CL 11-K 2012

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549

FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 
(Mark One)

x
ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2012
 
OR

o
TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________.

Commission file number:  1-644

A. 
Full title of the plan and the address of the plan, if different from that of the issuer named below:

COLGATE-PALMOLIVE COMPANY EMPLOYEES SAVINGS AND INVESTMENT PLAN

B. 
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

COLGATE-PALMOLIVE COMPANY

300 PARK AVENUE, NEW YORK, NY  10022




COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
INDEX TO FINANCIAL STATEMENTS
 
 
Page
Report of Independent Registered Public Accounting Firm
3
 
 
Financial Statements:
 
 
 
Statements of Net Assets Available for Benefits as of December 31, 2012 and 2011
4
 
 
Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2012
5
 
 
Notes to Financial Statements
6
 
 
Signatures
17
 
 
Supplemental Schedule:
 
 
 
Schedule of Assets (held at end of year)
Schedule H

All other schedules were omitted as they are not applicable or not required based on the disclosure requirements of the Employee Retirement Income Security Act of 1974, as amended and applicable regulations issued by the Department of Labor.

Exhibit:
23.1
Consent of Grant Thornton LLP




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Employee Relations Committee of the Colgate-Palmolive Company
Colgate-Palmolive Company Employees Savings and Investment Plan
 
We have audited the accompanying statements of net assets available for benefits of the Colgate-Palmolive Company Employees Savings and Investment Plan (the “Plan”) as of December 31, 2012 and 2011, and the related statement of changes in net assets available for benefits for the year ended December 31, 2012. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Colgate-Palmolive Company Employees Savings and Investment Plan as of December 31, 2012 and 2011, and the changes in net assets available for benefits for the year ended December 31, 2012 in conformity with accounting principles generally accepted in the United States of America.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) is presented for purposes of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.



/s/ GRANT THORNTON LLP
New York, New York
June 27, 2013






3

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2012 AND 2011
(Dollars in thousands)


 
 
 
2012
 
2011
Assets
 
 
 
 
Cash
 
$
6,895

 
$
20,576

Investments at fair value
 
2,748,889

 
2,546,612

Receivables:
 
 

 
 

Participant contributions receivable
 
1,528

 
1,483

Notes receivable from participants
 
16,604

 
16,992

Total receivables
 
18,132

 
18,475

Total assets
 
2,773,916

 
2,585,663

Liabilities
 
 

 
 

Due to brokers for securities purchased
 
1,432

 
202

Long-term notes payable to Colgate-Palmolive Company
 
41,325

 
60,144

Accrued interest on notes payable
 
1,195

 
1,757

Total liabilities
 
43,952

 
62,103

Net assets available for benefits at fair value
 
2,729,964

 
2,523,560

Adjustments from fair value to contract value relating to fully benefit-responsive investment contracts
 
(13,068
)
 
(12,012
)
Net assets available for benefits
 
$
2,716,896

 
$
2,511,548



The accompanying notes are an integral part of these financial statements.

4

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2012
(Dollars in thousands)


 
Additions
 
 
 

Net investment income:
 

Interest
$
5,256

Dividends
55,204

Appreciation in the fair value of investments, net
294,624

Interest expense on notes payable
(2,390
)
Net investment income
352,694

 
 

Contributions:
 

Employer contributions

Participant contributions
43,806

Total contributions
43,806

 
 

Interest income on notes receivable from participants
580

 
 

Total additions
397,080

 
 

Deductions
 

 
 

Administrative expenses
(2,393
)
Distributions to participants
(189,339
)
Total deductions
(191,732
)
 
 

Increase in net assets available for benefits
205,348

Net assets available for benefits – beginning of year
2,511,548

 
 

Net assets available for benefits – end of year
$
2,716,896



The accompanying notes are an integral part of these financial statements.

5

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


1.    Description of the Plan

The Colgate-Palmolive Company Employees Savings and Investment Plan (the "Plan") is a defined contribution plan sponsored by Colgate-Palmolive Company (the "Company"). The Plan is subject to the reporting and disclosure requirements, participation and vesting standards, and fiduciary responsibility provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). The Plan is also a leveraged employee stock ownership plan ("ESOP").  State Street Global Advisors (the “ESOP trustee”), a division of State Street Bank & Trust Company, is the trustee of Funds D and E (the “ESOP shares trust”). The Bank of New York Mellon is the trustee of the remaining funds.

The Plan offers programs which include an employer match, a success sharing program, a retirement contribution program, a bonus savings account program, an income savings account program and a retiree insurance program. The provisions below, applicable to the Plan participants, provide only general information.  Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

Employees eligible to participate in the Plan must meet certain minimum hourly service requirements and be at least 18 years old. Effective September 1, 2010, the Company made several adjustments to its Retirement Program, including the following: (i) allocating a larger portion of the Company’s retirement benefit allocations to the Plan, rather than the Company's Retirement Plan; (ii) new employees hired after June 1, 2010 are not eligible to participate in the Employees' Retirement Income Plan, but are eligible to participate in the Plan; (iii) employees are now eligible upon hire to participate in the Plan. These changes are designed to ensure that the Company continues to provide a level of benefits to employees, at a cost to the Company of providing such benefits, targeted at the median level for similar programs at peer companies.

As of December 31, 2012, the Plan maintained the following funds:
Name of Fund  
Description of the type of investment
Short Term Fixed Income Fund
Guaranteed investment contracts and cash reserve funds
Colgate Common Stock Fund (Fund B)
Colgate-Palmolive Company Common Stock and cash reserve funds
Colgate Employer Common Stock Fund (Fund D)
Colgate-Palmolive Company Employer Common Stock (the ESOP shares trust)
Colgate Common Stock Fund (Fund E)
Colgate-Palmolive Company Common Stock (the ESOP shares trust)
Vanguard Wellington Fund
Common stocks and fixed income securities
Vanguard Institutional Index Fund (Admiral shares)
Equity securities included in the S&P 500 Index in similar proportion
American Funds EuroPacific Growth Fund
Primarily equity securities of companies outside the U.S., in Europe and the Asia/Pacific region
Western Asset Core Plus Fixed Income Fund
Diversified debt portfolio of U.S. government, corporate, mortgage and asset-backed securities
Neuberger Berman Genesis Fund
Primarily common stocks of small capitalization companies (total market value of no more than $2 billion at the time the fund first invests in them)
Wells Fargo Advantage Opportunities Fund
Primarily common stocks of companies with capitalizations (at the time of acquisition) in the range of companies included in the Russell MidCap Index
T. Rowe Price Growth Stock Fund
Normally invests in the common stock of a diversified group of growth companies with an above-average rate of earnings growth
Eaton Vance Large Cap Value Fund
Primarily invests in dividend paying value stocks of large capitalization companies, which have market capitalizations equal to or greater than the median capitalization of companies included in the Russell 1000 Value Index
BlackRock LifePath Funds
Primarily invests in a mix of stocks and fixed income funds


6

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


ESOP

In accordance with the terms of the Plan, on June 19, 1989, the Plan issued $410,030 of long-term notes due through July 2009. The Plan used the proceeds of the notes to purchase 6,315,149 shares of the Company’s Series B Convertible Preference Stock (“Preference stock”) from the Company. These notes, which were guaranteed by the Company, were repaid in July 2009. The Preference stock, each share of which was convertible into eight shares of common stock at the discretion of the ESOP trustee, had a redemption price of $65 dollars per share and paid semi-annual dividends equal to the higher of $2.44 dollars or the current dividend paid on eight common shares for the comparable six-month period. All Preference stock was converted into the Company’s common stock or redeemed in cash upon reallocation to other funds or withdrawal from the Plan.

As a result of rules issued by the Internal Revenue Service related to employer stock held in defined contribution plans, the Company issued a notice of redemption with respect to the remaining 2,405,192 shares of Preference stock outstanding on December 29, 2010. At the direction of the Company’s ESOP trustee, the shares of Preference stock were converted into 19,241,536 shares of common stock. Additionally, the Colgate Preferred Stock Fund (Fund D) was renamed the Colgate Employer Common Stock Fund (Fund D).

As a means of extending the benefits of the ESOP to participants over a longer period, the ESOP shares trust and the Company entered into a loan agreement in June 2000 under which the Company was permitted to loan up to $300,000 through 2009 to the ESOP with repayment scheduled no later than December 31, 2035. Repayments of principal and interest are funded through future contributions and dividends from the Company. The Company did not make any contributions to the ESOP shares trust during 2012. The Company has guaranteed minimum funding of $130,000, on a present value basis, in excess of debt service requirements. As of December 31, 2012 and 2011, the ESOP shares trust had outstanding borrowings from the Company of $41,325 and $60,144, respectively, bearing an average interest rate of 5.77% and 5.84%, respectively.  The fair value of the outstanding notes payable to the Company was estimated at approximately $67 million and $98 million as of December 31, 2012 and 2011, respectively based on current interest rates for debt with similar maturities.
 
Dividends from common stock, together with cash contributions and advances from the Company, were used by the ESOP trustee to repay principal and interest on the long-term notes*. Dividends were also used to fund basic and additional basic retirement contributions**.

A portion of the Employer Common Stock Fund D shares are released for allocation to participants semi-annually based on the ratio of debt service for the period to total debt service over the remaining scheduled life of all ESOP debt. As of December 31, 2012, 9,635,421 common shares (valued at $1,007,287) were released and allocated to participant accounts and the balance of 5,975,227 common shares (valued at $624,650) were available for future allocation to participant accounts. As of December 31, 2011, 10,304,813 common shares (valued at $952,062) were released and allocated to participant accounts and the balance of 6,797,192 common shares (valued at $627,992) were available for future allocation to participant accounts. The ESOP released shares are allocated to fund the employer portion of all the Plan programs in the following manner:

(1)
Pursuant to the Company’s matching contribution under the Savings Program,
(2)
Pursuant to the Basic Retirement Contribution Program**,
(3)
Pursuant to the Additional Basic Retirement Contribution Program**,
(4)
Pursuant to the Bonus Savings Account Program and the Income Savings Account Program,
(5)
Pursuant to the Retiree Insurance Program ***
(6)
As Supplemental Contribution Allocations, and
(7)
Pursuant to the Success Sharing Program.

* The February 2012 dividends on ESOP shares not yet allocated to participant accounts and on ESOP shares allocated to participant accounts were used to repay principal and interest or fund basic and additional basic retirement contributions. Beginning with the May 2012 dividends, only those dividends on ESOP shares not yet allocated to participant accounts were used for these purposes; dividends on ESOP shares allocated to participant accounts were reinvested in shares of stock in Colgate Common Stock Fund B.


7

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


** Basic and additional basic retirement contributions were made from ESOP released shares and from dividends as noted above.

*** Under the revised Retirement Program, effective September 1, 2010, the Company no longer makes allocations into a Retiree Insurance Program unless the employee is a member of one of the Hill’s Pet Nutrition, Inc. participating unions.

Savings Program

Participant Contributions
 
Under the Savings Program, employees generally can contribute to the Plan between 1% and 25% of their recognized earnings (the greater of total compensation paid during the previous calendar year minus items such as reimbursement of moving expenses and special awards, or regular salary as of the most recent January 1, plus commissions and bonuses paid in the prior year). Employees who are not "highly compensated", as defined by the Internal Revenue Code ("IRC"), may contribute any combination up to 25% of their recognized earnings on either a before-tax (subject to certain IRC limitations) or after-tax basis. Employees who are highly compensated may contribute as follows: those employees whose 2012 recognized earnings were less than $139.9 were limited to 16% of their recognized earnings, those employees whose 2012 recognized earnings were between $140.0 and $249.9 were limited to 12% of their recognized earnings and those employees whose 2012 recognized earnings equaled or exceeded $250.0 were limited to 8% of their recognized earnings.  Participants may suspend or resume contributions, change their contribution rate and the allocation of their contributions between before-tax and after-tax earnings on a daily basis. Plan participants are always fully vested in their contributions and related investment earnings. Under the IRC, the maximum allowable pre-tax contribution for participants was $17.0 and $16.5 for 2012 and 2011, respectively. Participants who are expected to reach or are over the age of 50 during the Plan year and are making the maximum contribution are eligible to make additional catch-up contributions. Under the Internal Revenue Code, the maximum allowable catch-up contribution was $5.5 for both 2012 and 2011, on a pre-tax basis.

Employees may direct the investment of participant contributions to any of the Plan’s investment funds, other than Funds D and E, and may change how these contributions will be invested when allocated on a daily basis. Participants may, on a daily basis, diversify or transfer their participant account balances among any of the investment funds in the Plan other than Funds D and E.

Company Matching Contributions

The Company and wholly-owned subsidiaries to which the Plan has been extended, make matching contributions of 50% to 75% of employee contributions up to 6% of recognized earnings, depending on years of service, collective bargaining agreements, and participation status in the Employees’ Retirement Income Plan. Company matching contributions for employees participating in the Savings Program are made in the form of common stock to Fund D and are diversifiable, on a daily basis, immediately upon allocation, among any of the investment funds in the Plan other than Funds D and E. Participants are 50% vested in their Company matching contribution accounts after two years of service and fully vested after three years of service or, if while active, they reach age 55, become permanently disabled, die, or in the event of Plan termination.

Incoming Rollovers

The Plan permits incoming rollovers of before-tax money from Section 403(b) plans and governmental Section 457 plans, as well as both before-tax and after-tax money from other companies’ qualified plans. Participants may direct the investment of an incoming rollover to any of the Plan’s investment funds, other than Funds D and E. Participants may, on a daily basis, diversify or transfer their rollover balances among any of the investment funds in the Plan other than Funds D and E.

Company Retirement Contributions Program

Effective September 1, 2010 the Company began allocating retirement contributions in the form of basic and additional basic retirement contributions equal to 2% up to 7% of employee’s recognized earnings depending upon years of service in

8

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


lieu of pension credits. Employees who participate in the Employees’ Retirement Income Plan under the pre-July 1, 1989 plan formula and employees of Hill’s Pet Nutrition, Inc. that are covered by a collective bargaining agreement are not eligible for these Company retirement contributions. Participating employees may direct the investment of Company retirement contributions to be allocated among any of the Plan’s investment funds, other than Funds D and E. These Company retirement contributions are diversifiable, on a daily basis, immediately upon allocation, among any of the investment funds in the Plan other than Funds D and E. Participants are 50% vested in their account after two years of service and fully vested after three years of service, or if while active, they reach age 55, become permanently disabled, die, or in the event of Plan termination.
 
Success Sharing Program

The Success Sharing Program is designed to enable the Company to share its financial success with employees.  Under the Success Sharing Program, a Success Sharing Account (“SSA”) has been established within the Plan for each eligible employee.  As the Company meets or exceeds annual financial targets, shares of common stock are allocated to employee accounts according to a pre-determined formula. To be eligible, an individual generally must be employed by the Company on a full-time basis, be at least 18 years old and be on the payroll from at least June 30 through the last day of the year. Part-time employees with benefits are also eligible. Employees are at all times fully vested in the value of their SSA. Any allocation is initially credited to Fund D. Participants may, on a daily basis, immediately upon allocation, diversify their SSA among any of the Plan’s investment funds other than Funds D and E.

Bonus Savings Account Program

The Bonus Savings Account (“BSA”) Program is designed to enable each eligible employee to receive an allocation representing all or a portion of his/her bonus in common stock.  Under this program, a BSA allocation is credited to each eligible employee’s BSA established within the Plan.  The portion of an employee’s bonus that can be allocated within the BSA program is determined based on the bonus amount earned, the total number of shares of common stock available for allocation, and other factors such as an employee’s income level and Internal Revenue Service (“IRS”) rules.  This program is generally available to all employees in the United States who are participants in the Plan.  However, due to IRS restrictions, employees who have not been a participant in the Plan for at least two years are unable to participate in the program, and employees with fewer than five years of service may be ineligible to receive a BSA allocation with respect to certain bonus periods.  Employees are at all times fully vested in the value of their BSA and may elect to withdraw the balance of this account from the Plan immediately or at a later date.  Any allocation is initially credited to Fund D. BSA balances are diversifiable, on a daily basis, immediately upon allocation, among any of the investment funds in the Plan other than Funds D and E.

Income Savings Account Program

The Income Savings Account (“ISA”) Program is designed to enable each eligible employee to receive an allocation representing a portion of his/her income in the form of common stock. Under this program, an ISA allocation of common stock is made each year to each eligible employee’s ISA. This program is available to active full-time employees and part-time employees with benefits in the United States, with at least five years of service. Employees are at all times fully vested in the value of their ISA and may elect to withdraw the balance of this account from the Plan immediately or at a later date.  Any allocation is initially credited to Fund D. ISA balances are diversifiable, on a daily basis, immediately upon allocation, among any of the investment funds in the Plan other than Funds D and E.

Retiree Insurance Program

The Retiree Insurance Program is designed to provide funds that can be used by employees to purchase health and life insurance upon retirement. Under the Retiree Insurance Program, a Retiree Insurance Account (“RIA”) has been established within the Plan for each eligible employee.  Each year, shares from the Colgate Employer Common Stock Fund are allocated to each employee’s RIA. Under the revised Retirement Program, effective September 1, 2010, the Company no longer makes allocations into an RIA unless the participant is a member of one of the Hill’s Pet Nutrition, Inc. participating unions.  Allocations are based upon the schedule that was in place as of the Plan year 2009.  Participants are 50% vested in their RIA after two years of service and fully vested after three years of service, or if while active, reach age 55, become permanently disabled, die, or in the event of Plan termination. RIA allocations are made in the form of

9

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


common stock to Fund D and are diversifiable, on a daily basis, immediately upon allocation, among any of the investment funds in the Plan other than Funds D and E. Employees are entitled to the value of the vested amount of their RIA upon resignation, termination or retirement.

Participant Accounts

Each participant account may be credited with the types of allocations described above as well as allocations of fund earnings or losses, and expenses. Allocations are based on participant earnings or account balances, as defined. Certain participant investment accounts are also charged with monthly investment service fees, depending on fund elections. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

Distributions

Participating employees can receive a distribution from the Plan due to retirement, permanent disability, termination or death, or by voluntary partial withdrawal while active.  Settlement is made in accordance with provisions of the Plan and the requirements of the IRC.  Unvested Company matching contributions will be forfeited in the event of termination.  A participant may withdraw his/her before-tax contributions only if, in the judgment of the Employee Relations Committee of the Company (the "Committee"), the withdrawal is due to financial hardship as defined in the Plan, or is within the administrative rules of the Committee and Federal tax laws.

Forfeitures

After the earlier of the distribution of the terminated participant’s vested account balances or the fifth anniversary of the participant’s termination, nonvested employer account balances are returned to the unallocated pool of Colgate common stock and become available to the Company to pay for administrative expenses incurred by the Plan and/or to reduce future Company matching contributions. Forfeitures for the year ended December 31, 2012 and 2011 totaled $148 and $84, respectively.

Notes Receivable From Participants

Participants who have $1,000**** or more in the Plan may borrow from the total of their fund accounts, a minimum of $500**** up to a maximum equal to the lesser of $50,000**** (subject to certain offsets for prior loans) or 50% of their vested balance, subject to certain exclusions. Participants are allowed to have one ordinary loan and one loan related to the purchase of a principal residence, outstanding at any time.  The loans are secured by the balance in the participant’s account and bear a fixed rate of interest equal to the prime rate as listed in The Wall Street Journal on the first business day of the month in which the loan was requested. Principal and interest are paid ratably via payroll deductions. Loans outstanding at December 31, 2012 had interest rates ranging from 3.3% to 9.0% and maturities through 2027.

Plan Termination

Although the Company has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan at any time subject to the provisions of ERISA. In the event of termination of the Plan, the Committee shall compute the value of the accounts of the participants which shall be fully vested and non-forfeitable.  The accounts of each participant shall be distributed in a lump sum.

**** For purposes of this paragraph, dollar amounts are reported as actual dollars.

2.    Summary of Significant Accounting Policies

Basis of Accounting

The financial statements of the Plan are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP").  Distributions to participants are recorded when paid.


10

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires the Plan administrator to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities.  Actual results could differ from those estimates.

Cash and Cash Equivalents
 
The Plan considers all highly liquid investments with original maturities of three months or less to be cash equivalents.

Notes Receivable from Participants

Participant loans are stated at cost plus accrued interest. Interest income is recorded on an accrual basis. Delinquent loans are reclassified as distributions to participants based upon the terms defined in the Plan document.

Investment Valuation and Income Recognition

Plan investments, other than the Plan’s investments in common/collective trust funds and guaranteed investment contracts (“GICs”), are stated at fair value based on quoted market prices or as otherwise determined by Bank of New York Mellon, the Plan’s trustee.

The Plan is invested in common/collective trust funds which are stated at fair value using the net asset value (“NAV”) per unit in each fund.  The NAV is based on the value of the underlying investments owned by each trust, minus its liabilities, divided by the number of shares outstanding.  The liabilities, which are primarily investment management fees due, are included in due to brokers for securities purchased in the Statement of Net Assets Available for Benefits.
The common/collective trust funds are primarily comprised of a mix of stock and fixed income funds.

The Plan has entered into fully benefit-responsive GICs with insurance companies, banks and other financial institutions. The GICs represent investments that have fixed income securities paired with benefit-responsive wrap contracts. Wrap contracts are issued by high-quality financial institutions and have two main roles: to provide a fixed rate of interest for a specified period of time and to enable the fund to pay participant-initiated withdrawals at book value.

The Statements of Net Assets Available for Benefits present both the fair value of the GICs and the adjustment of the fully benefit-responsive GICs from fair value to contract value.  The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.

In certain circumstances, the amount withdrawn from the GICs would be payable at fair value rather than at contract value.  These events include termination of the Plan, a material adverse change to the provisions of the Plan, if the employer elects to withdraw from a contract in order to switch to a different investment provider, or if the terms of a successor plan (in the event of the spin-off or sale of a division) do not meet the contract issuer’s underwriting criteria for issuance of a similar contract. Such circumstances resulting in the payment of benefits at market value rather than contract value are not considered probable of occurring in the foreseeable future.

Examples of events that would permit a contract issuer to terminate a contract upon short notice include the Plan’s loss of its qualified status, un-cured material breaches of responsibilities, or material and adverse changes to the provisions of the Plan.  If one of these events was to occur, the contract issuer could terminate the contract at the market value of the underlying investments (or in the case of traditional GICs, at the hypothetical market value based upon a contractual formula).

Purchases and sales are recorded on a trade-date basis. Realized gains and losses from security transactions are reported using the average cost method. Dividend income is recorded on the ex-dividend date.

11

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


Administration

The Plan is administered by the Committee for the benefit of the participants. Administrative expenses are paid by the Plan.

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year presentation.

3.
Tax Status

The Company has obtained a determination from the IRS in a letter dated March 20, 2003 that the Plan, as amended and restated as of October 1, 1999, qualifies under Sections 401(a), 401(k) and 4975(e)(7) of the IRC, and that the related Trusts are exempt from Federal income taxes under Section 501(a) of the IRC.  The Plan has been amended since receiving the determination letter.  However, the Committee and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. On January 31, 2011, the Company submitted to the IRS an application for a new determination letter.

U.S. GAAP requires plan management to evaluate tax positions taken by the Plan and recognize a tax liability if the plan has taken an uncertain position that more likely than not would not be sustained upon examination by the Internal Revenue Service. The plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2012, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2008.
 
4.
Investments and Fair Value Measurements

Investments

As of December 31, 2012 and 2011, the Plan had investments in Colgate-Palmolive Company Common Stock, mutual funds, cash reserve funds, GICs and common/collective trust funds.
 
The following investments represent 5% or more of the Plan’s net assets as of December 31:

 
 
2012
 
2011
Colgate-Palmolive Company Common Stock, 17,840,218 and 19,223,391 shares, in 2012 and 2011, respectively
 
$
1,865,016

 
$
1,776,049

 
A portion of the investments shown above are nonparticipant-directed investments (see Note 5).

During 2012, the Plan’s investments (including gains and losses on investments purchased and sold, as well as held during the year) appreciated (depreciated) in value as follows: 
 
 
Colgate-Palmolive Company Common Stock
$
225,111

Common/collective trust funds
8,109

Investments in registered investment companies
61,404

Total net appreciation (depreciation) in the fair value of investments
$
294,624


12

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)



The GICs carry a crediting interest rate established at inception and reset periodically (typically quarterly) to approximate the interest earnings of the underlying investments, subject to certain minimums. For 2012, the average yield and the average crediting interest rate on the investment contracts were 1.1% and 2.8%, respectively. For 2011, the average yield and the average crediting interest rate on the investment contracts were 1.4% and 2.9%, respectively.

The contract value of a GIC is the relevant measurement for the portion of the net assets available for benefits attributable to a certain investment contract.  The contract values of the GICs were $150,680 and $145,528 at December 31, 2012 and 2011, respectively.  The fair values of the GICs were $163,748 and $157,540 at December 31, 2012 and 2011, respectively. In accordance with the provisions of the Plan, issuers of GICs must have a credit rating of AA- or better at the time they were hired under the fund manager’s investment rating system.  Accordingly, there are no reserves against contract value for credit risk of the contract issuer or otherwise.

Fair Value Measurements

The Plan uses available market information and other valuation methodologies in assessing the fair value of financial instruments. Judgment is required in interpreting market data to develop the estimates of fair value and, accordingly, changes in assumptions or the estimation methodologies may affect the fair value estimates.

Assets and liabilities carried at fair value are classified as follows:
 
 
Level 1:
Based upon quoted market prices in active markets for identical assets or liabilities.
 
Level 2:
Based upon observable market-based inputs or unobservable inputs that are corroborated by market data.
 
Level 3:
Based upon unobservable inputs reflecting the reporting entity’s own assumptions.
 
Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements establishes a fair value hierarchy that gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). When a price for an identical asset or liability is not observable an entity should use a valuation technique that maximizes the use of relevant observable inputs and minimizes the use of unobservable inputs. The fair value hierarchy within which the fair value measurement in its entirety falls is based on the lowest level of input that is significant to the fair value measurement in its entirety.

The valuation methodologies used for the Plan assets measured at fair value are as follows:
 
Colgate-Palmolive Company Common Stock: Valued at the closing price reported on the active market on which the individual securities are traded.

Mutual funds: Valued at the net asset value of units held by the Plan at year end based upon quoted market prices.

Cash reserve funds: Valued at cost plus accrued interest, which approximates fair value. The funds have no restrictions from redemption.

Guaranteed investment contracts: Valued at the total of the fair value of the underlying securities.

Common/Collective trust funds: Valued using the NAV per unit in each fund.  The NAV is based on the value of the underlying investments owned by each trust, minus its liabilities, divided by the number of shares outstanding.
 

13

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


The following table presents the Plan’s fair value hierarchy for those investments measured at fair value at December 31, 2012:

 
 
Level 1
 
Level 2
 
Total
Colgate-Palmolive Company Common Stock
 
$
1,865,016

 
$

 
$
1,865,016

Mutual funds:
 
 

 
 

 
 

Balanced funds
 
106,369

 

 
106,369

Equity index funds
 
81,547

 

 
81,547

International equity funds
 
86,594

 

 
86,594

Equity funds
 
217,637

 

 
217,637

Fixed income funds
 
101,529

 

 
101,529

Cash reserve funds
 
38,271

 

 
38,271

Guaranteed investment contracts:
 
 
 
 
 


Treasury and agency bonds
 

 
72,533

 
72,533

Corporate bonds
 

 
48,413

 
48,413

Commercial and residential mortgage-backed securities
 

 
33,360

 
33,360

Asset-backed securities
 

 
4,924

 
4,924

Other
 

 
4,518

 
4,518

Common/Collective trust funds
 

 
88,178

 
88,178

Total Investments at Fair Value
 
$
2,496,963

 
$
251,926

 
$
2,748,889


The following table presents the Plan’s fair value hierarchy for those investments measured at fair value at December 31, 2011:
 
 
Level 1
 
Level 2
 
Total
Colgate-Palmolive Company Common Stock
 
$
1,776,049

 
$

 
$
1,776,049

Mutual funds:
 
 

 
 

 


Balanced funds
 
95,218

 

 
95,218

Equity index funds
 
72,418

 

 
72,418

International equity funds
 
78,353

 

 
78,353

Equity funds
 
192,613

 

 
192,613

Fixed income funds
 
84,955

 

 
84,955

Cash reserve funds
 
32,949

 

 
32,949

Guaranteed investment contracts:
 
 
 
 
 
 
Treasury and agency bonds
 

 
83,883

 
83,883

Corporate bonds
 

 
36,201

 
36,201

Commercial and residential mortgage-backed securities
 

 
15,562

 
15,562

Asset-backed securities
 

 
10,360

 
10,360

Other
 

 
11,534

 
11,534

Common/Collective trust funds
 

 
56,517

 
56,517

Total Investments at Fair Value
 
$
2,332,555

 
$
214,057

 
$
2,546,612




14

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


5.
ESOP Shares Trust

Information about the net assets and significant components of the changes in net assets relating to the investments maintained in Funds D and E is as follows:

 
 
December 31,
 
 
2012
 
2011
Assets:
 
 
 
 
Cash
 
$
6,895

 
$
20,576

Fixed income liquid reserve fund
 
2,107

 
683

Colgate-Palmolive Company Common Stock
 
1,660,436

 
1,610,157

Total assets
 
$
1,669,438

 
$
1,631,416

Liabilities:
 
 

 
 

Long-term notes payable to Colgate-Palmolive Company
 
$
41,325

 
$
60,144

Accrued interest on current and long-term notes
 
1,195

 
1,757

Total liabilities
 
42,520

 
61,901

Net assets available for benefits
 
$
1,626,918

 
$
1,569,515


 
 
Year Ended
December 31, 2012
Changes in net assets available for benefits:
 
Employer contributions
$

Dividends and interest, net of fees
38,349

Net appreciation (depreciation) in the fair value of investments
203,080

Transfers to other funds
(70,925
)
Interest expense on current and long-term notes
(2,390
)
Distributions to participants
(110,711
)
Increase (decrease) in net assets available for benefits
$
57,403


The Colgate-Palmolive Company Stock allocated to participants (see Note 1) include nonparticipant-directed investments of 13,533 common shares valued at $1,891 as of December 31, 2011. There were no nonparticipant-directed investments in 2012, as participants may, on a daily basis, immediately upon allocation, diversify their investments among any of the investment funds in the Plan.


15

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollars in thousands, except as indicated)


6.
Reconciliation to Form 5500

At December 31, 2012 and 2011, benefit distributions that have been processed and approved for payment as of such date but not yet paid of $283 and $88, respectively, are not reflected in the financial statements. For reporting to the Department of Labor, these amounts are reported as a liability on Form 5500.

7.
Risks and Uncertainties

The Plan invests in various investment securities.  Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the value of investment securities will occur in the near term and that such changes could materially affect participant account balances and the amounts reported in the Statements of Net Assets Available for Benefits.

8.
Related Party Transactions

Certain investments within the Employee Benefit Temporary Investment FD Fund are shares of funds managed by Bank of New York Mellon, the trustee of the Plan. Certain investments within the Dreyfus Treasury Prime Fund are shares of funds managed by Bank of New York Mellon’s affiliate, Dreyfus. These transactions qualify as party-in-interest transactions that are allowable under ERISA. As of December 31, 2012, the Plan had $11,478 and $514 invested in the Employee Benefit Temporary Investment FD Fund and Dreyfus Treasury Prime Fund, respectively. As of December 31, 2011, the Plan had $6,286 and $4,685 invested in the Employee Benefit Temporary Investment FD Fund and Dreyfus Treasury Prime Fund, respectively. Administrative fees paid to Bank of New York Mellon for the twelve months ended December 31, 2012 were $389.

16



SIGNATURES
 
The Plan: Pursuant to the requirements of the Securities Exchange Act of 1934, as amended the Trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
(Name of Plan)
 
 
Date:           June 27, 2013
/s/ Dennis J. Hickey
 
Dennis J. Hickey
 
Chief Financial Officer
 
Colgate-Palmolive Company
 
 
Date:           June 27, 2013
/s/ Victoria L. Dolan
 
Victoria L. Dolan
 
Vice President and Corporate Controller
 
Colgate-Palmolive Company




EIN:     13-1815595
PN:    003
SCHEDULE H



COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
PARTICIPANT LOANS
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)




(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of  investment including maturity date, rate of interest, collateral,  par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Participant loans, maturities ranging from 1 to 15 years
 
3.3% - 9.0%
 
$
16,604

 
 
 
 
 
 
 

 
 
Total Participant Loans
 
 
 
$
16,604






                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)



(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
 
Colgate Separate Account Cash
 
0.29
%
$
22,043,160

 
$
22,046

 
Dreyfus Treasury Prime Fund
 
0.00
%
513,638

 
514

 
 
American Express Credit Corp
 
5.88
%
711,435

 
718

 
 
Australia & New Zealand B 144A
 
 Var Rate

251,131

 
251

 
 
BP Capital Markets PLC
 
5.25
%
208,124

 
210

 
 
eBay, Inc.
 
0.88
%
150,683

 
151

 
 
Federal Home Ln Bk Cons BD
 
5.00
%
617,530

 
629

 
 
Federal Home Ln Bk Cons BD
 
0.40
%
300,216

 
301

 
 
Federal Home Ln Bk Cons BD
 
0.24
%
299,984

 
300

 
 
Federal Home Ln Bk Cons BD
 
0.34
%
300,323

 
300

 
 
Federal Home Ln Bk Cons BD
 
0.25
%
299,972

 
300

 
 
Federal Home Ln Mtg Corp
 
4.50
%
434,545

 
443

 
 
Federal Natl Mtg Assn
 
0.50
%
600,833

 
602

 
 
Federal Home Ln Mtg Corp
 
2.50
%
211,799

 
214

 
 
General Electric Capital Corp
 
2.10
%
610,435

 
617

 
 
Georgia Power Co
 
1.30
%
150,955

 
152

 
 
GlaxoSmithKline Capital Inc
 
4.85
%
203,349

 
205

 
 
Honeywell International Inc
 
4.25
%
452,909

 
459

 
 
International Business Machine
 
2.10
%
251,573

 
252

 
 
JPMorgan Chase Bank NA
 
 Var Rate

549,907

 
550

 
 
Principal Life Income Funding
 
5.30
%
406,182

 
410

 
 
Svenska Handelsbanken AB
 
 Var Rate

499,752

 
500

 
 
Toyota Motor Credit Corp
 
 Var Rate

600,069

 
601

 
 
UBS AG/Stamford CT
 
2.75
%
125,039

 
127

 
 
Wachovia Corp
 
5.70
%
205,849

 
211

 
 
Total Cash Equivalents
 
 
 
 
$
31,063

 
 
 
 
 
 
 
 
 
 
Guaranteed Investment Contracts:
 
 
 
 
 
 
 
UNITED STATES TREASURY BILL
 
0.25
%
07/15/2015

 
$
2,699

 
 
UNITED STATES TREASURY BILL
 
0.88
%
02/28/2017

 
15,287

 
 
UNITED STATES TREASURY BILL
 
0.25
%
04/30/2014

 
3,203

 
 
UNITED STATES TREASURY BILL
 
1.38
%
02/28/2019

 
5,813



                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
UNITED STATES TREASURY BILL
 
0.25
%
02/28/2014

 
173

 
 
UNITED STATES TREASURY BILL
 
0.25
%
05/15/2015

 
3,097

 
 
UNITED STATES TREASURY BILL
 
0.25
%
01/15/2015

 
30

 
 
UNITED STATES TREASURY BILL
 
0.88
%
04/30/2017

 
1,027

 
 
UNITED STATES TREASURY NOTE
 
0.13
%
07/31/2014

 
7,591

 
 
UNITED STATES TREASURY NOTE
 
0.25
%
03/31/2014

 
4,405

 
 
UNITED STATES TREASURY NOTE
 
1.63
%
08/15/2022

 
1,299

 
 
UNITED STATES TREASURY NOTE
 
2.13
%
11/30/2014

 
4,253

 
 
FEDERAL FARM CREDIT BANK SYSTEM
 
5.05
%
06/22/2018

 
2,072

 
 
FEDERAL HOME LOAN BANK SYSTEM
 
0.50
%
08/28/2013

 
2,108

 
 
FEDERAL NATIONAL MORTGAGE ASSOCI
 
0.75
%
12/18/2013

 
9,049

 
 
FEDERAL HOME LOAN BANK SYSTEM
 
5.38
%
06/14/2013

 
1,744

 
 
FEDERAL HOME LOAN MORTGAGE CORP
 
2.38
%
01/13/2022

 
866

 
 
FEDERAL NATIONAL MORTGAGE ASSOCI
 
1.25
%
09/28/2016

 
3,702

 
 
FEDERAL NATIONAL MORTGAGE ASSOC
 
0.88
%
10/26/2017

 
804

 
 
FEDERAL HOME LOAN MORTGAGE CORPO
 
1.25
%
08/01/2019

 
604

 
 
FEDERAL NATIONAL MORTGAGE ASSOCI
 
6.25
%
05/15/2029

 
433

 
 
DALLAS TEXAS INDEPENDENT SCHO
 
6.45
%
02/15/2035

 
513

 
 
LOUISIANA LOC GOVT ENVIRONMENTAL
 
1.52
%
02/01/2018

 
470

 
 
VIRGINIA COMMONWEALTH TRANS BRD
 
5.35
%
05/15/2035

 
550

 
 
COMMONWEALTH OF PENNSYLVANIA
 
5.85
%
07/15/2030

 
740

 
 
HEALTH CARE REIT, INC.
 
4.13
%
04/01/2019

 
193

 
 
FIRST HORIZON NATIONAL CORP
 
5.38
%
12/15/2015

 
377

 
 
SANTANDER HOLDINGS USA INC
 
3.00
%
09/24/2015

 
128



                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
DUKE REALTY LIMITED PARTNERS
 
4.38
%
06/15/2022

 
264

 
 
SANTANDER HOLDINGS USA INC
 
4.63
%
04/19/2016

 
167

 
 
HEALTH CARE REIT, INC.
 
4.70
%
09/15/2017

 
339

 
 
ERP OPERATING LIMITED PARTNERSH
 
4.63
%
12/15/2021

 
363

 
 
WELLS FARGO & COMPANY
 
3.50
%
03/08/2022

 
888

 
 
GENERAL ELECTRIC CAPITAL CORPORAT
 
5.30
%
02/11/2021

 
283

 
 
U.S. BANCORP
 
3.00
%
03/15/2022

 
499

 
 
WELLS FARGO & COMPANY
 
2.63
%
12/15/2016

 
524

 
 
U.S. BANCORP
 
2.95
%
07/15/2022

 
407

 
 
METLIFE, INC.
 
1.76
%
12/15/2017

 
607

 
 
BANK OF AMERICA CORPORATION
 
6.00
%
09/01/2017

 
179

 
 
CAPITAL ONE FINANCIAL CORPORATIO
 
4.75
%
07/15/2021

 
334

 
 
MORGAN STANLEY
 
5.50
%
07/28/2021

 
174

 
 
BANK OF AMERICA CORPORATION
 
5.65
%
05/01/2018

 
352

 
 
AMERICAN EXPRESS CREDIT CORPORA
 
2.38
%
03/24/2017

 
316

 
 
JPMORGAN CHASE & CO.
 
4.40
%
07/22/2020

 
704

 
 
PRUDENTIAL FINANCIAL, INC.
 
6.00
%
12/01/2017

 
1,206

 
 
CITIGROUP INC.
 
4.50
%
01/14/2022

 
1,538

 
 
BANK OF AMERICA, N.A.
 
5.30
%
03/15/2017

 
1,628

 
 
AMERICAN INTERNATIONAL GROUP, I
 
4.88
%
06/01/2022

 
601

 
 
FIFTH THIRD BANCORP
 
3.63
%
01/25/2016

 
253

 
 
ROYAL BANK OF SCOTLAND GROUP PLC
 
2.55
%
09/18/2015

 
335

 
 
SIMON PROPERTY GROUP, L.P.
 
4.13
%
12/01/2021

 
885

 
 
PNC BANK, NATIONAL ASSOCIATION
 
6.00
%
12/07/2017

 
600

 
 
UNION BANK, N.A.
 
2.13
%
06/16/2017

 
668



                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
BB&T CORPORATION
 
1.60
%
08/15/2017

 
306

 
 
JPMORGAN CHASE & CO.
 
4.50
%
01/24/2022

 
1,151

 
 
JOHN DEERE CAPITAL CORPORATION
 
3.15
%
10/15/2021

 
323

 
 
KEYCORP
 
5.10
%
03/24/2021

 
283

 
 
PROTECTIVE LIFE CORPORATION
 
7.38
%
10/15/2019

 
657

 
 
MORGAN STANLEY
 
6.25
%
08/28/2017

 
235

 
 
MORGAN STANLEY
 
4.00
%
07/24/2015

 
1,226

 
 
THE HARTFORD FINANCIAL SERVICES GRO
 
6.00
%
01/15/2019

 
270

 
 
SUNTRUST BANKS, INC.
 
3.60
%
04/15/2016

 
428

 
 
AMERICAN INTERNATIONAL GROUP, I
 
2.38
%
08/24/2015

 
128

 
 
SUNTRUST BANK
 
7.25
%
03/15/2018

 
305

 
 
HEALTH CARE REIT, INC.
 
5.25
%
01/15/2022

 
171

 
 
MONDELEZ INTERNATIONAL, INC.
 
5.38
%
02/10/2020

 
462

 
 
EASTMAN CHEMICAL COMPANY
 
2.40
%
06/01/2017

 
415

 
 
ERAC USA FINANCE LLC
 
5.25
%
10/01/2020

 
310

 
 
INGERSOLL-RAND GLOBAL HOLDING COM
 
9.50
%
04/15/2014

 
834

 
 
XEROX CORPORATION
 
4.25
%
02/15/2015

 
470

 
 
PENSKE TRUCK LEASING CO., L.
 
2.50
%
03/15/2016

 
578

 
 
NBCUNIVERSAL MEDIA, LLC
 
4.38
%
04/01/2021

 
537

 
 
XEROX CORPORATION
 
8.25
%
05/15/2014

 
418

 
 
CVS CAREMARK CORPORATION
 
5.75
%
06/01/2017

 
73

 
 
TRANSOCEAN INC
 
6.00
%
03/15/2018

 
179

 
 
THE WESTERN UNION COMPANY
 
5.25
%
04/01/2020

 
1,178



                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
SAFEWAY INC.
 
6.35
%
08/15/2017

 
1,121

 
 
WALGREEN CO.
 
1.80
%
09/15/2017

 
202

 
 
TELEFONICA EMISIONES, S.A.U.
 
5.46
%
02/16/2021

 
108

 
 
TRANSOCEAN INC
 
6.38
%
12/15/2021

 
152

 
 
EXPRESS SCRIPTS HOLDING COMPANY
 
2.65
%
02/15/2017

 
707

 
 
GENERAL ELECTRIC COMPANY
 
2.70
%
10/09/2022

 
486

 
 
NOVARTIS CAPITAL CORPORATION
 
2.40
%
09/21/2022

 
680

 
 
SHELL INTERNATIONAL FINANCE B.V.
 
3.10
%
06/28/2015

 
464

 
 
TOYOTA MOTOR CREDIT CORPORATION
 
2.00
%
09/15/2016

 
488

 
 
VERIZON COMMUNICATIONS INC.
 
1.25
%
11/03/2014

 
203

 
 
HEWLETT-PACKARD COMPANY
 
4.30
%
06/01/2021

 
172

 
 
HEWLETT-PACKARD COMPANY
 
3.00
%
09/15/2016

 
474

 
 
PHILIP MORRIS INTERNATIONAL INC
 
1.13
%
08/21/2017

 
150

 
 
PRECISION CASTPARTS CORP.
 
2.50
%
01/15/2023

 
226

 
 
VERIZON WIRELESS CAPITAL LLC
 
5.55
%
02/01/2014

 
902

 
 
BP CAPITAL MARKETS P.L.C.
 
2.25
%
11/01/2016

 
475

 
 
BURLINGTON NORTHERN SANTA FE
 
3.05
%
09/01/2022

 
236

 
 
BP CAPITAL MARKETS P.L.C.
 
3.25
%
05/06/2022

 
1,018

 
 
AT&T INC.
 
2.63
%
12/01/2022

 
1,428

 
 
COVIDIEN INTERNATIONAL FINANCE S.
 
2.80
%
06/15/2015

 
784

 
 
DAIMLER FINANCE NORTH AMER
 
2.63
%
09/15/2016

 
612

 
 
PHILIP MORRIS INTERNATIONAL INC
 
6.88
%
03/17/2014

 
994

 
 
DELTA AIR LINES, INC.
 
5.30
%
04/15/2019

 
246

 
 
ANHEUSER-BUSCH INBEV WORLDWIDE IN
 
2.50
%
07/15/2022

 
456

 
 
ANHEUSER-BUSCH INBEV WORLDWIDE
 
1.38
%
07/15/2017

 
330



                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
COVENTRY HEALTH CARE, INC.
 
6.30
%
08/15/2014

 
197

 
 
TRANSOCEAN INC
 
6.50
%
11/15/2020

 
912

 
 
WATSON PHARMACEUTICALS, INC.
 
3.25
%
10/01/2022

 
180

 
 
WALGREEN CO.
 
3.10
%
09/15/2022

 
178

 
 
WASTE MANAGEMENT, INC.
 
6.38
%
03/11/2015

 
355

 
 
FORD MOTOR CREDIT CO LLC
 
5.88
%
08/02/2021

 
476

 
 
CENOVUS ENERGY INC.
 
3.00
%
08/15/2022

 
517

 
 
INTERNATIONAL GAME TECHNOLOGY
 
5.50
%
06/15/2020

 
119

 
 
KRAFT FOODS GROUP, INC.
 
3.50
%
06/06/2022

 
213

 
 
AUTOZONE, INC.
 
4.00
%
11/15/2020

 
538

 
 
ARROW ELECTRONICS, INC.
 
3.38
%
11/01/2015

 
679

 
 
AGILENT TECHNOLOGIES, INC.
 
3.20
%
10/01/2022

 
409

 
 
ENBRIDGE ENERGY PARTNERS, L.P.
 
9.88
%
03/01/2019

 
606

 
 
ENTERPRISE PRODUCTS OPERATING LL
 
5.25
%
01/31/2020

 
600

 
 
AMERICA MOVIL SOCIEDAD ANONIMA
 
2.38
%
09/08/2016

 
246

 
 
BALTIMORE GAS AND ELECTRIC COMPAN
 
5.90
%
10/01/2016

 
456

 
 
WISCONSIN POWER AND LIGHT COMPANY
 
5.00
%
07/15/2019

 
910

 
 
NEXTERA ENERGY CAPITAL HOLDINGS, IN
 
6.00
%
03/01/2019

 
284

 
 
CAROLINA POWER & LIGHT COMPANY
 
5.30
%
01/15/2019

 
231

 
 
NEVADA POWER COMPANY
 
6.50
%
05/15/2018

 
245

 
 
APPALACHIAN POWER COMPANY
 
4.60
%
03/30/2021

 
732

 
 
ONEOK PARTNERS, L.P.
 
3.25
%
02/01/2016

 
304

 
 
FNMA 756359
 
2.80
%
12/01/2033

 
101

 
 
FHLMC 781013
 
2.23
%
11/01/2033

 
145

 
 
FHLMC 1B0118
 
3.03
%
08/01/2031

 
20



                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
MASTR ASSET SECURITIZA 4A2 2003
 
5.50
%
05/25/2033

 
242

 
 
FGLMC G06348
 
4.50
%
02/01/2041

 
382

 
 
FHLMC G05532
 
5.50
%
08/01/2035

 
1,670

 
 
FNCL AE5441
 
5.00
%
10/01/2040

 
468

 
 
FNMA 754671
 
2.30
%
10/01/2033

 
158

 
 
FGLMC G06255
 
4.50
%
02/01/2041

 
481

 
 
FNMA 748645
 
2.29
%
09/01/2033

 
265

 
 
FNMA 758612
 
2.26
%
11/01/2033

 
177

 
 
FNMA AL2293
 
4.37
%
06/01/2021

 
582

 
 
FNMA 889060
 
6.00
%
01/01/2038

 
695

 
 
FEDERAL HOME LOAN A2 2012-K709
 
2.09
%
03/25/2019

 
1,147

 
 
FEDERAL NATIONAL MO ASQ2 2012-M8
 
1.52
%
12/25/2019

 
512

 
 
FEDERAL NATIONAL M ASQ3 2012-M8
 
1.80
%
12/25/2019

 
617

 
 
FEDERAL NATIONAL MOR A2 2012-M8
 
2.35
%
05/25/2022

 
507

 
 
FHLMC 847589
 
2.85
%
09/01/2035

 
226

 
 
FEDERAL HOME LOAN MOR FB 2006-3208 FRN
 
0.61
%
08/15/2036

 
2,244

 
 
FEDERAL HOME LOAN MORT NA 2004-2882
 
5.00
%
11/15/2034

 
43

 
 
FNCL AL0211
 
5.00
%
04/01/2041

 
596

 
 
FEDERAL HOME LOAN A2 2012-K710
 
1.88
%
05/25/2019

 
2,877

 
 
FEDERAL NATIONAL MORTG 1A2 2012-M4 FRN
 
2.98
%
04/25/2022

 
854

 
 
FNMA 805480
 
5.50
%
12/01/2034

 
1,738

 
 
FGLMC Q09004
 
3.50
%
06/01/2042

 
2,718

 
 
FNCL AO2136
 
3.50
%
05/01/2042

 
1,914



                                            
EIN:     13-1815595
PN:    003
SCHEDULE H


COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
SHORT TERM FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower,
lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
FGLMC C03517
 
4.50
%
09/01/2040

 
2,382

 
 
FNMA 889061
 
6.00
%
01/01/2038

 
588

 
 
FNCL AB5372
 
3.50
%
06/01/2042

 
2,803

 
 
FEDERAL NATIONAL MORTG 2A 2012-M12 FRN
 
2.71
%
09/25/2022

 
629

 
 
CS FIRST BOSTON MORTGA 5A1 2005
 
5.50
%
07/25/2020

 
334

 
 
WAMU 2004AR14 A1
 
2.45
%
01/25/2035

 
157

 
 
MORGAN STANLEY CAPITAL A4 2006-HQ9 FRN
 
5.73
%
07/12/2044

 
1,534

 
 
JP MORGAN CHASE COMM A3 2012-C8
 
2.83
%
10/15/2045

 
513

 
 
COMMERCIAL MORTGAGE A4 2006-C8
 
5.31
%
12/10/2046

 
2,876

 
 
BACM 2003-1 A2
 
4.65
%
09/11/2036

 
167

 
 
HSBC BANK PLC 144A
 
1.63
%
07/07/2014

 
411

 
 
AMERICREDIT AUTOMOBILE A2 2011
 
1.19
%
08/08/2015

 
340

 
 
AMERICREDIT AUTOMOBILE A2 2011
 
0.90
%
09/08/2014

 
22

 
 
ALLY MASTER OWNER TRUS A2 2011
 
1.81
%
05/15/2016

 
762

 
 
ALLY MASTER OWNER TRUS A2 2011
 
2.15
%
01/15/2016

 
1,286

 
 
CENTERPOINT ENERGY RE A1 2012
 
0.90
%
04/15/2018

 
524

 
 
FORD CREDIT FLOOR PLAN A1 2011
 
2.12
%
02/15/2016

 
850

 
 
ALLY BANK A 2010 144A
 
2.88
%
04/15/2015

 
1,139

 
EB TEMPORARY INVESTMENT FUND II
 
0.00
%
 
 
4,270

 
 
Total Guaranteed Investment Contracts
 
 
 
 
$
163,748

 
 
 
 
 
 
 
 
 
 
Total Fund A
 
 
 
 
$
194,811

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Represents a Party-In-Interest.
 
 
 
 
 





 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
COLGATE COMMON STOCK FUND (FUND B)
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
*
 
Employee Benefit Temporary Investment FD
 
$
5,100,744

 
$
5,101

 
 
 
 
 
 
 
*
 
Colgate-Palmolive Co. Common Stock
 
1,956,954
 shares
 
204,580

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
209,681

 
 
 
 
 
 
 
 
 
 
 
 
 
 
*
 
Represents a Party-In-Interest.
 
 

 
 





 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H

COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
COLGATE COMMON STOCK FUND (FUND D)
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(d) Cost
 
(e) Current value
 
 
 
 
 
 
 
 
 
*
 
Employee Benefit Temporary Investment FD
 
$2,056,932
 
$
2,057

 
$
2,057

 
 
 
 
 
 
 
 
 
*
 
Colgate-Palmolive Co. Common Stock
 
15,610,648
 shares
 
126,855

 
1,631,937

 
 
 
 
 
 
 
 
 
 
 
Total
 
 

 
$
128,912

 
$
1,633,994

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
*
 
Represents a Party-In-Interest.
 
 

 
 

 
 





 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
COLGATE COMMON STOCK FUND (FUND E)
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)

(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(d) Cost
 
(e) Current value
 
 
 
 
 
 
 
 
 
*
 
Employee Benefit Temporary Investment FD
 
$
50,016

 
$
50

 
$
50

 
 
 
 
 
 
 
 
 
*
 
Colgate-Palmolive Co. Common Stock
 
272,616
 shares
 
605

 
28,499

 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
$
655

 
$
28,549

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
*
 
Represents a Party-In-Interest.
 
 
 
 
 
 




 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
VANGUARD WELLINGTON FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Mutual Funds:
 
 
 
 
 
 
 
 
 
 
 
 
 
Vanguard Wellington Fund
 
181,925
 units
 
$
106,369

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
106,369





 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
VANGUARD INSTITUTIONAL INDEX FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Mutual Funds:
 
 
 
 
 
 
 
 
 
 
 
 
 
Vanguard Institutional Index Fund (Admiral shares)
 
624,782
 units
 
$
81,547

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
81,547




 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AMERICAN FUNDS EUROPACIFIC GROWTH FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Mutual Funds:
 
 
 
 
 
 
 
 
 
 
 
 
 
American Funds EuroPacific Growth Fund
 
2,105,365
 units
 
$
86,594

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
86,594




 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
WESTERN ASSET CORE PLUS FIXED INCOME FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Mutual Funds:
 
 
 
 
 
 
 
 
 
 
 
 
 
Western Asset Core Plus Fixed Income Fund
 
8,700,041
 units
 
$
101,529

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
101,529




 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
NEUBERGER BERMAN GENESIS FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Mutual Funds:
 
 
 
 
 
 
 
 
 
 
 
 
 
Neuberger Berman Genesis Fund
 
1,893,708
 units
 
$
92,261

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
92,261




 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
WELLS FARGO ADVANTAGE OPPORTUNITIES FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Mutual Funds:
 
 
 
 
 
 
 
 
 
 
 
 
 
Wells Fargo Advantage Opportunities Fund
 
1,059,366
 units
 
$
43,106

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
43,106




 
EIN:  13-1815595
 
PN:  003
 
SCHEDULE H
 
COLGATE-PALMOLIVE COMPANY
EMPLOYEES SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
T. ROWE PRICE GROWTH STOCK FUND
AS OF DECEMBER 31, 2012
(Dollars in thousands, except as indicated)
 
(a)
 
(b) Identity of issuer, borrower, lessor or similar party
 
(c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
(e) Current value
 
 
 
 
 
 
 
 
 
Mutual Funds:
 
 
 
 
 
 
 
 
 
 
 
 
 
T. Rowe Price Growth Stock Fund
 
1,681,850
 units
 
$
63,540

 
 
 
 
 
 
 
 
 
Total
 
 

 
$
63,540