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Archer-Daniels-Midland Co

Regulatory Filings Feb 7, 2008

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8-K 1 c23650e8vk.htm CURRENT REPORT e8vk PAGEBREAK

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 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) February 5, 2008

ARCHER-DANIELS-MIDLAND COMPANY

(Exact name of registrant as specified in its charter)

Delaware 1-44 41-0129150
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4666 Faries Parkway
Decatur, Illinois (Address of principal executive offices) 62526 (Zip Code)

Registrant’s telephone number, including area code: ( 217) 424-5200

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))

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PAGEBREAK

| Item 5.02 | Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers |
| --- | --- |
| | On February 5, 2008, the Board of Directors of
Archer-Daniels-Midland Company (ADM) appointed George W. Buckley
as a Director of ADM to serve until the 2008 annual meeting of
stockholders and until his successor is duly elected and
qualified. Mr. Buckley will serve on the Audit and
Nominating/Corporate Governance Committees. A copy of the press
release announcing the appointment of Mr. Buckley is attached as
Exhibit 99.1 to this Current Report on Form 8-K. |
| | On February 6, 2008, ADM announced the retirement of Douglas J.
Schmalz, Senior Vice President and Chief Financial Officer,
effective March 1, 2008. ADM and Mr. Schmalz entered into a
Separation Agreement in connection with Mr. Schmalz’s
retirement. The Separation Agreement is attached as Exhibit
10.1 to the Current Report on Form 8-K and the terms thereof are
incorporated by reference into this Item 5.02. |
| | Steven R. Mills, currently a Senior Vice President of ADM, has
been appointed Executive Vice President and Chief Financial
Officer, effective March 1, 2008. Additional information
regarding Mr. Mills’ business experience is set forth in Item 10
of ADM’s Annual Report on Form 10-K for the fiscal year ended
June 30, 2007 and incorporated by reference in this Item 5.02.
A copy of the press release announcing the retirement of Mr.
Schmalz and the appointment of Mr. Mills is attached as Exhibit
99.2 to this Current Report on Form 8-K. |
| Item 9.01 | Financial Statements and Exhibits . |
| (d) Exhibits | The following exhibit is filed herewith: |
| 10.1 | Separation Agreement dated as of
February 6, 2008 between
Archer-Daniels-Midland Company and Douglas J. Schmalz |
| 99.1 | Press release dated February 5, 2008 announcing the
appointment of George W. Buckley as a Director |
| 99.2 | Press release dated February 6, 2008 announcing the retirement of
Douglas J. Schmalz and the appointment of Steven R. Mills as
Executive Vice President and Chief Financial Officer |

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SIGNATURES

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 hereunto duly authorized.

ARCHER-DANIELS-MIDLAND COMPANY
Date: February 7, 2008 By /s/ David J. Smith
David J. Smith
Executive Vice President, Secretary and General Counsel

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PAGEBREAK

EXHIBIT INDEX

Exhibit Description Method of Filing
10.1 Separation Agreement dated as of
February 6, 2008, between
Archer-Daniels-Midland Company and
Douglas J. Schmalz Filed Electronically
99.1 Press Release dated February 5, 2008
announcing the appointment of George W.
Buckley as a Director Filed Electronically
99.2 Press Release dated February 6, 2008
announcing the retirement of Douglas J.
Schmalz and the appointment of Steven R.
Mills as Executive Vice President and
Chief Financial Officer Filed Electronically

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