The Minnesota Mining and Manufacturing Company (3M) Form 10-K filed on
March 10, 1998 via EDGAR has been amended (Form 10-K/A). Restated
Financial Data Schedules have been added for the interim periods
of 1997 (Exhibit 27.1), for the year and interim periods of 1996,
(Exhibit 27.2) and for year 1995 (Exhibit 27.3). Statement of Financial
Accounting Standards No. 128, Earnings per Share, required retroactive
restatement and triggered an obligation to file restated Financial Data
Schedules. The cover page, exhibit index, signature page, and the new
exhibits follow.
<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the year ended December 31, 1997
Commission file number 1-3285
MINNESOTA MINING AND MANUFACTURING COMPANY
State of Incorporation: Delaware
I.R.S. Employer Identification No. 41-0417775
Executive offices: 3M Center, St. Paul, Minnesota 55144
Telephone number: (612) 733-1110
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Name of each exchange
Title of each class on which registered
Common Stock, Par Value $.50 Per Share New York Stock Exchange
Pacific Exchange
Chicago Stock Exchange
Note: The common stock of the registrant is also traded on the
Amsterdam Stock Exchange, Swiss stock exchanges and the Tokyo
Stock Exchange.
Securities registered pursuant to section 12(g) of the Act: None
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. [ ]
The aggregate market value of voting stock held by
nonaffiliates of the registrant, based on the closing price of
$83.50 per share as reported on the New York Stock Exchange-
Composite Index on January 30, 1998, was $33.7 billion.
Shares of common stock outstanding at January 31, 1998: 404,042,820.
DOCUMENTS INCORPORATED BY REFERENCE
Parts of the following documents are incorporated
by reference in Parts III and IV of this Form 10-K: (1) Proxy
Statement for registrant's 1998 annual meeting, (2) Form 10-Q for
period ended June 30, 1987; Form 8-K dated November 20, 1996;
Form 8-K dated June 30, 1997, (3) Registration Nos. 33-48089 and
333-30689.
This document contains 50 pages.
The exhibit index is set forth on page 45.
<PAGE> 45
(c) Exhibits:
Incorporated by Reference:
Incorporated by Reference
in the Report From
(3) Restated certificate of incorporation Exhibit (3) to
and bylaws, amended to and Form 10-Q
including amendments of for period ended
May 12, 1987. June 30, 1987.
Restated certificate of incorporation, Form 8-K dated
as amended as of May 13, 1997. June 30, 1997.
Bylaws, as amended as of November 11, 1996. Form 8-K dated
November 20, 1996.
(4) Instruments defining the rights of security
holders, including debentures:
(a) common stock. Exhibit (3) above.
(b) medium-term notes. Registration No. 33-48089
on Form S-3.
(10) Material contracts, management
remuneration:
(a) management stock ownership program. Exhibit 4 of
Registration No. 333-30689
on Form S-8.
(b) profit sharing plan, performance Written description
unit plan and other compensation contained in issuer's
arrangements. proxy statment for the
1998 annual shareholders'
meeting.
Reference (pages)
Form 10-K
Submitted herewith:
(12) Calculation of ratio of earnings
to fixed charges. 47
(21) Subsidiaries of the registrant. 48
(23) Consent of experts. 49
(24) Power of attorney. 50
(27) Financial data schedule for the year ended
December 31, 1997 (EDGAR filing only).
(27.1) Restated financial data schedule for the
interim periods of 1997 (EDGAR filing only).
(27.2) Restated financial data schedule for the
year and interim periods of 1996 (EDGAR
filing only).
(27.3) Restated financial data schedule for the
year 1995 (EDGAR filing only).
<PAGE> 46
SIGNATURES
Pursuant to the requirements of Section 13 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.
MINNESOTA MINING AND MANUFACTURING COMPANY
By /s/ Giulio Agostini
Giulio Agostini, Senior Vice President
Principal Financial and Accounting Officer
March 10, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities indicated on March 10, 1998.
Signature Title
Livio D. DeSimone Chairman of the Board and
Chief Executive Officer, Director
Ronald O. Baukol Director
Edward A. Brennan Director
Edward R. McCracken Director
W. George Meredith Director
Ronald A. Mitsch Director
Allen E. Murray Director
Aulana L. Peters Director
Rozanne L. Ridgway Director
Frank Shrontz Director
F. Alan Smith Director
Louis W. Sullivan Director
Roger P. Smith, by signing his name hereto, does hereby sign this document
pursuant to powers of attorney duly executed by the other persons named, filed
with the Securities and Exchange Commission on behalf of such other persons, all
in the capacities and on the date stated, such persons constituting a majority
of the directors of the company.
By /s/ Roger P. Smith
Roger P. Smith, Attorney-in-Fact
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED FINANCIAL STATEMENTS AND RELATED NOTES. THIS SCHEDULE IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH CONSOLIDATED FINANCIAL
STATEMENTS AND NOTES.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C> <C> <C>
<PERIOD-TYPE> 9-MOS 6-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1997 DEC-31-1997
<PERIOD-END> SEP-30-1997 JUN-30-1997 MAR-31-1997
<CASH> 306 391 373
<SECURITIES> 222 121 163
<RECEIVABLES> 2,640 2,668 2,612
<ALLOWANCES> 0 0 0
<INVENTORY> 2,373 2,370 2,304
<CURRENT-ASSETS> 6,623 6,718 6,437
<PP&E> 12,031 12,217 11,985
<DEPRECIATION> 7,117 7,241 7,159
<TOTAL-ASSETS> 13,421 13,594 13,296
<CURRENT-LIABILITIES> 3,483 3,535 3,685
<BONDS> 1,131 1,118 831
0 0 0
0 0 0
<COMMON> 236 236 296
<OTHER-SE> 6,088 6,113 5,940
<TOTAL-LIABILITY-AND-EQUITY> 13,421 13,594 13,296
<SALES> 11,357 7,531 3,714
<TOTAL-REVENUES> 11,357 7,531 3,714
<CGS> 6,418 4,245 2,089
<TOTAL-COSTS> 6,418 4,245 2,089
<OTHER-EXPENSES> 0 0 0
<LOSS-PROVISION> 0 0 0
<INTEREST-EXPENSE> 74 51 23
<INCOME-PRETAX> 2,851 1,357 677
<INCOME-TAX> 1,035 486 244
<INCOME-CONTINUING> 1,755 828 410
<DISCONTINUED> 0 0 0
<EXTRAORDINARY> 0 0 0
<CHANGES> 0 0 0
<NET-INCOME> 1,755 828 410
<EPS-PRIMARY> 4.23 1.99 .99
<EPS-DILUTED> 4.17 1.96 .97
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED FINANCIAL STATEMENTS AND RELATED NOTES. THIS SCHEDULE IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH CONSOLIDATED FINANCIAL
STATEMENTS AND NOTES. CERTAIN RECLASSIFICATIONS HAVE BEEN MADE TO
1996 BALANCE SHEET AMOUNTS TO CONFORM WITH THE 1997 YEAR PRESENTATION.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C> <C> <C> <C>
<PERIOD-TYPE> 12-MOS 9-MOS 6-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1996 DEC-31-1996 DEC-31-1996
<PERIOD-END> DEC-31-1996 SEP-30-1996 JUN-30-1996 MAR-31-1996
<CASH> 583 584 633 527
<SECURITIES> 161 201 184 187
<RECEIVABLES> 2,504 2,741 2,613 2,539
<ALLOWANCES> 0 0 0 0
<INVENTORY> 2,264 2,256 2,136 2,137
<CURRENT-ASSETS> 6,486 7,044 6,642 6,452
<PP&E> 12,050 11,873 11,408 11,339
<DEPRECIATION> 7,206 7,120 6,794 6,714
<TOTAL-ASSETS> 13,364 13,689 13,211 14,123
<CURRENT-LIABILITIES> 3,606 4,175 3,804 3,688
<BONDS> 851 691 681 984
0 0 0 0
0 0 0 0
<COMMON> 296 296 296 296
<OTHER-SE> 5,988 5,999 5,799 6,677
<TOTAL-LIABILITY-AND-EQUITY> 13,364 13,689 13,211 14,123
<SALES> 14,236 10,613 6,990 3,468
<TOTAL-REVENUES> 14,236 10,613 6,990 3,468
<CGS> 8,099 6,045 3,976 1,990
<TOTAL-COSTS> 8,099 6,045 3,976 1,990
<OTHER-EXPENSES> 0 0 0 0
<LOSS-PROVISION> 0 0 0 0
<INTEREST-EXPENSE> 79 54 32 17
<INCOME-PRETAX> 2,479 1,862 1,229 598
<INCOME-TAX> 886 670 449 218
<INCOME-CONTINUING> 1,516 1,141 743 362
<DISCONTINUED> 10 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> 1,526 1,141 743 362
<EPS-PRIMARY> 3.65 2.73 1.78 .87
<EPS-DILUTED> 3.62 2.70 1.76 .86
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED FINANCIAL STATEMENTS AND RELATED NOTES. THIS SCHEDULE IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH CONSOLIDATED FINANCIAL
STATEMENTS AND NOTES. CERTAIN RECLASSIFICATIONS HAVE BEEN MADE TO
DECEMBER 31, 1995, BALANCE SHEET AMOUNTS TO CONFORM WITH THE 1997 YEAR
PRESENTATION.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> DEC-31-1995
<CASH> 485
<SECURITIES> 287
<RECEIVABLES> 2,398
<ALLOWANCES> 0
<INVENTORY> 2,206
<CURRENT-ASSETS> 6,395
<PP&E> 11,234
<DEPRECIATION> 6,596
<TOTAL-ASSETS> 14,183
<CURRENT-LIABILITIES> 3,548
<BONDS> 1,203
0
0
<COMMON> 296
<OTHER-SE> 6,588
<TOTAL-LIABILITY-AND-EQUITY> 14,183
<SALES> 13,460
<TOTAL-REVENUES> 13,460
<CGS> 7,720
<TOTAL-COSTS> 7,720
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 102
<INCOME-PRETAX> 2,168
<INCOME-TAX> 785
<INCOME-CONTINUING> 1,306
<DISCONTINUED> (330)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 976
<EPS-PRIMARY> 2.32
<EPS-DILUTED> 2.31
</TABLE>
