10-K 1 adm10kfy05.htm ADM10KFY05

FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549

x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, 2005
OR

o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from________ to _________
Commission file number 1-44
ARCHER-DANIELS-MIDLAND COMPANY
(Exact name of registrant as specified in its charter)

Delaware | 41-0129150
(State or other jurisdiction of | (I. R. S. Employer
incorporation or organization) | Identification No.)
4666 Faries Parkway Box 1470 Decatur, Illinois | 62525
(Address of principal executive offices) | (Zip Code)
Registrant's telephone number, including area code | 217-424-5200
Securities registered pursuant to Section 12(b) of the Act: |
| Name of each exchange on
Title of each class | which registered
Common Stock, no par value | New York Stock Exchange
| Chicago Stock Exchange
| Swiss Stock Exchange
| Frankfurt Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No____

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes x No o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
State the aggregate market value of the voting stock held by non-affiliates of the registrant.
Common Stock, no par value--$14.2 billion
(Based on the closing sale price of Common Stock as reported on the New York Stock Exchange
as of December 31, 2004)
Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.
Common Stock, no par value—650,526,778 shares
(July 31, 2005)
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the annual shareholders' report for the year ended June 30, 2005 are incorporated by reference into Parts I, II and IV.
Portions of the proxy statement for the annual meeting of stockholders to be held November 3, 2005 are incorporated by reference into Part III.
SAFE HARBOR STATEMENT
This Form 10-K contains forward-looking information that is subject to certain risks and uncertainties that could cause actual results to differ materially from those projected, expressed, or implied by such forward-looking information. In some cases, you can identify forward-looking statements by our use of words such as “may, will, should, anticipates, believes, expects, plans, future, intends, could, estimate, predict, potential or contingent,” the negative of these terms or other similar expressions. The Company’s actual results could differ materially from those discussed or implied herein. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this Form 10-K for the fiscal year ended June 30, 2005. Among these risks are legislative acts, changes in the prices of food, feed and other commodities, including gasoline, and macroeconomic conditions in various parts of the world. To the extent permitted under applicable law, the Company assumes no obligation to update any forward-looking statements as a result of new information or future events.

PART I

Item 1. | BUSINESS

(a) | General Development of Business Archer Daniels Midland Company was incorporated in Delaware in 1923, successor to the Daniels Linseed Co. founded in 1902. During the last five years, the Company has experienced significant growth, spending approximately $3.4 billion for construction of new plants, expansions of existing plants and the acquisitions of plants and transportation equipment. There have been no significant dispositions during this period.

(b) | Financial Information About Industry Segments The Company is principally engaged in procuring, transporting, storing, processing and merchandising agricultural commodities and products. The Company’s operations are classified into three reportable business segments: Oilseeds Processing, Corn Processing, and Agricultural Services. Each of these segments is organized based upon the nature of products and services offered. The Company’s remaining operations are aggregated and classified as Other. Financial information with respect to the Company’s reportable business segments is set forth in “Note 13 of Notes to Consolidated Financial Statements” of the annual shareholders’ report for the year ended June 30, 2005 and is incorporated herein by reference.

(c) | Narrative Description of Business

(i) | Principal products produced and principal markets for and methods of distribution of such products: Oilseeds Processing The Company is engaged in processing oilseeds such as soybeans, cottonseed, sunflower seeds, canola, peanuts, and flaxseed into vegetable oils and meals principally for the food and feed industries. Crude vegetable oil is sold "as is" or is further processed by refining, bleaching and deodorizing into salad oils. Salad oils can be further processed by hydrogenating and/or interesterifying into margarine, shortening and other food products. Partially refined oil is sold for use in chemicals, paints and other industrial products. Refined oil can be further processed for use in the production of biodiesel. Oilseed meals are primary ingredients used in the manufacture of commercial livestock and poultry feeds. Cottonseed flour is produced and sold primarily to the pharmaceutical industry. Cotton cellulose pulp is manufactured and sold to the chemical, paper and filter markets.

| Golden Peanut Company LLC, a joint venture between the Company and Alimenta (U.S.A.), Inc., is a major supplier of peanuts to both the domestic and export markets. The Company has a 50% ownership interest in this joint venture. The Company participates in various joint ventures in China and Indonesia that operate palm plantations; soybean, rapeseed, cottonseed, sunflower, peanut, palm kernel, and sesame crushing facilities and related vegetable oil refineries and packaging facilities; an oleochemical plant that produces fatty acids, glycerin and soap noodles; a soy protein plant; wheat flour mills; rice mills; feed mills; fertilizer operations; and related silos and storage facilities.

Item 1. | BUSINESS—Continued

| Corn Processing The Company is engaged in wet milling and dry milling corn operations. Products produced for use in the food and beverage industry include syrup, starch, glucose, dextrose, and sweeteners. Dextrose is also produced for use by the Company as a feedstock for its bioproducts operations. Corn gluten feed and meal as well as distillers grains are produced for use as feed ingredients. Corn germ, a by-product of the milling process, is further processed as an oilseed into vegetable oil and meal. By fermentation of dextrose, the Company produces alcohol, amino acids, and other specialty food and feed ingredients. Ethyl alcohol is produced to beverage grade or for industrial use as ethanol. In gasoline, ethanol increases octane and is used as an extender and oxygenate. Amino acids, such as lysine and threonine, are vital compounds used in swine feeds to produce leaner animals, and in poultry feeds to enhance the speed and efficiency of poultry production. The Company also produces, by fermentation, astaxanthin, a product used in aquaculture to enhance flesh coloration. The Company produces citric and lactic acids, lactates, sorbitol and xanthan gum which are used in various food and industrial products. Almidones Mexicanos S.A., of which the Company has a 50% interest, operates a wet corn milling plant in Mexico. Eaststarch C.V. (Netherlands), of which the Company has a 50% interest, owns interests in companies that operate wet corn milling plants in Bulgaria, Hungary, Romania, Slovakia and Turkey.

| Agricultural Services The Agricultural Services segment utilizes the Company’s extensive grain elevator and transportation network to buy, store, clean and transport agricultural commodities, such as oilseeds, corn, wheat, milo, oats and barley, and resells these commodities primarily as feed ingredients and as raw materials for the agricultural processing industry. Agricultural Services’ grain sourcing and transportation network provides reliable and efficient services to the Company’s agricultural processing operations. A.C. Toepfer International and affiliates, in which the Company has an 80% interest, is a global merchandiser of agricultural commodities and processed products. Toepfer has 37 sales offices worldwide. The Company has a 45% interest in Kalama Export Company, a grain export elevator in Washington. The Company owns a 23% interest in Agricore United, one of Canada’s leading agri-businesses.

Item 1. | BUSINESS—Continued

| Other The Company is engaged in milling wheat, corn and milo into flour. Wheat flour is sold primarily to commercial bakeries, food companies, food service companies and retailers. Bulgur, a gelatinized wheat food, is sold to both the export and the domestic food markets. Corn meal and flour is sold primarily to the cereal, snack and bakery mix markets. The Company produces bakery products and mixes which are sold to the baking industry. The Company also mills milo to produce industrial flour used in the manufacturing of wallboard for the building industry. The Company processes cocoa beans and produces cocoa liquor, cocoa butter, cocoa powder, chocolate and various compounds for the food processing industry. The Company produces wheat starch and vital wheat gluten for the baking industry. Lecithin, an emulsifier produced in the vegetable oil refining process, is marketed as a food and feed ingredient. The Company produces a wide range of edible soy protein products including soy flour, soy grits, soy protein concentrates and soy isolates that are used in processed meats, baked foods, nutritional products, snacks and dairy and meat analogs. The Company further processes these ingredients into dry and frozen meat analogs that it markets to foodservice operators, retail and private label brand marketers, and direct to retail stores. The Company produces natural source Vitamin E, tocopherol antioxidants and phytosterols from co-products of oilseeds which are marketed to the dietary supplement and food industry. The Company produces soy isoflavones, a dietary supplement, from a co-product of edible soy processing. The Company produces lettuce, other fresh vegetables and herbs in its hydroponic greenhouse. The Company raises fish in an aquaculture operation for distribution to consumer food customers. The Company processes and distributes edible beans for use as a food ingredient. The Company produces and distributes formula feeds and animal health and nutrition products to the livestock, dairy, poultry and pet food industries. Gruma S.A. de C.V. and affiliates, of which the Company has a 29% interest, is the world's largest producer and marketer of corn flour and tortillas with operations in the U.S., Mexico, Central America, South America and Europe. Additionally, the Company has a 20% interest in a joint venture which consists of the combined U.S. corn flour operations of ADM and Gruma. The Company also has a 40% share, through a joint venture with Gruma, in nine Mexican-based wheat flour mills. International Malting Company, a joint venture between the Company and the LeSaffre Company, operates malting barley plants in the United States, Australia, New Zealand, Canada and France. The Company has a 50% ownership interest in this joint venture.

Item 1. | BUSINESS—Continued

| Hickory Point Bank and Trust Company, fsb, a wholly-owned subsidiary of the Company, furnishes public banking and trust services, as well as cash management, transfer agency and securities safekeeping services for the Company. ADM Investor Services, Inc., a wholly-owned subsidiary of the Company, is a registered futures commission merchant and a clearing member of all principal commodities exchanges. ADM Investor Services International, Ltd. specializes in futures, options and foreign exchange in the European marketplace. ADM Derivatives, Inc. offers foreign exchange services to institutional and retail clients. Agrinational Insurance Company, a wholly-owned subsidiary of the Company, provides insurance coverage for certain property, casualty, marine, and other miscellaneous risks of the Company and participates in certain third-party reinsurance arrangements. The Company is a limited partner in various private equity funds which invest primarily in emerging markets that have agri-processing potential.

| Methods of Distribution Since the Company's customers are principally other manufacturers and processors, the Company’s products are distributed mainly in bulk from processing plants or storage facilities directly to the customers' facilities. The Company has developed a comprehensive transportation system utilizing trucks, railcars, river barges and ocean-going vessels to efficiently move both commodities and processed products virtually anywhere in the world. The Company owns or leases large numbers of the trucks, trailers, railroad tank and hopper cars, river barges and towboats used in this transportation system.

(ii) | Status of new products The Company continues to expand its business through the development and production of new, value-added products. A new line of trans-free fats and oils is being marketed under the NovaLipid™ brand using enzymatic interesterification technology. This portfolio of new products allows margarines, shortenings and other products to be produced with near zero levels of trans-fatty acids. This year the NovaLipid™ enzymatic interesterification technology won national recognition through two awards that it received. The first award was the American Oil Chemists Society’s corporate achievement award which was given for the commercial application of lipases to produce commodity low trans-fats. Secondly, the Environmental Protection Agency’s Green Chemistry process award was given to the enzymatic interesterification technology because of its environmental benefits over traditional chemical interesterification. This enzymatic interesterification technology was expanded this past year with additional production units for cocoa butter substitutes as well as for trans-free fats. A number of customers have launched trans-free margarines and other products using the NovaLipid™ enzymatically interesterified products.

Item 1. | BUSINESS—Continued

| The Company has commercially launched a new product for latex paint manufacturers, Archer RC®, that reduces the Volatile Organic Compounds (VOCs) released as latex paint dries. During the drying process of a conventional latex paint, coalescing solvents soften the paint resin so that it will form a film. These solvents then evaporate into the atmosphere as VOCs. The new Archer RC® works in a similar way, except that it becomes part of the film instead of evaporating, producing coatings with higher scrub resistance and gloss while greatly reducing or eliminating VOCs. This technology was also recognized by the Environmental Protection Agency this year by the awarding of the Presidential Green Chemistry award for a new product that provides benefits for the environment. This second award also marks the first time that any company has ever won two Presidential Green Chemistry Awards in the same year. Archer RC® is derived from vegetable oil, a renewable resource, and will replace a petroleum-based solvent. Research has found additional uses for this product beyond its original application in latex paints and the Company will be attempting to further expand its markets. Research into producing biodiesel is being focused on lowering costs in the process as well as continuing to study a variety of fatty acid feed stocks. This research should lead to a low cost source of fatty acid methyl esters for biodiesel as well as for other products. A joint research project with Argonne National Laboratory is focused on the development of a separative bioreactor which utilizes the principles of electrodeionization (EDI) that allows the production of chemicals from biomass feedstocks without the production of salt byproducts. In addition a joint project with the Department of Energy on the utilization of corn fiber continues to make progress toward its ultimate use in a biorefinery. This year the Company entered into a joint development alliance with Metabolix to produce polyhydroxy alkanoate (PHA) via fermentation. Through this alliance, the two companies are planning to establish a state-of-the-art production facility and a 50/50 joint venture to manufacture and market natural PHA polymers for a wide variety of applications, including coated paper, film, and molded goods. Natural PHA polymers are produced using a fully-biological fermentation process that converts agricultural raw materials such as corn sugar into a versatile range of biodegradable and compostable plastics. Other new products include a wide range of health and nutrition products known as nutraceuticals or functional foods. The Company acquired an exclusive license for flax lignan technology that may have potential for health maintenance and possible risk reduction of several diseases. The license gives the Company an exclusive, worldwide right to produce and sell flax lignans for use as an active ingredient in functional foods, nutraceuticals, pharmaceuticals, animal feed additives and veterinary products. Clinical trials on lignans have shown initial results that look promising. Commercial scale production of lignans is planned for fiscal 2006. The Company is a leader in the processing of flaxseed. Another nutraceutical that the Company is producing at a pilot scale is cocoa catechins. These antioxidant compounds are increasingly becoming of interest to nutraceutical customers.

Item 1. | BUSINESS—Continued

| The Company has formed a joint venture with Kao Corporation of Japan to manufacture and market diacylglycerol oil in America, Europe, Australia and New Zealand. This naturally derived vegetable oil can be used as a home cooking oil or as an ingredient in packaged foods. The national launch of this oil, Enova, occurred in January 2005 and its use in various food products continues to be developed. The Company continues to develop its soy protein meat substitutes with Nutrisoy Next™. This product has the texture and flavor profile of chicken breast meat. Pork flavored products were introduced this year. This product has been well received in the U.K. market where it offers an alternate to fungal meat analogs. The Company is also producing a new organic soy protein ingredient, Nutrisoy® whole soybean soymilk powder. This product differs from traditional soymilks in that the fiber component of the soybean is retained in the soymilk. Commercial soymilks using this product have been launched in the marketplace.

(iii) | Source and availability of raw materials Substantially all of the Company's raw materials are agricultural commodities. In any single year, the availability and price of these commodities are subject to unpredictable factors such as weather, plantings, government (domestic and foreign) farm programs and policies, changes in global demand created by population growth and changes in standards of living, and global production of similar and competitive crops. The substantial majority of our raw materials are procured from thousands of grain elevators and wholesale merchants, principally in North America, South America and Europe pursuant to short-term agreements (less than 1 year) or on a “spot” basis. The Company does not grow crops and a relatively small proportion of our raw materials are purchased directly from growers. The Company is not dependent upon any particular grower, elevator or merchant or group of growers, elevators or merchants as a source for its raw materials.

(iv) | Patents, trademarks and licenses The Company owns several valuable patents, trademarks and licenses, but does not consider any segment of its business dependent upon any single or group of patents, trademarks or licenses.

(v) | Extent to which business is seasonal Since the Company is so widely diversified in global agribusiness markets, there are no material seasonal fluctuations in the manufacture, sale and distribution of its products and services. There is a degree of seasonality in the growing season and procurement of the Company's principal raw materials: oilseeds, corn, wheat, cocoa beans and other grains. However, the actual physical movement of the millions of bushels of these crops through the Company's storage and processing facilities is reasonably constant throughout the year.

(vi) | Working capital items Price variations and availability of raw agricultural commodities may cause fluctuations in the Company's receivables, inventories, and short-term borrowings.

Item 1. | BUSINESS—Continued

(vii) | Dependence on single customer No material part of the Company's business in any segment is dependent upon a single customer or very few customers.

(viii) | Amount of backlog Because of the nature of the Company's business, the backlog of orders at year end is not a significant indication of the Company's activity for the current or upcoming year.

(ix) | Business subject to renegotiation The Company has no business with the government subject to renegotiation.

(x) | Competitive conditions Markets for the Company's products are highly price competitive and sensitive to product substitution. No single company competes with the Company in all of its markets. However, a number of large companies compete with the Company in one or more markets. Major competitors in one or more markets include, but are not limited to, Barry Callebaut A.G., Bunge, Ltd., Cargill, Inc., ConAgra, Inc., Corn Products International, Inc. and Tate & Lyle PLC.

(xi) | Research and development expenditures The Company’s research and development expenditures are focused on developing food, feed, and industrial products from renewable, agricultural crops. The Company uses technical services representatives to interact with customers to understand the customers’ product needs. These technical service representatives then interact with researchers who are familiar with the Company’s wide range of food, feed and industrial products as well as applications technology. These individuals form quick acting teams to develop solutions to customer needs. The Company maintains a research laboratory in Decatur, Illinois where product and process development activities are conducted. To develop new bioproducts and to improve existing bioproducts, new cultures are developed using classical mutation and genetic engineering. Protein and vegetable oil research is conducted at facilities in Decatur where bakery, meat and dairy pilot plants support application research. Vegetable oil research is also conducted in Hamburg, Germany, Erith, U.K. and Arras, France. Research to support sales and development for bakery products is done at a laboratory in Olathe, Kansas. Research to support sales and development for cocoa and chocolate products is done in Milwaukee, Wisconsin and the Netherlands. Research and technical support for industrial and food wheat starch applications is conducted in a Montreal, Canada research center. The Company conducts research for corn starches in paper and textile industries as well as fuel ethanol research in Clinton, Iowa. The Company maintains research centers in Quincy, Illinois and Decatur, Indiana that conduct swine and cattle feeding trials to test new formula feed products and to develop improved feeding efficiencies.

Item 1. | BUSINESS—Continued

| The amounts spent during the three years ended June 30, 2005, 2004 and 2003 for such technical efforts were approximately $40 million, $32 million and $30 million, respectively.

(xii) | Material effects of capital expenditures for environmental protection During the year ended June 30, 2005, $63 million was spent for equipment, facilities and programs for pollution control and compliance with the requirements of various environmental agencies.

| There have been no material effects upon the earnings and competitive position of the Company resulting from compliance with federal, state and local laws or regulations enacted or adopted relating to the protection of the environment. The Company expects expenditures for environmental facilities and programs to continue at approximately the present rate with no unusual amounts anticipated for the next two years.

(xiii) | Number of employees The number of persons employed by the Company was 25,641 at June 30, 2005.

(d) | Financial Information About Foreign and Domestic Operations and Export Sales The Company's foreign operations are principally in developed countries and do not entail any undue or unusual business risks. Geographic financial information is set forth in "Note 13 of Notes to Consolidated Financial Statements" of the annual shareholders' report for the year ended June 30, 2005 and is incorporated herein by reference. Export sales by segment for the last three years were as follows:

|  |  |  | 2005 |  |  | 2004 |  |  | 2003 |
|  |  | (in thousands)
| Oilseeds Processing |  | $ | 800,003 |  | $ | 1,212,729 |  | $ | 600,031 |
| Corn Processing |  |  | 426,999 |  |  | 533,672 |  |  | 432,395 |
| Agricultural Services |  |  | 5,005,900 |  |  | 5,001,022 |  |  | 4,264,044 |
| Other |  |  | 211,301 |  |  | 246,478 |  |  | 228,818 |
| Total |  | $ | 6,444,203 |  | $ | 6,993,901 |  | $ | 5,525,288 |

(e) | Available Information The Company’s Internet website is http://www.admworld.com. The Company makes available, free of charge, through its Internet website, the Company’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, Directors and Officers Forms 3, 4 and 5, and amendments to those reports, as soon as reasonably practicable after electronically filing such materials with, or furnishing them to, the Securities and Exchange Commission. In addition, the Company makes available, through its Internet website, the Company’s Business Code of Conduct and Ethics, Corporate Governance Guidelines, and the written charters of the Audit, Compensation/Succession, Nominating/Corporate Governance, and Executive Committees.

Item 1. | BUSINESS—Continued

(f) | Executive Officers and Certain Significant Employees of the Company

| Name | Title | Age
| G. Allen Andreas | Chairman of the Board of Directors from January 1999. Chief Executive from July 1997. President from July 1997 to February 1999. | 62
| Ronald S. Bandler | Assistant Treasurer from January 1998. Manager of Treasury Operations from 1989 to January 1998. | 44
| Lewis W. Batchelder | Senior Vice President from December 2001. Group Vice President from July 1997 to December 2001. President of Grain Operations from March 2001. | 60
| Mark A. Bemis | Vice President from February 2005. President of ADM Cocoa from September 2001. Vice President and General Manager, North American Division-ADM Cocoa from March 1999 to September 2001. Various merchandising and management positions from 1983 to March 1999. | 44
| J. Kevin Burgard | Vice President from January 2003. President of Specialty Food Ingredients from June 2005. Managing Director of ADM International from January 2003 to June 2005. President of North American Oilseed Processing Division from March 2002 to January 2003. President, ADM Bioproducts and Feed from September 2001 to March 2002. Vice President, North American Soybean Division from January 2001 to September 2001. Various merchandising management positions from 1986 to 2001. | 43
| William H. Camp | Executive Vice President from February 2005. Senior Vice President from December 2001 to February 2005. Group Vice President and President, North American Oilseed Processing Division from April 2000 to December 2001. Group Vice President and President, South American Oilseed Processing Division from March 1999 to April 2000. Vice President from April 1993 to March 1999. | 56
| Mark J. Cheviron | Vice President from July 1997. Vice President of Corporate Security and Administrative Services since May 1997. Director of Security since 1980. | 56
| Craig A. Fischer | Vice President from September 2001. President of ADM Milling from September 2001. President of ADM BioProducts and Specialty Ingredients from July 2000 to September 2001. Vice President of ADM Corn Processing from 1985 to 2000. President of ARTCO from 1996 to 1999. | 55

Item 1. | BUSINESS—Continued

| Dennis C. Garceau | Vice President from April 1999. President of ADM Technical Services Department from April 1999. Various senior engineering positions from 1969 to April 1999. | 58
| Edward A. Harjehausen | Senior Vice President from February 2005. Group Vice President from March 2002 to February 2005. President of ADM Bioproducts and Feed Division from March 2002 to June 2005. President of ADM Corn Processing Division from July 2000 to June 2005. Vice President from October 1992 to March 2002. President of ADM Bioproducts and Food Additives from October 1999 to July 2000. | 55
| Shannon Herzfeld | Vice President-Government Relations from February 2005. Senior Vice President-International Affairs with Pharmaceutical Research and Manufacturers of America (PhRMA) trade association from January 1998 to December 2004. Director-International Trade Services with Akin, Gump, Strauss, Hauer & Feld, L.L.P from 1985 to 1997. | 53
| Craig E. Huss | Vice President from January 2001. President of ADM Transportation from 1999. Various grain elevator and merchandising management positions from 1976 to 1999. | 53
| Matthew J. Jansen | Vice President from January 2003. President, South American Oilseed Processing Division from April 2000. Vice President, South American Oilseed Processing Division from August 1999 to April 2000. Various merchandising management positions from 1989 to 1999. | 39
| Michael Lusk | Vice President from November 1999. Senior Vice President with AON/ International Risk Management Company, Inc. from 1989 to November 1999. | 56
| Vikram Luthar | Vice President and Treasurer from November 2004. Various treasury positions with General Motors Corporation from 1993 to 2004. | 38
| Margaret M. Loebl | Group Vice President - Finance from November 2002. Vice President, Corporate Finance of NIKE, Inc. from 2000 to 2001. Various finance and control positions with General Motors Corporation from 1987 to 2000. | 45
| Steven R. Mills | Group Vice President from January 2002. Vice President from February 2000 to January 2002. Controller from October 1994. | 50

Item 1. | BUSINESS—Continued

| Randall J. Moon | Vice President-Human Resources from February 2005. Vice President-Compensation and Benefits from August 2002 to February 2005. Various employee benefits and human resources positions with CSX Corporation from 1991 to July 2002. | 46
| Paul B. Mulhollem | Chief Operating Officer from January 2002. President from December 2001. Senior Vice President from October 1999 to December 2001. Group Vice President from July 1997 to October 1999. Vice President from January 1996 to July 1997. Managing Director of ADM International, Ltd. from 1993 to October 1999. | 55
| Brian F. Peterson | Senior Vice President - Corporate Affairs from January 2003. Group Vice President and Managing Director of ADM International, Ltd. from October 1999 to January 2003. Vice President from January 1996 to October 1999. President of ADM Protein Specialties Division from February 1999 to October 1999. President of ADM Bioproducts Division from 1995 to October 1999. | 63
| Raymond V. Preiksaitis | Group Vice President from July 1997. Vice President of Management Information Systems from 1988 to July 1997. | 53
| John G. Reed | Vice President from 1982. | 75
| John D. Rice | Executive Vice President from February 2005. Senior Vice President from February 2000 to February 2005. Group Vice President and President, North American Oilseed Processing Division from February 1999 to February 2000. Vice President from 1993 to February 1999. President of ADM Food Oils Division from December 1996 to February 2000. | 51
| Scott A. Roberts | Assistant Secretary and Assistant General Counsel from July 1997. Member of the Law Department since 1985. | 45
| Kenneth A. Robinson | Vice President from January 1996. | 58
| Ismael Roig | Vice President-Planning and Business Development from December 2004. Various finance and control positions with General Motors Corporation from 1993 to 2004. | 38
| Scott A. Roney | Vice President-Corporate Compliance and Regulatory Affairs from April 2001. Member of the Law Department from 1991 to April 2001. | 41
| Marc A. Sanner | Assistant Controller from January 2003. Vice President, Business Development and Strategic Planning from July 2001 to January 2003. Various positions in tax and accounting from 1987 to 2001. | 52

Item 1. | BUSINESS—Continued

| Douglas J. Schmalz | Senior Vice President and Chief Financial Officer from January 2002. Vice President and Chief Financial Officer from 1986 to January 2002. | 59
| A. J. Shafter | Vice President and Assistant General Counsel from January 2003. Partner with Kehart Shafter Webber & Campbell Robinson from December 1975 to January 2003. | 58
| David J. Smith | Executive Vice President, Secretary and General Counsel from January 2003. Senior Vice President, Secretary and General Counsel from January 2002 to January 2003. Vice President, Secretary and General Counsel from July 1997 to January 2002. Assistant General Counsel from 1995 to July 1997. Assistant Secretary from 1988 to July 1997. | 50
| Stephen H. Yu | Vice President from January 1996. | 45
| Jankees van der Wild | Group Vice President from February 2005. President-ADM North American Oilseed Processing Division from February 2003 to February 2005. President-ADM European Oilseed Processing Division from August 2000 to February 2003. Various commercial and management positions with crushing and refining operations in Europe from 1991. | 42
| Mark Zenuk | Vice President from August 2005. Managing Director-ADM International, Ltd. since June 2005. Various merchandising and management positions from 2000 to 2005. | 38
| Officers of the Company are elected by the Board of Directors for terms of one year and until their successors are duly elected and qualified.

Item 2. | PROPERTIES

The Company owns or leases the following processing plants and procurement facilities:

|  | Processing Plants | Procurement Facilities
|  |  | United |  |  | Foreign |  |  | Total |  |  | United |  |  | Foreign |  |  | Total |
|  |  | States |  |  |  |  |  |  |  |  | States |  |  |  |  |  |  |
Owned |  |  | 133 |  |  | 113 |  |  | 246 |  |  | 183 |  |  | 94 |  |  | 277 |
Leased |  |  | 4 |  |  | 1 |  |  | 5 |  |  | 10 |  |  | 33 |  |  | 43 |
|  |  | 137 |  |  | 114 |  |  | 251 |  |  | 193 |  |  | 127 |  |  | 320 |

The Company’s operations are such that most products are efficiently processed near the source of raw materials. Consequently, the Company has many plants strategically located in grain producing areas. The annual volume of commodities processed will vary depending upon availability of raw materials and demand for finished products.

Oilseeds Processing

|  | Processing Plants | Procurement Facilities
|  |  | United States |  |  | Foreign |  |  | Total |  |  | United States |  |  | Foreign |  |  | Total |
Owned |  |  | 38 |  |  | 55 |  |  | 93 |  |  | 14 |  |  | 80 |  |  | 94 |
Leased |  |  | 2 |  |  | - |  |  | 2 |  |  | - |  |  | 23 |  |  | 23 |
|  |  | 40 |  |  | 55 |  |  | 95 |  |  | 14 |  |  | 103 |  |  | 117 |

The Company operates twenty-two domestic and twenty foreign oilseed crushing plants with a daily processing capacity of approximately 89,000 metric tons (3.3 million bushels). The domestic plants are located in Arkansas, Georgia, Illinois, Indiana, Iowa, Kansas, Minnesota, Missouri, Nebraska, North Dakota, Ohio, South Carolina, Tennessee and Texas. The foreign plants are located in Bolivia, Brazil, Canada, England, Germany, India, Mexico, the Netherlands, Poland, Turkey, and the Ukraine. The Company operates eleven domestic oilseed refineries in Georgia, Illinois, Indiana, Iowa, Minnesota, Nebraska, North Dakota and Tennessee, as well as twenty foreign refineries in Bolivia, Brazil, Canada, England, France, Germany, India, the Netherlands, Poland, and Turkey. The Company packages oils at five domestic plants located in California, Georgia, and Illinois, as well as at ten foreign plants located in Bolivia, Brazil, England, Germany and Turkey. Cotton linter pulp is produced in Tennessee and cottonseed flour is produced in Texas. The Company operates two fertilizer blending plants in Brazil and two bio-diesel plants in Germany. The Oilseeds Processing segment operates fourteen domestic country grain elevators as adjuncts to its processing plants. These elevators, with an aggregate storage capacity of 6.0 million bushels, are located in Illinois, Missouri and North Carolina. This segment also operates one hundred three foreign elevators, including port facilities, in Bolivia, Brazil, Canada, Germany, the Netherlands and Paraguay as adjuncts to its processing plants. These facilities have a storage capacity of 124 million bushels.

Item 2. | PROPERTIES—Continued

Corn Processing

|  | Processing Plants | Procurement Facilities
|  |  | United States |  |  | Foreign |  |  | Total |  |  | United States |  |  | Foreign |  |  | Total |
Owned |  |  | 14 |  |  | 1 |  |  | 15 |  |  | 5 |  |  | - |  |  | 5 |

The Company operates five wet corn milling and two dry corn milling plants with a daily grind capacity of approximately 50,500 metric tons (2.0 million bushels). Corn germ extraction plants, sweeteners and starches production facilities, and bioproducts production facilities are located in Illinois, Iowa, Minnesota, Nebraska, North Carolina, North Dakota, and Ireland. The Corn Processing segment also operates five domestic grain terminal elevators as adjuncts to its processing plants. These elevators, with an aggregate storage capacity of 10.5 million bushels, are located in Minnesota.

Agricultural Services

|  | Processing Plants | Procurement Facilities
|  |  | United States |  |  | Foreign |  |  | Total |  |  | United States |  |  | Foreign |  |  | Total |
Owned |  |  | 1 |  |  | - |  |  | 1 |  |  | 140 |  |  | 10 |  |  | 150 |
Leased |  |  | - |  |  | - |  |  | - |  |  | 10 |  |  | 3 |  |  | 13 |
|  |  | 1 |  |  | - |  |  | 1 |  |  | 150 |  |  | 13 |  |  | 163 |

The Company operates a rice mill located in California. The Agricultural Services segment operates one hundred fifty domestic terminal, sub-terminal, country, and river elevators covering the major grain producing states, including forty-eight country elevators and one hundred two sub-terminal, terminal and river loading facilities including eight grain export elevators in Florida, Louisiana, Ohio and Texas. Elevators are located in Arkansas, Illinois, Indiana, Iowa, Kansas, Kentucky, Michigan, Minnesota, Missouri, Montana, Nebraska, North Dakota, Ohio, Oklahoma, Tennessee, and Texas. These elevators have an aggregate storage capacity of approximately 341 million bushels. The Company has three grain export elevators in Argentina that have an aggregate storage capacity of approximately 12 million bushels. In addition, the Company has five country elevators and one river elevator located in the Ukraine, three river elevators located in Romania, and one country elevator in the Dominican Republic.

Other

|  | Processing Plants | Procurement Facilities
|  |  | United States |  |  | Foreign |  |  | Total |  |  | United States |  |  | Foreign |  |  | Total |
Owned |  |  | 80 |  |  | 57 |  |  | 137 |  |  | 24 |  |  | 4 |  |  | 28 |
Leased |  |  | 2 |  |  | 1 |  |  | 3 |  |  | - |  |  | 7 |  |  | 7 |
|  |  | 82 |  |  | 58 |  |  | 140 |  |  | 24 |  |  | 11 |  |  | 35 |

Item 2. | PROPERTIES—Continued

The Company operates twenty-three domestic wheat flour mills, a domestic bulgur plant, two domestic corn flour mills, two domestic milo mills, and twenty-two foreign flour mills with a total daily milling capacity of approximately 27,300 metric tons (1.0 million bushels). The Company also operates six bakery mix and specialty ingredient plants. These plants and related properties are located in California, Illinois, Indiana, Kansas, Minnesota, Missouri, Nebraska, New York, North Carolina, Oklahoma, Pennsylvania, Tennessee, Texas, Washington, Barbados, Belize, Canada, England, Grenada, and Jamaica. The Company operates two foreign formula feed plants as adjuncts to the wheat flour mills in Belize and Grenada. The Company operates a food ingredient plant and a rice milling plant in Jamaica. The Company operates three domestic and ten foreign chocolate and cocoa bean processing plants. The domestic plants are located in Massachusetts, New Jersey, and Wisconsin, and the foreign plants are located in Brazil, Canada, China, England, Ivory Coast, the Netherlands, Poland and Singapore. The Company operates eleven cocoa bean procurement and handling facilities/port sites in the Ivory Coast, Indonesia, Malaysia and Brazil. The Company operates two domestic soy protein specialty plants in Illinois and one foreign plant in the Netherlands. Lecithin products are produced at six domestic and four foreign plants in Illinois, Iowa, Nebraska, Canada, Germany and the Netherlands. The Company also operates a starch and gluten plant in Iowa and one in Canada. The Company produces soy-based foods at plants in Illinois, North Dakota, and England. The Company produces Vitamin E, sterols, and isoflavones at plants in Illinois. The Company also operates a bakery mix and specialty ingredient plant in Kansas and a honey drying operation in Wisconsin. The Company operates twenty-four domestic edible bean procurement facilities with an aggregate storage capacity of approximately 12 million bushels, located in Colorado, Idaho, Michigan, Minnesota, North Dakota, and Wyoming. The Company has an edible bean dehydration facility in North Dakota. The Company also operates thirty-one domestic and nine foreign formula feed and animal health and nutrition plants. The domestic plants are located in Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Michigan, Minnesota, Missouri, Nebraska, Ohio, Pennsylvania, South Dakota, Texas, Wisconsin and Washington. The foreign plants are located in Canada, China, Ireland, Puerto Rico and Trinidad.

Item 3. | LEGAL PROCEEDINGS

ENVIRONMENTAL MATTERS
The United States Environmental Protection Agency (“USEPA”) issued a Finding of Violation on March 3, 2005, regarding alleged violations of the National Emission Standards for Hazardous Air Pollutants for Pharmaceutical Production relating to the operation of the Company’s Vitamin E Plant in Decatur, Illinois. The alleged violations relate to compliance demonstrations for equipment testing and monitoring, recordkeeping and reporting, but do not allege any violations of applicable air emissions limitations. The Company met with representatives of the USEPA on April 12, 2005, to discuss the allegations, and it is likely that the USEPA will seek a civil penalty in excess of $1,000,000. The Company intends to work cooperatively with the USEPA to ensure that all applicable requirements are met. In management’s opinion, the civil penalty imposed will not have a material adverse effect on the Company’s financial condition or results of operations.
The Company is involved in approximately 25 administrative and judicial proceedings in which it has been identified as a potentially responsible party (“PRP”) under the federal Superfund law and its state analogs for the study and clean-up of sites contaminated by material discharged into the environment. In all of these matters, there are numerous PRPs. Due to various factors such as the required level of remediation and participation in the clean-up effort by others, the Company’s future clean-up costs at these sites cannot be reasonably estimated. In management’s opinion, these proceedings will not, either individually or in the aggregate, have a material adverse effect on the Company’s financial condition or results of operations.

Item 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

PART II

Item 5. | MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES

Information responsive to this Item is set forth in "Common Stock Market Prices and Dividends" of the annual shareholders' report for the year ended June 30, 2005 and is incorporated herein by reference.
ISSUER PURCHASES OF EQUITY SECURITIES

|  |  |  |  |  |  |  |  | Total Number of |  |  | Number of Shares |
|  |  | Total Number |  |  | Average |  |  | Shares Purchased as |  |  | Remaining to be |
|  |  | of Shares |  |  | Price Paid |  |  | Part of Publicly |  |  | Purchased Under the |
Period |  |  | Purchased (1) |  |  | per Share |  |  | Announced Program (2) |  |  | Program (2) |
April 1, 2005 to April 30, 2005 |  |  | 542,444 |  | $ | 21.55 |  |  | 522,797 |  |  | 99,327,158 |
May 1, 2005 to May 31, 2005 |  |  | 5,940,360 |  | $ | 19.32 |  |  | 5,937,296 |  |  | 93,389,862 |
June 1, 2005 to June 30, 2005 |  |  | 491,351 |  | $ | 19.95 |  |  | 482,504 |  |  | 92,907,358 |
Total |  |  | 6,974,155 |  | $ | 19.54 |  |  | 6,942,597 |  |  | 92,907,358 |

(1) Total shares purchased represents those shares purchased as part of the Company’s publicly announced share repurchase program described below and shares received as payment of the exercise price for stock option exercises. During the three-month period ended June 30, 2005, the Company received 31,558 shares as payment of the exercise price for stock option exercises. (2) On November 4, 2004, the Company’s Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to 100,000,000 shares of the Company’s common stock during the period commencing January 1, 2005 and ending December 31, 2009.

Item 6. | SELECTED FINANCIAL DATA

Information responsive to this Item is set forth in the "Ten Year Summary of Operating, Financial and Other Data" of the annual shareholders' report for the year ended June 30, 2005 and is incorporated herein by reference.

Item 7. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Information responsive to this Item is set forth in "Management's Discussion of Operations and Financial Condition" of the annual shareholders' report for the year ended June 30, 2005 and is incorporated herein by reference.

Item 7A. | QUANTITIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Information responsive to this Item is set forth in "Management's Discussion of Operations and Financial Condition" of the annual shareholders' report for the year ended June 30, 2005 and is incorporated herein by reference.

Item 8. | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The following financial statements and supplementary data included in the annual shareholders' report for the year ended June 30, 2005 are incorporated herein by reference:
Consolidated balance sheets--June 30, 2005 and 2004
Consolidated statements of earnings--Years ended June 30, 2005, 2004 and 2003
Consolidated statements of shareholders' equity--Years ended June 30, 2005, 2004 and 2003
Consolidated statements of cash flows--Years ended June 30, 2005, 2004 and 2003
Notes to consolidated financial statements--June 30, 2005
Summary of Significant Accounting Policies
Report of Management on Internal Control Over Financial Reporting
Reports of Independent Registered Public Accounting Firm
Quarterly Financial Data (Unaudited)

Item 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

Item 9A. | CONTROLS AND PROCEDURES

As of June 30, 2005, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)). Based on that evaluation, the Company’s management, including the Chief Executive Officer and Chief Financial Officer, concluded the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. There was no change in the Company’s internal controls over financial reporting during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting.
Management’s report on internal control over financial reporting is set forth in “Report of Management on Internal Control Over Financial Reporting” of the annual shareholders report for the year ended June 30, 2005 and is incorporated herein by reference.

Item 9A. | CONTROLS AND PROCEDURES - Continued

The report of the independent registered public accounting firm on internal control over financial reporting is set forth in “Report of Independent Registered Public Accounting Firm” of the annual shareholders report for the year ended June 30, 2005 and is incorporated herein by reference.

Item 9B. | OTHER INFORMATION

None.
PART III

Item 10. | DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Information with respect to directors, executive officers, code of conduct, audit committee and audit committee financial experts of the Company, and Section 16(a) beneficial ownership reporting compliance is set forth in “Election of Directors,”“Corporate Governance Guidelines,”“Code of Conduct,”“Report of the Audit Committee,” and “Section 16(a) Beneficial Ownership Reporting Compliance,” of the definitive proxy statement for the Company’s annual meeting of stockholders to be held on November 3, 2005 and is incorporated herein by reference. Certain information with respect to executive officers is included in Item 1(f) of this report.

Item 11. | EXECUTIVE COMPENSATION

Information responsive to this Item is set forth in "Executive Compensation" of the definitive proxy statement for the Company’s annual meeting of stockholders to be held on November 3, 2005 and is incorporated herein by reference.

Item 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Information responsive to this Item is set forth in "Principal Holders of Voting Securities", “Election of Directors” and “Equity Compensation Plan Information” of the definitive proxy statement for the Company’s annual meeting of stockholders to be held on November 3, 2005 and is incorporated herein by reference.

Item 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Information responsive to this Item is set forth in "Certain Relationships and Related Transactions" of the definitive proxy statement for the Company’s annual meeting of stockholders to be held on November 3, 2005 and is incorporated herein by reference.

Item 14. | PRINCIPAL ACCOUNTANT FEES AND SERVICES

Information responsive to this Item is set forth in “Fees Paid to Independent Auditors” and “Audit Committee Pre-Approval Policies” of the definitive proxy statement for the Company’s annual meeting of stockholders to be held on November 3, 2005 and is incorporated herein by reference.

PART IV

Item 15. | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1) | The following consolidated financial statements and other financial data of the registrant and its subsidiaries, included in the annual report of the Company to its shareholders for the year ended June 30, 2005, are incorporated by reference in Item 8, and are also incorporated herein by reference: Consolidated balance sheets--June 30, 2005 and 2004 Consolidated statements of earnings--Years ended June 30, 2005, 2004 and 2003 Consolidated statements of shareholders' equity-- Years ended June 30, 2005, 2004 and 2003 Consolidated statements of cash flows--Years ended June 30, 2005, 2004 and 2003 Notes to consolidated financial statements--June 30, 2005 Summary of Significant Accounting Policies Quarterly Financial Data (Unaudited)

(a)(2) | Financial Statement Schedules

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES |
|  | Balance at |  |  |  |  |  |  |  | Balance at |
|  | Beginning |  |  |  |  |  |  |  | End |
|  | of Year |  | Additions |  | Deductions (1) |  | Other (2) |  | of Year |
|  | (In thousands) |
Allowance for doubtful accounts |  |  |  |  |  |  |  |  |  |  |
2003 |  | $ 49,289 |  | 14,934 |  | (27,756) |  | 4,149 |  | $ 40,616 |
2004 |  | $ 40,616 |  | 13,747 |  | (10,503) |  | (453) |  | $ 43,407 |
2005 |  | $ 43,407 |  | 5,658 |  | (6,264) |  | 1,599 |  | $ 44,400 |
(1) Uncollectible accounts written off, net of recoveries |  |  |  |  |  |  |
(2) Impact of business combinations and foreign currency exchange adjustments |  |  |  |

All other schedules are either not required, not applicable or the information is otherwise included.

Item 15. | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (Continued)

(a)(3) | LIST OF EXHIBITS

(3) | (i) | Composite Certificate of Incorporation, as amended, filed on November 13, 2001, as Exhibit (3)(i) to Form 10-Q for the quarter ended September 30, 2001 (File No. 1-44), is incorporated herein by reference.

| (ii) | Bylaws, as amended and restated, filed on May 12, 2000 as Exhibit 3(ii) to Form 10-Q for the quarter ended March 31, 2000 (File No. 1-44), are incorporated herein by reference.

(4) | Instruments defining the rights of security holders, including:

| (i) | Indenture dated June 1, 1986 between the registrant and JPMorgan Chase (formerly known as, or successor to, The Chase Manhattan Bank, Chemical Bank, and Manufacturers Hanover Trust Company), as Trustee (incorporated by reference to Exhibit 4(a) to Registration Statement No. 33-6721), and Supplemental Indenture dated as of August 1, 1989 between the registrant and JPMorgan Chase (formerly known as, or successor to, The Chase Manhattan Bank, Chemical Bank and Manufacturers Hanover Trust Company), as Trustee (incorporated by reference to Exhibit 4(c) to Post-Effective Amendment No. 3 to Registration Statement No. 33-6721), relating to: the $300,000,000 - 8 7/8% Debentures due April 15, 2011, the $300,000,000 - 8 3/8% Debentures due April 15, 2017, the $300,000,000 - 8 1/8% Debentures due June 1, 2012, the $250,000,000 - 7 1/8% Debentures due March 1, 2013, the $350,000,000 - 7 1/2% Debentures due March 15, 2027, the $200,000,000 - 6 3/4% Debentures due December 15, 2027, the $250,000,000 - 6 7/8% Debentures due December 15, 2097, the $196,210,000 - 5 7/8% Debentures due November 15, 2010, the $300,000,000 - 6 5/8% Debentures due May 1, 2029, the $400,000,000 - 7% Debentures due February 1, 2031, and the $500,000,000 - 5.935% Debentures due October 1, 2032. Copies of constituent instruments defining rights of holders of long-term debt of the Company and Subsidiaries, other than the Indentures specified herein, are not filed herewith, pursuant to Instruction (b)(4)(iii)(A) to Item 601 of Regulation S-K, because the total amount of securities authorized under any such instrument does not exceed 10% of the total assets of the Company and Subsidiaries on a consolidated basis. The registrant hereby agrees that it will, upon request by the Commission, furnish to the Commission a copy of each such instrument.

Item 15. | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (Continued)

(10) | Material Contracts--Copies of the Company's stock option and stock unit plans, deferred compensation plan, and savings and investment plans, pursuant to Instruction (b)(10)(iii)(A) to Item 601 of Regulation S-K, each of which is a management contract or compensation plan or arrangement required to be filed as an exhibit pursuant to Item 15(c) of Form 10-K, are incorporated herein by reference as follows:

(i) | Exhibits 4(c) and 4(d) to Registration Statement No. 33-49409 on Form S-8 dated March 15, 1993 relating to the Archer Daniels Midland 1991 Incentive Stock Option Plan and Archer Daniels Midland Company Savings and Investment Plan.

(ii) | Exhibits 4(c) and 4(d) to Registration Statement No. 333-39605 on Form S-8 dated November 5, 1997 relating to the ADM Savings and Investment Plan for Salaried Employees and the ADM Savings and Investment Plan for Hourly Employees.

(iii) | The Archer-Daniels-Midland 1996 Stock Option Plan (incorporated by reference to Exhibit A to the Company’s Definitive Proxy Statement filed with the Secruities and Exchange Commission on September 25, 1996 (File No. 1-44)).

(iv) | The Archer-Daniels-Midland Company Amended and Restated Stock Unit Plan for Nonemployee Directors (incorporated by reference to Exhibit 99.3 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 23, 2004 (File No. 1-44)).

(v) | Exhibits 4(c) and 4(d) to Registration Statement No. 333-75073 on Form S-8 dated March 26, 1999 relating to the ADM Employee Stock Ownership Plan for Salaried Employees and the ADM Employee Stock Ownership Plan for Hourly Employees.

(vi) | The Archer-Daniels-Midland Company Incentive Compensation Plan (incorporated by reference to Exhibit A to the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on September 15, 1999 (File No. 1-44)).

(vii) | Exhibits 4.3 and 4.4 to Registration Statement No. 333-42612 on Form S-8 dated July 31, 2000 relating to the ADM 401(k) Plan for Salaried Employees and the ADM 401(k) Plan for Hourly Employees, as amended by Post-Effective Amendment No. 1 to Registration Statement No. 333-42612 on Form S-8 dated August 8, 2000.

(viii) | ADM Deferred Compensation Plan for Selected Management Employees II (as adopted as of December 1, 2004)(incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 23, 2004 (File No. 1-44)).

(ix) | ADM Supplemental Retirement Plan II (as adopted as of December 1, 2004) (incorporated by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K field with the Securities and Exchange Commission on December 23, 2004 (File No. 1-44)).

Item 15. | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (Continued)

(x) | The Archer-Daniels-Midland 2002 Incentive Compensation Plan (incorporated by reference to Exhibit A to the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on September 25, 2002 (File No. 1-44)).

(xi) | Management Compensation Arrangements (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 (File No. 1-44)).

(xii) | Form of Stock Option Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 (File No. 1-44)).

(xiii) | Form of Restricted Stock Agreement (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 (File No. 1-44)).

(13) | Portions of annual report to shareholders incorporated by reference

(21) | Subsidiaries of the registrant

(23) | Consent of independent registered public accounting firm

(24) | Powers of attorney

(31.1) | Certification of Chief Executive Officer pursuant to Rule 13a - 14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

(31.2) | Certification of Chief Financial Officer pursuant to Rule 13a - 14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

(32.1) | Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(32.2) | Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Date: September 8, 2005
ARCHER-DANIELS-MIDLAND COMPANY
By: /s/ D. J. Smith
D. J. Smith
Executive Vice President, Secretary
and General Counsel
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on September 8, 2005, by the following persons on behalf of the Registrant and in the capacities indicated.

/s/ G. A. Andreas | /s/ P. J. Moore
G. A. Andreas, | P. J. Moore*,
Chief Executive and Director | Director
(Principal Executive Officer) |
| /s/ M. B. Mulroney
/s/D. J. Schmalz, | M. B. Mulroney*,
D. J. Schmalz | Director
Senior Vice President and |
Chief Financial Officer | /s/ T. F. O’Neill
(Principal Financial Officer) | T. F. O’Neill*,
| Director
/s/S. R. Mills, |
S. R. Mills | /s/ O. G. Webb
Group Vice President and Controller | O. G. Webb*,
(Controller) | Director
/s/ A. L. Boeckmann | /s/ K. R. Westbrook
A. L. Boeckmann*, | K. R. Westbrook*,
Director | Director
/s/ M. H. Carter | /s/ D. J. Smith
M. H. Carter*, | Attorney-in-Fact
Director |
/s/ R. S. Joslin |
R. S. Joslin *, |
Director |

*Powers of Attorney authorizing D. J. Schmalz, S. R. Mills and D. J. Smith and each of them, to sign the Form 10-K on behalf of the above-named officers and directors of the Company copies of which are being filed with the Securities and Exchange Commission.