Archer Daniels Midland Co · 10-K · For 6/30/98

Filed On 9/24/98   ·   SEC File 1-00044   ·   Accession Number 7084-98-29

Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        1998 10k-Annual Report                                37±   142K 
 5: EX-13       Annual Report to Security Holders                     38±   146K 
 4: EX-21       Subsidiaries of the Registrant                         2±     8K 
 3: EX-23       Consent of Independent Auditors                        2±    14K 
 2: EX-24       Powers of Attorney                                     7±    29K 
 6: EX-27       Financial Data Schedule                                1      5K 

10-K   —   1998 10k-Annual Report
Document Table of Contents

29                                                                              

PAGE 1                                                                
FORM 10-K               

SECURITIES AND EXCHANGE COMMISSION                

WASHINGTON, D. C.  20549                

[X]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE                         
SECURITIES EXCHANGE ACT OF 1934                                           

For the fiscal year ended June 30, 1998                                         

OR                

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE                   
SECURITIES EXCHANGE ACT OF 1934                                           

For the transition period from              to                                  
Commission file number 1-44                                                     

ARCHER-DANIELS-MIDLAND COMPANY                
(Exact name of registrant as specified in its charter)                

Delaware                                  41-0129150          
(State or other jurisdiction of                (I. R. S. Employer               
incorporation or organization)                Identification No.)               

4666 Faries Parkway   Box 1470   Decatur, Illinois   62525                      
(Address of principal executive offices)           (Zip Code)                   

Registrant's telephone number, including area code217-424-5200                  

Securities registered pursuant to Section 12(b) of the Act:                     

                        Name of each exchange on
Title of each class                     which registered                  

Common Stock, no par value              New York Stock Exchange                 
                      Chicago Stock Exchange
              Swiss Exchange
                    Tokyo Stock Exchange
                        Frankfurt Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None                

Indicate by check mark whether the registrant (1) has filed all                 
reports required to be filed by Section 13 or 15(d) of the                      
Securities Exchange Act of 1934 during the preceding 12 months                  
(or for such shorter period that the registrant was required to                 
file such reports), and (2) has been subject to such filing                     
requirements for the past 90 days.  Yes  X     No ___                           
Indicate by check mark if disclosure of delinquent filers                       
pursuant to Item 405 of Regulation S-K is not contained herein,                 
and will not be contained, to the best of registrant's knowledge,               
in definitive proxy or information statements incorporated by                   
reference in Part III of this Form 10-K or any amendment to this                
Form 10-K. [ ]                                                                  

State the aggregate market value of the voting stock held by non-               
affiliates of the registrant.                                                   

Common Stock, no par value--$8.7 billion                    
(Based on the closing price of the New York Stock Exchange on                   
August 24, 1998)                                                                

Indicate the number of shares outstanding of each of the                        
registrant's classes of common stock, as of the latest                          
practicable date.                                                               

Common Stock, no par value--567,619,871 shares              
(August 31, 1998)                       

DOCUMENTS INCORPORATED BY REFERENCE                                             

Portions of the annual shareholders' report for the year ended                  
June 30, 1998 are incorporated by reference into Parts I, II and                
IV.                                                                             

Portions of the annual proxy statement for the year ended June                  
30, 1998 are incorporated by reference into Part III.                           
1                                                                               
PAGE 2                                                                
PART I                                                                          

Item 1. BUSINESS                                                                

(a)    General Development of Business                          

Archer Daniels Midland Company was incorporated     
in Delaware in 1923, successor to the Daniels             
Linseed Co. founded in 1902.                              

During the last five years, the Company has         
experienced significant growth, spending                  
approximately $4.5 billion for construction of new        
plants, expansions of existing plants and the             
acquisitions of plants and transportation equipment.      
There have been no significant dispositions during        
this period. However, during this period, the             
Company has disposed of its Supreme Sugar subsidiary      
and its British Arkady bakery ingredient business.        
In addition, the Company has contributed malting          
operations, formula feed operations, rice milling         
operations, Mexican wheat flour mills and masa corn       
flour operations to various unconsolidated joint          
ventures.                                                 

(b)    Financial Information About Industry Segments            

The Company is in one business segment--            
procuring, transporting, storing, processing and          
merchandising agricultural commodities and products.      

(c)    Narrative Description of Business                        

                     (i)Principal products
produced and principal markets for and methods of 
distribution of such products.                    

                    The Company is
engaged in the business of procuring,             
transporting, storing, processing and             
merchandising agricultural commodities and        
products. It is one of the world's largest        
processors of oilseeds, corn and wheat. The       
Company also processes cocoa beans, milo, oats,   
barley and peanuts. Other operations include      
transporting, merchandising and storing           
agricultural commodities and products. These      
operations and processes produce products which   
have primarily two end uses: food or feed         
ingredients. Each commodity processed is in       
itself a feed ingredient as are the by-products   
produced during the processing of each commodity. 

Production processes of all commodities are       
capital intensive and similar in nature. These    
processes involve grinding, crushing or milling   
with further value added through extraction,      
refining and fermenting. Generally, each          
commodity can be processed by any of these        
methods to generate additional value-added        
products.                                         
2                                                                               
PAGE 3                                                                
Item 1. BUSINESS-Continued                                                      

All commodities and related processed products    
share the same network of commodity procurement   
facilities, transportation services (including    
rail, barge, truck and ocean vessels) and storage 
facilities. The geographic areas, customers and   
marketing methods are basically the same for all  
commodities and their related further processed   
products. Feed ingredient products and by-        
products are sold to farmers, feed dealers and    
livestock producers, all of whom purchase         
products from across the entire commodity chain.  
Food ingredient products are also sold to one     
basic group of customers: food and beverage       
processors. Any single customer may purchase      
products produced from all commodities, and any   
single food or feed product could include         
ingredients produced from all commodities         
processed.                                        

Oilseed Products                                  

                           Soybeans, cottonseed,
sunflower seeds, canola, peanuts, flaxseed and    
corn germ are processed to provide vegetable oils 
and meals principally for the food and feed       
industries. Crude vegetable oil is sold "as is"   
or is further processed by refining and           
hydrogenating into margarine, shortening, salad   
oils and other food products. Partially refined   
oil is sold for use in chemicals, paints and      
other industrial products. Lecithin, an           
emulsifier produced in the vegetable oil refining 
process, is marketed as a food and feed           
ingredient. Natural source Vitamin E, an          
antioxidant, and distilled monoglycerides, an     
emulsifier, are produced from soybeans and other  
oilseeds.                                         

                          Oilseed meals supply
more than one-half of the high protein            
ingredients used in the manufacture of commercial 
livestock and poultry feeds. Soybean meal is      
further processed into soy flour and grits, used  
in both food and industrial products, and into    
value-added soy protein products. Textured        
vegetable protein (TVP), a soy protein product    
developed by the Company, is sold primarily to    
the institutional food market and, through        
others, to the food consumer market. The Company  
also produces a wide range of other edible soy    
protein products including isolated soy protein,  
soy protein concentrate, soy-based milk products, 
soy flours and soy protein meat substitutes       
(Harvest Burgers and Harvest Burgers for          
Recipes). The Company produces and markets a wide 
range of consumer and institutional health foods  
based on the Company's various soy protein        
products, including soy-derived isoflavones. The  
Company produces cottonseed flour which is sold   
primarily to the pharmaceutical industry. Cotton  
cellulose pulp is manufactured and sold to the    
chemical, paper and filter markets.               
3                                                                               
PAGE 4                                                                
Item 1. BUSINESS-Continued                                                      

Corn Products                                     

                    The Company is
engaged in dry milling and wet milling corn       
operations. Products produced for use by the food 
and beverage industry include syrup, starch,      
glucose, dextrose, crystalline dextrose, high     
fructose sweeteners, crystalline fructose and     
grits. Corn gluten feed and distillers grains are 
produced for use as feed ingredients. Ethyl       
alcohol is produced to beverage grade or for      
industrial use as ethanol. In gasoline, ethanol   
increases octane and is used as an extender and   
oxygenate. Corn germ, a by-product of the milling 
process, is further processed as an oilseed.      

                        By fermentation of
dextrose, the Company produces citric and lactic  
acids, feed-grade amino acids and vitamins,       
lactates, sorbitol, xanthan gum, and food         
emulsifiers principally for the food and feed     
industries.                                       

Wheat and Other Milled Products                   

                         Wheat flour is sold
primarily to large bakeries, durum flour is sold  
to pasta manufacturers and bulgur, a gelatinized  
wheat food, is sold to both the export and the    
domestic food markets. The Company produces wheat 
starch and vital wheat gluten for the baking      
industry. The Company mills oats into oat bran    
and oat flour for institutional and consumer food 
customers. The Company also mills milo to produce 
industrial flour that is used in the              
manufacturing of wall board for the building      
industry.                                         

Other Products and Services                       

                       The Company buys,
stores and cleans agricultural commodities, such  
as oilseeds, corn, wheat, milo, oats and barley,  
for resale to other processors worldwide.         

The Company grinds cocoa beans and produces cocoa 
liquor, cocoa butter, cocoa powder, chocolate and 
various compounds for the food processing         
industry.                                         

                          The Company produces
and distributes formula feeds and animal health   
and nutrition products to the livestock, dairy    
and poultry industries. Many of the feed          
ingredients and health and nutrition products are 
produced in the Company's other commodity         
processing operations.                            

                          The Company produces
bakery products and mixes which are sold to the   
baking industry.                                  
4                                                                               
PAGE 5                                                                
Item 1. BUSINESS--Continued                                                     

                          The Company produces
spaghetti, noodles, macaroni, and other consumer  
food products. The Company also produces lettuce, 
other fresh vegetables and herbs in its           
hydroponic greenhouse.                            

                           The Company processes
and distributes edible beans for use in many      
parts of the food industry.                       

                        The Company raises
fish for distribution to consumer food customers. 

                        Hickory Point Bank
and Trust Co. furnishes public banking and trust  
services, as well as cash management and          
securities safekeeping services for the Company.  

                  ADM Investor
Services, Inc. is a registered futures commission 
merchant and a clearing member of all principal   
commodities exchanges. ADM Investor Services      
International, Ltd. specializes in futures,       
options and foreign exchange in the European      
marketplace.                                      

                  Agrinational
Insurance Company acts as a direct insurer and    
reinsurer of a portion of the Company's domestic  
and foreign property and casualty insurance       
risks.                                            

                        The Company owns a
57% interest in Heartland Rail Corporation.       
Heartland's 80% owned affiliate, Iowa Interstate  
Railroad, operates a regional railroad in Iowa    
and Illinois.                                     

                       Alfred C. Toepfer
International (Germany) and affiliates, in which  
the Company has a 50% interest, is one of the     
world's largest, most respected trading companies 
specializing in agricultural commodities and      
processed products. Toepfer has forty-three sales 
offices worldwide.                                

               Compagnie
Industrielle et Financiere des Produits Amylaces  
SA (Luxembourg) and affiliates, of which the      
Company has a 41.5% interest, owns European       
agricultural processing plants that are primarily 
engaged in wet corn milling and wheat starch      
production.                                       

                        Gruma S.A. de C.V.
(Mexico) and affiliates, of which the Company has 
a 22% interest, is the world's largest producer   
and marketer of corn flour and tortillas with     
operations in the U.S., Mexico and Central        
America. Additionally, the Company has a 20%      
interest in a joint venture which consists of the 
combined U.S. corn flour operations of ADM and    
Gruma. The Company also has a 40% share, through  
a joint venture with Gruma, in seven Mexican-     
based wheat flour mills.                          
5                                                                               
PAGE 6                                                                
Item 1. BUSINESS-Continued                                                      

The Company owns a 30% non-voting equity interest 
in Minnesota Corn Processors (MCP). MCP operates  
wet corn milling plants in Minnesota and          
Nebraska.                                         

The Company formed a strategic alliance with      
United Grain Growers of Canada (UGG) which        
resulted in the Company having approximately 42%  
ownership of UGG. UGG, with more than 175         
locations throughout Western Canada, is involved  
in grain merchandising, crop input marketing and  
distribution, livestock production services and   
farm business communications.                     

Consolidated Nutrition, L.C., a joint venture     
between the Company and Ag Processing Inc., is a  
supplier of premium animal feeds and animal       
health products. The Company has a 50% ownership  
interest in this joint venture.                   

ADM/Countrymark, LLC, a joint venture between the 
Company and Countrymark Cooperative Inc.,         
operates a grain business in Indiana, Kentucky,   
Maryland, Michigan and Ohio. The Company has a    
50% ownership interest in this joint venture. The 
Company also has a 50% interest in Kalama Export  
Company, a joint venture with Con Agra Inc.,      
which operates a grain export elevator in         
Washington.                                       

The Company owns a 28% interest in Acatos &       
Hutchinson, a U.K. based company, that processes  
and markets edible oil.                           

Eaststarch C.V. (Netherlands), of which the       
Company has a 50% interest, operates wet corn     
milling plants in Bulgaria, Hungary, Slovakia and 
Turkey.                                           

Almidones Mexicanos S.A. (Mexico), of which the   
Company has a 50% interest, operates a wet corn   
milling plant in Mexico.                          

Golden Peanut Company, a joint venture between    
the Company, Gold Kist, Inc. and Alimenta         
Processing Corporation, is a major supplier of    
peanuts to both the domestic and export markets.  
The Company has a 33 1/3% ownership interest in   
this joint venture.                               

ADM-Riceland Partnership, a joint venture between 
the Company and Riceland Foods, Inc., is a        
processor of rice and rice products for           
institutional and consumer food customers. The    
Company has a 50% ownership interest in this      
joint venture.                                    

The Company owns a 50% interest in Sociedad       
Aceitera Oriente, S.A., a Bolivian company that   
is in the oilseed crushing, refining and bottling 
business.                                         
6                                                                               
PAGE 7                                                                

Item 1. BUSINESS-Continued                                                      

International Malting Company, a joint venture    
between the Company and the LeSaffre Company,     
operates barley malting plants in the United      
States, Canada and France. The Company has a 40%  
ownership interest in this joint venture.         

                 The Company
participates in various joint ventures that       
operate oilseed crushing facilities, oil          
refineries and related storage facilities in      
China and Indonesia.                              

                           The percentage of net
sales and other operating income by classes of    
products and services for the last three fiscal   
years were as follows:                            

                                                                [Download Table]

                             1998   1997    1996
                                                
Oilseed products             63%    64%    61%  
Corn products                13     16     18   
Wheat and other                                 
   milled products           9      12     13   
Other products and services  15     8      8    
                             ----   ----   ---- 

                             100%   100%   100% 
                             ====   ====   ==== 

Methods of Distribution                           

Since the Company's customers are principally     
other manufacturers and processors, its products  
are distributed mainly in bulk from processing    
plants or storage facilities directly to the      
customers' facilities. The Company owns a large   
number of trucks and trailers and owns or leases  
large numbers of railroad tank cars and hopper    
cars to augment those provided by the railroads.  
The Company uses the inland waterway systems of   
North and South America and functions as a        
contract carrier of commodities for its own       
operations as well as for other companies. The    
Company owns and leases approximately 2,250 river 
barges and 53 line-haul towboats.                 
7                                                                               
PAGE 8                                                                
Item 1. BUSINESS-Continued                                                      

(ii)  Status of new products                                  

                           The Company continues
to expand its business through the development    
and production of new, value-added products.      
These new products include a wide-range of health 
and nutrition products known as neutraceuticals   
or functional foods. The Company has entered the  
vitamin market with the production of riboflavin  
and vitamin E and is currently expanding          
production facilities to produce vitamin C. The   
Company continues to develop its soy protein meat 
substitutes, Harvest Burgers and Harvest Burgers  
for Recipes, its soy protein powdered non-dairy   
beverage, Nutribev, and its non-dairy frozen      
dessert, Dairylike. The Company is developing and 
expanding production facilities to produce soy-   
derived isoflavones, sterols, granular lecithin,  
astaxathin, distilled monoglycerides and xanthan  
gum. Additionally, the Company is in the early    
stages of development of the antioxidants beta-   
carotene, oligosaccharides and tocotrienols.      

(iii)  Source and availability of raw materials                 

                          Substantially all of
the Company's raw materials are agricultural      
commodities. In any single year, the availability 
and price of these commodities are subject to     
wide fluctuations due to unpredictable factors    
such as weather, plantings, government (domestic  
and foreign) farm programs and policies, changes  
in global demand created by population growth and 
higher standards of living and worldwide          
production of similar and competitive crops.      

(iv)  Patents, trademarks and licenses                        

                      The Company owns
several valuable patents, trademarks and licenses 
but does not consider its business dependent upon 
any single or group of patents, trademarks and    
licenses.                                         

(v)  Extent to which business is seasonal                   

                          Since the Company is
so widely diversified in global agribusiness      
markets, there are no material seasonal           
fluctuations in the manufacture, sale and         
distribution of its products and services. There  
is a degree of seasonality in the growing season  
and procurement of the Company's principal raw    
materials:  oilseeds, wheat, corn and other       
grains. However, the actual physical movement of  
the millions of bushels of these crops through    
the Company's storage and processing facilities   
is reasonably constant throughout the year. The   
worldwide need for food is not seasonal and is    
ever expanding as is the world's population.      
8                                                                               
PAGE 9                                                                
Item 1. BUSINESS-Continued                                                      

(vi)  Working capital items                                     

                          Price variations and
availability of grain at harvest often cause wide 
fluctuations in the Company's inventories and     
short-term borrowings.                            

(vii) Dependence on single customer                             

                         No material part of
the Company's business is dependent upon a single 
customer or very few customers.                   

(viii) Amount of backlog                                        

                           Because of the nature
of the Company's business, the backlog of orders  
at year end is not a significant indication of    
the Company's activity for the current or         
upcoming year.                                    

(ix)  Business subject to renegotiation                       

                        The Company has no
business with the government that is subject to   
renegotiation.                                    

(x)  Competitive conditions                                 

                     Markets for the
Company's products are highly price competitive   
and sensitive to product substitution. No single  
company competes with the Company in all of its   
markets; however, a number of large companies     
compete in one or more markets. Major competitors 
in one or more markets include, but are not       
limited to, Cargill, Inc., ConAgra, Inc., Corn    
Products International, Inc., Eridania Beghin-Say 
and Tate & Lyle.                                  

(xi)  Research and development expenditures                   

                        Practically all of
the Company's technical efforts and expenditures  
are concerned with food and feed ingredient       
products. Special efforts are being made to find  
improvements in food technology to alleviate the  
protein malnutrition throughout the world,        
utilizing the three largest United States crops:  
corn, soybeans and wheat.                         
9                                                                               
PAGE 10                                                               
Item 1. BUSINESS-Continued                                                      

                 The need to
successfully market new or improved food and feed 
ingredients developed in the Company's research   
laboratories led to the concept of technical      
support. The Company is staffed with technical    
representatives who work closely with customers   
and potential customers on the development of     
food and feed products which incorporate Company- 
produced ingredients. These technical             
representatives are an adjunct to both the        
research and sales functions.                     

                           The Company maintains
a research laboratory in Decatur, Illinois where  
product and process development activities are    
conducted. To develop new bioproducts and to      
improve existing bioproducts, new cultures are    
developed using classical mutation and genetic    
engineering. Protein research is conducted at     
facilities in Decatur where meat and dairy pilot  
plants support application research. Starch and   
amyolitic enzyme research is done at a laboratory 
in Clinton, Iowa. Research to support sales and   
development for bakery products is done at a      
laboratory in Olathe, Kansas. Research to support 
sales and development for cocoa and chocolate     
products is done in Milwaukee, Wisconsin and the  
Netherlands. The Company maintains research       
centers in Quincy, Illinois that conduct swine    
and cattle feeding trials to test new formula     
feed products and to develop improved feeding     
efficiencies.                                     

The amounts spent during the three years ended    
June 30, 1998, 1997 and 1996 for such technical   
efforts were approximately $17.1, $12.2 and $11.5 
million, respectively.                            

                    (xii)Material effects of
capital expenditures for environmental protection 

                      During 1998, $16
million was spent for equipment, facilities and   
programs for pollution control and compliance     
with the requirements of various environmental    
agencies.                                         

                        There have been no
material effects upon the earnings and            
competitive position of the Company resulting     
from compliance with federal, state and local     
laws or regulations enacted or adopted relating   
to the protection of the environment.             

                         The Company expects
that expenditures for environmental facilities    
and programs will continue at approximately the   
present rate with no unusual amounts anticipated  
for the next two years.                           

Item 1. BUSINESS-Continued                                                      

(xiii) Number of employees                                      

                           The number of persons
employed by the Company was 23,132 at June 30,    
1998.                                             

(d)Financial Information About Foreign and Domestic       
Operations and Export Sales                               

The Company's foreign operations are principally in             
developed countries and do not entail any undue or unusual                      
business risks. Geographic financial information is set forth in                
"Note 11 of Notes to Consolidated Financial Statements" of the                  
annual shareholders' report for the year ended June 30, 1998 and                
is incorporated herein by reference.                                            

10                                                                              

PAGE 11                                                               
Item 1. BUSINESS--Continued                                                     

(e)    Executive Officers and Certain Significant               
Employees                                                                       

Name                       Title                 Age      

G. Allen Andreas    President and Chief Executive 55      
           Officer from 1997. Counsel to
          the Executive Committee from
            September 1994. Vice President
from 1988.        

Martin L. Andreas   Senior Vice President from 1989.59    
        Assistant to the Chairman.

Charles P. Archer   Treasurer from October 1992.  42      

Lewis W. Batchelder Group Vice President from     53      
              July 1997. Senior Vice President
            of ADM/Growmark. Various grain
           merchandising positions since
1971.                                                                           

Charles T. Bayless  Executive Vice President from 63      
             July 1997. Group Vice President
from January 1993.

Howard E. Buoy      Group Vice President from     72      
January 1993.     

William H. Camp     Vice President from April 1993.49     

Mark J. Cheviron    Vice President from July 1997.49      
         Vice President of Corporate
         Security and Administrative
               Services since May 1997. Director
     of Security since 1980.

Larry H. Cunningham Group Vice President and      54      
              President of ADM Corn Processing
         Division from October 1996.
          Vice President and President
    of Protein Specialties
       Division since July 1993.

Craig L. Hamlin     Group Vice President from     52      
        October 1994. President of
    ADM Milling from 1989.

Edward A. Harjehausen    Vice President from October48    
1992.             
11                                                                              
PAGE 12                                                               
Item 1. BUSINESS-Continued                                                      

James C. Ielase     Group Vice President since    57      
            July 1997. President of Golden
            Peanut Company from April 1995
               to June 1997. Private investments
      from 1992 to April 1995.

Burnell D Kraft     Senior Vice President from    67      
             July 1997. Group Vice President
               from January 1993. Vice President
     from 1984. President of
             ADM/Growmark, Collingwood Grain
               and Tabor Grain Co. subsidiaries.

Paul L. Krug, Jr.   Vice President from 1991 and  54      
       President of ADM Investor
Services.         

John E. Long        Vice President from July 1996.69      
       President of ADM Research
         Division from 1992. Various
            senior research positions from
1975.             

Claudia M. Madding  Secretary to the Executive    47      
            Committee from September 1997.
        Executive Assistant to the
Chairman                                                                        
      since July 1997. Assistant
Secretary                                                       
       from 1993. Administrative
Assistant                                                                       
         to the Chairman since 1984.

Jack McDonald       Vice President from October 1994.     
66                                                                              
              President of Southern Cotton Oil
 Division from 1990.

John D. McNamara    Group Vice President and      50      
         President of North American
              Oilseed Processing Division from
               July 1997. President of ADM Agri-
    Industries since 1992.

Steven R. Mills     Controller from October 1994. 43      
         Various senior treasury and
             accounting positions from 1979.

Stephen W. Minder   Corporate Compliance Officer from     
42                                                                              
       July 1997. Various senior
internal                                                                        
         audit positions since 1990.
12                                                                              
PAGE 13                                                               
Item 1. BUSINESS-Continued                                                      

Paul B. Mulhollem   Group Vice President from     49      
            July 1997. Vice President from
             January 1996. Managing Director
              of ADM International, Ltd., from
1993.             

Brian F. Peterson   Vice President from January 1996.     
56                                                                              
          President of ADM BioProducts
         Division from 1995. Various
          merchandising positions from
1980.                                                                           

Raymond V. Preiksaitis     Group Vice President from46    
         July 1997. Vice President -
            Management Information Systems
from 1988.        

John G. Reed        Vice President from 1982.     68      

Richard P. Reising  Senior Vice President from July54     
             1997. Vice President, Secretary
      and General Counsel from
1991 to 1997.     

John D. Rice        Vice President from 1993 and  44      
        President of ADM Food Oils
           Division since December 1996.
              Vice President of ADM Processing
 Division from 1992.

Scott A. Roberts    Assistant Secretary and Assistant     
38                                                                              
             General Counsel from July 1997.
          Member of the Law Department
since 1985.       

Kenneth A. Robinson Vice President from January 1996.     
51                                                                              
              Vice President of ADM Processing
 Division from 1985.

Douglas J. Schmalz  Vice President and Chief      52      
          Financial Officer from 1986.
           Controller from 1986 to 1994.

David J. Smith      Vice President, Secretary and 43      
              General Counsel from July, 1997.
            Assistant General Counsel from
            1995. Assistant Secretary from
              1988 to July 1997. Member of the
Law                                                                             
    Department since 1981.
Item 1. BUSINESS-Continued                                                      

Stephen H. Yu       Vice President from January 1996.     
38                                                                              
      Managing Director of ADM
            Asia-Pacific, Ltd., from 1993.
             Various merchandising positions
            with Continental Grain Company
from 1986.        

          Officers of the registrant are
elected by the Board of Directors for terms of one        
year and until their successors are duly elected and      
qualified.                                                

G. Allen Andreas and Martin L. Andreas are nephews o      
f Dwayne O.    Andreas, a director of the                 
registrant.                                               
13                                                                              

PAGE 14                                                               
Item 2. PROPERTIES                                                              

(a)                    Processing Facilities                    

The Company owns, leases, or has a 50% or greater         
interest in the following processing plants:              

                                                                [Download Table]

                                                           
                     United   Foreign   Total              
                     States                                
 Owned                 197                         77 274  
 Leased                  2                         1   3   
 Joint Venture          48                         27  75  
                      ____                         ________
                       247                         105 352 
                       ===                         === === 

The Company's operations are such that most products      
are efficiently processed near the source of raw          
materials.  Consequently, the Company has many            
plants located strategically in grain producing           
areas.  The annual volume processed will vary             
depending upon availability of raw materials and          
demand for finished products.                             

The Company operates thirty-nine domestic and             
fifteen foreign oilseed crushing plants with a daily      
processing capacity of approximately 94,000 metric        
tons (3.5 million bushels).  The domestic plants are      
located in Alabama, Arkansas, Georgia, Illinois,          
Indiana, Iowa, Kansas, Louisiana, Minnesota,              
Missouri, Mississippi, Nebraska, North Dakota, Ohio,      
South Carolina, Tennessee and Texas.  The foreign         
plants are located in Brazil, Canada, England,            
Germany, India, Mexico, the Netherlands and Poland.       
The Company also has an interest, through a joint         
venture, in an oilseed crushing plant in Bolivia.         

The Company operates four wet corn milling and two        
dry corn milling plants with a daily grind capacity       
of approximately 41,700 metric tons (1.6 million          
bushels).  These plants and other related                 
properties, including corn germ extraction and corn       
gluten pellet plants, are located in Illinois, Iowa,      
New York and North Dakota.  The Company also has          
interests, through joint ventures, in corn milling        
plants in Bulgaria, Hungary, Mexico, Slovakia and         
Turkey.                                                   

The Company operates twenty-nine domestic wheat and       
durum flour mills, a domestic bulgur plant, three         
domestic corn flour mills, two domestic milo mills,       
and twelve foreign flour mills with a total daily         
milling capacity of approximately 30,700 metric tons      
(1.1 million bushels).  The Company also operates         
seven bakery mix and specialty ingredient plants,         
two pasta plants, and two starch and gluten plants.       
These plants and other related properties are             
strategically located across North and Central            
America in California, Illinois, Indiana, Iowa,           

Item 2. PROPERTIES--continued                                                   

Kansas, Louisiana, Minnesota, Missouri, Nebraska,         
New York, North Carolina, Oklahoma, Oregon,               
Pennsylvania, Tennessee, Texas, Washington,               
Wisconsin, Barbados, Belize, Canada and Jamaica.          
The Company also has an interest, through a joint         
venture, in rice milling plants in Arkansas and           
Louisiana.                                                

The Company operates fifteen domestic oilseed             
refineries in Arkansas, Georgia, Illinois, Indiana,       
Iowa, Minnesota, Nebraska, North Dakota, Tennessee        
and Texas as well as ten foreign refineries in            
Brazil, Canada, Germany, India and the Netherlands.       
The Company also has interests, through joint             
ventures, in oilseed refineries in Texas, Bolivia         
and England.  The Company produces packaged oils in       
California, Georgia, Illinois, Brazil and Germany         
and has interests, through joint ventures, in             
packaged oils plants in Bolivia and England.  Soy         
protein specialty products are produced in Illinois       
and the Netherlands, lecithin products are produced       
in Arkansas, Illinois, Iowa, Nebraska, Canada,            
Germany and the Netherlands, and Vitamin E is             
produced in Illinois.  Cotton linter pulp is              
produced in Tennessee and cottonseed flour is             
produced in Texas.                                        

The Company produces feed and food additives at           
seven bioproducts plants located in Illinois, North       
Carolina and Ireland. The Company also operates           
fifteen domestic and nine foreign formula feed and        
animal health and nutrition plants.  The domestic         
plants are located in Georgia, Illinois, Indiana,         
Iowa, Minnesota, Nebraska, Ohio, Texas and                
Washington.  The foreign plants are located in            
Barbados, Belize, Canada, China, Ireland and Puerto       
Rico.  The Company also has interests, through joint      
ventures, in formula feed plants in Arkansas,             
Georgia, Illinois, Iowa, Indiana, Kansas, Kentucky,       
Michigan, Minnesota, Missouri, Nebraska, Ohio,            
Pennsylvania, Tennessee, Wisconsin, Canada, China,        
Puerto Rico and Trinidad.                                 

The Company operates five domestic and eleven             
foreign chocolate and cocoa bean processing plants.       
The domestic plants are located in Georgia,               
Massachusetts, New Jersey, North Carolina and             
Wisconsin, and the foreign plants are located in          
Brazil, Canada, China, England, France, Germany, the      
Netherlands, Poland and Singapore.                        

The Company operates forty-nine domestic edible bean      
processing facilities located in California,              
Colorado, Idaho, Kansas, Michigan, Minnesota, North       
Dakota and Wyoming.                                       

The Company operates various other food and food          
ingredient plants in England, France, Germany and         
Jamaica.                                                  
14                                                                              
PAGE 15                                                               
Item 2. PROPERTIES--continued                                                   

Procurement Facilities                                    

The Company operates two hundred domestic terminal,       
country, and river elevators covering the major           
grain producing states, including one hundred thirty-     
seven country elevators and sixty-three terminal and      
river loading facilities including three grain            
export elevators in Louisiana.  Elevators are             
located in Arkansas, Colorado, Georgia, Illinois,         
Indiana, Iowa, Kansas, Kentucky, Louisiana,               
Michigan, Minnesota, Missouri, Montana, Nebraska,         
North Carolina, North Dakota, Oklahoma, South             
Carolina, Tennessee and Texas.  Domestic grain            
terminals, elevators and processing plants have an        
aggregate storage capacity of approximately               
412,000,000 bushels.                                      

The Company also has interests, through joint             
ventures, in seventeen domestic grain terminals and       
elevators, including two export terminals, one in         
the state of Washington and the other in Maryland.        
The other joint venture grain terminals and               
elevators are located in Indiana, Kentucky,               
Michigan, Minnesota, and Ohio.  Domestic joint            
venture grain terminals and elevators have an             
aggregate storage capacity of approximately               
62,000,000 bushels.                                       

The Company also operates one hundred thirty-four         
foreign grain elevators with an aggregate storage         
capacity of approximately 89,000,000 bushels,             
including three export facilities located in Brazil.      
These elevators are located in Barbados, Brazil,          
Canada, Germany, Ireland and Paraguay. The Company        
also has an interest, through a joint venture, in         
fourteen grain elevators in Bolivia with an               
aggregate storage capacity of approximately               
7,000,000 bushels.                                        

Eleven cotton gins are located in Texas and serve         
the cottonseed crushing plants in that area.              

15                                                                              
PAGE 16                                                               
Item 3. LEGAL PROCEEDINGS                                                       

ENVIRONMENTAL MATTERS                                                 

In 1993, the State of Illinois Environmental Protection               
Agency ("IEPA") brought administrative enforcement                    
proceedings arising out of the Company's alleged failure              
to obtain permits for certain pollution control equipment             
at certain of the Company's processing facilities in                  
Illinois. The Company and IEPA have executed a settlement             
agreement with respect to one of these proceedings. That              
agreement is currently before the Illinois Pollution                  
Control Board for approval. The Company believes it has               
meritorious defenses to the remaining proceeding. In                  
management's opinion this settlement and the remaining                
proceeding will not, either individually or in the                    
aggregate, have a material adverse effect on the Company's            
financial condition or results of operations.                         

The Company is involved in approximately 35 administrative            
and judicial proceedings in which it has been identified              
as a potentially responsible party (PRP) under the federal            
Superfund law and its state analogs for the study and                 
clean-up of sites contaminated by material discharged into            
the environment. In all of these matters, there are                   
numerous PRPs. Due to various factors such as the required            
level of remediation and participation in the clean-up                
effort by others, the Company's future clean-up costs at              
these sites cannot be reasonably estimated. However, in               
management's opinion these proceedings will not, either               
individually or in the aggregate, have a material adverse             
effect on the Company's financial condition or results of             
operations.                                                           

LITIGATION REGARDING ALLEGED ANTICOMPETITIVE PRACTICES                

The Company and certain of its current and former officers            
and directors are currently defendants in various lawsuits            
related to alleged anticompetitive practices by the                   
Company as described in more detail below. The Company and            
the individual defendants named in these actions intend to            
vigorously defend the actions unless they can be settled              
on terms deemed acceptable to the parties. The Company has            
paid and intends to continue to pay the legal expenses of             
its current and former officers and directors and to                  
indemnify these persons with respect to these actions in              
accordance with Article X of the Bylaws of the Company.               

GOVERNMENTAL INVESTIGATIONS                                           

Federal grand juries in the Northern Districts of Illinois,           
California and Georgia, under the direction of the United             
States Department of Justice ("DOJ"), have been                       
investigating possible violations by the Company and others           
with respect to the sale of lysine, citric acid and high              
fructose corn syrup, respectively. In connection with an              
agreement with the DOJ, in fiscal 1997 the Company paid the           
United States a fine of $100 million. This agreement                  
constitutes a global resolution of all matters between the            
DOJ and the Company and brought to a close all DOJ                    
investigations of the Company. The federal grand jury in              
the Northern District of Illinois (lysine) has been closed.           

The Company has received notice that certain foreign                  
governmental entities were commencing investigations to               
determine whether anticompetitive practices occurred in               
their jurisdictions. In February 1997, the Company's three            
Mexican subsidiaries were notified that the Mexican Federal           
Competition Commission commenced an investigation as to               
whether the Company's marketing and sale of lysine in                 
Mexico resulted in violations of that country's federal               
antitrust laws. On June 22, 1998 the Mexican Federal                  
Competition Commission issued resolutions concluding its              
investigation relative to the Company's subsidiaries and              
imposing a fine in the approximate amount of $125,000.  In            
June 1997, the Company and several of its European                    
subsidiaries were notified that the Commission of the                 
European Communities had initiated an investigation as to             
possible anticompetitive practices in the amino acid                  
markets, in particular the lysine market, in the European             
Union. In September 1997, the Company received a request              
for information from the Commission of the European                   
Communities with respect to an investigation being                    
conducted by that Commission into the possible existence of           
certain agreements and/or concerted practices in the citric           
acid market within the European Union. In December, 1997,             
the Company was notified by the Canadian Competition Bureau           
that it is among the subjects of a formal inquiry into an             
alleged conspiracy to fix prices and sales volumes in the             
production, sale and supply of lysine. In connection with             
an agreement with the Canadian Competition Bureau and the             
Attorney General of Canada, the Company paid a fine in the            
approximate amount of $11 million.  This agreement                    
constitutes a global resolution of all matters between the            
Canadian Competition Bureau and the Company.  The ultimate            
outcome and materiality of the proceedings of the                     
Commission of the European Communities can not presently be           
determined. The Company may become the subject of similar             
antitrust investigations conducted by the applicable                  
regulatory authorities of other countries.                            

HIGH FRUCTOSE CORN SYRUP ACTIONS                                      

The Company, along with other companies, has been named as            
a defendant in thirty-one antitrust suits involving the               
sale of high fructose corn syrup.  Thirty of these actions            
have been brought as putative class actions.                          

FEDERAL ACTIONS.    Twenty-two of these putative class                
actions allege violations of federal antitrust laws,                  
including allegations that the defendants agreed to fix,              
stabilize and maintain at artificially high levels the                
prices of high fructose corn syrup, and seek injunctions              
against continued alleged illegal conduct, treble damages             
of an unspecified amount, attorneys fees and costs, and               
other unspecified relief. The putative classes in these               
cases comprise certain direct purchasers of high fructose             
corn syrup during certain periods in the 1990s. These                 
twenty-two actions have been transferred to the United                
States District Court for the Central District of Illinois            
and consolidated under the caption In Re High Fructose                
Corn Syrup Antitrust Litigation, MDL No. 1087 and Master              
File No. 95-1477. The parties are in the midst of                     
discovery in this action.                                             
16                                                                              
PAGE 17                                                               

On January 14, 1997, the Company, along with other                    
companies, was named a defendant in a non-class action                
antitrust suit involving the sale of high fructose corn               
syrup and corn syrup. This action which is encaptioned                
Gray & Co. v. Archer Daniels Midland Co., et al, No. 97-69-           
AS, and was filed in federal court in Oregon, alleges                 
violations of federal antitrust laws and Oregon and                   
Michigan state antitrust laws, including allegations that             
defendants conspired to fix, raise, maintain and stabilize            
the price of corn syrup and high fructose corn syrup, and             
seeks treble damages, attorneys' fees and costs of an                 
unspecified amount. The parties are in the midst of                   
discovery in this action.                                             

STATE ACTIONS. The Company, along with other companies,               
also has been named as a defendant in  seven putative                 
class action antitrust suits filed in California state                
court involving the sale of high fructose corn syrup.                 
These California actions allege violations of the                     
California antitrust and unfair competition laws,                     
including allegations that the defendants agreed to fix,              
stabilize and maintain at artificially high levels the                
prices of high fructose corn syrup, and seek treble                   
damages of an unspecified amount, attorneys fees and                  
costs, restitution and other unspecified relief. One of               
the California putative classes comprises certain direct              
purchasers of high fructose corn syrup in the State of                
California during certain periods in the 1990s. This                  
action was filed on October 17, 1995 in Superior Court for            
the County of Stanislaus, California and encaptioned                  
Kagome Foods, Inc. v Archer-Daniels-Midland Co. et al.,               
Civil Action No. 37236. This action has been removed to               
federal court and consolidated with the federal class                 
action litigation pending in the Central District of                  
Illinois referred to above. The other  six California                 
putative classes comprise certain indirect purchasers of              
high fructose corn syrup and dextrose in the State of                 
California during certain periods in the 1990s. One such              
action was filed on July 21, 1995 in the Superior Court of            
the County of Los Angeles, California and is encaptioned              
Borgeson v. Archer-Daniels-Midland Co., et al., Civil                 
Action No. BC131940. This action and  four other indirect             
purchaser actions have been coordinated before a single               
court in Stanislaus County, California under the caption,             
Food Additives (HFCS) cases, Master File No. 39693. The               
other four actions are encaptioned, Goings v. Archer                  
Daniels Midland Co., et al., Civil Action No. 750276                  
(Filed on July 21, 1995, Orange County Superior Court);               
Rainbow Acres v. Archer Daniels Midland Co., et al., Civil            
Action No. 974271 (Filed on November 22, 1995, San                    
Francisco County Superior Court); Patane v. Archer Daniels            
Midland Co., et al., Civil Action No. 212610 (Filed on                
January 17, 1996, Sonoma County Superior Court); and St.              
Stan's Brewing Co. v. Archer Daniels Midland Co., et al.,             
Civil Action No. 37237 (Filed on October 17, 1995,                    
Stanislaus County Superior Court). On October 8, 1997,                
Varni Brothers Corp. filed a complaint in intervention                
with respect to the coordinated action pending in                     
Stanislaus County Superior Court, asserting the same                  
claims as those advanced in the consolidated class action.            
The parties are in the midst of discovery in the                      
coordinated action.                                                   
17                                                                              

PAGE 18                                                               

The Company, along with other companies, also has           
been named a defendant in a putative class action                     
antitrust suit filed in Alabama state court. The Alabama              
action alleges violations of the Alabama, Michigan and                
Minnesota antitrust laws, including allegations that                  
defendants agreed to fix, stabilize and maintain at                   
artificially high levels the prices of high fructose corn             
syrup, and seeks an injunction against continued illegal              
conduct, damages of an unspecified amount, attorneys fees             
and costs, and other unspecified relief. The putative                 
class in the Alabama action comprises certain indirect                
purchasers in Alabama, Michigan and Minnesota during the              
period March 18, 1994 to March 18, 1996. This action was              
filed on March 18, 1996 in the Circuit Court of Coosa                 
County, Alabama, and is encaptioned Caldwell v. Archer-               
Daniels-Midland Co., et al., Civil Action No. 96-17. On               
April 23, 1997, the court granted the defendants' motion              
to sever and dismiss the non-Alabama claims. The remaining            
parties are in the midst of discovery in this action.                 

LYSINE ACTIONS                                                        

The Company, along with other companies, had been named as            
a defendant in twenty-one putative class action antitrust             
suits involving the sale of lysine. Except for the actions            
specifically described below, all such suits have been                
settled, dismissed or withdrawn.                                      

STATE ACTIONS. The Company has been named as a defendant,             
along with other companies in two putative class action               
antitrust suits. These two putative class actions allege              
violations of the Alabama antitrust laws, including                   
allegations that the defendants agreed to fix, stabilize              
and maintain at artificially high levels the prices of                
lysine, and seek an injunction against continued alleged              
illegal conduct, damages of an unspecified amount,                    
attorneys fees and costs, and other unspecified relief.               
The putative classes in these actions comprise certain                
indirect purchasers of lysine in the State of Alabama                 
during certain periods in the 1990s. One such action was              
filed on August 17, 1995 in the Circuit Court of DeKalb               
County, Alabama, and is encaptioned Ashley v. Archer-                 
Daniels-Midland Co., et al., Civil Action No. 95-336.  On             
March 13, 1998, the court denied plaintiff's motion for               
class certification. Subsequently, the plaintiff has                  
amended his complaint to add approximately 187 plaintiffs.            
On May 7, 1998, the Company moved for summary judgment as             
to the original named plaintiff's claim.  That motion is              
pending. The other Alabama action, encaptioned Bailey v.              
Archer Daniels Midland Co., et al., Civil Action No. 95-              
165, and filed on December 11, 1995 in the Circuit Court              
of Tallapoosa County, has been placed on the court's                  
administrative docket pending the outcome of the Ashley               
action.                                                               
18                                                                              
PAGE 19                                                               

CITRIC ACID ACTIONS                                                   

The Company, along with other companies, had been named as            
a defendant in eleven putative class action antitrust suits           
and two non-class action antitrust suits involving the sale           
of citric acid. Except for the actions specifically                   
described below, all such suits have been settled or                  
dismissed.                                                            

STATE ACTIONS. The Company, along with other companies,               
has been named as a defendant in one putative class action            
antitrust suit filed in Alabama state court involving the             
sale of citric acid. This action alleges violations of the            
Alabama antitrust laws, including allegations that the                
defendants agreed to fix, stabilize and maintain at                   
artificially high levels the prices of citric acid, and               
seeks an injunction against continued alleged illegal                 
conduct, damages of an unspecified amount, attorneys fees             
and costs, and other unspecified relief. The putative                 
class in the Alabama action comprises certain indirect                
purchasers of citric acid in the State of Alabama from                
July 1993 until July 1995. This action was filed on July              
27, 1995 in the Circuit Court of Walker County, Alabama               
and is encaptioned Seven Up Bottling Co. of Jasper, Inc.              
v. Archer-Daniels-Midland Co., et al., Civil Action No. 95-           
436. The Company currently is seeking appellate review of             
the denial of its motion to dismiss this action. The                  
Company, along with other companies, also has been named              
as a defendant in two putative class action antitrust                 
suits filed in California state court involving the sale              
of citric acid. These actions allege violations of the                
California antitrust and unfair competition laws,                     
including allegations that the defendants conspired to                
fix, maintain or stabilize the price of citric acid, and              
seek injunctions against continued illegal conduct, treble            
damages of an unspecified amount, attorneys fees and                  
costs, and other unspecified relief. The putative classes             
in these cases comprise certain indirect purchasers of                
citric acid within the State of California during certain             
periods in the 1990s. One such action was filed on June               
12, 1996 in the Superior Court of the County of San                   
Francisco, California and is encaptioned Bianco v. Archer             
Daniels Midland Co., et al., Civil Action No. 978912. The             
second action was filed on June 28, 1996 in San Francisco             
County Superior Court and is encaptioned Wignall v. Archer            
Daniels Midland Co., et al., Civil Action No. 979360.                 
These actions  have been coordinated before a single court            
in San Francisco County, California under the caption,                
Food Additives Cases II California Indirect Purchaser                 
Citric Acid Antitrust Litigation, Coordination Proceeding             
No. 3265. On June 18, 1998, the Company executed a                    
settlement agreement with counsel for the plaintiff class             
in which, among other things, the Company agreed to pay               
$1,053,366 to the plaintiff class.  The settlement has                
received final court approval.  The Company, along with               
other companies, also has been named as a defendant in one            
putative class action antitrust suit filed in Wisconsin               
state court involving the sale of citric acid. This action            
alleges violations of the laws of Wisconsin, Minnesota,               
Alabama,                                                              
19                                                                              
PAGE 20                                                               
Arizona, California, District of Columbia, Florida,                   
Tennessee, West Virginia, Mississippi, New Mexico, North              
Carolina, South Dakota, North Dakota, Kansas, Louisiana,              
Michigan and Maine, including allegations that defendants             
conspired to maintain the price of citric acid at                     
artificially high levels and seeks injunctive relief,                 
treble damages of an unspecified amount, attorneys fees               
and costs and other unspecified relief. The putative class            
in this case comprises certain indirect purchasers of                 
citric acid in the above referenced states during the                 
period July 1, 1991 through June 27, 1995. This action was            
filed on December 20, 1996 in the Circuit Court for                   
Milwaukee County, Wisconsin and is encaptioned Raz, et al.            
v. Archer-Daniels-Midland Co., et al., No. 96-CV-9729. On             
June 26, 1998, the Company executed a settlement agreement            
with counsel for the plaintiff class in which, among other            
things, the Company agreed to pay $1,831,634 to the                   
plaintiff class.  This settlement has received preliminary            
court approval and a final approval hearing will be on                
November 20, 1998.                                                    

HIGH FRUCTOSE CORN SYRUP/CITRIC ACID STATE CLASS ACTIONS              

The Company, along with other companies, has been named as            
a defendant in five putative class action antitrust suits             
involving the sale of both high fructose corn syrup and               
citric acid. Two of these actions allege violations of the            
California antitrust and unfair competition laws,                     
including allegations that the defendants agreed to fix,              
stabilize and maintain at artificially high levels the                
prices of high fructose corn syrup and citric acid, and               
seek treble damages of an unspecified amount, attorneys               
fees and costs, restitution and other unspecified relief.             
The putative class in one of these California cases                   
comprises certain direct purchasers of high fructose corn             
syrup and citric acid in the State of California during               
the period January 1, 1992 until at least October 1995.               
This action was filed on October 11, 1995 in the Superior             
Court of Stanislaus County, California and is entitled                
Gangi Bros. Packing Co. v. Archer-Daniels-Midland Co., et             
al., Civil Action No. 37217. The putative class in the                
other California case comprises certain indirect                      
purchasers of high fructose corn syrup and citric acid in             
the state of California during the period October 12, 1991            
until November 20, 1995. This action was filed on November            
20, 1995 in the Superior Court of San Francisco County and            
is encaptioned MCFH, Inc. v. Archer-Daniels-Midland Co.,              
et al., Civil Action No. 974120. The California Judicial              
Council has bifurcated the citric acid and high fructose              
corn syrup claims in these actions and coordinated them               
with other actions in San Francisco County Superior Court             
and Stanislaus County Superior Court. The Company, along              
with other companies, also has been named as a defendant              
in at least one putative class action antitrust suit filed            
in West Virginia state court involving the sale of high               
fructose corn syrup and citric acid. This action also                 
alleges violations of the West Virginia antitrust laws,               
including allegations that the defendants agreed to fix,              
stabilize and maintain at artificially high levels the                
prices of high fructose corn syrup and citric acid, and               
seeks treble damages of an unspecified amount, attorneys              
fees and costs, and other unspecified relief. The putative            
class in the West Virginia action comprises certain                   
entities within the State of West Virginia that purchased             
products containing high fructose corn syrup and/or citric            
acid for resale from at least 1992 until 1994. This action            
was filed on October 26, 1995, in the Circuit Court for               
Boone County, West Virginia, and is encaptioned Freda's v.            
Archer-Daniels-Midland Co., et al., Civil Action No. 95-C-            
125. The Company, along with other companies, also has                
been named as a defendant in a putative class action                  
antitrust suit filed in the Superior Court for the                    
District of Columbia involving the sale of high fructose              
corn syrup and citric acid. This action alleges violations            
of the District of Columbia antitrust laws, including                 
allegations that the defendants agreed to fix, stabilize              
and maintain at artificially high levels the prices of                
high fructose corn syrup and citric acid, and seeks treble            
damages of an unspecified amount, attorneys fees and                  
costs, and other unspecified relief. The putative class in            
the District of Columbia action comprises certain persons             
within the District of Columbia that purchased products               
containing high fructose corn syrup and/or citric acid                
during the period January 1, 1992 through December 31,                
1994. This action was filed on April 12, 1996 in the                  
Superior Court for the District of Columbia, and is                   
encaptioned Holder v. Archer-Daniels-Midland Co., et al.,             
Civil Action No. 96-2975. Plaintiff's motion for class                
certification is currently pending.  The Company, along               
with other companies, has been named as a defendant in a              
putative class action antitrust suit filed in Kansas state            
court involving the sale of high fructose corn syrup and              
citric acid. This action alleges violations of the Kansas             
antitrust laws, including allegations that the defendants             
agreed to fix, stabilize and maintain at artificially high            
levels the prices of high fructose corn syrup and citric              
acid, and seeks treble damages of an unspecified amount,              
court costs and other unspecified relief. The putative                
class in the Kansas action comprises certain persons                  
within the State of Kansas that purchased products                    
containing high fructose corn syrup and/or citric acid                
during at least the period January 1, 1992 through                    
December 31, 1994. This action was filed on May 7, 1996 in            
the District Court of Wyandotte County, Kansas and is                 
encaptioned Waugh v. Archer-Daniels-Midland Co., et al.,              
Case No. 96-C-2029. Plaintiff's motion for class                      
certification is currently pending.                                   
20                                                                              
PAGE 21                                                               
HIGH FRUCTOSE CORN SYRUP/CITRIC ACID/LYSINE STATE CLASS               
ACTIONS                                                               

The Company, along with other companies, has been named as            
a defendant in six putative class action antitrust suits              
filed in California state court involving the sale of high            
fructose corn syrup, citric acid and/or lysine. These                 
actions allege violations of the California antitrust and             
unfair competition laws, including allegations that the               
defendants agreed to fix, stabilize and maintain at                   
artificially high levels the prices of high fructose corn             
syrup, citric acid and/or lysine, and seek treble damages             
of an unspecified amount, attorneys fees and costs,                   
restitution and other unspecified relief. One of the                  
putative classes comprises certain direct purchasers of               
high fructose corn syrup, citric acid and/or lysine in the            
State of California during a certain period in the 1990s.             
This action was filed on December 18, 1995 in the Superior            
Court for Stanislaus County, California and is encaptioned            
Nu Laid Foods, Inc. v. Archer-Daniels-Midland Co., et al.,            
Civil Action No. 39693. The other five putative classes               
comprise certain indirect purchasers of high fructose corn            
syrup, citric acid and/or lysine in the State of                      
California during certain periods in the 1990s. One such              
action was filed on December 14, 1995 in the Superior                 
Court for Stanislaus County, California and is encaptioned            
Batson v. Archer-Daniels-Midland Co., et al., Civil Action            
No. 39680. The other actions are encaptioned Nu Laid                  
Foods, Inc. v. Archer Daniels Midland Co., et al., No                 
39693 (Filed on December 18, 1995 Stanislaus County                   
Superior Court); Abbott v. Archer Daniels Midland Co., et             
al., No. 41014 (Filed on December 21, 1995, Stanislaus                
County Superior Court); Noldin v. Archer Daniels Midland              
Co., et al., No. 41015 (Filed on December 21, 1995,                   
Stanislaus County Superior Court); Guzman v. Archer                   
Daniels Midland Co., et al., No. 41013 (Filed on December             
21, 1995, Stanislaus County Superior Court) and Ricci v.              
Archer Daniels Midland Co., et al., No. 96-AS-00383 (Filed            
on February 6, 1996, Sacramento County Superior Court). As            
noted  in prior filings, the plaintiffs in these actions              
and the lysine defendants have executed a settlement                  
agreement that has been approved by the court and the                 
California Judicial Council has bifurcated the citric acid            
and high fructose corn syrup claims and coordinated them              
with other actions in San Francisco County Superior Court             
and Stanislaus County Superior Court.                                 

SODIUM GLUCONATE ACTIONS                                              

The Company, along with other companies, has been named as            
a defendant in three federal antitrust class actions                  
involving the sale of sodium gluconate.  These actions                
allege violations of federal antitrust laws, including                
allegations that the defendants agreed to fix, raise and              
maintain at artificially high levels the prices of sodium             
gluconate, and seek various relief, including treble                  
damages of an unspecified amount, attorneys fees and                  
costs, and other unspecified relief.  The putative classes            
in these cases comprise certain direct purchasers of                  
sodium gluconate during periods in the 1990s.  One such               
action was filed on December 2, 1997, in the United States            
District Court for the Northern District of California and            
is encaptioned Chemical Distribution, Inc, v. Akzo Nobel              
Chemicals BV, et al., No. C -97-4141 (CW).  The second                
action was filed on December 31, 1997, in the United                  
States District Court for the District of Massachusetts               
and is encaptioned Stetson Chemicals, Inc. v. Akzo Nobel              
Chemicals BV, 97-CV-1285 RCL. The third action, which was             
amended on February 12, 1998 to name the Company as a                 
defendant, was filed in the United States District Court              
for the Northern District of Illinois.  On April 9, 1998,             
the Judicial Panel on Multidistrict Litigation transferred            
all three sodium gluconate actions to the United States               
District Court for the Northern District of California for            
coordinated or consolidated pretrial proceedings.  The                
parties are in the midst of discovery in this action.                 
21                                                                              
PAGE 22                                                               
SHAREHOLDER DERIVATIVE ACTIONS                                        

Following the public announcement of the grand jury                   
investigations in June 1995 discussed above, three                    
shareholder derivative suits were filed against certain of            
the Company's then current directors and executive officers           
and nominally against the Company in the United States                
District Court for the Northern District of Illinois and              
fourteen similar shareholder derivative suits were filed in           
the Delaware Court of Chancery. The derivative suits filed            
in federal court in Illinois were consolidated under the              
name Felzen, et al. v. Andreas, et al., Civil Action No. 95-          
C-4006, 95-C-4535, and a consolidated amended derivative              
complaint was filed on September 29, 1995. This complaint             
names all then current directors of the Company (except Mr.           
Coan) and one former director as defendants and names the             
Company as a nominal defendant. It alleges breach of                  
fiduciary duty, waste of corporate assets, abuse of control           
and gross mismanagement, based on the antitrust allegations           
described above, as well as other alleged wrongdoing. On              
October 31, 1995, the Court granted the defendants' motion            
to transfer the Illinois consolidated derivative action to            
the Central District of Illinois, wherein it now bears the            
case number 95-2279. On April 26, 1996, the court dismissed           
the suit without prejudice and permitted the plaintiffs               
twenty-one days to refile it. The plaintiffs refiled the              
complaint on May 17, 1996. The defendants again moved to              
dismiss the complaint on June 1, 1996. Plaintiffs have                
supplemented the complaint to include the antitrust                   
settlements and guilty plea described above. The fourteen             
shareholder derivative suits filed in the Delaware Court of           
Chancery have been consolidated as In Re Archer Daniels               
Midland Derivative Litigation, Consolidated No. 14403. An             
amended and consolidated complaint was filed on November              
19, 1996. ADM moved to dismiss the complaint on December              
12, 1996. On May 29, 1997, the Company executed a                     
Memorandum of Understanding with counsel for both the                 
Illinois and Delaware shareholder derivative plaintiffs.              
This Memorandum of Understanding provides for, among other            
things, $8 million to be paid by or on behalf of certain              
defendants in these actions to the Company and certain                
changes in the structure and policies of the Company's                
Board of Directors. On May 30, 1997, the United States                
District Court for the Central District of Illinois                   
preliminarily approved this settlement and on July 7, 1997            
final approval was granted. Certain entities appealed the             
final settlement approval order to the United States Court            
of Appeals for the Seventh Circuit. On January 21, 1998 the           
Court of Appeals dismissed the appeal. On April 21, 1998, a           
petition for writ of certiorari before the United States              
Supreme Court was filed with respect to the dismissal by              
the United States Court of Appeals for the Seventh Circuit.           
The individual director defendants and the Company recently           
filed oppositions to the petition for certiorari.  The                
parties will jointly seek dismissal of the Delaware actions           
with prejudice once the federal action is concluded.                  
22                                                                              
PAGE 23                                                               
DELAWARE STATE LAW ACTION                                             

The Company and certain of its current and former                     
directors also have been named as defendants in a putative            
class action suit encaptioned Loudon v. Archer-Daniels-               
Midland Co., et al., Civil Action No. 14638, filed in the             
Delaware Court of Chancery on October 20, 1995. This                  
action alleges violations of Delaware state law and seeks             
invalidation of the 1995 election of the Company's                    
directors and damages on the basis of alleged omissions               
from the proxy statement issued by the Company prior to               
its October 19, 1995 annual meeting of shareholders. The              
Delaware Court of Chancery dismissed this action on                   
February 20, 1996. On September 17, 1997, the Supreme                 
Court of Delaware affirmed the lower court's judgment and             
remanded the case to provide the plaintiffs an opportunity            
to replead.  The revised complaint was filed on November              
21, 1997.  On June 16, 1998, the Company executed a                   
Stipulation and Agreement of Compromise and Settlement                
with counsel for the plaintiff class in which, among other            
things, the Company agreed to pay no more than $500,000 in            
attorneys' fees to plaintiffs, as determined by the court,            
and agreed to certain changes in the rules governing the              
conduct of shareholder meetings.  Final approval of the               
settlement was granted on August 5, 1998 and the court                
awarded $300,000 in attorneys' fees to plaintiffs.                    

OTHER                                                                 

As described in the notes to the unaudited consolidated               
financial statements and management's discussion of                   
operations and financial condition, the Company has made              
provisions to cover assessed fines, litigation settlements            
and related costs and expenses described above. However,              
because of the early stage of other putative class actions            
and proceedings described above, including those related to           
high fructose corn syrup, the ultimate outcome and                    
materiality of these matters cannot presently be                      
determined. Accordingly, no provision for any liability               
that may result therefrom has been made in the consolidated           
financial statements.                                                 
23                                                                              
PAGE 24                                                               
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                     

None.                                                           

PART II                                                                         

Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED                       
STOCKHOLDER MATTERS                                             

Information responsive to this Item is set forth in             
"Common Stock Market Prices and Dividends" of the               
annual shareholders' report for the year ended June 30,         
1998 and is incorporated herein by reference.                   

Item 6. SELECTED FINANCIAL DATA                                                 

Information responsive to this Item is set forth in the         
"Ten-Year Summary of Operating, Financial and Other             
Data" of the annual shareholders' report for the year           
ended June 30, 1998 and is incorporated herein by               
reference.                                                      

Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL                       
CONDITION AND RESULTS OF OPERATIONS                             

Information responsive to this Item is set forth in             
"Management's Discussion of Operations and Financial            
Condition" of the annual shareholders' report for the           
year ended June 30, 1998 and is incorporated herein by          
reference.                                                      

Item 7A.QUANTITIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET                     
RISK                                                            

Information responsive to this Item is set forth in             
"Management's Discussion of Operations and Financial            
Condition" of the annual shareholders' report for the           
year ended June 30, 1998 and is incorporated herein by          
reference.                                                      

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                             

The following financial statements and supplementary            
data included in the annual shareholders' report for            
the year ended June 30, 1998 are incorporated herein by         
reference:                                                      

Consolidated balance sheets--June 30, 1998 and 1997             
Consolidated statements of earnings--Years ended                
June 30, 1998, 1997 and 1996                                
Consolidated statements of shareholders' equity--Years          
ended                                                                           
June 30, 1998, 1997 and 1996                                
Consolidated statements of cash flows--Years ended              
June 30, 1998, 1997 and 1996                                
Notes to consolidated financial statements--June 30,            
1998                                                                            
Summary of Significant Accounting Policies                      
Report of Independent Auditors                                  
Quarterly Financial Data (Unaudited)                            
24                                                                              
PAGE 25                                                               
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON                        
ACCOUNTING AND                                                                  
FINANCIAL DISCLOSURE                                            

None.                                                           

PART III                                                                        

Item 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT                    

Information with respect to directors and executive             
officers is set forth in "Election of Directors" and            
"Section 16(a) Beneficial Ownership Reporting                   
Compliance" of the definitive proxy statement for 1998          
and is incorporated herein by reference. Certain                
information with respect to executive officers is               
included in Item 1(e) of this report.                           

Item 11.  EXECUTIVE COMPENSATION                                                

Information responsive to this Item is set forth in             
"Executive Compensation" and "Compensation Committee            
Report" of the definitive proxy statement for 1998 and          
is incorporated herein by reference.                            

Item 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND                     
MANAGEMENT                                                      

Information responsive to this Item is set forth in             
"Principal Holders of Voting Securities" of the                 
definitive proxy statement for 1998 and is incorporated         
herein by reference.                                            

Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                        

Information responsive to this Item is set forth in             
"Certain Relationships and Related Transactions" of the         
definitive proxy statement for 1998 and is incorporated         
herein by reference.                                            
PART IV                                                                         

Item 14.EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON                  
FORM 8-K                                                        

(a)(1)           The following consolidated           
financial statements and other financial data of      
the registrant and its subsidiaries, included in      
the annual report of the registrant to its            
shareholders for the year ended June 30, 1998, are    
incorporated by reference in Item 8, and are also     
incorporated herein by reference:                     

Consolidated balance sheets--June 30, 1998 and 1997   

Consolidated statements of earnings--Years ended      
June 30, 1998, 1997 and 1996                        

Consolidated statements of shareholders' equity--     
Years ended June 30, 1998, 1997 and 1996            
25                                                                              
PAGE 26                                                         
Item 14.EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON                  
FORM 8-K                                                        
`       --Continued                                                             

Consolidated statements of cash flows--Years ended    
June 30, 1998, 1997 and 1996                        

           Notes to consolidated financial
statements--June 30, 1998                             

Summary of Significant Accounting Policies            

Quarterly Financial Data (Unaudited)                  

(a)(2)          Schedules are not applicable and    
therefore not included in this report.              

Financial statements of affiliates accounted for                              
by the equity method have been omitted because      
they do not, considered individually, constitute    
significant subsidiaries.                           

(a)(3)           LIST OF EXHIBITS                     

(3)          Composite Certificate of         
Incorporation and Bylaws filed on November 7,       
1986 as Exhibits 3(a) and 3(b), respectively, to    
Post Effective Amendment No. 1 to Registration      
Statement on Form S-3, Registration No. 33-6721,    
are incorporated herein by reference.               

(4)          Instruments defining the rights  
of security holders, including:                     

(i)Indenture dated May 15, 1981, between the r
egistrant and Morgan Guaranty Trust Company of
 New York, as Trustee (incorporated by reference
to Exhibit 4(b) to Amendment No. 1 to         
Registration Statement No. 2-71862), relating 
 to the $250,000,000 - 7% Debentures due May 15,
2011;                                         

(ii)Indenture dated May 1, 1982, between the r
egistrant and Morgan Guaranty Trust Company of
 New York, as Trustee (incorporated by reference
  to Exhibit 4(c) to Registration Statement No. 2-
77368), relating to the $400,000,000 Zero     
Coupon Debentures due May 1, 2002;            

(iii)Indenture dated as of March 1, 1984 betwe
 en the registrant and Chemical Bank, as Trustee
(incorporated by reference to Exhibit 4 to the
registrant's Current Report on Form 8-K dated 
August 3, 1984 (File No. 1-44)), as           
supplemented by the Supplemental Indenture    
dated as of January 9, 1986, between the      
registrant and Chemical Bank, as Trustee      
(incorporated by reference to Exhibit 4 to the
registrant's Current Report on Form 8-K dated 
January 9, 1986 (File No. 1-44)), relating to 
the $100,000,000 - 10 1/4% Debentures due     
January 15, 2006;                             
26                                                                              
PAGE 27                                                         
Item 14.EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON                  
FORM 8-K                                                        
--Continued                                                     

(iv)Indenture dated June 1, 1986 between the r
egistrant and Chemical Bank, (as successor to 
  Manufacturers Hanover Trust Company), as Trustee
(incorporated by reference to Exhibit 4(a) to 
Registration Statement No. 33-6721), and      
   Supplemental Indenture dated as of August 1, 1989
between the registrant and Chemical Bank (as  
successor to Manufacturers Hanover Trust      
 Company), as Trustee (incorporated by reference
   to Exhibit 4(c) to Post-Effective Amendment No. 3
to Registration                               
Statement No. 33-6721), relating to         
  the $300,000,000 - 8 7/8% Debentures due April
15, 2011,                                     
  the $300,000,000 - 8 3/8% Debentures due April
15, 2017, the $300,000,000 - 8 1/8% Debentures
due June 1, 2012,                             
the $250,000,000 - 6 1/4% Notes due May 15, 
2003,                                         
  the $250,000,000 - 7 1/8% Debentures due March
1, 2013,                                      
  the $350,000,000 - 7 1/2% Debentures due March
15, 2027, the $200,000,000 - 6 3/4% Debentures
 due December 15, 2027, and the $250,000,000 - 6
7/8% Debentures due                           
December 15, 2097.                          

Copies of constituent instruments defining  
rights of holders of long-term debt of the    
Company and                                   
Subsidiaries, other than the Indentures     
specified herein, are not filed herewith,     
 pursuant to Instruction (b)(4) (iii)(A) to Item
 601 of Regulation S-K, because the total amount
of securities authorized under any such       
instrument does not exceed 10% of the total   
assets of the Company and Subsidiaries on a   
consolidated basis. The registrant            
   hereby agrees that it will, upon request by the
   Commission, furnish to the Commission a copy of
each such instrument.                         

(10)                
Material Contracts--Copies of the Company's stock   
option                                              

and stock unit plans and its savings and investment                             
plans, pursuant to Instruction (10)(iii)(A) to Item 
601 of                                              

Regulation S-K, are incorporated herein by                                      
reference as follows:                               

 (i)Registration Statement No. 2-91811 on Form S-8
dated June 22, 1984 (definitive Prospectus dated
July 16, 1984) relating to the Archer Daniels   
Midland 1982 Incentive                          
                          Stock Option Plan.

  (ii)Registration Statement No. 33-49409 on Form S-
8 dated                                         
March 15, 1993 relating to the Archer Daniels M 
idland                                          
1991 Incentive Stock Option Plan and Archer Dan 
iels                                            
Midland Company Savings and Investment Plan.
27                                                                            
PAGE 28                                                         
Item 14.EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON                  
FORM 8-K                                                        
--Continued                                                     

(iii)Registration Statement No. 333-39605 on Fo 
rm S-8 dated November 5, 1997 relating to the   
ADM Savings and Investment Plan for Salaried    
Employees and the ADM Savings and Investment    
Plan for Hourly Employees.                      

(iv)Registration Statement No. 333-51381 on For 
m S-8 dated April 30, 1998 relating to the      
Archer-Daniels-Midland Company 1996 Stock       
Option Plan.                                    

(v)The Archer-Daniels-Midland Company Stock Uni 
t Plan for Nonemployee Directors (incorporated  
by reference to Exhibit 10 to the Company's     
Quarterly Report on Form 10-Q for the quarter   
ended December 31, 1997).                       

            (13)Portions of annual report to
shareholders incorporated by reference              

            (21)Subsidiaries of the registra
nt                                                  

            (23)Consent of independent audit
ors                                                 

            (24)          Powers of attorney

            (27)     Financial Data Schedule

(b) Reports on Form 8-K                                         

A Form 8-K was not filed during the quarter ended                               
June 30, 1998.                                            
28                                                                              
PAGE 29                                                               
SIGNATURES                

Pursuant to the requirements of Section 13 or 15(d) of the                      
Securities Exchange Act of 1934, the Registrant has duly                        
caused this report to be signed on its behalf by the                            
undersigned, thereunto duly authorized.                                         

Date: September 24, 1998                                                        

ARCHER-DANIELS-MIDLAND COMPANY                

/s/ D. J. Smith        /s/ D. J. Schmalz     /s/ S. R. Mills                    
D. J. Smith            D. J. Schmalz         S. R. Mills                        
Vice President, Secretary                    Vice President                     
and                    Controller                                               
and General Counsel    Chief Financial Officer                                  

Pursuant to the requirements of the Securities Exchange Act of                  
1934, this report has been signed below on September 24, 1998,                  
by the following persons on behalf of the Registrant and in                     
the capacities indicated.                                                       

                                                                [Download Table]


                                                   
/s/ G. A. Andreas                                  
G. A. Andreas*,                                    
Chief Executive and Director                       
(Principal Executive Officer)                      

/s/ D. O. Andreas                /s/ M. B. Mulroney
D. O. Andreas*,                  M. B. Mulroney*,  
Chairman of the Board of         Director          
Directors                                          

/s/ J. R. Block                  /s/ R. S. Strauss 
J. R. Block*,                    R. S. Strauss*,   
Director                         Director          

/s/ R. R. Burt                   /s/ J. K. Vanier  
R. R. Burt*,                     J. K. Vanier*,    
Director                         Director          

/s/ Mrs. M. H. Carter            /s/ O. G. Webb    
Mrs. M. H. Carter*,              O. G. Webb*,      
Director                         Director          

/s/ G. O. Coan                   /s/ A. Young      
G. O. Coan*,                     A. Young*,        
Director                         Director          

/s/ F. R. Johnson                /s/ D. J. Smith   
F. R. Johnson*,                  Attorney-in-Fact  
Director                                           


*Powers of Attorney authorizing R. P. Reising, D. J. Schmalz and                
D. J. Smith and each of them, to sign the Form 10-K on behalf of                
the above-named officers and directors of the Company are being                 
filed with the Securities and Exchange Commission.                              
29                                                                              

Dates Referenced Herein   and   Documents Incorporated By Reference

This 10-K Filing		Date		Other Filings
		1/1/92
		3/15/93
		3/18/94
		12/31/94		11-K, 10-Q
		6/27/95
		7/21/95		8-K
		7/27/95		8-K/A
		8/17/95		10-K
		9/29/95
		10/11/95
		10/17/95
		10/19/95
		10/20/95
		10/26/95
		10/31/95
		11/20/95
		11/22/95
		12/11/95
		12/14/95
		12/18/95
		12/21/95
		1/17/96
		2/6/96
		2/20/96
		3/18/96
		4/12/96
		4/26/96
		5/7/96
		5/17/96
		6/1/96
		6/12/96
		6/28/96
		6/30/96		10-K
		11/19/96
		12/12/96
		12/20/96
		1/14/97
		4/23/97
		5/29/97
		5/30/97
		6/30/97		10-K
		7/7/97
		9/17/97		DEF 14A, SC 13D/A
		10/8/97
		11/5/97		SC 13D/A, S-8
		11/21/97
		12/2/97
		12/31/97		11-K
		1/21/98
		2/12/98
		3/13/98
		4/9/98
		4/21/98
		4/30/98		S-8
		5/7/98
		6/16/98
		6/18/98
		6/22/98
		6/26/98
For The Period Ended		6/30/98
		8/5/98
		8/24/98
		8/31/98
Filed On / Filed As Of		9/24/98
		11/20/98
		5/1/02
		5/15/03
		1/15/06
		4/15/11
		5/15/11
		6/1/12		4
		3/1/13
		4/15/17
		3/15/27
		12/15/27
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