8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): April 17, 2006

3M COMPANY

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

File No. 1-3285                                                                               41-0417775

                             (Commission File Number)                                                   (IRS Employer Identification No.)

3M Center, St. Paul, Minnesota                                                                                        55144-1000

                 (Address of Principal Executive Offices)                                                                                   (Zip Code)

(651) 733-1110

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

        Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.  Results of Operations and Financial Condition

As described in our 2005 Annual Report on Form 10-K and in this Current Report, during the first quarter of 2006, 3M Company effected certain business segment realignments and adopted an accounting standard that requires 3M to expense stock-based compensation. 3M Company is providing in this Current Report supplemental unaudited historical business segment sales and operating income information to reflect these segment realignments, including the impact of expensing stock based compensation, on both an annual and quarterly basis for the years ended December 31, 2005, 2004 and 2003, with related reclassified business segment sales growth information also provided on both an annual and quarterly basis for the years ended December 31, 2005 and 2004 (furnished hereunder as Exhibit 99 and incorporated herein by reference).The Company did not operate under the realigned segments structure for any of these prior periods and will begin to report comparative results under the new structure, including the impact of the adoption of the stock-based compensation accounting standard, with the filing of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2006.

The information contained in this Current Report shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act.

Item 9.01.  Financial Statements and Exhibits

(c) Exhibits

Exhibit Number	Description
99	Supplemental unaudited historical business segment information based on segment realignments during the first quarter of 2006 and including the impact of adoption of an accounting standard requiring expensing of stock-based compensation (furnished pursuant to Item 2.02 hereof)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

3M COMPANY

By:	/s/ Gregg M. Larson
	Gregg M. Larson,
	Secretary

 Dated: April 17, 2006

EX-99

EXHIBIT 99

As more fully described in our 2005 Annual Report on Form 10-K and below, during the first quarter of 2006, 3M effected certain business segment realignments and adopted an accounting standard that requires 3M to expense stock-based compensation. 3M is including in this Current Report on Form 8-K the following annual and quarterly information for the years ended December 31, 2005, 2004 and 2003 (except where indicated otherwise):

•Supplemental unaudited reclassified business segment net sales

•Supplemental unaudited operating income information to reflect the business segment realignments and to reflect the impact of the adoption of SFAS No. 123R

•Supplemental unaudited stock-based compensation expense amounts by business segment relating to the adoption of SFAS No. 123R

•Supplemental unaudited reclassified related sales growth information (provided on annual and quarterly basis for the years ended December 31, 2005 and 2004)

This supplemental unaudited information is being provided to show reclassified historical results for the realigned segments, in addition to showing revised operating income information that reflects the impact of adopting SFAS No. 123R. Operating income was revised since 3M elected to use the modified retrospective method upon adoption of SFAS No. 123R, with prior periods adjusted to give effect to the fair-value-based method of accounting for awards granted in fiscal years beginning on or after January 1, 1995. The Company did not operate under the realigned segments structure for any of these prior periods and will begin to report comparative results under the new structure, including the impact of the adoption of the stock-based compensation accounting standard, with the filing of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2006.

As described in our 2005 Annual Report, effective in the first quarter of 2006, 3M made two changes to its business segments:

•3M combined its Industrial and Transportation business segments (which on a combined basis had previously reported 2005 sales of $5,578 million)

•3M’s Personal Care Division (2005 sales of $613 million) was transferred from the Health Care segment to the combined Industrial and Transportation segment.

In addition, during the first quarter of 2006, certain adhesive tapes (2005 sales of $47 million) previously in the Industrial and Transportation segment were transferred to the construction and home improvement business within the Consumer and Office segment. On a reclassified basis, 2005 sales for Industrial and Transportation totaled $6,144 million. This new Industrial and Transportation segment is intended to leverage common markets, sales channels and customers, technologies, manufacturing facilities and selling processes. Further, 3M formed the Film and Materials Resource Division as a corporate resource for the development of films and materials. This resulted in the transfer of 3M’s commercial videotape business (2005 sales of $47 million), which 3M began to phase out in the fourth quarter of 2004, to the Corporate and Unallocated segment from the Display and Graphics segment. The financial information presented herein reflects the impact of all of these changes for all periods presented.

3M’s businesses are organized, managed and internally grouped into segments based on differences in products, technologies and services. These segments have worldwide responsibility for virtually all of the Company’s product lines. 3M is not dependent on any single product or market. Transactions among reportable segments are recorded at cost. 3M is an integrated enterprise characterized by substantial intersegment cooperation, cost allocations and inventory transfers. Therefore, management does not represent that these segments, if operated independently, would report the operating income and other financial information shown.

In addition, effective January 1, 2006, 3M adopted Statement of Financial Accounting Standards (SFAS) No. 123 (revised 2004), “Share-Based Payment”, which requires 3M to expense stock-based compensation. The Company has adopted SFAS No. 123R using the modified retrospective method. Effective January 1, 2006, all prior periods were revised to give effect to the fair-value-based method of accounting for awards granted in fiscal years beginning on or after January 1, 1995.

Supplemental Unaudited Business Segment Information

Based on Segment Structure Effective in the First Quarter of 2006

NET SALES

	First		Second		Third		Fourth		Total
(Millions)	Quarter		Quarter		Quarter		Quarter		Year
Industrial and
Transportation
2005	$	1,524	$	1,518	$	1,544	$	1,558	$		6,144
2004	1,436		1,423		1,410		1,442		5,711
2003	1,263		1,275		1,275		1,319		5,132
Health Care
2005	$	948	$	957	$	926	$	929	$		3,760
2004	877		890		876		953		3,596
2003	810		879		871		871		3,431
Display and Graphics
2005	$	846	$	854	$	910	$	901	$		3,511
2004	821		866		830		829		3,346
2003	630		695		747		786		2,858
Consumer and Office
2005	$	710	$	748	$	810	$	765	$		3,033
2004	696		685		748		772		2,901
2003	620		646		682		693		2,641
Electro and
Communications
2005	$	557	$	594	$	597	$	585	$	2,333
2004	551		572		557		544		2,224
2003	500		532		524		545		2,101
Safety, Security and
Protection Services
2005	$	557	$	599	$	573	$	563	$	2,292
2004	527		547		525		526		2,125
2003	458		518		482		470		1,928
Corporate and
Unallocated
2005	$	24	$	24	$	22	$	24	$	94
2004	31		29		23		25		108
2003	37		35		35		34		141
Total Company
2005	$	5,166	$	5,294	$	5,382	$	5,325	$	21,167
2004	4,939		5,012		4,969		5,091		20,011
2003	4,318		4,580		4,616		4,718		18,232

Supplemental Unaudited Business Segment Information

Based on Segment Structure Effective in the First Quarter of 2006

(including impact of adoption of SFAS No. 123R)

OPERATING INCOME

	First				Second			Third			Fourth				Total
(Millions)	Quarter				Quarter			Quarter			Quarter				Year
Industrial and
Transportation
2005	$		308		$	312		$	293		$	298			$		1,211
2004	283				266			262			239				1,050
2003	228				191			213			191				823
Health Care
2005	$		272		$	284		$	273		$	285			$	1,114
2004	224				237			236			276				973
2003	198				236			245			228				907
Display and Graphics
2005	$		285		$	277		$	314		$		286		$	1,162
2004	291				307			278			239				1,115
2003	173				208			245			239				865
Consumer and Office
2005	$		114		$	136		$	169		$		142		$	561
2004	117				117			142			138				514
2003	104				102			123			109				438
Electro and
Communications
2005	$		95		$	115		$	124		$		113		$	447
2004	72				83			84			77				316
2003	52				71			70			73				266
Safety, Security and
Protection Services
2005	$	126			$	147		$	137		$		127		$	537
2004	121				129			115			100				465
2003	99				125			107			85				416
Corporate and
Unallocated
2005	$	(47		)	$	(27	)	$	(43	)	$		(61	)	$	(178		)
2004	(38			)	(14		)	(8		)	(47			)	(107			)
2003	(134			)	(26		)	(20		)	(31			)	(211			)
Total Company
2005	$	1,153			$	1,244		$	1,267		$		1,190		$	4,854
2004	1,070				1,125			1,109			1,022				4,326
2003	720				907			983			894				3,504

Corporate and Unallocated operating income principally includes corporate investment gains and losses, certain derivative gains and losses, insurance-related gains and losses, certain litigation expenses, corporate restructuring program charges and other miscellaneous items. Because this category includes a variety of miscellaneous items, it is subject to fluctuation on a quarterly and annual basis. In 2005, Corporate and Unallocated was impacted by a pre-tax charge of approximately $30 million (recorded in the fourth quarter of 2005) in connection with settlement agreements of one pending LePage’s follow-on class actions and of two individual follow-on actions, all involving direct purchasers of transparent tape. In 2003, Corporate and Unallocated included a pre-tax charge of $93 million (recorded in the first quarter of 2003) related to an adverse ruling associated with a lawsuit filed against 3M in 1997 by LePage’s Inc.  As discussed previously, Corporate and Unallocated net sales and operating income information also includes 3M’s commercial videotape business.

The following table provides by business segment the amount of stock-based compensation expense related to the adoption of SFAS No. 123R.  This supplemental unaudited information is being provided to show the impact of adopting SFAS No. 123R on the Company’s business segment operating income results. Since the Company has adopted SFAS No. 123R using the modified retrospective method, all prior periods were adjusted to give effect to the fair-value-based method of accounting for awards granted in fiscal years beginning on or after January 1, 1995.  As shown in the table, 3M’s election to use the modified restrospective method upon adoption of SFAS No. 123R reduced 3M’s operating income by $155 million in 2005, $252 million in 2004, and $209 million in 2003, when compared to previously reported results. The Company did not operate under the realigned segments structure for any of these prior periods and will begin to report comparative results under the new structure, including the impact of the adoption of the stock-based compensation accounting standard, with the filing of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2006.

Supplemental Unaudited Business Segment Information

Based on Segment Structure Effective in the First Quarter of 2006

STOCK-BASED COMPENSATION EXPENSE IMPACT DUE TO ADOPTION OF SFAS NO. 123R

	First		Second		Third		Fourth		Total
(Millions)	Quarter		Quarter		Quarter		Quarter		Year
Industrial and
Transportation
2005	$	20	$	13	$	7	$	7	$	47
2004	14		18		22		20		74
2003	18		16		14		14		62
Health Care
2005	$	17	$	8	$	5	$	5	$	35
2004	11		14		17		16		58
2003	14		12		11		11		48
Display and Graphics
2005	$	10	$	4	$	3	$	2	$	19
2004	6		8		10		10		34
2003	9		6		6		6		27
Consumer and Office
2005	$	10	$	5	$	3	$	3	$	21
2004	6		9		10		9		34
2003	8		8		6		7		29
Electro and
Communications
2005	$	7	$	5	$	2	$	3	$	17
2004	5		6		7		8		26
2003	6		6		5		5		22
Safety, Security and
Protection Services
2005	$	7	$	4	$	3	$	2	$	16
2004	5		6		8		7		26
2003	6		5		5		5		21
Total Company
2005	$	71	$	39	$	23	$	22	$	155
2004	47		61		74		70		252
2003	61		53		47		48		209

Supplemental Unaudited Business Segment Information

Based on Segment Structure Effective in the First Quarter of 2006

The information presented in the following table represents the percent change in sales from the same period in the preceding year. Local-currency sales include both core plus acquisition volume impacts, in addition to price impacts.  While the Electro and Communications segment, Safety, Security and Protection Services segment, and total company historical sales results did not change, they are provided for reference purposes.

SALES GROWTH

	2004 versus 2003 % change										2005 versus 2004 % change
(Millions)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year			First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Total Year
Industrial and Transportation
Local-currency	7.1	%	8.8	%	7.9	%	5.3	%	7.2	%		3.2	%	3.6	%	7.9	%	11.0	%	6.5	%
Translation	6.6		2.8		2.7		4.1		4.1			2.9		3.0		1.7		(3.0	)	1.1
Total	13.7	%	11.6	%	10.6	%	9.4	%	11.3	%		6.1	%	6.6	%	9.6	%	8.0	%	7.6	%
Health Care
Local-currency	1.6	%	(1.6	)%	(2.6	)%	5.1	%	0.6	%		5.5	%	5.4	%	4.9	%	1.1	%	4.2	%
Translation	6.6		2.9		3.1		4.3		4.2			2.6		2.1		0.8		(3.6	)	0.4
Total	8.2	%	1.3	%	0.5	%	9.4	%	4.8	%		8.1	%	7.5	%	5.7	%	(2.5	)%	4.6	%
Display and Graphics
Local-currency	22.9	%	20.2	%	8.6	%	0.6	%	12.4	%		1.7	%	(1.8	)%	8.5	%	10.8	%	4.7	%
Translation	7.3		4.5		2.5		4.9		4.7			1.4		0.3		1.2		(2.1	)	0.2
Total	30.2	%	24.7	%	11.1	%	5.5	%	17.1	%		3.1	%	(1.5)	%	9.7	%	8.7	%	4.9
Consumer and Office
Local-currency	7.7	%	4.3	%	7.9	%	8.3	%	7.1	%		(0.2	)%	7.0	%	6.9	%	0.7	%	3.6	%
Translation	4.6		1.7		1.8		3.1		2.8			2.2		2.2		1.4		(1.6	)	1.0
Total	12.3	%	6.0	%	9.7	%	11.4	%	9.9	%		2.0	%	9.2	%	8.3	%	(0.9	)%	4.6	%
Electro and
Communications
Local-currency	5.6	%	5.2	%	4.0	%	(3.5	)%	2.7	%		(1.4	)%	1.5	%	6.0	%	10.9	%	4.2	%
Translation	4.8		2.3		2.1		3.3		3.1			2.4		2.3		1.3		(3.3	)	0.7
Total	10.4	%	7.5	%	6.1	%	(0.2	)%	5.8	%		1.0	%	3.8	%	7.3	%	7.6	%	4.9	%
Safety, Security and Protection Services
Local-currency	9.2	%	3.4	%	6.4	%	7.9	%	6.6	%		3.0	%	7.0	%	7.8	%	9.7	%	6.9	%
Translation	5.9		2.2		2.5		4.0		3.6			2.6		2.6		1.3		(2.6	)	1.0
Total	15.1	%	5.6	%	8.9	%	11.9	%	10.2	%		5.6	%	9.6	%	9.1	%	7.1	%	7.9	%
Total Company
Local-currency	8.3	%	6.7	%	5.1	%	3.9	%	6.0	%		2.3	%	3.5	%	7.0	%	7.3	%	5.1	%
Translation	6.1		2.8		2.5		4.0		3.8			2.3		2.1		1.3		(2.7	)	0.7
Total	14.4	%	9.5	%	7.6	%	7.9	%	9.8	%		4.6	%	5.6	%	8.3	%	4.6	%	5.8	%