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<table style="BORDER-COLLAPSE: collapse" border="0" cellspacing="0" cellpadding="0" width="100%">
<tr>
<td valign="top" width="4%" align="left"><font style="FONT-FAMILY: Times New Roman" size="2">9.</font></td>
<td valign="top" align="left"><font style="FONT-FAMILY: Times New Roman" size="2">Commitments and
Contingencies</font></td>
</tr>
</table>
<p style="MARGIN-TOP: 6px; TEXT-INDENT: 4%; MARGIN-BOTTOM: 0px">
<font style="FONT-FAMILY: Times New Roman" size="2"><b>Litigation</b></font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">We are subject
to various legal proceedings and claims arising out of our business
which cover a wide range of matters such as governmental
regulations, antitrust and trade regulations, product liability,
patent and trademark matters, income taxes and other
actions.</font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">As previously
disclosed, the Company is subject to a variety of investigations
into potential competition law violations in Europe, as detailed in
Part 2, Item 1, Legal Proceedings of this 10-Q. We believe
these matters involve a number of other consumer products companies
and/or retail customers. The Company’s policy is to comply
with all laws and regulations, including all antitrust and
competition laws, and to cooperate with investigations by relevant
regulatory authorities, which the Company is doing. Competition and
antitrust law inquiries often continue for several years and, if
violations are found, can result in substantial fines.</font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">In response to
the actions of the European Commission and national authorities,
the Company launched its own internal investigations into potential
violations of competition laws. The Company has identified
violations in certain European countries and appropriate actions
were taken.</font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">In December
2009, the authorities in France and Italy issued separate
complaints pursuant to their investigations alleging that the
Company, along with several other companies, engaged in violations
of competition laws in France and Italy, respectively. The Company
will have the opportunity to respond to these complaints. As a
result of our initial analysis of these complaints, the Company
recorded charges totaling $267 million during the current quarter
for potential fines for competition law violations.</font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">The remaining
matters are in various stages of the investigatory process. It is
still too early for us to reasonably estimate the total amount of
fines to which the Company will be subject as a result of these
various competition law issues. However, the ultimate resolution of
these matters will likely result in fines or other costs in excess
of amounts accrued to date that could materially impact our income
statement and cash flows in the period in which they are accrued
and paid, respectively. In other industries, these fines have
amounted to hundreds of millions of dollars. We will continue to
monitor developments for all of these investigations, and will
record additional charges as appropriate.</font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">With respect to
other litigation and claims, while considerable uncertainty exists,
in the opinion of management and our counsel, the ultimate
resolution of the various lawsuits and claims will not materially
affect our financial position, results of operations or cash
flows.</font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">We are also
subject to contingencies pursuant to environmental laws and
regulations that in the future may require us to take action to
correct the effects on the environment of prior manufacturing and
waste disposal practices. Based on currently available information,
we do not believe the ultimate resolution of environmental
remediation will have a material adverse effect on our financial
position, results of operations or cash flows.</font></p>
<p style="MARGIN-TOP: 18px; TEXT-INDENT: 4%; MARGIN-BOTTOM: 0px">
<font style="FONT-FAMILY: Times New Roman" size="2"><b>Income Tax
Uncertainties</b></font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">P&G is
present in over 150 taxable jurisdictions, and at any point in time
has 50 – 60 audits underway at various stages of completion.
We have tax years open ranging from 1997 and forward. We are
generally not able to reliably estimate the ultimate settlement
amounts or timing until the close of the audit. However, we
evaluate our tax positions and establish liabilities for uncertain
tax positions that may be challenged by local authorities and may
not be fully sustained, despite our belief that the underlying tax
positions are fully supportable. Uncertain tax positions are
reviewed on an ongoing basis and related reserves are adjusted in
light of changing facts and circumstances, including progress of
tax audits, developments in case law, and closing of statute of
limitations. Based on information currently available, we
anticipate that over the next 12 month period, audit activity
could be completed related to uncertain tax positions for which we
have accrued existing liabilities of approximately $500
million.</font></p>
<p style="MARGIN-TOP: 6px; MARGIN-BOTTOM: 0px; MARGIN-LEFT: 4%">
<font style="FONT-FAMILY: Times New Roman" size="2">Additional
information on the Commitments and Contingencies of the Company can
be found in Note 10, Commitments and Contingencies, which appears
in the Company’s Annual Report on Form 10-K for the fiscal
year ended June 30, 2009.</font></p>
<p style="MARGIN-TOP: 0px; MARGIN-BOTTOM: 0px; FONT-SIZE: 6px">
 </p>
</div>9.
Commitments and
Contingencies
Litigation
We are subject
to various legal proceedings and claims arising out of our business
which cover a wide range offalsefalseNo definition available.No authoritative reference available.falsefalse11falseUnKnownUnKnownUnKnownfalsetrue