Registration # 33-49051
Filed Under
Rule 424(b)(2)
PROSPECTUS SUPPLEMENT NO. 2
(To Prospectus dated February 9, 1995, as Supplemented
by Prospectus Supplement Dated February 9, 1995)
$13,000,000
Anheuser-Busch Companies, Inc.
Medium-Term Notes
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7.43% Notes due May 4, 2000
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The Interest Payment Dates for the Notes are May 4 and November 4, and the
Regular Record Dates for the Notes are the April 15 and October 15 next
preceding each Interest Payment Date. The Notes may be redeemed, in whole but
not in part, at the option of the Company, on November 4, 1996 (the Initial
Redemption Date) or any subsequent Interest Payment Date, at the Redemption
Price of 100% of the principal amount thereof plus accrued interest to the
Redemption Date. The Notes are being purchased by the underwriter, UBS
Securities Inc., as principal for its own account.
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<TABLE>
<CAPTION>
Price to Underwriting Proceeds to
Public <F1> Discount <F2> Company <F1><F2>
----------- ------------- ----------------
<S> <C> <C> <C>
Per Note 100% .30% 99.70%
Total $13,000,000 $39,000 $12,961,000
<FN>
<F1>
Plus accrued interest from May 4, 1995.
<F2>
The Company has agreed to indemnify the underwriter against certain
liabilities, including liabilities under the Securities Act of 1933.
<F3>
Before deducting incremental expenses payable by the Company, estimated at
$1,000.
</FN>
</TABLE>
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UBS SECURITIES INC.
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The date of this Prospectus Supplement is April 27, 1995.
<PAGE>
STATEMENT OF DIFFERENCES
The Prospectus Supplement filed herewith will be used as a sticker to the
Registrant's Prospectus dated February 9, 1995, (constituting a part of
registration statement 33-49051), as supplemented by the Prospectus Supplement
dated February 9, 1995. The foregoing Prospectus Supplement will be reproduced
on paper measuring approximately 8-1/2 inches by 6 inches, and will be attached
to the cover of the February 9, 1995 Prospectus Supplement with glue along the
left margin. The upper left-hand corner of the circulated Prospectus
Supplement will contain a one inch square corporate logo of Anheuser-Busch
Companies, Inc. The corporate logo consists of a silver "A" and a white eagle
on a blue background. The registration number and the reference to Rule
424(b)(2) in the upper right hand corner will not be included in the sticker.
