ab_10ka.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment 1)

  x  
Annual Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934
For The Fiscal Year Ended December 31, 2007
     
  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:   1-7823
 
ANHEUSER-BUSCH COMPANIES, INC.
(Exact Name of Registrant As Specified In Its Charter)

DELAWARE
43-1162835
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)

One Busch Place, St. Louis, Missouri
  
63118
(Address of principal executive offices)
  
(Zip Code)
Registrant’s telephone number, including area code:  314-577-2000


Securities registered pursuant to Section 12(b) of the Act:
 
Title of Each Class
  
Name of Each Exchange
on Which Registered
Common Stock - $1 par value
  
New York Stock Exchange
6 ½% Debentures Due January 1, 2028
  
New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:
None


Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes ü  No ___

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.  Yes ___  No ü

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 the filing requirements for the past 90 days.  Yes ü  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.  [ü]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer.
Large Accelerated Filer    x
Accelerated Filer    o
Non-Accelerated Filer    o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ___  No ü

As of June 29, 2007, the aggregate market value of the voting stock held by non-affiliates of the registrant was $38,762,495,444.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
$1 Par Value Common Stock – 715,144,414 shares as of February 15, 2008

DOCUMENTS INCORPORATED BY REFERENCE
Portions of Annual Report to Shareholders for the Year Ended December 31, 2007
PART I and PART II
Portions of Definitive Proxy Statement for Annual Meeting of Stockholders on April 23, 2008
PART III
Available on the Web at www.anheuser-busch.com


 
 
 

Item 8.                      Financial Statements and Supplementary Data

Included as Exhibit 99 to this Form 10-K/A are the consolidated financial statements and related footnotes (collectively, “the financial statements”) of the company’s noncontrolled affiliate, Grupo Modelo, S.A.B. de C.V.  Anheuser-Busch is required to include the Modelo financial statements in Form 10-K/A due to Modelo meeting certain tests of significance under SEC Rule S-X 3-09.
 
The financial statements are prepared by Grupo Modelo in accordance with Mexican generally accepted accounting principles (GAAP).  The management of Grupo Modelo is solely responsible for the form and content of the Modelo financial statements. Anheuser-Busch has no responsibility for the form or content of the Modelo financial statements since Anheuser-Busch does not control Modelo and is not involved in the management of Modelo. The accounting and reporting requirements of the SEC and the Sarbanes-Oxley Act of 2002 do not apply to the Modelo financial statements or to Modelo’s system of internal accounting controls and control over financial reporting.
 
See Note 18 of the audited Modelo financial statements for a discussion of the principal differences between Mexican GAAP and U.S. GAAP.





 
 
 

Item 15.  Exhibits, Financial Statement Schedules

Item 15 on pages 19 through 22 of the Annual Report on Form 10-K for the fiscal year ended December 31, 2007 is amended by the addition of the following exhibits:

Exhibit 23.1 -
Consent of Independent Registered Public Accounting Firm.
Exhibit 31.3 -
Certification of Chief Executive Officer required by Rule 13a-14(a) and 15d-14(a) under the Exchange Act.
Exhibit 31.4 -
Certification of Chief Financial Officer required by Rule 13a-14(a) and 15d-14(a) under the Exchange Act.
Exhibit 32.3 -
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.4 -
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 99 -
Audited Consolidated Financial Statements of Grupo Modelo, S.A.B. de C.V. and Subsidiaries




 
 
 

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.


 
ANHEUSER-BUSCH COMPANIES, INC.
 
(Registrant)
   
 
By                                        /s/ W. Randolph Baker
 
W. Randolph Baker
Vice President and Chief Financial Officer

Date:  April 25, 2008

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Principal Executive Officer:
August A. Busch IV*
President and Chief Executive Officer

Principal Financial Officer:
W. Randolph Baker
Vice President and Chief Financial Officer

Principal Accounting Officer:
John F. Kelly*
Vice President and Controller

 
/s/ W. Randolph Baker
 
(W. Randolph Baker, as attorney-in-fact and on his own behalf as
Principal Financial Officer)

Date:  April 25, 2008

Directors:
August A. Busch IV*
Vilma S. Martinez*
Patrick T. Stokes*
William Porter Payne*
August A. Busch III*
Joyce M. Roché*
Carlos Fernandez G.*
Henry Hugh Shelton*
James J. Forese*
Andrew C. Taylor*
James R. Jones*
Douglas A. Warner III*
Vernon R. Loucks, Jr.*
Edward E. Whitacre, Jr.*
* by power of attorney
  




 
 
 

Exhibit Index


Exhibit 23.1 -
Consent of Independent Registered Public Accounting Firm.
Exhibit 31.3 -
Certification of Chief Executive Officer required by Rule 13a-14(a) and 15d-14(a) under the Exchange Act.
Exhibit 31.4 -
Certification of Chief Financial Officer required by Rule 13a-14(a) and 15d-14(a) under the Exchange Act.
Exhibit 32.3 -
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.4 -
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 99 -
Audited Consolidated Financial Statements of Grupo Modelo, S.A.B. de C.V. and Subsidiaries