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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) February 1, 1999
E. I. du Pont de Nemours and Company
(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-815 51-0014090
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
1007 Market Street
Wilmington, Delaware 19898
(Address of principal executive offices)
Registrant's telephone number, including area code: (302) 774-1000
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Item 5. Other Events
On September 28, 1998, the Company's Board of Directors
approved a plan to divest Conoco. The principal agreement governing the
separation of Conoco from DuPont, plus certain exhibits to that agreement, is
attached as an exhibit to and incorporated by reference in this Current Report
on Form 8-K. An initial public offering of Conoco common stock was made on
October 21, 1998. The Company now indirectly owns approximately 70 percent of
Conoco common stock, which represents approximately 92 percent of the combined
voting rights of all classes of common stock. Subject to the receipt of a ruling
from the Internal Revenue Service, the Company intends to follow this with a
tax-free split-off of its remaining Conoco shares to DuPont shareholders no
later than third quarter 1999.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits
c. Exhibits. The following exhibit is filed as part of this
Current Report on Form 8-K:
Exhibit
No. Description of Exhibit
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10 Restructuring, Transfer and Separation Agreement, dated as of
October 27, 1998 by and among Conoco Inc. (formerly known as
Conoco Energy Company) and E. I. du Pont de Nemours and
Company, including Exhibit D and K thereto.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
E. I. DU PONT DE NEMOURS AND COMPANY
(Registrant)
/s/ D. B. Smith
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D. B. Smith
Assistant Controller
Fewbruary 1, 1999