Exhibit 99.1
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
(x) Annual report pursuant to Section 15(d) of the Securities
Exchange Act of 1934
For the Fiscal year ended March 31, 1998
OR
( ) Transition report pursuant to Section 15(d) of the Securities
Exchange Act of 1934 (NO FEE REQUIRED)
For the Transition period From __________ to __________
Commission File Number _________________
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
ANHEUSER-BUSCH COMPANIES, INC.
One Busch Place
St. Louis, Missouri 63118
Item 1. Plan is subject to ERISA, see Item 4 for required information.
Item 2. Plan is subject to ERISA, see Item 4 for required information.
Item 3. Plan is subject to ERISA, see Item 4 for required information.
Item 4. Financial Statements and Exhibits
---------------------------------
(a) Financial Statements*:
Report of Independent Accountants
Statements of Net Assets Available for Benefits with Fund
Information at March 31, 1998 and March 31, 1997.
Statements of Changes in Net Assets Available for Benefits with
Fund Information for year ended March 31, 1998 and March 31, 1997.
Notes to financial statements
Anheuser-Busch Defined Contribution Master Trust - Statement of
Net Assets Available for Benefit with Fund Information at March
31, 1998 and March 31, 1997 (Appendix A)
Anheuser-Busch Defined Contribution Master Trust - Statement of
Changes in Net Assets Available for Benefits with Fund Information
for the Year Ended March 31, 1998 and March 31, 1997 (Appendix A)
(b) Exhibits:
None
* Other schedules required by Section 2520.103-10 of the Department of
Labor Rules and Regulations for Reporting and Disclosure under ERISA
have been omitted because they are not applicable.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Plan) have duly caused this
annual report to be signed by the undersigned thereunto duly authorized.
ANHEUSER-BUSCH DEFERRED INCOME
STOCK PURCHASE AND SAVINGS PLAN
By: JOBETH G. BROWN
--------------------------------
JoBeth G. Brown
Committee Member
Dated: September 25, 1998
3
[LOGO]
PricewaterhouseCoopers LLP
800 Market Street
St. Louis, MO 63101
Telephone (314) 206 8500
Report of Independent Accountants
To the Participants and Administrator
of the Anheuser-Busch Deferred Income
Stock Purchase and Savings Plan
July 31, 1998
In our opinion, the accompanying statements of net assets
available for benefits and the related statements of changes in
net assets available for benefits present fairly, in all material
respects, the net assets available for benefits of the Anheuser-
Busch Deferred Income Stock Purchase and Savings Plan at
March 31, 1998 and 1997, and the changes in net assets available
for benefits for the years then ended, in conformity with
generally accepted accounting principles. 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 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.
PricewaterhouseCoopers LLP
4
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Statement of Net Assets Available for Benefits with Fund
Information
March 31, 1998
Page 2
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PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Assets
Contributions receivable:
Participants $ 1,081,331 $ 21,605 $ 72,571 $ 386,083
Employer 829,480 - - -
------------ ----------- ----------- -----------
1,910,811 21,605 72,571 386,083
------------ ----------- ----------- -----------
Investments, at fair value:
Anheuser-Busch Companies,
Inc. Common Stock* 872,384,224
Anheuser-Busch Companies, Inc.
Short-Term Fixed Income Fund 15,412,214
Anheuser-Busch Companies, Inc.
Medium-Term Fixed Income Fund 33,984,799
Anheuser-Busch Companies, Inc.
Capital Equity Index Fund* 160,842,251
Anheuser-Busch Companies, Inc.
Managed Balanced Fund
Anheuser-Busch Companies, Inc.
Index Balanced Fund
Participant loans
Earthgrains Company, Inc. - - - -
Common Stock
------------ ----------- ----------- ------------
Total investments 872,384,224 15,412,214 33,984,799 160,842,251
------------ ----------- ----------- ------------
Total assets 874,295,035 15,433,819 34,057,370 161,228,334
------------ ----------- ----------- ------------
Liabilities
Notes payable (123,600,000)
------------ ----------- ----------- ------------
Total liabilities (123,600,000) - - -
------------ ----------- ----------- ------------
Net assets available for $750,695,035 $15,433,819 $34,057,370 $161,228,334
benefits ============ =========== =========== ============
*Represents more than 5% of net assets available for benefits.
The accompanying notes are an integral part of these financial statements.
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Indexed Participant Earthgrains
balanced balanced loan Company stock
fund fund fund fund Total
Assets
Contributions receivable:
Participants $ 48,085 $ 37,032 $ - $ - $ 1,646,707
Employer - - - - 829,480
------------ ----------- ----------- ----------- ------------
48,085 37,032 - - 2,476,187
------------ ----------- ----------- ----------- ------------
Investments at fair value:
Anheuser-Busch Companies, Inc.
Common Stock* 872,384,224
Anheuser-Busch Companies, Inc.
Short-Term Fixed Income Fund 15,412,214
Anheuser-Busch Companies, Inc.
Medium-Term Fixed Income Fund 33,984,799
Anheuser-Busch Companies, Inc.
Capital Equity Index Fund* 160,842,251
Anheuser-Busch Companies, Inc.
Managed Balanced Fund 15,179,207 15,179,207
Anheuser-Busch Companies, Inc.
Index Balanced Fund 15,650,572 15,650,572
Participant loans 37,037,993 37,037,993
Earthgrains Company, Inc.
Common Stock - - - 17,926,402 17,926,402
------------ ----------- ----------- ----------- -----------
Total investments 15,179,207 15,650,572 37,037,993 17,926,402 1,168,417,662
------------ ----------- ----------- ----------- --------------
Total assets 15,227,292 15,687,604 37,037,993 17,926,402 1,170,893,849
------------ ----------- ----------- ----------- --------------
Liabilities
Notes payable (123,600,000)
------------ ----------- ----------- ----------- --------------
Total liabilities - - - - (123,600,000)
------------ ----------- ----------- ----------- --------------
Net assets available for $ 15,227,292 $15,687,604 $37,037,993 $17,926,402 $1,047,293,849
benefits ============ =========== =========== =========== ==============
*Represents more than 5% of net assets available for benefits.
The accompanying notes are an integral part of these financial statements.
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Statement of Net Assets Available for Benefits with Fund
Information
March 31, 1997
Page 3
- ------------------------------------------------------------------------------------
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Assets
Contributions receivable:
Participants $ 1,116,710 $ 22,132 $ 82,830 $ 250,861
Employer 669,881 - - -
------------- ---------- ----------- -----------
1,786,591 22,132 82,830 250,861
------------- ---------- ----------- -----------
Investments, at fair value:
Anheuser-Busch Companies, 866,891,047
Inc. Common Stock*
Anheuser-Busch Companies, Inc.
Short-Term Fixed Income Fund 10,501,546
Anheuser-Busch Companies, Inc.
Medium-Term Fixed Income Fund 32,874,148
Anheuser-Busch Companies, Inc.
Capital Equity Index Fund* 67,564,753
Anheuser-Busch Companies, Inc.
Managed Balanced Fund
Anheuser-Busch Companies, Inc.
Index Balanced Fund
Participant loans
Earthgrains Company, Inc.,
Common Stock - - - -
------------ ----------- ----------- -----------
Total investments 866,891,047 10,501,546 32,874,148 67,564,753
------------ ----------- ----------- -----------
Total assets 868,677,638 10,523,678 32,956,978 67,815,614
------------ ----------- ----------- -----------
Liabilities
Notes payable (141,050,000)
------------ ----------- ----------- -----------
Total liabilities (141,050,000) - - -
------------ ----------- ----------- -----------
Net assets available for
benefits $727,627,638 $10,523,678 $32,956,978 $67,815,614
============ =========== =========== ===========
*Represents more than 5% of net assets available for benefits.
The accompanying notes are an integral part of these financial statements.
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Indexed Participant Earthgrains
balanced balanced loan Company stock
fund fund fund fund Total
Assets
Contributions receivable:
Participants $ 40,060 $ 25,417 $ - $ - $ 1,538,010
Employer - - - - 669,881
------------ ----------- ----------- ----------- -----------
40,060 25,417 - - 2,207,891
------------ ----------- ----------- ----------- -----------
Investments, at fair value:
Anheuser-Busch Companies, Inc.
Common Stock* 866,891,047
Anheuser-Busch Companies, Inc.
Short-Term Fixed Income Fund 10,501,546
Anheuser-Busch Companies, Inc.
Medium-Term Fixed Income Fund 32,874,148
Anheuser-Busch Companies, Inc.
Capital Equity Index Fund* 67,564,753
Anheuser-Busch Companies, Inc.
Managed Balanced Fund 8,821,674 8,821,674
Anheuser-Busch Companies, Inc.
Index Balanced Fund 6,597,319 6,597,319
Participant loans 34,581,109 34,581,109
Earthgrains Company, Inc.
Common Stock - - - 11,971,852 11,971,852
------------ ----------- ----------- ----------- ----------
Total investments 8,821,674 6,597,319 34,581,109 11,971,852 1,039,803,448
------------ ----------- ----------- ----------- -------------
Total assets 8,861,734 6,622,736 34,581,109 11,971,852 1,042,011,339
------------ ----------- ----------- ----------- -------------
Liabilities
Notes payable - - - - (141,050,000)
------------ ----------- ----------- ----------- -------------
Total liabilities - - - - (141,050,000)
------------ ----------- ----------- ----------- -------------
Net assets available for $ 8,861,734 $ 6,622,736 $34,581,109 $11,971,852 $ 900,961,339
benefits ============ =========== =========== =========== =============
*Represents more than 5% of net assets available for benefits.
The accompanying notes are an integral part of these financial statements.
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits with
Fund Information
Year Ended March 31, 1998
Page 4
- --------------------------------------------------------------------------------------
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Additions to net assets
attributed to:
Contributions:
Participants $ 30,607,568 $ 714,172 $ 1,908,031 $ 8,396,009
Employer 10,563,135 - - -
------------ ----------- ----------- -----------
Total contributions 41,170,703 714,172 1,908,031 8,396,009
Investment income:
Interest 293,251
Dividends 4,827,953
Net realized and unrealized
appreciation in fair value
of investments 102,995,504 729,974 3,145,115 39,875,501
------------ ----------- ----------- -----------
Total additions 149,287,411 1,444,146 5,053,146 48,271,510
------------ ----------- ----------- -----------
Deductions from net assets
attributed to:
Distributions to
participants 46,531,249 1,915,870 1,597,875 5,511,845
Interest expense 11,636,625
Administrative expenses 6,160 - - -
------------ ----------- ----------- -----------
Total deductions 58,174,034 1,915,870 1,597,875 5,511,845
------------ ----------- ----------- -----------
Net transfers in (out) (68,045,980) 5,381,865 (2,354,879) 50,653,055
------------ ----------- ----------- -----------
Net increase 23,067,397 4,910,141 1,100,392 93,412,720
Net assets available for
benefits:
Beginning of year 727,627,638 10,523,678 32,956,978 67,815,614
------------ ----------- ----------- -----------
End of year $750,695,035 $15,433,819 $34,057,370 $161,228,334
============ =========== =========== ============
The accompanying notes are an integral part of these financial statements.
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Indexed Participant Earthgrains
balanced balanced loan Company stock
fund fund fund fund Total
Additions to net assets
attributed to:
Contributions:
Participants $ 1,171,617 $ 862,316 $ - $ - $ 43,659,713
Employer - - - - 10,563,135
------------ ----------- ----------- ----------- -------------
Total contributions 1,171,617 862,316 - - 54,222,848
Investment income:
Interest 2,887,749 3,181,000
Dividends 4,827,953
Net realized and unrealized
appreciation in fair value
of investments 3,023,408 2,462,802 - 8,809,539 161,041,843
------------ ----------- ----------- ----------- -------------
Total additions 4,195,025 3,325,118 2,887,749 8,809,539 223,273,644
Deductions from net assets
attributed to:
Distributions to participants 959,184 627,351 1,767,142 1,290,887 60,201,403
Interest expense 11,636,625
Administrative expenses - - - - 6,160
------------ ----------- ----------- ----------- -------------
Total deductions 959,184 627,351 1,767,142 1,290,887 71,844,188
------------ ----------- ----------- ----------- -------------
Net transfers in (out) 3,129,717 6,367,101 1,336,277 (1,564,102) (5,096,946)
------------ ----------- ----------- ----------- -------------
Net increase 6,365,558 9,064,868 2,456,884 5,954,550 146,332,510
Net assets available for
benefits:
Beginning of year 8,861,734 6,622,736 34,581,109 11,971,852 900,961,339
------------ ----------- ----------- ----------- -------------
End of year $ 15,227,292 $15,687,604 $37,037,993 $17,926,402 $1,047,293,849
============ =========== =========== =========== ==============
The accompanying notes are an integral part of these financial statements.
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits with
Fund Information
Year Ended March 31, 1997
Page 5
- --------------------------------------------------------------------------------
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Additions to net assets
attributed to:
Contributions:
Participants $ 27,686,726 $ 547,305 $ 3,469,934 $ 5,600,742
Employer 10,356,001 - - -
------------ ---------- ------------ ------------
Total contributions 38,042,727 547,305 3,469,934 5,600,742
Investment income:
Interest 281,412 264
Dividends 5,167,938
Net realized and unrealized
appreciation in fair value
of investments 183,592,858 478,815 1,424,832 9,512,099
------------ ---------- ------------ -----------
Total additions 227,084,935 1,026,384 4,894,766 15,112,841
------------ ---------- ------------ -----------
Deductions from net assets
attributed to:
Distributions to participants 35,557,123 911,099 1,689,573 2,390,727
Interest expense 20,169,188
Administrative expenses 6,270 - - -
------------ ---------- ------------ -----------
Total deductions 55,732,581 911,099 1,689,573 2,390,727
------------ ---------- ------------ -----------
Net transfers in (out) 11,359,463 1,677,271 (4,823,329) 6,995,845
------------ ---------- ----------- -----------
Net increase (decrease) 182,711,817 1,792,556 (1,618,136) 19,717,959
Net assets available for
benefits:
Beginning of year 544,915,821 8,731,122 34,575,114 48,097,655
------------ ---------- ----------- -----------
End of year $727,627,638 $10,523,678 $32,956,978 $67,815,614
============ ========== =========== ===========
The accompanying notes are an integral part of these financial statements.
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Indexed Participant Earthgrains
balanced balanced loan Company stock
fund fund fund fund Total
Additions to net assets
attributed to:
Contributions:
Participants $ 898,362 $ 557,983 $ - $ - $ 38,761,052
Employer - - - - 10,356,001
------------ ----------- ----------- ----------- -------------
898,362 557,983 - - 49,117,053
Investment income:
Interest 2,487,925 2,769,601
Dividends 5,167,938
Net realized and unrealized
appreciation in fair value
of investments 825,131 569,651 - 5,485,188 201,888,574
------------ ----------- ----------- ----------- -------------
Total additions 1,723,493 1,127,634 2,487,925 5,485,188 258,943,166
------------ ---------- ----------- ----------- -------------
Deductions from net assets
attributed to:
Distributions to participants 707,429 139,667 907,813 695,512 42,998,943
Interest expense 20,169,188
Administrative expenses - - - - 6,270
------------ ----------- ----------- ----------- -------------
Total deductions 707,429 139,667 907,813 695,512 63,174,401
------------ ----------- ----------- ----------- -------------
Net transfers in (out) 393,645 888,387 4,093,434 (5,287,772) 15,296,944
------------ --- ------- ----------- ----------- -------------
Net increase (decrease) 1,409,709 1,876,354 5,673,546 (498,096) 211,065,709
Net assets available for
benefits:
Beginning of year 7,452,025 4,746,382 28,907,563 12,469,948 689,895,630
----------- ----------- ----------- ----------- -------------
End of year $ 8,861,734 $ 6,622,736 $34,581,109 $11,971,852 $ 900,961,339
============ =========== =========== =========== =============
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 6
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1. Description of the plan
General
The Anheuser-Busch Deferred Income Stock Purchase and
Savings Plan (the Plan) was established as a result of an
amendment to the Anheuser-Busch Employee Stock Purchase and
Savings Plan (the Original Plan). The Anheuser-Busch
Employee Stock Purchase and Savings Plan was established by
Anheuser-Busch, Inc., effective April 1, 1976. The Original
Plan was divided into two separate plans effective
January 1, 1985: the Deferred Income Stock Purchase and
Savings Plan and the Employee Stock Purchase and Savings
Plan. The Plan is a continuation of the Original Plan
except that certain additional features were added,
including provisions for Before-Tax Contributions pursuant
to Section 401(k) of the Internal Revenue Code.
Additionally, eligibility was limited to employees not
covered by a collective bargaining agreement. Effective
July 1, 1994, the Plan was divided into two separate plans,
one of which is a continuation of the Plan as amended, and
the other of which is the Anheuser-Busch Deferred Income
Stock Purchase and Savings Plan (For Certain Hourly
Employees of the Earthgrains Company).
The Plan covers eligible employees of Anheuser-Busch
Companies, Inc. (the Company) and certain subsidiaries of
the Company which include: Anheuser-Busch Asia, Inc.;
Anheuser-Busch Beverage Group, Inc.; Anheuser-Busch
Companies, Inc.; Anheuser-Busch Distributors of New York,
Inc.; Anheuser-Busch Europe, Inc.; Anheuser-Busch, Inc.;
Anheuser-Busch International, Inc.; Anheuser-Busch
Investment Capital Corporation; Anheuser-Busch Mexico, Inc.;
Anheuser-Busch Recycling Corporation; Anheuser-Busch Sales
of Hawaii, Inc.; Anheuser-Busch Sales of South Bay, Inc.;
August A. Busch & Co. of Massachusetts; Boardwalk and
Baseball, Inc.; Busch Agricultural Resources, Inc.; Busch
Agricultural Resources International, Inc.; Busch Biotech,
Inc.; Busch Creative Services Corporation; Busch
Entertainment Corporation; Busch Media Group; Busch
Mechanical Services, Inc.; Busch Properties, Inc.; Busch
Properties of Florida, Inc.; Consolidated Farms, Inc.; Eagle
Snacks, Inc.; Fairfield Transport, Inc.; Innervision
Productions, Inc.; Kingsmill Realty, Inc.; Manufacturers
Cartage Company; Manufacturers Railway Company; Metal
Container Corporation; Metal Container Corporation of
California; Metal Container International, Inc.; MRS
Transport Company; Nutri-Turf, Inc.; Pacific International
Rice Mills, Inc.; Packaging Business Services, Inc.;
Precision Printing and Packaging, Inc.; Sea World of
Florida, Inc.; Sea World of Texas, Inc.; Sea World, Inc.;
St. Louis Refrigerator Car Company; and Williamsburg
Transport, Inc.
The Plan is operated in compliance with the Tax Equity and
Fiscal Responsibility Act of 1982, the Deficit Reduction Act
of 1984, the Retirement Equity Act of 1984 and the Tax
Reform Act of 1986. The Plan was restated effective
April 1, 1994 primarily to incorporate previous amendments.
This summary is intended to provide only a general
description of the Plan's provisions. Participants should
refer to the Plan document for more complete information.
Plan administration
The Plan's named fiduciaries are the Company, as Sponsor and
Plan Administrator, and Mellon Bank, N.A. as the Trustee.
As Sponsor, the Company has the right to amend the Plan,
designate the Plan's named fiduciaries and exercise all
fiduciary functions necessary for the operation of the Plan
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 7
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except those which are assigned to another named fiduciary
by the Plan or the related trust agreement. The Company has
appointed an Administrative Committee to exercise the
authority and responsibility for the general administration
of the Plan. The Trustee has the exclusive authority and
discretion to invest, manage and hold the assets of the
trust in accordance with the provisions of the Plan and the
separate trust agreement.
The Plan was amended effective June 1, 1989, to add
provisions to make the Plan a stock bonus plan and to permit
the leveraged acquisition of Company stock by the Plan. As
such, the Plan is subject to the requirements of an employee
stock ownership plan (ESOP) under Section 4975(e)(7) of the
Internal Revenue Code. The Trustee was specifically
empowered to enter into loans, on behalf of the Plan, to
acquire Company stock or to repay a prior ESOP loan.
Effective April 1, 1994, the Plan was amended to incorporate
various changes to the Plan, including changes in
participants' contribution limits, changes in company
matching contributions, the addition of the Managed Balanced
Fund and Indexed Balanced Fund investment options, and the
decrease in the vesting period from three years to two
years.
Plan participation
Each employee of a participating employer (other than
employees covered by a collective bargaining agreement) of
the Company is eligible to participate in the Plan after
completing one year of service in which 1,000 hours of
service are completed. Participation by eligible employees
is voluntary.
Contributions
A participant may make matched or unmatched contributions.
Both matched and unmatched contributions may be before-tax
or after-tax. A participant may contribute from 1% to 6% of
his base compensation through payroll deductions for
Before-Tax Matched Contributions and After-Tax Matched
Contributions. The sum of these matched contributions may
not be less than 1% nor more than 6% of the participant's
base compensation. In addition, a participant may
contribute from 1% to 10% of his base compensation through
payroll deductions for Before-Tax Unmatched Contributions
and After-Tax Unmatched Contributions; however, the
unmatched contribution rates may not exceed 10% of the
participant's base compensation and are subject to other
limitations as set forth in the Plan agreement. In
addition, the sum of Before-Tax contribution rates must not
exceed 16% of a participant's base compensation, subject to
certain limitations of the Internal Revenue Code. The
participant's employer then contributes a matching amount,
determined annually, based on the relationship of the
Company's net income to its payroll for the year most
recently ended. However, in no event may the participating
employer's matching contribution be less than 33-1/3% nor
more than 75% of the aggregate participant contributions.
Effective April 1, 1998, the participating employer's
matching contribution may not be less than 33-1/3% nor more
than 100% of the aggregate participant contributions. The
Company may contribute an amount in excess of the matching
contribution to enable the Plan to meet its debt service
payments.
The Company may also be required to make a Supplemental
Contribution as determined by the Administrative Committee
in accordance with the Plan document. Supplemental
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 8
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Contributions are payable within 180 days of the Plan's year
end and are allocated to participants who have account
balances as of the end of the Plan year. For the years
ended March 31, 1998 and 1997, no Supplemental Contributions
were required.
Employee contributions vest and become non-forfeitable
immediately. Company contributions for participants
actively employed by the Company on or prior to March 31,
1989 vested immediately. For participants subsequently
employed, Company contributions vest and become non-
forfeitable after two years of service. Company
contributions also vest upon termination of employment by
reason of death, permanent disability, entry into military
service, layoff exceeding twelve months, upon termination of
employment for any reason, including retirement, after
reaching age 60, or in the event of a "change of control" of
the Company (as defined in the Plan). Forfeitures of
nonvested balances reduce future employer contributions.
There were $8,581 in forfeitures during the year ended March
31, 1998.
Investments
The Trustee maintains an Anheuser-Busch Companies, Inc.
Common Stock Fund, an Earthgrains Company, Inc. Common Stock
Fund, a Short-Term Fixed Income Fund, a Medium-Term Fixed
Income Fund, an Equity Index Fund, a Managed Balanced Fund,
and an Indexed Balanced Fund for the investment of
participant and employer contributions. All employer
contributions are invested in the Company Stock Fund. At
least one-half of each participant's Before-Tax Matched
Contributions and at least one-half of each participant's
After-Tax Matched Contributions shall be invested in the
Company Stock Fund for certain periods of time. The
participant may direct the remaining one-half of each type
of matched contributions and all unmatched contributions to
be invested in increments of 1% into any fund established
under the Plan. Earnings are reinvested in the fund to
which they relate.
The Master Trusts had been established for each of the
investment funds other than the Company Stock Fund for the
investment of the Plan's assets and the assets of the other
stock purchase and savings plans sponsored by the Company.
On September 1, 1995, the Master Trusts for each investment
fund were combined, along with the Company Stock Fund into a
single Master Trust.
Distributions
The Plan permits in-service withdrawals and an optional
annual class year distribution as defined in the Plan
document, subject to certain restrictions. Distributions
for terminations are comprised of the participant's personal
contribution portion of his account and the part of the
Company contribution portion of his account which is vested.
Termination and annual class year distributions for whole
numbers of shares are payable in Company shares while the
value of fractional shares and all interests in the other
funds are payable in cash. Alternatively, the participant
may elect to have non-share investments transferred to the
Company Stock Fund and distributed thereafter in shares with
fractional shares distributed in cash. In-service
distributions other than annual class year distributions are
payable at the election of the participant in Company shares
or in cash.
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 9
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Participant loans
A participant may borrow from Before-Tax and/or After-Tax
vested account balances, subject to certain conditions. The
minimum loan amount is $1,000; the maximum amount is the
lesser of $50,000 less the highest outstanding loan balance
under the Plan during the one-year period ending on the day
before the loan is made, or 50% of the vested account
balance. The interest rate for the life of the loan is set
quarterly at prime plus one percentage point as of the end
of the preceding quarter. The term of a loan for the
purchase of a principal residence may be up to 10 years; the
term of a loan for any other reason may not exceed 5 years.
Plan expenses
Under the Master Trust agreement with the Trustee, the
Company may pay all expenses incurred in the administration
of the Master Trust, including trustee fees, but is not
obligated to do so. Trustee expenses not paid by the
Company are paid by the Master Trust and proportionately
allocated to the participating plans. All other expenses
incurred in the administration of the Plan are charged to
and paid by the participating employers.
Plan termination
The Company anticipates that the Plan will continue without
interruption but reserves the right to terminate its
participation in the Plan subject to the provisions of
ERISA. Such termination would result in the immediate and
full vesting of each participant's account balance. The
Trustee would then retain the assets until otherwise
distributable under the Plan.
2. Summary of significant accounting policies
Basis of accounting
The Plan's financial statements are prepared on the accrual
basis of accounting.
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the
financial statements and the reported amounts of additions
to and deductions from net assets during the reporting
period. Actual results could differ from those estimates.
Certain reclassifications have been made to the 1997
financial statements and Appendix A to conform to current
year presentation.
Investment valuation
Investments in common stock, U.S. government securities, and
corporate debt instruments are stated at fair value based on
the quoted market price at March 31, 1998. Investments in
interest bearing cash, insurance contracts, and interests in
common/collective trusts are stated at fair value as
determined by the trustee. Participant loans are valued at
cost which approximates fair value.
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 10
--------------------------------------------------------------------------
Security transactions and investment income
Investment purchases and sales, and related realized gains
and losses, are recorded on the trade date. Interest income
is recorded as earned. Dividend income is recorded on the
ex-dividend date. Net realized and unrealized appreciation
in fair value of investments is comprised of the change in
market value compared to the cost of investments retained in
the Plan, and realized gains and losses on security
transactions which represent the difference between proceeds
and cost.
Allocation of assets
The Plan participates in the Anheuser-Busch Companies, Inc.
Defined Contribution Master Trust (Master Trust) established
for the investments of this plan and the other stock
purchase and savings plans sponsored by the Company. Units
of participation in the Master Trust are allocated to
participating plans based on the relationship of individual
plan contributions to the market value of the Master Trust.
Earned income, realized and unrealized gains and losses, and
administrative expenses are retained in the Master Trust and
are allocated to participating plans by the Trustee, based
on units of participation on the transaction date.
3. Interests in Anheuser-Busch Companies, Inc. Defined
Contribution Master Trust
Effective September 1, 1995 the Company and the Trustee
entered into a new master trust agreement. On September 1,
1995, in accordance with the agreement, the Plan transferred
it's investments in: the Anheuser-Busch Companies, Inc.
Common Stock Fund, the Anheuser-Busch Companies, Inc. Short
Term Fixed Income Master Trust, the Anheuser-Busch
Companies, Inc. Medium Term Fixed Income Master Trust, the
Anheuser-Busch Companies, Inc. Capital Equity Index Fund
Master Trust, the Anheuser-Busch Companies, Inc. Managed
Balanced Fund Master Trust, and the Anheuser-Busch
Companies, Inc. Indexed Balanced Fund Master Trust for units
of participation in the Anheuser-Busch Companies, Inc.
Defined Contribution Master Trust. The Earthgrains Company,
Inc.'s Common Stock Fund was also added to the Anheuser-
Busch Companies, Inc. Defined Contribution Master Trust.
The assets of the Master Trust are held by Mellon Bank, N.A.
(Trustee).
At March 31, 1998 and 1997, the Plan's interest in the net
assets of the Master Trust was approximately 52% and 51%,
respectively.
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 11
--------------------------------------------------------------------------
The following table presents the fair value of investments
for the Master Trust:
March 31,
1998 1997
Investments at fair value:
Anheuser-Busch common stock $ 1,768,443,386 $ 1,764,489,350
Short-term fixed income 23,983,370 15,568,585
Medium-term fixed income 48,360,569 44,750,953
Equity index 244,609,595 86,880,218
Managed balanced 21,318,878 10,806,861
Index balanced 21,599,221 7,756,536
Participant loans 83,211,937 76,179,822
Earthgrains Company common stock 35,570,828 24,070,669
--------------- ---------------
$ 2,247,097,784 $ 2,030,502,994
=============== ===============
Investment income for the Master Trust is as follows:
Year ended March 31,
1998 1997
Net appreciation in fair value of
investments:
Anheuser-Busch common stock $ 178,962,138 $ 346,196,449
Short-term fixed income 29,847 (91,609)
Medium-term fixed income 1,391,974 (996,720)
Equity index 50,332,246 10,660,053
Managed balanced 3,829,723 1,019,321
Index balanced 2,946,651 607,152
Earthgrains Company common stock 17,367,264 11,048,054
------------- ------------
254,859,843 368,442,700
------------- ------------
Interest 14,661,835 12,244,741
Dividends 41,880,450 40,113,882
------------- -------------
$ 311,402,128 $ 420,801,323
============= =============
Financial statements for the Anheuser-Busch Companies, Inc.
Defined Contribution Master Trust as of and for the years
ended March 31, 1998 and 1997 are included as Appendix A.
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 12
--------------------------------------------------------------------------
4. Federal income tax status
The Internal Revenue Service has determined and informed the
Company by a letter dated January 30, 1995, that the Plan is
designed in accordance with applicable sections of the
Internal Revenue Code. Therefore, the underlying trust of
such a Plan is exempt from federal income taxes under
Section 501 of the Internal Revenue Code. The Plan
Administrator and the Plan's tax counsel believe that the
Plan is designed and being operated in compliance with the
applicable requirements of the Internal Revenue Code.
Therefore, no provision for income taxes has been included
in the Plan's financial statements.
5. Notes payable
In June 1989, the Plan issued $250 million in guaranteed
8.32% ESOP notes (Notes) to a group of insurance companies
and other financial institutions. In September 1993, the
interest rate was reduced to 8.25% per annum retroactive to
January 1, 1993. Interest is payable semi-annually.
Principal is payable in annual instalments until maturity on
March 31, 2004. The Notes are guaranteed by Anheuser-Busch
Companies, Inc. and Anheuser-Busch, Inc. Proceeds of the
Notes were used to purchase 5,665,723 shares of Company
stock, the unallocated portion of which is pledged as
security for the Notes. The shares are maintained in the
Company Stock Fund and are released and allocated to Plan
participants based on calculations specified in the Plan
document as contributions are made to the Plan. During the
year ended March 31, 1998, 779,918 shares were released to
participants. Anheuser-Busch Companies, Inc. issued a 2-for-
1 stock split during September 1996 resulting in an increase
of the Company Stock Fund unallocated shares. At March 31,
1998 the Company Stock Fund held 4,308,078 unallocated
shares.
Principal maturities for each of the years ending March 31,
are as follows:
1999 18,350,000
2000 19,150,000
2001 20,000,000
2002 20,950,000
2003 22,000,000
2004 23,150,000
------------
$ 123,600,000
============
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 13
--------------------------------------------------------------------------
6. Benefit obligations
Benefit obligations for persons who have withdrawn from
participation in the Plan are as follows:
March 31,
1998 1997
Anheuser-Busch Companies common stock fund $2,196,491 $ 834,010
Short-term fixed income fund 222,141
Medium-term fixed income fund 358,554 99,213
Equity index fund 270,941 157,684
Managed balanced fund 36,474 12,476
Index balanced fund 51,193 1,982
Earthgrains Company common stock fund 65,002 19,834
--------- -------
$3,200,796 $1,125,199
========== ==========
7. Transactions with parties-in-interest
At March 31, 1998, the Plan held shares of Anheuser-Busch
Companies, Inc. common stock. These shares had a total cost
of $334,722,205 and total market value of $872,384,224 at
March 31, 1998. During the year ended March 31, 1998,
transactions with the Company included aggregate purchases
and sales totaling $7,926,346 and $45,918,693, respectively.
These transactions are allowable party-in-interest
transactions under Section 408(e) and 408(b)(8) of ERISA and
the regulations promulgated thereunder.
During the year ended March 31, 1998, the Plan purchased and
sold investments in the Employee Benefit Temporary
Investment Fund of Mellon Bank N.A., the Plan trustee.
Transactions with the Fund included aggregate purchases and
sales totaling $61,993,480 and $61,267,087, respectively.
These transactions are allowable party-in-interest
transactions under Section 408(e) and 408(b)(8) of ERISA and
the regulations promulgated thereunder.
8. Unit accounting
As of October 17, 1995, the Company began allocating units
to participant accounts. On March 31, 1998, the total
number of units allocated to each of the funds in the Plan
and the applicable net asset value (NAV) of each unit was as
follows:
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
Notes to Financial Statements
March 31, 1998
Page 14
--------------------------------------------------------------------------
Units Held NAV per Unit
Anheuser-Busch Common Stock Fund 42,905,027 15.69
Short-Term Fixed Income Fund 889,061 17.33
Medium-Term Fixed Income Fund 1,446,626 23.49
Equity Index Fund 655,808 245.25
Managed Balanced Fund 798,569 19.00
Indexed Balanced Fund 337,090 46.42
Participant Loans 37,037,993 1.00
Earthgrains Company Common Stock Fund 1,225,570 14.62
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
Page 1 of 4
Statement of Net Assets Available for Benefits with Fund Information
March 31, 1998
Anheuser-Busch Companies, Inc. Defined Contribution Master Trust
- -----------------------------------------------------------------------------------
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Assets
Investments, at fair value:
Anheuser-Busch Companies, Inc.
Common Stock* 1,764,699,829
Interest bearing cash 3,720,727 129,620
U.S. government securities 9,361,836 19,483,013
Corporate debt instruments 10,442,678 28,354,090
Insurance contracts
Interest in common/collective
trusts
Loans to participant
Earthgrains Company Inc.
common stock
Other investments* 22,830 4,178,856 393,846 244,609,595
--------------- ------------ ------------ ------------
Total investments 1,768,443,386 23,983,370 48,360,569 244,609,595
--------------- ------------ ------------ ------------
Total assets 1,768,443,386 23,983,370 48,360,569 244,609,595
--------------- ------------ ------------ ------------
Liabilities
Notes payable (247,200,000) - - -
--------------- ------------ ------------ ------------
Total liabilities (247,200,000) - - -
--------------- ------------ ------------ ------------
Net assets available for $ 1,521,243,386 $ 23,983,370 $ 48,360,569 $244,609,595
benefits =============== ============ ============ ============
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Index Participant Earthgrains
balanced balanced loan Company stock
fund fund fund fund Total
Assets
Investments, at fair value
Anheuser-Busch Companies, Inc.
Common Stock* 1,764,699,829
Interest bearing cash 15 3,850,362
U.S. government securities 28,844,849
Corporate debt instruments 38,796,768
Insurance contracts
Interest in common/collective
trusts 21,318,878 10,798,861 32,117,739
Loans to participant 83,211,937 83,211,937
Earthgrains Company Inc.
common stock 35,407,087 35,407,087
Other investments* - 10,800,360 - 163,726 260,169,213
------------ ---------- ---------- ----------- -------------
Total investments 21,318,878 21,599,221 83,211,937 35,570,828 2,247,097,784
------------- ---------- ---------- ----------- -------------
Total assets 21,318,878 21,599,221 83,211,937 35,570,828 2,247,097,784
------------- ---------- ---------- ----------- -------------
Liabilities
Notes payable - - - - (247,200,000)
------------ ---------- ----------- ----------- -------------
Total liabilities - - - - (247,200,000)
------------ ---------- ----------- ----------- -------------
Net assets available for $ 21,318,878 $21,599,221 $ 83,211,937 $ 35,570,828 $ 1,999,897,784
benefits ============ =========== =========== =========== ==============
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
Page 2 of 4
Statement of Net Assets Available for Benefits with Fund Information
March 31, 1997
Anheuser-Busch Companies, Inc. Defined Contribution Master Trust
- -----------------------------------------------------------------------------------
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Assets
Investments, at fair value:
Anheuser-Busch Companies, Inc.
Common Stock* 1,763,200,723
Interest bearing cash 1,288,627 350,368
U.S. government securities 1,901,519 31,422,938
Corporate debt instruments 10,332,805 11,217,609
Insurance contracts
Interest in common/collective 1,151,751
trusts
Loans to participant
Earthgrains Company Inc.
common stock
Other investments* - 3,334,261 608,287 86,880,218
--------------- ----------- ------------ ------------
Total investments 1,764,489,350 15,568,585 44,750,953 86,880,218
--------------- ------------ ------------ ------------
Total assets 1,764,489,350 15,568,585 44,750,953 86,880,218
--------------- ------------ ------------ ------------
Liabilities
Notes payable (282,100,000) - - -
--------------- ------------ ------------ ------------
Total liabilities (282,100,000) - - -
--------------- ------------ ------------ ------------
Net assets available for $ 1,482,389,350 $ 15,568,585 $ 44,750,953 $ 86,880,218
benefits =============== ============ ============ ============
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Index Participant Earthgrains
balanced balanced loan Company stock
fund fund fund fund Total
Assets
Investments, at fair value
Anheuser-Busch Companies, Inc.
Common Stock* 1,763,200,723
Interest bearing cash 1,638,995
U.S. government securities 33,324,457
Corporate debt instruments 21,550,414
Insurance contracts 10,806,861 3,809,698 14,616,559
Interest in common/collective
trusts 3,946,838 5,098,589
Loans to participant 76,179,822 76,179,822
Earthgrains Company Inc.
common stock 24,070,669 24,070,669
Other investments* - - - - 90,822,766
------------ ---------- ---------- ----------- -------------
Total investments 10,806,861 7,756,536 76,179,822 24,070,669 2,030,502,994
------------- ---------- ---------- ----------- -------------
Total assets 10,806,861 7,756,536 76,179,822 24,070,669 2,030,502,994
------------- ---------- ---------- ----------- -------------
Liabilities
Notes payable - - - - (282,100,000)
------------ ---------- ----------- ----------- -------------
Total liabilities - - - - (282,100,000)
------------ ---------- ----------- ----------- -------------
Net assets available for $ 10,806,861 $ 7,756,536 $ 76,179,822 $ 24,070,669 $ 1,748,402,994
benefits ============ =========== =========== =========== ==============
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
Page 3 of 4
Statement of Changes in Net Assets Available for Benefits with Fund
Information
For the Year Ended March 31, 1998
Anheuser-Busch Companies, Inc. Defined Contribution Master Trust
- -----------------------------------------------------------------------------------
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Additions to net assets
attributed to:
Contributions:
Participants $ 59,963,043 $ 1,211,998 $ 2,770,456 $11,176,034
Employer 15,491,761 - - -
-------------- ----------- ------------ -----------
Total contributions 75,454,804 1,211,998 2,770,456 11,176,034
Investment income:
Interest 885,882 1,004,353 2,840,890 2,800,378
Dividends 41,728,864
Net realized and unrealized
appreciation in fair value
of investments 178,962,138 29,847 1,391,974 50,332,246
-------------- ----------- ------------ -----------
Total additions 297,031,688 2,246,198 7,003,320 64,308,658
-------------- ----------- ------------ -----------
Deductions from net assets
attributed to:
Distributions to participants 107,016,259 4,258,766 2,520,682 8,076,962
Interest expense 23,273,250
Administrative expenses 15,815 - (11,148) -
-------------- ----------- ------------ -----------
Total deductions 130,305,324 4,258,766 2,509,534 8,076,962
-------------- ----------- ------------ -----------
Net transfer in (out) (127,872,328) 10,427,353 (884,170)101,497,681
-------------- ----------- ------------ -----------
Net increase (decrease) 38,854,036 8,414,785 3,609,616 157,729,377
Net assets available for
benefits:
Beginning of year 1,482,389,350 15,568,585 44,750,953 86,880,218
-------------- ----------- ------------ -----------
End of year $1,521,243,386 $23,983,370 $48,360,569 $244,609,595
============== =========== ============ ============
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Index Participant Earthgrains
Balanced balanced loan Company stock
fund fund fund fund Total
Additions to net assets
attributed to:
Contributions:
Participants $ 1,497,754 $ 1,149,033 $ - $ - $ 77,768,318
Employer - - - - 15,491,761
------------ ----------- ------------ ----------- --------------
Total contributions 1,497,754 1,149,033 - - 93,260,079
Investment income:
Interest 125,864 7,003,752 716 14,661,835
Dividends 151,586 41,880,450
Net realized and unrealized
appreciation in fair value
of investments 3,829,723 2,946,651 - 17,367,264 254,859,843
------------ ----------- ------------ ----------- --------------
Total additions 5,327,477 4,221,548 7,003,752 17,519,566 404,662,207
------------ ----------- ------------ ----------- --------------
Deductions from net assets
attributed to:
Distributions to participants 1,164,839 807,207 3,382,436 2,784,896 130,012,047
Interest expense 23,273,250
Administrative expenses - - - (15) 4,652
------------ ----------- ------------ ----------- --------------
Total deductions 1,164,839 807,207 3,382,436 2,784,881 153,289,949
------------ ----------- ------------ ----------- --------------
Net transfer in (out) 6,349,379 10,428,344 3,410,799 (3,234,526) 122,532
------------ ----------- ------------ ----------- --------------
Net increase (decrease) 10,512,017 13,842,685 7,032,115 11,500,159 251,494,790
Net assets available for
benefits:
Beginning of year 10,806,861 7,756,536 76,179,822 24,070,669 1,748,402,994
------------ ----------- ------------ ----------- --------------
End of year $ 21,318,878 $21,599,221 $ 83,211,937 $35,570,828 $1,999,897,784
============ =========== ============ =========== ==============
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
Page 4 of 4
Statement of Changes in Net Assets Available for Benefits with Fund
Information
For the Year Ended March 31, 1997
Anheuser-Busch Companies, Inc. Defined Contribution Master Trust
- -----------------------------------------------------------------------------------
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Short-term Medium-term
Anheuser-Busch fixed fixed Equity
Companies, Inc. income income index
stock fund fund fund fund
Additions to net assets
attributed to:
Contributions:
Participant $ 55,969,069 $ 964,233 $ 4,624,414 $ 7,565,400
Employer 16,302,090 - - -
-------------- ----------- ------------ -----------
Total contributions 72,271,159 964,233 4,624,414 7,565,400
Investment income:
Interest 807,239 787,221 2,950,138 2,113,688
Dividends 40,035,045
Net realized and unrealized
appreciation in fair value
of investments 346,196,449 (91,609) (996,720) 10,660,053
-------------- ----------- ------------ ------------
Total additions 459,309,892 1,659,845 6,577,832 20,339,141
-------------- ----------- ------------ ------------
Deductions from net assets
attributed to:
Distributions to participants 89,417,709 2,217,757 2,752,761 3,232,210
Interest expense 40,338,376
Administrative expenses 14,892 - - -
-------------- ----------- ------------ -----------
Total deductions 129,770,977 2,217,757 2,752,761 3,232,210
-------------- ----------- ------------ -----------
Net transfer in (out) 13,794,542 2,565,058 (7,994,169) 4,717,421
-------------- ----------- ------------ -----------
Net increase (decrease) 343,333,457 2,007,146 (4,169,098) 21,824,352
Net assets available for
benefits:
Beginning of year 1,139,055,893 13,561,439 48,920,051 65,055,866
-------------- ----------- ------------ -----------
End of year $1,482,389,350 $15,568,585 $ 44,750,953 $86,880,218
============== =========== ============ ===========
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMUM WIDTH
Managed Index Participant Earthgrains
Balanced balanced loan Company stock
fund fund fund fund Total
Additions to net assets
attributed to:
Contributions:
Participants $ 1,219,079 $ 822,586 $ - $ - $ 71,164,781
Employer - - - - 16,302,090
------------ ----------- ------------ ----------- --------------
Total contributions 1,219,079 822,586 - - 87,466,871
Investment income:
Interest 93,741 5,492,638 76 12,244,741
Dividends 78,837 40,113,882
Net realized and unrealized
appreciation in fair value
of investments 1,019,321 607,152 - 11,048,054 368,442,700
------------ ----------- ------------ ----------- --------------
Total additions 2,238,400 1,523,479 5,492,638 11,126,967 508,268,194
------------ ----------- ------------ ----------- --------------
Deductions from net assets
attributed to:
Distributions to participants 830,141 209,474 2,492,965 1,745,926 102,898,943
Interest expense 40,338,376
Administrative expenses 14,892
------------ ----------- ------------ ----------- --------------
Total deductions 830,141 209,474 2,492,965 1,745,926 143,252,211
------------ ----------- ------------ ----------- --------------
Net transfer in (out) (32,850) 422,471 9,208,987 (11,161,736) 11,519,724
------------ ----------- ------------ ----------- --------------
Net increase (decrease) 1,375,409 1,736,476 12,208,660 (1,780,695) 376,535,707
Net assets available for
benefits:
Beginning of year 9,431,452 6,020,060 63,971,162 25,851,364 1,371,867,287
------------ ----------- ------------ ----------- --------------
End of year $ 10,806,861 $ 7,756,536 $ 76,179,822 $24,070,669 $1,748,402,994
============ =========== ============ =========== ==============