DuPont and Pioneer Hi-Bred International, Inc. today filed a transaction statement on Schedule 13e-3 with the Securities and Exchange Commission (SEC) outlining the terms of the merger in which DuPont will acquire the 80 percent of Pioneer not currently owned by DuPont.

The filing includes a proposed proxy statement for Pioneer to use in soliciting proxies for the
Pioneer special meeting of shareholders. Following review by the SEC and approval by Pioneer
shareholders, the merger is expected to be completed late this summer. The offering will be made only by means of a proxy statement/prospectus, which will contain the specific terms of the transaction and which will be provided to Pioneer stockholders.

Under the terms of the merger agreement, Pioneer shareholders will receive $40 per share. In
aggregate, 45 percent of the shares will receive cash and 55 percent of the shares will receive
DuPont stock. Pioneer shareholders will have certain rights to elect which form of consideration
they receive. The total equity value of the transaction is estimated to be approximately $7.7 billion for the 80 percent of Pioneer not currently owned by DuPont.

In September 1997, DuPont and Pioneer formed a research alliance and in January 1998, a separate joint venture company -- Optimum Quality Grains, L.L.C. DuPont also invested $1.7
billion in Pioneer to acquire a 20 percent equity interest.

Pioneer Hi-Bred International, Inc. is the world's leading supplier of agricultural genetics and is the leading developer and integrator of agricultural technology. Headquartered in Des Moines, Iowa, Pioneer develops, produces, and markets a full line of seeds, forage and grain additives and services to grain and livestock producers, grain processors and other customers worldwide.

DuPont is a science company, delivering science-based solutions that make a difference in people's lives in food and nutrition; health care; apparel; home and construction; electronics; and transportation. Founded in 1802, the company operates in 65 countries and has 92,000 employees.

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