SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8 AMENDMENT TO REPORT Filed pursuant to Section 13 of The Securities Exchange Act of 1934 GENERAL MILLS, INC. (Exact name of registrant as specified in charter) AMENDMENT NO. 1 The undersigned registrant hereby amends the following items, financial statements, exhibits or other portions of its Current Report on Form 8-K dated May 28, 1995, as set forth in the pages attached hereto: Item 7(b) Pursuant to the requirements of the Securities Exchange Act, the registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereunto duly authorized. GENERAL MILLS, INC. Dated: July 11, 1995 By: /s/ Siri S. Marshall Siri S. Marshall Senior Vice President, General Counsel and Secretary Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (b) Pro Forma financial information As described in Item 7(b) of the Current Report on Form 8- K dated May 28, 1995 previously filed, pro forma financial information will not be filed, since the disposition transaction described in Item 2 of the previously filed Form 8-K is fully reflected in the General Mills, Inc. (the "Company") consolidated balance sheet and consolidated income statement as of and for the fiscal year ended May 28, 1995. Therefore the registrant is providing herewith the General Mills, Inc. consolidated balance sheet and consolidated income statement as of and for the fiscal year ended May 28, 1995. The consolidated balance sheet at May 28, 1995 reflects the distribution by the Company of the common stock of Darden Restaurants, Inc. (comprised of substantially all the Company's restaurant operations) to Company stockholders effective May 28, 1995. The distribution resulted in a decrease in net stockholders' equity of the Company of $1,218.7 million. The consolidated income statement for the period ended May 28, 1995 includes the Company's restaurant operations within the "Discontinued Operations after Taxes" line item. GENERAL MILLS, INC. CONSOLIDATED CONDENSED BALANCE SHEETS (In Millions) May 28, May 29, 1995 1994 ASSETS Current Assets: Cash and cash equivalents $ 13.0 $ 27.8 Receivables 277.3 266.0 Inventories 372.0 339.3 Prepaid expenses and other 80.8 80.4 Deferred income taxes 153.8 198.1 Total Current Assets 896.9 911.6 Land, Buildings and Equipment 2,611.9 2,512.5 Less accumulated depreciation (1,155.3) (1,009.3) Net Land, Buildings and Equipment 1,456.6 1,503.2 Net assets of Discontinued Operations - 1,508.1 Other Assets 1,004.7 881.1 Total Assets $3,358.2 $4,804.0 LIABILITIES AND EQUITY Current Liabilities: Accounts payable $ 494.0 $ 513.9 Current portion of debt 93.7 115.1 Notes payable 112.9 433.3 Accrued taxes 108.8 147.0 Other current liabilities 411.5 332.0 Total Current Liabilities 1,220.9 1,541.3 Long-term Debt 1,400.9 1,413.3 Deferred Income Taxes 248.6 209.5 Deferred Income Taxes-Tax Leases 169.1 189.8 Other Liabilities 177.7 176.9 Total Liabilities 3,217.2 3,530.8 Common Stock Subject to Put Options - 122.0 Stockholders' Equity: Common stock 379.5 251.0 Retained earnings 1,233.3 2,457.9 Less common stock in treasury (1,372.1) (1,334.4) Unearned compensation and other (57.9) (160.2) Foreign currency adjustment (41.8) (63.1) Total Stockholders' Equity 141.0 1,151.2 Total Liabilities and Equity $3,358.2 $4,804.0 GENERAL MILLS, INC. CONSOLIDATED STATEMENTS OF EARNINGS (In Millions, Except per Share Data) Fiscal Year Ended May 28, May 29, May 30, 1995 1994 1993 Continuing Operations: Sales $ 5,026.7 $5,327.2 $5,138.4 Costs and Expenses: Cost of sales 2,023.0 2,012.5 2,002.6 Selling, general and administrative 2,123.3 2,367.1 2,213.7 Depreciation and amortization 191.4 173.8 153.3 Interest, net 101.2 78.8 56.0 Unusual items 183.2 146.9 36.4 Total Costs and Expenses 4,622.1 4,779.1 4,462.0 Earnings from Continuing Operations before Taxes 404.6 548.1 676.4 Income Taxes 144.9 208.1 265.4 Earnings from Continuing Operations 259.7 340.0 411.0 Discontinued Operations after Taxes 107.7 133.4 95.1 Cumulative Effect to May 31, 1993 of Continuing Operations Accounting Changes - (3.5) - Net Earnings $ 367.4 $ 469.9 $ 506.1 Earnings per Share: Continuing operations $ 1.64 $ 2.14 $ 2.52 Discontinued operations .69 .83 .58 Cumulative effect of accounting changes - (.02) - Net Earnings per Share $ 2.33 $ 2.95 $ 3.10 Average Number of Shares 158.0 159.1 163.1