DuPont and Pioneer Hi-Bred International, Inc. today announced that Pioneer shareholders will receive .6561 DuPont share for each Pioneer share exchanged for DuPont stock in the merger in which DuPont will acquire the 80 percent of Pioneer not currently owned by DuPont.

Under the terms of the merger agreement, the conversion ratio was set by dividing $40 by the average closing sale price of DuPont common stock over the 10-day trading period ending Sept. 28, 1999.

Shareholder election forms must be at the office of the exchange agent, First Chicago Trust Co. of New York by 5 p.m. New York City time on Sept. 30, 1999. Shares for which properly completed election and transmittal forms have not been received by this time will be treated as elected for cash, subject to proration. Distribution of merger proceeds for such shares will be delayed until properly completed documentation is obtained from affected shareholders sometime after the merger close.

In exchange for their Pioneer shares, Pioneer shareholders will receive $40 per share in cash, DuPont shares, or some combination of cash and DuPont shares. In aggregate, 45 percent of the shares will receive cash and 55 percent will receive DuPont stock. Pioneer shareholders have certain rights to elect which form of consideration they receive.

A special meeting of Pioneer shareholders to consider the proposed merger has been scheduled for Oct. 1, 1999, at 8 a.m. CDT in Johnston, Iowa. The completion of the merger, if approved by shareholders, is expected shortly after the special meeting.

The total value of the transaction is estimated to be approximately $7.7 billion for the 80 percent of Pioneer not currently owned by DuPont.

The offering of DuPont stock in connection with the Pioneer merger is made under an effective registration statement. The offering is being made only by means of a proxy statement/prospectus, which contains the specific terms of the transaction and which has been provided to Pioneer shareholders.

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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