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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Worthington Foods, Inc.
_____________________________________________________________
(Name of Issuer)
COMMON SHARES
_____________________________________________________________
(Title of Class of Securities)
981809-10-6
______________________________________________
(CUSIP Number)
D. J. Smith, Secretary, Archer-Daniels-Midland Company, 4666
Faries Parkway, P. O. Box 1470, Decatur, IL 62525, Telephone:
(217)424-6183
______________________________________________________________
(Name, Address and Telephone Number of Person Authorized to
Receive
Notices and Communications)
December 10, 1999
___________________________________________________
(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.
* 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.
This 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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CUSIP NO. 981809-10-6 Page 2 of
4 Pages
_______________________________________________________________
____
1 NAME OF REPORTING PERSON
S. S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Archer-Daniels-Midland Company
I.R.S. Identification No. 41-0129150
_______________________________________________________________
____
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)__
(b)__
_______________________________________________________________
____
3 SEC USE ONLY
_______________________________________________________________
____
4 SOURCE OF FUNDS *
_______________________________________________________________
____
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(E) _x_
See Appendix I
_______________________________________________________________
____
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_______________________________________________________________
____
|7 SOLE VOTING POWER
NUMBER OF | Less than 5%
SHARES |_________________________________________________
BENEFICIALLY |8 SHARED VOTING POWER
OWNED BY | -0-
EACH |_________________________________________________
REPORTING |9 SOLE DISPOSITIVE POWER
PERSON | Less than 5%
WITH |_________________________________________________
|10 SHARED DISPOSITIVE POWER
| -0-
_______________________________________________________________
___
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
Less than 5%
_______________________________________________________________
___
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(11)EXCLUDES
CERTAIN
SHARES * __
_______________________________________________________________
___
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 5%
_______________________________________________________________
___
14 TYPE OF REPORTING PERSON *
CO
_______________________________________________________________
___
* SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 981809-10-6 Page 3 of 4
Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this
Statement is true, complete and correct.
Dated: February 17, 2000
ARCHER-DANIELS-MIDLAND COMPANY
By: /s/ D. J. Smith
D. J. Smith
Vice President, Secretary
and General Counsel
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CUSIP NO. 981809-10-6 Page 4 of 4 Pages
APPENDIX I
On October 15, 1996, the Company pled guilty to a two
count information in the Northern District of Illinois pursuant
to an agreement with the Department of Justice. This
information states that the Company engaged in anticompetitive
conduct in connection with the sale of lysine and citric acid.
In connection with its agreement the Company paid the United
States a fine of $70 million with respect to lysine and $30
million with respect to citric acid.
On May 27, 1998, the Company pled guilty to a three count
indictment in the Federal Court of Canada pursuant to an
agreement with Director of Investigation and Research and the
Attorney General of Canada. The indictment alleged that the
Company engaged in anticompetitive conduct in connection with
lysine and citric acid. The Company paid a fine of $16 million
(Canadian Dollars).
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