-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QwoRuUZTrjG68P9wWjWU3S0cHycF2bUge1vTxzMasg8/Re3vXyUtJajjEEpp4U/e Wz57k7nsJaASU3SIn4E2fQ== 0001193125-03-014132.txt : 20030627 0001193125-03-014132.hdr.sgml : 20030627 20030627153350 ACCESSION NUMBER: 0001193125-03-014132 CONFORMED SUBMISSION TYPE: S-8 PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20030627 EFFECTIVENESS DATE: 20030627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DUPONT E I DE NEMOURS & CO CENTRAL INDEX KEY: 0000030554 STANDARD INDUSTRIAL CLASSIFICATION: PLASTIC MAIL, SYNTH RESIN/RUBBER, CELLULOS (NO GLASS) [2820] IRS NUMBER: 510014090 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 SEC ACT: 1933 Act SEC FILE NUMBER: 333-106585 FILM NUMBER: 03761169 BUSINESS ADDRESS: STREET 1: 1007 MARKET ST CITY: WILMINGTON STATE: DE ZIP: 19898 BUSINESS PHONE: 3027741000 MAIL ADDRESS: STREET 1: 1007 MARKET ST CITY: WILMINGTON STATE: DE ZIP: 19898 S-8 1 ds8.htm FORM S-8 Form S-8

 

Registration Statement No. 33-XXXXX


 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM S-8

REGISTRATION STATEMENT

UNDER THE SECURITIES ACT OF 1933

 


 

E. I. DU PONT DE NEMOURS AND COMPANY

(Exact name of registrant as specified in its charter)

 

DELAWARE  

1007 MARKET STREET

WILMINGTON, DELAWARE 19898

  51-0014090

(State or other jurisdiction

of incorporation or organization)

 

(Address of principal

executive offices)

 

(I.R.S. Employer

identification no.)

 

 


 

2002 BICENTENNIAL CORPORATE SHARING PLAN

(Full title of the plans)

 


 

GARY M. PFEIFFER, SENIOR VICE PRESIDENT—DUPONT FINANCE

E. I. DU PONT DE NEMOURS AND COMPANY

1007 MARKET STREET

WILMINGTON, DELAWARE 19898

(Name and address of agent for service)

 

TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENTS FOR SERVICE:

302-774-1000

 


 

APPROXIMATE DATE OF PROPOSED COMMENCEMENT OF SALES

PURSUANT TO THE PLAN:

From time to time after effective

date of Registration Statement

 


 



CALCULATION OF REGISTRATION FEE

 


Title of Securities

to be Registered

  

Amount

to be

Registered

  

Proposed

Maximum
Offering

Price Per

Share

  

Proposed
Maximum

Aggregate

Offering

Price

  

Amount of
Registration

Fee


Common Stock $.30 par value

   13,946,600    42.30    589,941,180    47,726.24


PART II

 

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

 

Item 3.    Incorporation of Certain Documents by Reference

 

The documents listed below, previously filed with the Securities and Exchange Commission, are incorporated by reference in this Registration Statement:

 

(a)  DuPont’s Annual Report on Form 10-K, for the year ended December 31, 2002.

 

(b)  DuPont’s Quarterly Report on Form 10-Q, for quarters ended March 31, 2003.

 

(c)  DuPont’s Current Reports on Form 8-K as filed on January 15 and March 18, 2003.

 

All documents subsequently filed by DuPont pursuant to Sections 13(a), 13(c), 14, and 15(d) of the Securities Exchange Act of 1934, prior to the filing of a post-effective amendment which indicates that all securities offered hereby have been sold or which deregisters all such securities then remaining unsold, shall be deemed to be incorporated by reference in this Registration Statement and to be a part hereof from the date of filing of such documents.

 

Item 4.    Description of DuPont Common Stock

 

Holders of DuPont Common Stock are entitled to receive dividends that may be declared by the Board of Directors of DuPont from surplus or net earnings, but not until all cumulative dividends on preferred stock shall have been declared and set apart for payment at the annual rates of $4.50 a share for the $4.50 Series and $3.50 a share for the $3.50 Series. Holders of DuPont Common Stock have the right to vote on all questions to the exclusion of all other stockholders, except as otherwise expressly provided by law or unless DuPont shall be in default in the payment of dividends on preferred stock for a period of six months. In the latter event, until accumulated and unpaid dividends on preferred stock of all series shall have been paid, the holders of the outstanding preferred stock shall have the exclusive right, voting separately and as a class, to elect two directors, or if the total number of directors of DuPont be only three, then only one director, at each meeting of stockholders held for the purpose of electing directors.

 

On liquidation, dissolution, or winding up of DuPont, whether voluntary or involuntary, after payments have been made to holders of preferred stock, holders of DuPont Common Stock have the right to share ratably the remaining assets available for distribution. In the event of voluntary liquidation, holders of preferred stock are entitled to accumulated dividends and $115 a share for the $ 4.50 Series and $107 a share for the $3.50 Series; in the event of involuntary liquidation, holders of both series are entitled to accumulated dividends and $100 a share. Holders of DuPont Common Stock do not have any preemptive rights.

 

1


Item 5.    Interests of Named Experts and Counsel

 

The validity of the issue of DuPont Common Stock offered hereby has been passed on by Stacey J. Mobley, Esq., Senior Vice President and Chief Administrative Officer and General Counsel of DuPont. Mr. Mobley beneficially owned as of June 27, 2003 427,000 Shares of Common Stock of DuPont, including 386,967 shares of which he has the right to acquire beneficial ownership within 60 days through the exercise of stock options awarded under DuPont’s compensation plans.

 

Item 6.    Indemnification of Directors and Officers

 

Under provisions of the Bylaws of DuPont, each person who is or was a director or officer of DuPont shall be indemnified by DuPont to the full extent permitted or authorized by the General Corporation Law of Delaware against any liability, cost or expense asserted against such director or officer and incurred by such director or officer in any such person’s capacity as director or officer, or arising out of any such person’s status as a director or officer. DuPont has purchased liability insurance policies covering its directors and officers to provide protection where DuPont cannot indemnify a director or officer.

 

Item 8 .    Exhibits

 

Exhibit

Number


  

Description


  4(a)

   DuPont’s Restated Certificate of Incorporation, effective May 29, 1997, defining the rights of the holders of DuPont Common Stock, incorporated by reference to DuPont’s Current Report on Form 8-K filed on June 13, 1997.

  4(b)

   Terms and Conditions of 2002 Bicentennial Corporate Sharing Plan

  5(a)

   Opinion of Counsel

23(a)

   Consent of Independent Accountants

23(b)

   Consent of Stacey J. Mobley, Esq. included in the opinion filed as Exhibit 5(a) to this Registration Statement

24      

   Powers of attorney authorizing certain officers to sign this registration statement and amendments thereto on behalf of officers and directors

 

2


Item 9.    S-K Item 512 Undertakings

 

(a)  The undersigned registrant hereby undertakes:

 

(1)  To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement.

 

(i)  To include any prospectus required by section 10(a)(3) of the Securities Act of 1933;

 

(ii)  To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement.

 

(iii)  To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement; provided, however, that paragraphs (a)(l)(i) and (a)(l)(ii) do not apply if the registration statement is on Form S-3 or Form S-8 and the information required to be included in a post-effective amendment by those paragraphs is contained in periodic reports filed by the registrant pursuant to section 13 or section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement.

 

(2)  That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

 

(3)  To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

 

(b)  The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933 each filing of the registrant’s annual report pursuant to section 13(a) or section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

 

3


(h)  Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

 

4


SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the city of Wilmington, State of Delaware, on June 27, 2003.

 

E. I. DU PONT DE NEMOURS AND COMPANY

By:

 

/s/    GARY M. PFEIFFER        


   

Gary M. Pfeiffer

Senior Vice President—DuPont Finance

and Chief Financial Officer

 

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the date indicated.

 

C. O. Holliday, Jr., Chairman and Director

A. J. P. Belda, Director

R. H. Brown, Director

C. J. Crawford, Director

L. C. Duemling, Director

E. B. duPont, Director

D. C. Hopkins, Director

L. D. Juliber, Director

G. Lindahl, Director

M. Naitoh, Director

W. K. Reilly, Director

H. R. Sharp, III, Director

C. M. Vest, Director

 

By:

 

/s/    GARY M. PFEIFFER        


   

Gary M. Pfeiffer

Senior Vice President—DuPont Finance

(Principal Financial and Accounting Officer

and Attorney-In-Fact for bracketed

individuals)

    (June 27, 2003)

 


By:

 

/s/    STACEY J. MOBLEY         


   

Stacey J. Mobley

Senior Vice President and

Chief Administrative Officer and

General Counsel—DuPont Legal

(Attorney-In-Fact for bracketed individuals)

    (June 27, 2003)

 

Powers of attorney authorizing Gary M. Pfeiffer and Stacey J. Mobley jointly, to sign the registration statement and amendments thereto on behalf of the above-named directors and officers are filed with the registration statement.

 

Pursuant to the requirement of the Securities Act of 1933, the trustees (or other persons who administer the employee benefit plan) have duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Wilmington, State of Delaware, on June 27, 2003.

 

 

2002 Bicentennial Corporate Sharing Plan

     

By:

 

 

        /s/    DENNIS ZELENY


   

Dennis Zeleny  

Senior Vice President,

Global Human Resources


INDEX TO EXHIBIT

 

Exhibit
Number


  

Description


    4(a)    DuPont’s Restated Certificate of Incorporation, effective May 29, 1997, defining the rights of the holders of DuPont Common Stock, incorporated by reference to DuPont’s Current Report on Form 8-K filed on June 13, 1997.
    4(b)    Terms and Conditions of 2002 Bicentennial Corporate Sharing Plan
    5(a)    Opinion of Counsel
    23(a)    Consent of Independent Accountants
    23(b)    Consent of Stacey J. Mobley, Esq. included in the opinion filed as Exhibit 5 (a) to this Registration Statement
    24    Powers of attorney authorizing certain officers to sign this registration statement and amendments thereto on behalf of officers and directors
EX-4.B 3 dex4b.txt TERMS AND CONDITIONS OF 2002 BICENTENNIAL CORP. SHARING PLAN Exhibit 4(b) TERMS AND CONDITIONS OF 2002 BICENTENNIAL CORPORATE SHARING PLAN E. I. du Pont de Nemours and Company TERMS AND CONDITIONS OF 2002 BICENTENNIAL CORPORATE SHARING PLAN TERMS AND CONDITIONS APPLICABLE TO STOCK OPTIONS 1. Exercise Price A stock option entitles you to purchase, subject to the limitations set forth in these terms and conditions, DuPont common stock at the average (rounded to the next higher multiple of 25 cents - unless such average is itself a multiple of 25 cents) of the high and low price on the New York Stock Exchange (NYSE) Composite Transactions Tape on the grant date. 2. First Time of Exercisability From the grant date to the date prior to July 19, 2003, no shares may be purchased under the 2002 Bicentennial Corporate Sharing Plan. On or after July 19, 2003, subject to the other terms and conditions contained herein, all shares subject to the option may be purchased. 3. Last Time of Exercisability No shares may be purchased under the stock option grant after the earliest of the following: a. The day prior to the tenth anniversary of the grant date, or b. Two years after your death, or c. One year following the day on which your employment is terminated due to total and permanent disability as such term is defined in applicable benefit plans, or d. Three months after termination of employment for any reason other than retirement, death, cause, divestiture, lack of work or total and permanent disability, or e. The date of termination of your employment for cause. -1- Employees who are terminated as a result of divestiture or lack of work will be entitled to retain the options until the day prior to the tenth anniversary of the grant date, or until two years after death, whichever occurs first. For purposes of these terms and conditions, "divestiture" occurs when DuPont's ownership of a sharing plan company falls below fifty percent. Employees who retire pursuant to the pension or retirement plan or policy of a sharing plan company on or after July 8, 2002 (6 months following the grant) will be entitled to retain the options until the day prior to the tenth anniversary of the grant date, or until two years after death, whichever occurs first If, however retirement occurs prior to July 8, 2002, no such shares may be purchased and the options will terminate. The estate or designated beneficiaries of employees who die on or after July 8, 2002 (6 months following the grant) will be entitled to retain the options for a period of two years after death. If, however, death occurs prior to July 8, 2002, no such shares may be purchased and the options will terminate. Employees whose employment is terminated on or after July 8, 2002 due to total and permanent disability as such term is defined in applicable benefit plans will be entitled to retain the options for a period of one year after termination. If, however, termination due to total and permanent disability occurs prior to July 8, 2002, no such shares may be purchased and the options will terminate. Employees whose employment is terminated for any reason other than retirement, death, cause, divestiture, lack of work or total and permanent disability on or after July 18, 2003 will be entitled to retain the options for a period of three months after termination. If, however, such termination occurs prior to July 18, 2003, no such shares may be purchased and the options will terminate. Employees whose employment is terminated for cause after July 18, 2003 will be entitled to retain the options through their date of termination. If, however, termination for cause occurs prior to July 19, 2003, no such shares may be purchased and the options will terminate. 4. Stock Price Hurdle Until six months prior to the tenth anniversary of the grant date, options are exercisable only after the closing price of DuPont common stock on the NYSE-Composite Transactions Tape is 120% or more of the option price for a period of five consecutive trading days. Once this stock price hurdle has been met, options are exercisable even if the stock price drops below the stock price hurdle, provided all other terms and conditions are satisfied. -2- 5. Change In Capitalization In the event of any stock dividend, other changes in capitalization or special distributions to stockholders, an equitable adjustment will be made as indicated in Article XII of the 2002 Bicentennial Corporate Sharing Plan in the number of shares subject to the stock option and the price per share applicable thereto. 6. Nontransferability and Exercise Upon Death During your lifetime, your option is not transferable and shares subject to the option may be purchased only by you. In the event of your death, your remaining option shares may be purchased by the executor or administrator of your estate or in accordance with the executor's or administrator's directions, subject to the other terms and conditions contained herein. Options exercised after your death are not subject to the stock price hurdle described in Article 4 above. 7. How to Exercise/Payment of Exercise Price Exercises of your option to purchase shares of DuPont common stock must be made through the designated third-party administrator. At the time of exercising any portion of your stock option, it will be necessary to open an account and make arrangements with the designated third-party administrator for full payment in U.S. dollars on account of shares purchased. Payment of the purchase price must be made in cash and/or through the sale of the option shares issued pursuant to the exercise. If payment is made through the sale of the option shares, the stock will be valued at the price received on the sale of the shares on the NYSE the trading day following the day your exercise is valued. In those countries where an 800 phone exchange service to the designated administrator is available, the exercise transaction can be executed over the phone. In those countries where this service is not available, the exercise transaction can be executed by facsimile of exercise forms to the designated third-party administrator or by a long distance phone call. Postal delivery of exercise forms is also available, but the exercise will not be effective until received by the designated third-party administrator. Exercise transactions executed over the phone or received by the designated third-party administrator prior to 4 p.m. New York time will be valued at the day's closing price for DuPont stock for the purpose of withholding requirements and establishing the tax basis for gain/loss on future sale. If the exercise day is not a day the NYSE is open, the transaction will be valued at the closing price on the next trading day the exchange is open. -3- Purchase of shares subject to option will be effected only if you have opened an account and notice of such purchase, accompanied by payment (in cash and/or sale of option shares) is received by the designated third-party administrator on or before the last day allowed for the purchase of shares as indicated above. 8. Minimum Exercise You may not purchase at any one time fewer than twenty shares subject to the stock option, unless you have fewer than twenty shares remaining subject to the stock option. 9. Satisfying Withholding When withholding of national, social, and/or local taxes is required in a country, it will be done by the administrator selling option shares issued pursuant to the exercise of the option. The number of shares withheld will be dependent on the sales price received for the shares on the NYSE on the trading day following the day your exercise is valued. 10. Program Administration The decision of the Compensation Committee with respect to any question arising as to the interpretation of the 2002 Bicentennial Corporate Sharing Plan as it affects these grants, including the severability of any and all of the provisions of the Bicentennial Corporate Share Plan, shall be final, conclusive and binding. No information pertaining to the application, operation or administration of this 2002 Bicentennial Corporate Sharing Plan will be made available unless the Compensation Committee, in its sole discretion, shall make it available. Nothing in this 2002 Bicentennial Corporate Sharing Plan shall be deemed to give any employee, or any employee's legal representatives or assigns, any right to participate in the 2002 Bicentennial Corporate Sharing Plan except to such extent, if any, as the Compensation Committee may have determined or approved pursuant to the provisions of this 2002 Bicentennial Corporate Sharing Plan. Grants under this Plan shall not be delivered to any employee or beneficiary of any employee in a bargaining unit represented by a union for collective bargaining unless and until the site manager has authorized delivery of the grant, collective bargaining on the subject has taken place, and any requisite obligations thereunder have been fulfilled. -4- 11. Incorporation of 2002 Bicentennial Corporate Sharing Plan It is understood that in addition to the terms and conditions set forth above, which are fixed in accordance with the 2002 Bicentennial Corporate Sharing Plan, your grants are also subject to the other applicable provisions of the 2002 Bicentennial Corporate Sharing Plan. -5- EX-5.A 4 dex5a.txt OPINION OF COUNSEL EXHIBIT 5(a) June 27, 2003 E. I. du Pont de Nemours and Company 1007 Market Street Wilmington, Delaware 19898 Sir/Madam: Reference is made to the Registration Statement being filed by you with the Securities and Exchange Commission, relating to thirteen million nine hundred forty-six thousand six hundred (13,946,600) shares of E. I. du Pont de Nemours and Company (hereinafter called "the Company") $0.30 par value Common Stock ("Common Stock"). It is my opinion that: (a) the Company is duly organized and existing under the laws of the State of Delaware; and (b) all shares of Common Stock so registered are or will when sold, be legally issued, fully paid and nonassessable. I hereby consent to the use of this opinion in connection with the above-mentioned Registration Statement. Very truly yours, /s/ Stacey J. Mobley -------------------- Stacey J. Mobley Senior Vice President and Chief Administrative Officer and General Counsel EX-23.A 5 dex23a.txt CONSENT OF INDEPENDENT ACCOUNTANTS Exhibit 23(A) Consent of Independent Accountants We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated February 24, 2003 relating to the consolidated financial statements of E. I. du Pont de Nemours and Company, which appears in E. I. du Pont de Nemours and Company's Annual Report on Form 10-K for the year ended December 31, 2002. /s/ PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP Philadelphia, Pennsylvania June 27, 2003 EX-24 6 dex24.txt POWERS OF ATTORNEY Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ C. O. Holliday, Jr. 10/25/97 - ----------------------------- -------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ A. J. P. Belda 6/5/00 - ------------------------- ------------ Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ R. H. Brown - ------------------------- _________________ Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ C. J. Crawford 7/24/99 - -------------------------- ------------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ Louisa C. Duemling October 28, 1997 - --------------------------- ---------------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ Edward B. du Pont - ----------------------- _________________ Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ D. C. Hopkins 6/5/00 - ------------------ --------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ Lois D. Juliber 10/25/97 - -------------------------- ----------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ G. Lindahl 5/6/00 ------------------ ---------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ M. Naitoh 6/6/00 -------------------------- ------------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ William K. Reilly Dec 17, 1997 ------------------------- ------------------ Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifylng and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ H. Rodney Sharp, III 10/29/97 ------------------------------- ----------------------- Director Date POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below constitutes and appoints (1) the Senior Vice President and general Counsel or any Associate General Counsel of E. I. du Pont de Nemours and Company (hereinafter referred to as the "Company"), and (2) the Chief Financial Officer of the Company, or any Vice President, DuPont Finance, jointly, in his or her name, place and stead, in any and all capacities, to execute and file, or cause to be filed, with the Securities and Exchange Commission, Registration Statements on Form S-8 relating to DuPont Common stock, $0.30 par value, offered under various compensation and benefit plans of the Company and its subsidiaries and affiliates, any and all amendments thereto (including post-effective amendments), and all matters required by the Commission in connection with such registration under the Securities Act of 1933, as amended, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof. /s/ Charles M. Vest Dec 17, 1997 ------------------- --------------- Director Date
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