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FORM 10-K/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED JUNE 30, 1996 COMMISSION FILE NUMBER 1-7488
FIRST MISSISSIPPI CORPORATION
(Exact name of Registrant as specified in its charter)
MISSISSIPPI 64-0354930
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
700 NORTH STREET, P.O. BOX 1249 39215-1249
JACKSON, MISSISSIPPI (Zip code)
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (601) 948-7550
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED
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COMMON STOCK, PAR VALUE $1 NEW YORK STOCK EXCHANGE
PHILADELPHIA STOCK EXCHANGE
COMMON STOCK, PURCHASE RIGHTS CHICAGO STOCK EXCHANGE
PACIFIC STOCK EXCHANGE
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. [ ]
Aggregate market value of the voting stock held by non-affiliates of the
Registrant, September 9, 1996. $518,543,400
Common stock outstanding September 9, 1996. 20,614,491
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Exhibit 23, Independent Auditors' Consent, was inadvertently not filed with the
filing of a Form-10K/A on November 18, 1996, and is being included in this
amended filing.
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EXHIBITS
INDEX TO EXHIBITS
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EXHIBIT
NUMBER
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3(a)* Restated and Amended Charter of Incorporation of the Company, as amended
August 22, 1996
3(b)* Bylaws of the Company, as amended August 27, 1996
10(c)* Termination Agreement, dated May 29, 1996 and effective June 1, 1996, between the
Company and its Chief Executive Officer
10(d)* Form of Termination Agreement, dated May 29, 1996 and effective
June 1, 1996, between the Company and each of the following executive officers of
the Company: Daniel P. Anderson, Robert P. Barker, William P. Bartlett, J. Steven
Chustz, Paul J. Coder, Charles R. Gibson, Samir A. Hakooz, Terry L. Moore, George
M. Simmons, R. Michael Summerford and Thomas G. Tepas (Company's Termination
Agreement with each such officer contains terms identical to those contained in
the form of Agreement filed.)
10(n)* Agreement and Plan of Merger and Reorganization dated as of
August 27, 1996 by and among Mississippi Chemical Corporation, Miss Sub, Inc, and
First Mississippi Corporation
21* List of the subsidiaries of the Registrant
23 Auditor's Consent regarding incorporation of reports into registration statement
Nos. 2-93584, 2-93585, 2-74337, 2-54048, 33-512, 33-9106, 33-17483, 33-24413,
33-24414, 33-26895, 33-31343, 33-33135, 33-37084, 33-39137, 33-43586, 33-43600,
33-45344, 33-56026, 33-57799 and 33-64239
27* Financial Data Schedule [For EDGAR filing only]
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* Previously Filed
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EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
First Mississippi Corporation:
We consent to incorporation by reference in the Registration
Statements on Form S-8 (Nos. 2-93584, 2-93585, 2-74337, 2-54048, 33-512,
33-9106, 33-17483, 33-24413, 33-24414, 33-26895, 33-31343, 33-33135, 33-37084,
33-39137, 33-43586, 33-43600, 33-45344, 33-56026, 33-57799 and 33-64239) of
our report dated September 6, 1996, relating to the consolidated financial
statements of First Mississippi Corporation and subsidiaries as of June 30,
1996 and 1995, and for each of the years in the three-year period ended June
30, 1996, which report appears in the June 30, 1996, annual report on Form
10-K/A of First Mississippi Corporation. Our report on the consolidated
financial statements refers to a change in the method of accounting for income
taxes.
Jackson, Mississippi
November 18, 1996
KPMG Peat Marwick LLP
