Document rB7zMZjEw1QY2ZqJ2mgO44npV

FINANCIAL HIGHLIGHTS (Dollars in Millions, Except Per Share Figures) ) I Earning* a Share............................................................ Cash Dividends a Share.............................................. Slock Dividend............................................................... 1967 $ 3.17* 1.60 2% Income: Net sales.................................................................. Interest, dividends, etc......................................... Cost* of Doing Business: Raw materials, fuel, supplies, etc....................... Wages and salaries to employes......................... Depreciation, depletion, 8tc................................. Taxes (income, property, etc.)........................ Interest expense..................................................... Minority interests in subsidiaries........................ Net Income...................................................................... Cash Dividends Paid..................................................... Retained for Future Growth........................................ $1,632.4 25.2 1,657.6 864.6 397.8 162.9 103.6 21.9 2.4 1,553.2 104.4* 51.4 $ 53.0 Per Cent of Sales: Gross profit............................................................... Selling and administrative expenses.................. Research, development, patent, engineering.. Net income............................................................... 25.8% 9.9 5.2 6.4 Plant Additions and Replacements........................... Long Term Debt (Exclusive of Current Maturities) Shareowners' Equity..................................................... Equity to debt ratio................................................. Common Shares (In Millions).................................... $ 160.4 $ 451.4 1,074.8 2.38 33.0 Book Value a Common Share..................................... $ 32.61 Working Capital............................................................. $ 409.7 Current Assets to Current Liabilities Ratio............ 2.66 Employes.......................................................................... 58,799 Shareowners................................................................... 111,363 Include* $6.4 million, of 19 cant a ihara. from salt of intaraat in Mo&ay Chamical Company. 1966 $ 3.48 1.60 2% $1,611.9 26.6 1.638.5 856.8 375.8 152.4 115.1 23.4 2.7 1,526,2 112.3 50.5 $ 61.8 26.8% 9.7 4.7 7.0 $ 211.0 $ 480.4 1,021.6 2.13 32.3 $ 31.62 $ 377.7 2.38 57,647 95,938 HONS 352222 TOWOLDMONO014375 Despite Monsanto's 1967 achievements, which included a modest sales increase and significant cost reductions, profits lagged those of the prior year. The final quarter was in fact the only quarter in which earnings from operations exceeded their 1966 level. Consolidated sales in 1967 rose to a record $1,632,357,000, which bettered the 1966 sales total by 1 per cent. But operational income declined 13 per cent to $97,959,000. This was equivalent to earnings of $2.98 a share on 32,962,005 shares out standing, compared to $3.48 a share on 32,308,823 shares in 1966. The foregoing figures exclude an extraordinary profit realized in 1967's first quarter from the sale of Monsanto's interest in Mobay Chemical Company. This nonrecurring gain, which was reported to share owners earlier, amounted to $6,394,000 or 19 cents a share. It increased 1967's net income to $104,353,000 and total earnings to $3.17 a share. As in past years, a table on this page shows how various factors combined to cause the year-to-year change in Monsanto's earnings. And as it has historically, the table makes abundantly clear the serious consequences of the continuing decline in selling prices. In 1967, this decline reduced net income by about $19 million. In most of recent years, similar declines were offset by gains in sales volume. In 1967, however, difficulties in certain areas of the world economy held over-all sales close to year-earlier levels. Lower selling prices were particularly damaging in the area of man-made fibers. Although demand for fibers strengthened sufficiently in the second half to trigger some price firming, the reversal was neither soon enough nor strong enough to offset earlier price cuts. Administrative, marketing and technological ex penses rose much less sharply than in 1966 and stayed well within budget. To continue Monsanto's The year-to-year decrease in earnings of 31 cents a share is accounted for as follows: Earnings a Share Year 1966 earnings..................... $3.48 In 1967earningswerereduced by: Lower selling prices.................. $ .60 Higher selling, administrative, research, development and other expenses................................ 23 Higher raw material prices................. 01 $ .84 -- Earnings were increased by: Manufacturing cost savings............. 25 Lower start-up costs........................... 07 Higher sales volume.............................15 Decrease in operating results.... .47 .37 Other decreases to earnings: Lower investment tax credit of $.12, less benefit of other tax items of $.07.................................... 05 Higher income charges--net.. .01 Effect on earnings of shares issued during the year............ ,07 Earnings before extraordinary items................................................ Extraordinary items:* Earnings were increased by the sale of the company's interest in Mobay Chemical Company Year 1967 earnings................... . .13.50 2.98 . 19 $3.17 In 1966 the company had two extraordinary items, one a loss on the write-off of Polythane Corporation goodwill and the other a gam on the sato of investments. Each amounted to 19 cents a share. Italic* in the text of this Annual Report identify Monsanto's registered trademarks. HONS 352223 TOWOLDMONO014376 growth, it is a virtual necessity that increasing sums of money be channeled into such important functions as research, engineering, development and activities in support of marketing. The nonoperating factor that lowered 1967 earnings most significantly was the drop in invest ment tax credit, caused by reduced capital spending. The year's capital expenditures amounted to 5160,365,000. compared to $210,972,000 in 1966. This was a decrease of 24 per cent. In addition to the small sales increase and the item of extraordinary income, several other factors benefitted 1967 earnings. They included, for example, year-to-year cost savings on product manufacture and plant start-up expenses. Product lines did not share equally in the 1967 sales advance. Some in fact lost ground. Farm chemicals, paced by Monsanto's proprietary weed killers, and petroleum products made the best gains. The company's total sales beyond U.S. borders rose 5.5 per cent and amounted to $362 million, compared to $343 million in 1966. Most manufacturing operations progressed well in 1967 as newly instituted production efficiencies reduced costs by more than $15 million. A notable exception, however, was at the world's largest phosphorus furnace, which Monsanto completed in 1966 at Soda Springs, Idaho. The furnace again experienced problems. Although its production rates rose, its output was still below design capac ity. Furnace modifications made in 1967's fourth quarter are expected to provide more continuous operation and to increase output in 1968. In October, the New Enterprise Division became Monsanto's ninth division. The newly created unit is devoted exclusively to the search for and creation of new businesses. Initially, it is interested in five promising areas: electronic semiconductor materials, displays, instruments and systems; engineered com posite systems; protein foods; graphic systems; and AsrroTurf recreational surfaces. General manager of the new division is Dr. Richard S. Gordon, former director of the company's Central Research Department. Also in October, Monsanto formed a Corporate Development Committee to take the lead in planning and implementing the company's growth. Chaired by the president, the new committee evaluates corporate objectives, defines key issues facing Monsanto and develops appropriate long-term courses of action. In June, Finis Morgan was elected Monsanto's financial vice president, a new position. Mr. Morgan previously had administrative responsibility in the financial area for the former Chemstrand Corpora tion and more recently served as manager of the Pensacola, Fla., plant -- the company's largest. His new duties include direction of the Accounting, Central Planning & Evaluation, Treasury, and Finan cial Relations functions. The company's fight against pollution of man s environment was accelerated in 1967 by the forma tion of Monsanto Biodize Systems. Inc. The new subsidiary will design, sell and install processes for removing water pollutants from a variety of indus trial and municipal w'astes. Its first commercial installation is to be a secondary waste-disposal system at Monsanto's resin plant in Trenton, Mich. Meanwhile, in conjunction with Metropolitan Edison Company, Monsanto completed installation of its prototype unit to remove air-polluting sulfur dioxide from the stack gases of Met-Ed's coal burning, electric-power station in Portland, Pa. The experimental unit is now under intensive evaluation. Concurrent work is under way to design commercialsize plants for removal of sulfur dioxide from boiler-plant stacks of industrial installations. Legislative and administrative actions by the United States continue to be of deep concern because they are certain to have important effects on the international competitive strength of the American chemical industry and thus on the interests of Monsanto's employes and shareowners. As a case in point, agreements reached during the Kennedy Round of negotiations in Geneva resulted in tariff reductions on chemical and related products for which no reciprocal treatment was obtained from other nations. No agreements whatever were reached in connection with restrictive nontariff barriers, although Monsanto is glad to see evidence that the government is commencing to give attention to this important area. Imports already supply almost 10 per cent of U.S. consumption of man-made fibers. This is an area of particular importance to Monsanto and one in MONS 352224 TOWOLDMONOQ14377 3 which the company has a very high percentage of investment and employment. Monsanto has been working with the entire domestic textiles industry in requesting the government to extend to all fibers and fiber products treatment similar to that already applied to cotton. The government's oil-import program, which is designed to protect domestic oil producers, requires that U.S. petrochemical companies pay 50 per cent more for raw materials than do overseas competitors. To attempt to equalize this major cost, Monsanto is working with other U.1S. petrochemical producers in seeking government support to permit full access to petroleum feedstocks at world prices. This move is vital to the continued health of those aspects of Monsanto's business involving petroleum-derived chemicals and plastics. Although the tax burden is already heavy, Monsanto is aware that a temporary income tax increase, combined with a reduction in government expenditures, is probably needed to combat inflation. It should be noted, however, that acceleration of corporate tax payments in itself has constituted a tax increase. Social security taxes, state taxes and local taxes also have risen. In Monsanto's view, new increases should apply only after allowable tax credits have been recognized, including foreign tax and investment credits, in order to help U.S. business compete internationally. Historically, the overseas investment policies of Monsanto and U.S. industry as a whole have strengthened the nation's balance of payments. It is therefore paradoxical that, while imposing new costs on business and following inflationary policies at home and exporting dollars for a variety of govern ment programs abroad, the administration turns to the private sector to reduce the balance-of-payments deficit. While restraints on investment abroad may serve as temporary expedients, they cannot be regarded as realistic long-term solutions to the balance-of-payments problem. Since 1965, Monsanto has been among more than 700 U.S. companies participating in the government's voluntary program which puts curbs on overseas investment. Although Monsanto has not yet been forced to curtail its expansion plans, the increasing trend toward more governmental restrictions on U.S. enterprise abroad will surely have a bearing on future expansion outside the United States. Britain's devaluation of the pound sterling was felt throughout the financial world. Because Monsanto had taken the necessary steps to protect its assets, the devaluation had no adverse effect on the com pany's 1967 earnings. We are proud of Monsanto employes at all levels for splendid performance during a rather difficult year. These men and women, who constitute the main strength of the company, will provide the drive needed for future gains. Newly added facilities should reduce costs and enhance profitability. And we anticipate that inten sive capital planning will result in improved return on investment. We are certain that changes made last year in the structure of our organization will accrue to Monsanto's benefit. Additionally, in late January, 1968, the Board of Directors authorized a restructuring of its committees in order to adapt the responsibilities of these committees to the company's changing needs. This restructuring is now under way. As we strive for greater earnings in 1968 and beyond, we recognize that future gains could be restricted by factors beyond the company's control. But we have great confidence that Monsanto is equipped with the kind of vigor and efficiency essential to progress. Sincerely, QL.d. cru^ Chairman of the Board President St. Louis February 23, 1968 The next annual meeting of the shareowners of the company is to be held at 10 a.m. Thursday, March 28, 1968, at the company's General Offices, 800 N. Lindbergh Blvd., St. Louis County, Mo. A formal notice of the meeting, together with a proxy statement and form of proxy, is being mailed to each shareowner. MONS 352225 TOWOLDMONOQ14378 5 coming most of its start-up problems, Monsanto was making Blue "C" polyester fiber at near-capacity rates at year-end and had the product on allocation. PLASTICS, RESINS AND COATINGS Sales of plastics and related products were 3 per cent below year-earlier levels. The decline was caused mainly by sluggishness in certain sectors of the U.S. economy and by pro longed strikes in principal consuming industries. As the domestic economy gains strength, sales of this group should return to traditional growth rates. Meanwhile, weakness in U.S. plastics markets has been partially offset by improved sales in Mexico, Europe and the Far East. In 1967, Monsanto introduced new grades of Lustran acrylonitrile-butadiene-styrcnc (ABS) for the manufacture of automotive parts and appliance com ponents by injection molding. Expansion under way in Addyston, Ohio, will boost the company's do mestic ABS capacity to 170 million pounds annually in 1968. During the year's second half, work progressed on a new unit to produce Lustrex polystyrene in Montreal, Canada. The facility will replace the one destroyed there in 1966 by fire and explosion. Also in 1967, capacity to manufacture styrene monomer was increased to 750 million pounds a year in Texas City, Tex. The monomer is a raw material for the production of both Lustran and Lustrex. Vyram rigid polyvinyl chloride continued to expand its use for making clear bottles for toiletries and detergents. From the U.S. government, Monsanto has obtained clearance of the material for packaging food products. In 1967, Monsanto polyethylenes increased their share of the market for wire and cable insulation in the United States and in the United Kingdom. Improved high-density polyethylenes were marketed for fabricating milk bottles and other containers. An expansion which neared completion in Fawley, England, will increase capacity to make low-density resins by 50 per cent, to about 100 million pounds a year. Sales of nylon resins for production of auto motive, electrical and industrial components in creased sharply. In Ghent, Belgium, Monsanto hiked its capacity to make Saflex polyvinyl butyral plastic interlayer for laminated safety glass of the kind used in auto windshields. Domestic capacity to produce resin for the interlayer was increased in Springfield, Mass., and in Trenton, Mich. In 1967, Monsanto introduced a resin-treated decorative paper for upgrading the surfaces of wood products. It is offered to manufacturers of paneling made from particleboard, hardboard and plywood. At the Addyston Plant, installation of a unit capable of producing 80 million pounds of formalde hyde annually lifted the company's total formalde hyde capacity to 400 million pounds a year. Formaldehyde is a raw material for a number of products sold to the furniture, paint and construction industries. Capacity to make Formvar polyvinyl formal resin for wire-insulation enamels was boosted in Spring field. Other capacity increases in Canada, Mexico, Spain and the United Kingdom helped meet growing world demand for a variety of fabricated plastic products including pipe, packages and building materials. Domestically, the company developed and marketed a premium line of garden hose. It is sold under the Monsanto label. Among other plasticbased products new from Monsanto in 1967 were vertical siding for building applications; insulating board for use in building mobile homes; and a great variety of packages. In 1967, the company continued as one of the world's major suppliers of plastic containers. Monsanto-made packages which were especially successful during the year included vinyl bottles for lighter fuel, hair dressing and shampoo; table-ready tubs for soft margarines, dairy dips and specialty foods; cups for dispensing hot and cold drinks from vending machines; and transparent trays for pre packaged meats and poultry. Sales of transparent trays more than doubled. PRODUCTS FOR AGRICULTURE Monsanto's expanding role as a supplier of farm chemicals was again apparent as total sales of this product group rose 10 per cent. Movement of plant food was below 1966 levels MONS 352227 TOWOLDMON0014380 6 COMPARATIVE CONSOLIDATED SALES, INCOME AND EARNINGS A SHARE. ON A QUARTERLY BASIS CA, rc, 1967 1966 (In Thousands) Firstquarter-----$ 422,047 Second quarter. 422,091 Third quarter.,. 383,386 Fourth quarter.. 404,833 $1,632,357 $ 407,187 433,149 378,534 393,011 $1,611,881 Per Cent fncreese Decrees# 3.6 2.6 1.3 3.0 1.3 INCOME: Firstquarter___ $ Second quarter. Third quarter... Fourth quarter.. $ 38,126(1)$ 27,538 16,238 22,451 104,353 $ 36,390 4.8 39,402 30.1 13,225<2> 22.8 23,289<3> 3.6 112,306 7.1 1967 1966 Adjusted for 1967 Stock Dividend A* Reported EARNINGS A SHARE<4>: First quarter.................. $1.16< $1.10 $1.13 Second quarter............ .83 1.20 1.22 Third quarter................ .50 .40 ,41(2> Fourth quarter.............. .68 .71 ,72<3> $3.17 $3.41 $3.48 SHARES OUTSTANDING DECEMBER 31: 1967................................. ..........................32,962,005 1966................................. ..........................32,308,823 (1) Includtf profit on tale of investment. net of applicable income tax. of $6,394,000, equivalent to 19 cent share. (2) After deduction of $6,076,000 tor write off of goodwill, equivalent to 19 cent* there, (3) Include* profit on *al of investment*, net of applicable income tax, of $6,030,000, equivalent to 19 cent a ehare. (4) Restated for the first three quarters of 1967 to reflect the shares outstanding on December 31. due to a cold, wet spring which hampered fertilizer applications. Sales of crop-protection chemicals, applications of which are less influenced by weather, gained strongly. Ramrod weed and grass killer won additional favor among corn and soybean growers in the important markets of the U.S. Midwest. In 1967. Ramrod received new label clearances from the U.S. Department of Agriculture for use of the product on sweet corn and sugar beets. Prior to the 1968 grow ing season, additional clearances are expected on com forage and silage, and grain and silage sorghum. Such clearances represent the opening of important new markets. To insure adequate supplies of Ramrod, additional production facilities were completed at Muscatine, Iowa, in 1967. Avadex wild-oat killer and associated products were sold out in Canada and were in strong demand domestically and in Australia, Europe and Latin America. Sales of Rogue herbicide, which controls the grassy weeds that infest rice fields, rose to record levels. The gain came despite strong competition from imported products of similar content. In December, Monsanto's patent application pertaining to the herbicidal use of Rogue was awarded priority of invention by the U.S. Patent Office. Cutbacks in domestic cotton acreage, reduced infestation by the boll weevil and unfavorable weather depressed not only sales but selling prices of organophosphorus insect killer. Sales of the product increased outside the United States, especially in areas served by member companies in Central America. Santoquin antioxidant, an additive for animal feed, gained an important new market in 1967 as a preservative for fish meal. PHOSPHATES AND DETERGENTS The group's total sales exceeded those of the prior year by 5 per cent. Had the giant phosphorus furnace at Soda Springs, Idaho, operated at anticipated levels, the gain would have been greater. Furnace modifications are ex pected to increase phosphorus output and enable Monsanto to participate more fully in further market growth. Output of Monsanto production units supplying HONS 352228 TOWOLDMONO014381 8 i. domestic business after the strike and by exception ally brisk European business all year. Domestically, Monsanto started making the concentrate used in the manufacture of isoprene rubber. In Australia, where Monsanto's sales to the rubber industry have been increasing, a 20 per cent expansion in styrene monomer capacity is scheduled for 1968 completion. The monomer is a key raw material in the manufacture of the synthetic rubber sold in largest volume. In 1967, the company established major facilities for producing rubber chemicals in Antwerp, Belgium. Sales of petroleum additives were below yearcarlicr levels, due largely to vigorous competition and to increasing self-manufacture by major petroleum producers. In 1967, Monsanto's associate company in Japan established facilities to manufacture oil additives at its plant in Yokkaichi. Late in the year, an expansion of existing capacity to make the products was begun in Newport, England. PETROLEUM PRODUCTS All major petroleum products contributed to the group's over-all sales advance of 10 per cent. Prices of gasolines, diesel fuels and heating oils were the highest in a decade. Market patterns improved especially well in those areas close to Monsanto's El Dorado, Ark., refinery. Sales of crude oil and natural gas benefitted in 1967 from increased demand, new well completions and improved performance in secondary recovery of crude. Canadian exploration programs resulted in com pletion of four oil wells in the North Zama region of Alberta and discovery of an oil field in southeast Saskatchewan. Monsanto's acreage in North Zama, one of North America's most significant producing areas, is under further development. Domestically, Monsanto discovered and developed substantial petroleum reserves in the Four Corners area of Colorado and Utah. As a member of a joint exploration group, the company has applied for prospecting licenses covering 33 blocks in the Netherlands North Sea. Monsanto is also participating in a multicompany exploration program in Alaska. FOOD INGREDIENTS AND FINE CHEMICALS Sales of this group of products declined 8 per cent. Saccharin and adipic acid moved in good volume. But sales of vanillin products were depressed by import competition. Sales of bulk aspirin were below expectations, mainly because of a slowdown in world consumption on the heels of 1966 inventory buildups by Monsanto customers. In February, 1968, Monsanto obtained ownership of George Lueders & Company, a manufacturer of flavors and fragrances. The move will permit Monsanto to serve such product needs of the food, cosmetics and toiletries industries. TEXTILE AND PAPER CHEMICALS Sales of chemicals for the manufacture of textiles and paper declined 7 per cent. Part of the acrylonitrile Monsanto makes is used by the company in the production of chemical fibers and plastics. The rest is marketed for similar uses. Although the company's own use of acrylonitrile increased in 1967, sales of the product were below year-earlier levels. The 1961 decision to create a paper chemicals department continued to pay dividends in 1967. Sales of paper chemicals rose slightly despite cut backs in production of paper and paperboard. Sales of Mersize sizing agents for paper increased. Sales of Scripset surface additives doubled as new areas of application for the products continued to develop. HEAVY CHEMICALS Heavy chemicals had a sales increase of 7 per cent. At its Sauget, 111., plant Monsanto brought into production the world's most modern unit for manu facturing sulfuric acid. The facility incorporates effective, new systems to curb air pollution. The production unit and all auxiliary equipment are operating as planned. At Cote Blanche Island, La., salt-mining opera tions progressed well. Production of salt at the partially owned mine was at record rates in 1967. HONS 352230 TOWOLDMONO014383 GROSS ADDITIONS TO PROPERTY AND DEPRECIATION 1958.................................... 1959.................................... 1960.................................... 1961.................................... 1962.................................... 1963.................................... 1964.................................... 1965.................................... 1966.................................... 1967........................... ...... Proparty Addition* Depreciation, Obeolescence, Amortlration and Depletion ^Millions ot Dollar*) 58.1 68.7 121.3 153.8 168.8 114.5 218.1 295.2 211.0 160.4 52,9 56.1 79.0 86.9 97.6 114.6 120.3 133.5 152.4 162.9 Central Research Department. There was a transfer from the department to the division of a number of projects nearing completion. Many of the people involved were transferred at the same time. The department was consequently reoriented to more basic work. Still within the scope of Central Research is the continuing search for better ways to make existing products. The department's present work includes investigation of new catalysts, organic reaction mechanisms and chemical physics. In 1967, a re search program being conducted with Washington University for the U.S. Department of Defense resulted in significant new findings in the important field of reinforced composites. Wholly owned Monsanto Research Corporation continued its work on research problems relating to national defense, health, safety and the conquest of space. Important projects conducted for the Depart ment of Defense and for many civilian agencies of the government included work in the fields of ad vanced materials and energy conversion. One project resulted in new plastic materials and designs showing promise of improved blood compatibility for use in artificial heart and kidney devices. Power sources utilizing radioisotopic heat gener ated from plutonium-238 and polonium-210 radio isotopic fuels are being developed at Mound Laboratory in Miamisburg, Ohio, which Monsanto Research Corporation continues to operate for the Atomic Energy Commission. In 1967, the laboratory produced power sources for the Apollo Lunar Sur face Experiment Package. Additional Mound-pro duced power sources had application to other space programs, to the life sciences and to oceanographic research. The Central Engineering Department carried out the company's major expansions in 1967. And throughout Monsanto, the department helped im plement successful programs of process improvement and cost reduction. Increased construction costs were partially offset by highly efficient procedures for procuring equip ment. Such procedures -- which included value analysis, national contracts and competitive bidding -- effected a savings of 5 per cent on the cost of equipment purchases for major construction projects. The 1967 program of property additions was handled without major deviation from the originally estimated total cost. There were some overruns and underruns. But early project planning, careful sched uling, and efficient design and construction tended to reduce cost variations. In a number of areas, the use of computers in process control continued to improve productivity, PERSONNEL Programs to speed the development of key person nel were continued. In 1967, more than 1,000 pro fessional and managerial employes participated. More than 2,500 others bettered their job skills outside working hours under the provisions of Monsanto's improved tuition-refund policy. The company achieved its 1967 recruiting objec tives despite strong competition for professional manpower. At the same time, Monsanto's summer employment of college students and extensive aidto-education programs continued to enhance the company's reputation on U.S. campuses. To increase the availability and usefulness of per sonnel records, Monsanto installed a computerized data system. It is designed to make information readily accessible for use in the development and placement of manpower. Six labor contracts were negotiated during the year. In addition, four existing contracts were ex tended beyond their original termination dates. The only major work stoppage occurred in Kenilworth, N.J., during negotiations for a first contract there. The strike lasted four months. Monsanto's safety record continues to be among industry's best. In 1967, the company operated more safely than all but one other U.S. chemical maker. HONS 352232 TOWOLDMONO014385 11 SHAREOWNERS OF RECORD Men......................... 1967 Number Number of Share of owners Shares 37,094 5,004,713 Women..................... 32,811 3,961,870 Joint Accounts........... 24,541 1,282,708 Charitable Institutions.. 511 200,787 Educational Institutions. 147 202,529 Estates and Trusts...... 12,363 1,771,876 Insurance Companies.. 228 1,317,139 Brokers and Nominees. 1,999 18,186,175 All Others................. 1,669 1,034,208 Total............... 111,363 32,962,005 1966 Numbar Number of Share of owners Shares 32,301 4,583,590 29,983 3,837,791 19,030 952,801 508 206,202 143 208,153 10,429 1,795,397 267 1,279,902 1,900 18,429,055 1,377 1,015,932 95,938 32,308,823 1965 Number Number of Share ol owners Shares 32,084 4,610,890 29,211 3,872,397 18,431 897,004 488 204,768 128 197,391 9,770 1,723,319 270 1,322,827 1,800 17,853,952 1,356 951,809 93,538 31,634,357 In 1967, 68 par cant of Monaanto aharaownara hald fawar than 100 tharat. 1964 Number Number ot Share of owners Shares 30,446 4,691,800 28,328 3,850,905 17,770 909,442 480 204,432 136 190,164 9,384 1,669,731 236 1,196,581 1,685 16,629,555 1,368 1,517,317 89,833 30,859,927 Number Number of Share of owners Shares 27,863 4,354,601 24,322 3,603,280 16,881 876,116 395 144,691 127 151,485 8,065 1,395,227 211 1,058,065 1,640 13,397,722 1,104 4,982,638 80,608 29,963,825 ACCOUNTANTS' OPINION HASKINS & SELLS CERTIFIED PUBLIC ACCOUNTANTS BIO OLIVE STREET SAINT LOUIS 83101 Monsanto Company: We have examined the statement of consolidated financial position of Monsanto Company and its subsidiary companies as of December 31, 1967 and the related statements of consolidated income, consolidated paid-in surplus and retained earnings and of consolidated source and application of funds for the year then ended. Our examination was made in accordance with gener ally accepted auditing standards, and accordingly included such tests of the accounting records and such other auditing pro cedures as we considered necessary in the circumstances. In our opinion, the accompanying financial statements (pages 12 through 16) present fairly the financial position of Monsanto Company and its subsidiaries at December 31, 1967 and the results of their operations and source and application of their funds for the year then ended, in conformity with gen erally accepted accounting principles applied on a basis con sistent with that of the preceding year. February 8, 1968 // r--//0^9kju^ v/ HONS 352233 TOWOLDMONOQ14386 . AND SUBSIDIARIES i3 j POSITION AT DECEMBER 31. 1967 AND 1966 U A8 I LITI ES Current Liabilities: Accounts payable and accruals.. Income taxes................................... Current portion of long term debt Notes, Debentures, etc.--Less Current Portion Above Other Liabilities and Deferred Credits: Deferred income taxes........................... Miscellaneous........................................... Minority Interests in Subsidiary Companies 1967 1966 (In Thousands) $ 186,687 $ 193,669 50,389 10,063 247,139 62,056 17,192 272,917 451,377 480,411 50,927 9,437 60,364 25,270 53,261 7,177 60,438 29,736 Shareowners' Equity: Common shares--authorized, 35,000,000 shares, par value $2 each; outstanding, 32,962,005 shares in 1967 and 32,308,823 shares in 1966......................................................................................................... Paid-in surplus................................................................................................... Retained earnings............................................................................................. 65,924 580,533 428,408 1,074,865 $1,859,015 64,618 550,842 406,134 1,021,594 $1,865,096 MONS 352235 TOWOLDMON0014388 MONSANTO COMPANY STATEMENT OF CONSOLIDATED INCOME 1967 1966 (In Thousands) Net Sales...................................................................................... $1,632,357 $1,611,881 Cost of Goods Sold..................................................................... Gross Profit................................................................................. 1,211,256 421,101 1,179,709 432,172 Less: Selling and administrative expenses.................................. Research, development, patent and engineering expenses......................................................... Operating Profit.......................................................................... Income Charges -- Net............................................................. 161,680 84,224 245,904 175,197 10,769 156,731 75,963 232,694 199,478 10,707 Income Before Income Taxes................................................ 164,428 188,771 Provision for Income Taxes: Current....................................................................................... Deferred (credit)...................................................................... Income Before Extraordinary Hems..................................... 68,803 (2,334) 66,469 97,959 77,012 (592) 76,420 112,351 Extraordinary Items (Credits): Write-off of goodwill................................................................ Gain on sale of investments, less applicable income taxes of $2,131,000 in 1967 and $2,010,000 in 1966......... Net Income................................................................................... (6,394) (6,394) $ 104,353 6,075 (6,030) 45 $ 112,306 Earnings a Common Share(1>: Before extraordinary items.................................................... Including extraordinary items................ ............................. $2.98 3.17 $3.48 3.48 (l) Based on shares outstanding at end of year--32,962.005 In 1967 and 32,308,823 in 1966. Th above statement should be read in conjunction with pages 17, 18 and 19 of this report. DIneccr/eeaasse* $20,476 31,547 11,071 4,949 8,261 13,210 24.281 62 24,343 8,209 1,742 9,951 14,392 6,075 364 6,439 $ 7,953 $.50 .31 HONS 352236 TOWOLDMONO014389 AND SUBSIDIARIES 15 STATEMENT OF CONSOLIDATED PAID-IN SURPLUS AND RETAINED EARNINGS PAID-IN SURPLUS Balance at Beginning of Year.................................. Addition*: Excess of approximate market value of common capital stock distributed as a stock dividend over thepar value thereof........................................... Excess of amounts received over the par value of common capital stock issued under stock optionplans.............................. Balance at End of Year............................................................................................. 1967 1966 (In Thousands) $550,842 $524,033 29,440 251 $580,533 24,586 2,223 $550,842 Balance at Beginning of Year RETAINED EARNINGS $406,134 $370,188 Addition -- Net Income for the Year Deduction: Dividends on capital stock of parent company: Cash -- $1.60 a share........................................ Stock -- 2%.......................................................... Balance at End of Year............................................. The above statement should be read in conjunction with page* 17. 18 and 19 of this report. 104,353 510,487 112,306 482,494 51,347 30,732 82,079 $428,408 50,507 25,853 76,360 $406,134 MOWS 352237 TOWOLDMONO014390 FINANCIAL REVIEW Basis of Consolidation The accompanying financial statements (pages 12 through 16) consolidate all active domestic and foreign subsidiaries in which Monsanto Company directly or indirectly has more than a 50 per cent interest. Depreciation, Obsolescence, Depletion Charges against income for depreciation, obsoles cence and depletion amounted to $162,871,000, of which $158,850,000 was depreciation and obsoles cence, and $4,021,000 depletion. In 1966, such charges were $148,843,000 and $3,519,000. The use of the sum of the years digits method for computing depreciation on most of new assets acquired since 1954 was continued in 1967. The excess of depreciation provided by this method over straight line depreciation was $23,545,000 in 1967 and $23,952,000 in 1966. For income tax purposes only, the company in 1962 adopted the guideline lives established for machinery and equipment by the United States Treasury Department. The additional depreciation taken for tax purposes reduces the current income tax liability. The reduction of current taxes payable was $134,000 in 1967 and $1,386,000 in 1966. Net income, however, is not affected, since an amount equivalent to the reduction in current taxes payable is charged to income to provide for deferred taxes payable in future years. In certain prior years, provisions were made for income taxes payable in future years resulting from the excess of depredation and amortization of facilities constructed under Certificates of Necessity for income tax purposes over depredation for accounting purposes. For the years 1967 and 1966, $ 1,864,000 and $2,001,000 of such taxes became payable and were charged against the reserve pro vided in prior years. Dividends During 1967, cash dividends of 40 cents were paid in each quarter on the common shares. Also, 646,313 common shares were distributed on December 26, 1967 in payment of a two per cent stock dividend. Doubtful Accounts and Allowance* The reserves for doubtful accounts and allowances were $14,012,000 at December 31, 1967 and $8,236,000 at the end of 1966. Employes' Bonus No awards were granted for 1967 under the company's bonus plan. However, a provision of $1,200,000 was made during the year for bonuses earned which will be awarded in the future. In 1966, a provision of $2,500,000 was made and awarded in the form of bonuses. Equity In Associates The equity in the unaudited 1967 net income of 50 per cent-owned companies was $1,502,000 com pared with $1,292,000 in 1966. (The latter figure includes one-half of the net income of Mobay Chemical Company, the interest in which was sold in March, 1967.) Dividends of $553,000 were received from these companies in 1967 and $234,000 in 1966. The equity in the unaudited net assets of such companies at December 31, 1967 was $12,145,000, which exceeded the carrying value of the investment therein of $11,859,000 by $286,000. Extraordinary Income and Expons* The gain in 1967 of $6,394,000, net of tax, from the sale of investment was realized on the disposal of a 50 per cent ownership in Mobay Chemical Com pany. The purchasers were Farbenfabriken Bayer A. G. interests, which owned the other half-interest in Mobay. The gain in 1966 of $6,030,000, net of tax, from the sale of investments resulted from the relinquishment of minority holdings in the capital stocks of Mitsubishi Vonnel Company Ltd. of Japan, and Applicazioni Chimiche Societa per Azioni of Italy. The extraordinary write-off of goodwill of $6,075,000 in 1966 related to the discontinuance of spandex elastomeric yarn operations by Polythane HONS 352239 TOWOLDMONOQ14392 18 Corporation, a subsidiary which was liquidated in that year. Foreign Currency Devaluation As a result of the company's continuing practice of following closely international monetary develop ments and taking steps necessary to protect its assets. Monsanto was fully protected against the devaluation in November and, therefore, it had no adverse effect on consolidated net income for the year. Income Tax** The company's Federal income tax returns have been examined and closed for all years through 1956. Returns for the years 1957 through 1959 have been examined by the Internal Revenue Service, and returns for the years 1960 through 1963 are presently under examination. Differences of opinion exist between the company and the service on the tax treatment of certain items of income and expense, principally depletion and foreign-source income. The Internal Revenue Service has proposed an assessment for the years 1957 through 1959 of approximately $8 million and the company is contesting the assess ment. The ultimate disposition of the items in question is not presently determinable, but it is believed that adequate provision has been made in the accounts for possible deficiencies. The Revenue Act of 1964 provides for a credit against Federal income taxes equal to approximately 7 per cent of expenditures for machinery and equip ment purchased and placed in service during the year. The reduction in income tax provision for 1967 resulting from this credit was $6,969,000 which compares with a credit of $10,931,000 in 1966. Inventory Valuation Inventories are stated at the lower of cost or market, determined generally on the first-in, first-out basis. Annual rate of turnover was 4.3 in 1967 and 4,4 in 1966. Lea*** The company has a number of lease agreements covering the use of transportation and other equip ment, certain buildings, and retail outlets, which are generally cancellable without penalty. For the most part, the agreements are short term, with a few extending up to 20 years. The annual rental for all leases amounts to approximately $27,309,000. Legal Proceedings The company and its subsidiaries are defendants in several lawsuits and in several related patentinfringement actions. The proceedings are in various stages, and each suit is being vigorously defended. While the results of litigation cannot be predicted, company counsel believe that the prospects of successfully defending these actions are good and that the results of such litigation will not materially adversely affect the financial position or operations of Monsanto and its consolidated subsidiaries. Liabilities -- Contingent The company and its subsidiaries were contin gently liable as guarantors of bank loans, customer loans, and for customers' receivables discounted aggregating approximately $10,200,000 at December 31, 1967 and $8,500,000 at the end of 1966. Long Term Debt The long term debt of the company and its sub sidiaries at December 31, 1967 and 1966, exclusive of current maturities, was as follows: 1967 1966 Parant company: 4`/*% 4*6% promissory not**, dua 1970/1975 ............................................. 2.65% dabanturas, dua 1971 3H% sinking fund dabanturas, dua 1972. 3Vi% promissory notas, dua 1972. notas. dua 1976 ..................... 4%% promissory notas. dua 1993 3*4% incoma dabanturas, dua 2002 4V4% incoma dabanturas, dua 200B........ (In Thousands) $100,000 18.000 8,000 21.512 3.120 100,000 91.000 50.000 $100,000 19.000 8,500 27,312 3.320 100.000 91.000 50.000 Monsanto Intamational Financa Company: 4V4% auarantaad sinking fund dabanturas, dua 1965 ................................... 25.000 25.000 Monsanto Chamicals limitad (English subsidiary): 6% dabanturas. dua 1977/1982.................... 5% dabanturas. dua 19B2 ........... . 6.071 7.132 7.318 8.568 Monsanto Taxtilas Limitad (English subsidiary): Bank loans (V% ovar bank rata) dua 1969 10,805 13,758 Monsanto Cia S.A. (A Luxtmbourg subsidiary): 4*/4% bank loan* dua 1968/1971 ............ 6V4% bank loans dua 1968/1969................. 4*% bank loan dua 1969................... .. 6,012 3.000 8,016 8,000 3.000 Monsanto Europa S.A. (Balgian subsidiary): 6.8% bank loan dua 1969/1975..................... -- 5,440 Othar subsidiarias..................................................... 1.725 2,179 Total $451,377 $480,41 1 Monsanto International Finance Company Debentures The $25 million of 4?5 per cent Sinking Fund Debentures due 1985 of Monsanto International Finance Company, which are fully guaranteed by Monsanto Company, arc convertible into Monsanto Common Stock at $89 a share, subject to adjustment under certain conditions. MONS 352240 TOWOLDMONO014393 Pension Plans The company and its subsidiaries have several pension plans covering substantially all of their employes, including certain employes in foreign countries. The total pension expense for the year 1967 was approximately $26,300,000 which includes, as to certain of the plans, amortization of prior service cost generally over a period of 30 years. It is the policy to fund pension cost accrued. The actuar ially computed value of vested benefits for the plans of the parent company and certain domestic sub sidiaries as of December 31, 1967 was approximately equal to the related pension funds. Pro Forma Earning* The reduction in earnings a common share which would result from the complete conversion of debentures of Monsanto International Finance Company and the exercise of all outstanding stock options would be approximately five cents. Rapalr* Repair and maintenance charges included in operating expenses were $102,846,000 in 1967 and $98,091,000 in 1966. Shara* Ratarvad At December 31, 1967, there were 791,277 shares of common stock reserved for stock option plans. and 280,898 shares reserved for conversion of debentures of Monsanto International Finance Company. Stock Option* The status of the authorized shares of the three stock option plans for key employes and the changes occurring during the year were : 1951 Plan 1960 P'an Outstanding 1, 1.67 .... . . 21,977 187,669 Unoptioned 1/1, 67........ . . -- Optioned during year.... . . -- -- Exercised during year. .. .. 1,429 5.440 Terminated during year. . . -- 4.452 Outstanding 12, 31,67.. .. 20,948* 181.325* Unoptioned 12,31,67... . . -- -- Adju*t*d for 1967 two per cant stock divi<jand. 1964 P'an 457.631 119.824 8,000 -- 27,218 447,101* 141,903* Under the three key plans, 498 options are out standing, at prices, after adjustment for stock dividends, ranging from $32.28 to $97.18 a share. Po*t Balanc* Sheet Evant In February 1968, the company acquired the business of George Lueders & Company, a flavor and fragrance manufacturer, for 70,000 shares of Monsanto treasury stock. The transaction will be treated as a pooling of interests. Because of the timing of this transaction, it was impracticable to reflect it in the accompanying financial statements. HONS 352241 TOWOLDMONOQ14394 HISTORICAL STATEMENT OF (In millions) ASSETS Current Asset*: 1967 Cash......................................................... $ 23.3 Marketable securities.......................... 31.3 Net receivables..................................... 313.5 Inventories............................................. 288.7 656.8 1966 1965 1964 1963 10 YEARS AGO 1957 25 YEARS AGO 1942 $ 27.7 $ 33.1 $ 27.8 $ 40.9 45.9 58.2 52.8 84.7 298.6 267.3 239.7 198.7 278.4 258.7 214.9 191.6 650.6 617.3 535.2 515.9 $ 28.3 22.7 79.6 108.3 238.9 $ 9.4 10.1 12.7 32.2 Investments, etc....................................... 79.1 87.0 87.4 85.9 85.6 55.4 2.5 Property: Land......................................................... Buildings................................................. Machinery and equipment.......... . Phosphate deposits............................. Producing oil and gas properties.... Undeveloped oil and gas leaseholds. Accumulated depreciation, etc.......... Accumulated depletion....................... Net property....................... . 33.5 349.4 1,754.7 11.4 102.4 7.3 1,139.7 42.2 1,076.8 32.3 325.5 1.662.6 10.6 100.0 7.4 1,010.4 40.0 1,088.0 27.7 289.7 1.529.1 10.0 97.9 7.6 886J 38.8 1,036.7 27.4 263.0 1.295.2 9.8 94.7 8.2 785.7 36.6 876.0 27.7 237.0 1,148.2 9.6 89.2 9.1 707.2 33.3 780.3 10.9 103.0 453.3 6.1 67.7 19.7 238.5 22.3 399.9 2.4 13.5 48.0 1.0 -- -- 25.6 .2 39.1 Deferred Charges.................................... 46.3 $1,859.0 39.5 42.7 37.9 32.4 $1,865.1 $1,784.1 $1,535.0 $1,414.2 6.5 $700.7 .5 $74.3 (1) After deduction of tax note* of $11.7 million. Italic* indicat* deduction. MONS 3522*2 TOWOLDMONO014395 AND SUBSIDIARIES CONSOLIDATED FINANCIAL POSITION (In millions) LIABILITIES 1967 Current Liabilities: Accounts payable and accruals....... $ 186.6 Income taxes......................................... 50.4 Current portion of long term debt... 10.1 247.1 1966 1965 1964 1963 $ 193.7 $ 197.6 $ 154.8 $ 122.8 62.0 59.8 75.8 69.1 17.2 9.8 10.5 10.2 272.9 267.2 241.1 202.1 10 YEARS AGO 1957 25 YEARS AGO 1942 $ 61.2 25.7 1.8 88.7 $ 5.7 <2.4 -- 8.1 Notes, Debentures, etc......................... 451.4 480.4 467.5 345.5 352.8 163.3 - Other Liabilities and Deferred Credits: Deferred income taxes........................ Miscellaneous........................................ 50.9 9.5 60.4 53.3 53.9 46.4 41.4 17.5 7.2 9.8 3.4 2.4 3.3 60.5 63.7 49.8 43.8 20.8 -- 3.7 3.7 Minority Interests In Subsidiaries___ 25.3 29.7 28.2 26.9 31.3 20.2 2.4 Shareowners' Equity: Preference shares................................. Common shares.................................... Paid-in surplus....................................... Retained earnings................................. -- 65.9 580.5 428.4 1,074.8 $1,859.0 -- 64.6 550.9 406.1 -- 63.3 524.0 370.2 -- 61.7 466.1 343.9 -- 59.9 406.2 318.1 1,021.6 957.5 871.7 784.2 $1,865.1 $1,784.1 $1,535.0 $1,414.2 -- 44.4 186.5 176.8 407.7 $700.7 21.0 12.4 11.5 15.2 60.1 $74.3 HONS 352243 TOWOLDMONOQ14396 70 MONSANTO COMPANY HISTORICAL STATEMENT OF CONSOLIDATED INCOME (In millions except per there eernings) 1967 1966 1965 1964 1963 10 YEARS AGO 1957 25 YEARS AGO 1942 Nat Salas.................................................... $1,632.4 Cost of Goods Sold.................................. 1,211.3 $1,611.9 $1,468.1 $1,358.7 $1,192.3 1,179.7 1,039.6 940.1 849.7 $624.8 468.8 $77.1 52.7 Gross Profit............................................... 421.1 432.2 428.5 418.6 342.6 156.0 24.4 Less: Selling and administrative.................. Research, development, patent and engineering......................................... 161.7 84.2 156.7 76.0 149.4 69.9 134.3 66.8 117.7 58.4 245.9 232.7 219.3 201.1 176.1 Operating Profit....................................... Income Charges -- Net........................... 175.2 2.2 199.5 8.8 209.2 6.6 217.5 3.4 166.5 6.1 Income Before Income Taxes............... Provision for Income Taxes.................. 173.0 68.6 190.7 78.4 202.6 79.6 214.1 99.2 160.4 77.4 Net Income................................................ $ 104.4 $ 112.3 $ 123.0 $ 114.9 $ 83.0 53.5 24.2 77.7 78.3 5.5 72.8 33.0 $ 39.8 5.0 1.9 6.9 17.5 (.4) 17.9 12.5 $ 5.4 Per Common Share: Adjusted for splits................................. $ 3.17 $ 3.48 $ 3.89 $ 3.72 $ 2.77 Adjusted for splits and stock divi dends................................................... $ 3.17 $ 3.41 $ 3.74 $ 3.51 $ 2.56 $ 1.79 $ 1.50 $ .40 $ .32 HONS 352244 TOWOLDMONOQ14397 AND SUBSIDIARIES 23 OTHER DATA (In miltioni except wharf italicized) 1967 1966 1965 Plant additions and replacements....... $ 160.4 $ 211.0 $295.2 1964 $218.1 1963 $114.5 10 YEARS AGO 1957 25 YEARS AGO 1942 $ 64.8 $ 7.4 Depreciation, depletion, etc.................. $ 162.9 $ 152.4 $133.5 $120.3 $114.6 $ 48.2 $ 4.9 Dividends a common shared............... $1.60 $1.60 $1.45 $1.25 $1.20 $1.00 $.25 Book value a common share*1)............. $32.61 $31.62 $30.27 $28.25 $26.17 $18.34 $3.50 Common shares*1)................................... 33.0 32.3 31.6 30.9 30.0 22.2 11.2 Preference shares.................................... - ---- -- -- Working capital........................................ $ 409.7 $ 377.7 $350.1 $294.1 $313.8 - 210,000 $150.2 $24.1 Long term debt (less current matur- ities)........................................................ $ 451.4 $ 480.4 $467.5 $345.5 $352.8 Shareowners' equity............................... $1,074.8 $1,021.6 $957.5 $871.7 $784.2 $163.3 $407.7 -- $60.1 Employes*2)............................................... 58,799 57,647 56,227 52,284 48,133 24,868 10,359 Shareowners...................................... . 111,363 95,938 93,538 89,833 80,608 60,036 10,119 (1) Adjusted for split*. (2) Include* Mon*nto employ** in plant* operated for U.S. Government (1,878 In 1967). HONS 352245 TOWOLDMONOQ14398 DIRECTORS AND OFFICERS BOARD OF DIRECTORS Edward A. O'Neal, Chairman.........................St. Loujs Dillon Anderson ............................................. Houston Edward J. Bock................................................ St. Louis David R. Calhoun............................................ St. Louis John L. Christian............................................. St. Louis Fredrick M. Eaton.......................................New York John L. Gillis.................................................... St. Louis Herbert Hoover Jr.................................... Los Angeles Robert K. Mueller...........................................St. Louis Edgar M. Queeny............................................. Sr. Louis James S. Rockefeller.................................... Nbw York Charles H. Sommer........................................... St. Louis Charles Allen Thomas.....................................St. Louis Month C. Throdahl..........................................St. Louis EXECUTIVE COMMITTEE Charles H. Sommer, Chairman Edward J. Bock Robert K. Mueller John L. Christian Edward A. O'Neal John L. Gillis Monte C. Throdahl FINANCE COMMITTEE Charles Allen Thomas. Chairman Dillon Anderson Edward A. O'Neal David R. Calhoun Edgar M. Qubbny Fredrick M. Eaton James S. Rockefeller Herbert Hoover Jr. Charles H. Sommer Tranafer Agents Morgan Guaranty Trust Company of Nbw York The Boatmen's National Bank of St. Louis Registrars The Chase Manhattan Bank (National Association) St. Louis Union Trust Company PRINTED IN U.S.A. OFFICERS Edward A. O'Neal. Charles H. Sommer . John L. Christian .., Edward J. Bock. .. . John L. Gillis......... Robert K. Mueller . Monte C. Throdahl .... Chairman of the Board ............................ President and Chief Executive Officer ........Senior Vice President ......................Vice President ......................Vice President ......................Vice President ......................Vice President H. Harold Bidlb........................................Vice President William H. Bromlby................................. Vice President James E. Crawford Jr................................ Vice President Patrick J. Dowd........................................Vice President John R. Eck................................................Vice President James D. Mahoney......................................Vice President Finis Morgan..............................................Vice President Edwin J. Putzell Jr................................... Vice President Robert R. Rumer........................................Vice President Tom K. Smith Jr.......................................... Vice President J. Russell Wilson.......................................Vice President Earl J. Wipfuir .. ............................................ Controller Edwin J. Putzell Jr..........................................Secretary Patrick J. Dowd............................................... Treasurer Jack W. Mueller...............................................AssistantController Francis A. Stroblb............................................ AssistantController Walter C. Thelking...........................................AssistantController H. Derrell Dickens..........................................AssistantSecretary John N. Ehlbrs................................................... AssistantSecretary Rodney Harris Jr...............................................AssistantSecretary C. Brent Holleran............................................AssistantSecretary Franklin C. Rhhfeld. ....'............. Assistant Secretary Lewis L. Bashler.................................................AssistantTreasurer Norvell G. Jones...............................................AssistantTreasurer J. Robert Matlock............................................AssistantTreasurer Walter J, Naber Jr............................................AssistantTreasurer Thomas M. Rasmussen....................................... AssistantTreasurer Regional Vice Praaldanta Roy L. Brandenburger Richard T. Clark M. R. Dalton Fb. 23, 1968 HONS 3522*7 TOWOLDMON00144QO MONSANTO COMPANY j800 N. LINDBERGH BLVD.. ST. LOUIS, MISSOURI 63166 MONS 352240 TOWOLDMONOQ14401