SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): September 28, 1998
E. I. du Pont de Nemours and Company
(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-815 51-0014090
(State or Other Jurisdiction (Commission (I.R.S Employer
of Incorporation) File Number) Identification No.)
1007 Market Street
Wilmington, Delaware 19898
(Address of principal executive offices)
Registrant's telephone number, including area code: (302) 774-1000
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Item 5. Other Events
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In connection with Debt and/or Equity Securities that
may be offered on a delayed or continuous basis under
Registration Statements on Form S-3 (No. 33-53327, No. 33-61339
and No. 33-60069), we hereby file the following press release.
Contact: Susan Gaffney
(302) 774-2698
DUPONT TO FULLY DIVEST CONOCO IN 1999;
IPO PLANNED BY END OF 1998
WILMINGTON, Del., Sept. 28 - DuPont today announced that
its board of directors has approved pursuing the previously
announced initial public offering (IPO) of Conoco common stock
before the end of 1998. Following completion of the IPO, DuPont
intends to offer its remaining Conoco shares to DuPont share-
holders in exchange for DuPont shares in a tax-free split-off
expected to be completed within 12 months.
This would result in DuPont's completing its exit of the
energy business within 12 months and permit the company, based
on today's market values, to effectively acquire 10 to
20 percent of its currently outstanding shares.
"In May we announced that DuPont would exit the energy
business so that DuPont and Conoco could better capitalize on
market opportunities to make both companies stronger," said
DuPont president and CEO Charles O. Holliday, Jr. "Since that
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announcement, we have evaluated all available exit options and
have determined that the IPO and split-off will offer the most
value to shareholders, as well as position both companies for
future success."
"This transaction is ideal for our shareholders because
we can complete the separation from the energy business quickly
and in a tax-efficient manner," said Gary M. Pfeiffer, chief
financial officer. "The Conoco IPO will significantly expand
DuPont's financial flexibility. The split-off will reward
DuPont shareholders both by effecting a large acquisition of our
own shares, and offering a tax-efficient choice to them to own
either or both companies going forward.
"We remain committed to the strategy we announced last
spring to set both DuPont and Conoco on independent paths,"
Holliday said. "DuPont can now concentrate its full attention
and resources on growing its value. And Conoco can move forward
within its own industry and continue its focus on growth."
Conoco, active in 40 countries, is a full integrated
energy company involved in exploration, production, transporta-
tion, marketing, refining and power. The company ranks eighth
in the worldwide production of petroleum liquids by all U.S.-
based companies, eleventh in the production of natural gas, and
eighth in refining throughputs.
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Founded in 1802, DuPont is a global research and
technology-based company committed to better things for better
living. DuPont serves worldwide markets including food and
nutrition; health care; agriculture; fashion and apparel; home
and construction; electronics; transportation; and energy. The
company operates in about 70 countries and has 98,000 employees.
Revenues in 1997 were more than $45 billion.
A registration statement relating to the IPO of Conoco
common stock has been filed with the Securities and Exchange
Commission but has not yet become effective. The Conoco common
stock may not be sold nor may offers to buy be accepted prior to
the time the registration statement becomes effective. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of
Conoco common stock in any state in which such offer, solicita-
tion or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
# # #
9/28/98
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
E. I. DU PONT DE NEMOURS AND COMPANY
(Registrant)
/s/ D. B. Smith
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D. B. Smith
Assistant Controller
September 28, 1998
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