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United States Securities and Exchange Commission
Washington, DC 20549
FORM 11-K
(Mark One)
     
þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the fiscal year ended December 31, 2006
OR
     
o   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 001-00815
Savings and Investment Plan
of E. I. du Pont de Nemours and Company
(Full title of Plan)
E. I. du Pont de Nemours and Company
1007 Market Street
Wilmington, Delaware 19898
(Name and address of principal executive office of issuer)
 
 

 


 

SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, E. I. du Pont de Nemours and Company has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.
         
 
  Savings and Investment Plan
of E. I. du Pont de Nemours and Company
   
 
       
 
  Dated: June 28, 2007    
 
       
 
       
 
 
/s/  Robert Slone
Robert Slone
   
 
  Director of Global Rewards,    
 
     Policy & Strategy and US Delivery    

 


 

Savings and Investment Plan
of E. I. du Pont de Nemours and Company
Index to Financial Statements and Supplemental Schedule
 
         
    Page(s)  
 
       
    1  
 
       
Financial Statements:
       
 
       
    2  
 
       
    3  
 
       
    4 — 13  
 
       
       
 
       
    14  
     

*   Other supplemental schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

 


 

Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of
Savings and Investment Plan of E. I. du Pont de Nemours and Company
In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Savings and Investment Plan of E. I. du Pont de Nemours and Company (the “Plan”) at December 31, 2006 and 2005, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule of Assets (Held at End of Year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is 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. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/S/ PRICEWATERHOUSECOOPERS LLP
Philadelphia, Pennsylvania
June 25, 2007

 


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Statements of Net Assets Available for Benefits
December 31, 2006 and 2005
 
                 
Assets   2006     2005  
Investments at fair value:
               
Plan interest in DuPont and Related Companies
               
Defined Contribution Plan Master Trust
  $ 5,711,858,709     $ 5,797,832,028  
Company stock funds
    966,748,960       983,937,006  
Mutual funds
    2,242,500,389       2,083,395,636  
Common/collective funds
    757,754,881       702,527,469  
Participant loans
    101,065,482       103,747,083  
 
           
Total investments
    9,779,928,421       9,671,439,222  
 
           
Receivables:
               
Accrued interest
    495,396       504,889  
Participant contributions
    11,220,141       10,671,172  
Employer contributions
    4,377,847       4,248,299  
 
           
Total receivables
    16,093,384       15,424,360  
 
           
Cash
    9,500,062       5,367,963  
 
           
Total assets
    9,805,521,867       9,692,231,545  
 
           
Liabilities:
               
Accounts payable
    102,000       83,100  
 
           
Net assets available for benefits, at fair value
    9,805,419,867       9,692,148,445  
Adjustment from fair value to contract value for interest in Master trust relating to fully benefit-responsive investment contracts
    (49,961,920 )     (109,333,016 )
 
           
Net assets available for benefits
  $ 9,755,457,947     $ 9,582,815,429  
 
           
The accompanying notes are an integral part of these financial statements.

2


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Statements of Changes in Net Assets Available for Benefits
For the Years Ended December 31, 2006 and December 31, 2005
 
                 
    2006     2005  
Additions to net assets attributed to:
               
Investment income:
               
Net appreciation (depreciation) in fair value of investments
  $ 314,250,491     $ (22,156,946 )
Interest
    6,251,692       5,806,726  
Dividends
    245,762,012       130,592,872  
 
           
Total investment income
    566,264,195       114,242,652  
 
           
Plan interest in DuPont and Related Companies
               
Defined Contribution Plan Master Trust investment income
    313,721,576       313,243,667  
 
           
Contributions:
               
Employer
    52,198,749       50,773,474  
Participant
    191,703,331       186,648,190  
Rollovers/trust to trust transfers
    4,513,285       5,999,153  
 
           
Total contributions
    248,415,365       243,420,817  
 
           
Other — legal settlement
          1,222,832  
 
           
Total additions
    1,128,401,136       672,129,968  
 
           
Deductions to net assets attributed to:
               
Benefits paid to participants
    953,925,494       887,366,398  
Distribution of dividends
    1,438,398       1,574,505  
Administrative expenses net
    394,726       202,358  
 
           
Total deductions
    955,758,618       889,143,261  
 
           
Asset transfers (net)
          (1,134,586 )
 
           
Net increase (decrease)
    172,642,518       (218,147,879 )
 
           
Net assets available for benefits:
               
Beginning of period
    9,582,815,429       9,800,963,308  
 
           
End of period
  $ 9,755,457,947     $ 9,582,815,429  
 
           
The accompanying notes are an integral part of these financial statements.

3


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 
NOTE 1 — DESCRIPTION OF THE PLAN
The following description of the Savings and Investment Plan of E. I. du Pont de Nemours and Company (the “Plan”) provides only general information. Participants should refer to the Plan agreement for a more comprehensive description of the Plan’s provisions.
General
The Plan is a defined contribution plan which was established by the Board of Directors of E. I. du Pont de Nemours and Company (“DuPont” or the “Company”) and became effective September 1, 1955. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”) and the Internal Revenue Code.
The purpose of the Plan is to encourage and assist employees in following a systematic savings program suited to their individual financial objectives, and to provide an opportunity for employees to become stockholders of the Company. The Plan is a tax qualified contributory profit sharing Plan. Any employee of the Company or employee of the Company’s subsidiaries or general partnerships, which have adopted the Plan, is eligible to participate in the Plan. Eligible employees may enroll in the Plan as of the first day of the second calendar month following their date of hire. However, in 2006, the Company announced the adoption of a new defined contribution plan, the Retirement Savings Plan (“RSP”), effective January 1, 2007. Effective with that date, new hires will no longer be eligible for this Plan but will instead participate in the RSP.
Contributions
Eligible employees may participate in the Plan by authorizing the Company to make payroll deductions (“participant’s savings”). The amount deducted can be deposited into a Before-tax account, Regular account (for after-tax savings) or some combination thereof. A participant may elect the maximum savings rate of 100% of eligible compensation, as defined. The Company will contribute an amount equal to 50% of a participant’s savings during a month except that no Company contribution will be made for participant’s savings in excess of 6% of eligible monthly compensation. All of the above participant’s savings and elections are subject to regulatory and Plan limitations. Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan currently offers 21 mutual funds, 4 common/collective trust funds, 2 company stock funds, a stable value fund and 3 asset allocation funds as investment options for participants. All participants who were actively employed by DuPont at any time on or after January 1, 2002 are 100% vested in their Company contributions.
The Plan contains an Employee Stock Ownership Plan feature (“ESOP”). Participants have the ability to elect to have dividends from the DuPont Company Stock Fund paid out to them in cash instead of being reinvested in their Plan account. For the years ended December 31, 2006 and December 31, 2005, $1,438,398 and $1,574,505 in dividends were paid to participants in cash, respectively.

4


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 
Participant Accounts
Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s contribution and (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
Payment of Benefits
Company contributions will be suspended for six months if a participant withdraws, while in-service, any matched before-tax or after-tax savings contributed or Company contributions made to the account during the last two years. A participant who terminates from active service may elect to make an account withdrawal at any time. On termination of service due to retirement, a participant also may elect to receive the value of their account balance in installment payments. Required minimum distributions will begin in March of the calendar year following the later of the year in which the participant attains age 701/2 or the year following retirement or termination of employment.
Participant Loans
Participants may borrow up to one-half of their non-forfeitable account balances subject to a $1,000 minimum and required regulatory loan maximum limitations. The loans are executed by promissory notes and have a minimum term of 1 year and a maximum term of 5 years, except for qualified residential loans, which have a maximum term of 10 years. The loans bear an interest rate equal to the average rate charged by selected major banks to prime customers for secured loans. The loans are repaid over the term in monthly installments of principal and interest by deduction from pay or pension checks or through ACH account debit. A participant also has the right to repay the loan in full, at any time, without penalty. At December 31, 2006, loan interest rates ranged from 4.00 percent to 10.74 percent.
Forfeited Accounts
At December 31, 2006 and 2005 forfeited nonvested accounts totaled $8,208 and $10,222, respectively. These accounts will be used to reduce future employer contributions. For the years ended December 31, 2006 and December 31, 2005, employer contributions were reduced by $39,642 and $293,948 from forfeited nonvested accounts, respectively.
Administration
The designated trustee of the Plan is Merrill Lynch Trust Company of America (Merrill Lynch). The administration of the Plan is vested in the Company, which may designate one or more persons to operate and administer the Plan. The Company has the responsibility of appointing the trustees and the authority to designate the Plan’s investment options.
In response to the recent irregularities that have come to light regarding several investment firms as well as to address the issue of market timing, the Company has implemented certain controls on trading activity for certain funds. At the current time, the funds listed below have a holding period requirement:
    Blackrock Global Growth Fund (Class I Shares)
 
    Blackrock International Value Fund (Class I Shares)
 
    Merrill Lynch International Index Trust
 
    Templeton Foreign Fund (Class A Shares)
 
    Templeton Growth Fund (Class A Shares)

5


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 

Plan participants who purchase an interest (“invest”) in any of these funds must hold that interest for at least 15 trading days. Plan participants who sell an interest in any of these funds (e.g., transfer assets to another fund) may not purchase any additional interest in that same fund for 15 trading days.
In addition, the Fidelity Low-Priced Stock Fund and the ConocoPhillips Stock Fund are both closed to new investments by Plan participants. Plan participants may not invest additional contributions or request a fund transfer into these funds. However, they may transfer out of these funds at any time.
These changes have been communicated to all Plan participants. DuPont will continue to monitor the situation and will make changes to the investment restrictions as appropriate.
Reasonable expenses of administering the Plan, including, but not limited to, recordkeeping expenses, trustee fees and transactional costs may, at the election of the Plan Administrator, be paid by the Plan. Expenses paid by the Plan for the years ended December 31, 2006 and December 31, 2005 were $394,726 and $202,358, respectively, net of fee reimbursements. Certain mutual fund companies reimburse the Plan for some of the expenses associated with administering the Plan. For the years ended December 31, 2006 and December 31, 2005, the total fee reimbursements to the Plan were $2,123,015 and $2,019,707, respectively. Brokerage fees, transfer taxes, investment fees and other expenses incidental to the purchase and sale of securities and investments shall be included in the cost of such securities or investments, or deducted from the sales proceeds, as the case may be.
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements have been prepared on the accrual basis of accounting.
As described in Financial Accounting Standards Board Staff Position, FSP AAG INV-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies subject to the AICPA Investment Company Audit Guide and Defined Contribution Health and Welfare and Pension Plans (the “FSP”), investment contracts held by a defined contribution plan are required to be reported at fair value. This applies even when the contracts are not held directly by the Plan but are underlying assets in the Master trust investments held by the Plan. However, contract value is the relevant measurement of net assets available for benefits in a defined contribution plan that holds fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. As required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value of the fully benefit-responsive investment contracts held by the master trust with an adjustment to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.

6


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 

Investment Valuation and Income Recognition
The Plan’s investments are stated at fair value. Shares of registered investment companies (“mutual funds”) are valued at the net asset value of shares held by the Plan at year-end. Assets held in common collective trusts (“CCT’s”) are valued at net unit value as determined by the trustee at year-end. The Company stock funds are valued at year-end unit closing price (defined as the year-end market price of common stock plus uninvested cash position). Participant loans are valued at their outstanding balances, which approximate fair value.
For purposes of the Statement of Net Assets Available for Benefits, the Plan’s interest in the DuPont and Related Companies Defined Contribution Plan Master Trust (“master trust”) related to fully benefit-responsive investment contracts are stated at fair value with an adjustment back to contract value. Contract value represents contributions made, plus earnings, less participant withdrawals and administrative expenses. As provided in the FSP, an investment contract is generally required to be reported at fair value, rather than contract value, to the extent it is fully benefit-responsive. The fair value of the guaranteed investment contracts (“GIC’s”) is calculated by discounting the related cash flows based on current yields of similar instruments with comparable durations. The fair value of synthetic GIC’s is determined using the market price of the underlying securities and the value of the investment contract (“wrapper”).
Purchases and sales of investments are recorded on a trade-date basis. Interest income is recorded on the accrued basis. Dividend income is recorded on the ex-dividend date. Capital gain distributions are included in dividend income.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates that affect the financial statements and accompanying notes. Actual results could differ from those estimates.
Payment of Benefits
Benefits are recorded when paid.
NOTE 3 — INTEREST IN MASTER TRUST
The Company and certain affiliates (“employers”) have entered into a Master Trust Agreement with Merrill Lynch (“Trustee”) to establish the DuPont and Related Companies Defined Contribution Plan Master Trust to allow participants from affiliated plans to invest in a Stable Value Fund and three different Asset Allocation Funds: the Conservative, Moderate, and Aggressive Asset Allocation Funds. To participate in the Master Trust, affiliates who sponsor qualified savings plans and who have adopted the Master Trust Agreement are required to make payments to the Trustee of designated portions of employees’ savings and other contributions by the affiliate. Investment income relating to the Master Trust is allocated proportionately by investment fund to the plans within the Master Trust based on the Plan’s interest to the total fair value of the Master Trust investment funds. The Plan’s undivided interest in the Master Trust was 99.71% and 99.73% as of December 31, 2006 and 2005, respectively.

7


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 

The Stable Value Fund is invested in a money market fund, traditional GIC’s separate account GIC’s, and synthetic GIC’s, which are backed by fixed income assets. The crediting interest rates on investment contracts ranged from 4.40% to 6.52% for the year ended December 31, 2006 and from 4.40% to 7.10% for the year ended December 31, 2005. The weighted average credited interest rate of return of the Stable Value Fund based on the interest rate credited to participants was 5.61% for the year ended December 31, 2006 and 5.65% for the year ended December 31, 2005. The weighted average yield of the Stable Value Fund based on the actual earnings of underlying assets in the Stable Value Fund was 5.55% for the year ended December 31, 2006 and 5.44% for the year ended December 31, 2005.
For traditional GIC’s the insurer maintains the assets in a general account. The account is credited with earnings on the underlying investments and charged for participant withdrawals and administrative expenses. Separate and synthetic GIC’s, backed by underlying assets, provide for a guaranteed return on principal and accrued interest over a specified period of time (i.e., period of time before the crediting rate reset) through benefit-responsive wrapper contracts issued by a third party assuming that the underlying assets meet the requirements of the GIC.
The contract or crediting rates for certain stable value investment contracts are reset six times per year and are based on the performance of the portfolio of assets underlying these contracts. Inputs used to determine the crediting rate include each contract’s portfolio market value of fixed income assets, current yield-to-maturity, duration (similar to weighted average life) and market value relative to contract value. All contracts have a guaranteed rate of at least 0% or higher with respect to determining interest rate resets. There are no reserves against contract value for credit risk of the contract issuer or otherwise.
Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value for plan permitted benefit payments. Certain events may limit the ability of the Plan to transact at contract value with the issuer. Such events include the following: (i) amendments to the Plan documents (including complete or partial Plan termination or merger with another plan) (ii) changes to Plan’s prohibition on competing investment options or deletion of equity wash provisions; (iii) bankruptcy of the Plan sponsor or other Plan sponsor events (e.g. divestitures or spin-offs of a subsidiary) which cause a significant withdrawal from the Plan or (iv) the failure of the trust to qualify for exemption from federal income taxes or any required prohibited transaction exemption under ERISA. The Plan Administrator does not believe that the occurrence of any such value event, which would limit the Plan’s ability to transact at contract value with participants, is probable.
Based on certain events specified in fully benefit-responsive investment contracts (i.e., GIC’s, separate account GIC’s and synthetic GIC’s), both the Plan/Trust and issuers of such investment contracts are permitted to terminate the investment contracts. If applicable, such terminations can occur prior to the scheduled maturity date.
Examples of termination events that permit issuers to terminate investment contracts include the following:
  1.   The Plan Sponsor’s receipt of a final determination notice from the Internal Revenue Service that the Plan does not qualify under Section 401(a) of the Code.

8


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 

  2.   The Trust ceases to be exempt from federal income taxation under Section 501(a) of the Code.
 
  3.   The Plan/Trust or its representative breaches material obligations under the investment contract such as a failure to satisfy its fee payment obligations.
 
  4.   The Plan/Trust or its representative makes a material misrepresentation.
 
  5.   The Plan/Trust makes a material amendment to the Plan/Trust and/or the amendment adversely impacts the issuer.
 
  6.   The Plan/Trust, without the issuer’s consent, attempts to assign its interest in the investment contract.
 
  7.   The balance of the contract value is zero or immaterial.
 
  8.   Mutual consent
 
  9.   The termination event is not cured within a reasonable time period, e.g., 30 days.
For synthetic GIC’s, additional termination events include the following:
  1.   The investment manager of the underlying securities is replaced without the prior written consent by the issuer.
 
  2.   The underlying securities are managed in a way that does not comply with the investment guidelines.
At termination, the contract value is adjusted to reflect a discounted value based on surrender charges or other penalties for GIC’s and maturing separate account GIC’s.
For synthetic GIC’s, termination is at market value of the underlying securities less unpaid issuer fees or charges. If the termination event is not material based on industry standards, it may be possible for the Plan/Trust to exercise its right to require the issuer that initiated the termination to extend the investment contract for a period no greater than what it takes to immunize the underlying securities and/or it may be possible to replace the issuer of a synthetic GIC that terminates the contract with another synthetic GIC issuer. Both options help maintain the stable contract value.
The following table presents the values of investments (at contract value) for the Master Trust:
                 
    December 31,  
    2006     2005  
Investments contracts
  $ 5,495,428,591     $ 5,733,572,250  
Mutual funds
    166,975,620       31,293,589  
Common/collective trust funds
    65,916,857       48,738,940  
 
           
Total assets, at fair value
    5,728,321,068       5,813,604,779  
Adjustment from fair value to contract value for interest in Master trust relating to fully benefit-responsive investment contracts
    (50,107,231 )     (109,629,014 )
 
           
Total assets, at contract value
  $ 5,678,213,837     $ 5,703,975,765  
 
           

9


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 

Investments (at contract value) of the Master Trust that represent 5 percent or more of the assets of the Master Trust were as follows:
                 
    December 31  
    2006     2005  
Investment contracts
               
Prudential Retirement Insurance & Annuity Company
  $ 200,757,843 *   $ 343,365,317  
ING Life Insurance & Annuity Co.
    686,028,585       649,155,421  
Monumental Life Insurance Co.
    686,028,585       649,155,421  
JPMorgan Chase Bank
    686,028,585       649,155,421  
State Street Bank & Trust
    686,028,585       649,155,421  
AIG Financial Products Corp.
    686,028,585       649,155,421  
*   Investment represents less than 5% of the net assets in the respective year.
For the years ended December 31, 2006 and December 31, 2005 the Master Trust’s total investment income was as follows:
                 
    December 31,  
    2006     2005  
Interest on investment contracts
  $ 303,489,626     $ 308,249,336  
Net appreciation in value of Mutual funds
    4,138,266       2,906,973  
Net appreciation in value of Common/collective trust funds
    6,945,232       2,901,150  
 
           
Total
  $ 314,573,124     $ 314,057,459  
 
           
At December 31, 2006, the total assets of the Master Trust (at contract value) of $5,678,213,837 included participant investments in the Stable Value Fund of $5,560,577,973 and $117,635,864 in the Conservative, Moderate, and Aggressive Allocation Funds. At December 31, 2005, the total assets of the Master Trust (at contract value) of $5,703,975,765 included participant investments in the Stable Value Fund of $5,613,588,240 and $90,387,525 in the Conservative, Moderate, and Aggressive Allocation Funds.
NOTE 4 — INVESTMENTS
Investments that represent 5% or more of the net assets available for benefits (at contract value) as of December 31, 2006 and 2005 were as follows:
                 
    December 31,  
    2006     2005  
DuPont Company stock fund
  $ 889,174,290     $ 913,500,607  
Master Trust at contract value
    5,661,896,789       5,688,499,012  

10


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 

For the years ended December 31, 2006 and December 31, 2005, the Plan’s investments appreciated (depreciated) in value (including gains and losses on investments bought and sold as well as held during the year) as follows:
                 
    December 31,  
    2006     2005  
Company stock funds
  $ 132,889,963     $ (121,647,275 )
Mutual funds
    79,092,699       63,373,225  
Common/collective trust funds
    102,267,829       36,117,104  
 
           
Net appreciation (depreciation) in fair value of investments
  $ 314,250,491     $ (22,156,946 )
 
           
NOTE 5 — CONOCOPHILLIPS STOCK FUND
On September 28, 1998, DuPont announced that the Board of Directors had approved a plan to divest DuPont’s 100 percent-owned petroleum business, Conoco, Inc. On August 6, 1999, DuPont completed the planned divestiture through a tax-free split-off. DuPont exchanged its shares of Conoco, Inc. Class B common stock for shares of DuPont common stock. Plan participants had the option to exchange shares of DuPont Company stock, which were held in their participant accounts in the Company Stock Fund. For each share of DuPont common stock exchanged, the participant received an appropriate number of shares of Conoco Class B common stock. Accordingly, the Conoco Class B Stock Fund was created as an investment fund of the Plan. No additional shares of Conoco Class B common stock may be purchased by Plan participants through payroll deductions, fund transfers, or the reinvestment of dividends. Dividends earned on Conoco Class B common stock are distributed pro rata to the investment options in participants’ accounts based upon their current investment elections. On August 30, 2003, the Conoco Stock Fund became the ConocoPhillips Stock Fund. The balance of the ConocoPhillips Stock Fund was $77,574,670 and $70,436,399 at December 31, 2006 and 2005, respectively.
NOTE 6 — SUBSEQUENT EVENTS/PLAN TERMINATION
In 2006, the Company announced the adoption of a new defined contribution plan, the Retirement Savings Plan (“RSP”), effective January 1, 2007. Effective with that date, new hires will no longer be eligible for this Plan but will instead participate in the RSP. Effective January 1, 2008, contributions to this Plan will cease. At that time, participants in this Plan will begin participating in either the RSP or one of the other DuPont sponsored defined contribution plans. In addition, the Company intends to transfer existing balances from this Plan into other Company sponsored defined contribution plans, as appropriate, based on the employees new Plan eligibility.
NOTE 7 — TAX STATUS
The Plan is a qualified plan pursuant to Section 401(a) of the Internal Revenue Code (the “Code”) and the related Trusts are exempt from federal taxation under Section 501(a) of the Code. A favorable tax determination letter from the Internal Revenue Service has been received by the Plan dated October 9, 2003 covering the Plan and amendments through December 2, 2002. The Plan has been amended since receiving the determination letter. However, the Plan administrator believes that the Plan is currently designed and operated in accordance with the applicable requirements of the Code. Accordingly, no provision has been made for federal income taxes in the accompanying financial statements.

11


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 

NOTE 8 — RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds and units of common/collective trust funds managed by Merrill Lynch, the Trustee. In addition, the Plan offers the DuPont Company Stock Fund investment option. The Plan purchased $101,249,245 and $199,133,516 of stock during the years ended December 31, 2006 and December 31, 2005, respectively. The Plan sold $241,695,009 and $394,996,623 of stock during the years ended December 31, 2006 and December 31, 2005, respectively.
Also, the Master Trust Stable Value Fund assets are managed by DuPont Capital Management Corporation (“DCMC”), a registered investment adviser and wholly-owned subsidiary of DuPont, under the terms of an investment management agreement between DCMC and the Company. DCMC hires additional investment managers to manage a portion of the fixed income assets backing synthetic GIC’s allocated to the Stable Value Fund. The amount of DCMC fees accrued and paid by the Stable Value fund was $1,943,720 and $1,932,362 for the years ended December 31, 2006 and December 31, 2005, respectively.
Transactions in these investments qualify as party-in-interest transactions, which are exempt from prohibited transaction rules of ERISA.
NOTE 9 — RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits from the financial statements to the Form 5500:
                 
Net Assets Available for Benefits   December 31,  
    2006     2005  
Net assets available for benefits per the financial statements
  $ 9,755,457,947     $ 9,582,815,429  
Adjustment from contract value to fair value for fully benefit-responsive investment contracts
    49,961,920       109,333,016  
Amounts allocated to withdrawing participants
    (3,161,668 )     (4,819,891 )
 
           
Net assets available for benefits per the Form 5500
  $ 9,802,258,199     $ 9,687,328,554  
 
           

12


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Notes to Financial Statements
 
The following is a reconciliation of Master Trust gain per the financial statements for the year ended December 31, 2006 to the Form 5500:
         
Income on Master Trust investments   December 31, 2006  
Net appreciation in value of Master Trust included in the financial statements
  $ 313,721,576  
2006 adjustment from contract value to fair value for fully benefit-responsive investment contracts
    49,961,920  
2005 adjustment from contract value to fair value for fully benefit-responsive investment contracts
    (109,333,016 )
 
     
Net appreciation in value of Master Trust per the Form 5500
  $ 254,350,480  
 
     
         
Benefit payments   December 31, 2006  
Benefits paid to participants per the financial statements
  $ 953,925,494  
Amounts allocated to withdrawing participants at December 31, 2006
    3,161,668  
Less amounts allocated to withdrawing participants at December 31, 2005
    (4,819,891 )
 
     
Benefits paid to participants per the Form 5500
  $ 952,267,271  
 
     
Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to December 31 but are not yet paid as of that date.
NOTE 10 — RISKS AND UNCERTAINTIES
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statement of net assets available for benefits.

13


 

Supplemental Schedule

 


 

Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Schedule of Assets (Held at End of Year)
Form 5500, Schedule H, Part IV, Line I
As of December 31, 2006
 
                     
(a)   (b)   (c)   (d)   (e)
                Current
    Identity of Issue   Description of Investment   Cost   Value
 
  AIM Constellation Fund Institutional   Registered Investment Company   **   $ 23,305,287  
 
  AIM Charter Fund Institutional Class   Registered Investment Company   **     30,919,725  
 
  Fidelity Equity Income Fund   Registered Investment Company   **     111,474,081  
 
  Fidelity Fund PV 1   Registered Investment Company   **     44,642,250  
 
  Fidelity Growth & Income Fund Class A   Registered Investment Company   **     73,098,399  
 
  Fidelity Low Priced Stock Fund   Registered Investment Company   **     286,053,912  
 
  Fidelity Magellan Fund   Registered Investment Company   **     324,105,764  
 
  Franklin Balance Sheet Investment Fund ADV   Registered Investment Company   **     254,063,225  
 
  Franklin Growth ADV Class   Registered Investment Company   **     19,585,964  
 
  Franklin Small-Mid Cap Growth Fund ADV Class   Registered Investment Company   **     124,671,165  
 
  Janus Enterprise Fund   Registered Investment Company   **     93,409,731  
 
  Janus Research Fund   Registered Investment Company   **     110,257,094  
*
  Blackrock Global Growth Fund Class I   Registered Investment Company   **     67,956,692  
*
  Blackrock Intl Value Fund Class I   Registered Investment Company   **     142,369,597  
*
  Blackrock Balanced Capital Fund Class I   Registered Investment Company   **     51,208,732  
*
  Blackrock Basic Value Fund Class I   Registered Investment Company   **     155,538,714  
*
  Blackrock Fundamental Growth Fund Class I   Registered Investment Company   **     19,305,764  
 
  MFS Research Fund Class A   Registered Investment Company   **     17,768,881  
 
  MFS Total Return Fund Class A   Registered Investment Company   **     43,953,536  
 
  Templeton Foreign Fund (ADV)   Registered Investment Company   **     110,537,325  
 
  Templeton Growth Fund   Registered Investment Company   **     138,274,551  
 
  Barclays 3-Way Asset Allocation Fund   Common/Collective Trust   **     116,833,714  
*
  Merrill Lynch Small Capital Index CT Tier 2   Common/Collective Trust   **     101,871,056  
*
  Merrill Lynch Equity Index TR Tier 6   Common/Collective Trust   **     476,955,775  
*
  Merrill Lynch International Index CT Tier 2   Common/Collective Trust   **     62,094,336  
*
  DuPont Company Stock Fund   Company Stock Fund   **     889,174,290  
 
  ConocoPhillips Stock Fund   Company Stock Fund   **     77,574,670  
*
  Plan interest in the DuPont and Related                
 
  Companies Defined Contribution Plan                
 
  Master Trust (“Master Trust”)   Master Trust   **     5,711,858,709  
*
  Participant Loans   4% to 10.74%            
 
      Maturing from            
 
      January 2007 — January 2016   **     101,065,482  
 
                   
 
  Total Assets Held At End of Year       **   $ 9,779,928,421  
 
                   

*   Party in Interest
 
**   Cost not required for participant directed investments

14