<PAGE> 1
Exhibit 99.4
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(x) Annual report pursuant to Section 15(d) of the Securities
Exchange Act of 1934
For the Fiscal year ended March 31, 2000
OR
( ) Transition report pursuant to Section 15(d) of the Securities
Exchange Act of 1934 (NO FEE REQUIRED)
For the Transition period From __________ to __________
Commission File Number _________________
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN
(For Certain Hourly Employees of Anheuser-Busch Companies, Inc.
and its Subsidiaries)
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
ANHEUSER-BUSCH COMPANIES, INC.
One Busch Place
St. Louis, Missouri 63118
<PAGE> 2
Item 1. Plan is subject to ERISA, see Item 4 for required information.
Item 2. Plan is subject to ERISA, see Item 4 for required information.
Item 3. Plan is subject to ERISA, see Item 4 for required information.
Item 4. Financial Statements and Exhibits
---------------------------------
(a) Financial Statements<F*>:
Report of Independent Accountant
Statement of Net Assets Available for Benefits
Statement of Changes in Net Assets Available for Benefits
Notes to Financial Statements
Anheuser-Busch Companies, Inc. Defined Contribution Master Trust
Statements of Net Assets Available for Benefits with Fund Information
and Statements of Changes in Net Assets Available for Benefits with
Fund Information (Appendix A)
(b) Exhibits:
None
[FN]
<F*>Schedules required by 29 CFR 2520.103-10 of the Department of
Labor's Rules and Regulations for Reporting and Disclosure under ERISA
have been omitted because they are not applicable.
2
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the Plan) have
duly caused this annual report to be signed by the undersigned
thereunto duly authorized.
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN (FOR CERTAIN
HOURLY EMPLOYEES OF ANHEUSER-BUSCH
COMPANIES, INC. AND ITS SUBSIDIARIES)
By: JOBETH G. BROWN
---------------------------------------
JoBeth G. Brown
Committee Member
Dated: September 25, 2000
3
<PAGE> 4
[PRICEWATERHOUSECOOPERS LOGO]
PricewaterhouseCoopers LLP
800 Market Street
St. Louis, MO 63101
Telephone (314) 206 8500
REPORT OF INDEPENDENT ACCOUNTANT
To the Participants and Administrator
of the Anheuser-Busch Deferred Income
Stock Purchase and Savings Plan (For Certain Hourly
Employees of Anheuser-Busch Companies, Inc. and its
Subsidiaries)
In our opinion, the accompanying statement of net assets available for
benefits and the related statement of changes in net assets available for
benefits present fairly, in all material respects, the net assets available
for benefits of the Anheuser-Busch Deferred Income Stock Purchase and Savings
Plan (For Certain Hourly Employees of Anheuser-Busch Companies, Inc. and its
Subsidiaries), at March 31, 2000 and 1999, and the changes in net assets
available for benefits for the years then ended, in conformity with
accounting principles generally accepted in the United States. These
financial statements are the responsibility of the plan's management; our
responsibility is to express an opinion on these financial statements based
on our audits. We conducted our audits of these statements in accordance
with auditing standards generally accepted in the United States, which
require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, and evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for the opinion expressed above.
/s/ PricewaterhouseCoopers LLP
July 28, 2000
<PAGE> 5
<TABLE>
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
MARCH 31, 2000 AND 1999
---------------------------------------------------------------------------------
<CAPTION>
MARCH 31,
2000 1999
<S> <C> <C>
ASSETS
Contributions receivable:
Participants $ 105,707 $ --
Employer 878,210 209,120
----------- -----------
983,917 209,120
----------- -----------
Interest in Master Trust 43,050,762 46,974,474
Total assets 44,034,679 47,183,594
----------- -----------
LIABILITIES
Total liabilities -- --
----------- -----------
Net assets available for benefits $44,034,679 $47,183,594
=========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
-2-
<PAGE> 6
<TABLE>
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
MARCH 31, 2000 AND 1999
--------------------------------------------------------------------------------------------------
<CAPTION>
YEAR ENDED
MARCH 31,
2000 1999
<S> <C> <C>
Additions to net assets attributed to:
Contributions:
Participants $ 3,078,372 $ 2,753,757
Employer 2,592,169 1,774,723
----------- -----------
Total contributions 5,670,541 4,528,480
Investment income:
Interest 294,232 241,023
Net realized and unrealized (depreciation)
appreciation in fair value of investments (6,363,211) 16,621,699
----------- -----------
Total additions (deductions) (398,438) 21,391,202
----------- -----------
Deductions from net assets attributed to:
Distributions to participants 2,484,791 3,379,167
----------- -----------
Net transfers out (265,686) (2,504,426)
----------- -----------
Net (decrease) increase (3,148,915) 15,507,609
Net assets available for benefits:
Beginning of year 47,183,594 31,675,985
----------- -----------
End of year $44,034,679 $47,183,594
=========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
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<PAGE> 7
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000 AND 1999
------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
GENERAL
The Anheuser-Busch Deferred Income Stock Purchase and Savings Plan (For
Certain Hourly Employees of Anheuser-Busch Companies, Inc. and its
Subsidiaries) (the Plan) was established as a result of an amendment to
the Anheuser-Busch Deferred Income Stock Purchase and Savings Plan for
salaried employees which was effective April 1, 1992. The following is
intended to provide only a general description of the Plan's provisions.
Participants should refer to the Plan document for more complete
information.
PLAN ADMINISTRATION
The Plan's named fiduciaries are Anheuser-Busch Companies, Inc. (the
Company), as Sponsor and Plan Administrator, and Mellon Bank, N.A. as
the Trustee. As Sponsor, the Company has the right to amend the Plan,
designate the Plan's named fiduciaries and exercise all fiduciary
functions necessary for the operation of the Plan except those which are
assigned to another named fiduciary by the Plan or the related trust
agreement. The Company has appointed an Administrative Committee to
exercise the authority and responsibility for the general administration
of the Plan. The Trustee has the exclusive authority and discretion to
invest, manage and hold the assets of the trust in accordance with the
provisions of the Plan and the separate trust agreement.
Effective April 1, 1994, the Plan was amended to incorporate various
changes to the Plan, including changes in participants' contribution
limits, changes in Company matching contributions, the addition of the
Managed Balanced Fund and Indexed Balanced Fund investment options and
the decrease in the vesting period from three years to two years.
PLAN PARTICIPATION
The Plan covers eligible hourly employees of certain subsidiaries of the
Company which include: Boardwalk and Baseball, Inc.; Busch Entertainment
Corporation; Busch Properties of Florida, Inc.; Sea World, Inc.; Sea
World of Florida, Inc.; and Sea World of Texas, Inc. Each hourly
employee (other than employees covered by a collective bargaining
agreement) of the above subsidiaries is eligible to participate in the
Plan after completing one year of service, in which 1,000 hours of
service are completed. Participation by eligible employees is
voluntary.
CONTRIBUTIONS
A participant may make matched or unmatched contributions. Both matched
and unmatched contributions may be before-tax or after-tax. A
participant may contribute from 1% to 6% of their base compensation
through payroll deductions for Before-Tax Matched Contributions and
After-Tax Matched Contributions. The sum of these matched contributions
may not be less than 2% nor more than 6% of the participant's base
compensation. In addition, a participant may contribute from 1% to 10%
of their base compensation through payroll deductions for Before-Tax
Unmatched Contributions and After-Tax Unmatched Contributions; however,
the unmatched contribution rates may not exceed 10% of the participant's
base compensation and are
-4-
<PAGE> 8
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000 AND 1999
------------------------------------------------------------------------------
subject to other limitations as set forth in the Plan agreement. In
addition, the sum of Before-Tax contribution rates must not exceed 16%
of a participant's base compensation, subject to certain limitations of
the Internal Revenue Code. The participant's employer then contributes
a matching amount determined annually based on the relationship of the
Company's net income to its payroll for the year most recently ended.
However, in no event may the participating employer's matching
contribution be less than 33-1/3% nor more than 100% of the aggregate
participant contributions.
The Company may also be required to make a Supplemental Contribution as
determined by the Administrative Committee in accordance with the Plan
document. Supplemental Contributions are payable within 180 days of the
Plan's year end and are allocated to participants who have account
balances as of the end of the Plan year. For the years ended March 31,
2000 and 1999, a Supplemental Contribution of $817,718 and $209,120 was
required, respectively.
Employee contributions vest and become non-forfeitable immediately.
Company contributions for participants actively employed by the Company
on or prior to March 31, 1990 vest immediately. For participants
subsequently employed, Company contributions vest and become
non-forfeitable after two years of service. Company contributions also
vest upon termination of employment by reason of death, permanent
disability, entry into military service, layoff exceeding twelve months,
upon termination of employment for any reason, including retirement,
after reaching age 60, or in the event of a "change in control" of the
Company as defined by the Plan. Forfeitures of nonvested balances
reduce future employer contributions. There were $4,101 and $3,349 in
forfeitures during the years ended March 31, 2000 and 1999,
respectively.
INVESTMENTS
The Trustee maintains an Anheuser-Busch Companies, Inc. Stock Fund, an
Earthgrains Company Stock Fund, a Short-Term Fixed Income Fund, a
Medium-Term Fixed Income Fund, an Equity Index Fund, a Managed Balanced
Fund, and an Index Balanced Fund for the investment of participant and
employer contributions. All employer contributions are invested in the
Company Stock Fund. At least one-half of each participant's Before-Tax
Matched Contributions and at least one-half of each participant's
After-Tax Matched Contributions shall be invested in the Company Stock
Fund for certain periods of time. The participant may direct the
remaining one-half of each type of matched contribution and all of the
unmatched contributions in increments of 1% into any fund established
under the Plan. Earnings are reinvested in the fund to which they
relate.
Master Trusts had been established for each of the investment funds
other than the Company Stock Fund for the investment of the Plan's
assets and the assets of the stock purchase and savings plans sponsored
by the Company. On September 1, 1995, the Master Trusts for each
investment fund were combined, along with the Company Stock Fund, into a
single Master Trust.
-5-
<PAGE> 9
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000 AND 1999
------------------------------------------------------------------------------
DISTRIBUTIONS
The Plan permits in-service withdrawals and an optional annual class
year distribution as defined in the Plan document, subject to certain
restrictions. Distributions for terminations are comprised of the
participant's personal contribution portion of their account and the
part of the Company contribution portion of their account which is
vested. Termination and annual class year distributions for whole
numbers of shares are payable in Company shares, while the value of
fractional shares and all interests in the other funds are payable in
cash. Alternatively, the participant may elect to have non-share
investments transferred to the Company Stock Fund and distributed
thereafter in shares with fractional shares distributed in cash.
In-service distributions other than annual class year distributions are
payable at the election of the participant in Company shares or in cash.
PARTICIPANT LOANS
A participant may borrow from Before-Tax and/or After-Tax vested account
balances subject to certain conditions. The minimum loan amount is
$1,000; the maximum amount is the lesser of $50,000 less the highest
outstanding loan balance under the Plan during the one-year period
ending on the day before the loan is made, or 50% of the vested account
balance. The interest rate is set quarterly at prime plus one
percentage point at the end of the preceding quarter. The term of a
loan for the purchase of a principal residence may be up to 10 years;
the term of a loan for any other reason may not exceed 5 years.
PLAN EXPENSES
Under the Master Trust agreement with the Trustee, the Company may pay
all expenses incurred in the administration of the Master Trust,
including trustee fees, but is not obligated to do so. Trustee expenses
not paid by the Company are paid by the Master Trust and proportionately
allocated to the participating plans. All other expenses incurred in
the administration of the Plan are paid by the participating employers.
PLAN TERMINATION
The Company anticipates that the Plan will continue without interruption
but reserves the right to terminate its participation in the Plan
subject to the provisions of the Employee Retirement Income Securities
Act (ERISA). Such termination would result in the immediate and full
vesting of each participant's account balance. The Trustee would then
retain the assets until otherwise distributable under the Plan.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The Plan's financial statements are prepared on the accrual basis of
accounting.
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States, requires management
to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent liabilities at the
-6-
<PAGE> 10
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000 AND 1999
------------------------------------------------------------------------------
date of the financial statements and the reported amounts of additions
to and deductions from net assets during the reporting period. Actual
results could differ from those estimates.
INVESTMENT VALUATION
Investments in common stock, U.S. government securities, and corporate
debt instruments are stated at fair value based on the quoted market
price at March 31 each year. Investments in interest bearing cash,
insurance contracts, and interests in common/collective trusts are
stated at fair value as determined by the Trustee. Participant loans
are valued at cost which approximates fair value.
Investment securities are exposed to various risks, such as interest
rate, market, and credit. Due to the level of risk associated with
certain investment securities and the level of uncertainty related to
changes in the value of investment securities, it is at least reasonably
possible that changes in risks in the near term could materially affect
the amounts reported in the Statement of Net Assets Available for
Benefits.
SECURITY TRANSACTIONS AND INVESTMENT INCOME
Investment purchases and sales, and related realized gains or losses,
are recorded on the trade date. Interest income is recorded as earned.
Dividend income is recorded on the ex-dividend date. Net realized and
unrealized appreciation/depreciation in fair value of investments is
comprised of the change in market value from the beginning to the end of
the Plan year for investments retained in the Plan, and realized gains
and losses on security transactions which represent the difference
between proceeds and cost.
ALLOCATION OF ASSETS
The Plan participates in the Anheuser-Busch Companies, Inc. Defined
Contribution Master Trust (Master Trust) established for the investments
of this plan and the other stock purchase and savings plans sponsored by
the Company. Units of participation in the Master Trust are allocated
to participating plans based on the relationship of individual plan
contributions to the market value of the Master Trust. Earned income,
realized and unrealized gains and losses, and administrative expenses
are retained in the Master Trust and are allocated to participating
plans by the Trustee, based on units of participation on the transaction
date.
DISTRIBUTIONS TO PARTICIPANTS
Distributions are recorded when paid.
RECLASSIFICATIONS
Certain items in the 1999 financial statements have been reclassified to
conform with the 2000 presentation.
-7-
<PAGE> 11
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000 AND 1999
------------------------------------------------------------------------------
3. INTERESTS IN ANHEUSER-BUSCH COMPANIES, INC. DEFINED CONTRIBUTION
MASTER TRUST
Effective September 1, 1995 the Company and the Trustee entered into a
new master trust agreement. On September 1, 1995, in accordance with
the agreement, the Plan transferred it's investments in: the
Anheuser-Busch Companies, Inc. Common Stock Fund, the Anheuser-Busch
Companies, Inc. Short Term Fixed Income Master Trust, the Anheuser-Busch
Companies, Inc. Medium Term Fixed Income Master Trust, the
Anheuser-Busch Companies, Inc. Capital Equity Index Fund Master Trust,
the Anheuser-Busch Companies, Inc. Managed Balanced Fund Master Trust,
and the Anheuser-Busch Companies, Inc. Indexed Balanced Fund Master
Trust for units of participation in the Anheuser-Busch Companies, Inc.
Defined Contribution Master Trust. Effective March 26, 1996 the
Earthgrains Company, Stock Fund was also added to the Anheuser-Busch
Companies, Inc. Defined Contribution Master Trust. The assets of the
Master Trust are held by Mellon Bank, N.A.
At March 31, 2000 and 1999, the Plan's interest in the net assets of the
Master Trust was approximately 2%.
The following table presents the fair value of investments for the
Master Trust:
<TABLE>
<CAPTION>
MARCH 31,
2000 1999
<S> <C> <C>
Investments at fair value:
Anheuser-Busch common stock<F*> $2,117,179,454 $2,690,248,415
Short-term fixed income 18,158,341 22,336,551
Medium-term fixed income 34,310,091 45,376,432
Equity index<F*> 312,617,971 302,006,045
Managed balanced 23,492,650 23,560,824
Index balanced 24,615,260 26,361,477
Participant loans 89,214,927 87,168,848
Earthgrains Company common stock 16,821,396 29,552,524
-------------- --------------
$2,636,410,090 $3,226,611,116
============== ==============
<FN>
<F*> Represents more than 5% of net assets available for benefits.
</TABLE>
-8-
<PAGE> 12
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000 AND 1999
------------------------------------------------------------------------------
Investment income for the Master Trust is as follows:
<TABLE>
<CAPTION>
YEAR ENDED MARCH 31,
2000 1999
<S> <C> <C>
Net appreciation (depreciation) in
fair value of investments:
Anheuser-Busch common stock $(475,135,162) $1,048,963,294
Short-term fixed income (152,262) 1,148,887
Medium-term fixed income (1,070,485) 114,341
Equity index 44,964,482 45,686,098
Managed balanced 3,215,041 2,004,553
Index balanced 2,167,089 3,289,062
Earthgrains Company common stock (8,416,585) 1,575,592
------------- --------------
(434,427,882) 1,102,781,827
------------- --------------
Interest 16,960,794 18,649,560
Dividends 40,311,360 39,115,247
------------- --------------
$(377,155,728) $1,160,546,634
============= ==============
</TABLE>
Further financial information for the Anheuser-Busch Companies, Inc.
Defined Contribution Master Trust as of and for the years ended March
31, 2000 and 1999 are included as Appendix A.
4. FEDERAL INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company by
a letter dated January 30, 1995, that the Plan is designed in accordance
with applicable sections of the Internal Revenue Code. Therefore, the
underlying trust of such a Plan is exempt from federal income taxes
under Section 501 of the Internal Revenue Code. The Plan has been
amended since receiving the determination letter. However, the Plan
Administrator and the Plan's tax counsel believe that the Plan is
currently designed and being operated in compliance with the applicable
requirements of the Internal Revenue Code. Therefore, no provision for
income taxes has been included in the Plan's financial statements.
-9-
<PAGE> 13
ANHEUSER-BUSCH DEFERRED INCOME STOCK
PURCHASE AND SAVINGS PLAN
(FOR CERTAIN HOURLY EMPLOYEES OF ANHEUSER-BUSCH COMPANIES, INC.
AND ITS SUBSIDIARIES)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000 AND 1999
------------------------------------------------------------------------------
5. BENEFIT OBLIGATIONS
Benefit obligations for persons who have withdrawn from participation in
the Plan are as follows:
<TABLE>
<CAPTION>
MARCH 31,
2000 1999
<S> <C> <C>
Anheuser-Busch Companies common stock fund $192,080 $44,985
Short-term fixed income fund 29,272 1,008
Medium-term fixed income fund 10,704 417
Equity index fund 2,753 1,372
Managed balanced fund 4,876 46
Index balanced fund 227 46
Earthgrains Company common stock fund 1,993 412
-------- -------
$241,905 $48,286
======== =======
</TABLE>
In accordance with generally accepted accounting principles, these
amounts are not reported as distributions payable in the accompanying
financial statements. However, Department of Labor regulations require
that these amounts be reported as liabilities on Form 5500.
Accordingly, net assets available for benefits reported on Form 5500 are
lower than that reflected in the financial statements by the above
amounts.
6. TRANSACTIONS WITH PARTIES-IN-INTEREST
During the years ended March 31, 2000 and 1999, transactions with the
Company included aggregate common stock purchases totaling $1,751,815
and $2,178,598, respectively and aggregate common stock sales totaling
$73,625 and $451,914, respectively. These transactions are allowable
party-in-interest transactions under Section 408(e) and 408(b)(8) of
ERISA and the regulations promulgated thereunder.
During the years ended March 31, 2000 and 1999, the Plan purchased and
sold investments in the Employee Benefit Temporary Investment Fund of
Mellon Bank N.A., the Plan trustee. Transactions with the Fund included
aggregate investment purchases totaling $1,463,890 and $2,086,523,
respectively and aggregate investment sales totaling $1,552,778 and
$1,961,043, respectively. These transactions are allowable
party-in-interest transactions under Sections 408(e) and 408(b)(8) of
ERISA and the regulations promulgated thereunder.
-10-
<PAGE> 14
<TABLE>
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
PAGE 1 OF 4
ANHEUSER-BUSCH COMPANIES, INC. DEFINED CONTRIBUTION MASTER TRUST
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
MARCH 31, 2000
-----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
ANHEUSER-BUSCH SHORT-TERM MEDIUM-TERM EQUITY MANAGED
COMPANIES, INC. FIXED INCOME FIXED INCOME INDEX BALANCED
STOCK FUND FUND FUND FUND FUND
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair value:
Anheuser-Busch Companies,
Inc. Common Stock<F*> $2,098,157,882 $ -- $ -- $ -- $ --
Interest bearing cash 19,021,572 -- -- -- --
U.S. government securities -- 4,311,292 -- -- --
Corporate debt instruments -- 10,651,050 -- -- --
Insurance contracts -- -- 34,310,091 -- 23,492,650
Interest in common/
collective trusts -- -- -- -- --
Loans to participants -- -- -- -- --
Earthgrains Company, Inc.
common stock -- -- -- -- --
Other investments<F*> -- 3,195,999 -- 312,617,971 --
-------------- ----------- ----------- ------------ -----------
Total investments 2,117,179,454 18,158,341 34,310,091 312,617,971 23,492,650
-------------- ----------- ----------- ------------ -----------
Total assets 2,117,179,454 18,158,341 34,310,091 312,617,971 23,492,650
-------------- ----------- ----------- ------------ -----------
LIABILITIES
Notes payable (172,200,000) -- -- -- --
-------------- ----------- ----------- ------------ -----------
Total liabilities (172,200,000) -- -- -- --
-------------- ----------- ----------- ------------ -----------
Net assets available for benefits $1,944,979,454 $18,158,341 $34,310,091 $312,617,971 $23,492,650
============== =========== =========== ============ ===========
<CAPTION>
INDEX EARTHGRAINS
BALANCED PARTICIPANT COMPANY
FUND LOAN FUND STOCK FUND TOTAL
<S> <C> <C> <C> <C>
ASSETS
Investments, at fair value:
Anheuser-Busch Companies,
Inc. Common Stock<F*> $ -- $ -- $ -- $2,098,157,882
Interest bearing cash -- -- 3,751 19,025,323
U.S. government securities -- -- -- 4,311,292
Corporate debt instruments -- -- -- 10,651,050
Insurance contracts -- -- -- 57,802,741
Interest in common/
collective trusts 11,865,807 -- -- 11,865,807
Loans to participants -- 89,214,927 -- 89,214,927
Earthgrains Company, Inc.
common stock -- -- 16,781,172 16,781,172
Other investments<F*> 12,749,453 -- 36,473 328,599,896
----------- ----------- ----------- --------------
Total investments 24,615,260 89,214,927 16,821,396 2,636,410,090
----------- ----------- ----------- --------------
Total assets 24,615,260 89,214,927 16,821,396 2,636,410,090
----------- ----------- ----------- --------------
LIABILITIES
Notes payable -- -- -- (172,200,000)
----------- ----------- ----------- --------------
Total liabilities -- -- -- (172,200,000)
----------- ----------- ----------- --------------
Net assets available for benefits $24,615,260 $89,214,927 $16,821,396 $2,464,210,090
=========== =========== =========== ==============
<FN>
<F*> Represents more than 5% of net assets available for benefits
</TABLE>
<PAGE> 15
<TABLE>
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
PAGE 2 OF 4
ANHEUSER-BUSCH COMPANIES, INC. DEFINED CONTRIBUTION MASTER TRUST
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
MARCH 31, 1999
-----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
ANHEUSER-BUSCH SHORT-TERM MEDIUM-TERM EQUITY MANAGED
COMPANIES, INC. FIXED INCOME FIXED INCOME INDEX BALANCED
STOCK FUND FUND FUND FUND FUND
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair value:
Anheuser-Busch Companies,
Inc. Common Stock<F*> $2,673,153,056 $ -- $ -- $ -- $ --
Interest bearing cash 17,095,359 -- -- -- --
U.S. government securities -- 8,687,849 19,234,879 -- --
Corporate debt instruments -- 13,415,531 25,908,975 -- --
Insurance contracts -- -- -- -- 23,560,824
Interest in common/
collective trusts -- -- -- -- --
Loans to participants -- -- -- -- --
Earthgrains Company, Inc.
common stock -- -- -- -- --
Other investments<F*> -- 233,171 232,578 302,006,045 --
-------------- ----------- ----------- ------------ -----------
Total investments 2,690,248,415 22,336,551 45,376,432 302,006,045 23,560,824
-------------- ----------- ----------- ------------ -----------
Total assets 2,690,248,415 22,336,551 45,376,432 302,006,045 23,560,824
-------------- ----------- ----------- ------------ -----------
LIABILITIES
Notes payable (210,500,000) -- -- -- --
-------------- ----------- ----------- ------------ -----------
Total liabilities (210,500,000) -- -- -- --
-------------- ----------- ----------- ------------ -----------
Net assets available for benefits $2,479,748,415 $22,336,551 $45,376,432 $302,006,045 $23,560,824
============== =========== =========== ============ ===========
<CAPTION>
INDEX EARTHGRAINS
BALANCED PARTICIPANT COMPANY
FUND LOAN FUND STOCK FUND TOTAL
<S> <C> <C> <C> <C>
ASSETS
Investments, at fair value:
Anheuser-Busch Companies,
Inc. Common Stock<F*> $ -- $ -- $ -- $2,673,153,056
Interest bearing cash -- -- 41 17,095,400
U.S. government securities -- -- -- 27,922,728
Corporate debt instruments -- -- -- 39,324,506
Insurance contracts -- -- -- 23,560,824
Interest in common/
collective trusts 26,361,477 -- -- 26,361,477
Loans to participants -- 87,168,848 -- 87,168,848
Earthgrains Company, Inc.
common stock -- -- 29,477,579 29,477,579
Other investments<F*> -- -- 74,904 302,546,698
----------- ----------- ----------- --------------
Total investments 26,361,477 87,168,848 29,552,524 3,226,611,116
----------- ----------- ----------- --------------
Total assets 26,361,477 87,168,848 29,552,524 3,226,611,116
----------- ----------- ----------- --------------
LIABILITIES
Notes payable -- -- -- (210,500,000)
----------- ----------- ----------- --------------
Total liabilities -- -- -- (210,500,000)
----------- ----------- ----------- --------------
Net assets available for benefits $26,361,477 $87,168,848 $29,552,524 $3,016,111,116
=========== =========== =========== ==============
<FN>
<F*> Represents more than 5% of net assets available for benefits
</TABLE>
<PAGE> 16
<TABLE>
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
PAGE 3 OF 4
ANHEUSER-BUSCH COMPANIES, INC. DEFINED CONTRIBUTION MASTER TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED MARCH 31, 2000
---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
ANHEUSER-BUSCH SHORT-TERM MEDIUM-TERM EQUITY MANAGED
COMPANIES, INC. FIXED INCOME FIXED INCOME INDEX BALANCED
STOCK FUND FUND FUND FUND FUND
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Contributions:
Participants $ 56,713,153 $ 872,836 $ 1,953,230 $ 15,430,838 $ 1,401,989
Employer 1,875,698 -- -- -- --
-------------- ----------- ----------- ------------ -----------
Total contributions 58,588,851 872,836 1,953,230 15,430,838 1,401,989
Investment income:
Interest 2,178,020 1,151,033 1,681,010 4,560,507 --
Dividends 40,081,760 -- -- -- --
Net realized and unrealized
appreciation (depreciation)
in fair value of investments (475,135,162) (152,262) (1,070,485) 44,964,482 3,215,041
-------------- ----------- ----------- ------------ -----------
Total additions (374,286,531) 1,871,607 2,563,755 64,955,827 4,617,030
-------------- ----------- ----------- ------------ -----------
Deductions from net assets
attributed to:
Distributions to participants 189,895,233 6,424,286 4,175,506 25,748,533 1,912,599
Interest expense 17,366,250 -- -- -- --
Administrative expenses 38,459 -- -- -- --
-------------- ----------- ----------- ------------ -----------
Total deductions 207,299,942 6,424,286 4,175,506 25,748,533 1,912,599
-------------- ----------- ----------- ------------ -----------
Net transfers in (out) 46,817,512 374,469 (9,454,590) (28,595,368) (2,772,605)
-------------- ----------- ----------- ------------ -----------
Net increase (decrease) (534,768,961) (4,178,210) (11,066,341) 10,611,926 (68,174)
Net assets available for benefits:
Beginning of year 2,479,748,415 22,336,551 45,376,432 302,006,045 23,560,824
-------------- ----------- ----------- ------------ -----------
End of year $1,944,979,454 $18,158,341 $34,310,091 $312,617,971 $23,492,650
============== =========== =========== ============ ===========
<CAPTION>
INDEX EARTHGRAINS
BALANCED PARTICIPANT COMPANY
FUND LOAN FUND STOCK FUND TOTAL
<S> <C> <C> <C> <C>
Additions to net assets attributed to:
Contributions:
Participants $ 1,433,141 $ -- $ -- $ 77,805,187
Employer -- -- -- 1,875,698
----------- ----------- ------------ --------------
Total contributions 1,433,141 -- -- 79,680,885
Investment income:
Interest 193,363 7,196,680 181 16,960,794
Dividends -- -- 229,600 40,311,360
Net realized and unrealized
appreciation (depreciation)
in fair value of investments 2,167,089 -- (8,416,585) (434,427,882)
----------- ----------- ------------ --------------
Total additions 3,793,593 7,196,680 (8,186,804) (297,474,843)
----------- ----------- ------------ --------------
Deductions from net assets
attributed to:
Distributions to participants 2,213,787 1,132,676 2,468,730 233,971,350
Interest expense -- -- -- 17,366,250
Administrative expenses -- -- -- 38,459
----------- ----------- ------------ --------------
Total deductions 2,213,787 1,132,676 2,468,730 251,376,059
----------- ----------- ------------ --------------
Net transfers in (out) (3,326,023) (4,017,925) (2,075,594) (3,050,124)
----------- ----------- ------------ --------------
Net increase (decrease) (1,746,217) 2,046,079 (12,731,128) (551,901,026)
Net assets available for benefits:
Beginning of year 26,361,477 87,168,848 29,552,524 3,016,111,116
----------- ----------- ------------ --------------
End of year $24,615,260 $89,214,927 $ 16,821,396 $2,464,210,090
=========== =========== ============ ==============
</TABLE>
<PAGE> 17
<TABLE>
ANHEUSER-BUSCH DEFERRED INCOME STOCK PURCHASE AND SAVINGS PLAN APPENDIX A
PAGE 4 OF 4
ANHEUSER-BUSCH COMPANIES, INC. DEFINED CONTRIBUTION MASTER TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED MARCH 31, 1999
---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
ANHEUSER-BUSCH SHORT-TERM MEDIUM-TERM EQUITY MANAGED
COMPANIES, INC. FIXED INCOME FIXED INCOME INDEX BALANCED
STOCK FUND FUND FUND FUND FUND
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Contributions:
Participants $ 56,239,131 $ 934,830 $ 2,369,554 $ 16,634,437 $ 1,670,801
Employer 4,569,194 -- -- -- --
-------------- ----------- ----------- ------------ -----------
Total contributions 60,808,325 934,830 2,369,554 16,634,437 1,670,801
Investment income:
Interest 1,622,339 1,436,593 2,896,665 5,305,433 120
Dividends 38,905,478 -- -- -- --
Net realized and unrealized
appreciation in fair
value of investments 1,048,963,294 1,148,887 114,341 45,686,098 2,004,553
-------------- ----------- ----------- ------------ -----------
Total additions 1,150,299,436 3,520,310 5,380,560 67,625,968 3,675,474
-------------- ----------- ----------- ------------ -----------
Deductions from net assets
attributed to:
Distributions to participants 158,224,057 7,902,458 5,951,000 23,801,297 1,289,091
Interest expense 20,292,030 -- -- -- --
Administrative expenses 30,996 -- -- -- --
-------------- ----------- ----------- ------------ -----------
Total deductions 178,547,083 7,902,458 5,951,000 23,801,297 1,289,091
-------------- ----------- ----------- ------------ -----------
Net transfers (out) in (13,247,324) 2,735,329 (2,413,697) 13,571,779 (144,437)
-------------- ----------- ----------- ------------ -----------
Net increase (decrease) 958,505,029 (1,646,819) (2,984,137) 57,396,450 2,241,946
Net assets available for benefits:
Beginning of year 1,521,243,386 23,983,370 48,360,569 244,609,595 21,318,878
-------------- ----------- ----------- ------------ -----------
End of year $2,479,748,415 $22,336,551 $45,376,432 $302,006,045 $23,560,824
============== =========== =========== ============ ===========
<CAPTION>
INDEX EARTHGRAINS
BALANCED PARTICIPANT COMPANY
FUND LOAN FUND STOCK FUND TOTAL
<S> <C> <C> <C> <C>
Additions to net assets attributed to:
Contributions:
Participants $ 1,453,067 $ -- $ -- $ 79,301,820
Employer -- -- -- 4,569,194
----------- ----------- ----------- --------------
Total contributions 1,453,067 -- -- 83,871,014
Investment income:
Interest -- 7,388,292 118 18,649,560
Dividends -- -- 209,769 39,115,247
Net realized and unrealized
appreciation in fair
value of investments 3,289,062 -- 1,575,592 1,102,781,827
----------- ----------- ----------- --------------
Total additions 4,742,129 7,388,292 1,785,479 1,244,417,648
----------- ----------- ----------- --------------
Deductions from net assets
attributed to:
Distributions to participants 2,660,475 3,023,381 4,505,220 207,356,979
Interest expense -- -- -- 20,292,030
Administrative expenses -- -- -- 30,996
----------- ----------- ----------- --------------
Total deductions 2,660,475 3,023,381 4,505,220 227,680,005
----------- ----------- ----------- --------------
Net transfers (out) in 2,680,602 (408,000) (3,298,563) (524,311)
----------- ----------- ----------- --------------
Net increase (decrease) 4,762,256 3,956,911 (6,018,304) 1,016,213,332
Net assets available for benefits:
Beginning of year 21,599,221 83,211,937 35,570,828 1,999,897,784
----------- ----------- ----------- --------------
End of year $26,361,477 $87,168,848 $29,552,524 $3,016,111,116
=========== =========== =========== ==============
</TABLE>
