SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
WATERS RONALD V
(Last) (First) (Middle)
410 N. MICHIGAN AVENUE
(Street)
CHICAGO IL 606114213
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WRIGLEY WM JR CO [ WWY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/01/2004 M 10,000 A $38.9 15,288 D
Common Stock 07/01/2004 S(1) 1,000 D $63.2 14,288 D
Common Stock 07/01/2004 S(1) 2,000 D $63.1 12,288 D
Common Stock 07/01/2004 S(1) 200 D $63.03 12,088 D
Common Stock 07/01/2004 S(1) 800 D $63.02 11,288 D
Common Stock 07/01/2004 S(1) 2,000 D $63 9,288 D
Common Stock 07/01/2004 S(1) 1,000 D $62.88 8,288 D
Common Stock 07/01/2004 S(1) 1,000 D $62.35 7,288 D
Common Stock 07/01/2004 S(1) 1,000 D $62.3 6,288 D
Common Stock 07/01/2004 S(1) 1,000 D $62.25 5,288 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)H/W 99 2 yr. $38.9 07/01/2004 M 10,000 10/27/2000(2) 10/27/2009 Common Stock 10,000 $0 0.00 D
Common Stock Units $0.00(3) (4) (4) Common Stock 36,918.98 36,918.98(5) D
Stock Option (Right to Buy)-O-01 $48.1 05/23/2002(6) 05/23/2011 Common Stock 42,000 42,000 D
Stock Option (Right to Buy)H/W-99 $38.9 10/27/2000(7) 10/27/2009 Common Stock 10,000 10,000 D
Stock Option (Right to Buy)O-00 $37.46 05/23/2001(8) 05/23/2010 Common Stock 50,000 50,000 D
Stock Option (Right to Buy)O-02 $57.32 05/21/2003(9) 05/21/2012 Common Stock 38,000 38,000 D
Stock Option (Right to Buy)O-03 $54.67 05/20/2004(10) 05/20/2013 Common Stock 50,000 50,000 D
Stock Option (Right to Buy)O-04 $62.28 05/25/2005(11) 05/25/2014 Common Stock 85,000 85,000 D
Explanation of Responses:
1. Represents an open market sale pursuant to a 10b5-1 Trading Plan adopted by Mr. Ronald V. Waters on June 10, 2004.
2. The Option vests in two equal annual installments beginning on October 27, 2000.
3. Each share unit is equivalent to one share of the Company's Common Stock.
4. Share units can be awarded under various programs of the Management Incentive Plan (MIP), which Plan is exempt under Rule 16b-3. Share units acquired under the Long Term Stock Grant Program are restricted as to sale or transfer for one year from date of award. Share units acquired under the Stock Award Program are restricted as to sale or transfer until retirement, termination or death.
5. Total includes share units acquired as a result of the reinvestment of dividends under various programs of the Management Incentive Plan (MIP), which Plan is 16b-3 exempt.
6. The Option vests in four equal annual installments beginning on May 23, 2002.
7. The Option vests in four equal annual installments beginning on October 27, 2000.
8. The Option vests in four equal annual installments beginning on May 23, 2001.
9. The Option vests in four equal annual installments beginning on May 21, 2003.
10. The Option vests in four equal annual installments beginning on May 20, 2004.
11. The Option vests in four equal annual installments beginning on May 25, 2005.
Remarks:
By: Mark Monroe under POA for Ronald V. Waters 07/02/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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