The Gillette Company Senior Executive Financial Planning Program Agreement (as amended through August 21, 2006)

Summary

This agreement outlines The Gillette Company's Senior Executive Financial Planning Program, which provides reimbursement for financial counseling, estate planning, tax preparation, and related services to the Chairman/CEO and their direct reports. Eligible participants can choose their own qualified service providers, with annual reimbursement limits of $25,000 for the Chairman/CEO and $11,000 for other executives during employment, and $6,000 after retirement. Benefits are taxable, but the company provides a tax gross-up. The program can be amended or terminated at the company's discretion.

EX-10.16 5 fy161710-kexhibit10x16.htm THE GILLETTE CO. SENIOR EXECUTIVE FINANCIAL PLANNING PROGRAM Exhibit

EXHIBIT (10-16)

The Gillette Company Senior Executive

Financial Planning Program

THE GILLETTE COMPANY SENIOR EXECUTIVE

FINANCIAL PLANNING PROGRAM

REVISED OCTOBER 2004

(with amendments adopted through August 21, 2006)



Eligibility	Chairman/CEO of the Company and his/her direct reports who are generally treated as United States employees for employment and benefit purposes.

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

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

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

Maximum Benefits	During employment: Chairman/CEO - $25,000/other participants - $11,000 of reimbursements received in any calendar year.
	Following retirement under a Company-sponsored retirement plan: $6,000 of reimbursements received in any calendar year, over the participant's life.
	Employees who terminate under the terms of a Company Change of Control Severance agreement will receive a lump sum payment of these amounts on or about January 1 annually. An employee who is considered “bridgeable” under the terms of The Gillette Company’s Retirement Plan will be eligible to receive the active amount until his or her earliest retirement date.

Tax Effects	Program benefits received by participant will be includable in compensation. Company will provide tax gross-up for Federal and State income taxes and FICA Medicare tax.

Termination of Participation	Last day of calendar year in which participant ceases to be an executive officer of the Company, unless participant qualifies for retirement benefits under this program.

Program Amendment and Termination	At discretion of the Company, by action of the Compensation Committee of the Board of Directors, without requirement of advance notice.

Effective Date	July 1, 2003 (for the Chairman/CEO of the Company and his/her direct reports in such positions on or after such date).

	The Gillette Company

	By: /s/ Edward E. Guillet
	Senior Vice President - Human Resources

[reflects amendments adopted through August 21, 2006]