 

27



Selected Financial DataIn thousands of
dollars and shares, except per share amounts, stockholders of record and
employees

Operating Data

|                                                |  | 2004 |           | 2003 |  | 2002      |   | 2001 |          
|----------------------------------------------- |  | ---- | --------- | ---- |  | --------- | - | ---- | ---------
|                                                |  |      |           |      |  |           |   |      |          
|Net Sales                                       |  | $    | 3,648,592 |      |  | 3,069,088 |   |      | 2,746,318
|Cost of Sales                                   |  |      | 1,609,978 |      |  | 1,317,416 |   |      | 1,186,685
|Income Taxes                                    |  |      | 227,542   |      |  | 205,647   |   |      | 181,896  
|Net Earnings*                                   |  |      | 492,954   |      |  | 445,894   |   |      | 401,525  
|Per   Share of Common Stock (basic and diluted) |  |      | 2.19      |      |  | 1.98      |   |      | 1.78     
|Dividends Paid                                  |  |      | 207,803   |      |  | 194,633   |   |      | 181,232  
|Per   Share of Common Stock                     |  |      | .925      |      |  | .865      |   |      | .805     
|As   a Percent of Net Earnings                  |  |      | 42        | %    |  | 44        | % |      | 45       
|Dividends Declared Per   Share of Common Stock  |  |      | .940      |      |  | .880      |   |      | .820     
|Average Shares Outstanding                      |  |      | 224,637   |      |  | 224,963   |   |      | 225,145  



|                                                |  | 2000 |           | 1999 |  | 1998      |   | 1997 |          
|----------------------------------------------- |  | ---- | --------- | ---- |  | --------- | - | ---- | ---------
|                                                |  |      |           |      |  |           |   |      |          
|Net Sales                                       |  |      | 2,126,114 |      |  | 2,045,227 |   |      | 1,990,286
|Cost of Sales                                   |  |      | 932,802   |      |  | 923,631   |   |      | 894,988  
|Income Taxes                                    |  |      | 150,370   |      |  | 136,247   |   |      | 136,378  
|Net Earnings*                                   |  |      | 328,942   |      |  | 308,183   |   |      | 304,501  
|Per   Share of Common Stock (basic and
diluted) |  |      | 1.45      |      |  | 1.33      |   |      | 1.31     
|Dividends Paid                                  |  |      | 159,138   |      |  | 153,812   |   |      | 150,835  
|Per   Share of Common Stock                     |  |      | .701      |      |  | .664      |   |      | .650     
|As   a Percent of Net Earnings                  |  |      | 48        | %    |  | 50        | % |      | 50       
|Dividends Declared Per   Share of Common
Stock  |  |      | .701      |      |  | .740      |   |      | .655     
|Average Shares Outstanding                      |  |      | 227,037   |      |  | 231,722   |   |      | 231,928  



|                                                |  | 1996 |           | 1995 |  | 1994      |  
|----------------------------------------------- |  | ---- | --------- | ---- |  | --------- | -
|                                                |  |      |           |      |  |           |  
|Net Sales                                       |  |      | 1,835,987 |      |  | 1,754,931 |  
|Cost of Sales                                   |  |      | 859,414   |      |  | 820,478   |  
|Income Taxes                                    |  |      | 128,840   |      |  | 126,492   |  
|Net Earnings*                                   |  |      | 230,272   |      |  | 223,739   |  
|Per   Share of Common Stock (basic and
diluted) |  |      | .99       |      |  | .96       |  
|Dividends Paid                                  |  |      | 118,308   |      |  | 111,401   |  
|Per   Share of Common Stock                     |  |      | .510      |      |  | .480      |  
|As   a Percent of Net Earnings                  |  |      | 51        | %    |  | 50        | %
|Dividends Declared Per   Share of Common
Stock  |  |      | .510      |      |  | .495      |  
|Average Shares Outstanding                      |  |      | 231,966   |      |  | 232,132   |  

28



Other Financial Data

|                                                |  | 2004 |           | 2003 |  | 2002      |   | 2001 |          
|----------------------------------------------- |  | ---- | --------- | ---- |  | --------- | - | ---- | ---------
|                                                |  |      |           |      |  |           |   |      |          
|Net
        Property, Plant and Equipment       |  | $    | 1,142,620 |      |  | 956,180   |   |      | 836,110  
|Total
        Assets                            |  |      | 3,166,703 |      |  | 2,527,371 |   |      | 2,108,296
|Working
        Capital                         |  |      | 787,940   |      |  | 825,797   |   |      | 620,205  
|Stockholders
        Equity                    |  |      | 2,178,684 |      |  | 1,820,821 |   |      | 1,522,576
|Return
        on Average Equity                |  |      | 24.7      | %    |  | 26.7      | % |      | 28.7     
|Stockholders
        of Record at Close of Year |  |      | 41,376    |      |  | 40,954    |   |      | 40,534   
|Employees
        at Close of Year              |  |      | 14,800    |      |  | 12,000    |   |      | 11,250   
|Market
        Price of Stock                   |  |      |           |      |  |           |   |      |          
|High                                            |  |      | 69.73     |      |  | 58.90     |   |      | 58.90    
|Low                                             |  |      | 55.23     |      |  | 51.05     |   |      | 44.21    



|                                                |  | 2000 |           | 1999 |  | 1998      |   | 1997 |          
|----------------------------------------------- |  | ---- | --------- | ---- |  | --------- | - | ---- | ---------
|                                                |  |      |           |      |  |           |   |      |          
|Net
        Property, Plant and Equipment       |  |      | 607,034   |      |  | 599,140   |   |      | 520,090  
|Total
        Assets                            |  |      | 1,574,740 |      |  | 1,547,745 |   |      | 1,520,855
|Working
        Capital                         |  |      | 540,505   |      |  | 551,921   |   |      | 624,546  
|Stockholders
        Equity                    |  |      | 1,132,897 |      |  | 1,138,775 |   |      | 1,157,032
|Return
        on Average Equity                |  |      | 29.0      | %    |  | 26.8      | % |      | 28.4     
|Stockholders
        of Record at Close of Year |  |      | 37,781    |      |  | 38,626    |   |      | 38,052   
|Employees
        at Close of Year              |  |      | 9,800     |      |  | 9,300     |   |      | 9,200    
|Market
        Price of Stock                   |  |      |           |      |  |           |   |      |          
|High                                            |  |      | 48.31     |      |  | 50.31     |   |      | 52.16    
|Low                                             |  |      | 29.94     |      |  | 33.25     |   |      | 35.47    



|                                                |  | 1996 |           | 1995 |  | 1994      |  
|----------------------------------------------- |  | ---- | --------- | ---- |  | --------- | -
|                                                |  |      |           |      |  |           |  
|Net
        Property, Plant and Equipment       |  |      | 388,149   |      |  | 347,491   |  
|Total
        Assets                            |  |      | 1,233,543 |      |  | 1,099,219 |  
|Working
        Capital                         |  |      | 511,272   |      |  | 458,683   |  
|Stockholders
        Equity                    |  |      | 897,431   |      |  | 796,852   |  
|Return
        on Average Equity                |  |      | 27.2      | %    |  | 30.1      | %
|Stockholders
        of Record at Close of Year |  |      | 34,951    |      |  | 28,959    |  
|Employees
        at Close of Year              |  |      | 7,800     |      |  | 7,300     |  
|Market
        Price of Stock                   |  |      |           |      |  |           |  
|High                                            |  |      | 31.44     |      |  | 27.00     |  
|Low                                             |  |      | 24.19     |      |  | 21.44     |  

|                                                                                                                                                                                                                                                                                                 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|*includes amounts related to factory
closure  net gain of $6,763 or $.03 per share in 1998, and net costs of
$2,145 or $.01 per share and $12,990 or $.06 per share in 1997 and 1996,
respectively; and nonrecurring net gain on sale of Singapore property in 1994 of
$24,766 or $.11 per share

29



Managements Report on Internal Control Over Financial Reporting

Management of the Wm. Wrigley Jr. Company
  is responsible for establishing and maintaining adequate internal control over
  financial reporting, as such term is defined in the Securities Exchange Act
  of 1934 Rule 13a-15(f). Under the supervision and with the participation of
  our management, including our principal executive officer and principal financial
  officer, we conducted an evaluation of the effectiveness of the Companys
  internal control over financial reporting as of December 31, 2004 as required
  by the Securities Exchange Act of 1934 Rule 13a-15(c). In making this assessment,
  we used the criteria set forth in the framework in Internal ControlIntegrated
  Frameworkissued by the Committee of Sponsoring Organizations of the Treadway
  Commission. Based on our evaluation under the framework in Internal ControlIntegrated
  Framework, our management concluded that our internal control over financial
  reporting was effective as of December 31, 2004.

Our managements assessment of the
  effectiveness of our internal control over financial reporting as of December
  31, 2004 has been audited by Ernst & Young LLP, an independent registered
  public accounting firm, as stated in their report which appears on page 32.

Wm. Wrigley JR. COMPANY

Chicago, Illinois
  February 7, 2005

30



Report Of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors of the Wm. Wrigley Jr. Company:

We have audited the accompanying consolidated
  balance sheets of the Wm. Wrigley Jr. Company and associated companies (the Company)
  at December 31, 2004 and 2003 and the related consolidated statements of earnings,
  stockholders equity and cash flows for each of the three years in the
  period ended December 31, 2004. 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 the standards of the Public Company Accounting Oversight Board (United
  States). 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 Company at December 31, 2004 and 2003, and the consolidated
  results of their operations and their cash flows for each of the three years
  in the period ended December 31, 2004, in conformity with accounting principles
  generally accepted in the United States.

We also have audited, in accordance with
  the standards of the Public Company Accounting Oversight Board (United States),
  the effectiveness of the Companys internal control over financial reporting
  as of December 31, 2004, based on criteria established in Internal ControlIntegrated
  Framework issued by the Committee of Sponsoring Organizations of the Treadway
  Commission and our report dated February 7, 2005 expressed an unqualified opinion
  thereon.

ERNST & YOUNG LLP

Chicago, Illinois
  February 7, 2005

31



Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors of the Wm. Wrigley Jr. Company

We have audited managements assessment,
  included in the accompanying Managements Report on Internal Control
  Over Financial Reporting, that the Wm. Wrigley Jr.Company and associated
  companies (the Company) maintained effective internal control over
  financial reporting as of December 31, 2004, based on criteria established in
  Internal ControlIntegrated Framework issued by the Committee of Sponsoring
  Organizations of the Treadway Commission (the COSO criteria). The Companys
  management is responsible for maintaining effective internal control over financial
  reporting and for its assessment of the effectiveness of internal control over
  financial reporting. Our responsibility is to express an opinion on managements
  assessment and an opinion on the effectiveness of the Companys internal
  control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting
Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an
understanding of internal control over financial reporting, evaluating managements assessment, testing and evaluating the
design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the
circumstances. We believe that our audit provides a reasonable basis for our opinion.

A companys internal control over financial reporting is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles. A companys internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of the company;(2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of
the company; and (3) provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial
statements.

Because of its inherent limitations, internal control over financial reporting may not prevent
or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls
may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.

In our opinion, managements assessment
  that the Company maintained effective internal control over financial reporting
  as of December 31, 2004 is fairly stated, in all material respects, based on
  the COSO criteria. Also, in our opinion, the Company maintained, in all material
  respects, effective internal control over financial reporting as of December
  31, 2004, based on the COSO criteria.

We also have audited, in accordance
  with the standards of the Public Company Accounting Oversight Board (United
  States), the accompanying consolidated balance sheets of the Company as of December
  31, 2004 and 2003 and the related consolidated statements of earnings, stockholders
  equity and cash flows for each of the three years in the period ended December
  31, 2004 and our report dated February 7, 2005 expressed an unqualified opinion
  thereon.

ERNST & YOUNG LLP

Chicago, Illinois
  February 7, 2005

32



Consolidated Statement of Earnings
In thousands of dollars except per share amounts



|                                                             |  | 2004 |           | 2003 |  | 2002      |  
|------------------------------------------------------------ |  | ---- | --------- | ---- |  | --------- | -
|                                                             |  |      |           |      |  |           |  
|EARNINGS                                                     |  |      |           |      |  |           |  
|Net sales                                                    |  | $    | 3,648,592 |      |  | 3,069,088 |  
|Cost of sales                                                |  |      | 1,609,978 |      |  | 1,317,416 |  
|                                                             |  |      |           |      |  |           |  
|Gross profit                                                 |  |      | 2,038,614 |      |  | 1,751,672 |  
|Selling, general and   administrative expense                |  |      | 1,318,395 |      |  | 1,102,310 |  
|                                                             |  |      |           |      |  |           |  
|Operating income                                             |  |      | 720,219   |      |  | 649,362   |  
|Investment income                                            |  |      | 11,871    |      |  | 9,608     |  
|Other expense                                                |  |      | (11,594   | )    |  | (7,429    | )
|                                                             |  |      |           |      |  |           |  
|Earnings before income   taxes                               |  |      | 720,496   |      |  | 651,541   |  
|Income taxes                                                 |  |      | 227,542   |      |  | 205,647   |  
|                                                             |  |      |           |      |  |           |  
|Net earnings                                                 |  | $    | 492,954   |      |  | 445,894   |  
|                                                             |  |      |           |      |  |           |  
|PER SHARE   AMOUNTS                                          |  |      |           |      |  |           |  
|Net earnings per share of   Common Stock (basic and diluted) |  | $    | 2.19      |      |  | 1.98      |  
|                                                             |  |      |           |      |  |           |  
|Dividends paid per share of   Common Stock                   |  |      | .925      |      |  | .865      |  
|                                                             |  |      |           |      |  |           |  

See accompanying accounting policies and notes.

33



Consolidated Balance SheetIn thousands of dollars

|                                                                     |  | 2004 |           | 2003 | 
|-------------------------------------------------------------------- |  | ---- | --------- | ---- | 
|                                                                     |  |      |           |      | 
|ASSETS                                                               |  |      |           |      | 
|Current assets:                                                      |  |      |           |      | 
|Cash and cash equivalents                                            |  | $    | 628,553   |      | 
|Short-term investments, at   amortized cost                          |  |      | 22,764    |      | 
|Accounts receivable                                                  |  |      |           |      | 
|(less   allowance for doubtful accounts:
2004-$11,682 ; 2003-$9,232) |  |      | 356,389   |      | 
|Inventories:                                                         |  |      |           |      | 
|Finished   goods                                                     |  |      | 135,527   |      | 
|Raw   materials, work in process and
supplies                        |  |      | 262,580   |      | 
|                                                                     |  |      |           |      | 
|                                                                     |  |      | 398,107   |      | 
|Other current assets                                                 |  |      | 65,336    |      | 
|Deferred income taxes -   current                                    |  |      | 34,761    |      | 
|                                                                     |  |      |           |      | 
|Total   current assets                                               |  |      | 1,505,910 |      | 
|Marketable equity   securities, at fair value                        |  |      | 16,970    |      | 
|Deferred charges and other   assets                                  |  |      | 250,158   |      | 
|Goodwill and other   intangibles                                     |  |      | 210,806   |      | 
|Deferred income taxes -   noncurrent                                 |  |      | 40,239    |      | 
|Property, plant and   equipment, at cost:                            |  |      |           |      | 
|Land                                                                 |  |      | 53,209    |      | 
|Buildings   and building equipment                                   |  |      | 555,375   |      | 
|Machinery   and equipment                                            |  |      | 1,464,903 |      | 
|                                                                     |  |      |           |      | 
|                                                                     |  |      | 2,073,487 |      | 
|Less accumulated depreciation                                        |  |      | 930,867   |      | 
|                                                                     |  |      |           |      | 
|Net   property, plant and equipment                                  |  |      | 1,142,620 |      | 
|                                                                     |  |      |           |      | 
|TOTAL   ASSETS                                                       |  | $    | 3,166,703 |      | 
|                                                                     |  |      |           |      | 

34



In thousands of dollars and shares

|                                                                               |  | 2004 |           | 2003 | 
|------------------------------------------------------------------------------ |  | ---- | --------- | ---- | 
|                                                                               |  |      |           |      | 
|LIABILITIES
        AND STOCKHOLDERS EQUITY                                   |  |      |           |      | 
|Current liabilities:                                                           |  |      |           |      | 
|Line of credit                                                                 |  | $    | 90,000    |      | 
|Accounts payable                                                               |  |      | 216,764   |      | 
|Accrued expenses                                                               |  |      | 271,236   |      | 
|Dividends payable                                                              |  |      | 52,821    |      | 
|Income and other taxes   payable                                               |  |      | 76,554    |      | 
|Deferred income taxes    current                                              |  |      | 10,595    |      | 
|                                                                               |  |      |           |      | 
|Total   current liabilities                                                    |  |      | 717,970   |      | 
|Deferred income taxes    noncurrent                                           |  |      | 88,112    |      | 
|Other noncurrent   liabilities                                                 |  |      | 181,937   |      | 
|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:   2004 - 198,930 shares; 2003 - 191,964 shares                         |  |      | 13,254    |      | 
|Class   B Common Stock 
convertible                                           |  |      |           |      | 
|Authorized:   80,000 shares                                                    |  |      |           |      | 
|Issued   and outstanding: 2004 - 33,511 shares; 2003 - 40,477 shares           |  |      | 2,242     |      | 
|Additional paid-in capital                                                     |  |      | 17,764    |      | 
|Retained earnings                                                              |  |      | 2,435,838 |      | 
|Common Stock in treasury,   at cost (2004 - 7,670 shares; 2003 - 7,581 shares) |  |      | (346,087  | )    | 
|Accumulated other   comprehensive
income:                                      |  |      |           |      | 
|Foreign   currency translation adjustment                                      |  |      | 44,936    |      | 
|Gain   (loss) on derivative contracts                                          |  |      | 758       |      | 
|Unrealized   holding gains on marketable equity
securities                     |  |      | 9,979     |      | 
|                                                                               |  |      |           |      | 
|                                                                               |  |      | 55,673    |      | 
|                                                                               |  |      |           |      | 
|Total   stockholders equity                                                   |  |      | 2,178,684 |      | 
|                                                                               |  |      |           |      | 
|TOTAL LIABILITIES AND STOCKHOLDERS
EQUITY                                     |  | $    | 3,166,703 |      | 
|                                                                               |  |      |           |      | 

See accompanying accounting policies and notes.

35



Consolidated Statement of Cash FlowsIn thousands of dollars

|                                                                                      |  | 2004 |          | 2003 |  | 2002     |  
|------------------------------------------------------------------------------------- |  | ---- | -------- | ---- |  | -------- | -
|                                                                                      |  |      |          |      |  |          |  
|OPERATING   ACTIVITIES                                                                |  |      |          |      |  |          |  
|Net earnings                                                                          |  | $    | 492,954  |      |  | 445,894  |  
|Adjustments   to reconcile net earnings to net
cash provided by operating activities: |  |      |          |      |  |          |  
|Depreciation                                                                          |  |      | 141,851  |      |  | 120,040  |  
|Loss   on retirements of property, plant and
equipment                                |  |      | 12,417   |      |  | 15,510   |  
|(Increase)   Decrease in:                                                             |  |      |          |      |  |          |  
|Accounts   receivable                                                                 |  |      | 25,706   |      |  | 9,718    |  
|Inventories                                                                           |  |      | (3,213   | )    |  | (11,426  | )
|Other   current assets                                                                |  |      | 8,937    |      |  | (16,195  | )
|Deferred   charges and other assets                                                   |  |      | (48,911  | )    |  | (2,244   | )
|Increase   (Decrease) in:                                                             |  |      |          |      |  |          |  
|Accounts   payable                                                                    |  |      | 43,013   |      |  | 27,442   |  
|Accrued   expenses                                                                    |  |      | 43,595   |      |  | 23,972   |  
|Income   and other taxes payable                                                      |  |      | (6,070   | )    |  | 9,011    |  
|Deferred   income taxes                                                               |  |      | (7,014   | )    |  | 7,947    |  
|Other   noncurrent liabilities                                                        |  |      | 21,242   |      |  | 15,826   |  
|                                                                                      |  |      |          |      |  |          |  
|Net cash provided by   operating activities                                           |  |      | 724,507  |      |  | 645,495  |  
|INVESTING   ACTIVITIES                                                                |  |      |          |      |  |          |  
|Additions   to property, plant and equipment                                          |  |      | (220,322 | )    |  | (220,259 | )
|Proceeds   from retirements of property, plant
and equipment                          |  |      | 2,468    |      |  | 8,581    |  
|Acquisition,   net of cash acquired                                                   |  |      | (264,477 | )    |  |         |  
|Purchases   of short-term
investments                                                 |  |      | (40,464  | )    |  | (43,369  | )
|Maturities   of short-term investments                                                |  |      | 40,453   |      |  | 48,077   |  
|                                                                                      |  |      |          |      |  |          |  
|Net cash used in investing   activities                                               |  |      | (482,342 | )    |  | (206,970 | )
|FINANCING   ACTIVITIES                                                                |  |      |          |      |  |          |  
|Dividends   paid                                                                      |  |      | (207,803 | )    |  | (194,633 | )
|Common   Stock purchased, net                                                         |  |      | (28,409  | )    |  | (22,532  | )
|Borrowings   under the line of credit, net                                            |  |      | 90,000   |      |  |         |  
|                                                                                      |  |      |          |      |  |          |  
|Net cash used in financing   activities                                               |  |      | (146,212 | )    |  | (217,165 | )
|Effect of exchange rate   changes on cash and
cash equivalents                        |  |      | 27,383   |      |  | 4,581    |  
|                                                                                      |  |      |          |      |  |          |  
|Net increase (decrease) in   cash and cash
equivalents                                |  |      | 123,336  |      |  | 225,941  |  
|Cash and cash equivalents   at beginning of year                                      |  |      | 505,217  |      |  | 279,276  |  
|                                                                                      |  |      |          |      |  |          |  
|Cash and cash equivalents   at end of year                                            |  | $    | 628,553  |      |  | 505,217  |  
|                                                                                      |  |      |          |      |  |          |  
|SUPPLEMENTAL   CASH FLOW INFORMATION                                                  |  |      |          |      |  |          |  
|Income taxes paid                                                                     |  | $    | 234,800  |      |  | 192,646  |  
|                                                                                      |  |      |          |      |  |          |  
|Interest paid                                                                         |  | $    | 3,879    |      |  | 1,724    |  
|                                                                                      |  |      |          |      |  |          |  
|Interest and dividends   received                                                     |  | $    | 11,871   |      |  | 9,621    |  
|                                                                                      |  |      |          |      |  |          |  

See accompanying accounting policies and notes.

36



Consolidated Statement of Stockholders EquityIn thousands of dollars and
shares

|                                                                             |  | Common   Shares   Outstanding |         | Common   Stock |   | Class B   Common   Stock |  | Additional   Paid-in   Capital |       | Retained   Earnings |  | Common   Stock In   Treasury |  | Accumulated   Other
Comprehensive
Income |           | Stock-   holders   Equity | 
|---------------------------------------------------------------------------- |  | ----------------------------- | ------- | -------------- | - | ------------------------ |  | ------------------------------ | ----- | ------------------- |  | ---------------------------- |  | ---------------------------------------- | --------- | -------------------------- | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|BALANCE DECEMBER 31, 2001                                                    |  |                               | 182,309 |                | $ | 12,646                   |  |                                | 2,850 |                     |  | 1,153                        |  |                                          | 1,684,337 |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Net earnings                                                                 |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | 401,525   |                            | 
|Changes in other   comprehensive
income:                                     |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Foreign   currency translation adjustments net
of $517 tax                   |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Unrealized   holding loss on marketable equity
securities, net of $2,150 tax |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Loss   on derivative contracts, net of $363
tax                              |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Total comprehensive income                                                   |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Dividends to shareholders                                                    |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | (184,628  | )                          | 
|Treasury share purchases                                                     |  |                               | (527    | )              |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Options exercised and stock   awards
granted                                 |  |                               | 633     |                |   |                          |  |                                |       |                     |  | 1,676                        |  |                                          |           |                            | 
|Tax benefit related to stock   options
exercised                             |  |                               |         |                |   |                          |  |                                |       |                     |  | 1,380                        |  |                                          |           |                            | 
|Conversion from Class B   Common to
Common                                   |  |                               | 1,098   |                |   | 73                       |  |                                | (73   | )                   |  |                              |  |                                          |           |                            | 
|ESOP tax benefit                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | 1,756     |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|BALANCE DECEMBER 31, 2002                                                    |  |                               | 183,513 |                | $ | 12,719                   |  |                                | 2,777 |                     |  | 4,209                        |  |                                          | 1,902,990 |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Net earnings                                                                 |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | 445,894   |                            | 
|Changes in other comprehensive
income:                                       |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Foreign   currency translation adjustments net
of ($305) tax                 |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Unrealized   holding loss on marketable equity
securities, net of $394 tax   |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Loss   on derivative contracts, net of $401
tax                              |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Total comprehensive income                                                   |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Dividends to shareholders                                                    |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | (197,966  | )                          | 
|Treasury share purchases                                                     |  |                               | (822    | )              |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Options exercised and stock   awards
granted                                 |  |                               | 626     |                |   |                          |  |                                |       |                     |  | 973                          |  |                                          |           |                            | 
|Tax benefit related to stock   options
exercised                             |  |                               |         |                |   |                          |  |                                |       |                     |  | 3,160                        |  |                                          |           |                            | 
|Conversion from Class B   Common to
Common                                   |  |                               | 1,066   |                |   | 71                       |  |                                | (71   | )                   |  |                              |  |                                          |           |                            | 
|ESOP tax benefit                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | 1,648     |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|BALANCE DECEMBER 31, 2003                                                    |  |                               | 184,383 |                | $ | 12,790                   |  |                                | 2,706 |                     |  | 8,342                        |  |                                          | 2,152,566 |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Net earnings                                                                 |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | 492,954   |                            | 
|Changes in other   comprehensive
income:                                     |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Foreign   currency translation adjustments, net
of $1,624 tax                |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Unrealized   holding gain on marketable equity
securities, net of ($278) tax |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Gain   on derivative contracts, net of ($1,229)
tax                          |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Total comprehensive income                                                   |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Dividends to shareholders                                                    |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | (211,155  | )                          | 
|Treasury share purchases                                                     |  |                               | (1,435  | )              |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|Options exercised and stock   awards
granted                                 |  |                               | 1,346   |                |   |                          |  |                                |       |                     |  | 1,384                        |  |                                          |           |                            | 
|Tax benefit related to stock   options
exercised                             |  |                               |         |                |   |                          |  |                                |       |                     |  | 8,038                        |  |                                          |           |                            | 
|Conversion from Class B   Common to
Common                                   |  |                               | 6,966   |                |   | 464                      |  |                                | (464  | )                   |  |                              |  |                                          |           |                            | 
|ESOP tax benefit                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          | 1,473     |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 
|BALANCE DECEMBER 31, 2004                                                    |  |                               | 191,260 |                | $ | 13,254                   |  |                                | 2,242 |                     |  | 17,764                       |  |                                          | 2,435,838 |                            | 
|                                                                             |  |                               |         |                |   |                          |  |                                |       |                     |  |                              |  |                                          |           |                            | 

See accompanying accounting policies and notes.

37



Accounting Policies and Notes to Consolidated Financial Statements
Dollar and share amounts in thousands except per share figures

DESCRIPTION OF BUSINESS The principal business of the Wm. Wrigley Jr. Company is manufacturing and marketing gum and
other confectionery products worldwide. All other businesses constitute less than 10% of combined revenues, operating income and
identifiable assets. BASIS OF PRESENTATION The consolidated financial statements
    include the accounts of the Wm. Wrigley Jr.Company and its wholly-owned subsidiaries
    and any majority-owned investments (the Company). Intercompany balances and
    transactions have been eliminated. Preparation of financial statements in
    conformity with generally accepted accounting principles requires management
    to make estimates and assumptions that affect assets, liabilities, revenues,
    expenses and certain financial statement disclosures. Actual results may vary
    from those estimates. Additionally, certain amounts reported in 2002 and 2003
    have been reclassified to conform to the 2004 presentation. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents The Company considers all highly liquid investments with original
maturity of three months or less to be cash equivalents. Accounts Receivable In the normal course of business, the Company extends credit to
customers that satisfy pre-defined credit criteria. The Company believes that it has little concentration of credit risk due to the
diversity of its customer base. Accounts receivable, as shown on the Consolidated Balance Sheets, were net of allowances and
anticipated discounts. An allowance for doubtful accounts is determined through analysis of the aging of accounts receivable at the
date of the financial statements, assessments of collectibility based on historical trends and an evaluation of the impact of current
and projected economic conditions. The Company monitors the collectibility of its accounts receivable on an ongoing basis by
analyzing the aging of its accounts receivable, assessing the credit worthiness of its customers and evaluating the impact of
reasonably likely changes in economic conditions that may impact credit risks.




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 non-U.S. associated companies. Inventories consist of materials,
    labor and overhead associated with the production process. Inventories totaled
    $398,107 and $349,968 at December 31, 2004 and 2003, respectively, including
    $137,471 and $129,431 respectively, valued at cost on a LIFO basis. If current
    costs had been used, such inventories would have been $1,952 and $5,173
    higher than reported at December 31, 2004 and 2003, respectively. Derivative Financial Instruments The Company accounts for all derivatives in accordance
with Statement on Financial Accounting Standards (SFAS) No. 133, Accounting for Derivatives and Hedging Activities, as
amended. All derivatives are recognized on the balance sheet at fair value. Changes in the fair value of derivatives are recorded in
earnings or other comprehensive income, based on whether the instrument is designated as part of a hedge transaction and, if so, the
type of hedge transaction. Gains or losses on derivative instruments reported in other comprehensive income are reclassified to
earnings in the period in which earnings are affected by the underlying hedged item. The ineffective portion of all hedges is
recognized in earnings in the current period. Property, Plant and Equipment Land, building and equipment are recorded at cost.
Depreciation is provided by the straight-line method over the estimated useful lives of the respective assets: buildings and building
equipment  12 to 50 years; machinery and equipment  3 to 20 years. Expenditures for new property, plant and equipment and
improvements that substantially extend the capacity or useful life of an asset are capitalized. Ordinary repairs and maintenance are
expensed as incurred. When property is retired or otherwise disposed, the cost and related depreciation are removed from the accounts
and any related gains or losses are included in net earnings. Impairment of Long-Lived Assets The Company reviews long-lived assets on at least an annual
basis to determine if there are indicators of impairment. When indicators


38



of impairment are present, the Company evaluates the carrying value of the long-lived assets in
relation to the operating performance and future undiscounted cash flows of the underlying assets. The Company adjusts the net book
value of the underlying assets to fair value if the sum of the expected future cash flows is less than book value. Pension and Other Post-Retirement Plan Benefits Pension and other post-retirement plan
benefits are expensed as applicable employees earn such benefits. The recognition of expense is significantly impacted by estimates
made by management such as discount rates used to value certain liabilities, expected return on assets, and future healthcare costs.
The Company uses third-party specialists to assist management in appropriately measuring the expense associated with pension and
other post-retirement plan benefits. Foreign Currency Translation The Company has determined that the functional currency for
each associated company, except for certain Eastern European entities, is its local currency. Some Eastern European entities use the
U.S. dollar as their functional currency, as a significant amount of their business is indexed to the U.S. dollar. The Company
translates the results of operations of its foreign associated companies at the average exchange rates during the respective periods.
Foreign currency denominated assets and liabilities are translated into U.S. dollars at exchange rates in effect at the respective
balance sheet dates, resulting in foreign currency translation adjustments. Foreign currency translation adjustments are recorded as
a separate component of Accumulated Other Comprehensive Income within stockholders equity. Revenue Recognition Revenue from product sales is recognized when the goods are shipped.
Revenue is recorded net of promotional and other allowances, payment discounts and sales returns, which are recognized as a reduction
of revenue at the time of sale or based on the timing of a specific promotion.




Distribution Costs The Company classifies distribution costs, including shipping and
handling costs, in cost of sales. Advertising
    The Company expenses all advertising costs in the year incurred. Advertising
    expense was $436,148 in 2004, $371,274 in 2003 and $362,548 in 2002. Research and Development
    All expenditures for research and development are charged against earnings
    in the year incurred. Research and development expense, recorded in selling,
    general and administrative expense, was $34,621 in 2004, $28,268 in 2003 and
    $22,494 in 2002. Stock-Based Compensation The Company applies Accounting Principles Board Opinion (APB)
No.25,Accounting for Stock Issued to Employees and related interpretations in accounting for stock-based compensation
plans. APB No.25 requires the use of the intrinsic value method, which measures compensation cost as the excess of the quoted market
price of the stock at the date of grant over the amount an employee must pay to acquire the stock. The following table illustrates
the effect on net earnings and earnings per share if the Company had applied the fair value recognition provisions of  SFAS
No.123, Accounting for Stock-Based Compensation to stock-based compensation plans. 2004
  
  2003
  
  2002Net earnings as reported
  
  $
  492,954
  
  
  445,894
  
  
  401,525Add: Stock-based   compensation expense included
in earnings, net of tax
  
  $
  13,831
  
  
  11,930
  
  
  7,786Deduct: Total stock-based   compensation expense determined under fair value method for all
awards, net   of tax
  
  $
  27,400
  
  
  26,461
  
  
  19,205Pro forma net earnings
  
  $
  479,385
  
  
  431,363
  
  
  390,106Pro forma basic and diluted   earnings per shareAs reported  basic and
diluted
  
  $
  2.19
  
  
  1.98
  
  
  1.78Pro forma  diluted
  
  $
  2.13
  
  
  1.91
  
  
  1.73 The Companys stock-based compensation plans are discussed further on page
45.


39



Income Taxes Deferred income taxes are recognized for the future tax effects of temporary
differences between financial and income tax reporting using tax rates in effect for the years in which the differences are expected
to reverse. Federal income taxes are provided on the portion of the income of foreign associated companies that is expected to be
remitted to the U.S. and be taxable, but not on the portion that is considered to be permanently invested in the foreign
subsidiary. On October 22, 2004 the American Jobs
    Creation Act of 2004 was signed into law, which provides for a special one-time
    tax deduction for certain foreign earnings that are repatriated in 2005. The
    Company has not yet completed its review of the repatriation provisions of
    this Act. The Company is currently evaluating its strategy in regard to the
    Act and may potentially repatriate between $100,000 to $200,000 under the
    provision of this special one-time tax deduction. The estimated incremental
    income tax of these dividends may range from $1,000 to $6,000 net of U.S.
    deferred taxes previously provided on these foreign earnings. The Company
    will complete its evaluation in the first quarter of 2005, subject to the
    issuance of additional IRS guidance. Earnings Per Share Basic earnings per share are computed based on the weighted-average
number of common shares outstanding, excluding any dilutive effects of stock options. Dilutive earnings per share are computed based
on the weighted-average number of common shares outstanding plus the dilutive effect of stock options. The dilutive effect of stock
options is calculated under the treasury stock method using the average market price for the period. Earnings per share are
calculated as follows: 2004
  
  2003
  
  2002Net Earnings
  
  $
  492,954
  
  $
  445,894
  
  $
  401,525Basic Shares Outstanding
  
  
  224,637
  
  
  224,963
  
  
  225,145Effect of Dilutive Securities    Stock Options
  
  
  836
  
  
  553
  
  
  539Dilutive Common Stock
  
  
  225,473
  
  
  225,516
  
  
  225,684Net Earnings Per ShareBasic
  
  
  2.19
  
  
  1.98
  
  
  1.78Diluted
  
  
  2.19
  
  
  1.98
  
  
  1.78




RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS On December 16, 2004, the Financial
    Accounting Standards Board issued SFAS No. 123 (revised 2004),Share-Based
    Payment, which is a revision of SFAS No.123. SFAS No. 123(R)supersedes
    APB No.25, and amends SFAS No.95, Statement of Cash Flows. Generally,
    the approach in SFAS No. 123(R) is similar to the approach described in SFAS
    No. 123. However, SFAS No.123(R) requires all share-based payments to employees,
    including grants of employee stock options, to be recognized in the income
    statement based on their fair values. Pro forma disclosure is no longer an
    alternative. SFAS No.123(R) must be adopted no later
    than July 1, 2005. The Company expects to adopt SFAS No.123(R) in the third
    quarter of 2005. SFASNo.123(R) permits companies to adopt its requirements using one of two methods: 1. A modified prospective method in which compensation cost is recognized beginning
with the effective date (a) based on the requirements of  SFAS No.123(R) for all share-based payments granted after the
effective date and (b) based on the requirements of SFAS No.123 for all awards granted to employees prior to the effective date of
SFAS No.123(R) that remain unvested on the effective date. 2. A modified retrospective method which includes the requirements of the modified
prospective method described above, but also permits entities to restate based on the amounts previously recognized under SFASNo.123
for purposes of pro forma disclosures either (a) all prior periods presented or (b) prior interim periods of the year of
adoption. The company is still assessing the appropriate transition method. As permitted by SFAS No.123, the Company
    currently accounts for share-based payments to employees using the APB No.25
    intrinsic value method and, as such, generally recognizes no compensation
    cost for employee stock options. Accordingly, the adoption of


40



SFAS No.123(R)s fair value method
    will have an impact on our results of operations, although it will have no
    impact on our overall financial position. Had we adopted SFAS No.123(R) in
    prior periods, the impact of that standard would have approximated the impact
    of SFAS No.123 as described in the disclosure of pro forma net income and
    earnings per share on page 39. Statement No.123(R) also requires the benefits
    of tax deductions in excess of recognized compensation cost to be reported
    as a financing cash flow, rather than as an operating cash flow. This requirement
    will reduce net operating cash flows and increase net financing cash flows
    in periods after adoption. While the company cannot estimate what those amounts
    will be in the future (because they depend on, among other things, when employees
    exercise stock options), the amount of operating cash flows recognized in
    prior periods for such excess tax deductions for stock option exercises were
    $8,038, $3,160, and $1,380 in 2004, 2003 and 2002, respectively. PENDING ACQUISITION On November 14, 2004, the Company
    agreed with Kraft Foods Global, Inc. to purchase certain of its confectionery
    assets. Under terms of the agreement, the Company will pay approximately $1.48
    billion, which will be funded from a credit facility the Company is negotiating
    for the purpose of this transaction. The transaction includes the purchase of brands such as LifeSavers, Creme Savers, and Altoids
as well as other local or regional brands. In addition, the transaction includes the purchase of certain production facilities in the
United States and Europe. The purchase will provide additional diversification in key categories of mints and hard and chewy candy,
expand the product offering to customers worldwide, add scale and brand depth to the innovation pipeline, and increase efficiency
across the Companys confectionery supply chain. The proposed acquisition is subject to customary closing conditions, including regulatory
clearances. The Company expects to complete the transaction mid-2005. INVESTMENTS IN DEBT AND EQUITY SECURITIES The Companys investments in debt securities, which typically mature in one year or
less, are held to maturity and are valued at




amortized cost, which approximates
    fair value. The aggregate fair values at December 31, 2004 and December 31,
    2003 were, respectively, $21,547 and $21,243 for municipal  securities,
    and $1,217 and $1,266 for other debt securities. The average yields of municipal
    securities held at December 31, 2004 and December 31, 2003 were 1.79% and
    1.53%, respectively. The Companys investments in
    marketable equity securities are held for an indefinite period. Application
    of SFAS No.115, Accounting for Certain Investments in Debt and Equity
    Securities, resulted in unrealized holding gains of $15,351 at December
    31, 2004 and $14,555 at December 31, 2003. Unrealized holding gains, net of
    the related tax effect, of $9,979 and $9,461 at December 31, 2004 and 2003,
    respectively, are included as components of Accumulated Other Comprehensive
    Income in stockholders equity. DEFERRED CHARGES AND OTHER ASSETS Deferred charges and other assets
    included prepaid pension assets of $92,500 and $73,300 and deferred compensation
    assets of approximately $76,600 and $57,500 at December 31, 2004 and 2003,
    respectively. GOODWILL AND OTHER INTANGIBLES The Company accounts for intangible
    assets in accordance with SFAS No.142, Goodwill and Other Intangible
    Assets which was adopted by the Company on January 1, 2002. In accordance
    with the Statement, goodwill and intangible assets with indefinite lives are
    not amortized, but rather are tested for impairment, at least annually. Intangible
    assets with estimable lives are amortized on a straight-line basis over the
    estimated useful lives of five to seventeen years. Goodwill as of December 31, 2004 is
    $168,495, an increase of $141,765 compared to 2003. The increase in goodwill
    was due to the Joyco acquisition. Of total 2004 goodwill, $108,835, $32,930, and
    $26,730 were included in the EMEAI, Asia, and North America segments, respectively.
    In 2003, total goodwill was included in the North America segment. There was
    no goodwill impairment recorded in 2004, 2003 and 2002.


41



The following table summarizes intangible assets subject to amortization at the total gross
carrying and accumulated amortization amount.

|                     |  | As of   December 31, 2004 |        | As of   December 31, 2003  | 
|-------------------- |  | ------------------------- | ------ | -------------------------- | 
|                     |  |                           |        |                            | 
|                     |  | Gross   Carrying   Amount |        | Accumulated   Amortization | 
|                     |  |                           |        |                            | 
|Trademarks           |  | $                         | 13,245 |                            | 
|Patents and Licenses |  |                           | 13,600 |                            | 
|                     |  |                           |        |                            | 
|Total                |  | $                         | 26,845 |                            | 
|                     |  |                           |        |                            | 

The total amortization expense was
    $1,898 in 2004, $1,572 in 2003 and $1,229 in 2002. The following table summarizes
    the estimated amortization expense for each of the five succeeding fiscal
    years for patents and trademarks held as of December 31, 2004. For Years Ended2005
  
  $
  2,0002006
  
  
  1,8002007
  
  
  1,5002008
  
  
  1,2002009
  
  
  800 As of December 31, 2004, the total
    indefinite lived intangible asset amount was $30,350 which consisted of brand
    names purchased as part of the Joyco acquisition. The Company did not carry
    any indefinite lived intangible assets in 2003. ACCRUED EXPENSES Accrued expenses at December 31, 2004
    and 2003 included $105,024 and $72,700 of payroll expenses, respectively. LINE OF CREDIT In connection with the Joyco acquisition,
    the Company entered into a $300 million unsecured line of credit under which
    initially $130 million was drawn upon on April 1, 2004. On October 1, 2004
    the Company repaid $40 million on the line of credit. As of December 31, 2004
    the amount outstanding on the line of credit was $90 million, which is expected
    to be repaid in 2005. The interest rate on the line of credit is variable and
    is indexed to LIBOR. The Company paid an annual facility fee and additional
    fees based on amounts drawn. The line of credit expires on March 19, 2007.




OTHER NONCURRENT LIABILITIES Other noncurrent liabilities at December
    31, 2004, included liabilities for approximately $107,700 of deferred compensation
    and $5,200 for post-retirement benefits. At December 31, 2003, they included
    liabilities for approximately $83,700 of deferred compensation and $6,700
    for post-retirement benefits. LEASES The Company leases certain facilities,
    equipment and vehicles under agreements that are classified as operating leases.
    These leases generally have terms of less than 5 years. Future minimum payments,
    by year and in the aggregate, under operating leases having an original term
    greater than one year at December 31, 2004 were as follows: Operating Leases2005
  
  $
  18,3662006
  
  
  16,0342007
  
  
  12,7822008
  
  
  9,4652009
  
  
  6,981Thereafter
  
  
  5,429Total Minimum Lease Payment
  
  $
  69,057 Rental expense under operating leases was $19,622 in 2004, $14,633 in 2003, and $12,044 in
2002. FINANCIAL INSTRUMENTS Derivative Financial Instruments And Hedging Activities The Company enters into forward
exchange contracts and purchases currency options to hedge against foreign currency exposures of forecasted purchase and sales
transactions between associated companies and purchases with outside vendors. In addition, the Company enters into forward
exchange


42



contracts and purchases currency options to hedge the foreign currency exposures of forecasted
future royalty payments from, and net investments in, associated companies. The Company generally hedges forecasted transactions over
a period of twelve months or less. On the date a derivative contract is
    entered into, the Company designates the derivative as either (1) a hedge
    of a recognized asset or liability (a fair value hedge), (2) a hedge of a
    forecasted transaction (a cash flow hedge), or (3) a hedge of a net investment
    in a foreign operation (a net investment hedge). The Company formally documents
    its hedge relationships, including identification of the hedging instruments
    and the hedged items, as well as its risk management objectives and strategies
    for undertaking the hedge transaction. This process includes linking derivatives
    that are designated as hedges to specific assets, liabilities or forecasted
    transactions. The Company also formally assesses both at inception and at
    least quarterly thereafter, whether the derivatives that are used in hedging
    transactions are highly effective in offsetting changes in the fair value
    or cash flows of the hedged item. If it is determined that a derivative ceases
    to be a highly effective hedge, the Company discontinues hedge accounting. For fair value hedges, the effective portion of the changes in the fair value of the
derivative, along with the gain or loss on the hedged item that is attributable to the hedged risk, are recorded in earnings. For
cash flow hedges, the effective portion of the changes in the fair value of a derivative is recorded in Accumulated Other
Comprehensive Income and reclassified into earnings in the same period or periods during which the hedged transaction affects
earnings, generally within the next twelve months. For net investment hedges, the effective portion of the change in the fair value
of derivatives used as a net investment hedge of a foreign operation is recorded in Foreign Currency Translation
Adjustment. The ineffective portion of the change in fair value of any derivative designated as a hedge is
immediately recognized in other expense. Ineffectiveness recognized during 2004, 2003 and 2002 was immaterial.




At December 31, 2004, open foreign
    exchange contracts for a number of currencies, primarily the Euro, British
    pound, Polish zloty, Canadian dollar and U.S. dollar, maturing at various
    dates through December 2005, had an aggregate notional amount of $541,990. The
    notional amount of open foreign exchange contracts at December 31, 2003 aggregated
    $328,796. The fair values of open foreign exchange contracts and currency
    options, as determined by bank quotes, were a $2,652 loss and a $4,200 loss
    recorded in current liabilities at December 31, 2004 and 2003, respectively. Fair Value of Other Financial Instruments The carrying amount of cash and cash equivalents,
accounts receivable, and accounts payable approximate fair value. Marketable equity securities are carried at fair value. COMMON STOCK In addition to its Common Stock, the Company has Class B Common Stock outstanding. Each share
of Class B Common Stock has ten votes, is restricted as to transfer or other disposition, is entitled to the same dividends as Common
Stock, and is convertible at any time into one share of Common Stock. Additional paid-in capital primarily
    represents the difference between the grant price of exercised stock options,
    awarded pursuant to Companys Management Incentive Plan (MIP), and the
    average acquisition cost of  Treasury Stock used to fund the Plan and
    an income tax benefit received for stock options exercised. Treasury Stock may be acquired for
    the Companys MIP or under Share Repurchase Program resolutions adopted
    by the Board of Directors. During 2004, 2003 and 2002, the Company purchased
    1,433 shares, 809 shares and 483 shares at an aggregate price of $84,895,
    $44,021, and $25,504, respectively, under the Board of Director authorizations.
    As of December 31, 2004 a total of 10,181 shares at an aggregate price of
    $439,657 were purchased under the Share Repurchase Program resolutions. As
    of December 31, 2004, $360,343 remains available for repurchase under Share
    Repurchase program resolutions.


43



In May 2001, the Companys Board
    of Directors approved a Stockholder Rights Plan. Under the Rights Plan, each
    holder of Common Stock and Class B Common Stock at the close of business on
    June 6, 2001, automatically received a distribution of one Right for each share
    of Common Stock or Class B Common Stock held. Each Right entitles the holder
    to purchase one one-thousandth of a share of Series A Junior Participating
    Preferred Stock for $250. The Rights will trade along with, and not separately
    from, the shares of Common Stock and Class B Common Stock unless they become
    exercisable. The Rights become exercisable, and they will separate, become
    tradable, and entitle stockholders to buy common stock if any person or group
    (Acquiring Person) becomes the beneficial owner of, or announces
    a tender or exchange offer for, 15% or more of the Companys Common Stock.
    In such event, all Rights, except for those held by the Acquiring Person,
    become Rights to purchase $500 worth of Common Stock for $250, unless redeemed
    by the Board of Directors. In case of a subsequent merger or other acquisition
    of the Company after the Rights become exercisable, holders of Rights other
    than the Acquiring Person may purchase shares of the acquiring entity at a
    50% discount. The Rights will expire on June 6, 2011, unless redeemed earlier,
    or renewed by the Companys Board of Directors. At December 31, 2004,
and 2003 there
    were 20 million shares of preferred stock authorized with no par value, of
    which 1 million Series A Junior Participating Preferred shares were reserved
    for issuance upon exercise of the Rights. ACQUISITION On April 1, 2004, the Company completed
    its transaction with Agrolimen, a privately-held Spanish conglomerate, to
    acquire certain confectionery businesses of Joyco. Cash consideration, including
    direct acquisition costs, totaled $264 million, net of cash acquired. The
    acquisition was funded by a $130 million draw on the $300 million line of
    credit the Company negotiated for purposes of this transaction with the remaining
    amount of $134 million funded from the Companys available cash. This
    transaction strengthens the Companys operations in key geographies such
    as Spain, India and China through a broader confectionery brand portfolio,
    access to additional distribution




channels and enhanced manufacturing
    capabilities. These opportunities along with the synergies from combining
    the operations of the Company with those of Joyco were key factors associated
    with the determination of the purchase price and related goodwill. The results
    of operations for the businesses acquired have been included in the consolidated
    financial results of the Company since April 1, 2004. The acquisition has
    been accounted for under SFAS No.141,Business Combinations, and
    accordingly the purchase method of accounting has been used. The Company has
    recorded a preliminary allocation of the purchase price as of April 1, 2004
    as the process of obtaining independent valuations of property, plant and
    equipment, the fair value of the intangible assets and the remaining useful
    lives of these assets is not completed. This will result in potential adjustments
    to the carrying values of Joycos recorded assets and liabilities, establishment
    of certain intangible assets, some of which may have indefinite lives not
    subject to amortization, and the determination of the amount of any residual
    value that will be allocated to goodwill. The preliminary allocation of the
    purchase price included in the current period balance sheet is based on the
    best estimates of management and is subject to revision based on final determination
    of fair values. The Company also is completing its analysis of integration
    plans that may result in additional purchase price allocation adjustments. The following table includes the unaudited
    pro forma combined net sales, earnings, and earnings per share for 2004, 2003
    and 2002 as if the Company had acquired the confectionery businesses of Joyco
    as of January 1, 2002. In determining the unaudited pro forma amounts, income
    taxes, interest expense, and depreciation and amortization of assets have
    been adjusted to the accounting base recognized for each in recording the
    combination. There were no extraordinary items or cumulative effect of accounting
    changes included in the pro forma results of operations. 2004
  
  2003
  
  2002Net Sales
  
  
  3,713,993
  
  
  3,286,990
  
  
  2,941,241Net Earnings
  
  
  493,464
  
  
  445,817
  
  
  406,029Net Earnings Per ShareBasic
  
  
  2.20
  
  
  1.98
  
  
  1.80Diluted
  
  
  2.19
  
  
  1.98
  
  
  1.80


44



The pro forma results are not necessarily indicative of what actually would have occurred if
the acquisition had been completed as of the beginning of 2002, nor are they necessarily indicative of future consolidated
results. STOCK BASED COMPENSATION PLANS The MIP, as amended, is designed to provide key employees the opportunity to participate in the
long-term growth and profitability of the Company through cash and equity-based incentives. The MIP authorizes the granting of up to
20,000 shares of the Companys new or reissued Common Stock. In accordance with the MIP, shares of Wrigley stock or deferral
share units may be granted under the Wrigley Stock Option program or awarded under the Long-Term Stock Grant and Stock Award
programs. Deferral share units are also awarded to non-employee directors. Options outstanding have been granted at prices which are
equal to the fair market value of the stock on the date of grant. In general, options vest over a four-year period and expire ten
years from the date of grant.




The status of the Companys Stock Option program is summarized as follows: Number
          of
          Shares
      
      Weighted-
          Average
          Exercise PriceOutstanding
          at December 31, 2001
      
      
      4,646,700
      
      $
      43.45Granted
          in 2002
      
      
      2,005,000
      
      
      57.01Exercised
          in 2002
      
      
      (316,425
      )
      
      40.99Cancelled
          in 2002
      
      
      (58,950
      )
      
      48.77Outstanding
          at December 31, 2002
      
      
      6,276,325
      
      $
      47.85Granted
          in 2003
      
      
      2,281,590
      
      
      54.70Exercised
          in 2003
      
      
      (548,275
      )
      
      42.28Cancelled
          in 2003
      
      
      (100,275
      )
      
      53.75Outstanding
          at December 31, 2003
      
      
      7,909,365
      
      $
      50.15Granted
          in 2004
      
      
      2,515,150
      
      
      62.26Exercised
          in 2004
      
      
      (1,278,665
      )
      
      44.68Cancelled
          in 2004
      
      
      (332,550
      )
      
      54.25Outstanding
          at December 31, 2004
      
      
      8,813,300
      
      $
      54.24


The following table summarizes key information
  about stock options at December 31, 2004:

|                           |  | OUTSTANDING   STOCK OPTIONS |           |                                                 |  |                                      | EXERCISABLE   STOCK OPTIONS |       
|-------------------------- |  | --------------------------- | --------- | ----------------------------------------------- |  | ------------------------------------ | --------------------------- | ------
|                           |  |                             |           |                                                 |  |                                      |                             |       
|Range of   Exercise Prices |  | Shares                      |           | Weighted-Average   Remaining   Contractual Life |  | Weighted-   Average   Exercise Price |                             | Shares
|                           |  |                             |           |                                                 |  |                                      |                             |       
|$  36.8145.28             |  |                             | 1,190,060 |                                                 |  | 5.03                                 |                             | $     
|$  47.8053.86             |  |                             | 1,518,050 |                                                 |  | 6.52                                 |                             |       
|$  54.0458.14             |  |                             | 3,659,440 |                                                 |  | 7.98                                 |                             |       
|$  62.2869.30             |  |                             | 2,445,750 |                                                 |  | 9.43                                 |                             |       

As the exercise price equaled the fair
    market value on the date of grant, no compensation expense has been recognized
    for the Wrigley Stock Option program. The impact to net earnings and earnings
    per share had compensation expense for the Companys stock-based compensation
    plans been determined based on fair value, consistent with SFAS No.123, is
    reflected in the Summary of Significant Accounting Policies note on page 39. In determining compensation expense under SFAS No.123, the fair value of each option on the
date of grant is estimated using the Black-Scholes option-pricing model.




The weighted average fair value of
    each option granted using the model was $14.88, $12.54, and $15.61 in 2004,
    2003 and 2002, respectively. The table below summarizes the key assumptions used to calculate the fair value: Interest   Rate
  
  Dividend   Yield
  
  Expected   Volatility
  
  Expected   Life2004
  
  
  4.33
  %
  
  1.34
  %
  
  20.0
  %
  
  6 years2003
  
  
  2.91
  %
  
  1.57
  %
  
  22.3
  %
  
  6   years2002
  
  
  4.86
  %
  
  1.44
  %
  
  22.3
  %
  
  6   years


45



INCOME TAXES Income taxes are based on pre-tax earnings which are distributed geographically as
follows: 2004
  
  2003
  
  2002Domestic
  
  $
  193,017
  
  
  178,054
  
  
  161,646Foreign
  
  
  527,479
  
  
  473,487
  
  
  421,775$
  720,496
  
  
  651,541
  
  
  583,421 Reconciliation of the provision for
    income taxes computed at the U.S. Federal statutory rate of 35% for 2004,
    2003, and 2002 to the reported provision for income taxes is as follows: 2004
      
      2003
      
      2002Provision
          at U.S. Federal Statutory Rate
      
      $
      252,173
      
      
      228,039
      
      
      204,197State
          Taxes  Net
      
      
      3,844
      
      
      4,390
      
      
      4,922Foreign
          Tax Rates
      
      
      (25,149
      )
      
      (26,351
      )
      
      (23,089
      )Tax
          Credits
      
      
      (2,851
      )
      
      (1,592
      )
      
      (3,838
      )Other
           Net
      
      
      (475
      )
      
      1,161
      
      
      (296
      )$
      227,542
      
      
      205,647
      
      
      181,896 The components of the provisions for income taxes for 2004, 2003, and 2002 are: Current
      
      Deferred
      
      Total2004Federal
      
      $
      45,476
      
      
      (3,228
      )
      
      42,248Foreign
      
      
      182,157
      
      
      (3,277
      )
      
      178,880State
      
      
      6,213
      
      
      201
      
      
      6,414$
      233,846
      
      
      (6,304
      )
      
      227,5422003Federal
      
      $
      38,145
      
      
      10,760
      
      
      48,905Foreign
      
      
      151,650
      
      
      (1,662
      )
      
      149,988State
      
      
      6,511
      
      
      243
      
      
      6,754$
      196,306
      
      
      9,341
      
      
      205,6472002Federal
      
      $
      21,401
      
      
      16,113
      
      
      37,514Foreign
      
      
      135,901
      
      
      908
      
      
      136,809State
      
      
      6,786
      
      
      787
      
      
      7,573$
      164,088
      
      
      17,808
      
      
      181,896




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: 2004
      
      2003Accrued
          Compensation, Pension and Post-retirement Benefits
      
      $
      23,108
      
      
      10,602Depreciation
      
      
      (44,516
      )
      
      (37,729
      )Unrealized
          Holding Gains
      
      
      (5,372
      )
      
      (5,094
      )All
          Other  Net
      
      
      3,073
      
      
      849Net
          Deferred Tax Liability
      
      $
      (23,707
      )
      
      (31,372
      ) Balance sheet classifications of deferred taxes are as follows: 2004
      
      2003Deferred
          Tax AssetCurrent
      
      $
      34,761
      
      
      23,826Noncurrent
      
      
      40,239
      
      
      33,148Deferred
          Tax LiabilityCurrent
      
      
      (10,595
      )
      
      (5,427
      )Noncurrent
      
      
      (88,112
      )
      
      (82,919
      )Net
          Deferred Tax Liability
      
      $
      (23,707
      )
      
      (31,372
      ) Applicable U.S. income and foreign withholding
    taxes have not been provided on approximately $864,000 of undistributed earnings
    of international associated companies at December 31, 2004. These earnings
    are considered to be permanently invested and, under the tax laws, are not
    subject to such taxes until distributed as dividends. Tax on such potential
    distributions would be substantially offset by foreign tax credits. If the
    earnings were not considered permanently invested, approximately $151,000
    of deferred income taxes would be provided. PENSION AND OTHER POST-RETIREMENT PLANS 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


46



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.




In addition, the Company maintains certain post-retirement plans, which provide limited
health care benefits on a contributory basis and life insurance benefits primarily in the U.S. and at certain international
associated companies. The cost of these post-retirement benefits is provided during the employees active working
career. The measurement date used for plans that make up the majority of the plan assets and benefit
obligations for both pension and post-retirement is December 31.


Pension Plans The funded status of the defined benefit plans were as follows:

|                                          |  | U.S. PLANS |         | NON-U.S.   PLANS | 
|----------------------------------------- |  | ---------- | ------- | ---------------- | 
|                                          |  |            |         |                  | 
|                                          |  | 2004       |         | 2003             | 
|                                          |  |            |         |                  | 
|Change in Benefit Obligation              |  |            |         |                  | 
|Benefit Obligation at   Beginning of Year |  | $          | 351,300 |                  | 
|Service Cost                              |  |            | 12,000  |                  | 
|Interest Cost                             |  |            | 23,100  |                  | 
|Plan Participants
Contributions          |  |            |        |                  | 
|Actuarial Loss                            |  |            | 35,800  |                  | 
|Foreign Currency Exchange                 |  |            |        |                  | 
|Plan Amendments                           |  |            | 8,600   |                  | 
|Early Retirement                          |  |            | 6,800   |                  | 
|Other                                     |  |            |        |                  | 
|Benefits Paid                             |  |            | (18,100 | )                | 
|                                          |  |            |         |                  | 
|Benefit Obligation at End   of Year       |  | $          | 419,500 |                  | 
|                                          |  |            |         |                  | 
|Change in Plan Assets                     |  |            |         |                  | 
|Fair Value at Beginning of   Year         |  |            | 318,100 |                  | 
|Actual Return on Plan   Assets            |  |            | 29,100  |                  | 
|Plan Participants   Contributions        |  |            |        |                  | 
|Foreign Currency Exchange                 |  |            |        |                  | 
|Employer Contribution                     |  |            | 30,400  |                  | 
|Other                                     |  |            |        |                  | 
|Benefits Paid                             |  |            | (18,100 | )                | 
|                                          |  |            |         |                  | 
|Fair Value at End of Year                 |  | $          | 359,500 |                  | 
|                                          |  |            |         |                  | 
|Underfunded Status of the   Plan          |  |            | (60,000 | )                | 
|Unrecognized Net Actuarial   Loss         |  |            | 94,600  |                  | 
|Unrecognized Prior Service   Costs        |  |            | 9,000   |                  | 
|Unrecognized Transition   Asset           |  |            |        |                  | 
|                                          |  |            |         |                  | 
|Prepaid (Accrued) Benefit   Cost          |  | $          | 43,600  |                  | 
|                                          |  |            |         |                  | 

47



The following table provides amounts recognized in the balance sheet as of December
31:

|                                  |  | U.S. PLANS |        | NON-U.S. PLANS | 
|--------------------------------- |  | ---------- | ------ | -------------- | 
|                                  |  |            |        |                | 
|                                  |  | 2004       |        | 2003           | 
|                                  |  |            |        |                | 
|Prepaid
        Benefit Cost      |  | $          | 50,900 |                | 
|Accrued
        Benefit Liability |  |            | (7,300 | )              | 
|                                  |  |            |        |                | 
|Net
        Amount Recognized     |  | $          | 43,600 |                | 
|                                  |  |            |        |                | 

The total accumulated benefit obligation
    for the U.S. defined benefit pension plan was $349,900 and $290,200 at December
    31, 2004 and 2003, respectively. The Companys non-qualified, unfunded,
    noncontributory supplemental retirement plan had a projected benefit obligation
    (PBO) of $9,409 and $6,992 and an accumulated benefit obligation of $6,848
    and $5,793 at December 31, 2004 and 2003, respectively. The total accumulated
    benefit obligation for the Non-U.S. defined benefit pension plan was $198,200
    and $160,500 at December 31, 2004 and 2003, respectively. Additionally, certain
    non-U.S. plans are funded through insurance contracts. The value of these
    insurance assets totaled $25,802 and $21,633 at December 31, 2004 and 2003,
    respectively, and are not reflected in the funded status of the non-U.S. plans
    above. The U.S. plans expected long-term rate of return on plan assets of 8.75% is based on
the aggregate historical returns of the investments that comprise the U.S. defined benefit plan portfolio. The investment strategy of
the U.S. plans is to achieve an asset allocation balance within planned targets to obtain an average 8.75% annual return for the
long-term. The Non-U.S. plans expected long-term rate of return on plan assets ranges from 5.50% to
7.50% depending on the plan and is based on the aggregate historical returns of the investments that comprise the particular Non-U.S.
defined benefit plan portfolio. The investment strategy of the Non-U.S. plans is to achieve an asset allocation balance within
planned targets to obtain an average annual return from 5.50% to 7.50% for the long term.




The Companys strategy is to fund its defined benefit plan obligations. The need for
further contributions will be based on changes in the value of plan assets and the movements of interest rates during the year. The
Company does not expect a need to fund the U.S. pension plans in 2005. The Company expects to contribute approximately $7,000 to the
Non-U.S. plans during 2005. The Companys U.S. pension plan
    asset allocation at December 31, 2004, and 2003, and target allocation for
    2005 by category are as follows: Asset
          Category
      
      Percentage
          of
          Plan Assets
      
      Target
          Allocation2004
      
      2003
      
      2005Equity
          Securities
      
      
      61
      %
      
      68
      %
      
      55-65
      %Fixed
          Income Securities
      
      
      35
      %
      
      32
      %
      
      35-45
      %Real
          Estate Securities
      
      
      4
      %
      
      
      
      
      0-10
      %Total
      
      
      100
      %
      
      100
      %
      
      100
      % The Companys Non-U.S. pension
    plan asset allocation at December 31, 2004, and 2003, and target allocation
    for 2005 by category are as follows: Asset
          Category
      
      Percentage
          of
          Plan Assets
      
      Target
          Allocation2004
      
      2003
      
      2005Equity
          Securities
      
      
      61
      %
      
      50
      %
      
      50-65
      %Fixed
          Income Securities
      
      
      24
      %
      
      26
      %
      
      20-30
      %Real
          Estate Securities
      
      
      3
      %
      
      9
      %
      
      5-10
      %Other
      
      
      12
      %
      
      15
      %
      
      10-20
      %Total
      
      
      100
      %
      
      100
      %
      
      100
      %


48



The components of net pension costs are as follows:

|                                                       |  | U.S. PLANS |         | NON-U.S. PLANS | 
|------------------------------------------------------ |  | ---------- | ------- | -------------- | 
|                                                       |  |            |         |                | 
|                                                       |  | 2004       |         | 2003           | 
|                                                       |  |            |         |                | 
|Service
        Cost                                   |  | $          | 12,000  |                | 
|Interest
        Cost                                  |  |            | 23,100  |                | 
|Expected
        Return on Plan Assets                 |  |            | (27,000 | )              | 
|Amortization
        of Unrecognized Transition Assets |  |            |        |                | 
|Prior
        Service Costs Recognized                 |  |            | 2,100   |                | 
|Recognized
        Net Actuarial Loss                  |  |            | 2,600   |                | 
|Early
        Retirement Program                       |  |            | 6,800   |                | 
|Other
        Pension Plans                            |  |            |        |                | 
|                                                       |  |            |         |                | 
|Net
        Periodic Benefit Cost                      |  | $          | 19,600  |                | 
|                                                       |  |            |         |                | 

Early retirement programs were offered to certain employees at U.S. production facilities in
2004 and 2003.

Assumptions used to determine benefit obligations at the end of the year for the U.S. and
non-U.S. defined benefit plans are as follows:

|                                           |  | U.S. PLANS |      | NON-U.S.   PLANS | 
|------------------------------------------ |  | ---------- | ---- | ---------------- | 
|                                           |  |            |      |                  | 
|                                           |  |            | 2004 |                  | 
|                                           |  |            |      |                  | 
|Discount Rates                             |  |            | 5.75 | %                | 
|Rates of Increase in   Compensation
Levels |  |            | 4.25 | %                | 

Assumptions used to determine net costs for the U.S. and non-U.S. defined benefit plans are as
follows:

|                                           |  | U.S. PLANS |      | NON-U.S.   PLANS | 
|------------------------------------------ |  | ---------- | ---- | ---------------- | 
|                                           |  |            |      |                  | 
|                                           |  | 2004       |      | 2003             | 
|                                           |  |            |      |                  | 
|Discount Rates                             |  |            | 6.25 | %                | 
|Long-term Rates of Return   on Plan
Assets |  |            | 8.75 | %                | 
|Rates of Increase in   Compensation Levels |  |            | 4.25 | %                | 

The following assumed benefit payments, which reflect expected future service, as
appropriate, and used to project PBO, are expected to be paid as follows:

|                |  | U.S. PLANS |         | NON-U.S.   PLANS |  
|--------------- |  | ---------- | ------- | ---------------- | -
|                |  |            |         |                  |  
|2005            |  | $          | 17,600  |                  | $
|2006            |  |            | 18,900  |                  |  
|2007            |  |            | 18,315  |                  |  
|2008            |  |            | 19,200  |                  |  
|2009            |  |            | 19,900  |                  |  
|Years 2010-2014 |  |            | 120,135 |                  |  

49



Other Post-Retirement Benefit Plans The funded status of the Companys other
post-retirement benefit plans were as follows: 2004
  
  2003Change in   Benefit ObligationBenefit Obligation at   Beginning of Year
  
  $
  49,000
  
  
  41,500Service Cost
  
  
  1,900
  
  
  1,800Interest Cost
  
  
  2,800
  
  
  2,800Actuarial Loss
  
  
  5,500
  
  
  5,700Benefits Paid
  
  
  (2,700
  )
  
  (2,800
  )Plan Amendments
  
  
  (2,700
  )
  
  Special Termination   Benefits
  
  
  200
  
  
  Benefit Obligation at End   of Year
  
  $
  54,000
  
  
  49,000Change in   Plan AssetsFair Value at Beginning of   Year
  
  $
  22,800
  
  
  19,300Actual Return on Plan   Assets
  
  
  2,500
  
  
  3,500Employer Contribution
  
  
  5,200
  
  
  2,800Benefits Paid
  
  
  (2,700
  )
  
  (2,800
  )Fair Value at End of Year
  
  $
  27,800
  
  
  22,800Underfunded Status of the   Plan
  
  
  (26,200
  )
  
  (26,200
  )Unrecognized Net Actuarial   Loss
  
  
  23,600
  
  
  19,500Unrecognized Prior Service   Cost
  
  
  (2,600
  )
  
  Accrued Benefit Cost
  
  $
  (5,200
  )
  
  (6,700
  ) The following table provides amounts recognized in the balance sheet as of December
31: 2004
  
  2003Prepaid Benefit Cost
  
  
  
  
  
  Accrued Benefit Liability
  
  $
  (5,200
  )
  
  (6,700
  )Net Amount Recognized
  
  $
  (5,200
  )
  
  (6,700
  ) The U.S. post-retirement plan asset allocation at December 31, 2004, and 2003 and target
allocation for 2005 by asset category are as follows:




Asset
          Category
  
  Percentage   of   Plan Asset
  
  Target   Allocation2004
  
  2003
  
  2005Equity Securities
  
  
  89
  %
  
  93
  %
  
  85-95
  %Fixed Income Securities
  
  
  11
  %
  
  7
  %
  
  5-15
  %Total
  
  
  100
  %
  
  100
  %
  
  100
  % The components of net periodic post-retirement benefit costs are as follows: 2004
      
      2003
      
      2002Service
          Cost
      
      $
      1,900
      
      
      1,800
      
      
      1,400Interest
          Cost
      
      
      2,800
      
      
      2,800
      
      
      2,600Expected
          Return on Plan Assets
      
      
      (1,900
      )
      
      (1,500
      )
      
      (1,200
      )Recognized
          Net Actuarial Loss
      
      
      800
      
      
      800
      
      
      400Special
          Termination
      
      
      200
      
      
      
      
      
      Prior
          Service Cost
      
      
      (100
      )
      
      
      
      
      Net
          Periodic Benefit Cost
      
      $
      3,700
      
      
      3,900
      
      
      3,200 Assumptions used to determine benefit obligations for the Companys post-retirement
benefit plans are as follows: 2004
  
  2003Discount   RateU.S. Plans
  
  
  5.75
  %
  
  6.25
  %Non-U.S. Plans
  
  
  5.75
  %
  
  6.25
  % Assumptions used to determine net costs for the Companys post-retirement benefit plans
are as follows: 2004
      
      2003
      
      2002Discount
          RateU.S.
          Plans
      
      
      6.25
      %
      
      6.75
      %
      
      7.25
      %Non-U.S.
          Plans
      
      
      6.25
      %
      
      6.75
      %
      
      7.25
      %Long-term
          Rates of Return on Plan AssetsU.S.
          Plans
      
      
      8.75
      %
      
      8.75
      %
      
      9.25
      %


50



The U.S. post-retirement benefit plans expected long-term rate of return on plan assets
of 8.75% is based on the aggregate historical returns of the investments that comprise the plan portfolio. The investment strategy of
the U.S. plan is to achieve an asset allocation balance that achieves an average 8.75% annual return for the long-term. The Company expects to contribute $3,000 and $90 to the U.S. and Non-U.S. Plans, respectively
during 2005 to cover expected retiree benefit claims. A 10% annual rate of increase in the
    per capita cost of covered post-retirement benefits was assumed for 2005.
    The rate was assumed to decrease gradually to 5% for 2010 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: 1% Increase
      
      1 % DecreaseEffect
          on Post-retirement Benefit Obligation
      
      $
      3,700
      
      $
      (3,300
      )Effect
          on Total of Service and Interest Cost Components
      
      $
      470
      
      $
      (400
      ) The following assumed benefit payments, which reflect expected future service, as appropriate,
and used to project PBO, are expected to be paid as follows: U.S. PLANS
  
  NON-U.S.   PLANS2005
  
  $
  3,000
  
  $
  902006
  
  
  3,300
  
  
  902007
  
  
  3,300
  
  
  1002008
  
  
  3,300
  
  
  1002009
  
  
  3,500
  
  
  100Years 2010-2014
  
  
  19,000
  
  
  600




Defined Contribution PlansIn addition to the defined 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 and part-time employees and provide for contributions between
    0% and 3.6% of salary based on employee contribution. The Companys expense
    for the defined contribution plans totaled $9,716, $8,211 and $9,004 in 2004,
    2003, and 2002, respectively. Additionally, on January 1, 2002,
    the Company formed an Employee Stock Ownership Plan (ESOP) within the defined
    contribution plan for U.S. based employees. The primary purpose of the ESOP
    is to acquire and hold Wrigley shares credited to Wrigley Savings Plan participants
    accounts as a result of employee contributions and Company matching program
    contributions. Company matching program contributions may be in the form of
    cash, treasury shares or authorized, unissued shares. The ESOP is a non-leveraged
    plan and all shares held are allocated to plan participants. Dividends on
    Company shares held by the ESOP are charged to retained earnings. The number
    of shares held by the ESOP at December 31, 2004 and December 31, 2003 were
    4,583, and 4,898, respectively. SEGMENT INFORMATION Management organizes the Companys
    chewing gum and other confectionery business based principally on geographic
    regions. In the first quarter 2004, the Company revised its segment reporting
    to reflect changes in the organizational structure and management of its business.
    The primary change to segment reporting, compared to 2003, combines the Latin
    America and Pacific regions within Other Geographic Regions. In
    2003, the Latin America region was included in the former Americas
    region. Descriptions of the Companys reportable segments are as follows
    on next page:


51




  North America  These   operations manufacture and market gum and other confectionery
products in the   U.S. and Canada.
  EMEAI These operations   manufacture and market gum and other confectionery products
principally in   Europe as well as in the Middle East, Africa, and India. Also included are   Joyco operations that manufacture and
market gum and other confectionery   products in this region.
  Asia  These operations   manufacture and market gum and other confectionery products in a
number of   Asia geographies including China, Taiwan, and the Philippines. Also included   are Joyco operations that manufacture and
market gum and other confectionery   products in this region.
  Other Geographic Regions    These operations manufacture and market gum and other
confectionery products   in the Pacific and Latin American regions. Information by segment is as follows
    (in thousands of dollars). The 2003 and 2002 amounts have been reclassed to
    compare to 2004 presentation : Net Sales
  
  2004
  
  2003
  
  2002North America
  
  $
  1,279,667
  
  
  1,173,734
  
  
  1,102,812EMEAI
  
  
  1,760,344
  
  
  1,431,245
  
  
  1,192,404Asia
  
  
  401,649
  
  
  322,426
  
  
  321,914Other Geographic Regions
  
  
  156,951
  
  
  125,257
  
  
  110,944All Other
  
  
  49,981
  
  
  16,426
  
  
  18,244Total Net Sales
  
  $
  3,648,592
  
  
  3,069,088
  
  
  2,746,318




All Other net sales consist primarily of sales of gum base, including Joyco gum
base sales to third parties, and sales for Wrigley Healthcare. Operating   Income
  
  2004
  
  2003
  
  2002North America
  
  $
  342,553
  
  
  310,431
  
  
  283,547EMEAI
  
  
  434,887
  
  
  382,427
  
  
  346,518Asia
  
  
  96,950
  
  
  90,174
  
  
  89,211Other Geographic Regions
  
  
  29,600
  
  
  34,965
  
  
  24,844All Other
  
  
  (183,771
  )
  
  (168,635
  )
  
  (159,046
  )Total Operating Income
  
  $
  720,219
  
  
  649,362
  
  
  585,074 All Other includes corporate expenses such as costs related to research and
development, information systems, certain administrative functions, operating results from the manufacture and sale of gum base to
third parties, and results of Wrigley Healthcare in 2003 and 2002. Also included in 2004 are Joycos research and development
expenses, operating results from Joycos manufacture and sale of gum base to third parties and certain integration costs related
to the acquisition. In 2002,All Other operating income also includes certain costs connected with the exploration of a
business combination with Hershey Foods Corporation. Assets
  
  2004
  
  2003
  
  2002North America
  
  $
  1,129,278
  
  
  1,032,442
  
  
  878,232EMEAI
  
  
  1,365,585
  
  
  993,303
  
  
  774,700Asia
  
  
  279,469
  
  
  209,465
  
  
  199,847Other Geographic Regions
  
  
  96,664
  
  
  70,703
  
  
  49,039All Other
  
  
  103,370
  
  
  67,987
  
  
  61,966Assets Used in Operating
Activities
  
  
  2,974,366
  
  
  2,373,900
  
  
  1,963,784Corporate
  
  
  192,337
  
  
  153,471
  
  
  144,512Total Assets
  
  $
  3,166,703
  
  
  2,527,371
  
  
  2,108,296


52



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 by the corporate
office, as well as certain property and equipment. Depreciation Expense
  
  2004
  
  2003
  
  2002North America
  
  $
  36,128
  
  
  32,868
  
  
  21,933EMEAI
  
  
  63,274
  
  
  49,231
  
  
  36,563Asia
  
  
  13,055
  
  
  9,985
  
  
  9,305Other Geographic Regions
  
  
  3,844
  
  
  2,268
  
  
  1,695All Other
  
  
  3,933
  
  
  2,784
  
  
  2,630Depreciation Expense   Related to Operating Activities
  
  
  120,234
  
  
  97,136
  
  
  72,126Corporate
  
  
  21,617
  
  
  22,904
  
  
  13,442Total Depreciation Expense
  
  $
  141,851
  
  
  120,040
  
  
  85,568 Depreciation expense is categorized consistently with the geographic region where the asset
resides. Capital
          Expenditures
      
      2004
      
      2003
      
      2002North
          America
      
      $
      73,451
      
      
      80,267
      
      
      68,991EMEAI
      
      
      60,763
      
      
      89,366
      
      
      74,098Asia
      
      
      9,422
      
      
      21,868
      
      
      17,108Other
          Geographic Regions
      
      
      15,586
      
      
      6,741
      
      
      5,078All
          Other
      
      
      2,709
      
      
      2,396
      
      
      4,721Capital
          Expenditures for Operating Activities
      
      
      161,931
      
      
      200,638
      
      
      169,996Corporate
      
      
      61,757
      
      
      30,786
      
      
      49,802Gross
          Capital Expenditures
      
      
      223,688
      
      
      231,424
      
      
      219,798Intersegment
          Asset Transfers
      
      
      (3,366
      )
      
      (11,165
      )
      
      (2,926
      )Net
          Capital Expenditures
      
      $
      220,322
      
      
      220,259
      
      
      216,872




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
transferred at net book value.


53



Stockholder Information

STOCKHOLDER INQUIRIES Any inquiries about your Wrigley stockholdings should be directed to: Stockholder RelationsWm. Wrigley Jr. Company410 North MichiganAvenue Chicago, IL
606111-800-874-0474 You can access your Wrigley stock account information via the Internet at the following
address gateway.equiserve.com. Additional information about the Wrigley Company can be found on the Internet at
www.wrigley.com. CAPITAL STOCK Common Stock of the Wm. Wrigley Jr. Company (WWY) is traded on the New York and Chicago Stock
Exchanges. 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.




DIRECT DIVIDEND DEPOSIT SERVICE The Direct Dividend Deposit Service allows stockholders to receive cash dividends through
electronic deposits into their checking or savings account. DIVIDEND REINVESTMENT PLAN The Dividend Reinvestment Plan (DRP) is open to all stockholders of record. The DRP is
administered by EquiServe Trust Company, N.A. 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 DRP 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 DRP into the account for safekeeping. Approximately 30,953 or 75% of the Companys stockholders of record currently participate
in the DRP. A brochure fully describing the DRP and its enrollment procedure is available upon request. 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.


54



ELECTRONIC RECEIPT OF PROXYMATERIALS AND PROXY If you are a stockholder who would like to receive your copies of the annual report and proxy
statement via the Internet in the future, you need to complete an online consent form. Stockholders of record can go directly to the EquiServe form at www.econsent.com/wwyor link to the form through the Wrigley web site. Street name stockholders, holding their shares in a bank or brokerage account,
should go to the Wrigley web site www.wrigley.com and complete the form they find under Stockholder Services in
the Investor Relations Section. 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. A transfer or registration 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 or registration, 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. TRANSFER AGENT AND REGISTRAR EquiServe Trust Company, N.A. P.O. Box 43069  Providence, RI 02940-3069  Inside the
U.S.1-800-446-2617  Outside the U.S.+ 1-781-575-2723 TOD/TTY for hearing impaired 1-800-952-9245  Internet:
www.equiserve.com COMPANY PUBLICATIONS The Companys 2004 annual report
    to the Securities and Exchange Commission on Form 10-K is expected to be available
    on or about February 8, 2005. Requests for this publication should be addressed to Stockholder Relations at the main office
of the Company. They are also available for review at our Internet home page (www.wrigley.com). CERTIFICATIONS The Chief Executive Officer and Chief
    Financial Officer have certified in writing to the Securities and Exchange
    Commission (SEC) as to, the integrity of the Companys financial statements
    included in this Annual Report and incorporated by reference into the Companys
    Annual Report on Form 10-K for the fiscal year ended December 31, 2004 filed
    with the SEC, and the effectiveness of the Companys disclosure controls
    and procedures and internal control over financial reporting. The certifications
    are filed as Exhibit 31 to the said Form 10-K. On March 12, 2004, the Chief
    Executive Officer also certified to the New York Stock Exchange that he is
    not aware of any violation by the Company of the New York Stock Exchange corporate
    governance listing standards.


55



Corporate Facilities and Principal Associated Companies

*Denotes production facility Formerly Amurol Confections Company production
facility

CORPORATE HEADQUARTERS

Wrigley Building 410 North Michigan Avenue  Chicago, Illinois 60611

PRINCIPAL ASSOCIATED COMPANIES

DOMESTIC

|Wrigley
        Manufacturing Company, LLC               |  | Wrigley S.A.S.                                     |  | OOO Wrigley                                             
|-------------------------------------------------------- |  | -------------------------------------------------- |  | --------------------------------------------------------
|Chicago,
        Illinois 60609*                         |  | Paris, France                                      |  | Moscow, Russia St. Petersburg,
        Russia*          
|Gainesville,
        Georgia 30542*                      |  |                                                    |  |                                                         
|Phoenix,
        Arizona 85004*                          |  | Wrigley G.m.b.H.                                   |  | Wrigley Slovakia s.r.o.                                 
|Yorkville,
        Illinois 60560*                      |  | Munich, Germany                                    |  | Banska Bystrica, Slovakia                               
|                                                         |  |                                                    |  |                                                         
|Four-Ten
        Corporation                             |  | Wrigley B.V.                                       |  | Wrigley d.o.o.                                          
|Chicago,
        Illinois 60611                          |  | Bussum, Holland                                    |  | Ljubljana, Slovenia                                     
|                                                         |  |                                                    |  |                                                         
|Wrigley
        Sales Company                            |  | The Wrigley Company (H.K.)
        Limited         |  | The Wrigley Company South Africa
        (Pty) Limited  
|Chicago,
        Illinois 60611                          |  | Hong Kong                                          |  | Johanesburg, South Africa                               
|                                                         |  |                                                    |  |                                                         
|L.A.
        Dreyfus Company*                            |  | Wrigley Hungaria, Kft.                             |  | Wrigley Co., S.A.                                       
|Edison,
        New Jersey 08820                         |  | Budapest, Hungary                                  |  | Barcelona, Spain                                        
|                                                         |  |                                                    |  |                                                         
|Northwestern
        Flavors, LLC*                       |  | Wrigley India Private Limited*                     |  | Wrigley Scandinavia AB                                  
|West
        Chicago, Illinois 60185                     |  | Bangalore, Karnataka, India                        |  | Stockholm, Sweden                                       
|                                                         |  |                                                    |  |                                                         
|INTERNATIONAL                                            |  | Wrigley Israel Ltd.                                |  | Wrigley Taiwan Limited*                                 
|                                                         |  | Herzeliya-Pituach, Israel                          |  | Taipei, Taiwan, R.O.C.                                  
|The
        Wrigley Company Pty. Limited*                |  |                                                    |  |                                                         
|Sydney,
        Australia                                |  | Wrigley & Company Ltd.,
        Japan              |  | Wrigley Middle East, FZCO                               
|                                                         |  | Tokyo, Japan                                       |  | Dubai, United Arab Emirates                             
|Wrigley
        Austria Ges. m.b.H.                      |  |                                                    |  |                                                         
|Salzburg,
        Austria                                |  | The Wrigley Company (East Africa)
        Limited* |  | Wrigley Ukraine, TzoV                                   
|                                                         |  | Nairobi, Kenya                                     |  | Kiev, Ukraine                                           
|Wrigley
        Bulgaria EOOD                            |  |                                                    |  |                                                         
|Sofia,
        Bulgaria                                  |  | The Wrigley Company (Malaysia)
        Sdn. Bhd.   |  | JOYCO                                                   
|                                                         |  | Kuala Lumpur, Malaysia                             |  |                                                         
|Wrigley
        Canada*                                  |  |                                                    |  | Joyco Espana, SA*                                       
|Don
        Mills, Ontario, Canada                       |  | The Wrigley Company (N.Z.)
        Limited         |  | Alcarras, Spain Tarazona, Spain                         
|                                                         |  | Auckland, New Zealand                              |  |                                                         
|Wrigley
        Chewing Gum Company Ltd.*                |  |                                                    |  | Joyco Foodstuff (China) Co.
        Ltd.*               
|Guangzhou,
        Guangdong, Peoples Republic of China |  | Wrigley Scandinavia AS                             |  | Guangzhou Province, Peoples
        Republic of China  
|                                                         |  | Oslo, Norway                                       |  |                                                         
|Wrigley
        Confectionary (Shanghai) Company Ltd.*   |  |                                                    |  | Joyco India Private Limited*                            
|Shanghai,
        Peoples Republic of China             |  | The Wrigley Company (P.N.G.)
        Ltd.          |  | Baddi, India                                            
|                                                         |  | Port Moresby, Papua New Guinea                     |  |                                                         
|Wrigley
        Croatia d.o.o.                           |  |                                                    |  | Joyco Italia Srl                                        
|Zagreb,
        Croatia                                  |  | Wrigley Philippines, Inc.*                         |  | Aprilia, Italy                                          
|                                                         |  | Antipolo City, Philippines                         |  |                                                         
|Wrigley
        s.r.o.                                   |  |                                                    |  | Cafosa  Gum, SA*                                        
|Prague,
        Czech Republic                           |  | Wrigley Poland Sp.zo.o.*                           |  | Santiga, Spain                                          
|                                                         |  | Poznan, Poland                                     |  |                                                         
|The
        Wrigley Company Limited*                     |  |                                                    |  | Wuzhou Cafosa Gum Ltd.*                                 
|Plymouth,
        England, U.K.                          |  | Wrigley Romania Produse Zaharoase
        SRL      |  | Wuzhou City, Guangxi, Peoples
        Republic of China
|                                                         |  | Bucharest, Romania                                 |  |                                                         
|Wrigley
        France S.N.C.*                           |  |                                                    |  |                                                         
|Biesheim,
        France                                 |  |                                                    |  |                                                         

56



The Wrigley Company markets chewing gum, bubble gum, and confectionery products around the
world.

Its major brands include:

DOMESTIC BRANDS

|Big League Chew |  | Extra                   |  | Orbit White         
|--------------- |  | ----------------------- |  | --------------------
|                |  |                         |  |                     
|Big Red         |  | Freedent                |  | Reeds              
|                |  |                         |  |                     
|Doublemint      |  | Hubba Bubba Bubble Jug  |  | Squeeze Pop         
|                |  |                         |  |                     
|Dragon Fire     |  | Hubba Bubba Bubble Tape |  | Velamints           
|                |  |                         |  |                     
|Eclipse         |  | Hubba Bubba Ouch!       |  | Winterfresh         
|                |  |                         |  |                     
|Eclipse Flash   |  | Hubba Bubba Sweet Roll  |  | Winterfresh Thin Ice
|                |  |                         |  |                     
|Eclipse Mints   |  | Juicy Fruit             |  | Wrigleys Spearmint 
|                |  |                         |  |                     
|Everest         |  | Orbit                   |  |                     

INTERNATIONAL BRANDS

|Airwaves    |  | Extra                   |  | Juicy Fruit         
|----------- |  | ----------------------- |  | --------------------
|            |  |                         |  |                     
|Alpine      |  | Extra Mints             |  | Orbit               
|            |  |                         |  |                     
|Arrowmint   |  | Extra Thin Ice          |  | Orbit Drops         
|            |  |                         |  |                     
|Big Boy     |  | Extra for Kids          |  | Orbit for Kids      
|            |  |                         |  |                     
|Big G       |  | Extra White             |  | Orbit White         
|            |  |                         |  |                     
|Big Red     |  | Freedent                |  | PimPom              
|            |  |                         |  |                     
|Boomer      |  | Freedent for Kids       |  | P.K.                
|            |  |                         |  |                     
|Cool Air    |  | Freedent White          |  | Solano              
|            |  |                         |  |                     
|Cool Crunch |  | Hubba Bubba             |  | Trex                
|            |  |                         |  |                     
|Doublemint  |  | Hubba Bubba Bubble Tape |  | Winterfresh         
|            |  |                         |  |                     
|Dulce 16    |  | Hubba Bubba Mix & Match |  | Winterfresh Thin Ice
|            |  |                         |  |                     
|Eclipse     |  | Icewhite                |  | Wrigleys Spearmint 
|            |  |                         |  |                     
|Excel       |  |                         |  | X-Cite              

The brands listed above are trademarks
  owned by the Wm. Wrigley Jr. Company or used under license from the trademark
  owner.



Message

WM. WRIGLEY JR. COMPANYWrigley Building 
  410 North Michigan Avenue 
  Chicago, Illinois 60611