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<HEAD><TITLE>FORM 8-K</TITLE></HEAD>
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<H4 ALIGN=CENTER>                                                             UNITED STATES
                                                  SECURITIES AND EXCHANGE COMMISSION<BR>
                                                        Washington, D.C. 20549</H4>


<H2 ALIGN=CENTER>                                                               FORM 8-K</H2>

<H4 ALIGN=CENTER>                                                            CURRENT REPORT<BR>
                                Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934</H4>
<HR SIZE=3 WIDTH=65% NOSHADE><BR>
<H4 ALIGN=CENTER>Date of Report (Date of earliest event reported):  October 21, 2004</H4>


<CENTER>                                                         THE GILLETTE COMPANY</CENTER>
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<CENTER>                                        (Exact name of registrant as specified in its charter)</CENTER>

<CENTER>                                                      DELAWARE</CENTER>
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<CENTER>                                    (State or other jurisdiction of incorporation)</CENTER><BR>


<CENTER>                                  1-922</CENTER>
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<CENTER>                               (Commission File Number)</CENTER><BR>

<CENTER>                               04-1366970</CENTER>
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<CENTER>                               (IRS Employer Identification No.)</CENTER><BR><BR>



<CENTER>                                              PRUDENTIAL TOWER BUILDING, BOSTON, MA 02199</CENTER>
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<CENTER> (Address of principal executive offices)&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;(Zip Code)</CENTER><BR>

<P>Registrant&acute;s telephone number, including area code:  (617) 421-7000</P>

<P>Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following privisions:</P>

<P>[  ]  Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425)</P>
<P>[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)</P>
<P>[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))</P>
<P>[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))</P>


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<P><B>Item 5.03.  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.</B></P>
<P>On October 21, 2004, the Board of Directors of The Gillette Company (the "Company") voted to amend Article
XIII of the Company's Bylaws to increase the mandatory retirement age of directors from age 70 years to age
72 years.  The amendment became effective as of October 21, 2004.  A copy of the Company's Bylaws incorporating
this amendment is attached hereto as Exhibit 3(ii).</P>

<P><B>Item 9.01.  Financial Statements and Exhibits.</B></P>

<P>(c)      Exhibits.</P>

<P>3(ii)       The Bylaws of The Gillette Company, as amended October 21, 2004, filed herewith.</P>







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<H4 ALIGN=CENTER>                                                              SIGNATURES</H4>

         <P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;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.</P>


                                                              <UL><UL><UL><UL><UL><UL><UL><UL>THE GILLETTE COMPANY<BR><BR>


                                                     By:      <U>/s/ William J. Mostyn III</U><BR>
                                                              &nbsp;&nbsp;&nbsp;&nbsp;&nbsp;William J. Mostyn III<BR>
                                                              &nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Secretary</UL></UL></UL></UL></UL></UL></UL></UL><BR><BR>

<P>October 26, 2004</P>

<PAGE>

<CENTER><B><U>EXHIBIT INDEX</B></U></CENTER>

<PRE>Exhibit Number                        Description
3(ii)                                The Bylaws of The Gillette Company, as amended October 21, 2004, filed herewith.</PRE>


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{"company-data": {"conformed-name": "GILLETTE CO", "cik": "0000041499", "assigned-sic": "3420", "irs-number": "041366970", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-00922", "film-number": "041096870"}, "business-address": {"street1": "PRUDENTIAL TOWER BLDG", "street2": "SUITE 4800", "city": "BOSTON", "state": "MA", "zip": "02199", "phone": "6174217000"}, "mail-address": {"street1": "PRUDENTIAL TOWER BLDG", "street2": "SUITE 4800", "city": "BOSTON", "state": "MA", "zip": "02199"}, "former-company": {"former-conformed-name": "GILLETTE SAFETY RAZOR CO", "date-changed": "19660911"}}
FORM 8-K
UNITED STATES
                                                  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):  October 21, 2004
THE GILLETTE COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
1-922
(Commission File Number)
04-1366970
(IRS Employer Identification No.)
PRUDENTIAL TOWER BUILDING, BOSTON, MA 02199
(Address of principal executive offices)               (Zip Code)
Registrant´s telephone number, including area code:  (617) 421-7000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following privisions:
[  ]  Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.03.  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On October 21, 2004, the Board of Directors of The Gillette Company (the "Company") voted to amend Article
XIII of the Company's Bylaws to increase the mandatory retirement age of directors from age 70 years to age
72 years.  The amendment became effective as of October 21, 2004.  A copy of the Company's Bylaws incorporating
this amendment is attached hereto as Exhibit 3(ii).
Item 9.01.  Financial Statements and Exhibits.
(c)      Exhibits.
3(ii)       The Bylaws of The Gillette Company, as amended October 21, 2004, filed herewith.
SIGNATURES
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 GILLETTE COMPANY
By:
/s/ William J. Mostyn III
William J. Mostyn III
Secretary
October 26, 2004
EXHIBIT INDEX
Exhibit Number                        Description
3(ii)                                The Bylaws of The Gillette Company, as amended October 21, 2004, filed herewith.