<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>ern905cv.txt
<TEXT>
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)           September 5, 2001


                          THE PROCTER & GAMBLE COMPANY
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             (Exact name of registrant as specified in its charter)


    Ohio                          1-434                       31-0411980
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(State or other            (Commission File Number)           (IRS Employer
jurisdiction of                                               Identification
incorporation)                                                Number)


One Procter & Gamble Plaza, Cincinnati, Ohio                  45202
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(Address of principal executive offices)                      (Zip Code)


Registrant's telephone number, including area code   (513) 983-1100
                                                     --------------


ITEM 5.  OTHER EVENTS

     Procter & Gamble today stated that it continues to be comfortable  with its
prior  guidance on the September  quarter and for Fiscal Year 2002. On August 7,
2001, the Company estimated that July-September core earnings per share would be
up   low-to-mid   single  digits  vs.  the  prior  year's   September   quarter.
Additionally, the Company estimated that core earnings per share for Fiscal 2002
were expected to grow at a rate that equals or exceeds the prior year's  growth,
but not yet at the Company's double-digit earnings growth target.


                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                       THE PROCTER & GAMBLE COMPANY


                                       TERRY L. OVERBEY
                                       ------------------------------------
                                       Terry L. Overbey, Secretary
                                       September 5, 2001




<PAGE>

                                     Exhibit

1.       The Procter & Gamble Company statement dated September 5, 2001.


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