X0201 42003-10-08 0000104207 WALGREEN CO WAG 0001197071 REED CORDELL 200 WILMOT ROAD DEERFIELD IL 60015 1000Phantom Stock Units2003-10-084A0133.302932.82ACommon Stock133.3029133.3029DDividend Equivalent Rights2003-09-124A03.654232.10ACommon Stock3.65423.6542DThe phantom stock converts into common stock on a one-for-one basis.Walgreen Co. Nonemployee Director Stock PlanTo be settled in two installments, the first of which occurs within thirty (30) days following termination of service as a director, and the second, one year after the first settlement date.The dividend equivalent rights convert into common stock on a one-for-one basis.Robert R. Delaney, Jr., by power of attorney2003-10-09