<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
X Annual Report Pursuant to Section 15(d) of the Securities
Exchange Act of 1934
For the fiscal year ended August 31, 1996 or
Transition Report Pursuant to Section 15(d) of the Securities Exchange
Act of 1934
For the transition period from to
Commission file number: 33-33305
DEKALB Genetics Corporation
Savings and Investment Plan
(Full title of the plan)
DEKALB GENETICS CORPORATION
3100 Sycamore Road
DeKalb, Illinois 60115
(Name of Issuer of the securities held pursuant to the plan
and address of its principal executive office)
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
DEKALB Genetics Corporation
(Registrant)
By: Bruce P. Bickner
Bruce P. Bickner
Chairman and Chief
Executive Officer
Date: February 28, 1997
<PAGE>
DEKALB Genetics Corporation
Savings and Investment Plan
Financial Statements and
Supplemental Schedules
As of August 31, 1996 and 1995
Together with Auditors' Report
Employer Identification Number: 36-3586793
Plan Number: 002
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
August 31, 1996 and 1995
INDEX
REPORT OF INDEPENDENT ACCOUNTANTS
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Plan Benefits,
with Fund Information as of August 31, 1996
Statement of Net Assets Available for Plan Benefits,
with Fund Information as of August 31, 1995
Statements of Changes in Net Assets Available for Plan
Benefits, with Fund Information for the Years Ended
August 31, 1996 and 1995
Notes to Financial Statements
SUPPLEMENTAL SCHEDULES:
Item 27a - Schedule of Assets Held for Investment
Purposes as of August 31, 1996
Item 27d - Schedule of Reportable Transactions for the
Year Ended August 31, 1996
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Administrative Committee of the
DEKALB Genetics Corporation Savings
and Investment Plan
We have audited the accompanying financial statements and schedules of the
DEKALB Genetics Corporation Savings and Investment Plan (the "Plan") as of
August 31, 1996 and 1995, and for the years then ended, as listed in the
accompanying index. These financial statements and schedules are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements and schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly in all
material respects, the net assets of the Plan as of August 31, 1996 and 1995,
and changes in net assets available for plan benefits for the years then ended,
in conformity with generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedules, as listed in the
accompanying index, are presented for the purpose of additional analysis and are
not a required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The fund information in the statements of net assets available for plan
benefits and changes in net assets available for plan benefits is presented for
purposes of additional analysis rather than to present net assets available for
plan benefits and changes in net assets available for plan benefits of each
fund.
The supplemental schedules and fund information have been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are fairly stated, in all material respects, in relation to the
basic financial statements taken as a whole.
ARTHUR ANDERSEN
Chicago, Illinois
February 21, 1997
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AS OF AUGUST 31, 1996
<TABLE>
<CAPTION>
Capital
Money
Fixed Preservation
Equity Fund Market Fund
Income Fund Fund
<S> <C> <C> <C> <C>
ASSETS:
Investments, at fair market value
or contract value -
DEKALB Genetics Corporation
common stock -
- - -
Common stocks 63,030,501 -
- - -
Corporate Bond and Bond funds - -
5,820,567 4,560,286
Investment in common trust funds 3,615,114 10,041,997
437,247 257,302
U.S. Treasury bonds and notes - -
11,670,924 -
Participation Accumulation Fund - -
- - 13,979,818
Participation loans - -
- - -
----------- ------------- ---
- ----------- ------------
Total investments 66,645,615 10,041,997
17,928,738 18,797,406
------------- ---
- ---------- -------------
Receivables -
Company contribution 1,239,145 163,645
276,361 190,918
Accrued interest and dividends 102,489 23,744
45,721 289
Fund transfers pending 173,993 443,376
(821,983) 203,122
------------- ---
- ---------- ------------
Total receivables 1,515,627 630,765
(499,901) 394,329
------------- ---
- ---------- -------------
Total assets 68,161,242 10,672,762
17,428,837 19,191,735
LIABILITIES
Other liabilities 65,564 12,419
18,100 13,523
------------- ---
- ----------- ------------
NET ASSETS AVAIABLE FOR
PLAN BENEFITS 68,095,678 10,660,343
17,410,737 19,178,212
=========== ==========
=========== ===========
<CAPTION>
Company
Pfizer Stock Participant
Stock Fund
Fund Loan Fund Total
<S> <C> <C> <C>
<C>
ASSETS:
Investments, at fair market value
or contract value -
DEKALB Genetics Corporation
common stock 4,503,972
4,503,972
Common stocks -
120,984 - 63,151,485
Corporate Bond and Bond funds -
- - - 10,380,853
Investment in common trust funds 39,804
10,379 - 14,401,843
U.S. Treasury bonds and notes -
- - - 11,670,924
Participation Accumulation Fund -
- - - 13,979,818
Participation loans -
- - 869,412 869,412
------------ ---
- ------- ------------ -------------
Total investments 4,543,776
131,363 869,412 118,958,307
Receivables -
Company contribution 363,530
- - - 2,233,599
Accrued interest and dividends 9,581
536 19 182,379
Fund transfers pending 1,492
- - - -
------------- ---
- ----- ----------- -------------
Total receivables 374,603
536 19 2,415,978
------------- ---
- ----- ---------- -------------
Total assets 4,918,379
131,899 869,431 121,374,285
LIABILITIES
Other liabilities 22,444
- - 16,000 148,050
------------- ---
- --------- ------------- -------------
NET ASSETS AVAIABLE FOR
PLAN BENEFITS 4,895,935
131,899 853,431 121,226,235
============
======== ========== =============
The accompanying notes are an integral part of this financial statement.
</TABLE>
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AS OF AUGUST 31, 1995
<TABLE>
<CAPTION>
Capital
Money
Fixed Preservation
Equity Fund Market Fund Income
Fund Fund
<S> <C> <C> <C> <C>
ASSETS:
Investments, at fair market value
or contract value -
DEKALB Genetics Corporation
common stock $ - $ - $
- - $ -
Common stocks 54,739,420 -
- - -
Investment in common trust funds 970,928 11,103,790
10,048,714 6,090,972
U.S. Treasury bonds and notes - -
5,497,995 -
Participation Accumulation Fund - -
- - 15,356,763
Participation loans - -
- - -
-------------- -------------- --------
- ------ -------------
Total investments 55,710,348 11,103,790
15,546,709 21,447,735
-------------- -------------- --------
- ------ --------------
Receivables -
Company contribution 530,606 89,273
144,961 148,100
Accrued interest and dividends 107,638 53,847
49,501 8,311
Fund transfers pending (453,883) 5,691
710,095 (19,794)
-------------- -------------- --------
- ---- ------------
184,361 148,811
904,557 (85,698)
------------- ----------- --------
- ---- ------------
Total assets 55,894,709 11,252,601
16,451,266 21,362,037
LIABILITIES
Other liabilities 34,348 8,162
11,819 8,229
-------------- --------------- --------------
NET ASSETS AVAIABLE FOR
PLAN BENEFITS $55,860,361 $11,244,439
$16,439,447 $21,353,808
============== ===========
============ ============
<CAPTION>
Company Pfizer
Stock Participant
Stock Fund Fund Loan Fund
Total
<S> <C> <C> <C> <C>
ASSETS:
Investments, at fair market value
or contract value -
DEKALB Genetics Corporation
common stock $2,208,277 $
- - $ -
Common stocks
84,135 - 54,823,555
Investment in common trust funds -
7,938 808 28,223,150
U.S. Treasury bonds and notes -
- - - 5,497,995
Participation Accumulation Fund -
- - - 15,356,763
Participation loans -
- - 1,075,137 1,075,137
------------- --------
- -- ----------- -------------
Total investments 2,208,277
92,073 1,075,945 107,184,877
------------- --------
- -- ----------- -------------
Receivables -
Company contribution 119,664 - -
1,032,604
Accrued interest and dividends 11,967
482 3 231,749
Fund transfers pending (19,794)
- - - -
------------- --------
- -- ----------- --------------
111,837
482 3 1,264,353
------------- --------
- -- ----------- -------------
Total assets 2,320,114
92,555 1,075,948 108,449,230
LIABILITIES
Other liabilities 11,332
- - 51,920 125,810
------------- --------
- -- ----------- -------------
NET ASSETS AVAIABLE FOR
PLAN BENEFITS $2,308,782 $
92,555 $1,024,028 $108,323,420
=============
========== ========== ==============
The accompanying notes are an integral part of this financial statement.
</TABLE>
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND
INFORMATION
FOR THE YEARS ENDED AUGUST 31, 1996 AND 1995
<TABLE>
<CAPTION>
Fund
Information
-------------------------------------
--------------------------------------------
Capital
Money
Fixed Preservation Company
Equity Fund Market Fund Income
Fund Fund Stock Fund
<S><C> <C> <C> <C>
BALANCE AT AUGUST 31, 1994: $48,811,477 $11,605,812
$16,271,403 $21,218,964 $1,444,318
--------------- ----------- ----------- ------
- ----- ---------- ----------
Contributions -
Company 1,246,697 215,835
338,410 320,539 270,420
Participant 2,383,334 509,329
753,866 431,653 382,949
Interest income 95,390 -
509,856 1,092,847 -
Dividend income 1,123,232 -
- - - -
Net appreciation (depreciation) in
fair value of investments 5,732,365 -
117,056 14,053 414,531
Net investment gain (loss) on
common trust funds 2,285,043 699,853
1,063,830 266,901 -
Distributions (4,131,029) (2,869,862)
(1,650,653) (3,524,673) (183,977)
Transfers (1,483,561) 1,066,866
(950,323) 1,498,535 (131,517)
Participant loans distributions (281,785) (34,768)
(35,694) (58,386) -
Participant loan repayments 371,795 58,777
99,961 98,063 66,239
Fees and expenses (292,597) (78,265)
(4,688) - -
-------------- ------------ ------
- ------- -------------- ----- --
Net additions (deductions) 7,048,884 (361,373)
168,044 134,844 864,464
------------- ------------ ------
- ------ ------------- -----------
BALANCE AT AUGUST 31, 1995 55,860,361 11,244,439
16,439,447 21,353,808 2,308,782
Contributions -
Company 1,973,807 303,429
452,303 304,277 523,877
Participant 2,140,326 268,943
434,511 354,035 418,101
Interest income 191,895 -
423,805 934,348 3,277
Dividend income 1,192,639 -
- - - 35,008
Net appreciation (depreciation) in
fair value of investments 8,338,682 -
(426,532) - 3,104,365
Net investment gain (loss) on
common trust funds 547,429 612,779
754,965 221,334 -
Distributions (3,748,861) (1,283,150)
1,066,614) (289,318) -
Transfers 1,839,186 (483,488)
441,563 (543,352) (1,253,909)
Participant loans distributions (154,330) (29,249)
(33,878) (16,584) (288)
Participant loan repayments 261,974 31,806
59,727 66,094 46,040
Fees and expenses (347,430) (5,166)
(68,560) (3,343) -
-------------- ------------ ------
- ------ -------------- -----------
Net additions (deductions) 12,235,317 (584,096)
971,290 (2,175,596) 2,587,15
------------- ------------ ----
- ------- -------------- -----------
BALANCE AT AUGUST 31, 1995 68,095,678 10,660,343
17,410,737 19,178,212 4,895,935
============== ===========
=========== ============== ============
<CAPTION>
Fund Information
-------------------------------------
-------------------------------------
Money Pfizer Stock Participant
Fund Loan Fund Total
<S> <C> <C> <C> <C>
BALANCE AT AUGUST 31, 1994: $ 64,438 $1,176,810
$100,593,222
--------------- ------------ ---------- ------
- ------
Contributions -
Company - -
2,391,901
Participant - -
4,461,131
Interest income - 141,420
1,839,513
Dividend income 1,730 -
1,168,781
Net appreciation (depreciation) in
fair value of investments 25,986 -
6,303,991
Net investment gain (loss) on
common trust funds 401 -
4,316,028
Distributions - (9,663)
(12,367,857)
Transfers - -
- -
Participant loans distributions - 410,633
- -
Participant loan repayments - (694,835)
- -
Fees and expenses - (337)
(383,290)
------------ ------------ ------
- -------
Net additions (deductions) 28,117 (152,782)
7,730,198
------------ ------------ ------
- ------
BALANCE AT AUGUST 31, 1995 92,555 1,024,028
108,323,420
Contributions -
Company - -
3,557,693
Participant - -
3,615,916
Interest income - 115,169
1,668,494
Dividend income 1,465 -
1,229,112
Net appreciation (depreciation) in
fair value of investments 36,830 -
11,053,345
Net investment gain (loss) on
common trust funds 1,049 -
2,137,556
Distributions - (53,676)
(9,934,024)
Transfers - -
- -
Participant loans distributions - 234,329
- -
Participant loan repayments - (465,641)
- -
Fees and expenses - (788)
(425,277)
------------ ----------- ------
- -------
Net additions (deductions) 39,344 (170,597)
12,902,815
------------ ------------- ----
- -------
BALANCE AT AUGUST 31, 1995 131,899 853,431
121,226,235
============ ============
=============
The accompanying notes are an integral part of this financial statement.
</TABLE>
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Contributions:
Contributions to DEKALB Genetics Corporation Savings and Investment Plan (the
"Plan") from participants are recorded on an accrual basis and are deposited
directly in the appropriate fund on a bi-weekly basis. Contributions made by
DEKALB Genetics Corporation (the "Company") are accrued on the basis of
participants' contributions and are made quarterly.
Investments Valuation:
Investments in securities (U.S. Treasury bonds and notes, corporate bond and
bond investment funds, and common stocks) traded on a national securities
exchange are valued at the last reported sales price on the last business day
of the Plan's year; securities in collective short-term investment funds and
money market funds are stated at fair value as determined by the Trustee of
such funds. The capital preservation fund is valued at contract value.
Withdrawals, Transfers and Forfeitures:
Withdrawals of participant and employer contributions can be made subject to
certain specified restrictions and tax consequences. Participants may elect
to transfer all or part of their balance of funds to other funds as the Plan
allows on a quarterly basis. Transfers between the capital preservation fund
and the money market funds are prohibited as are transfers of participant
balances to the company stock fund. Amounts forfeited by participants, as
described in Note 2, are applied to reduce amounts that the Company is
required to contribute to the Plan.
Reconciliation to Form 5500
As of August 31, 1996 and 1995, the Plan had approximately $5,036,028 and
$3,703,760, respectively, of pending distributions to participants who
elected to withdraw from the operation and earnings of the Plan. These
amounts are recorded as a liability in the Plan's Form 5500; however, these
amounts are not recorded as a liability in the accompanying statements of net
assets available for plan benefits in accordance with generally accepted
accounting principles.
The following table reconciles net assets available for benefits per the
financial statements to the Form 5500 as filed by the Company for the years
ended August 31, 1996 and 1995.
<TABLE>
<CAPTION>
Net
Assets Available
for
Plan Benefits
Benefits August 31
Payable to Benefits --------------------
----------------
Participants Paid 1996 1995
<S> <C> <C> <C> <C>
Per financial statements $ - 9,934,024 121,226,234 $108,323,420
Accrued benefit payments 5,036,028 5,036,028 (5,036,028) (3,703,760)
Reversal of 1995 accrual
for benefit payments - - - -
---------- ---------- ----------- -----
-------
Per Form 5500 5,036,028 14,970,052 116,190,206 $104,619,660
========== ========== ===========
============
</TABLE>
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Other:
Purchases and sales of securities are reflected on a trade-date basis.
Dividend income is recorded on the ex-dividend date. Income from other
investments are recorded as earned on an accrual basis.
The Plan presents, in the statements of changes in net assets available for
plan benefits, the net appreciation (depreciation) in fair value of its
investments which consists of realized gains or losses and the unrealized
appreciation (depreciation) on those investments.
Trustee fees and investment management fees were paid by the Plan in 1996 and
1995. All other administrative fees are paid by the Company.
2. PLAN DESCRIPTION:
The following brief description of the Plan is provided for general
information purposes only. Participants should refer to the Plan document
for more complete information.
The Plan, which was established effective September 1, 1982, is defined
contribution plan covering substantially all employees of the Company and its
subsidiaries. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974.
All monies received by the Trustee of the Plan are invested at the direction
of the participants in accordance with the terms of the Trust Agreement.
Participant contributions (from 1% to 15% of covered compensation) are
invested in the equity fund, money market fund, fixed income fund, capital
preservation fund or Company common stock fund maintained by the Trustee.
Company contributions (50% matching of participant contributions from 1% to
6% of covered compensation) are invested in the various funds in proportion
to the participants' investment in such funds. The Company may elect to
contribute an additional amount at the discretion of the Board of Directors.
Effective September 1, 1995, the Plan was amended to provide for a guaranteed
Company contribution to the Plan equal to 1% of payroll for all employees
eligible to participate in the Plan.
Contributions from participants are credited directly to their account in
each fund. Employee contributions are invested in multiples of 10%.
Transfers of account balances must be in whole percentages. Rollovers from
prior qualified plans are invested at the employee's discretion. Company
matching contributions and any discretionary Company matching contributions
are invested in the investment funds in the same proportions as the
participant employee's pretax contributions. A participant may change his
investment direction with respect to his current account and future
contributions no more than four times per year (March 1, June 1, September 1
and December 1 of each year) by giving the Plan's administrative committee
written notice in the prescribed form. Changes in investment direction of
the current account balance will become effective as of the first day in the
next Plan quarter. Changes in investment direction of future contributions
become effective as of the first payroll pay day in the next Plan quarter.
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
2. PLAN DESCRIPTION, CONTINUED:
There are currently five investment funds available to participants. These
five funds are described briefly below:
(a) Equity fund. The equity fund is a pooled fund invested primarily in
common stocks. There are no guarantees with respect to principal
or investment return.
(b) Money market fund. The money market fund is a pooled fund
maintained and managed by the Trustee that is invested in short
term debt securities such as commercial paper and certificates of
deposit. There are no guarantees with respect to principal or
investment return.
(c) Fixed income fund. The fixed income fund is a pooled fund invested
primarily in corporate and government bonds of intermediate,
(e.g., five to seven year) term. There are no guarantees with
respect to principal or investment return.
(d) Capital preservation fund. The capital preservation fund is
underwritten by the Aetna Insurance Company. The underlying
investments are medium-term debt securities with an average
investment life of four to five years. The investment portfolio
includes commercial paper, medium-term bonds and private
debt placements. The investments in the fund are valued at
contract value.
There are no guarantees with respect to payment of income or principal.
(e) Company common stock fund. The Company common stock fund enables
participants to purchase DEKALB Genetics Corporation Class A Common
Stock. The per share purchase price equals the average of the per
share closing price of Class B Common Stock as quoted on the National
Association of Securities Dealers Automated Quotation System/National
Market System (NASDAQ/NMS) on the last ten trading days prior to the
date of purchase. The Board of Directors has authorized up to 100,000
shares of Class A Common Stock as available for purchase by the Plan.
There are no guarantees with respect to principal or investment return.
A sixth fund, the Pfizer stock fund, was created solely for the purpose of
holding common stock of Pfizer, Inc. received by the Plan through employee
rollover contributions. No additional contributions may be made to this
fund.
A seventh fund, the participant loan fund, was created for the purpose of
recording participant loans and related activity. Interest on these loans is
accumulated at prime plus one percent, determined at the date the loan is
granted.
Participants may apply for a loan from the Plan. The total loan amount is
limited to the lesser of $50,000 or one half of the participant's vested
account balance. Loan repayments are made by the participant through payroll
deductions. The minimum loan amount is $1,000 and only one loan per Plan
year to a participant is allowed.
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
2. PLAN DESCRIPTION, CONTINUED:
At August 31, 1996 and 1995, there were 1,560 and 1,397 participants,
respectively some of whom elected to invest in more than one fund. Set forth
below is the number of participants investing in each fund.
August 31
1996 1995
Equity Fund 1,447 1,274
Money Market Fund 683 621
Fixed Income Fund 942 835
Capital Preservation Fund 613 564
Company Stock Fund 736 575
Pfizer Stock Fund 2 2
==== ====
A participant is at all times fully vested in his employee contribution
account. His employer contribution account vests at the rate of 20% per
year. Termination of employment before the completion of five (5) years of
service will result in forfeitures from the employer contribution account
unless such termination is due to the participant's attainment of age 65 or
death or disability. Distributions from the Plan are paid in cash as a lump
sum; provided, however, that distributions from the Company common stock fund
may, at the participant's election, be received in either whole shares of
DEKALB Genetics Corporation Class A Common Stock or cash.
If the Plan is terminated, the interests of all participants or their
beneficiaries shall be fully vested and nonforfeitable and participants shall
be entitled to a distribution of their accrual balances.
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
3. INVESTMENTS:
Individual investments (at fair value or contract value) representing five
percent or more of net assets available for plan benefits in 1996 and 1995
are summarized as follows:
Description 1996 1995
Harris Bank Common Stock Fund $15,447,645 $11,616,458
Harris Bank Collective
Short Term Investment Fund - 14,165,779
Citibank Liquid Reserve Fund 9,974,392 -
Harris Bank Collective
Marketable Bond Fund 11,670,924 9,778,000
Participation Accumulation Fund $13,858,294 $15,356,763
========= =========
4. NET APPRECIATION (DEPRECIATION) IN FAIR VALUE OF INVESTMENTS:
The Plan's investments (including investments bought and sold, as well as
held, during the year) appreciated in value $11,053,345 and $6,303,991 for
the years ended August 31, 1996 and 1995, respectively, summarized as
follows:
1996 1995
DEKALB Genetics Corporation Common Stock$ 3,104,365 $ 414,531
Common Stocks 8,375,513 5,758,351
U.S. Treasury bonds and notes (426,533) 117,056
Guaranteed Investment contract - 14,053
$11,053,345 $6,303,991
5. TAX STATUS:
The Plan obtained its latest determination letter dated April 28, 1995, in which
the Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the Internal Revenue Code. The
Plan has been amended since receiving the determination letter. However, the
Plan administrator and the Plan's tax counsel believe that the Plan is currently
designed and being operated in compliance with the applicable requirements of
the Internal Revenue Code.
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
ITEM 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF AUGUST 31, 1996
(Employer Identification #36-3586793, Plan #002)
<TABLE>
<CAPTION>
Description of Investment,
Including Maturity Date,
Identity of Issue, Rate of Interest,
Borrower, Lessor or Collateral, Par or
Historical Market
Similar Party Maturity Value Cost
Value
<S> <C> <C> <C>
*DEKALB Genetics Corp. Common Stock, 136,484 shares $1,679,451 $4,503,972
---
- ---------- -------------
COMMON STOCKS:
Avon Products Inc. Common Stock, 26,000 shares 764,918 1,244,750
Boeing Company Common Stock, 9,000 shares 339,253 814,500
Bristol Meyers & Co.
Squibb Company Common Stock, 21,000 shares 1,536,762 1,842,750
Burlington Resources Inc. Common Stock, 33,000 shares 1,238,762 1,406,625
Cooper Industries Common Stock, 23,000 shares 899,022 931,500
Cooper Tire & Rubber Co. Common Stock, 30,200 shares 713,670 588,900
Corning, Incorporated Common Stock, 45,000 shares 1,318,967 1,676,250
Donnelley R.R. Sons Common Stock, 21,000 shares 745,448 685,125
Dover Corp. Common Stock, 38,000 shares 801,620 1,667,250
Eastman Chemical Co. Common Stock, 15,000 shares 997,225 838,125
Eaton Corp. Common Stock, 17,000 shares 927,709 941,375
Excel Limited Common Stock, 28,000 shares 583,167 938,000
Exxon Corp. Common Stock, 20,000 shares 1,053,122 1,630,000
Genuine Parts Co. Common Stock, 30,000 shares 889,427 1,286,250
Grainger W W Inc. Common Stock, 18,000 shares 1,104,665 1,215,000
Hasbro Inc. Common Stock, 30,000 shares 1,031,506 1,102,500
International Business
Machines Corp. Common Stock, 13,000 shares 1,358,925 1,486,875
International Flavor &
Fragrances Common Stock, 16,000 shares 769,496 688,000
Marsh & McLennan Cos. Inc. Common Stock, 22,000 shares 1,628,210 2,046,000
MBIA Inc. Common Stock, 17,000 shares 1,023,910 1,385,500
McCormick & Co., Inc. Common Stock, 43,000 shares 903,288 881,500
McGraw-Hill Companies Inc. Common Stock, 31,000 shares 1,283,107 1,271,000
Motorola Inc. Common Stock, 15,000 shares 790,366 800,625
Pfizer, Inc. Common Stock, 1,704 shares 55,806 120,984
Pitney Bowes Inc. Common Stock, 20,000 shares 906,361 965,000
Raytheon Company Common Stock, 42,000 shares 1,049,583 2,163,000
Readers Digest Assn.,
Inc. Common Stock, 48,000 shares 1,969,969 1,938,000
Royal Dutch Petroleum
Co. N.Y. Common Stock, 14,000 shares 1,144,066 2,091,250
Schering-Plough Corp. Common Stock, 39,000 shares 1,235,166 2,179,125
Service Corp International Common Stock, 13,000 shares 340,401 732,875
Sherwin Williams Company Common Stock, 33,000 shares 1,069,323 1,443,750
State Street Boston
Corporation Common Stock, 40,000 shares 1,329,180 2,165,000
Union Camp Corp. Common Stock, 27,000 shares 1,119,413 1,309,500
Wachovia Corp Common Stock, 21,000 shares 756,564 960,750
</TABLE>
<TABLE>
<CAPTION>
Description of Investment,
Including Maturity Date,
Identity of Issue, Rate of
Interest,
Borrower, Lessor or Collateral, Par or Historical
Market
Similar Party Maturity Value Cost
Value
<S> <C>
<C> <C>
Common Stock
(continued) -
Whitman Corporation Common Stock, 45,000 shares 720,647 1,006,875
*Harris Bank Common
Stock Fund Common Stock, 865,108 shares 8,733,694 15,447,645
*Harris Bank Special
Capital Fund Common Stock,78,770 shares 1,490,045 1,946,874
*Harris Special
Capital Liquidating Account Common Stock, 239,073 shares 4,688,063 4,560,286
*Harris Bank
Convertible Funds Common Stock, 52,415 shares 1,089,050 1,312,457
-------
- -------- -------------
Total Common Stocks 50,400,045 67,711,771
-------
- -------- -------------
*Harris Bank
Marketable Bond Fund Common Stock, 575,757 shares 11,407,496 11,670,924
*LIQUID RESERVE FUND --
Citibank Commingled
Employee Benefit Trust 14,531,170 14,531,170
-------
- -------- -------------
</TABLE>
<TABLE>
<CAPTION>
Description of Investment,
Including Maturity Date,
Identity of Issue, Rate of
Interest,
Borrower, Lessor or Collateral, Par or Historical
Market
Similar Party Maturity Value Cost
Value
<S> <C>
<C> <C>
U.S. TREASURY BONDS AND
NOTES:
U.S. Treasury note $1,000,000 par, 5.875%, due
02/15/2004 $967,031 $941,720
U.S. Treasury note $300,000 par, 8.50%, due
02/15/2000 340,875 317,157
U.S. Treasury note $500,000 par, 7.50%, due
05/15/2002 501,406 517,345
U.S. Treasury note $200,000 par, 9.250%, due
08/15/1998 199,313 210,532
U.S. Treasury note $300,000 par, 8.875%, due
11/15/1997 303,000 309,375
U.S. Treasury note $600,000 par, 5.625%, due
02/15/2006 547,969 548,064
U.S. Treasury bond $500,000 par, 7.625%, due
02/15/2007 504,766 512,500
U.S. Treasury bond $600,000 par, 10.750%, due
02/15/2003 669,750 720,372
U.S. Treasury bond $400,000 par, 8.250%, due
05/15/2005 370,750 416,564
U.S. Treasury bond $600,000 par, 9.375%, due
02/15/2006 609,105 700,218
U.S. Treasury note $400,000 par, 7.750%, due
02/15/2001 412,938 415,876
U.S. Treasury note $200,000 par, 8.875%, due
02/15/1999 195,000 210,844
Total U.S. Treasury
Bonds and Notes 5,621,902 5,820,567
---------------- --------------
Aetna Participant Accumulations
Fund #DC-13591 13,858,294 13,858,294
--------------- --------------
Plan participants Participant loans, with
interest rates from 7% to
12.5% - 861,609
------------- ------------
$97,498,189 $118,958,307
========= ==========
* Party in interest.
The accompanying notes are an integral part of this schedule.
</TABLE>
<PAGE>
DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
ITEM 27d-SCHEDULE OF REPORTABLE TRANSACTIONS
For The Year Ended August 31, 1996
(Employer Identification #36-3586793, Plan #002)
<TABLE>
<CAPTION>
Current
Description of Number of Purchase Selling Cost of Value Net Gain
Identity of Party Assets Transactions Price Price Asset of
Asset or Loss
<S> <C> <C> <C> <C> <C> <C> <C>
*Citibank, N.A. Collective Investments
Fund 153 18,271,873 - 18,271,873 - -
40 - 3,740,702 3,740,702 - -
=== ========= ========= ========== === ===
*Party-in-interest transaction.
The accompanying notes are an integral part of this schedule.
</TABLE>
<PAGE>
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
report included in the Form 11-K, into the Company's previously filed
Registration Statement File No. 33-33305.
Arthur Andersen LLP
Chicago, Illinois
February 21, 1997
