PAGE 1 ============================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1994 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (FULL TITLE OF THE PLAN) E. I. DU PONT DE NEMOURS AND COMPANY 1007 MARKET STREET WILMINGTON, DELAWARE 19898 (NAME AND ADDRESS OF PRINCIPAL EXECUTIVE OFFICE OF ISSUER) ============================================================ PAGE 2 INDEX Page(s) Report of Independent Accountants................. 4 Financial Statements: Statements of Net Assets Available for Plan Benefits with Fund Information at September 30, 1994 and 1993..................... 5-8 Statements of Changes in Net Assets Available for Plan Benefits with Fund Information for the Years Ended September 30, 1994 and 1993..... 9-12 Notes to Financial Statements................... 13-22 Supplemental Schedules: Schedule of Assets Held for Investment Purposes at September 30, 1994 (Schedule I).................. 23 Schedule of Reportable Transactions for the Year Ended September 30, 1994 (Schedule II)........... 24 EXHIBITS Exhibit Number Description 24 Consent of Independent Accountants. PAGE 3 Pursuant to the requirements of the Securities and Exchange Act of 1934, E. I. du Pont de Nemours and Company has duly caused this Annual Report to be signed by the undersigned hereunto duly authorized. Savings and Investment Plan of E. I. du Pont de Nemours and Company Date: March 27, 1995 By ___________________________________ C. L. Henry Senior Vice President-Finance PAGE 4 REPORT OF INDEPENDENT ACCOUNTANTS To the Participants and Administrator of the Savings and Investment Plan of E. I. du Pont de Nemours and Company In our opinion, the financial statements listed in the accompanying index present fairly, in all material respects, the net assets available for plan benefits of the Savings and Investment Plan of E. I. du Pont de Nemours and Company at September 30, 1994 and 1993, and the changes in net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles. These financial statements are the responsibility of E. I. du Pont de Nemours and Company as the Plan's Administrator; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with generally accepted auditing standards which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit 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, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. As discussed in Note 8, the Plan changed its method of accounting for benefit obligations related to distributions currently payable to employees who withdrew funds from the Plan. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in schedules 1 and 2 is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional information required by ERISA. The Fund Information in the statement of net assets available for benefits and the statement of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for benefits of each fund. Schedules 1 and 2 and the Fund Information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. PRICE WATERHOUSE LLP Philadelphia, Pennsylvania January 24, 1995 PAGE 5 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION SEPTEMBER 30, 1994 (Dollars In Thousands, Except Unit or Share Values) FUND INFORMATION 3-Way DuPont Merrill Fixed Family Asset Common Lynch Income of Mutual Allocation Stock Loan Equity Fund Funds Fund Fund Fund Index ---------- ---------- ---------- --------- --------- --------- Investments, at fair value (notes 1, 2 and 3) DuPont Company common stock (cost $349,679) ............. $618,681 Pooled investments (cost $778,302).................... $324,583 $105,207 $201,346 Fixed income (contract value $5,100,340).. $5,100,340 Short-term investments & cash (cost $40,566)................ 39,954 140 45 266 87 Loans to participants- principal balance ........... $164,277 ----------- --------- --------- --------- -------- --------- Total investments .......... 5,140,294 324,723 105,252 618,947 164,277 201,433 Receivables Due from E. I. du Pont de Nemours and Company.. 22,634 3,090 872 1,020 969 ----------- --------- --------- --------- -------- --------- Net assets available for plan benefits .................... $5,162,928 $327,813 $106,124 $619,967 $164,277 $202,402 =========== ========= ========= ========= ======== ========= Unit or share values (note 2) ... $79.73 $67.41 $11.07 $58.00 $29.24 ====== ====== ====== ====== ====== The accompanying notes are an integral part of these financial statements. Continued on next page PAGE 6 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION SEPTEMBER 30, 1994 (Continued) (Dollars In Thousands, Except Unit or Share Values) FUND INFORMATION Merrill Merrill Merrill Merrill Lynch Lynch Lynch Lynch Basic Total Global Balanced Capital Value All Holdings Fund Fund Fund Funds -------- --------- -------- -------- ----------- Investments, at fair value (notes 1, 2 and 3) DuPont Company common stock (cost $349,679) ............. $618,681 Pooled investments (cost $778,302).................... $68,431 $16,125 $45,296 $41,894 802,882 Fixed income (contract value $5,100,340).. 5,100,340 Short-term investments & cash (cost $40,566)................ 29 7 20 18 40,566 Loans to participants- principal balance ........... 164,277 -------- -------- ------- -------- ---------- Total investments .......... 68,460 16,132 45,316 41,912 6,726,746 Receivables Due from E. I. du Pont de Nemours and Company......... 671 180 535 404 30,375 -------- --------- -------- -------- --------- Net assets available for plan benefits .................... $69,131 $16,312 $45,851 $42,316 $6,757,121 ======= ======== ======== ======== =========== Unit or share values (note 2) ... $13.32 $11.67 $27.42 $23.04 ====== ====== ====== ====== The accompanying notes are an integral part of these financial statements. PAGE 7 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION SEPTEMBER 30, 1993 (Dollars In Thousands, Except Unit or Share Values) FUND INFORMATION 3-Way DuPont Merrill Fixed Family Asset Common Lynch Income of Mutual Allocation Stock Loan Equity Fund Funds Fund Fund Fund Index ---------- ---------- ---------- --------- --------- --------- Investments, at fair value (notes 1, 2 and 3) DuPont Company common stock (cost $337,923) ............. $507,873 Pooled investments (cost $595,998).................... $235,865 $106,643 $212,534 Fixed income (contract value $4,701,973).. $4,701,973 Short-term investments & cash (cost $43,311)................. 42,390 336 43 437 23 Loans to participants- principal balance ........... $152,291 ----------- --------- --------- --------- -------- --------- Total investments .......... 4,744,363 236,201 106,686 508,310 152,291 212,557 Receivables Due from E. I. du Pont de Nemours and Company....... 24,882 2,393 866 773 0 1,191 ----------- --------- --------- --------- -------- --------- Net assets available for plan benefits .................... $4,769,245 $238,594 $107,552 $509,083 $152,291 $213,748 =========== ========= ========= ========= ======== ========= Unit or share values (note 2) ... $73.36 $75.53 $11.39 $46.50 $28.29 ====== ====== ====== ====== ====== The accompanying notes are an integral part of these financial statements. Continued on next page PAGE 8 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION SEPTEMBER 30, 1993 (Continued) (Dollars In Thousands, Except Unit or Share Values) FUND INFORMATION Merrill Merrill Merrill Merrill Lynch Lynch Lynch Lynch Basic Total Global Balanced Capital Value All Holdings Fund Fund Fund Funds -------- --------- -------- -------- ----------- Investments, at fair value (notes 1, 2 and 3) DuPont Company common stock (cost $337,923) ............. $507,873 Pooled investments (cost $595,998).................... $29,482 $12,271 $34,925 $27,981 659,701 Fixed income (contract value $4,701,973).. 4,701,973 Short-term investments & cash (cost $43,311)................. 32 1 41 8 43,311 Loans to participants- principal balance ........... 152,291 -------- -------- ------- -------- ---------- Total investments .......... 29,514 12,272 34,966 27,989 6,065,149 Receivables Due from E. I. du Pont de Nemours and Company....... 328 161 479 304 31,377 -------- --------- -------- -------- --------- Net assets available for plan benefits .................... $29,842 $12,433 $35,445 $28,293 $6,096,526 ======= ======== ======== ======== =========== Unit or share values (note 2) ... $13.28 $13.02 $28.46 $23.71 ====== ====== ====== ====== The accompanying notes are an integral part of these financial statements. PAGE 9 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION FOR THE YEAR ENDED SEPTEMBER 30, 1994 (Dollars in Thousands) FUND INFORMATION 3-Way DuPont Merrill Fixed Family Asset Common Lynch Income of Mutual Allocation Stock Loan Equity Fund Funds Fund Fund Fund Index ------- -------- --------- --------- --------- -------- Investment income Interest .............. $411,795 $ 28 $ 9 $ 14 $13,012 $ 9 Dividends ............. 28,034 18,962 3 Distribution of loan investment income.... 10,499 947 279 371 (13,012) 450 -------- -------- --------- --------- -------- -------- Total investment income ............ 422,294 29,009 288 19,347 0 462 Net realized gains (losses) 264 2,008 29,976 2,868 Net unrealized appre- ciation (depreciation) in fair value of investments ........... (32,438) (5,366) 99,049 4,027 Contributions DuPont Company's contributions (net of forfeiture of $471) ............ 53,590 6,129 1,960 2,284 2,250 Participants' savings ............. 257,019 27,146 7,887 6,174 7,771 TRASOP transfers ...... 690 3 1 4,523 3 --------- ---------- ------- -------- -------- -------- 733,593 30,113 6,778 161,353 0 17,381 --------- ---------- ------- -------- -------- -------- Withdrawals.............. (242,448) (9,071) (3,292) (24,615) (7,153) (7,580) Net transfers among funds Loans ................. (68,863) (4,167) (1,516) (7,850) 87,202 (2,690) Loan principal repayments 53,425 5,205 1,582 1,959 (66,979) 2,248 Other authorized transfers ........... (70,521) 67,521 (4,964) (18,088) (20,401) Acquisitions (Divestitures), net.... (11,038) (368) (95) (1,858) (1,089) (304) Affiliated company transfers in (out) .... (465) (14) 79 (17) 5 ---------- --------- ------- -------- -------- -------- (339,910) 59,106 (8,206) (50,469) 11,986 (28,727) ---------- --------- ------- -------- -------- -------- Change in net assets available for plan benefits for the year .................. 393,683 89,219 (1,428) 110,884 11,986 (11,346) Net assets available for plan benefits: Beginning of year ..... 4,769,245 238,594 107,552 509,083 152,291 213,748 ---------- --------- ------- -------- -------- -------- End of year ........... $5,162,928 $327,813 $106,124 $619,967 $164,277 $202,402 ========== ======== ======= ======== ======== ========= The accompanying notes are an integral part of these financial statements. Continued on next page PAGE 10 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION FOR THE YEAR ENDED SEPTEMBER 30, 1994 (Continued) (Dollars in Thousands) FUND INFORMATION Merrill Merrill Merrill Merrill Lynch Lynch Lynch Lynch Basic Total Global Balanced Capital Value All Holdings Fund Fund Fund Funds --------- --------- --------- -------- ------------ Investment income Interest .............. $ 4 $ 2 $ 5 $ 3 $424,881 Dividends ............. 2,663 1,734 3,406 2,595 57,397 Distribution of Loan investment income.... 174 49 121 122 ------- ----------- -------- -------- ----------- Total investment income ............ 2,841 1,785 3,532 2,720 482,278 Net realized gains (losses). 393 (108) 288 234 35,923 Net unrealized appre- ciation (depreciation) in fair value of investments............ (709) (1,468) (1,752) (1,417) 59,926 Contributions DuPont Company's contributions (net of forfeiture of $471) ............ 1,189 384 1,081 834 69,701 Participants' savings ............. 5,451 1,689 4,633 3,543 321,313 TRASOP transfers ...... 1 1 1 5,223 ------- ----------- --------- -------- ----------- 9,166 2,282 7,783 5,915 974,364 ------- ----------- --------- -------- ----------- Withdrawals ............. (1,101) (499) (1,273) (1,310) (298,342) Net transfers among funds Loans ................. (576) (293) (589) (658) Loan principal repayments 1,035 256 638 631 Other authorized transfers ........... 30,834 2,180 3,957 9,482 Acquisitions (Divestitures), net ... (69) (48) (112) (34) (15,015) Affiliated company transfers in (out) .... 1 2 (3) (412) ------- ---------- --------- -------- ----------- 30,123 1,597 2,623 8,108 (313,769) ------- ----------- --------- -------- ----------- Change in net assets available for plan benefits for the year .................. 39,289 3,879 10,406 14,023 660,595 Net assets available for plan benefits: Beginning of year ..... 29,842 12,433 35,445 28,293 6,096,526 ------- ----------- --------- -------- ----------- End of year ........... $69,131 $16,312 $45,851 $42,316 $6,757,121 ======= =========== ========= ======== =========== The accompanying notes are an integral part of these financial statements. PAGE 11 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION FOR THE YEAR ENDED SEPTEMBER 30, 1993 (Dollars in Thousands) FUND INFORMATION U.S. 3-Way DuPont Merrill Savings Fixed Family Asset Common Lynch Bond Income of Mutual Allocation Stock Loan Equity Fund Fund Funds Fund Fund Fund Index -------- ----------- --------- ---------- --------- --------- ----------- Investment income Interest .............. $ 206 $ 407,251 $ 34 $ 5 $ 20 $ 12,479 $ 3 Dividends ............. 22 24,366 506 19,147 Distribution of loan investment income.... 9,941 706 211 1,121 (12,479) 325 ------- ---------- -------- ------- -------- -------- ---------- Total investment income ............ 206 417,214 25,106 722 20,288 0 328 Net realized gains ...... 4,041 2,070 24,069 1,322 Net unrealized appre- ciation (depreciation) in fair value of investments ........... 32,993 11,506 (26,783) 15,915 Contributions DuPont Company's contributions (net of forfeiture of $393) ............ 47,086 4,607 1,674 17,335 1,751 Participants' savings ............. 2,697 210,876 22,197 6,782 6,012 7,317 TRASOP transfers ...... 828 2 1 6,648 2 ------- ---------- -------- ------- -------- -------- ---------- 2,903 676,004 88,946 22,755 47,569 0 26,635 ------- ---------- -------- ------- -------- -------- ---------- Withdrawals ............. (14,633) (197,269) (8,428) (2,384) (22,730) (5,524) (4,944) Net transfers among funds Loans ................. (7) (69,682) (3,046) (1,280) (10,156) 87,746 (2,572) Loan principal repayments 2 48,377 3,476 1,011 3,941 (59,483) 1,687 Other authorized transfers ........... (1,628) (47,026) (219,750) 14,626 (28,300) 193,374 Acquisitions (Divestitures), net.... (7,142) (513) (176) (615) (831) (439) Affiliated company transfers in (out) .... 1,344 46 33 192 65 7 ------- ---------- -------- ------- -------- -------- ---------- (16,266) (271,398) (228,215) 11,830 (57,668) 21,973 187,113 ------- ---------- -------- ------- -------- -------- ---------- Change in net assets available for plan benefits for the year .................. (13,363) 404,606 (139,269) 34,585 (10,099) 21,973 213,748 Net assets available for plan benefits: Beginning of year ..... 13,363 4,364,639 377,863 72,967 519,182 130,318 ------- ---------- -------- ------- -------- -------- ---------- End of year ........... $0 $4,769,245 $238,594 $107,552 $509,083 $152,291 $213,748 ======= ========== ======== ======= ======== ======== ========== The accompanying notes are an integral part of these financial statements. Continued on next page PAGE 12 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION FOR THE YEAR ENDED SEPTEMBER 30, 1993 (Continued) (Dollars in Thousands) FUND INFORMATION Merrill Merrill Merrill Merrill Lynch Lynch Lynch Lynch Basic Total Global Balanced Capital Value All Holdings Fund Fund Fund Funds --------- ----------- --------- -------- ------------ Investment income Interest .............. $ 1 $ 1 $420,000 Dividends ............. $ 183 973 $ 866 46,063 Distribution of Loan investment income.... 43 31 63 38 ------- ----------- -------- --------- ----------- Total investment income ............ 44 214 1,037 904 466,063 Net realized gains ........ 168 174 332 159 32,335 Net unrealized appre- ciation (depreciation) in fair value of investments............ 3,084 715 2,015 1,176 40,621 Contributions DuPont Company's contributions (net of forfeiture of $393) ............ 376 246 689 265 74,029 Participants' savings ............. 1,814 1,083 3,062 1,167 263,007 TRASOP transfers ...... 7,481 ------- ----------- --------- -------- ----------- 5,486 2,432 7,135 3,671 883,536 ------- ----------- --------- -------- ----------- Withdrawals ............. (227) (116) (688) (254) (257,197) Net transfers among funds Loans ................. (217) (218) (424) (144) Loan principal repayments 243 139 378 229 Other authorized transfers ........... 24,605 10,207 29,101 24,791 Acquisitions (Divestitures), net ... (48) (11) (73) (9,848) Affiliated company transfers in (out) .... 16 1,703 ------- ---------- --------- -------- ----------- 24,356 10,001 28,310 24,622 (265,342) ------- ----------- --------- -------- ----------- Change in net assets available for plan benefits for the year .................. 29,842 12,433 35,445 28,293 618,194 Net assets available for plan benefits: Beginning of year ..... 5,478,332 ------- ----------- --------- -------- ----------- End of year ........... $29,842 $12,433 $35,445 $28,293 $6,096,526 ======= =========== ========= ======== =========== The accompanying notes are an integral part of these financial statements. PAGE 13 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS NOTE 1 -- DESCRIPTION OF SAVINGS AND INVESTMENT PLAN: THE PLAN The Savings and Investment Plan of E. I. du Pont de Nemours and Company (the "Plan") is a defined contribution plan which was established by the Company's Board of Directors and became effective September 1, 1955. The purpose of the Plan is to encourage and assist employees in following a systematic savings program suited to their individual objectives, and to provide an opportunity for employees, at no cost to themselves, to become stockholders of the Company. The Plan is a tax qualified contribu- tory profit sharing plan. Any employee of the Company or its subsidiaries (including Du Pont Merck Pharmaceutical Company (Dupont Merck), a general partnership which has adopted the Plan) who has completed at least one year of continuous service, as determined in accordance with the Company's service rules, or who has been compensated for 1,000 or more hours in a period of twelve consecutive months is eligible to participate in the Plan. An eligible employee may authorize the Company to make a payroll deduction under the Plan ranging from 1% to 22% of monthly pay. The amount deducted can be deposited into a before-tax or after-tax account or some combination thereof. Any amounts in excess of 16% are considered to be cash supplemental deposits and must be deposited in the after-tax account. The before-tax provision is permitted under Section 401(k) of the Internal Revenue Code. Nondiscrimination rules of the Internal Revenue Code require that the average savings rates in both the before-tax and after-tax accounts of "Highly Compensated" employees (as defined by the IRS) should be limited by the average savings rates of "Nonhighly Compensated" employees. At September 30, 1994 and September 30, 1993, there was no limitation on the after-tax savings rate (other than the plan limit) for the "Highly Compensated" employees and the allowable before-tax savings rate was 13% in both years. At September 30, 1994 and September 30, 1993, the allowable before-tax savings rate for the "Highly Compensated" employees at Dupont Merck was 12% and 11%, respectively. In addition, in accordance with Internal Revenue Code, the Plan limited contributions by any employee to the before-tax account to $9,240 in 1994 and $8,994 in 1993. The Company will contribute an amount equal to 50% of the participant's savings deductions during a month except that no company contribution will be made for any participant's savings in excess of 6% of monthly pay. In addition, subject to certain limitations, a participant is allowed to make lump sum savings deposits in cash or through payroll deduction to the Plan at any time. A participant with less than five years of participation credit, who withdraws any matched before-tax or after-tax savings will forfeit a portion of related company contributions in accordance with specific plan provisions. Company contributions will be suspended for six months if a PAGE 14 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) participant withdraws any matched before-tax or after-tax savings or com- pany contributions contributed to the account during the last two years of participation or any earnings in the before-tax or after-tax accounts. A participant who retires from active service may elect to make a full account withdrawal in the later of the month in which employment was terminated or March of the calendar year following the year in which the participant attains age 70 1/2. Participants may borrow up to one-half of their nonforfeitable account balances subject to certain minimum and maximum loan limitations. The loans are executed by promissory notes and have a minimum term of 12 months and a maximum term of 60 months, except for qualified residential loans which have a maximum term of 120 months. The loans bear an interest rate equal to the average rate charged by selected major banks to prime customers for secured loans. The loans are repaid over the term in monthly installments of principal and interest by payroll deduction. A participant also has the right to repay the loan in full at any time without penalty. INVESTMENT FUNDS The following investment funds have been established with trustees for the investment of employee savings and company contributions. The nature of the investments maintained in each fund is described below: U.S. Savings Bond Fund -- United States Savings Bonds, Series EE in $100 denominations. This fund was eliminated as of May 1, 1993. Fixed Income Fund -- Investments under agreement with one or more financial institutions, including insurance companies, banks and other investment companies which provide for the return of principal in full plus the payment of interest at a predetermined rate for a specific period of time. The fund's blended rate of return for the 12 months ending September 30, 1994 and September 30, 1993 was 8.7% and 9.3%, respectively. Family of Mutual Funds -- A group of seven different mutual funds, each with its own investment objectives, offered through Fidelity Investments Institutional Operations Company. As of January 13, 1993 these funds were transferred to similar mutual funds at Merrill Lynch with the exception of Magellan and Retirement Growth which were combined into the Magellan fund. The Magellan Fund continues to be shown under the caption Family of Mutual Funds. PAGE 15 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) 3-Way Asset Allocation Fund -- 3-Way Asset Allocation Fund with money invested by Wells Fargo Nikko Investment Advisors among stocks, bonds, and cash (money market). DuPont Common Stock Fund -- DuPont common stock. Loan Fund -- Participant loans--amounts transferred from the United States Savings Bond Fund, the Fixed Income Fund, the Fidelity Family of Mutual Funds, Merrill Lynch Mutual Funds, the DuPont Common Stock Fund and/or the 3-Way Asset Allocation Fund that are loaned to participants. Merrill Lynch Funds -- A group of 5 different mutual funds each with its own investment objective offered through Merrill Lynch. Participants may allocate their before and after-tax savings deductions and company contributions among all funds at their discretion. Amounts contributed by the Company were not used to purchase U.S. Savings Bonds but could be allocated to any of the other funds at the participant's discretion. TRASOP transfers represent transfers to the Plan from the Tax Reform Act Stock Ownership Plan sponsored by the Company. Acquisitions (divestitures) represent transfers between the Plan and other qualified trusts as the result of the purchase (sale) of certain Company businesses. Affiliated company transfers in (out) represent the net movement of participant account balances between the Plan and other Company sponsored defined contribution benefit plans. At September 30, 1994 the Plan participants directed their savings and the related matching company contributions be invested in the following funds (approximate number of participants in each fund): Fixed Income Fund (82,400); Family of Mutual Funds (15,500); DuPont Common Stock Fund (49,600); 3-Way Asset Allocation Fund (6,600); Merrill Lynch (ML) Global Holdings (5,700); ML Balanced Fund(2,300); ML Equity Index (8,200); ML Capital Fund (4,700); ML Basic Value Fund (3,500). Approximately 22,500 participants had loans outstanding in the Loan Fund at September 30, 1994. PAGE 16 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) ADMINISTRATION The designated trustee of all the aforementioned funds is Merrill Lynch Trust Company of America (Merrill Lynch). The administration of the Plan is vested in the Company which may designate one or more persons to operate and administer the Plan. The Company has the responsibility of appointing the trustees and the Vice President, Pension Fund Investment, has the authority to designate the Plan's investment options. All recordkeeping and trustee fees of the Plan are paid by the Company. The administrative fees for the Fixed Income Fund are netted against the investment income of these funds. While the Company has not expressed any intent to terminate the Plan, it is free to do so at any time. In the event the Plan is terminated, all participants become vested and the distribution of all account balances will be made based upon the valuation of the participant's account. NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES For financial reporting purposes, the assets of the Plan are reflected on the accrual and fair value bases of accounting. The provi- sions of the Employee Retirement Income Security Act of 1974 (ERISA) require presentation based on fair value. The fair value of the United States Savings Bonds Fund is based on the redemption values for U.S. Savings Bonds which are published by the Department of Treasury. U.S. Savings Bonds are nonredeemable for a six month period subsequent to purchase. Such bonds purchased within six months prior to the September 30 period-end are valued at cost. The Fixed Income Fund guaranteed investment contracts, separate account portfolios and synthetic guaranteed investment contracts are fully benefit responsive and thus, are stated at cost plus accrued interest, using the contracted interest rates applied to the daily account balances. Investments in the Family of Mutual Funds, the DuPont Common Stock Fund, and Merrill Lynch Mutual Funds, except for the Equity Index Fund, are stated at fair value based on publicly quoted market prices. Investments in the Merrill Lynch Equity Index Fund and the 3-Way Asset Allocation Fund are stated at the fair value of all underlying assets as reported by the applicable custodian. The fair value of loans to participants in the Loan Fund represent the outstanding principal balances of the loans. The unit value or price of the Fixed Income Fund, the 3-Way Asset Allocation Fund, Merrill Lynch Mutual Funds and the DuPont Common Stock Fund, reflect the prices at which participant's accounts are valued at the end of the period reported. The "Net Asset Value" per share, or NAV, for each Fund in the Family of Mutual Funds is computed by adding the value of all portfolio holdings and other assets, deducting liabilities and then dividing the result by the number of shares outstanding at month end. Fidelity Investments Institutional Operations Company calculates each of these Funds' NAV at the close of each business day of the New York Stock PAGE 17 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) Exchange. There is no unit value for the United States Savings Bonds Fund and the Loan Fund since U.S. Savings Bonds and loans are identified directly with participants' accounts. The Company may, at its option, issue DuPont common stock in lieu of cash contributions to the DuPont Common Stock Fund and also in lieu of cash dividends on DuPont common stock. The number of shares issued is based upon the cash value of the contributions and dividends divided by the market value of DuPont common stock at the end of the month of issue. Shares of DuPont common stock are allocated to participants in the DuPont Common Stock Fund based on the ratio of the amount deposited to each participant's account to the total amount contributed to the Fund. Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis. Gains and losses on the sale of the DuPont Common Stock Fund investment securities are based on average cost of the securities sold and are recognized on the trade date. Monthly sales and purchases are netted to minimize brokerage fees. NOTE 3 -- INVESTMENTS The following presents the Plan's investments at fair value. September 30, September 30, 1994 1993 ------------ ------------- (Dollars in Thousands) Investments at fair value Fixed income (GIC, SAP, SYN).............. $5,100,340 $4,701,973 DuPont common stock ..................... 618,681 507,873 Short-term investments & cash ............ 40,566 43,311 Loans to participants .................... 164,277 152,291 Pooled investments ....................... 802,882 659,701 ---------- ---------- Total investments at fair value ........ $6,726,746 $6,065,149 ========== ========== The Plan held 10,666,912 shares of DuPont Common Stock valued at $58.00 per share and representing more than 5% of the net assets available for benefits at September 30, 1994. Short-term investments represent funds deposited in the Merrill Lynch Government Fund, a money market fund. PAGE 18 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) The pooled investments consist of the following: September 30, 1994 --------------------------- Fair Market Value Cost ----------- ---------- (Dollars in Thousands) 3-Way Asset Allocation Fund .............. $ 105,207 $ 99,243 Family of Mutual Funds ................... 324,583 327,554 Merrill Lynch Mutual Funds Equity Index Trust...................... 201,346 181,405 Global Holdings......................... 68,431 66,056 Balanced Fund........................... 16,125 16,877 Capital Fund ........................... 45,296 45,032 Basic Value Fund........................ 41,894 42,135 ---------- ---------- Total Pooled Investments ................. $ 802,882 $ 778,302 ========== ========== Fixed income guaranteed investment contracts, separate account portfolios (*) and synthetic guaranteed investment contracts (SYN) at September 30, 1994 consist of the following: Current Description Value ----------- ----------- (Dollars in Thousands) Aetna Life Insurance Company--8.73%, 12/1/96................... $ 104,500 Aetna Life Insurance Company--8.88%, 12/1/96................... 105,615 Aetna Life Insurance Company--8.52%, 12/1/96 .................. 102,978 Aetna Life Insurance Company--9.71%, 12/1/98 .................. 145,537 Aetna Life Insurance Company--9.48%, 12/1/98 .................. 143,930 Aetna Life Insurance Company--8.9%, 12/1/99 .................. 132,406 Aetna Life Insurance Company--8.89%, 12/1/00 .................. 103,506 Aetna Life Insurance Company--8.12%, 1/2/99 *.................. 167,329 Aetna Life Insurance Company--7.18%, 1/2/99 *.................. 99,808 Allstate Life Insurance Company--8.50%, 12/1/01................ 120,293 Bankers Trust--5.65%, 12/31/01 (SYN)........................... 123,151 Bankers Trust--7.67%, 12/31/25 (SYN)........................... 83,175 Citibank--5.38%, 9/1/00........................................ 157,908 Citibank--7.45%, 12/31/10 (SYN)................................ 50,789 John Hancock Mutual Life Insurance Company-- 9.4%, 12/1/98 ... ........................................... 143,375 John Hancock Mutual Life Insurance Company-- 9.0%, 12/1/99 ............................................... 132,928 PAGE 19 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) Fixed income guaranteed investment contracts, separate account portfolios (*) and synthetic guaranteed investment contracts (SYN) at September 30, 1994 consist of the following (continued): Current Description Value ----------- ----------- (Dollars in Thousands) John Hancock Mutual Life Insurance Company--8.89%, 12/1/99..... $ 132,358 John Hancock Mutual Life Insurance Company--8.31%, 12/3/01..... 80,206 John Hancock Mutual Life Insurance Company--7.52%, 1/2/99 *.... 157,859 Massachusetts Mutual Life Insurance Company--9.15%, 12/1/00.... 100,989 Metropolitan Life Insurance Company--12.25%, 12/1/94........... 13,001 Metropolitan Life Insurance Company-- 6.7%, 7/1/99 *........... 117,956 Metropolitan Life Insurance Company--9.64%, 12/1/98 ........... 145,047 New York Life Insurance Company--10.15%, 12/1/97 .............. 122,901 New York Life Insurance Company--9.75%, 12/1/97................ 120,140 New York Life Insurance Company--9.36%, 12/1/98................ 143,096 New York Life Insurance Company--9.66%, 12/1/98................ 43,461 New York Life Insurance Company--9.27%, 12/01/00............... 85,466 New York Life Insurance Company--7.31%, 7/1/99 *............... 99,867 New York Life Insurance Company--7.25%, 7/1/99 *............... 136,233 New York Life Insurance Company--6.45%, 4/1/99 *............... 137,471 Peoples Security Life Insurance Company, a Member of the Capital Holdings Family--6.25%, 1/4/99 (SYN)................ 201,304 Peoples Security Life Insurance Company, a Member of the Capital Holdings Family--6.65%, 4/1/99 (SYN)................ 231,896 Prudential Life Insurance Company--13.45%, 12/1/94 ............ 14,344 Prudential Life Insurance Company--12.49%, 12/1/94 ............ 13,256 Prudential Life Insurance Company--11.27%, 12/1/95 ............ 47,286 Prudential Life Insurance Company--10.62%, 12/1/95 ............ 45,060 Prudential Life Insurance Company--10.48%, 12/1/95............. 44,592 Prudential Life Insurance Company--10.65%, 12/1/97............. 126,404 Prudential Life Insurance Company--8.97%, 12/1/99 ............. 138,081 Prudential Life Insurance Company-- 9.6%, 12/1/00 ............. 88,382 Prudential Life Insurance Company--8.15%, 7/1/99 *............ 99,823 Prudential Life Insurance Company--7.83%, 1/2/99 *............. 101,578 Prudential Life Insurance Company--9.01%, 12/1/99 ............. 138,296 Travelers Life Insurance Company--10.17%, 12/1/97 ............. 123,052 Travelers Life Insurance Company--9.15%, 12/1/99 .............. 133,707 ---------- Total Investment in Fixed Income ......................... 5,100,340 ========== PAGE 20 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE 4 -- REALIZED AND UNREALIZED GAINS AND LOSSES Realized and unrealized gains and losses are calculated based upon historical cost of assets. Such gains and losses are computed on a current value basis for Form 5500. The difference may result in a differing classi- fication between realized and unrealized but the total gain or loss will be unaffected. NOTE 5 -- INCOME TAX STATUS The Savings and Investment Plan is a qualified plan pursuant to Section 401(a) of the Internal Revenue Code and the related Trusts are exempt from federal taxation under Section 501(a) of the Code. A favor- able tax determination letter has been received by the Plan. Accordingly, no provision has been made for federal income taxes in the accompanying financial statements. The Plan has been amended since receiving the determination letter. However, the Plan Administrator 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 Internal Revenue Code. Participants in the Plan are not subject to federal income taxes on account balances arising from employer contributions, tax-deferred employee deposits, or accrued income until distributions or withdrawals are made. NOTE 6 -- CHANGE OF TRUSTEE AND RECORDKEEPER Effective January 1993 the recordkeeping of the Savings and Investment Plan was transferred to Merrill Lynch, Pierce, Fenner & Smith Incorporated. Concurrently with this move, Merrill Lynch became the Trustee for the Fixed Income, Family of Mutual Funds, 3-Way Asset Allocation, DuPont Common Stock, Loan and the Merrill Lynch Mutual Funds. Wilmington Trust Company remained Trustee of the U.S. Savings Bond Fund until its elimination. PAGE 21 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE 7 -- WELLS FARGO CONVERSION In November 1992, the Plan's position in the Wells Fargo 3-Way Asset Allocation Fund was converted from Monthly (U.S. Tactical Asset Allocation Fund) to Daily (U.S. Tactical Asset Allocation Fund E). This conversion resulted in a change of the base unit value to $10 per share with a relative change in shares held to ensure no gain or loss for participants. The conversion was necessary to allow daily trading of the Wells Fargo Fund. NOTE 8 -- ACCOUNTING CHANGE The Plan changed its method of accounting for benefit obligations related to distributions currently payable to employees who withdrew funds from the Plan to comply with recently issued guidance for accounting and disclosure by employee benefit plans. The 1993 financial statements have been restated to reflect this change. Accordingly, net assets available for benefits at September 30, 1993 and October 1, 1992 have been increased from those previously reported by $2,019 and $4,392, respectively, and withdrawals have been increased from those previously reported by $2,373 for the period ending September 30,1993 (dollars in thousands). Benefit obligations currently payable are as follows: September 30, 1994 1993 ----------- ---------- (Dollars in Thousands) Fixed Fund................................ $2,143 $1,383 DuPont Common Stock....................... 258 349 3-Way Asset Allocation Fund .............. 43 15 Family of Mutual Funds ................... 135 205 Merrill Lynch Mutual Funds Equity Index Trust...................... 84 21 Global Holdings......................... 29 3 Balanced Fund........................... 7 1 Capital Fund ........................... 19 40 Basic Value Fund........................ 17 2 ---------- ---------- Total benefit obligation payable $2,735 $2,019 ========== ========== PAGE 22 SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE 9 -- RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500: September 30, 1994 1993 ----------- ---------- (Dollars in Thousands) Net assets for benefits per the financial statements $6,757,121 $6,096,526 Less: Amounts allocated to withdrawing participants (2,735) (2,019) ------------ ----------- Net assets available for benefits per the Form 5500: $6,754,386 $6,094,507 =========== =========== The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500: Year ended September 30, 1994 ------------------ (Dollars in Thousands) Benefits paid to participants per the financial statements $298,342 Add: Amounts allocated to withdrawing participants at September 30, 1994 2,735 Less: Amounts allocated to withdrawing participants at September 30, 1993 (2,019) --------------- Benefits paid to participants per the Form 5500 $299,058 =============== Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to September 30 but not yet paid as of that date. PAGE 23 SCHEDULE I SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") ITEM 27A-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES SEPTEMBER 30, 1994 Current Description Cost Value ----------- ------------ ----------- (Dollars in Thousands) Aetna Life Insurance Company--8.73%, 12/1/96 $ 104,500 $ 104,500 Aetna Life Insurance Company--8.88%, 12/1/96 105,615 105,615 Aetna Life Insurance Company--8.52%, 12/1/96 102,978 102,978 Aetna Life Insurance Company--9.71%, 12/1/98 145,537 145,537 Aetna Life Insurance Company--9.48%, 12/1/98 143,930 143,930 Aetna Life Insurance Company--8.9%, 12/1/99 132,406 132,406 Aetna Life Insurance Company--8.89%, 12/1/00 103,506 103,506 Aetna Life Insurance Company--8.12%, 1/2/99<FA> 167,329 167,329 Aetna Life Insurance Company--7.18%, 1/2/99<FA> 99,808 99,808 Allstate Life Insurance Company--8.50%, 12/1/01 120,293 120,293 Bankers Trust--5.65%, 12/31/01 <FSYN> 123,151 123,151 Bankers Trust--7.67%, 12/31/25 <FSYN> 83,175 83,175 Citibank--5.38%, 9/1/00 157,908 157,908 Citibank--7.45%, 12/31/10 <FSYN> 50,789 50,789 John Hancock Mutual Life Insurance Company-- 9.4%, 12/1/98 143,375 143,375 John Hancock Mutual Life Insurance Company-- 9.0%, 12/1/99 132,928 132,928 John Hancock Mutual Life Insurance Company-- 8.89%, 12/1/99 132,358 132,358 John Hancock Mutual Life Insurance Company-- 8.31%, 12/3/01 80,206 80,206 John Hancock Mutual Life Insurance Company-- 7.52%, 1/2/99<FA> 157,859 157,859 Massachusetts Mutual Life Insurance Company-- 9.15%, 12/1/00 100,989 100,989 Metropolitan Life Insurance Company--12.25%, 12/1/94 13,001 13,001 Metropolitan Life Insurance Company-- 6.7%, 7/1/99<FA> 117,956 117,956 Metropolitan Life Insurance Company--9.64%, 12/1/98 145,047 145,047 New York Life Insurance Company--10.15%, 12/1/97 122,901 122,901 New York Life Insurance Company--9.75%, 12/1/97 120,140 120,140 New York Life Insurance Company--9.36%, 12/1/98 143,096 143,096 New York Life Insurance Company--9.66%, 12/1/98 43,461 43,461 New York Life Insurance Company--9.27%, 12/01/00 85,466 85,466 New York Life Insurance Company--7.31%, 7/1/99<FA> 99,867 99,867 New York Life Insurance Company--7.25%, 7/1/99<FA> 136,233 136,233 New York Life Insurance Company--6.45%, 4/1/99<FA> 137,471 137,471 Peoples Security Life Insurance Company, a Member of the Capital Holdings Family--6.25%, 1/4/99 <FSYN> 201,304 201,304 Peoples Security Life Insurance Company, a Member of the Capital Holdings Family--6.65%, 4/1/99 <FSYN> 231,896 231,896 Prudential Life Insurance Company--13.45%, 12/1/94 14,344 14,344 Prudential Life Insurance Company--12.49%, 12/1/94 13,256 13,256 Prudential Life Insurance Company--11.27%, 12/1/95 47,286 47,286 Prudential Life Insurance Company--10.62%, 12/1/95 45,060 45,060 Prudential Life Insurance Company--10.48%, 12/1/95 44,592 44,592 Prudential Life Insurance Company--10.65%, 12/1/97 126,404 126,404 Prudential Life Insurance Company--8.97%, 12/1/99 138,081 138,081 Prudential Life Insurance Company-- 9.6%, 12/1/00 88,382 88,382 Prudential Life Insurance Company--8.15%, 7/1/99<FA> 99,823 99,823 Prudential Life Insurance Company--7.83%, 1/2/99<FA> 101,578 101,578 Prudential Life Insurance Company--9.01%, 12/1/99 138,296 138,296 Travelers Life Insurance Company--10.17%, 12/1/97 123,052 123,052 Travelers Life Insurance Company--9.15%, 12/1/99 133,707 133,707 --------- --------- Total GIC, SAP AND SYN 5,100,340 5,100,340 Fidelity Magellan 327,554 324,583 3-Way Asset Allocation Fund 99,243 105,207 DuPont Common Stock 349,679 618,681 Loans to Participants (7.25% - 9.25%) 164,277 164,277 Short Term Investments and Cash 40,566 40,566 Merrill Lynch Equity Index 181,405 201,346 Merrill Lynch Global Holdings 66,056 68,431 Merrill Lynch Balanced Fund 16,877 16,125 Merrill Lynch Capital Fund 45,032 45,296 Merrill Lynch Basic Value Fund 42,135 41,894 ---------- --------- Total Investment Portfolio 6,433,164 6,726,746 <FN> <FA> Denotes a Separate Account Portfolio <SYN> Denotes Synthetic Guaranteed Investment Contract PAGE 24 SCHEDULE II SAVINGS AND INVESTMENT PLAN OF E. I. DU PONT DE NEMOURS AND COMPANY (THE "COMPANY") ITEM 27D-SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED SEPTEMBER 30, 1994 (DOLLARS IN THOUSANDS) TRANSACTION OR SERIES OF TRANSACTIONS IN EXCESS OF 5% OF CURRENT VALUE OF PLAN ASSETS CONTRACT CURRENT VALUE/ VALUE ON IDENTITY OF DESCRIPTION PURCHASE SALES COST OF TRANSACTION GAIN(LOSS) PARTY INVOLVED OF ASSET PRICE PRICE ASSET DATE TRANSACTION -------------- ------------ -------- ------- --------- ------- ------------ Peoples Security Life Insurance Company, a Member of the Capital Holdings Family SYN $320,893 $320,893 $320,893 $0 Merrill Lynch Merrill Lynch Government Fund 379,733 379,733 379,733 0 Merrill Lynch Merrill Lynch Government Fund $385,943 385,943 385,943 0 PAGE 25 EXHIBIT INDEX Exhibit Number Description 24 Consent of Independent Accountants. PAGE 26 Exhibit 24 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 33-36339) of E. I. du Pont de Nemours and Company of our report dated January 24, 1995, which appears on page 4 of this Form 11-K. PRICE WATERHOUSE LLP Philadelphia, Pennsylvania March 27, 1995