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OMB APPROVAL
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UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: August 31, 1991
WASHINGTON, D.C. 20549 Estimated average burden
hours per form .......14.90
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )<F*>
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Delta & Pine Land Company
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(Name of Issuer)
common, $0.10 par value, stock
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(Title of Class of Securities)
247357106
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(CUSIP Number)
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
July 1, 1993
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
Check the following box if a fee is being paid with the statement /X/. (A
fee is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
[FN]
<F*>The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
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SCHEDULE 13D
CUSIP NO. 247357106
Page 3 of 7
ITEM 1: SECURITY AND ISSUER:
Title and Class of Security: Common, $0.10 par value, stock
Name of Issuer: Delta & Pine Land Company
Name and Address of Principal Executive Officers of Issuer:
Roger D. Malkin Frederic M. Robinson
Chairman & CEO President and COO
Delta & Pine Land Co. Delta & Pine Land Co.
P.O. Box 157 P.O. Box 157
Scott, Mississippi 38772 Scott, Mississippi 38772
ITEM 2: IDENTITY AND BACKGROUND:
Monsanto Company; EIN 43-0420020
Delaware Corporation
800 North Lindbergh Blvd.
St. Louis, MO 63167
Diversified Chemical, Pharmaceutical and Food Products Company
See Exhibit A for names, addresses and citizenship of "controlling
persons" of person filing this Schedule
(d) None
(e) None
ITEM 3: SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Source of Funds: Working Capital
Amount Paid: $6,000,000
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SCHEDULE 13D
CUSIP NO. 247357106
Page 4 of 7
ITEM 4: PURPOSE OF ACQUISITION:
This acquisition is an equity investment for growth.
Filing Party has no present plans to add to or dispose of its holdings,
but like all investments, this holding will be reviewed from time and
time.
Items (b) through (j) none
ITEM 5: INTEREST IN SECURITIES OF ISSUER:
Filing Party acquired 500,000 common shares in initial public offering.
The issuer's Final Prospectus indicates that 9.6 million shares were
issued and outstanding upon completion of the offering.
Filing party has sole voting and investment power as to the 500,000
shares it acquired in the public offering.
Items (b) through (e) - not applicable.
ITEM 6: CONTRACTS, AGREEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF ISSUER:
None
ITEM 7: MATERIAL TO BE FILED AS EXHIBITS:
None
Date: 7/30/93
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/s/ Milton P. Wilkins, Jr.
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Signature
Milton P. Wilkins, Jr.
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Vice President, Plant Sciences
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OMB APPROVAL
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OMB Number: 3235-0145
Expires: October 31, 1994
Estimated average burden
hours per response 14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1) <F*>
Delta & Pine Land Company
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(Name of Issuer)
Common Stock, $0.10 par value
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(Title of Class of Securities)
247357106
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(CUSIP Number)
Mary B. Cody, (314)694-2976
Monsanto Company, 800 N. Lindbergh Boulevard, St. Louis, MO 63167
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications
May 21, 1996
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box / /.
Check the following box if a fee is being paid with the statement / /. (A
fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five percent
or less of such class.) (See Rule 13d-7).
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
[FN]
<F*>The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
<PAGE> 5
CUSIP NO. 247357106 SCHEDULE 13D
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Monsanto Company, EIN 43-0420020
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP <F*>
(a) / /
(b) / /
Not Applicable
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3. SEC USE ONLY
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4. SOURCE OF FUNDS<F*>
Not Applicable
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO / /
ITEMS 2(d) or 2(e)
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF 7. SOLE VOTING POWER
SHARES 999,999 SHARES<F1>
BENEFICIALLY ------------------------------------------------------------
OWNED BY 8. SHARED VOTING POWER
EACH ------------------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 999,999 SHARES<F1>
WITH ------------------------------------------------------------
10. SHARED DISPOSITIVE POWER
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
999,999 shares<F1>
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN / /
SHARES<F*>
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.8%<F1>
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14. TYPE OF REPORTING PERSON<F*>
CO
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[FN]
<F*>SEE INSTRUCTIONS BEFORE FILLING OUT!
<F1>Monsanto additionally owns 300,000 shares of convertible preferred stock.
The class of convertible preferred stock is not registered under the Exchange
Act and cannot be converted for seven years. Accordingly, the convertible
preferred shares and the common stock into which they could be converted have
not been included in the above calculation.
<PAGE> 6
The following items are being amended as a result of the Issuer's issuance
of 1,548,483 shares of common stock of the Issuer on May 21, 1996.
Item 1. Security and Issuer.
- ------- --------------------
This Statement relates to the Common Stock, par value $0.10 per share
(the "Common Stock"), of Delta & Pine Land Company, a Delaware corporation,
("D&PL"). The address of D&PL's principal executive offices is 100 Main
Street, P. O. Box 157, Scott, Mississippi 38772, Telephone (601) 742-3351.
Item 2. Identity and Background.
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This Schedule is being filed by reason of the issuance by D&PL of
additional shares of Common Stock of D&PL resulting in a decrease in the
percentage of the class of securities of D&PL below 5%.
The percentage of Monsanto's ownership has decreased to 4.8%.
Item 3. Source and Amount of Funds or Other Consideration.
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No change.
Item 4. Purpose of the Transactions.
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No change.
Item 5. Interest in Securities of the Issuer.
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Subsequent to its initial acquisition of 500,000 shares of common
stock of the Issuer, Monsanto received an additional 166,666 shares of
common stock and 333,333 shares of common stock as a result of two separate
stock splits of the Issuer's common stock. On May 21, 1996, the Issuer
issued additional shares of common stock and currently has 20,833,263 shares
of common stock outstanding. As a result of these transactions, Monsanto
owns 4.8% of the common stock of the Issuer.
In addition to the foregoing, Monsanto owns 300,000 shares of
convertible preferred stock of the Issuer. This class of securities is
not registered under Section 12 of the Exchange Act and is not presently
convertible (and will not within the next 60 days be convertible) into
common stock of the Issuer. Accordingly, those shares and the shares of
common stock of the Issuer into which they might someday be converted have
not been included for purposes of the above calculation.
Item 6. Material to be Filed as Exhibits.
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None.
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SIGNATURE
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After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is
true, complete and correct.
MONSANTO COMPANY
By /s/ Karl R. Barnickol
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Assistant Secretary
June 7, 1996
