<PAGE> 1
FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1994 (Amendment No. 1)
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 1-4171
KELLOGG COMPANY
State of Incorporation--Delaware IRS Employer Identification No.38-0710690
One Kellogg Square, P.O. Box 3599, Battle Creek, MI 49016-3599
Registrant's telephone number: 616-961-2000
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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 __________
Common Stock outstanding October 31, 1994 - 222,324,578 shares
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KELLOGG COMPANY
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
4 - There is no instrument with respect to long-term
debt of the Company that involves indebtedness or securities
authorized thereunder exceeding ten percent of the total
assets of the Company and its subsidiaries on a consolidated
basis. The Company agrees to file a copy of any instrument
or agreement defining the rights of holders of long-term
debt of the Company upon request of the Securities and
Exchange Commission.
27 - Financial Data Schedule
(b) Reports on Form 8-K:
No reports on Form 8-K were filed during the quarter
for which this report is filed.
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KELLOGG COMPANY
SIGNATURES
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 thereunto duly authorized.
KELLOGG COMPANY
/s/ C. W. Elliott
----------------------------
C.W. Elliott
Principal Financial Officer;
Executive Vice President - Administration
/s/ A. Taylor
----------------------------
A. Taylor
Principal Accounting Officer;
Vice-President and Corporate Controller
Date: March 28, 1995
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KELLOGG COMPANY
EXHIBIT INDEX
<TABLE>
<CAPTION>
Number Description Page
------ ----------- ----
<S> <C> <C>
27 Financial Data Schedules 12
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Kellogg
Company and subsidiaries Consolidated financial statements for the nine months
ended September 30, 1994 and is qualified in its entirety by reference to such
Financial Statements.
</LEGEND>
<MULTIPLIER> 1,000,000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1994
<PERIOD-END> SEP-30-1994
<EXCHANGE-RATE> 1
<CASH> 314
<SECURITIES> 0
<RECEIVABLES> 646
<ALLOWANCES> 0
<INVENTORY> 399
<CURRENT-ASSETS> 1569
<PP&E> 4550
<DEPRECIATION> (1,668)
<TOTAL-ASSETS> 4,661
<CURRENT-LIABILITIES> 1296
<BONDS> 720
<COMMON> 78
0
0
<OTHER-SE> 68
<TOTAL-LIABILITY-AND-EQUITY> 4,661
<SALES> 4970
<TOTAL-REVENUES> 4970
<CGS> 2217
<TOTAL-COSTS> 2217
<OTHER-EXPENSES> 1829
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 34
<INCOME-PRETAX> 890
<INCOME-TAX> 338
<INCOME-CONTINUING> 552
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 552
<EPS-PRIMARY> 2.45
<EPS-DILUTED> 0
</TABLE>