Your DuPont Benefit Resources DuPont Retirement … Retirement Savings Plan Summary Plan...

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July 2008 Your DuPont Benefit Resources DuPont Retirement Savings Plan As of July 2008, participating employers in the DuPont Retirement Savings Plan include: • E. I. du Pont de Nemours and Company • DuPont Performance Elastomers L.L.C. • DuPont Vespel Parts & Shapes • Chemfirst, Inc. • DuPont Photonics Technologies, L.L.C. • DuPont Protective Apparel Company • Magellan Systems International L.L.C. All references to “the Company” in this document pertain to the specific company that employs you.

Transcript of Your DuPont Benefit Resources DuPont Retirement … Retirement Savings Plan Summary Plan...

Page 1: Your DuPont Benefit Resources DuPont Retirement … Retirement Savings Plan Summary Plan Description July 1, 2008 This document constitutes part of a prospectus covering securities

July 2008

Your DuPont Benefit Resources

DuPont RetirementSavings Plan

As of July 2008, participating employers in the DuPont RetirementSavings Plan include:

• E. I. du Pont de Nemours and Company

• DuPont Performance Elastomers L.L.C.

• DuPont Vespel Parts & Shapes

• Chemfirst, Inc.

• DuPont Photonics Technologies, L.L.C.

• DuPont Protective Apparel Company

• Magellan Systems International L.L.C.

All references to “the Company” in this document pertain to thespecific company that employs you.

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DuPont Retirement Savings Plan Summary Plan DescriptionJuly 1, 2008

This document constitutes part of a prospectus covering securities that have been registered under the Securities Act of 1933.

The date of this prospectus is July 1, 2008.

No person is authorized to give any information or to make any representations other than those con-

tained in this Prospectus in connection with the offering described herein, and, if given or made, such

information or representations must not be relied upon. This Prospectus does not constitute an offer of

any securities other than those to which it relates, or an offer to sell or a solicitation of an offer to buy any

securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in

such jurisdiction. Neither the delivery of this Prospectus nor any sales made hereunder shall, under any

circumstances, create any implication that there has been no change in the affairs of E. I. du Pont de

Nemours and Company since the date hereof.

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TABLE OF CONTENTSINTRODUCTION . . . . . . . . . . . . . . . . . . . . . . . . . . . .1

DESCRIPTION . . . . . . . . . . . . . . . . . . . . . . . . . 1QUESTIONS ABOUT THE PLAN. . . . . . . . . . . . . 1

ELIGIBILITY AND PARTICIPATION . . . . . . . . . . . . .1ELIGIBILITY . . . . . . . . . . . . . . . . . . . . . . . . . . 1ENROLLMENT. . . . . . . . . . . . . . . . . . . . . . . . . 2YOUR CONTRIBUTIONS AND COMPANYMATCHING CONTRIBUTIONS . . . . . . . . . . . . . . 2MAKING AND CHANGING ELECTIONS . . . . . . . 3DEPOSITS DURING A LEAVE . . . . . . . . . . . . . . 3COMPANY MATCHING CONTRIBUTIONS. . . . . . 3COMPANY RETIREMENT SAVINGSCONTRIBUTIONS TO THE PLAN . . . . . . . . . . . . 3OTHER CIRCUMSTANCES AFFECTINGCONTRIBUTIONS TO THE PLAN . . . . . . . . . . . . 4REPORTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4VESTING . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4

INVESTMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5INVESTMENT DIRECTION . . . . . . . . . . . . . . . . 5INVESTMENT DIRECTION CHANGE . . . . . . . . . 6ACCOUNT BALANCE TRANSFERS . . . . . . . . . . 6SELF-DIRECT BROKERAGE . . . . . . . . . . . . . . . 7PLAN EXPENSES. . . . . . . . . . . . . . . . . . . . . . . 7SECTION 404(C) OF ERISA . . . . . . . . . . . . . . 8VOTING AND TENDER RIGHTS . . . . . . . . . . . . 8CONOCOPHILLIPS STOCK . . . . . . . . . . . . . . . . 9THE IMPORTANCE OF DIVERSIFYINGYOUR RETIREMENT SAVINGS . . . . . . . . . . . . . 9

LOANS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10AMOUNT OF LOAN . . . . . . . . . . . . . . . . . . . . 10INTEREST RATE . . . . . . . . . . . . . . . . . . . . . . 10TERM OF THE LOAN . . . . . . . . . . . . . . . . . . . 10REPAYING YOUR LOAN. . . . . . . . . . . . . . . . . 10

WITHDRAWALS FROM YOUR ACCOUNTS . . . . . . .11WITHDRAWAL LIMITATIONSFOR ACTIVE EMPLOYEES . . . . . . . . . . . . . . . 11HARDSHIP WITHDRAWALS . . . . . . . . . . . . . . 11RULES GOVERNING WITHDRAWALS . . . . . . . 12REQUESTING A WITHDRAWAL. . . . . . . . . . . . 12DISTRIBUTIONS UPON TERMINATIONOF EMPLOYMENT . . . . . . . . . . . . . . . . . . . . . 12PERIODIC PAYMENTS . . . . . . . . . . . . . . . . . . 13DEATH BENEFITS . . . . . . . . . . . . . . . . . . . . . 14ROLLOVERS FROM THE PLAN . . . . . . . . . . . . 15

ROLLOVERS AND TRANSFERS INTO THE PLAN . .15

QUALIFIED DOMESTIC RELATIONS ORDERS . . . .15

PLAN AMENDMENT OR TERMINATION . . . . . . . . .16

CLAIMS APPEAL PROCEDURE . . . . . . . . . . . . . . .16

YOUR RIGHTS UNDER ERISA . . . . . . . . . . . . . . .17

GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18PLAN NAME. . . . . . . . . . . . . . . . . . . . . . . . . 18EMPLOYER. . . . . . . . . . . . . . . . . . . . . . . . . . 18PLAN ADMINISTRATOR . . . . . . . . . . . . . . . . . 18PLAN TYPE . . . . . . . . . . . . . . . . . . . . . . . . . 18PLAN IDENTIFICATION . . . . . . . . . . . . . . . . . 18PLAN YEAR . . . . . . . . . . . . . . . . . . . . . . . . . 18PLAN TRUSTEES. . . . . . . . . . . . . . . . . . . . . . 19SERVICE OF LEGAL PROCESS . . . . . . . . . . . . 19LAWS GOVERNING THE PLAN . . . . . . . . . . . . 19PENSION BENEFITGUARANTY CORPORATION . . . . . . . . . . . . . . 19NO PROMISE OF EMPLOYMENT . . . . . . . . . . . 19PROSPECTUS GENERAL INFORMATION. . . . . . 20RESTRICTIONS ON RESALE . . . . . . . . . . . . . . 20

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INTRODUCTION

DescriptionThe purpose of this Plan is to encourage and assist employees in following a systematic savings programsuited to their individual financial objectives, and to provide an opportunity for employees to becomestockholders in the Company. The DuPont Common Stock Fund is an employee stock ownership plandesigned and intended to invest primarily in qualifying employer securities.

The Plan offers a built in savings system through payroll deductions, which are made on a before-taxor after-tax basis. It offers tax advantages, freedom to choose investments according to your needs, theflexibility to change your investments as your needs change and a way to build capital for a secure retire-ment. If you decide to save a percentage of your pay, the Company will add to your savings with contri-butions of its own. You will also be eligible to receive an additional retirement savings contributionmade by the Company regardless of whether or not you make any contributions.

This Summary Plan Description (SPD) is a brief description of the Plan and your rights, obligations andbenefits under the Plan. Every effort has been made to make this SPD as accurate as possible. However,this Summary Plan Description is not a Plan document. This SPD is not meant to interpret, extend, orchange the provisions of the Plan in any way. The terms of the Plan are stated in and will be governed inevery respect by the Plan document. Your right to any benefit depends on the actual facts and the termsand conditions of the Plan documents, and no rights accrue by reason of any statement in this summary.

Questions about the PlanWhenever you have questions about this Plan, first consult this Summary Plan Description. You mayalso call Merrill Lynch at (877) DD-PLANS or log on to Benefits OnLine at www.benefits.ml.com.For specific tax advice, you should contact your tax advisor.

ELIGIBILITY AND PARTICIPATION

EligibilityAll employees of the Company hired on or after January 1, 2007 are immediately eligible to participatein this Plan, except represented employees in a bargaining unit that has not accepted the terms of thisPlan and individuals who are classified by the Company as leased employees and independent contrac-tors. Individuals who are receiving severance pay, retainer, or other fees under contract are not eligibleto participate in the Plan.

DuPont Retirement Savings Plan

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EnrollmentYou will automatically receive an enrollment package from Merrill Lynch shortly after you become eligible to participate. When you enroll, you must designate:

• the percentage of your pay (if any) you wish to contribute to the Plan as Before-Tax or After-TaxContributions;

• how your contributions and any company contributions are to be invested; and

• a beneficiary to receive any benefits payable from the Plan in the event of your death.

If you take no action, within 60 days from your date of hire, you will automatically be enrolled inthe Plan at a 3% Before-Tax savings rate, and your assets will be invested in the PersonalManagerSM

managed account feature of the Merrill Lynch Advice Access service (see page 22). Your automaticenrollment also includes automatic increases in before-tax contributions of 1% annually, up to a maximum of 6% of pay.

You may make elections, including elections not to participate, at anytime by logging on to BenefitsOnLine at www.benefits.ml.com or calling the Merrill Lynch at (877) 337-5267.

Your Contributions and Company Matching ContributionsYou may make Before-Tax or After-Tax Contributions of 1% to 100% of your eligible compensationfrom the Company for each payroll period you elect to participate in the Plan. (This amount will be con-tributed only to the extent funds are left after other deductions, such as health plan premiums, garnish-ments, loan payments, union dues and other deductions.)

Your compensation for purposes of calculating contributions is generally your total pay from theCompany, including overtime, sales incentive pay, short-term incentive pay and local performance basedcompensation, but excluding allowances in connection with transfer of employment, and any specialpayments or awards under a gain-sharing program, long-term incentive program or similar plan.

The amounts you contribute will be allocated to a separate Account established in your name. For pur-poses of the Plan, annual compensation in excess of $230,000 is not considered. This limit applies for2008 and is subject to periodic cost of living adjustments by the IRS.

By law, your total Before-Tax Contributions (to this Plan and any other 401(k) plan) in any calendar yearcannot exceed the following amounts:

Year Annual Limit2008 $15,500

Beginning in the year that you turn age 50, if your Before-Tax Contributions reach the annual limitdescribed above or any other limit imposed by law or the Plan, you may contribute an additional “catch-up” contribution for the year, up to the following amount:

Year Annual Limit2008 $5,000

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The IRS may adjust these limits from time to time. In order to comply with these limits, the PlanAdministrator will either restrict your Before-Tax Contribution percentage or refund the portion ofBefore-Tax Contributions that is in excess of these limits.

Making and Changing ElectionsContribution elections are made by contacting Merrill Lynch at (877) DD-PLANS or by logging ontoBenefits OnLine at www.benefits.ml.com. Once you have made a contribution election or have beenenrolled automatically, you may modify or discontinue the election at any time by contacting MerrillLynch. A change in your contribution election will normally be effective the next payroll period follow-ing the date you notified Merrill Lynch.

Deposits During a LeaveWhen you are absent from work and, as a result, your monthly pay is reduced, your contributions willcontinue provided you have pay left after deductions for taxes and other required deductions. If theentire deduction cannot be taken, a partial deduction will be taken up to the amount of your net pay.You may also contact Merrill Lynch and change your contribution percentage.

If you are absent to serve the U.S. Government in a military or civilian capacity you may be able to“make up” the contributions you could have made during your absence, provided you return to employ-ment with the Company within the time prescribed by law. You should contact Merrill Lynch uponreturning to work after military service.

Company Matching ContributionsYour employer will make a Matching Contribution each payroll period in an amount equal to 100%of your Before-Tax or After-Tax Contributions up to 6% of your eligible compensation. MatchingContributions will be allocated to your Matching Contribution Account.

Any Participant who makes Before-Tax or After-Tax Contributions will be eligible to receive a CompanyMatching Contribution.

Company Retirement Savings Contributions to the PlanYour employer will make a Retirement Savings Contribution to your account each month. The Companyis currently contributing an amount equal to 3% of eligible participants’ eligible pay. You will be eligibleto receive Retirement Savings Contributions for a month if you receive any eligible compensation from theCompany for that month and you are employed by the Company during that month.

DuPont Retirement Savings Plan

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Other Circumstances Affecting Contributions to the Plan• Federal law places a limit on the total amount of contributions that can be added to your account in this

Plan and any other plan maintained by the Company or an affiliate. The “annual addition” cannotexceed the lesser of $46,000 (as adjusted by the IRS to reflect increases in the cost of living) or 100%of your annual earnings. Catch-up contributions do not count toward this limit.

• Federal law requires the Plan to pass certain fairness tests. The tests are designed to ensure a fair mixof participation and contributions among employees at all income levels. These tests limit the amounthigher-paid employees of a company can contribute on an after-tax basis, based on how much otheremployees contribute. If these tests are not met it may be necessary to reduce the savings rate of certainhigher-paid participants.

• Federal law provides that in the event the Plan benefits certain “key employees” disproportionately,the Plan may be declared “top-heavy” and become subject to special rules. You will receive informa-tion regarding these special rules in the unlikely event that the Plan is declared top-heavy.

ReportsYou will receive quarterly statements showing information about your Plan account, and you can alsoaccess Plan and account information at Benefits Online at www.benefits.ml.com.

VestingVesting in Your Accounts

You must earn a certain number of years of service with the Company before you are entitled to the fullvalue of your account under the Plan. The process by which you become entitled to the full value of youraccount is called “vesting.”

You always have a 100% vested interest in your Before-Tax, After-Tax, and Rollover ContributionAccounts. You are also 100% vested in your Matching Contribution Account.

You will become fully vested in your Retirement Savings Contribution Account in the following circumstances:

• You have been credited with at least 3 years of service with the Company.

• You reach age 65 while you are working for the Company.

• You terminate employment with the Company due to becoming totally disabled while working for theCompany. You will be considered disabled if you are eligible for and are receiving disability benefitsunder a company-sponsored long-term disability program including incapability pension benefits underthe DuPont Pension and Retirement Plan.

• Your job with the Company is eliminated.

• Your spouse is transferred by the Company to an employment location outside the immediate geo-graphic area while you are working for the Company, and you terminate employment with the Company.

• You die while actively employed by the Company.

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DuPont Retirement Savings Plan

Years of Service

You will earn a year of service for each 12-consecutive month period beginning on your employment dateor a succeeding anniversary of such date in which you are credited with at least 1,000 hours of service.

You receive an “hour of service” for each hour for which you are paid or entitled to be paid by theCompany or an affiliate for the performance of employment duties. For determining Years of Service,we count 190 hours for each month in which an employee is paid for at least one hour of service. If youare paid for non-working periods such as holidays, vacations, and sick time, you will also receive creditfor hours of service for those periods. However, no more than 501 hours of service will be credited forany single, continuous non-working period.

Forfeitures

If you leave the Company before you are fully vested in your Retirement Savings Contribution Account,the nonvested portion of that account will be forfeited. If amounts are forfeited from your RetirementSavings Contribution Account and you are reemployed by the Company prior to being absent for 5 yearsand you complete at least one hour of service upon your reemployment, the amount forfeited will berestored to your account.

Amounts that are forfeited from participants’ Retirement Savings Contribution Accounts are used to paythe Plan’s administrative expenses or to offset future Retirement Savings Contributions to the Plan.

Break in Service

A break in service occurs in a year during which you have completed less than 501 hours of service forthe Company except in the following circumstances:

• You are on an authorized leave of absence, including maternity or paternity leave. A maternity or pater-nity leave of absence is one due to pregnancy, the birth or adoption of a child or the care of a child afterbirth or adoption.

• You are on an authorized military leave and you return to work within the time that your reemploymentrights are protected by law.

The Plan Administrator will be required to credit you with enough hours of service (but not more than501) to prevent you from incurring a break in service if you are on an authorized leave of absence. If youhave already completed more than 500 hours of service in the year in which your absence begins, thePlan Administrator will credit you with 501 hours of service in the following year, solely to avoid yourincurring a break in service.

INVESTMENT

Investment DirectionAs a participant in the Plan, you direct the investment of your accounts. The Plan provides a menu ofinvestment options from which you may select, including core investment options (actively managedoptions managed specifically for the DuPont plans and comingled index funds), age-targeted optionscomposed of the core investment options, and DuPont stock. The Plan also offers individualized

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investment advice to assist you, if you choose. The investment options are described in detail in theEnrollment Guide, Investment Choices brochure, and Fund Fact sheets which you received at enrollmentand which you should keep with this SPD and your plan materials.

You may direct your savings, in multiples of 1%, among the investment options. If you do not makeinvestment elections, your accounts will automatically be invested in the PersonalManagerSM managedaccount feature of the Merrill Lynch Advice Access service which is described in the InvestmentChoices brochure.

You make your initial investment elections when you enroll in the Plan. You may modify your invest-ment direction and transfer existing account balances on a daily basis. These are two separate actions:changing your investment directions will not cause a change in the assets already in your account.You may obtain information regarding your investments on a daily basis by calling Merrill Lynch at(877) DD-PLANS or logging on to www.benefits.ml.com. You can also get a copy of the EnrollmentGuide, Investment Choices brochure, and Fund Fact sheets by calling Merrill Lynch or logging on towww.benefits.ml.com. One of the investment options offered by the Plan is shares of common stockof E.I. du Pont de Nemours and Company. This SPD covers ten million (10,000,000) shares of DuPontCommon Stock which have been registered to be offered for sale under the Plan.

Investment Direction ChangeYour investment directions control how contributions will be invested in the Plan. Contact Merrill Lynchto make investment direction changes. Your new investment directions will be effective the followingbusiness day, provided they are received before 3 pm, Eastern Time.

Account Balance TransfersAll participants can transfer their assets from one investment to another at any time.

Contact Merrill Lynch to request a fund transfer. Trading orders received on or before 3 pm EasternTime on a New York Stock Exchange trading day will be processed with that day’s business. Orders notreceived by 3 pm will be processed on the next business day.

Fund transfers are carried out daily with the exception of transactions involving stock. DuPont stock purchases require 2 business days. Assets are sold on the first day and the proceeds purchase stock onthe second day. Stock sales require 3 business days. Stock is sold on the first day but the proceeds arenot available for the purchase until the 3rd business day. This delay is required by the SecuritiesExchange Commission.

When you make a fund transfer, your assets will be sold at the daily price in effect on the day your fundtransfer is begun. You will purchase assets at the price in effect on the day your fund transfer is com-pleted. Daily prices, known as Net Asset Values (NAV), are determined at the close of each business dayand can be obtained by calling Merrill Lynch or by logging on to www.benefits.ml.com.

Fund transfers must be made in percentages or units/shares. Fund transfers cannot be made in dollars.

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DuPont Retirement Savings Plan

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When you sell all or part of your investment in a particular fund, you must reinvest the money in one ormore different funds. You cannot make a fund transfer and request a loan or a withdrawal on the samebusiness day.

You should be aware that your investment decisions will ultimately affect the retirement benefits to whichyou will become entitled. The Company and the Plan Trustee are not obligated to reimburse any Participantfor any investment loss that may occur as a result of the Participant’s investment decisions. There is noguarantee that any of the investment options available in this Plan will retain their value or appreciate.

Also, keep in mind that the Investment Committee and the fund managers reserve the right to restrict orlimit investment directions or impose redemption fees as they determine necessary to protect the invest-ment fund, for example as with excessive trading or “market timing.”

Self-Direct BrokerageSelf-Direct Brokerage provides access to a wide variety of retail-priced mutual funds separate from theinvestment options included in the Core Investment Menu. Your account will be charged with a $125annual account fee for using the service, and additional commissions and fees may apply to certaintransactions. This service is intended for experienced investors who are comfortable choosing individualinvestments and managing their own investment program.

Participants should not consider this service unless they are sophisticated investors who seek moreinvestment choices and greater control of their retirement account; are comfortable with, and knowl-edgeable about, creating and managing an investment portfolio; and are willing to assume the accompa-nying risk. These funds are not monitored by the plans’ investment fiduciaries, so participants will needto perform their own research when choosing funds, and monitor these funds once invested.

See the Investment Choices brochure for more information.

Plan ExpensesPlan participants pay the fees for all of the investment options offered in the Plan, including investmentmanagement fees, commissions for buying and selling stock, dividend reinvestment fees, fees for custody,trust, recordkeeping, audit and other expenses. A commission of 6 cents per share applies to all purchasesand sales of E.I. du Pont de Nemours and Company common stock and sales of ConocoPhillips commonstock. This commission is paid to Merrill Lynch. A dividend reinvestment fee of 1.25% will be charged onthe amount of dividends reinvested in DuPont stock. This fee is paid to Merrill Lynch.

If mutual funds are offered as investment options, generally all sales and exchanges fees are waived forPlan participants, but participants still pay investment management fees as well as other administrativeexpenses. A portion of mutual fund investment management fees is paid to Merrill Lynch to pay forrecordkeeping services for the plan.

For more about the funds currently affected by these restrictions and fees review the Fund Factsheets, log on to www.benefits.ml.com, or call Merrill Lynch at (877) 337-5267.

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The Plan may also charge your account for certain administrative fees, such as processing qualifieddomestic relations orders, loans or withdrawals. Please see applicable section of this document fordetails of any fees.

Section 404(c) of ERISAThe Plan is intended to comply with section 404(c) of the Employee Retirement Income Security Act of1974 (“ERISA”). This means that the Plan permits participants to direct the investment of their accounts,and, as long as the Plan satisfies the requirements of section 404(c), the parties that otherwise would beresponsible for investment decisions are protected from liability if any losses occur as a result of partici-pants’ directions. To comply with section 404(c), the Plan must permit you to choose from among abroad range of investment options and must provide certain information about the Plan and the invest-ment options.

In addition to the information in this booklet, you may request the following information:

• a description of the annual operating expenses of any of the investment options that reduce the rate ofreturn;

• copies of any prospectuses, financial statements, and any other materials provided to the Plan in con-nection with the investment options (fund fact sheets, prospectuses and certain other materials areavailable online at www.benefits.ml.com);

• a list of the identity and value of assets in the portfolio of each investment option that is not a mutualfund, including, for any fixed rate insurance contracts issued by a bank or insurance company, the nameof the insurer and the term and rate of the contract;

• information on the value of shares or units in each investment option, the past and present performanceof the option, and the value of shares held in your account.

The RSP Investment Committee is the named fiduciary responsible for making sure this informationis provided. To request any of this information, call Merrill Lynch at (877) DD-PLANS. The RSPInvestment Committee may be contacted directly at 1007 Market Street, Wilmington, DE 19898,(302) 774-1000.

Also, you may find the number of shares and value of assets held in your account on your participant accountstatement, or obtain it from Merrill Lynch online at www.benefits.ml.com or by calling Merrill Lynch.

Voting and Tender RightsYou will have the right to exercise any voting or tender decisions with respect to mutual fund shares andDuPont or ConocoPhillips stock held in your account. If there is a voting decision with respect to anymutual fund, you will receive a proxy from Merrill Lynch or directly from the mutual fund sponsor,along with instructions on how to vote.

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DuPont Retirement Savings Plan

For DuPont or ConocoPhillips stock, you will receive a proxy card from Merrill Lynch and you will beasked to return your proxy directly to Merrill Lynch. No one at the Company will be able to find out howyou vote your shares. The RSP Investment Committee is the fiduciary responsible for ensuring that theseconfidentiality procedures are followed. Except for a tender offer, if you do not return a proxy exercisingyour voting rights, the Investment Committee will hire an independent fiduciary to make the decisionhow to vote your DuPont shares. The independent fiduciary is the fiduciary responsible for makingvoting decisions for shares of DuPont stock for which participant voting instructions are not exercised.Any shares of ConocoPhillips stock not voted will be considered as if the participant has made an elec-tion not to vote. For a tender offer, you are the fiduciary for your shares and if you do not return a tenderelection, your non-response will be considered an election of the default option.

ConocoPhillips StockThis investment choice was established to accommodate the merger and subsequent sale of Conoco Inc.No new investment may be made in ConocoPhillips stock. Shares of ConocoPhillips stock may be sold andfunds transferred to another investment choice. Any dividends paid on ConocoPhillips stock will be investedaccording to the participant’s investment direction and will not be reinvested in ConocoPhillips stock.

The Importance of Diversifying Your Retirement SavingsTo help you achieve long-term retirement security, you should give careful consideration to the benefitsof a well-balanced and diversified investment portfolio. Spreading your assets among different types ofinvestments can provide growth potential, while lowering your overall risk of losing money. This isbecause market or other economic conditions that cause one category of assets, or one particular secu-rity, to perform well often cause another asset category, or another particular security, to perform poorly.If you invest more than 20% of your retirement savings in any one company or industry, includingDuPont, your savings may not be properly diversified. Although diversification does not ensure a profitand is not a guarantee against loss, it is an effective strategy to help you manage investment risk.

In deciding how to invest your retirement savings, you should take into account all of your assets,including any retirement savings outside of the Plan. No single approach is right for everyone because,among other factors, individuals have different financial goals, different time horizons for meeting theirgoals, and different tolerances for risk. It is important to periodically review your investment portfolio,your investment objectives, and the investment options under the Plan to help ensure that your invest-ment choices remain appropriate for your risk tolerance and your retirement goals.

ESOP Dividends

You may elect to have the dividends paid on your DuPont company stock distributed to you in cashor reinvested by the Plan in DuPont stock. You can make or change this election by accessing BenefitsOnLine at www.benefits.ml.com or by calling Merrill Lynch at (877) 337-5267. If you do not makean election, your ESOP dividends will be reinvested in DuPont stock.

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LOANSIf you are an active employee, you may borrow from your Rollover Contribution, After-TaxContribution, Before-Tax Contribution, and vested Matching Contribution Accounts. You will notbe able to take a loan if you already have two Plan loans outstanding. You must first repay one of the outstanding loans prior to obtaining a new loan. A fee of $150 is assessed for each loan you initiate.Fees are drawn from your Plan account. You may request a loan by contacting Merrill Lynch at (877) 337-5267 or logging on to www.benefits.ml.com.

Amount of LoanThe maximum amount that you may borrow is the lesser of:

• $50,000* or

• 50% of your vested account balance excluding your Retirement Savings Contribution Account balance.

The minimum amount of any loan from the Plan is $1,000.

Cash for your loan will be taken from your accounts in the following order of priority:

1. Rollover Contribution Account

2. After-Tax Contribution Account

3. Before-Tax Contribution Account

4. Matching Contribution Account

If you have assets in more than one investment option, a prorata amount of each fund will be sold tofund the loan.

Your loan repayments will be applied to your accounts in the reverse order that those accounts werereduced and will be invested in accordance with your current investment elections.

Interest RateThe rate of interest on loans will be a reasonable rate determined by the Plan Administrator from time totime to be commensurate with the prevailing interest rate charged on similar loans made within the samelocale and time period. The rate of interest will remain fixed for the life of the loan.

Term of the LoanYou must select the term of your loan (from one to five years) at the time you apply for it. Loans used toacquire your principal residence may have a term of up to 10 years. You may repay the entire outstand-ing balance of your loan at any time, without penalty.

Repaying Your LoanGenerally, your loan will be repaid in installments through automatic payroll deductions, which you mustauthorize at the time you apply for the loan. However, if you terminate employment, you may continue tomake loan repayments by contacting Merrill Lynch and making arrangements for repayment directly from

*If you already had a loan during the 12 months before the date your new loan is made, this $50,000 figure is reduced by the highest outstanding balance ofyour previous loan during that 12-month period.

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your bank account. If you stop making required loan repayments, your outstanding loan balance, includ-ing accrued interest, will become due and payable immediately. If you do not repay this amount within thetime requested by the Plan Administrator, the amount owed will be treated as a taxable distribution to youand will be deducted from your account before the Plan makes any distribution to you.

WITHDRAWALS FROM YOUR ACCOUNTSAs a participant in the Plan, you are permitted to make withdrawals from your accounts. If you have termi-nated employment with the Company and all affiliates, or if you are the surviving spouse/beneficiary of adeceased participant, you may take a full or partial withdrawal from your vested accounts for any reason.

If you are still working for the Company or an affiliate, there are certain limitations that apply to with-drawals from some of your accounts, which are described below.

Withdrawal Limitations for Active Employees• Before-Tax Contribution Account: You can only withdraw amounts from your Before-Tax

Contribution Account upon financial hardship (as described below) or after you have reached age 591⁄2.

• Matching Contribution Account: You can only withdraw Matching Contributions made for plan year2007 or later or earnings allocated to your account after December 31, 2006 after you have reached age 591⁄2.

• Retirement Savings Contribution Account: You cannot withdraw amounts from your RetirementSavings Contribution Account until you separate from service and are vested in this account.

Hardship WithdrawalsAs described above, if you are still working for the Company, you can withdraw amounts from yourBefore-Tax Contribution Account upon financial hardship. (You cannot withdraw earnings on yourBefore-Tax Contribution account that have accumulated since December 31, 1988.)

In order to qualify for a hardship withdrawal, you must have an “immediate and heavy financial need”which cannot be met from other resources reasonably available to you. In general, this standard will notbe met unless you have first taken all available withdrawals or loans from the Plan. Your financial need isconsidered “immediate and heavy” if your request for a withdrawal is on account of:

• certain uninsured medical expenses for you or your dependents;

• paying burial or funeral expenses for your spouse or your dependents;

• paying expenses for the repair of damage to your primary residence;

• the purchase of your principal residence (excluding mortgage payments);

• tuition, related educational fees, and room and board expenses for post-secondary education for thenext 12 months for you or your dependents; or

• the need to prevent eviction from your principal residence, or foreclosure on your principal residence.

Your hardship withdrawal cannot exceed the amount required to meet your financial need, including anyamounts needed to pay any taxes or penalties reasonably expected to result from the withdrawal. Youwill be required to provide documents to the Plan Administrator to show evidence of your hardship.

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If you make a hardship withdrawal, you will not be able to make contributions or receive MatchingContributions for a period of 6 months from the date of your withdrawal.

Rules Governing Withdrawals• You are permitted to make only three withdrawals in a calendar year, except that hardship withdrawals

do not count toward the withdrawal limit.

• Withdrawals are processed from your accounts in the following order: 1) After-tax account 2) After-Tax Rollover account 3) Rollover account 4) Pre-2007 Company Match account 5) Before-tax account6) Remaining Company Match account and 7) Retirement Savings Contribution account. Investmentfunds will be liquidated on a pro rata basis for each account cashed to satisfy your withdrawal.

• Your entire withdrawal (other than any After-Tax Contributions) will be includable in your taxableincome. Furthermore, the taxable portion of the withdrawal will be subject to an additional 10% taxunless: you are at least 59½ years old; it is part of a series of substantially equal periodic paymentsover your life or life expectancy; it is made after your separation from service on or after age 55; it ispaid on account of your death or disability, as defined by the IRS; it meets certain rules applicable todistributions to eligible individuals on active military duty; it is paid to an alternate payee under aQualified Domestic Relations Order; or it is used to pay unreimbursed medical expenses allowable as adeduction by the IRS. The rules concerning how withdrawals and distributions from the plan are taxedare complicated, and you may wish to consult with a tax advisor.

• You cannot replace any amounts that you have withdrawn.

Requesting a WithdrawalContact Merrill Lynch to request a withdrawal. You may contact Merrill Lynch by calling (877) DD-PLANS or by logging on to Benefits OnLine at www.benefits.ml.com. All hardship withdrawals must be approved by the Plan Administrator.

Distributions upon Termination of EmploymentYou may request a full distribution of your accounts when you terminate employment with the Company andall affiliates. Remember that you will always be entitled to receive the full value of the following accounts:

• Before-Tax Contribution Account

• After-Tax Contribution Account

• Matching Contribution Account

• Rollover Contribution Account

However, your Retirement Savings Contribution Account will be paid to you only to the extent that youare vested in that account at the time you leave the Company.

If the value of the vested portion of your accounts is $1,000 or less, your accounts will be paid to you assoon as practicable in a single sum cash payment. If the value of the vested portion of your accounts ismore than $5,000, or you are terminated for the following reasons: due to lack of work, under the

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Company’s Career Transition Plan, or due to the sale of a business or facility owned by the Company;you may elect to have your accounts paid as soon as possible following your termination of employment,or held by the Plan for payment at a later date (but not beyond April 1 of the year following the calendaryear you attain age 701⁄2).

If the value of the vested portion of your accounts is greater than $1,000 but less than or equal to $5,000,you may elect to have your accounts paid to you as soon as practicable in either a single sum cash pay-ment or a direct rollover to an IRA (see “Rollovers from the Plan” below). If you do not affirmativelyelect a cash distribution or direct rollover, your accounts will automatically be rolled over to a MerrillLynch Individual Retirement Rollover Account (IRRA®). The proceeds of the rollover will be investedthrough Merrill Lynch’s Retirement Asset Savings Program, which makes available a Money MarketDeposit Account from one or more participating depository institutions. Currently Merrill Lynch BankUSA and Merrill Lynch Bank & Trust Co. are the primary and secondary depositary institutions. Youwill be charged the same annual maintenance fee that other IRRA‚ account holders pay, currentlybetween $50 and $100 annually, based on Merrill Lynch’s fee schedule. If you have any questions aboutthe Plan’s automatic rollover provisions, you can contact Merrill Lynch by calling (877) DD-PLANS orlogging on to www.benefits.ml.com.

If you choose to leave your accounts in the Plan, you may continue to direct the investment of the fundsin your accounts. In addition, you may receive partial withdrawals from your accounts, which aredescribed in the previous section of this SPD.

If you are still working at the time you attain age 701⁄2, you are required to begin receiving benefit pay-ments by the April 1 of the year following the calendar year you attain age 701⁄2. In this case, you beginto receive annual payments from your accounts each December in the amount of the required distribu-tion amount, when combined with any other payments you received during the year. When you terminateemployment, you may elect to receive the balance of your accounts in a single sum payment, or elect oneof the periodic payment forms under the plan or choose to manage your account distributions by takingallowable withdrawals. You will receive annual payments from your accounts each December in theamount of the required distribution amount, when combined with any other payments you receivedduring the year.

Periodic PaymentsIf you terminate employment with the Company and all affiliates and the value of the vested portion ofyour account is greater than $5,000, you may elect to have your account paid to you as periodic pay-ments. There are three periodic payment options available which are described below. With any optionyou may elect to receive your payments either monthly or annually and you may elect at anytime toreceive the remainder of your account in a single cash payment.

Variable periodic payments

Under this option, you may request that the value of your accounts is paid to you in a fixed numberof payments (either monthly or annually).

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The maximum number of payments you may elect is based on your age and the age of your beneficiary10 years younger (or your actual spouse’s age, if your spouse is more than 10 years younger), based onactuarial tables at the time you initiate payments. Payments continue until your account value isreduced to zero.

Lifetime periodic payments

Under this option, the value of your accounts is paid out based on your life expectancy or the lifeexpectancies of you and a selected individual, recalculated annually. The period you select may be nolonger than life expectancies based on your age and the age of a beneficiary 10 years younger (or youractual spouse’s age, if your spouse is more than 10 years younger), based on actuarial tables, at the timeyou initiate payments.

Payments continue until your account value is reduced to zero.

Fixed periodic payments

Under this option, you select a fixed dollar amount that will be paid until your account value isreduced to zero.

By March of the calendar year following the year you reach age 701⁄2, the law requires that you beginreceiving a specified amount from your account. If you are already receiving periodic payments, but thepayments you have elected do not meet these legal minimums, you will receive an additional payment inDecember to make up the difference.

If you are reemployed by the Company before age 70½, after monthly payments have begun, your periodic payments will stop.

When you again terminate, your Plan balance will include any additional amounts contributed to youraccounts while you were reemployed. At that time, you may choose any payout options permitted by the Plan.

Death BenefitsIf you die before you receive payment of your accounts, the vested portion of your accounts will bepayable to your beneficiary. You designate your beneficiary on the beneficiary designation form that youcomplete when you become a Plan participant. You may change your beneficiary designation at any timeby submitting a new beneficiary designation form to the Plan Administrator in the form provided.However, if you are married and you wish to designate someone other than your spouse as your benefi-ciary, your spouse must provide written consent in the form required by the Plan Administrator.

Your beneficiary can receive your benefit as soon as possible following your death or can defer paymentto a later date. If your designated beneficiary is not your spouse, your benefit must be paid to the benefi-ciary by December 31 of the calendar year containing the fifth anniversary of your death, but no laterthan December 31 of the calendar year in which you would have reached age 701⁄2.

If your beneficiary is your spouse, your benefit must be paid by the December 31 of the calendar yearin which you would have reached age 701⁄2 or your spouse may elect periodic payments which must commence prior to this date.

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Your designated beneficiary must survive you in order to receive the benefits payable from the Plan uponyour death. If your spouse or designated beneficiary does not survive you, or if you have not designated abeneficiary and you have no surviving spouse, your vested account balance will be paid to your estate.

Remember to check and update your beneficiary designation periodically, and especially after any life change,such as marriage, divorce, or birth of a child, to make sure the designation reflects your current wishes.

Rollovers from the PlanIf you are eligible to take a withdrawal, you may direct the Trustee to transfer as a rollover your paymentfrom the Plan directly to the trustee or custodian of an Individual Retirement Account (IRA) that youhave established, or directly to the qualified retirement plan, section 403(b) annuity or section 457(b) eligible deferred compensation plan of another employer (assuming that your other employer’s plan willaccept such a transfer).

A single sum payment of a death benefit can be rolled over if the beneficiary is the spouse of thedeceased participant or if the beneficiary is a nonspouse beneficiary and is rolling the distribution to aneligible IRA account.

Special tax-withholding rules apply to any portion of a rollover-eligible distribution that is not rolledover directly to another plan.

ROLLOVERS AND TRANSFERS INTO THE PLANMost distributions that you receive from a plan of another employer may be rolled over to this Plan. Theadministrator of the other employer’s plan will give you information explaining whether a particular dis-tribution may be rolled over. It may be necessary to demonstrate to the Plan Administrator that a particu-lar distribution from another employer’s plan may be rolled over to the Plan under IRS rules. You mayalso be able to roll over amounts that you hold in a traditional IRA.

In order to make a rollover contribution, you must be employed by the Company in a category of employ-ees eligible to participate in the Plan or be a participant in the plan who is receiving a rollover eligible dis-tribution from a qualified plan sponsored by a Plan-participating employer. Your rollover contribution willbe placed in a separate rollover account. You will always be fully vested in your rollover account.

The tax laws that apply to rollovers are complex. Before making a rollover, you should contact your taxadvisor, learn about these rules, and comply with them exactly.

QUALIFIED DOMESTIC RELATIONS ORDERSAs a general rule, your interest in your account may not be assigned or alienated. This means that yourinterest may not be sold, used as collateral for a loan, given away, or otherwise transferred. In addition,your creditors may not attach, garnish, or otherwise interfere with your account.

There is an exception, however, to this general rule. The Plan Administrator may be required by law torecognize obligations you incur as a result of a qualified domestic relations order. A qualified domesticrelations order is defined as a decree or order issued by a court that obligates you to make child support,

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alimony or marital property rights payments, or otherwise allocates a portion of your account in the Planto your spouse, former spouse, child or other dependent. If a qualified domestic relations order isreceived by the Plan Administrator, all or a portion of your benefits may be used to satisfy the obligation.The Plan Administrator will determine the validity of any domestic relations order received. You mayobtain from the Plan Administrator, without charge, a copy of the Plan’s procedures regarding qualifieddomestic relations orders.

PLAN AMENDMENT OR TERMINATIONThe Company expects to continue the Plan indefinitely, but reserves the right to amend, discontinue, orterminate the Plan at any time. If the Plan is terminated or contributions are completely discontinued,you will automatically become fully vested in your account. The Plan Administrator will direct the dis-tribution of the Plan’s assets to provide benefits under the Plan as prescribed by law. No events, otherthan those special circumstances permitted by the Plan, will cause any assets in participants’ accountsto be returned to the Company.

CLAIMS APPEAL PROCEDUREBenefits will be paid to Plan participants and their beneficiaries without the necessity of formal claims.Youand you beneficiaries, however, may make a request for any plan benefits to which you may be entitled. Any such request must be made in writing, and it should be made to the Plan Administratorc/o Merrill Lynch.

Your request for plan benefits shall be considered a claim for Plan benefits and it will be subject to a fulland fair review. If your claim is wholly or partially denied, you will receive written notice of this denial.The written notice must be provided to you within a reasonable period of time (generally 90 days) afterthe receipt of your claim by the Plan Administrator. If special circumstances require more time, thisclaim review period will be extended to a maximum of an additional ninety (90) days. You will benotified in writing of this extension.

If your claim has been denied in whole or in part, you will receive written notice specifying reasons forsuch denial, the provisions in the Plan document that support these reasons, any additional material orinformation necessary in order for you to properly assert your claim (and an explanation of why suchmaterial or information is necessary) and an explanation of your appeal rights. If you have a questionregarding the denial, you may contact the Plan Administrator c/o Merrill Lynch.

You may appeal a denial of benefits within 60 days of the date of the rejection by sending a letter to theBenefit Plan Appeals Committee stating why you think your claim should not have been denied, includ-ing a copy of the denial letter and any additional information which you believe is relevant to the claim.You will be able to look at all documents, records, and other information relevant to your claim. If youdo not appeal the denial of your claim within 60 days, the denial will be final.

The Benefit Plan Appeals Committee will conduct a full review of your appeal within 60 days and willnotify you of its decision. If the Benefit Plan Appeals Committee cannot complete its review within 60

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days, you will be notified in writing before the end of the initial 60-day period. The Benefit Plan AppealsCommittee’s decision on your appeal will be in writing and will include the specific reasons and the Planprovisions on which the decision is based. The Benefit Plan Appeals Committee has full discretion to inter-pret the Plan any resolve any ambiguities. The decision of the Benefit Plan Appeals Committee is final.

YOUR RIGHTS UNDER ERISAAs a participant in the Plan, you are entitled to certain rights and protections under the Employee RetirementIncome Security Act of 1974 (“ERISA”). ERISA provides that all Plan participants shall be entitled to:

• Examine, without charge, at the office of the Plan Administrator and at other specified locations, suchas worksites, all documents governing the Plan and a copy of the latest annual report (Form 5500series) filed by the Plan with the U.S. Department of Labor and available at the Public DisclosureRoom of the Employee Benefits Security Administration.

• Obtain, upon written request to the Plan Administrator, copies of documents governing the operationof the Plan and copies of the latest annual report (Form 5500 series) and updated summary plandescription. The Plan Administrator may make a reasonable charge for the copies.

• Receive a summary of the Plan’s annual financial report. The Plan Administrator is required by lawto furnish each participant with a copy of this summary annual report.

• Obtain a statement telling you whether you have a right to receive a benefit at normal retirement age and,if so, what your benefit would be at normal retirement age if you stopped working under the Plan now. Ifyou do not have a right to a benefit, the statement will tell you how many more years you have to work toget a right to a benefit. This statement must be requested in writing and is not required to be given morethan once every 12 months. The Plan Administrator must provide the statement free of charge.

In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are respon-sible for the operation of the Plan. The people who operate your Plan, called “fiduciaries” of the Plan, havea duty to run the Plan prudently and in the interest of you and other Plan participants and beneficiaries. Noone, including your employer or any other person, may fire you or otherwise discriminate against you inany way to prevent you from obtaining a benefit or exercising your rights under ERISA.

If your claim for a benefit is denied or ignored in whole or in part, you have the right to know why thiswas done, to obtain copies of documents relating to the decision without charge, and to appeal anydenial, all within certain time schedules. Under ERISA, there are steps you can take to enforce yourrights. For instance, if you request materials from the Plan Administrator and do not receive them within30 days, you may file suit in a Federal court. In such a case, the court may require the Plan Administratorto provide the materials and pay you up to $110 a day until you receive the materials, unless the materi-als were not sent because of reasons beyond the control of the Plan Administrator. If you have a claimfor benefits which is denied or ignored, in whole or in part, you may file suit in a state or Federal court.In addition, if you disagree with the Plan Administrator’s decision or lack thereof concerning the qualified status of a domestic relations order, you may file suit in Federal court. If it should happen thatPlan fiduciaries misuse the Plan Administrator’s money, or if you are discriminated against for assertingyour rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a

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Federal court. The court will decide who should pay court costs and legal fees. If you win the suit, thecourt may order the person you have sued to pay these costs and fees. If you lose, the court may orderyou to pay these costs and fees—for example, if it finds that your claim is frivolous.

If you have any questions about the Plan, you should contact the Plan Administrator. If you have anyquestions about this statement or about your rights under ERISA or if you need assistance in obtainingdocuments from the Plan Administrator, you should contact the nearest office of the Employee BenefitsSecurity Administration, U.S. Department of Labor, listed in your telephone directory, or the Division ofTechnical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department ofLabor, 200 Constitution Avenue NW, Washington, DC 20210. You may also obtain certain publicationsabout your rights and responsibilities under ERISA by calling the publications hotline of the EmployeeBenefits Security Administration.

GENERAL

Plan NameThe full name of the Plan is the DuPont Retirement Savings Plan.

EmployerE. I. du Pont de Nemours and Company1007 Market StreetWilmington, DE 19898

The employer is the Plan sponsor.

Plan AdministratorThe Plan is administered by the Benefit Plans Administrative Committee, which may be contacted at theabove address, and at telephone number 302-774-1000.

Plan TypeThe Plan is a safe harbor 401(k) defined contribution plan.

Plan IdentificationThe Plan is identified by the following numbers:

• 51-0014090 (The employer identification number assigned to the Company by the IRS.)

• 004 (The number assigned to the Plan by the Company.)

Plan YearThe Plan’s records are kept on a calendar year basis, January 1 through December 31.

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Plan TrusteesAll contributions to the Plan are held in trust funds maintained by the Plan Trustees. The Plan Trustees are:

Merrill Lynch Trust Company, FSBc/o Retirement Group Services1400 Merrill Lynch DriveMSC 943NPennington, NJ 08534

The Northern Trust Company50 South LaSalle StreetChicago, IL 60603

Merrill Lynch also provides recordkeeping services for the Plan in accordance with an administrativeservices contract with DuPont.

Service of Legal ProcessLegal process may be served on the Company or the Plan Trustees.

Laws Governing the PlanThe Plan will be construed and enforced according to the provisions of the Employee RetirementIncome Security Act of 1974, as amended (“ERISA”), which sets forth the minimum requirements con-cerning participation, vesting and other matters that an employee benefit plan must satisfy, and providesrules regarding the manner in which an employee benefit plan is to be administered. ERISA also requiresthat an employee benefit plan prepare periodic reports and provide or make available other informationto the participants in the Plan. For additional information concerning your rights under ERISA, see the“Your Rights Under ERISA” section within this SPD.

The Plan is intended to be a tax-qualified plan under Section 401(a) of the Internal Revenue Code whichmeans that Before-Tax Matching and Retirement Savings Contributions are generally deductible by theCompany at the time they are made, but are not taxed to the participants until paid to them from the Plan.In addition, earnings credited to participant accounts are not taxed to the participants until paid to themfrom the Plan.

Pension Benefit Guaranty CorporationThe Plan is a defined contribution type of employee benefit plan. Benefits are not a pre-determinedamount but rather are based on the amounts contributed to the Plan and the investment performanceof the trust fund. For this reason, benefits provided by the Plan are not insured by the Pension BenefitGuaranty Corporation (PBGC) under Title IV of the Employee Retirement Income Security Act of 1974.

No Promise of EmploymentNothing contained in the Plan will be construed as a contract of employment between any employee and theCompany. The Plan does not afford any employee any right of continued employment with the Company.

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Prospectus General InformationThe Company is subject to the information reporting requirements of the Securities Exchange Act of1934, as amended, and, in accordance therewith, files periodic reports, proxy statements and other infor-mation with the Commission. Reports and other information concerning the Company may be inspectedand copied at the public reference facility maintained by the Commission at Room 1024, 450 FifthStreet, N.W., Washington, D.C. 20549.

The following documents are incorporated by reference in this prospectus:

• DuPont’s Annual Report on Form 10-K for the most recent fiscal year, which is also available on theCompany’s website at www.dupont.com under “Investor Center”;

• The Plan’s Annual Report on Form 11-K for the most recent plan year, which is also available on theCompany’s website at www.dupont.com under “Investor Center”;

• All documents subsequently filed by E. I. du Pont de Nemours and Company, pursuant to Section 13(a)or 15(d) of the Securities Exchange Act of 1934. These documents are also available on the Company’swebsite at www.dupont.com under “Investor Center” and

• A description of the class of securities offered under the Plan.

All documents subsequently filed by DuPont pursuant to Sections 13(a), 13(c), 14, and 15(d) of theSecurities Exchange Act of 1934, prior to the filing of a post-effective amendment which indicates thatall securities offered hereby have been sold or which deregisters all such securities then remainingunsold, shall be deemed incorporated herein by reference.

All documents incorporated herein by reference are available without charge, upon written or oralrequest to the Benefit Plans Administrative Committee at the address and phone number above

Restrictions on ResaleThis Prospectus does not cover sales or other dispositions of the Company's stock received under thePlan by any person who may be deemed to be an affiliated person. Such sales or other dispositions maybe made in compliance with the registration requirements of the federal securities laws or the require-ments of Rule 144 promulgated thereunder, without being subject to the holding period requirement ofsuch Rule, or may be made pursuant to another exemption from such registration. There will be no suchrestrictions upon sales or other dispositions of the Company's stock by recipients who are not affiliatedpersons. An affiliated person, for purposes of the federal securities laws, generally means a seniorofficer, director or other person who is deemed to control the Company.

K-15807 (Rev. 7/08)

Copyright © 2008 DuPont. The DuPont Oval and DuPont™ are trademarks or registered trademarks of E.I. du Pont de Nemours and Company or its affiliates.