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OUR MISSION: SUSTAINABLE GROWTH To DuPont Shareholders vehicles and energy-e cient products will outpace demand Focused on Delivering Results The creation of shareholder and societal value while we reduce our environmental footprint along the value chains in which we operate. DuPont excelled in 2010. We came through 2009 clearly showing our market-driven science is meeting market for more traditional applications for our materials. And All our business segments made excellent progress in 2010. focused on business fundamentals and established needs. We met major milestones for progress in our new we expect the Safety & Protection top-line to grow at 8 to DuPont Agriculture Net Sales We expect to deliver our original 2012 earnings per 2010 SALES BY SEGMENT 10 percent over the same ve-year period. & Nutrition cost and working capital investments, providing $31.5 B a solid foundation as we emerged stronger from the growth area of biofuels and biomaterials development. share target one year ahead of plan. ree of our business productivity and innovative materials Businesses: economic downturn. In 2010, we delivered superior segments met or beat their 2012 margin target in 2010, selected investments in and expert applications Other • Fixed cost and working capital productivity – We Our Engine of Innovation Pioneer Hi-Bred | Crop Safety & performance in terms of growth, productivity and higher-growth markets, development that enhance Protection finished ahead of plan and gained momentum. Late in two years ahead of plan, and we are raising the bar on our Protection | Nutrition & 1% In 2010, we introduced 1,786 new products and led regions and technologies customers’ product operating leverage. We managed our portfolio 2010, we announced goals for an additional $300 million segment nancial targets with even more aggressive goals. Health to achieve top quartile performance, improve Agriculture % & Nutrition differentially, setting 2,034 U.S. patent applications. About 85 percent of our Mission: performance among sustainability and reduce 10 in both categories to be delivered in 2011. We are committed to growing underlying earnings per Performance R&D resources supported growth areas related to the Grow aggressively peer global specialty total system cost. % aggressive goals for each share 12 percent compounded annually through 2015 by Materials 28 • F r e e c a s h o w – We ended the year with a very strong through innovative chemical manufacturers. 2010 DUPONT ANNUAL REVIEW megatrends. Developing markets are important because Core Markets: 20% b u s i n e s s . W e n i s h e d di erentiating our company through: products and services balance sheet and exceeded our target of “greater than of the long-term growth opportunity they represent. Core Markets: Automotive | Packaging | the year ahead of our that help the world Construction | Specialties | Electrical/Electronics | $1.7 billion” free cash ow, generating $3.1 billion. • innovation fueled by the megatrends; xed cost and working Nearly all the world’s population growth is taking place increase the quantity, Industrials & Chemicals Construction | is was in spite of the fact that we made a $500 million quality, safety and 9% in developing countries. • sustainable growth achieved by di erentially Consumer Durables % capital productivity goals. sustainability of our DuPont Performance 12 voluntary contribution to the principal U.S. pension plan. managing our portfolio; Electronics & We outperformed our Because of that, we have been growing our science and food supply. Coatings DuPont Safety 20% & Protection Performance Communications competition and worked These outstanding accomplishments were made possible technology footprint globally, with major investments in • ongoing productivity, with targets that are Core Markets: Mission: Coatings externally benchmarked for each business. Production Agriculture | Deliver earnings and Businesses: Performance hard to deliver shareholder by DuPont employees around the world who continue new technology centers in China, India and Brazil. At Food & Nutrition Products cash growth through Protection Technologies | Chemicals value to earn investor to demonstrate exceptional each location, we have the technical capability to respond You can expect us to exercise good nancial discipline, cost and working capital Building Innovations | DuPont Electronics trust and con dence. creativity and commitment to customer needs with a cycle time commensurate make decisions and take actions in support of a strong productivity while making Sustainable Solutions Ellen Kullman & Communications only very selective growth Now, in 2011, we have the to our company’s goals while DuPont with the blistering pace of growth in these markets. balance sheet that gives us the exibility to pursue growth Mission: Mission: investments, so that Grow aggressively momentum to deliver continued growth, innovation remaining true to the core values Core Values opportunities while providing attractive returns to you, our Focused growth through 2010 NET SALES BY REGION It is paying off. In Greater China we exceeded top quartile fi nancial by being the global and expanded margins. that distinguish DuPont and supplying enabling $3 billion in sales in 2010. Much of that growth resulted shareholders. We are very excited about our future. Focused performance among innovation leader in • Safety materials and systems global industry peers is our proud 208-year heritage. from applications development and technical on markets and driven by innovation and productivity, we engineered products, North There are even better things to come. Through 2015, and Health for photovoltaics, achieved. services and systems America* have established goals to make 2011 another exceptional electronics, fl at panel we expect underlying earnings per share growth of about marketing capability we put in place in China during Core Markets: that protect lives, the Megatrends Drive Growth • Enironmental year for our company. displays and advanced Automotive OEM | environment and 39% 12 percent compounded annually. We have attractive the last 5 years. Meanwhile, customers in developing Developing DuPont is uniquely positioned Stewardship printing. Collision Repair | critical processes and Asia markets also look to access the totality of DuPont 14% growth opportunities supported by market-driven Core Markets: Industrial Coatings provide sustainable to collaborate with customers, • Highest science and technology. We are responding by Photovoltaics | building solutions. science and fueled by global megatrends associated DuPont Performance business partners, governments Ethical Behavior leveraging our major R&D centers in Delaware, Consumer Electronics | Core Markets: with population growth. We are allocating resources Ellen Kullman Developed 9% and public-private partnerships Advanced Printing | Materials % • Iowa, Switzerland and Germany. Chair of the Board & Industrial Personal Asia 12 to drive the highest growth opportunities. Productivity Respect Displays Businesses: to tackle big global challenges Protection | Construction | % Latin for People C h i e f E x e c u t i v e O c e r Performance Polymers | 7 will continue to be a cornerstone of how we operate Industrial | Military and 19% America t h a t o e r t h e o p p o r t u n i t y f o r March 1, 2011 DuPont Performance Packaging & Industrial our company. Chemicals Law Enforcement Developing s i g n i c a n t t o p - l i n e g r o w t h a n d Polymers EMEA** Businesses: Developed We measured our performance in 2010 opposite a set value creation. Mission: EMEA** Titanium Technologies | Deliver earnings and of Directives that we adopted to drive our results. Chemicals & Fluoroproducts cash growth through Global population will pass the 7 billion mark in 2011 and Mission: cost and working capital * U.S. & Canada Here’s how we did: exceed 9 billion people by 2050 – or about 150,000 more ** Europe, Middle East & Africa Accelerate earnings and productivity while • Revenue and earnings growth – In revenue growth people on the planet every day. is will translate into cash growth through making selective growth NET SALES (dollars in billions) EARNINGS PER SHARE1 (dollars) DIVIDEND PAYMENTS (dividends per share in dollars) we far exceeded the 10 percent target we set, and ended the critical needs in the areas of feeding the world, reducing This publication contains forward-looking statements based on management’s current expectations, estimates and projections. All statements that address expectations or projections about the future, including year up 21 percent. Earnings per share grew more than our dependence on fossil fuels and keeping people and 35 statements about the company’s strategy for growth, product development, market position, expected expenditures and fi nancial results, are forward-looking statements. Some of the forward-looking statements 3.50 3.28 3.28 2.00 may be identifi ed by words like “expects,” “anticipates,” “plans,” “intends,” “projects,” and “indicates,” and similar expressions. These statements are not guarantees of future performance and involve a number of 31.5 60 percent. Notable growth areas included: an extremely the environment safe – the megatrends that are driving 30.5 1.64 risks, uncertainties and assumptions. Many factors, including those discussed more fully in documents fi led with the Securities and Exchange Commission by DuPont, particularly its 2010 Annual Report on Form 29.4 2.88 30 27.4 3.00 2.78 10-K, as well as others, could cause results to differ materially from those stated. These factors include, but are not limited to, changes in the laws, regulations, policies and economic conditions, including infl ation, Delivering solutions, delivering growth strong photovoltaic market; increased automotive builds; our science and innovation and hence our company growth. 26.1 1.50 1.40 1.46 interest and foreign currency exchange rates, of countries in which the company does business; competitive pressures; successful integration of structural changes, including restructuring plans, acquisitions, 25 divestitures and alliances; cost of raw materials, research and development of new products, including regulatory approval and market acceptance; and seasonality of sales of agricultural products. The company a faster rate of restocking in the first half of the year; 2.50 Our businesses that are directly aligned with these megatrends 2.03 undertakes no duty to update any forward-looking statements as a result of future developments or new information. through inclusive innovation. stronger-than-expected recovery in developed markets; 20 2.00 1.02 Use of Non-GAAP Measures: This annual review includes company information that does not conform to generally accepted accounting principles (GAAP), including measures which exclude signifi cant items 1.00 are pro tably growing at a pace above company average. .81 such as underlying pretax operating income, underlying earnings per share and free cash fl ow. Free cash fl ow is defi ned as cash fl ow provided by operating activities less purchases of property, plant and equipment continued strength in agriculture and continued growth 15 1.50 and less investments in affi liates. Non-GAAP measures are not a substitute for GAAP results. Signifi cant items represent special charges or credits that are important to an understanding of the company’s ongoing For example, we expect our Agriculture & Nutrition segment operations. The company uses non-GAAP measures to evaluate and manage the company’s operations. Management believes that an analysis of this data is meaningful to investors because it provides insight with in developing markets. .46 .50 respect to ongoing operating results of the company, and allows investors to better evaluate the fi nancial results of the company. The determination of signifi cant items and these measures may not be comparable to 10 1.00 .50 1ST to continue to grow sales at a rate of 8 to 10 percent per DIVIDEND similarly titled measures provided by other companies. A reconciliation of non-GAAP measures to GAAP results is provided on the company’s website at www.dupont.com under the heading Investor Center, or • Innovation – In 2010, 31 percent of our sales came PAID as furnished in the company’s SEC fi lings on Form 8-K, which are available at www.sec.gov. year over the coming 5 years. e growth forecast for Total developing markets is comprised of Developing Asia, Developing Europe, Middle East & Africa and Latin America. A detailed list of all developing countries is available on the Earnings Releases link on the from products that were introduced within the past 4 years, 2006 2007 2008 2009 2010 2006 2007 2008 2009 2010 1904 1980 1985 1990 1995 2000 2005 2010 Investor Center at www.dupont.com. photovoltaics is even stronger. Demand for lightweighting 1 Before significant items Copyright © 2011 DuPont. All rights reserved. The DuPont Oval Logo, DuPont™ and all products denoted with ™ and ® are trademarks or registered trademarks of DuPont or its affi liates. Photo of Ellen Kullman courtesy of AP Images. Produced with DuPont proofi ng products. WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 002226-01E-8PanelBrochure.1.indd 1 3/11/11 8:22:22 AM

F:8” F:8.25” F:8.25” F:8” OUR MISSION: SUSTAINABLE GROWTH To DuPont Shareholders vehicles and energy-e cient products will outpace demand Focused on Delivering Results The creation of shareholder and societal value while we reduce our environmental footprint along the value chains in which we operate. DuPont excelled in 2010. We came through 2009 clearly showing our market-driven science is meeting market for more traditional applications for our materials. And All our business segments made excellent progress in 2010. focused on business fundamentals and established needs. We met major milestones for progress in our new we expect the Safety & Protection top-line to grow at 8 to DuPont Agriculture Net Sales We expect to deliver our original 2012 earnings per 2010 SALES BY SEGMENT 10 percent over the same ve-year period. & Nutrition cost and working capital investments, providing $31.5 B a solid foundation as we emerged stronger from the growth area of biofuels and biomaterials development. share target one year ahead of plan. ree of our business productivity and innovative materials Businesses: economic downturn. In 2010, we delivered superior segments met or beat their 2012 margin target in 2010, selected investments in and expert applications Other • Fixed cost and working capital productivity – We Our Engine of Innovation Pioneer Hi-Bred | Crop Safety & performance in terms of growth, productivity and higher-growth markets, development that enhance Protection finished ahead of plan and gained momentum. Late in two years ahead of plan, and we are raising the bar on our Protection | Nutrition & 1% In 2010, we introduced 1,786 new products and led regions and technologies customers’ product operating leverage. We managed our portfolio 2010, we announced goals for an additional $300 million segment nancial targets with even more aggressive goals. Health to achieve top quartile performance, improve Agriculture % & Nutrition differentially, setting 2,034 U.S. patent applications. About 85 percent of our Mission: performance among sustainability and reduce 10 in both categories to be delivered in 2011. We are committed to growing underlying earnings per Performance R&D resources supported growth areas related to the Grow aggressively peer global specialty total system cost. % aggressive goals for each share 12 percent compounded annually through 2015 by Materials 28 • F r e e c a s h o w – We ended the year with a very strong through innovative chemical manufacturers. 2010 DUPONT ANNUAL REVIEW megatrends. Developing markets are important because Core Markets: 20% b u s i n e s s . W e n i s h e d di erentiating our company through: products and services balance sheet and exceeded our target of “greater than of the long-term growth opportunity they represent. Core Markets: Automotive | Packaging | the year ahead of our that help the world Construction | Specialties | Electrical/Electronics | $1.7 billion” free cash ow, generating $3.1 billion. • innovation fueled by the megatrends; xed cost and working Nearly all the world’s population growth is taking place increase the quantity, Industrials & Chemicals Construction | is was in spite of the fact that we made a $500 million quality, safety and 9% in developing countries. • sustainable growth achieved by di erentially Consumer Durables % capital productivity goals. sustainability of our DuPont Performance 12 voluntary contribution to the principal U.S. pension plan. managing our portfolio; Electronics & We outperformed our Because of that, we have been growing our science and food supply. Coatings DuPont Safety 20% & Protection Performance Communications competition and worked These outstanding accomplishments were made possible technology footprint globally, with major investments in • ongoing productivity, with targets that are Core Markets: Mission: Coatings externally benchmarked for each business. Production Agriculture | Deliver earnings and Businesses: Performance hard to deliver shareholder by DuPont employees around the world who continue new technology centers in China, India and Brazil. At Food & Nutrition Products cash growth through Protection Technologies | Chemicals value to earn investor to demonstrate exceptional each location, we have the technical capability to respond You can expect us to exercise good nancial discipline, cost and working capital Building Innovations | DuPont Electronics trust and con dence. creativity and commitment to customer needs with a cycle time commensurate make decisions and take actions in support of a strong productivity while making Sustainable Solutions Ellen Kullman & Communications only very selective growth Now, in 2011, we have the to our company’s goals while DuPont with the blistering pace of growth in these markets. balance sheet that gives us the exibility to pursue growth Mission: Mission: investments, so that Grow aggressively momentum to deliver continued growth, innovation remaining true to the core values Core Values opportunities while providing attractive returns to you, our Focused growth through 2010 NET SALES BY REGION It is paying off. In Greater China we exceeded top quartile fi nancial by being the global and expanded margins. that distinguish DuPont and supplying enabling $3 billion in sales in 2010. Much of that growth resulted shareholders. We are very excited about our future. Focused performance among innovation leader in • Safety materials and systems global industry peers is our proud 208-year heritage. from applications development and technical on markets and driven by innovation and productivity, we engineered products, North There are even better things to come. Through 2015, and Health for photovoltaics, achieved. services and systems America* have established goals to make 2011 another exceptional electronics, fl at panel we expect underlying earnings per share growth of about marketing capability we put in place in China during Core Markets: that protect lives, the Megatrends Drive Growth • Enironmental year for our company. displays and advanced Automotive OEM | environment and 39% 12 percent compounded annually. We have attractive the last 5 years. Meanwhile, customers in developing Developing DuPont is uniquely positioned Stewardship printing. Collision Repair | critical processes and Asia markets also look to access the totality of DuPont 14% growth opportunities supported by market-driven Core Markets: Industrial Coatings provide sustainable to collaborate with customers, • Highest science and technology. We are responding by Photovoltaics | building solutions. science and fueled by global megatrends associated DuPont Performance business partners, governments Ethical Behavior leveraging our major R&D centers in Delaware, Consumer Electronics | Core Markets: with population growth. We are allocating resources Ellen Kullman Developed 9% and public-private partnerships Advanced Printing | Materials % • Iowa, Switzerland and Germany. Chair of the Board & Industrial Personal Asia 12 to drive the highest growth opportunities. Productivity Respect Displays Businesses: to tackle big global challenges Protection | Construction | % Latin for People C h i e f E x e c u t i v e O c e r Performance Polymers | 7 will continue to be a cornerstone of how we operate Industrial | Military and 19% America t h a t o e r t h e o p p o r t u n i t y f o r March 1, 2011 DuPont Performance Packaging & Industrial our company. Chemicals Law Enforcement Developing s i g n i c a n t t o p - l i n e g r o w t h a n d Polymers EMEA** Businesses: Developed We measured our performance in 2010 opposite a set value creation. Mission: EMEA** Titanium Technologies | Deliver earnings and of Directives that we adopted to drive our results. Chemicals & Fluoroproducts cash growth through Global population will pass the 7 billion mark in 2011 and Mission: cost and working capital * U.S. & Canada Here’s how we did: exceed 9 billion people by 2050 – or about 150,000 more ** Europe, Middle East & Africa Accelerate earnings and productivity while • Revenue and earnings growth – In revenue growth people on the planet every day. is will translate into cash growth through making selective growth NET SALES (dollars in billions) EARNINGS PER SHARE1 (dollars) DIVIDEND PAYMENTS (dividends per share in dollars) we far exceeded the 10 percent target we set, and ended the critical needs in the areas of feeding the world, reducing This publication contains forward-looking statements based on management’s current expectations, estimates and projections. All statements that address expectations or projections about the future, including year up 21 percent. Earnings per share grew more than our dependence on fossil fuels and keeping people and 35 statements about the company’s strategy for growth, product development, market position, expected expenditures and fi nancial results, are forward-looking statements. Some of the forward-looking statements 3.50 3.28 3.28 2.00 may be identifi ed by words like “expects,” “anticipates,” “plans,” “intends,” “projects,” and “indicates,” and similar expressions. These statements are not guarantees of future performance and involve a number of 31.5 60 percent. Notable growth areas included: an extremely the environment safe – the megatrends that are driving 30.5 1.64 risks, uncertainties and assumptions. Many factors, including those discussed more fully in documents fi led with the Securities and Exchange Commission by DuPont, particularly its 2010 Annual Report on Form 29.4 2.88 30 27.4 3.00 2.78 10-K, as well as others, could cause results to differ materially from those stated. These factors include, but are not limited to, changes in the laws, regulations, policies and economic conditions, including infl ation, Delivering solutions, delivering growth strong photovoltaic market; increased automotive builds; our science and innovation and hence our company growth. 26.1 1.50 1.40 1.46 interest and foreign currency exchange rates, of countries in which the company does business; competitive pressures; successful integration of structural changes, including restructuring plans, acquisitions, 25 divestitures and alliances; cost of raw materials, research and development of new products, including regulatory approval and market acceptance; and seasonality of sales of agricultural products. The company a faster rate of restocking in the first half of the year; 2.50 Our businesses that are directly aligned with these megatrends 2.03 undertakes no duty to update any forward-looking statements as a result of future developments or new information. through inclusive innovation. stronger-than-expected recovery in developed markets; 20 2.00 1.02 Use of Non-GAAP Measures: This annual review includes company information that does not conform to generally accepted accounting principles (GAAP), including measures which exclude signifi cant items 1.00 are pro tably growing at a pace above company average. .81 such as underlying pretax operating income, underlying earnings per share and free cash fl ow. Free cash fl ow is defi ned as cash fl ow provided by operating activities less purchases of property, plant and equipment continued strength in agriculture and continued growth 15 1.50 and less investments in affi liates. Non-GAAP measures are not a substitute for GAAP results. Signifi cant items represent special charges or credits that are important to an understanding of the company’s ongoing For example, we expect our Agriculture & Nutrition segment operations. The company uses non-GAAP measures to evaluate and manage the company’s operations. Management believes that an analysis of this data is meaningful to investors because it provides insight with in developing markets. .46 .50 respect to ongoing operating results of the company, and allows investors to better evaluate the fi nancial results of the company. The determination of signifi cant items and these measures may not be comparable to 10 1.00 .50 1ST to continue to grow sales at a rate of 8 to 10 percent per DIVIDEND similarly titled measures provided by other companies. A reconciliation of non-GAAP measures to GAAP results is provided on the company’s website at www.dupont.com under the heading Investor Center, or • Innovation – In 2010, 31 percent of our sales came PAID as furnished in the company’s SEC fi lings on Form 8-K, which are available at www.sec.gov. year over the coming 5 years. e growth forecast for Total developing markets is comprised of Developing Asia, Developing Europe, Middle East & Africa and Latin America. A detailed list of all developing countries is available on the Earnings Releases link on the from products that were introduced within the past 4 years, 2006 2007 2008 2009 2010 2006 2007 2008 2009 2010 1904 1980 1985 1990 1995 2000 2005 2010 Investor Center at www.dupont.com. photovoltaics is even stronger. Demand for lightweighting 1 Before significant items Copyright © 2011 DuPont. All rights reserved. The DuPont Oval Logo, DuPont™ and all products denoted with ™ and ® are trademarks or registered trademarks of DuPont or its affi liates. Photo of Ellen Kullman courtesy of AP Images. Produced with DuPont proofi ng products. WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 002226-01E-8PanelBrochure.1.indd 1 3/11/11 8:22:22 AM

F:8” F:8.25” F:8.25” F:8” Together, we can build a secure energy future. Together, we can make the world a safer place. Together, we can nourish a growing population. A more populous world is not always a safer one. Working to ensure better safety and By 2035, global demand for energy will increase by 36%. DuPont is uniquely To help feed the world’s rapidly expanding population, DuPont is investing 60% of security for people and the environment, DuPont is working with manufacturers positioned to address the rising demand for secure, environmentally sustainable our research and development dollars to help the world’s growing population produce and governments to adapt protective materials, such as DuPontTM Kevlar® fi ber, to and affordable energy sources. With a growing population, we will need to use enough food. From advancing the nutritional content of crops, to helping farmers automobile and structural designs — fulfi lling the needs of security-conscious our existing resources more responsibly and fi nd new and cleaner energy sources. and growers around the world increase their yields, to fi nding better ways to ensure markets. DuPont offers collaborative consulting and solutions-driven technologies Welcome to DuPont is applying deep expertise in microbiology, fermentation, polymer science food safety, we’re working every day to get more good food to more people. and services that help organizations transform their workplaces and work cultures and electrochemistry to help make cars lighter, fuels cleaner, and sustainable energy to become safer, more effi cient and more environmentally sustainable. The Global Collaboratory sources, such as the sun, easier to harness — all contributing to a brighter energy future.

DuPont science is driving inclusive innovation to help solve the world’s greatest challenges.

As the world’s population approaches seven billion, we face unprecedented challenges. Solutions to many of them can be found in DuPont science. But providing for the food, energy and protection needs of a growing population will require more than DuPont science. So we are building alliances with people, companies, governments and organizations around the world in an effort to improve the lives of people everywhere. That’s how DuPont thinks and works today. And we’re pleased to say, it’s working very well. INCREASING YIELDS STARTS WITH DERIVING BETTER NUTRITION LIGHTENING THE LOAD FOR EXTRACTING ENERGY FROM THE MAKING PERSONAL SAFETY EMBEDDING SAFETY INTO Together, we can accomplish what no one can do alone. PROTECTION FROM PESTS. FROM EVERY SEED. FOSSIL-FUEL-POWERED VEHICLES. SKY INSTEAD OF THE GROUND. ACCESSIBLE AND AFFORDABLE. AN INDUSTRY’S CULTURE.

DuPont™ Steward® and DuPont™ Altacor® insect control products DuPont scientists are working with the Africa Biofortifi ed Sorghum Using lighter-weight, high-performance moldable automotive DuPont Apollo collaborated with HK Electric and government Working with leading armor installers and car companies, Collaborating with MOL Group, an international oil and gas are helping growers in Spain protect their tomato yields from Project — a public-private collaborative team dedicated to fortifying parts made of DuPont™ Zytel® PLUS nylon makes cars lighter and agencies to create the largest thin-fi lm photovoltaic rooftop installation DuPont Brazil developed the Armura® armor kit, a retrofi t that company, DuPont Sustainable Solutions consultants were able to Tuta absoluta, a highly destructive pest. sorghum, the primary dietary staple of 300 million people. improves fuel economy. in Hong Kong — capable of generating 620,000 kWh annually. makes car armor 50% more affordable for people in Brazil. signifi cantly improve the workplace safety culture at MOL.

DuPont Crop A fellowship program WHAT WEIGHT REDUCTION TONS The new C a r s o u t fi t t e d DuPont’s Protection brought sponsored by Pioneer MEANS: armor kit with the DuPont™ objective in this in experts from Hi-Bred has brought For every 10% uses DuPont™ Armura® armor kit collaboration has Brazil to help Spain’s BILLION 12 African scientists weight reduction, MILLION OVER 150 520 Kevlar ® for door panels plus weigh 60% less 60% been to create a agricultural leaders 1 KG OF TOMATOES to Pioneer’s U.S. The Africa Biofortifi ed Sorghum team fuel economy 144 GALLONS OF GASOLINE These thin-film photovoltaic The energy output of the DuPont ™ SentryGlas® than those with LESS dedicated safety develop strategies for are exported from Spain headquarters to work is applying science and technology improves by 5–7% could be saved in 2011 if all 72 modules, made by DuPont Apollo, 5,500 thin-fi lm photovoltaic structural interlayer and traditional armoring — adding less network that managing this invasive each year, making it one of on the project side to enhance protein digestibility, iron — saving money million newly built engines used can deliver clean energy to power modules employed there will DuPont ™ Spallshield® than 198 lbs to the total vehicle DuPont Sustainable Solutions helped extends to other pest, which originated the world’s leading exporters by side with Pioneer and zinc availability and provitamin A at the gas pump and resulting in Zytel® PLUS nylon to reduce engine more than 150 homes in Hong Kong offset 520 tons of carbon dioxide anti-spall composite for weight (vs. 450 lbs) and reducing MOL Group lower their overall lost companies in the in South America. of fresh tomatoes. researchers. content of sorghum. fewer carbon dioxide emissions. component weight by 11 kg. each year. emissions annually. window protection. costs and fuel consumption. time injury rate by 40% in four years. MOL Group. WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 002226-01E-8PanelBrochure.1.indd 2 3/11/11 8:22:31 AM

DuPont science is driving inclusive innovation to help solve the world’s greatest challenges.

F:8” F:8.25” F:8.25” F:8” DuPont 1007 Market Street Wilmington, DE 19898

Ellen Kullman Chair of the Board and Chief Executive Officer

15MAR201019085354

Annual Meeting — April 27, 2011 March 18, 2011 Dear Stockholder: You are invited to attend the Company’s 2011 Annual Meeting on Wednesday, April 27, 2011, at 10:30 a.m. local time in the DuPont Theatre, DuPont Building, Wilmington, Delaware. The enclosed Notice of Annual Meeting and Proxy Statement provide information about the governance of our Company and describe the various matters to be acted upon during the meeting. In addition, there will be a report on the state of the Company’s business and an opportunity for you to express your views on subjects related to the Company’s operations. To make it easier for you to vote your shares, you have the choice of voting over the Internet, by telephone, or by completing and returning the enclosed Proxy Card. The Proxy Card describes your voting options in more detail. This year, we are using the Securities and Exchange Commission’s Notice and Access model, allowing us to deliver proxy materials via the Internet. Notice and Access gives the Company a lower cost way to furnish stockholders with their proxy materials. On March 18, we mailed to certain stockholders of record a ‘‘Notice Regarding the Availability of Proxy Materials’’ with instructions on how to access the proxy materials via the Internet (or request a paper copy) and how to vote online. If you requested a full set of proxy materials or if you hold DuPont Common Stock through a Company savings plan, your admission ticket for the Annual Meeting is included on your Proxy Card. A registered stockholder may also use the Notice Regarding the Availability of Proxy Materials, received in the mail, as his or her admission ticket. If you hold shares in a brokerage account, please refer to page 1 of the Proxy Statement for information on how to attend the meeting. If you need special assistance, please contact the DuPont Stockholder Relations Office at 302-774-3034. In 2010, we continued to build momentum across our businesses as most markets began to recover around the world. We finished ahead of our fixed cost and working capital productivity goals. We managed our portfolio differentially, setting aggressive goals for each business. We outperformed our competition and worked hard to deliver shareholder value to earn investor trust and confidence. The Annual Meeting gives us an opportunity to review our progress. We appreciate your ownership of DuPont, and I hope you will be able to join us on April 27.

Sincerely,

15MAR201014024931

Ellen Kullman

E. I. du Pont de Nemours and Company WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 March 18, 2011

To the Holders of Common Stock of E. I. du Pont de Nemours and Company

NOTICE OF ANNUAL MEETING

The Annual Meeting of Stockholders of E. I. DU PONT DE NEMOURS AND COMPANY will be held on Wednesday, April 27, 2011, at 10:30 a.m. local time, in the DuPont Theatre in the DuPont Building, 1007 Market Street, Wilmington, Delaware. The meeting will be held to consider and act upon: (1) the election of directors; (2) the ratification of the Company’s independent registered public accounting firm; (3) management proposals related to (i) the Company’s Amended Equity and Incentive Plan, (ii) an advisory vote on executive compensation and (iii) an advisory vote on the frequency of executive compensation votes; and (4) three stockholder proposals described in the Proxy Statement and such other business as may properly come before the meeting. Holders of record of DuPont Common Stock at the close of business on March 2, 2011, are entitled to vote at the meeting. This notice and the accompanying proxy materials are sent to you by order of the Board of Directors.

8DEC200415364952 Mary E. Bowler Secretary

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDER MEETING TO BE HELD ON APRIL 27, 2011

The Notice and Proxy Statement and Annual Report on Form 10-K are available at www.proxyvote.com

The DuPont 2010 Annual Review will also be available at the above website. Stockholders may request their proxy materials be delivered to them electronically in 2012 by visiting http://enroll.icsdelivery.com/dd. WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 2011 ANNUAL MEETING OF STOCKHOLDERS Proxy Statement General Information 1

Governance of the Company 3 DuPont Board of Directors Corporate Governance Guidelines 3 Committees of the Board 8 Committee Membership 9 Review and Approval of Transactions with Related Persons 9 Communications with the Board and Directors 10 Leadership Structure of the Board 11 Board’s Role in the Oversight of Risk Management 11 Board’s Consideration of Diversity 12 Code of Business Conduct and Ethics 12 Office of the Chief Executive 12

Audit Committee Report 13

Directors’ Compensation 14

Election of Directors 17 Nominee Biographies 17

Ownership of Company Stock 22

Compensation Committee Interlocks and Insider Participation 23

Compensation Committee Report 23

Compensation Discussion and Analysis 24 Executive Compensation Philosophy and Core Principles 24 Our Performance in 2010 24 Summary of Our 2010 Compensation Actions 24 Determining Executive Compensation 25 Executive Compensation Overview 27 Total 2010 NEO Compensation 35 Section 162(m) of the Internal Revenue Code of 1986 36 Compensation Risk 36 Stock Ownership Guidelines 36 Compensation Recovery Policy (Clawbacks) 37 Consulting Agreement 37

Compensation of Executive Officers 38 2010 Summary Compensation Table 38 2010 Grants of Plan-Based Awards 41 Outstanding Equity Awards 43 2010 Option Exercises and Stock Vested 45 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Pension Benefits 46 Nonqualified Deferred Compensation 48 Potential Payments Upon Termination or Change in Control 50

Ratification of Independent Registered Public Accounting Firm 53

Management Proposal on Amended Equity and Incentive Plan 54

Management Proposal to Approve, by Advisory Vote, Executive Compensation 63

Management Proposal to Recommend, by Advisory Vote, the Frequency of Executive Compensation Votes 64

Stockholder Proposals 65 Special Shareowner Meetings 65 Genetically Engineered Seed 66 Executive Compensation Report 69

Director Nomination Process A-1

Amended Equity and Incentive Plan B-1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Proxy Statement

The enclosed proxy materials are being sent to stockholders at the request of the Board of Directors of E. I. du Pont de Nemours and Company to encourage you to vote your shares at the Annual Meeting of Stockholders to be held April 27, 2011. This Proxy Statement contains information on matters that will be presented at the meeting and is provided to assist you in voting your shares.

The Company’s 2010 Annual Report on Form 10-K, containing management’s discussion and analysis of financial condition and results of operations of the Company and the audited financial statements, and this Proxy Statement were distributed together beginning March 18, 2011.

General Information

Who May Vote All holders of record of DuPont Common Stock as of the close of business on March 2, 2011 (the record date) are entitled to vote at the meeting. Each share of stock is entitled to one vote. As of the record date, 926,372,654 shares of DuPont Common Stock were outstanding. Except with respect to the management proposal on the frequency of executive compensation votes, a majority of the shares voted in person or by proxy is required for the approval of each of the proposals described in this Proxy Statement. Abstentions and broker nonvotes are not counted in the vote. At least a majority of the holders of shares of DuPont Common Stock as of the record date must be present either in person or by proxy at the meeting in order for a quorum to be present.

How to Vote Even if you plan to attend the meeting you are encouraged to vote by proxy. You may vote by proxy in one of the following ways:

• By Internet at the address listed on the Proxy Card or Notice Regarding the Availability of Proxy Materials (‘‘Proxy Notice’’).

• By telephone using the toll-free number listed on the Proxy Card.

• By returning the enclosed Proxy Card (signed and dated) in the envelope provided.

When you vote by proxy, your shares will be voted according to your instructions. If you sign your Proxy Card but do not specify how you want your shares to be voted, they will be voted as the Board of Directors recommends. You can change or revoke your proxy by Internet, telephone or mail at any time before the polls close at the Annual Meeting.

How to Attend the Annual Meeting If you requested a full set of proxy materials or if you hold stock through one of the savings plans listed below, your admission ticket is attached to your Proxy Card. A registered stockholder may also use the Proxy Notice as his or her admission ticket. You will need to bring your admission ticket, along with picture identification, to the meeting. If you own shares in street name, please bring your most recent brokerage statement, along with picture identification, to the meeting. The Company will use your brokerage statement to verify your ownership of DuPont Common Stock and admit you to the meeting.

Please note that cameras, sound or video recording equipment, or other similar equipment, electronic devices, large bags or packages will not be permitted in the DuPont Theatre.

1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Shares Held in Savings Plans If you participate in one of the following plans, your voting instruction card will include the shares you hold in the plan: • DuPont 401(k) and Profit Sharing Plan • DuPont Powder Coatings USA, Inc. Profit Sharing Plan • DuPont Retirement Savings Plan • Pioneer Hi-Bred International, Inc. Savings Plan • Solae Savings Investment Plan • Thrift and Savings Plan for Employees of Sentinel Transportation, LLC The plan trustees will vote according to the instructions received on your proxy. If proxies for shares in savings plans are not received by Internet, telephone or mail, those shares will be voted by the trustees as directed by the plan fiduciary or by an independent fiduciary selected by the plan fiduciary.

Proxy Statement Proposals At each annual meeting stockholders are asked to elect directors to serve on the Board of Directors and to ratify the appointment of the Company’s independent registered public accounting firm for the year. Other proposals may be submitted by the Board of Directors or stockholders to be included in the proxy statement. To be considered for inclusion in the 2012 Annual Meeting Proxy Statement, stockholder proposals must be received by the Company no later than November 18, 2011. For any proposal that is not submitted for inclusion in next year’s proxy statement, but is instead sought to be considered as timely and presented directly at the 2012 Annual Meeting, Securities and Exchange Commission rules permit management to vote proxies in its discretion if the Company: (1) receives notice of the proposal before the close of business on February 1, 2012 and advises stockholders in the 2012 Annual Meeting Proxy Statement about the nature of the matter and how management intends to vote on such matter; or (2) does not receive notice of the proposal prior to the close of business on February 1, 2012.

Stockholder Nominations for Election of Directors The Corporate Governance Committee recommends nominees to the Board of Directors for election as directors at each annual meeting. The Committee will consider nominations submitted by stockholders of record and received by the Corporate Secretary by the first Monday in December. Nominations must include a statement by the nominee indicating a willingness to serve if elected and disclosing principal occupations or employment for the past five years.

Proxy Committee The Proxy Committee is composed of directors of the Company who vote as instructed the shares of DuPont Common Stock for which they receive proxies. Proxies also confer upon the Proxy Committee discretionary authority to vote the shares on any matter which was not known to the Board of Directors a reasonable time before solicitation of proxies, but which is properly presented for action at the meeting.

Solicitation of Proxies The Company will pay all costs relating to the solicitation of proxies. Innisfree M&A Incorporated has been retained to assist in soliciting proxies at a cost of $10,000 plus reasonable expenses. Proxies may be solicited by officers, directors and employees of the Company personally, by mail, or by telephone or other electronic means. The Company will also reimburse brokers, custodians, nominees and fiduciaries for reasonable expenses in forwarding proxy materials to beneficial owners of DuPont Common Stock.

2 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Secrecy in Voting As a matter of policy, proxies, ballots and voting tabulations that identify individual stockholders are held confidential by the Company. Such documents are available for examination only by the independent tabulation agents, the independent inspectors of election and certain employees associated with tabulation of the vote. The identity of the vote of any stockholder is not disclosed except as may be necessary to meet legal requirements.

Governance of the Company DuPont is committed to having sound corporate governance principles and practices. Please visit the Company’s website at www.dupont.com, under the ‘‘Investor Center’’ caption, for the Board’s Corporate Governance Guidelines, the Board-approved Charters for the Audit, Compensation and Corporate Governance Committees and related information. These Guidelines and Charters may also be obtained free of charge by writing to the Corporate Secretary.

DUPONT BOARD OF DIRECTORS CORPORATE GOVERNANCE GUIDELINES These Guidelines serve as an important framework for the Board’s corporate governance practices and to assist the Board in carrying out its responsibilities effectively. The Board reviews these Guidelines periodically and may modify them as appropriate to reflect the evolution of its governance practices. The Board

Responsibility The Board has an active responsibility for broad corporate policy and overall performance of the Company through oversight of management and stewardship of the Company to enhance the long-term value of the Company for its stockholders and the vitality of the Company for its other stakeholders.

Role In carrying out its responsibility, the Board has specific functions, in addition to the general oversight of management and the Company’s business performance, including providing input and perspective in evaluating alternative strategic initiatives; reviewing and, where appropriate, approving fundamental financial and business strategies and major corporate actions; ensuring processes are in place to maintain the integrity of the Company; evaluating and compensating the CEO; and planning for CEO succession and monitoring succession planning for other key positions.

Duties Directors are expected to expend sufficient time, energy and attention to assure diligent performance of their responsibility. Directors are expected to attend meetings of the Board, its Committees on which they serve, and the Annual Meeting of Stockholders; review materials distributed in advance of the meetings; and make themselves available for periodic updates and briefings with management via telephone or one-on-one meetings.

Leadership The positions of Chair of the Board and CEO are held by the same person, except in specific circumstances.

3 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Independence A substantial majority of the Board are independent directors in accordance with the standards of independence of the New York Stock Exchange and as described in the Guidelines. See pages 6-7. The Corporate Governance Committee as well as the Board annually reviews relationships that directors may have with the Company to make a determination of whether there are any material relationships that would preclude a director being independent.

Qualifications Directors are selected for their integrity and character; sound, independent judgment; breadth of experience, insight and knowledge; and business acumen. Leadership skills, scientific or technology expertise, familiarity with issues affecting global businesses in diverse industries, prior government service, and diversity are among the relevant criteria, which will vary over time depending on the needs of the Board. The Corporate Governance Committee considers candidates for potential nomination to recommend for approval by the full Board. The Board does not limit the number of other public company boards that a director may serve on. However, the Corporate Governance Committee considers the number of boards a director sits on. Directors are encouraged to limit the number of other public company boards to take into account their time and effectiveness and are expected to advise the Chair in advance of serving on another board. When a director’s principal responsibilities or business association changes significantly, the director will tender his or her resignation to the Chair for consideration by the Corporate Governance Committee of the continued appropriateness for Board service. No director may stand for re-election to the Board after reaching age 72. An employee director retires from the Board when retiring from employment with the Company, with the exception of the former CEO. The Board may in unusual circumstances and for a limited period ask a director to stand for re-election after the prescribed retirement date.

Election In accordance with the Company’s Bylaws, if none of our stockholders provides the Company with notice of an intention to nominate one or more candidates to compete with the Board’s nominees in an election of directors, a nominee must receive more votes cast for than against his or her election or re-election in order to be elected or re-elected to the Board. The Board expects a director to tender his or her resignation if he or she fails to receive the required number of votes for re-election. The Board shall nominate for election or re-election as director only candidates who agree to tender, promptly following the annual meeting at which they are elected or re-elected as a director, irrevocable resignations that will be effective upon (i) the failure to receive the required vote at the next annual meeting at which they face re-election and (ii) Board acceptance of such resignation in accordance with the procedures specified in these Guidelines. In addition, the Board shall fill director vacancies and newly created directorships only with candidates who agree to tender, promptly following their appointment to the Board, the same resignation tendered by other directors in accordance with these Guidelines. In the event an incumbent director fails to receive the required vote for re-election, the Corporate Governance Committee (or other committee designated by the Board) (‘‘Committee’’) shall make a recommendation to the Board as to whether to accept or reject the resignation of the incumbent director. The Board shall act on the resignation, taking into account the recommendation of the Committee, and publicly disclose its decision within ninety (90) days following certification of the election results. The Committee in making its recommendation and the Board in making its decision may consider all facts and circumstances they consider relevant or appropriate in reaching their determinations. The Board expects any director whose resignation is under consideration pursuant to these Guidelines to abstain from participating in the Committee recommendation or the action of the Board regarding whether to accept the resignation.

4 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Orientation and Continuing Education New directors participate in an orientation process to become familiar with the Company and its strategic plans and businesses, significant financial matters, core values including ethics, compliance programs, corporate governance practices and other key policies and practices through a review of background materials, meetings with senior executives and visits to Company facilities. The Corporate Governance Committee is responsible for providing guidance on directors’ continuing education.

Compensation The Board believes that compensation for outside directors should be competitive. DuPont Common Stock is a key component with payment of a portion of director compensation as DuPont stock, options or similar form of equity-based compensation, combined with stock ownership guidelines requiring all outside directors to hold DuPont stock equal to at least two times the annual retainer within five years. The Compensation Committee reviews periodically the level and form of director compensation and, if appropriate, proposes changes for consideration by the full Board.

Annual Self-Evaluation The Board and each Committee make an annual self-evaluation of its performance with a particular focus on overall effectiveness. The Corporate Governance Committee is responsible for overseeing the self-evaluation process.

Access to Management and Advisors Directors have access to the Company’s management and, in addition, are encouraged to visit the Company’s facilities. As necessary and appropriate, the Board and its Committees may retain outside legal, financial or other advisors.

Board Meetings Selection of Agenda Items The Chair establishes the agenda for Board meetings, in conjunction with Chairs of the Committees. Directors are encouraged to suggest items for inclusion on the agenda and may raise subjects not specifically on the agenda.

Attendance of Senior Executives The Board welcomes regular attendance of senior executives to be available to participate in discussions. Presentation of matters to be considered by the Board are generally made by the responsible executive.

Executive Sessions Regularly scheduled Board meetings include a session of all directors and the CEO. In addition, the Board meets in regularly scheduled executive sessions without the participation of the CEO or other senior executives. The Presiding Director is generally the Chair of the Corporate Governance Committee, unless there is a matter within the responsibility of another Committee, such as CEO evaluation and compensation, when the Chair of that Committee presides.

Leadership Assessment Succession Planning The Board plans for succession to the position of CEO. The Compensation Committee oversees the succession planning process. To assist the Board, the CEO periodically provides the Board with an assessment of senior executives and their potential to succeed to the position of CEO, as well as perspective on potential candidates from outside the Company. The Board has available on a continuing basis the CEO’s recommendation should he/she be unexpectedly unable to serve. The CEO also provides the Board with an assessment of potential successors to key positions.

5 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 CEO Evaluation and Compensation Through an annual process overseen and coordinated by the Compensation Committee, independent directors evaluate the CEO’s performance and set the CEO’s compensation.

* * * Guidelines for Determining the Independence of DuPont Directors It is the expectation and practice of the Board that, in their roles as members of the Board, all members will exercise their independent judgment diligently and in good faith, and in the best interests of the Company and its stockholders as a whole, notwithstanding any member’s other activities or affiliations. However, in addition, the Board has determined that a substantial majority of its members should be ‘‘independent’’ in that they are free of any material relationship with the Company or Company management, whether directly or as a partner, stockholder or officer of an organization that has a material relationship with the Company. In furtherance of this objective, the Board has adopted the following Guidelines for determining whether a member is considered ‘‘independent.’’ The Board will re-examine the independence of each of its members once per year and again if a member’s outside affiliations change substantially during the year. For purposes of these Guidelines, ‘‘members of his/her immediate family’’ and similar phrases will mean a person’s spouse, parents, stepparents, children, stepchildren, siblings, mothers- and fathers-in-law, sons- and daughters-in-law, brothers- and sisters-in-law, and anyone (other than an employee) who shares the person’s home. ‘‘The Company’’ means the Company and all of its consolidated subsidiaries. 1. Regardless of other circumstances, a Board member will not be deemed independent if he/she does not meet the independence standards adopted by the New York Stock Exchange (see below), or any applicable legal requirement. 2. Except in special circumstances, as determined by a majority of the independent members of the Board, the following relationships will be considered not to be material relationships that would affect a Board member’s independence: (a) If the Board member is an executive officer or employee, or any member of his/her immediate family is an executive officer, of a bank to which the Company is indebted, and the total amount of the indebtedness does not exceed one percent of the total assets of the bank for any of the past three years. (b) If the Board member or any member of his/her immediate family serves as an officer, director or trustee of a charitable or educational organization, and contributions by the Company do not exceed the greater of $1,000,000 or two percent of such organization’s annual consolidated gross revenues, including annual charitable contributions, for any of the past three years. 3. If a Board member has a relationship that exceeds the thresholds described in Section 2 above, or another significant relationship with the Company or its management that is not described in Section 2 above, then the Board will determine by a majority of the independent members whether that member’s relationship would affect the Board member’s independence. 4. The Board will consider all relevant facts and circumstances in determining independence. 5. Any determinations of independence made pursuant to Section 3 above will be disclosed in the Company’s annual meeting proxy statement.

6 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Current New York Stock Exchange standards state that a director will not be independent: (a) If the Board member is, or has been within the last three years, an employee or any member of his/her immediate family is, or has been within the last three years, an executive officer of the Company; (b) If the Board member (i) is a current partner or employee of a firm that is the Company’s internal or external auditor; (ii) has an immediate family member who is a current partner of such a firm; (iii) has an immediate family member who is a current employee of such a firm and personally works on the listed company’s audit; or (iv) was, or has an immediate family member who was, within the last three years, a partner or employee of such a firm and personally worked on the Company’s audit within that time; (c) If the Board member or any member of his/her immediate family is, or in the last three years has been, employed as an executive officer of another company where the Company’s present executive officers at the same time serve/served on that company’s compensation committee; (d) If the Board member is a current employee, or if any member of his/her family is a current executive officer, of another company that makes payments to, or receives payments from, the Company for property or services which exceed the greater of $1,000,000 or two percent of the other company’s annual consolidated gross revenues for any of the last three years; or (e) If the Board member, or a member of his/her immediate family, has received more than one hundred and twenty thousand dollars (US $120,000) in direct compensation from the Company (other than director and committee fees and pension or other forms of deferred compensation for prior service which are not contingent in any way on continued service) during any twelve-month period within the last three years.

7 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Committees of the Board Audit Responsibilities include: Committee Employs the Company’s independent registered public accounting firm, subject to stockholder ratification, to audit the Company’s Consolidated Financial Statements. Pre-approves all services performed by the Company’s independent registered public accounting firm. Provides oversight on the external reporting process and the adequacy of the Company’s internal controls. Reviews the scope of the audit activities of the independent registered public accounting firm and the Company’s internal auditors and appraises audit efforts of both. Reviews services provided by the Company’s independent registered public accounting firm and other disclosed relationships as they bear on the independence of the Company’s independent registered public accounting firm. Establishes procedures for the receipt, retention and resolution of complaints regarding accounting, internal controls or auditing matters. All members of the Audit Committee are independent directors under the Board’s Corporate Governance Guidelines and applicable regulatory and listing standards. The Board has determined that all members of the Audit Committee (C. J. Crawford, J. T. Dillon, E. I. du Pont, M. A. Hewson and L. D. Juliber) are audit committee financial experts within the meaning of applicable Securities and Exchange Commission rules. See the Audit Committee Report on page 13. The Audit Committee Charter is available on the Company’s website (www.dupont.com) under Investor Center, Corporate Governance. A Summary of the Audit Committee Policy on Pre-approval of Services Performed by the Independent Registered Public Accounting Firm is included as part of ‘‘Proposal 2 — Ratification of Independent Registered Public Accounting Firm’’ in this Proxy Statement. Compensation Responsibilities include: Committee Establishes executive compensation policy consistent with corporate objectives and stockholder interests. Oversees process for evaluating performance of the Chief Executive Officer (‘‘CEO’’) against Board-approved goals and objectives and recommends to the Board compensation for the CEO. Reviews and approves grants under the Company’s compensation plans. Works with management to develop the Compensation Discussion and Analysis (‘‘CD&A’’). Oversees succession planning process for the CEO and key leadership. All members of the Compensation Committee are independent directors under the Board’s Corporate Governance Guidelines and applicable regulatory and listing standards. See the Compensation Committee Report on page 23. See also the CD&A beginning on page 24. The Compensation Committee Charter is available on the Company’s website (www.dupont.com) under Investor Center, Corporate Governance. Corporate Responsibilities include: Governance Recommends to the Board nominees for election to the Board of Directors. Committee Reviews principles, policies and procedures affecting directors and the Board’s operation and effectiveness. Oversees evaluation of the Board and its effectiveness. All members of the Corporate Governance Committee are independent directors under the Board’s Corporate Governance Guidelines and applicable regulatory and listing standards. The Corporate Governance Charter is available on the Company’s website (www.dupont.com) under Investor Center, Corporate Governance. A description of the Director Nomination Process is attached at Appendix ‘‘A.’’

8 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Environmental Responsibilities include: Policy Reviews the Company’s environmental policies and practices. Committee Provides support for the Company’s sustainable growth mission. Science and Responsibilities include: Technology Monitors state of science and technology capabilities within the Company. Committee Oversees the development of key technologies essential to the long-term success of the Company. Strategic Responsibilities include: Direction Reviews the strategic direction of the Company’s major business segments. Committee Reviews significant trends in technology and their anticipated impact on the Company.

Committee Membership The following chart shows the current committee membership and the number of meetings that each committee held in 2010.

Science Corporate Environmental and Strategic Audit Compensation Governance Policy Technology Direction Director Committee Committee Committee Committee Committee Committee Samuel W. Bodman X X Richard H. Brown X C X Robert A. Brown X X Bertrand P. Collomb X X Curtis J. Crawford X X C Alexander M. Cutler X X John T. Dillon X C X Eleuthere` I. du Pont X X X Marillyn A. Hewson X X Lois D. Juliber C X X Ellen J. Kullman C William K. Reilly X C X Number of Meetings in 2010 8 7 8 3 3 1 C = Chair Directors fulfill their responsibilities not only by attending Board and committee meetings but also through communication with the Chair and CEO and other members of management relative to matters of mutual interest and concern to the Company. In 2010, seven meetings of the Board were held. Each director attended at least 78% of the aggregate number of meetings of the Board and the committees of the Board on which the director served. Attendance at these meetings averaged 95% among all directors in 2010. As provided in the Board’s Corporate Governance Guidelines, directors are expected to attend the Company’s Annual Meeting of Stockholders. Eleven directors attended the 2010 Annual Meeting.

Review and Approval of Transactions with Related Persons The Board of Directors has adopted written policies and procedures relating to the approval or ratification of ‘‘Related Person Transactions.’’ Under the policies and procedures, the Corporate Governance Committee (‘‘Governance Committee’’) (or its Chair, under some circumstances) reviews the relevant facts

9 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 of all proposed Related Person Transactions and either approves or disapproves of the entry into the Related Person Transaction, by taking into account, among other factors it deems appropriate: • the commercial reasonableness of the transaction, • the materiality of the Related Person’s direct or indirect interest in the transaction, • whether the transaction may involve a conflict of interest, or the appearance of one, and • the impact of the transaction on the Related Person’s independence under the Corporate Governance Guidelines and applicable regulatory and listing standards. No director may participate in any discussion or approval of a Related Person Transaction for which he/she or any of his/her immediate family members is the Related Person. Related Person Transactions are approved or ratified only if they are determined to be in the best interests of DuPont and its stockholders. If a Related Person Transaction that has not been previously approved or previously ratified is discovered, the Related Person Transaction will be presented to the Governance Committee for ratification. If such Related Person Transaction is not ratified by the Governance Committee, then the Company shall either ensure all appropriate disclosures regarding the transaction are made or, if appropriate, take all reasonable actions to attempt to terminate the Company’s participation in such transaction. Under the Company’s policies and procedures, a ‘‘Related Person Transaction’’ is generally any financial transaction, arrangement or relationship (including any indebtedness or guarantee of indebtedness) or any series of similar transactions, arrangements or relationships in which: (i) DuPont was, is or will be a participant; (ii) the aggregate amount involved exceeds $120,000 in any fiscal year; and (iii) any Related Person had, has or will have a direct or indirect material interest. A ‘‘Related Person’’ is generally any person who is, or at any time since the beginning of DuPont’s last fiscal year was: (i) a director or an executive officer of DuPont or a nominee to become a director of DuPont; (ii) any person who is known to be the beneficial owner of more than five percent of any class of DuPont’s outstanding Common Stock; or (iii) any immediate family member of any of the foregoing persons.

Certain Relationships and Related Transactions As discussed above, the Governance Committee is charged with reviewing issues involving independence and all Related Person Transactions. DuPont and its subsidiaries purchase products and services from and/or sell products and services to companies of which certain of the directors of DuPont, or their immediate family members, are executive officers. The Governance Committee and the Board have reviewed such transactions and relationships and do not consider the amounts involved in such transactions material. Such purchases from and sales to each company involve less than either $1,000,000 or two percent of the consolidated gross revenues of each of the purchaser and the seller and all such transactions are in the ordinary course of business. Some such transactions are continuing and it is anticipated that similar transactions will occur from time to time. The spouse of Mrs. Kullman, Chair and Chief Executive Officer, is Director – Corporate Marketing at DuPont and received total compensation in 2010 valued at $349,000 which is commensurate with that of his peers.

Communications with the Board and Directors Stockholders and other parties interested in communicating directly with the Board, Chair, Presiding Director or other outside director may do so by writing in care of the Corporate Secretary, DuPont Company, 1007 Market Street, D9058, Wilmington, DE 19898. The Board’s independent directors have approved procedures for handling correspondence received by the Company and addressed to the Board, Chair, Presiding Director or other outside director. Concerns relating to accounting, internal controls, auditing or ethical matters are immediately brought to the attention of the Company’s internal audit function and handled in accordance with procedures established by the Audit Committee with respect to such matters, which include an anonymous toll-free hotline (1-800-476-3016) and a website through which to report issues (https://reportanissue.com/dupont/welcome).

10 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Leadership Structure of the Board The positions of Chair of the Board and CEO are held by the same person, except in specific circumstances. At this time, the Board believes that the best interests of the Company are served by having a single Chair/CEO. The Chair establishes the agenda for Board meetings, in conjunction with the Chairs of the Board Committees. As CEO, the Chair is best suited to ensure that critical business issues are brought before the Board, which enhances the Board’s ability to develop and implement business strategies and oversee the Company’s risk management efforts. The Board appreciates that any advantages gained by having a single Chair/CEO must be weighed against any associated independence concerns. However, the Company has implemented adequate safeguards to address those concerns. Regularly scheduled Board meetings include a session of all directors and the CEO. Each director is an equal participant in each decision made by the full Board. In addition, the Board meets in regularly scheduled executive sessions without the participation of the CEO or other senior executives. The Presiding Director is generally the Chair of the Corporate Governance Committee, unless there is a matter within the responsibility of another Committee, such as CEO evaluation and compensation, when the Chair of that committee presides. The Presiding Director also serves as liaison between the Chair and independent directors and has authority to call meetings of the independent directors. Eleven of the Board’s twelve directors are independent directors in accordance with the standards of independence of the New York Stock Exchange and as described in the Corporate Governance Guidelines. The Corporate Governance Committee as well as the Board annually reviews relationships that directors may have with the Company to make a determination of whether there are any material relationships that would preclude a director from being independent. Directors have access to the Company’s management. As necessary and appropriate, the Board and its committees may also retain outside legal, financial or other advisors.

Board’s Role in the Oversight of Risk Management The Board has an active role, directly and through the Board’s committee structure, in the oversight of the Company’s risk management efforts. It identifies the set of key risks to be monitored by the Board on a recurring basis, and regularly reviews and discusses with members of management information regarding the Company’s business disruption, economic, environmental, legal, process safety, regulatory, reputational, strategic, technological and other risks, their potential impact, and the Company’s risk mitigation efforts. Each Board committee plays a key role in overseeing the Company’s management of risks that are within the committee’s area of focus. By way of example: The Compensation Committee is responsible for overseeing the management of risks relating to the Company’s executive compensation practices. The Audit Committee oversees management of accounting, auditing, external reporting and internal control risks. The Corporate Governance Committee addresses risks associated with director independence and potential conflicts of interest. The Environmental Policy Committee focuses on risks associated with emerging regulatory developments related to the environment. The Science and Technology Committee considers key research and development initiatives and the risks related to those programs. Although each committee is responsible for overseeing the management of certain risks, the full Board is regularly informed by its committees about such risks. This enables the Board and its committees to coordinate risk oversight and the relationships among the various risks.

11 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Board’s Consideration of Diversity The Board does not have a formal policy with respect to diversity. However, the Board and the Corporate Governance Committee each believe that it is essential that the Board members represent diverse viewpoints, with a broad array of experiences, professions, skills, geographic representation and backgrounds that, when considered as a group, provide a sufficient mix of perspectives to allow the Board to best fulfill its responsibilities to the long-term interests of the Company’s stockholders. See Corporate Governance Guidelines, page 3, under ‘‘Qualifications’’ and the Director Nomination Process at Appendix ‘‘A.’’

Code of Business Conduct and Ethics The Board has adopted a Code of Business Conduct and Ethics for Directors with provisions specifically applicable to directors. In addition, the Company has a Code of Conduct applicable to all employees of the Company, including executive officers, and a Code of Ethics for the Chief Executive Officer, Chief Financial Officer and Controller. The Code of Business Conduct and Ethics for the DuPont Board of Directors, the DuPont Code of Conduct, and Code of Ethics for the Chief Executive Officer, Chief Financial Officer and Controller are available on the Company’s website (www.dupont.com) under Investor Center, Corporate Governance. Copies of these documents may also be obtained free of charge by writing to the Corporate Secretary.

Office of the Chief Executive The Office of the Chief Executive (OCE) has responsibility for the overall direction and operations of all the businesses of the Company and broad corporate responsibility in such areas as corporate financial performance, environmental leadership and safety, development of global talent, research and development and global effectiveness. All six members are executive officers.

12 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Audit Committee Report The Audit Committee of the Board of Directors (the ‘‘Committee’’) assists the Board in fulfilling its oversight responsibilities with respect to the external reporting process and the adequacy of the Company’s internal controls. Specific responsibilities of the Committee are set forth in the Audit Committee Charter adopted by the Board and last amended and restated effective March 4, 2009. The Charter is available on the Company’s website (www.dupont.com) under Investor Center, Corporate Governance. The Committee is comprised of five directors, all of whom meet the standards of independence adopted by the New York Stock Exchange and the Securities and Exchange Commission. Subject to stockholder ratification, the Committee appoints the Company’s independent registered public accounting firm. The Committee approves in advance all services to be performed by the Company’s independent registered public accounting firm in accordance with the Committee’s Policy on Pre-approval of Services Performed by the Independent Registered Public Accounting Firm. A summary of the Policy is included with this Proxy Statement as part of the proposal seeking ratification of the independent registered public accounting firm. Management is responsible for the Company’s financial statements and reporting process, for establishing and maintaining an adequate system of internal control over financial reporting, and for assessing the effectiveness of the Company’s internal control over financial reporting. PricewaterhouseCoopers LLP (‘‘PwC’’), the Company’s independent registered public accounting firm, is responsible for auditing the Company’s Consolidated Financial Statements and for assessing the effectiveness of internal control over financial reporting. The Committee has reviewed and discussed the Company’s 2010 Annual Report on Form 10-K, including the audited Consolidated Financial Statements of the Company and Management’s Report on Internal Control over Financial Reporting, for the year ended December 31, 2010 with management and with representatives of PwC. The Committee has also discussed with PwC matters required to be discussed by Statement on Auditing Standards No. 61 (Communications with Audit Committees), as amended, as adopted by the Public Company Accounting Oversight Board (‘‘PCAOB’’). The Committee has received from PwC the letter and written disclosures required by applicable requirements of the PCAOB regarding the independent accountant’s communications with the Audit Committee concerning independence and has discussed with PwC its independence. The Committee has considered whether the provision to the Company by PwC of limited non-audit services is compatible with maintaining the independence of PwC. The Committee has satisfied itself as to the independence of PwC. Based on the Committee’s review of the audited Consolidated Financial Statements of the Company, and on the Committee’s discussions with management of the Company and with PwC, the Committee recommended to the Board of Directors that the audited Consolidated Financial Statements be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010.

AUDIT COMMITTEE

Lois D. Juliber, Chair Curtis J. Crawford John T. Dillon Eleuthere` I. du Pont Marillyn A. Hewson

13 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Directors’ Compensation Nonemployee directors receive compensation for Board service, which is designed to fairly compensate them for their Board responsibilities and align their interests with the long-term interests of stockholders. The Compensation Committee, which consists solely of independent directors, has the primary responsibility to review and consider any revisions to directors’ compensation. The process for setting director pay is guided by the following principles: • Transparency – Director compensation is reviewed annually by the Compensation Committee, with recommendation to the full Board which approves changes to director pay. – Details of director compensation are disclosed in the proxy statement annually. • Fair and competitive compensation that aligns director behavior with the best interests of stockholders – A significant portion of the annual retainer is paid in restricted stock units, the restrictions on which lapse over a three-year period. – Stock Ownership Guidelines exist to encourage ownership. – DuPont’s goal is to assure competitive levels of director pay, reflective of the significant time commitment expected, through a director compensation program built upon an annual retainer. – Directors must act in the best interests of the Company and its stockholders. DuPont’s Stock Ownership Guidelines and use of restricted stock units support and reinforce this commitment. – Director compensation is monitored closely against Market trends and external practices, as well as against changes at the Peer Group companies. ‘‘Market’’ and ‘‘Peer Group’’ are defined on page 26. With the assistance of Frederic W. Cook & Co., Inc., the independent compensation consultant retained by the Compensation Committee, the Committee closely monitors trends in director compensation in the marketplace. Subsequent to a careful review of the market practices in 2010, the compensation for nonemployee directors was revised effective January 1, 2011. The compensation program for nonemployee directors for 2010 and 2011 is described in detail in the chart below:

Compensation Element 2010 2011 Annual Retainer $200,000 $230,000 (TOTAL) Cash Retainer $85,000 $100,000 Equity Retainer $115,000 — delivered in the form of $130,000 — delivered in the form of 3,440 Time-Vested Restricted Stock 2,510 Time-Vested Restricted Stock Units Units Granted February 3, 2010; provide for Granted February 2, 2011; provide for dividend equivalent units; restrictions dividend equivalent units; restrictions lapse in three equal installments; lapse in three equal installments; payable in stock payable in stock Annual Committee Audit $15,000 None Member Fee All Other Committees $9,000 Annual Committee Audit $25,000 All Committee Chairs $20,000 Chair Fee All Other Committees $18,000 Stock Ownership 2 Total Annual Retainer = $400,000 2 Total Annual Retainer = $460,000 Guideline

The Company does not pay meeting fees, but does pay for or reimburse directors for reasonable travel expenses related to attending Board, committee, educational, and Company business meetings. Details

14 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 regarding total director compensation for 2010 are reflected in the table below. E. J. Kullman, Chair of the Board, received no additional compensation for her service as a director.

2010 DIRECTORS’ COMPENSATION

Change in Pension Value and Nonqualified Fees Earned Deferred or Paid in Stock Compensation All Other Name Cash(1) Awards(2)(3) Earnings(4) Compensation(5) Total S. W. Bodman $103,000 $115,206 — $ 300 $218,506 R. H. Brown 121,000 115,206 — 43,468 279,674 R. A. Brown 103,000 115,206 — 41,170 259,376 B. P. Collomb 103,000 115,206 — 44,230 262,436 C. J. Crawford 127,000 115,206 $25,924 43,175 311,305 A. M. Cutler 103,000 115,206 — 41,785 259,991 J. T. Dillon 127,000 115,206 — 44,187 286,393 E. I. du Pont 118,000 115,206 — 29,665 262,871 M. A. Hewson 109,000 115,206 — 37,459 261,665 L. D. Juliber 128,000 115,206 24,315 40,791 308,312 W. K. Reilly 121,000 115,206 7,013 44,257 287,476 (1) The term of office for directors who are elected at the Company’s Annual Meeting of Stockholders begins immediately following the election and ends upon the election of directors at the annual meeting held the following year. (2) Outstanding equity awards data for individual directors are noted below:

Outstanding Stock Awards Outstanding Option Awards Name at December 31, 2010(a) at December 31, 2010 S. W. Bodman 5,895 — R. H. Brown 8,220 — R. A. Brown 8,220 — B. P. Collomb 8,220 — C. J. Crawford 8,220 11,400 A. M. Cutler 8,048 — J. T. Dillon 8,220 — E. I. du Pont 8,220 — M. A. Hewson 8,220 — L. D. Juliber 8,220 11,400 W. K. Reilly 8,220 11,400 (a) Includes dividend equivalent units. Does not include deferred units. (3) Represents the aggregate grant date fair value of time-vested restricted stock units (‘‘RSUs’’) granted in 2010 as computed in accordance with the Financial Accounting Standards Board Accounting Standards Codification Topic 718 Compensation — Stock Compensation (‘‘FASB ASC Topic 718’’). (4) Includes change in pension value under the Company’s discontinued retirement income plan for nonemployee directors. This column is also intended to report above-market earnings on nonqualified deferred compensation balances. The interest rate used to credit earnings on deferrals under the DuPont Stock Accumulation and Deferred Compensation Plan for Directors is the 30-year Treasury rate, which is traditionally below the applicable federal market rate. Accordingly, no above-market earnings are reported in this column. (5) Includes Company-paid accidental death and disability insurance premiums ($300 per director) and accruals made in 2010 for nonemployee directors under the discontinued Directors’ Charitable Gift Plan. For more information on the Directors’ Charitable Gift Plan, see the narrative discussion below.

15 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Stock Ownership Guidelines Stock ownership guidelines require each nonemployee director to hold DuPont Common Stock equal to a multiple of two times the Annual Retainer. Directors have up to five years from date of election to achieve the required ownership. As of the end of 2010, all eleven nonemployee directors met or exceeded the ownership requirements.

Deferred Compensation Under the DuPont Stock Accumulation and Deferred Compensation Plan for Directors, a director may defer all or part of the Board retainer and committee fees in cash or stock units until a specified year, until retirement as a director, or until death. Interest accrues on deferred cash payments and dividend equivalents accrue on deferred stock units. This deferred compensation is an unsecured obligation of the Company.

Retirement Income Plan The Company’s retirement income plan for nonemployee directors was discontinued in 1998. Nonemployee directors who began their service on the Board before the plan’s elimination continue to be eligible to receive benefits under the plan. Annual benefits payable under the plan equal one-half of the annual Board retainer (exclusive of any committee compensation and stock, RSU or option grants) in effect at the director’s retirement. Benefits are payable for the lesser of life or ten years.

Directors’ Charitable Gift Plan In October 2008, the Company discontinued its Charitable Gift Plan with respect to future directors. The Directors’ Charitable Gift Plan was established in 1993. After the death of a director, the Company will donate five consecutive annual installments of up to $200,000 each to tax-exempt educational institutions or charitable organizations recommended by the director and approved by the Company. A director is fully vested in the plan after five years of service as a director or upon death or disability. The plan is unfunded; the Company does not purchase insurance policies to satisfy its obligations under the plan. The directors do not receive any personal financial or tax benefit from this program because any charitable, tax-deductible donations accrue solely to the benefit of the Company. Employee directors may participate in the plan if they make a required annual contribution.

Accidental Death and Disability Insurance The Company maintains $300,000 accidental death and disability insurance on nonemployee directors.

16 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 1 — ELECTION OF DIRECTORS

The ten nominees for election as directors are identified on pages 17 through 21. All nominees are now members of the Board of Directors. Two current directors, S. W. Bodman and J. T. Dillon, are not standing for election. Both are retiring pursuant to the age 72 retirement policy in the Board’s Corporate Governance Guidelines. The Board has determined that, except for E. J. Kullman, Chair and Chief Executive Officer, each of the nominees and each other person who served as director during 2010 is or was, as the case may be, independent within the independence requirements of the New York Stock Exchange listing standards and in accordance with the Guidelines for Determining the Independence of DuPont Directors set forth in the Board’s Corporate Governance Guidelines. See pages 3-7. The Board knows of no reason why any nominee would be unable to serve as a director. If any nominee should for any reason become unable to serve, the shares represented by all valid proxies will be voted for the election of such other person as the Board of Directors may designate following recommendation by the Corporate Governance Committee, or the Board may reduce the number of directors to eliminate the vacancy. The Board’s Corporate Governance Guidelines describe qualifications for directors. Directors are selected for their integrity and character; sound, independent judgment; breadth of experience, insight and knowledge; and business acumen. Leadership skills, scientific or technology expertise, familiarity with issues affecting global businesses in diverse industries, prior government service, and diversity are among the relevant criteria, which will vary over time depending on the needs of the Board. Additionally, directors are expected to be willing and able to devote the necessary time, energy and attention to assure diligent performance of their responsibility. When considering candidates for nomination, the Committee takes into account these factors to assure that new directors have the highest personal and professional integrity, have demonstrated exceptional ability and judgment and will be most effective, in conjunction with other directors, in serving the long-term interest of all stockholders. The Committee will not nominate for election as a director a partner, member, managing director, executive officer or principal of any entity that provides accounting, consulting, legal, investment banking or financial advisory services to the Company. The following material contains information concerning the nominees, including their period of service as a director, their recent employment, other directorships, including those held during the past five years with a public company or registered investment company, and age as of the 2011 Annual Meeting.

RICHARD H. BROWN, 63 Director since 2001

Former chairman and chief executive officer of Electronic Data Systems Corporation, a leading global services company. Mr. Brown is a director of Browz Group, LC and a trustee of Command and General Staff College Foundation, Inc. He is a former member of The Business Council, The Business Roundtable, U.S.- Japan Business Council, the French-American Business Council, the President’s Advisory Committee on Trade and Policy Negotiations and the President’s National 10MAR201018484322 Security Telecommunications Advisory Committee. Mr. Brown formerly served as a director of The Home Depot, Inc. (2000-2006).

From his experiences as the chief executive officer and chairman of the board of several large public companies, and his role on the compensation and governance committees of others, Mr. Brown offers the Board important global insights in the areas of international business management, corporate governance, human resources, information technology and investor relations.

17 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 ROBERT A. BROWN, 59 Director since 2007

President of Boston University since September 2005. He previously was provost and professor of chemical engineering at the Massachusetts Institute of Technology from July 1998 through July 2005. Dr. Brown is a member of the National Academy of Sciences, the American Academy of Arts and Sciences, the National Academy of Engineering and a former member of the President’s Council of Advisors on Science and Technology. 10MAR201018485721 With his science and engineering background and from his positions at Boston University and the Massachusetts Institute of Technology, Dr. Brown provides the Board with an invaluable science and technology perspective combined with senior management capabilities.

BERTRAND P. COLLOMB, 68 Director since 2007

Former chairman, from 1989 to 2007, and chief executive officer, from 1989 to 2004, of Lafarge, a global manufacturer of building materials, headquartered in Paris, France. He is also a director of Total and ATCO Ltd. (both since 2000). Mr. Collomb is Chairman of the French Institute of International Relations (IFRI) and the French Institute for Science and Technology (IHEST). Mr. Collomb is founder of the Center for Management Research at the Ecole Polytechnique, former chairman of 10MAR201018465385 the World Business Council for Sustainable Development and a member of the Institut de France.

Mr. Collomb gives the Board significant insight in the areas of global business, environmental management and corporate governance from his experience as chair and chief executive officer of Lafarge (a leader in environmental management), and his positions on other boards, including as chair of the World Business Council for Sustainable Development. Mr. Collomb also has important non-governmental organization (‘‘NGO’’) experience to share with the Board from his roles as chair of IFRI and IHEST.

CURTIS J. CRAWFORD, 63 Director since 1998

President and Chief Executive Officer, since June 2003, of XCEO, Inc., a consulting firm specializing in leadership and corporate governance, and author of three books on these subjects. He formerly served as president and chief executive officer of Onix Microsystems, Inc. Dr. Crawford is a director of ITT Corporation (since 1996) and ON Semiconductor Corporation (since 1999). He also serves as a trustee of DePaul University. Dr. Crawford formerly served as a director of Agilysis, Inc. 10MAR201018472109 (2005-2008)

Through his senior leadership roles in the technology sector, Dr. Crawford provides the Board with expertise in the areas of information technology, research and development, finance, new business development, marketing and manufacturing. As a consultant, Dr. Crawford offers unique perspectives on governance and organizational effectiveness.

18 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 ALEXANDER M. CUTLER, 59 Director since 2008

Chairman and Chief Executive Officer, since 2000, of Eaton Corporation, a global diversified industrial manufacturer. He formerly served as president and chief operating officer, executive vice president and chief operating officer-Controls and executive vice president-Operations. He serves on the boards of KeyCorp (since 2000), The Electrical Manufacturers Club, The Greater Cleveland Partnership, United Way Services of Greater Cleveland, and the Musical Arts Association. He also chairs the Corporate 10MAR201018464012 Leadership Initiative of The Business Roundtable and is a member of The Business Council.

As Chair and CEO of a Fortune 200 company, Mr. Cutler gives the Board a wealth of global business management, finance, investor relations and marketing experience in a multinational manufacturing company. Through his other board roles and his position as Chair of The Business Roundtable Corporate Initiative (which includes corporate governance and financial regulatory reform), Mr. Cutler also provides the Board with important insights in the areas of corporate governance and government relations.

ELEUTHERE` I. DU PONT, 44 Director since 2006

President, Longwood Foundation since 2008. In 2007 and 2008, he served as senior vice president, operations and chief financial officer of drugstore.com, a leading online provider of health, beauty, vision and pharmacy products. Prior to that, Mr. du Pont served as president and chief financial officer of Wawa, Inc., a chain of food markets in the mid-Atlantic region with sales of $5 billion.

From his experiences as president and chief financial officer, Mr. du Pont brings to 17MAR201114250918 the Board expertise on corporate governance, accounting, finance, information technology, investment management, investor relations and procurement. He also brings a unique perspective from his roles leading safety, supply chain and operations.

MARILLYN A. HEWSON, 57 Director since 2007

Executive Vice President, since January 2010, Electronic Systems, Lockheed Martin Corporation, a leader in providing advanced technology products, services and systems integration solutions to defense, civil and commercial customers worldwide. She formerly served as president, Lockheed Martin Systems Integration- Owego from September 2008 through December 2009, executive vice president, global sustainment for Lockheed Martin Aeronautics Company from April 2007 to August 2008, and president, Logistics Services from January 2007 to March 2007. 10MAR201018483035 Prior to that, Ms. Hewson was president, Kelly Aviation Center L.P. Ms. Hewson is a member of the Board of Visitors of the College of Commerce and Business of the University of Alabama. She formerly served as a director of Carpenter Technology Corporation (2002-2006).

Through experiences gained in senior leadership roles at Lockheed Martin, Ms. Hewson provides to the Board broad insight and knowledge on global business management, human resources, finance, supply chain, leveraged services, internal audit and government contracting. In addition, Ms. Hewson offers expertise in government relations.

19 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 LOIS D. JULIBER, 62 Director since 1995

Retired vice chairman, a position she held from July 2004 to March 2005, of Colgate-Palmolive Company, the principal business of which is the production and marketing of consumer products. Ms. Juliber was chief operating officer of Colgate-Palmolive from 2000 to 2004. She formerly served as executive vice president-Developed Markets, president, Colgate-Palmolive North America and chief technological officer of Colgate-Palmolive. Ms. Juliber is a director of Goldman Sachs (since 2004) and Kraft Foods Inc. (since 2007). She also serves as 10MAR201018481691 Chairman of the MasterCard Foundation and a member of the board of trustees of Women’s World Banking and a Trustee Emeritae of Wellesley College.

Ms. Juliber brings deep and broad global advertising, consulting, finance, human resources, management, consumer products marketing and new business development expertise to the Board from her roles as vice-chair, chief operating officer and chief technological officer at Colgate-Palmolive. In addition, Ms. Juliber provides important audit and governance knowledge from her experiences at Colgate-Palmolive, and her service on the boards of other multinational corporations and nonprofit organizations.

ELLEN J. KULLMAN, 55 Director since 2008

Chair, since January 2010, and Chief Executive Officer of DuPont since January 2009. Mrs. Kullman served as president of DuPont from October 2008 to December 2008. From June 2006 through September 2008, she served as executive vice president responsible for DuPont Coatings & Color Technologies; DuPont Electronic & Communication Technologies; DuPont Performance Materials; DuPont Safety & Protection; Marketing & Sales; Pharmaceuticals; Risk 17MAR201114572188 Management; and Safety & Sustainability. Prior to that, Mrs. Kullman was group vice president-DuPont Safety & Protection. Mrs. Kullman is a director of United Technologies Corporation (since 2011). She is a member of the boards of Tufts University and the U.S.-India CEO Forum. Mrs. Kullman formerly served as a director of General Motors Company (2004-2008).

As Chief Executive Officer of the Company, Mrs. Kullman is best suited to ensure that critical business issues are brought before the Board, which enhances the Board’s ability to oversee the development and implementation of business strategies and the Company’s risk management efforts. The Board believes that the Company is typically best served by combining the role of Chair and Chief Executive Officer. For a discussion of the Board’s leadership structure, refer to page 11 of this Proxy Statement.

20 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 WILLIAM K. REILLY, 71 Director since 1993

Senior Advisor, since October 2006, at TPG Capital LP and Founding Partner, since 1997, of Aqua International Partners, L.P., an affiliate of TPG Capital LP which finances water supply and renewable energy. In May 2010, President Obama appointed Mr. Reilly Co-Chair of the National Commission on the BP Deepwater Horizon Oil Spill and Offshore Drilling. He formerly served as administrator of the United States Environmental Protection Agency, and president of World Wildlife 10MAR201018492648 Fund and The Conservation Foundation. Mr. Reilly is a director of ConocoPhillips (since 2002), Royal Caribbean International (since 1998), National Geographic Society and the Packard Foundation. He also serves as Chairman Emeritus of the Board of World Wildlife Fund, Chairman of the Advisory Board of the Nicholas Institute for Environmental Policy Solutions of Duke University and Chairman of Climate Works.

Mr. Reilly brings significant environmental management skills to the Board from his experience with the White House, NGOs and executive agencies, along with private sector environmental experience. As former Administrator of EPA, former co-chair of the National Commission on Energy Policy, and Chairman of Climate Works, Mr. Reilly has developed invaluable government relations capabilities. Mr. Reilly also offers strong legal, finance, consulting, investment management and governance capabilities from his roles at TPG Capital LP and on the boards of other organizations.

21 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Ownership of Company Stock Set forth below is certain information, as of December 31, 2010, concerning beneficial owners known to DuPont of more than five percent of DuPont’s outstanding Common Stock:

Number of Shares Percent of Shares Name and Address of Beneficial Owner Beneficially Owned Outstanding Blackrock, Inc. 53,959,179(1) 5.91%(1) 40 East 52nd Street New York, NY 10022

(1) Based solely on a Schedule 13G filed with the Securities and Exchange Commission on February 4, 2011, Blackrock, Inc. (‘‘Blackrock’’) reported aggregate beneficial ownership of approximately 5.91%, or 53,959,179 shares, of DuPont Common Stock as of December 31, 2010. Blackrock reported that it possessed sole voting power and sole dispositive power over 53,959,179 shares. Blackrock also reported that it did not possess shared voting or shared dispositive power over any shares beneficially owned. The following table includes shares of DuPont Common Stock beneficially owned by each director and nominee, by each executive officer named in the 2010 Summary Compensation Table on page 38 of this Proxy Statement and by all directors and executive officers as a group as of December 31, 2010. Under rules of the Securities and Exchange Commission, ‘‘beneficial ownership’’ includes shares for which the individual, directly or indirectly, has or shares voting or investment power, whether or not the shares are held for the individual’s benefit.

Amount and Nature of Beneficial Ownership (Number of Shares) Percent Right to of Name Direct(1) Indirect(2) Acquire(3) Class(4) S. W. Bodman — 41,100 4,528 J. C. Borel 52,637 11,209 413,796 R. H. Brown ——28,365 R. A. Brown — 110 7,816 B. P. Collomb 5,290 — 7,816 T. M. Connelly, Jr. 52,567 27,857 728,366 C. J. Crawford 150 235 32,616 A. M. Cutler 5,000 — 14,746 J. T. Dillon 1,000 — 9.756 E. I. du Pont 769 1,361 7,816 N. C. Fanandakis 24,769 — 122,546 M. A. Hewson 2,000 — 18,216 L. D. Juliber — 600 46,922 J. L. Keefer 46,370 — 309,735 E. J. Kullman 117,515 9,491 1,109,777 W. K. Reilly ——60,674 Directors and Executive Officers as a Group 349,688 92,928 3,419,464 0.4%

(1) These shares are held individually or jointly with others, or in the name of a bank, broker or nominee for the individual’s account.

22 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (2) This column includes other shares over which directors and executive officers have or share voting or investment power, including shares directly owned by certain relatives with whom they are presumed to share voting and/or investment power, and shares held under the DuPont Retirement Savings Plan. (3) This column includes shares which directors and executive officers had a right to acquire beneficial ownership of within 60 days from December 31, 2010, through the exercise of stock options or through the conversion of restricted stock units or deferred stock units granted or held under DuPont’s equity- based compensation plans. (4) Unless otherwise indicated, beneficial ownership of any named individual does not exceed 0.2% of the outstanding shares of the class.

Section 16(a) Beneficial Ownership Reporting Compliance Directors and executive officers are required to file reports of ownership and changes in ownership of DuPont Common Stock with the Securities and Exchange Commission. All such filings were timely made in 2010.

Compensation Committee Interlocks and Insider Participation No member of the Compensation Committee was at any time during 2010 an officer or employee of DuPont or any of the Company’s subsidiaries nor was any such person a former officer of DuPont or any of the Company’s subsidiaries. In addition, no member of the Board of Directors is an executive officer of another entity at which one of the Company’s executive officers serves on the board of directors.

Compensation Committee Report The Compensation Committee of the Board of Directors has reviewed the Compensation Discussion and Analysis (‘‘CD&A’’) section included in this Proxy Statement. The Compensation Committee has also reviewed and discussed the CD&A with management. Based on this review and discussion, the Compensation Committee recommended to the Board of Directors that the CD&A be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010 and in this Proxy Statement. The members of the Compensation Committee of the Board of Directors have provided this report.

COMPENSATION COMMITTEE John T. Dillon, Chair Richard H. Brown Curtis J. Crawford Alexander M. Cutler Eleuthere` I. du Pont

23 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Compensation Discussion and Analysis (CD&A) Executive Compensation Philosophy and Core Principles DuPont (referred to throughout this CD&A as ‘‘Company’’, ‘‘we’’ or ‘‘our’’) is a market-driven science company. Our technology-based innovations provide solutions for global needs while driving growth and maximizing shareholder value. The executive compensation programs at DuPont are designed to attract, motivate, reward and retain the high quality executives necessary for Company leadership and accomplishment of our objectives. The following principles guide the design and administration of those compensation programs: • There should be a strong link between pay and performance. • Executives’ interests should be aligned with those of our stockholders. • Programs should reinforce business strategies and drive long-term sustained stockholder value.

Our Performance in 2010 In 2010, we were able to take advantage of the productivity and differential business management processes we put in place in 2009. Here are some of highlights of our Company’s performance in 2010:

Sales More than doubled our targeted growth Earnings Earnings per share growth was more than four times targeted growth Cash Flow Nearly doubled our cash flow target, primarily driven by higher earnings and working capital productivity Productivity Exceeded our productivity targets for fixed costs and working capital Shareholder Return Strong business performance in 2010 benefited our shareholders, as demonstrated by our 2010 total shareholder return (‘‘TSR’’) of 55% compared to our peer group median TSR of 15%

Summary of 2010 Compensation Actions Pay actions for our Named Executive Officers (‘‘NEOs’’) in 2010 reflected our improved Company performance.

Short-Term Performance and Compensation

2010 Short-Term Performance and Incentive Payments

80% • Base salary increases were reinstated and 2010 PERFORMANCE 2010 PAYOUT incorporated promotions and market adjustments. 60% • Short-term Incentive (‘‘STIP’’) or annual incentive 40% awards for NEOs were 143 percent of target and 62% Change in 55% Payout aligned with our performance as illustrated in the 20% Factor 43% +59% chart. 21% – Strong performance drove 59% increase in 0% -10% NEO STIP payout factor, from 90% of target in 2009 to 143% of target in 2010. -20% Revenue EPS Growth 1 yr TSR 2009 STIP 2010 STIP Growth (excl. sign. Payout Payout items*) Factor (90%) Factor (143%) Performance Change vs. 2009 NEO STIP17MAR201116491497 Payout vs. Target

* See page 31 for reported EPS reconciliation

24 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Long-Term Performance and Compensation

Long-Term Performance and Incentive Payments

100% 200% • Performance-based restricted stock units Payout as % of Target (‘‘PSUs’’) for the 2008 to 2010 performance period 80% 150% were paid out at 176 percent of target and 60% reflected strong performance in revenue growth 95% 100% and TSR relative to our Peer Group. 40% 176% 63% 50% – 7% revenue growth vs. 1% peer group 20% median, or 63rd percentile rank 0% 0% – 25% TSR vs. negative 5% peer group 3-yr Revenue 3-yr TSR 2008-2010 Growth PSU Payout median, or 95th percentile rank Factor (176%)

Percent Rank vs. Peer Group PSU Payout vs. Percentile Rank Performance vs Peer Group Target16MAR201120034685

Determining Executive Compensation

An important aspect of the Compensation Committee’s annual work relates to the determination of compensation for the Company’s NEOs and other Section 16 officers. The NEOs are the Company’s Chief Executive Officer (‘‘CEO’’), Chief Financial Officer and the three other most highly compensated executive officers. In 2010, the Compensation Committee (‘‘Committee’’) retained Frederic W. Cook & Co., Inc. (‘‘Cook’’) to serve as an independent compensation consultant to the Committee on executive compensation matters. Cook performs work at the direction and under the supervision of the Committee, and provides no services to DuPont other than those for the Committee. Summarized in the table below are responsibilities for executive compensation.

Compensation Committee • Determine executive compensation philosophy • Approve incentive compensation programs and target STIP and PSU performance expectations • Approve all compensation actions for the executive officers, other than the CEO, including base salary, target and actual STIP, equity grants, and target and actual PSU awards • Recommend to the full Board similar pay actions for the CEO Independent Board Members • Assess performance of the CEO • Approve all compensation actions for the CEO including base salary, target and actual STIP, equity grants, and target and actual PSU awards Committee Consultant — Cook • Provide advice, research and analytical services on a variety of subjects, including compensation of executive officers, nonemployee director compensation, and executive compensation trends • Participate in meetings as requested and communicate with the Chair of the Committee between meetings CEO • Provide a performance assessment of the executive officers • Recommend compensation targets and actual awards for the executive officers • Recommend performance targets for the STIP and PSU programs

The Committee considers a broad number of facts and circumstances in finalizing executive officer pay decisions, including business results, competitive analysis, pay equity multiples, tally sheets and individual performance.

25 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Competitive Analysis

To ensure a complete and robust picture of the overall compensation environment and consistent comparisons for the CEO and other NEOs, compensation is assessed primarily against published compensation surveys that represent large companies with median revenue comparable to DuPont’s (‘‘Market’’), including surveys by Towers Watson, Mercer, Aon Hewitt and Hay Group. We also use a select group of peer companies (‘‘Peer Group’’) to: • benchmark pay design (mix, performance criteria, etc.) • measure financial performance • test the link between pay and performance Because of the smaller number of companies, we periodically find volatility in Peer Group compensation data year over year. Therefore, we use Market survey information as the primary source to set compensation levels. The Peer Group represents the multiple markets in which we compete — including markets for executive talent, customers and capital — and is comprised of large, high-performing U.S.-based companies with a strong scientific focus and/or research intensity and a significant international presence. The Committee regularly reviews the Peer Group. Effective January 1, 2011, Hewlett-Packard Company was removed from the Peer Group due to size considerations. Further, effective January 1, 2011, Motorola, Inc. was removed from the Peer Group because its assets were divided between two separate and independent companies. The current Peer Group consists of the following companies:

3M Company Eastman Kodak Company Kimberly-Clark Corporation Abbott Laboratories Emerson Electric Co. Merck & Co., Inc. Air Products & Chemicals, Inc. Honeywell International Inc. Monsanto Company Baxter International Inc. Ingersoll-Rand plc The Proctor & Gamble Company The Boeing Company Johnson & Johnson United Technologies Corporation Caterpillar Inc. Johnson Controls Inc.

Pay Equity Multiple

To ensure that NEOs are paid appropriately relative to each other and that we manage the pay differential between the CEO and the other NEOs, we apply a pay equity multiple to average total cash compensation (‘‘TCC’’ equals base salary plus STIP awards) and average total direct compensation (‘‘TDC’’ equals TCC plus long-term incentive awards). The final 2009 and 2010 pay equity multiples are as follows:

Element (Pay Equity Multiple Range) 2009 2010 TCC (2 - 3 times NEO) 2.5 2.8 TDC (3 - 4 times NEO) 3.4 3.9

Tally Sheets

Annually, the Committee reviews tally sheets for each NEO that include all aspects of total compensation and the benefits associated with various termination scenarios. Tally sheets, which provide the Committee with information on all elements of actual and potential future compensation of the NEOs, as well as data on wealth accumulation, helped the Committee confirm that there were no unintended consequences of their actions.

26 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Individual Performance

Each year the full Board conducts a review of the CEO’s performance. In addition, the CEO provides the Compensation Committee with an assessment of performance for each of the NEOs. Individual performance is evaluated based on a number of objective and subjective factors such as attainment of specific sales goals, achievement of fixed cost reduction targets, or successful introduction of a new product. Individual performance is a consideration in several aspects of compensation as described under each element.

Executive Compensation Overview Components of the Executive Compensation Program

Our executive compensation program consists of the following components:

Compensation Element Overview/Objectives Market Targeting

Base salary • Foundation of compensation program Market Median (Survey) • Provides regular source of income for NEOs Annual short-term • Align participants with annual goals and objectives Market Median incentive (‘‘STIP’’) • Create direct link to annual financial and operational performance awards Actual payout fluctuates with Company performance Long-term incentive • Link pay and performance — accelerate growth and balance this growth with Market Median (‘‘LTI’’) awards productivity, profitability, and capital management • Align the interests of executives with stockholders Actual value realized • Increase stockholder value fluctuates with Company • Balance plan costs, such as accounting and dilution, with employee-perceived value, performance potential wealth creation opportunity and employee share ownership expectations Benefits • Standard range of tax-qualified retirement, medical, dental, vacation benefit, life Peer Group Median insurance and disability plans provided to other employees • Nonqualified retirement plans that restore those benefits that cannot be paid as a result Market Median of Internal Revenue Code (‘‘IRC’’) limits applicable to tax-qualified retirement plans • Nonqualified deferred compensation plan that allows for deferral of base salary, STIP and LTI awards Limited perquisites • Very limited perquisites or personal benefits • Personal financial counseling (excluding tax preparation) at a cost of generally less than $10,000 per NEO • The CEO travels on Company aircraft for business and personal travel. Commercial travel is permitted when security risk is considered minimal and such travel is approved by the Office of the Director of Corporate Security. Programs NOT • Because they do not support our guiding principles we do NOT offer the following: offered – Employment agreements – Tax gross-up on benefits and perquisites (except for change in control provisions in our Equity and Incentive Plan, we do not have change in control agreements and, therefore, have no need for tax gross-ups related to Internal Revenue Code Section 280G) – Supplemental executive retirement benefits – Plans that allow for granting additional years of service or plans that include LTI in the pension calculation

Mix of Pay

To reinforce our pay for performance philosophy, more than two-thirds of targeted TDC is contingent upon performance and, therefore, fluctuates with our financial results and share price. We believe this approach motivates executives to consider the impact of their decisions on stockholder value. To mitigate the possible risk inherent in the greater focus on LTI, executives receive an equal mix, by fair value on the date of grant, of stock options (rewards for stock price appreciation and direct link to stockholder experience), time-vested restricted stock units (‘‘RSUs’’) (intended as retention tool and linked

27 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 to stock price) and PSUs (rewards key financial performance relative to the Peer Group in revenue growth and TSR). Overlapping performance cycles in the PSU program assure sustainability of performance.

2010 Target Compensation Mix and ‘‘Pay at Risk’’

• The targeted 2010 pay mix for NEOs is displayed 100% on the left.

80% LTI 51% – 87% of TDC for the CEO is at risk. LTI 67% 75% 87% "At – 20% of TDC is tied to achievement of annual 60% "At Risk" Risk" incentive goals, and 67% is tied to achievement of share price or financial goals STIP 24% 40% over a longer period. STIP 20% 20% Base 25% Base 13% 0% E. J. Kullman NEO Avera11MAR201119041318ge

Base Salary Due to improved business performance, we reinstituted a salary increase budget of 3% and discontinued the Voluntary Time Off Without Pay program, under which exempt/salaried/professional employees were asked to voluntarily take time off without pay. In setting 2010 NEO salaries, the Committee took a wide range of facts and circumstances into consideration, including a corporate budget of 3% for 2010, business results, Market competitiveness, Peer Group competitiveness (CEO only), internal relationships, tally sheets and individual performance. With the exception of the CEO, merit increases were effective March 1. The table below depicts the base salary rate as of a certain date. This information is different from the base salary provided in the Summary Compensation Table, which reflects the total base pay received for the year.

Change 2009 Base 2010 Base in Base Name Salary(1) Salary(2) Salary Primary Rationale E. J. Kullman $1,200,000 $1,300,000 8.3% • Increase effective January 1, 2010 • Assumption of role of Chair effective December 31, 2009 • Targeted just below the Market median reflecting Mrs. Kullman’s tenure in the role of Chair and CEO • 2011 increase effective March 1, 2011, 3% increase to $1,339,000 N. C. Fanandakis 500,000 566,500 13.3% • Market adjustment • Internal alignment T. M. Connelly, Jr. 710,000 731,300 3.0% • Standard merit increase J. C. Borel 620,000 638,600 3.0% • Standard merit increase J. L. Keefer 606,360 627,583 3.5% • Standard merit increase (1) 2009 base salary rate as of December 31, 2009, excluding impact of three weeks of voluntary time off without pay. (2) 2010 base salary rate as of December 31, 2010.

Annual Short-Term Incentives

Our annual incentive plan design ensures that our executives maintain a strong focus on those financial metrics (e.g., revenue growth and earnings growth) that have been shown to be closely linked to shareholder value creation over time.

28 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 For 2010, the STIP awards were determined based on the following formula, measures and weightings. The Committee approves these factors at the beginning of each fiscal year. Each element is discussed in greater detail below.

3. Final STIP 1. Target STIP * 2. Weighted Average Payout Factor = Payout

Level Midpoint Corporate Performance Payout (20% weight) Maximum x Target STIP Factor payout capped Percent + Business Unit Performance (60% weight) at 200% of Payout Factor target STIP

+ Individual Performance Payout (20% weight) Factor 11MAR201120074206

1. Target STIP

Our STIP targets are set as a percent of the midpoint of each level in our salary structure. Employees, including our NEOs, are assigned to a level, taking into consideration a position’s Market value, the internal value the Company places on that position and individual circumstances, such as experience. The target STIP percent for each level is reviewed regularly against Market and approved annually by the Compensation Committee (or in the case of the CEO, by the Board). The actual calculation of the 2010 Target STIP amount for Mrs. Kullman and the other NEOs is detailed in the table below.

2010 DuPont Level Target Name Midpoint * Target STIP % = STIP E. J. Kullman $1,531,500 130% $1,990,950 N. C. Fanandakis 626,700 90% 564,030 T. M. Connelly, Jr. 726,800 95% 690,460 J. C. Borel 626,700 90% 564,030 J. L. Keefer 626,700 90% 564,030

2. Weighted Average Payout Factor

The weighted average payout factor for the STIP is determined based on actual performance on each measure and the weighting of that performance measure.

29 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Performance Measures

Metric Weighting Rationale for Use Corporate Performance Earnings per Share (EPS) • Most effective and common metric in measuring stockholder value [EPS excluding significant items compared to prior 20% • Closely aligns stockholder and year’s performance] executive interests • Provides insight with respect to ongoing operating results Business Unit Performance 1. After Tax Operating • Measures profitability at the business Income (ATOI) unit level leading to corporate EPS results Because NEOs work across all businesses, their payout factor is [Business unit ATOI 15% the weighted average of all (excluding significant items) businesses’ payout factors in four versus budget for the year] categories shown to the right. 2. Revenue • Reflects top line growth — critical to Payout factors are determined Company success separately for each business [Business unit revenue 15% and measured based on the versus budget for the year] business’ performance versus budget for the year. 3. Cash Flow from • Measures our ability to translate Operations (CFFO) earnings to cash, indicating the health 20% of our business and allowing the Company [Business unit CFFO versus to invest for the future budget for the year]

4. Dynamic Planning • Assesses how well a business unit Factor (DPF) anticipates and responds to the business environment in a way that creates value for [Business units are 10% the Company assessed, both qualitatively and quantitatively, on a • Assures that our plan payouts are relevant number of items, such as to the current business strategy and headwinds, tailwinds and recognizes the external economic other external factors, environment business period cost, inventory before last-in, first-out (LIFO) adjustment, free cash flow.]

Individual Performance Individual Performance • Based on the employee’s performance Assessment (‘‘IPA’’) versus personal, predetermined critical operating tasks or objectives, e.g., 20% attainment of specific sales goals, achievement of fixed cost reduction targets, successful introduction of a new product

NEO Payout Factors Corporate and business unit performance are converted to a corresponding payout factor based on the concept of ‘‘leverage’’, i.e., the relationship between performance for a given metric and its payout factor. For example, ATOI and CFFO leverage is 2:1 below target and 3:1 above target. Thus, participants are deducted two percentage points in payout for each one percent change in performance below target, and receive three percentage points in payout for each one percent change in performance above target.

30 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Leverage in our plan is in line with competitive practice and balances our internal approach to goal setting and our risk profile as a Company.

Actual Performance Payout Factor Payout Factor Component as a % of Target © (Unweighted) * Weight = (Weighted) Corporate Performance 162% 200% 20% 40% Business Unit Performance 60% - 224% 135% 60% 81% NEO Individual Performance 110% 110% 20% 22% Overall Payout Factor 143%

The measures of EPS and business unit ATOI that are used for calculation of STIP awards exclude significant items, as defined for our internal reporting purposes. Although not in accordance with Generally Accepted Accounting Principles in the United States of America (‘‘GAAP’’), we believe that these non-GAAP measures are appropriate because they are more meaningful measures of ongoing operating results of the Company. Corporate Performance in the table above was based on EPS (excluding significant items) of $3.28 and $2.03 for 2010 and 2009, respectively. The reconciliation below shows how EPS (excluding significant items) was calculated from EPS as reported in the Company’s audited financial statements for the respective year.

2009 2010 EPS (excluding significant items) $ 2.03 $3.28 Significant Items (0.11)* —** Reported EPS 1.92 3.28 * Hurricane proceeds and adjustments: $0.04; 2009 restructuring charge: ($0.25); 2008 and 2009 restructuring adjustments: $0.10 ** Adjustment of interest and accruals related to income tax settlements: $0.09; 2008 and 2009 restructuring adjustments: $0.02; charge related to early extinguishment of debt: ($0.13); charge related to upfront payment for licensing agreement: ($0.03); reversal of accruals related to tax valuation allowances: $0.04 In determining a consistent IPA of 22% for each of the NEOs (versus a target of 20%), the Committee considered the following: • E. J. Kullman – Led comprehensive review of Company strategy, ensuring focus on key opportunities with capacity to deliver sustained future growth – Employed differential business management to achieve outstanding results in revenue, earnings and cash flow – Focused business units on appropriate external competitive benchmarks and drove accountability for business unit performance against benchmarks – Captured significant gains in fixed cost productivity, driving streamlining and standardization across the organization – Represented the Company’s mission and vision to key external constituencies, creating broader and deeper understanding of and support for the Company’s objectives and achievements • N. C. Fanandakis – Led successful streamlining of global Finance organization, increasing efficiency and effectiveness of function while delivering superior capabilities – Played key role in embedding enhanced financial discipline across the organization, contributing to superior financial results – Maintained strong balance sheet, creating financial flexibility to pursue strategic opportunities enabling growth and sustainability

31 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 • T. M. Connelly, Jr. – Drove growth outside of U.S. region, establishing leadership and infrastructure to support sustained expansion in developing markets – Renewed research and development organization, overseeing successful transition of leadership and building key technology resources for programs enabling high growth – Played critical role in analysis of technology-driven acquisition opportunities, evaluating capabilities and strategic alignment with the Company’s existing portfolio • J. C. Borel – Drove strong market-share growth in Pioneer seed business, increasing North America corn and soy shares; led successful introduction and ramp-up of innovative new crop protection products – Assumed broad role in public dialogue on challenges associated with feeding the growing population, bringing perspective on products and tools available to meet the challenge of feeding people across the globe – Completed successful realignment, integration and investment of agricultural biotechnology resources, ensuring world-class research and development capabilities • J. L. Keefer – Assumed leadership of productivity efforts following retirement of Chief Operating Officer, driving successful efforts in plant efficiency, inventory management and fixed cost productivity – Played key role in development and articulation of Company strategy, overseeing in-depth portfolio and competitive analyses and evaluating acquisition opportunities – Established broad and deep corporate planning and strategy function, building the resources necessary to take implementation of company strategy to the next level 3. Final STIP Payout As illustrated in the table below, the final 2010 STIP is determined by multiplying the target STIP amount by the final total payout factor.

+ Business + TOTAL Target Corporate Unit Individual Payout Final Name STIP $ * Payout % Payout % Performance % = Factor % STIP $ E. J. Kullman 1,990,950 40% 81% 22% 143% 2,846,000 N. C. Fanandakis 564,030 40% 81% 22% 143% 807,000 T. M. Connelly, Jr. 690,460 40% 81% 22% 143% 987,000 J. C. Borel 564,030 40% 81% 22% 143% 807,000 J. L. Keefer 564,030 40% 81% 22% 143% 807,000

Total annual STIP award payout is limited to 20% of our consolidated net income before significant items after deducting six percent of net capital employed. This ensures that the amount available for STIP awards fluctuates in relation to the Company’s operating results. The final 2010 STIP award payout pool of $230 million was 42% of the maximum available amount.

32 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Long-Term Incentives (LTI) Our LTI program for NEOs consists of an equal mix, by fair value on the date of grant, of stock options, PSUs and RSUs. This balanced program allows us to reinforce specific business objectives, talent needs and philosophical considerations and support our culture. The following table summarizes the performance drivers, mix and objectives for the various LTI components as they relate to NEOs:

Stock Options PSUs RSUs LTI Mix one-third one-third one-third

Performance • Stock price appreciation • TSR (relative to Peer Group) • Stock price Drivers (longer-term) • Revenue growth appreciation (intermediate-term) (relative to Peer (intermediate-term) Group)

Objectives • Stockholder alignment • Focus on business priorities such • Stock ownership • Link to long-term business as revenue growth and TSR, which • Capital objectives are obtained through balanced accumulation • Stock ownership growth, profitability and capital • Retention • Lead/support business strategy as management over a three-year it changes period • Retention • Stockholder alignment

Program • Options vest in one-third • At the conclusion of the • RSUs vest in Design increments over three years. performance cycle, payouts can one-third • Starting in 2009, options carry a range from 0% to 200% of the increments over a term of seven years. target grant based on three-year period. • Nonqualified stock option grants pre-established, performance- • RSUs are typically are typically made annually at the based corporate objectives. granted annually. closing price on the date of grant. • For awards granted in 2010, those • We do not reprice stock options. objectives are revenue growth and • A reload feature is available for TSR (both on a relative basis options granted from 1997 through versus the Peer Group) over the 2003. Effective with options three-year performance period. granted in 2004, option grants do • Typically, PSUs are awarded not include a reload feature and annually to each NEO at the we do not intend to add this beginning of a three-year feature in the future. performance cycle.

2010 LTI Awards Annual awards to employees, including NEOs, are made at a pre-established Committee meeting in early February. This allows sufficient time for the market to absorb announcement of annual earnings, which is typically made during the fourth week of January. We do not time equity awards in coordination with the release of material nonpublic information. The grant price is the closing price on the date of grant. Any occasional special awards to employees who are not executive officers are approved by the Special Stock Performance Committee (consisting of the Chairs of the Board and the Compensation Committee), to which the Board of Directors has delegated the authority to approve special equity grants. Awards are effective on the date of approval by the Special Stock Performance Committee. Each year the Compensation Committee establishes target long-term incentive values based on a number of factors including Market, internal equity, and cost. Given continuing economic uncertainty in early 2010, the Committee maintained the reduced LTI targets established in 2009, which reflected a reduction of 20% relative to 2008 targets. Individual equity grants for NEOs other than the CEO may be increased or decreased from target based on individual performance. The Committee made no individual adjustments in 2010 for the NEOs.

33 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Mrs. Kullman’s 2010 LTI award was set at approximately 30% below Market median, and reflected the Committee’s desire to move Mrs. Kullman’s LTI award above the 25th percentile of the Market and towards the Market median over time. With that goal, the Committee approved a 2011 LTI award of $7.5 million, which brought Mrs. Kullman’s LTI award slightly closer to the Market median.

2010 LTI – Grant Date Name Fair Value* E. J. Kullman $6,500,000 N. C. Fanandakis 960,000 T. M. Connelly, Jr. 1,520,000 J. C. Borel 1,280,000 J. L. Keefer 1,280,000 * Reflects the grant date fair value and differs from the value of equity awards shown in the 2010 Summary Compensation Table (‘‘SCT’’) and Grants of Plan-Based Awards table (‘‘GPBAT’’) because those tables reflect the probable outcome of the performance conditions for PSUs. The LTI amounts shown in this table value PSUs at the closing price of DuPont Common Stock on the date of grant, and reflect the value the Committee considered when making LTI awards for 2010.

PSUs Granted in 2010 The actual number of shares earned for the PSUs granted in 2010 will be based on DuPont’s revenue growth and TSR relative to the Peer Group for 2010 through 2012, as shown in the table below.

Performance Targets (2010 - 2012 Performance Period)

Revenue Growth Payout % + TSR Payout % Target Award 50% = Final Award Target Award 50%

DuPont Revenue Growth or % of Target Shares Earned TSR Relative to the Peer Group (Payout %) Below 25th percentile* 0% At 25th percentile* 25% At 50th percentile* 100% At or above 75th percentile* 200% * Interim points are interpolated

34 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 2007-2009 PSU Program (payable in 2010) The performance period for PSUs awarded in 2007 ended on December 31, 2009. The final number of shares earned was based on revenue growth relative to the Peer Group and absolute ROIC target for each year of the three-year performance period. The final payout determination was made in March of 2010 after a review of the Company’s performance. Revenue growth was comparable to the 50th percentile of the Peer Group. ROIC results were 16.2%, 12.1% and 8.8%, respectively, which was below threshold for 2008 and 2009. This resulted in an overall payout of 30%.

Final Performance Final Payout Revenue Year Growth Target ROIC Final ROIC Payout Percent 2007 50th Percentile 15.5% – 16.9% 16.2% 90% 2008 Rank vs. Peer 16.5% – 17.9% 12.1% 0% 2009 Group 17.0% – 18.49% 8.8% 0% Final Payout Percent (Average) 30%

Further details are provided in the 2010 Option Exercises and Stock Vested table.

2008-2010 PSU Program (payable in 2011) The performance period for PSUs awarded in 2008 ended on December 31, 2010. The final number of shares earned was based on revenue growth and TSR relative to the Peer Group over the three-year performance period. The final payout determination was made in February of 2011 after a review of the Company’s performance. Revenue growth and TSR were comparable to the 63rd and 95th percentiles of the Peer Group, respectively. This resulted in an overall payout of 176%.

Performance Payout % Revenue Growth 63rd percentile rank vs. Peer Group 152% TSR 95th percentile rank vs. Peer Group 200% Final Payout Percent (Average) 176%

Further details are provided in the 2010 Option Exercises and Stock Vested table. Maximum units and year-end values for PSUs awarded in 2008 through 2010 are included in the Outstanding Equity Awards table.

Total 2010 NEO Compensation The various decisions outlined above resulted in total NEO compensation for 2010 as shown in the table that follows. This table is not intended to be a substitute for the SCT or GPBAT. Base salary is as of December 31, 2010. STIP and LTI awards for 2010 are reflected in the SCT and GPBAT. The value of LTI awards reflected in the table differs from the value of equity awards shown in the SCT and GPBAT because those tables reflect the probable outcome of the performance conditions for PSUs. The LTI amounts shown in this table value PSUs at the closing price of DuPont Common Stock on the date of grant, and reflect the value the Committee considered when making LTI awards for 2010.

Name 2010 Base Salary 2010 Final STIP 2010 LTI TDC E. J. Kullman $ 1,300,000 $ 2,846,000 $ 6,500,000 $ 10,646,000 N. C. Fanandakis 566,500 807,000 960,000 2,333,500 T. M. Connelly, Jr. 731,300 987,000 1,520,000 3,238,300 J. C. Borel 638,600 807,000 1,280,000 2,725,600 J. L. Keefer 627,583 807,000 1,280,000 2,714,583 TOTAL 3,863,983 6,254,000 11,540,000 21,657,983

35 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Section 162(m) of the Internal Revenue Code of 1986 The federal tax laws impose requirements for compensation payable to the CEO and certain executive officers to be fully deductible. The Company believes it has taken appropriate actions to maximize its income tax deduction. IRC Section 162(m) generally precludes a public corporation from taking a deduction for compensation in excess of $1,000,000 for its CEO or any of its three other highest-paid executive officers (other than the CEO or Chief Financial Officer), unless certain specific and detailed criteria are satisfied. Annually, the Company reviews all compensation programs and payments to determine the tax impact on the Company as well as on the executive officers. In addition, the Company reviews the impact of its programs against other considerations, such as accounting impact, stockholder alignment, market competitiveness, effectiveness and perceived value to employees. Because many different factors influence a well-rounded, comprehensive executive compensation program, some compensation may not be deductible under IRC Section 162(m). The Company will continue to monitor developments and assess alternatives for preserving the deductibility of compensation payments and benefits to the extent reasonably practicable, consistent with its compensation policies and as determined to be in the best interests of DuPont and its stockholders.

Compensation Risk The Committee regularly monitors the Company’s compensation programs to assess whether those programs are motivating the desired behaviors while driving the Company’s performance and encouraging the appropriate level of risk-taking. The Committee has determined that the Company’s executive compensation programs encourage the appropriate levels of risk-taking given the Company’s risk profile. The Committee’s review encompassed a broad range of design elements, such as mix of pay, thresholds and caps, leverage, as well as other mitigating factors and the relationship of each to risk.

Other Mitigating Factors Payout limitations or ‘‘caps’’ play a vital role in risk mitigation and all metrics in the STIP and PSU programs are capped at 200% payout to protect against excessive payouts. Our performance/payout leverage is slightly less than competitive practice, reflecting our risk profile as a Company, and our rigor in setting performance targets. Clawback provisions, stock ownership guidelines and insider trading policies that prohibit executives from entering into derivative transactions also protect against excessive risk in the Company’s incentive programs.

Stock Ownership Guidelines The Company requires that NEOs accumulate and hold, within three years of the date of achieving the various executive levels, shares of DuPont Common Stock with a value equal to a specified multiple of base pay. The multiples for specific executive levels are shown below. Each NEO either exceeds or is on track to achieve the ownership goal within the time frame established.

Target Actual Chief Executive Officer 5x 9x Other NEOs average 4x 11x

DuPont Common Stock may be held in various forms to achieve the applicable ownership guidelines, including: direct ownership, shares and stock units held in employee plans. Stock options and PSUs are not included in determining whether an executive has achieved the ownership levels.

36 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Compensation Recovery Policy (Clawbacks) The Equity and Incentive Plan (‘‘EIP’’), as in effect prior to the amendment that is subject to shareholder approval at the 2011 Annual Meeting, contains a ‘‘clawback’’ provision under which: (1) a grantee forfeits the right to receive future awards under the EIP; and (2) the Company may demand repayment of awards if the grantee engages in misconduct, including grantee’s conduct that (a) results in termination for cause (as defined in the plan), (b) breaches a noncompete or confidentiality clause between the Company and grantee or (c) results in the Company restating financial statements due to material noncompliance and the grantee either (i) had knowledge of the material noncompliance or the circumstances that gave rise to such noncompliance and failed to take reasonable steps to bring it to the attention of appropriate individuals within the Company or (ii) personally and knowingly engaged in practices which materially contributed to the circumstances that enabled a material noncompliance to occur. A grantee is entitled to a hearing before the full Committee at which the grantee may be represented by counsel. Consistent with the standard applicable to other Board and Committee actions, the decision of the Committee is effective if approved by the majority of the Committee’s members. With its adoption of the Amended Equity and Incentive Plan, which is subject to shareholder approval as described in this Proxy Statement, the Board of Directors adopted a clawback policy intended to mirror the provision described above. Awards under the Amended Equity and Incentive Plan would be subject to that clawback policy. Awards granted under the DuPont Stock Performance Plan (awards made prior to 2008) are subject to forfeiture if the Committee determines, after a hearing, that the grantee willfully engaged in any activity harmful to the interest of the Company. The DuPont Stock Performance Plan does not define specific instances of misconduct. Rather, what constitutes ‘‘activity harmful to the interest of the Company’’ is a determination made by the Committee based on the facts and circumstances in the situation at issue.

Consulting Agreement DuPont generally does not enter into employment agreements (including severance agreements) with executives. Mr. Keefer retired effective December 31, 2010. To assure Mr. Keefer’s active participation on a number of critical ongoing business issues, the Company entered into a one-year consulting agreement with Mr. Keefer, effective as of January 1, 2011, pursuant to which he will be paid a $15,000 monthly retainer. The agreement with Mr. Keefer contains customary provisions, including a restriction on his ability to take on any work that may create a conflict of interest, protection of confidential information and reimbursement of all expenses associated with his performance under this agreement.

37 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Compensation of Executive Officers 2010 SUMMARY COMPENSATION TABLE The following table summarizes the compensation of the Named Executive Officers (‘‘NEOs’’) for the fiscal year ending December 31, 2010. The NEOs are: (i) the Company’s Chief Executive Officer (‘‘CEO’’) and Chief Financial Officer (‘‘CFO’’); and (ii) the three other most highly compensated executive officers ranked by their total compensation (reduced by the amount of change in pension value and nonqualified deferred compensation earnings) in the 2010 Summary Compensation Table.

Change in Pension Value and Nonqualified Non-Equity Deferred Name and Stock Option Incentive Plan Compensation All Other Principal Position Year Salary(1) Awards(2) Awards(3) Compensation(4) Earnings(5) Compensation(6) Total E. J. Kullman 2010 $1,300,000 $4,701,135 $2,166,667 $2,846,000 $3,475,658 $307,514 $14,796,974 Chair & 2009 1,130,768 3,637,548 1,733,336 1,500,000 1,685,230 341,653 10,028,535 Chief Executive Officer 2008 703,685 1,302,460 586,668 718,000 575,800 63,332 3,949,945 N. C. Fanandakis 2010 533,958 694,386 320,004 807,000 1,482,123 84,460 3,921,931 Executive Vice President 2009 401,279 377,747 180,002 403,000 622,127 61,718 2,045,873 & Chief Financial Officer T. M. Connelly, Jr. 2010 727,750 1,099,349 506,667 987,000 1,115,992 119,768 4,556,526 Executive Vice President 2009 625,563 984,966 469,335 603,000 700,181 100,491 3,483,536 & Chief Innovation Officer 2008 638,600 3,241,960 586,668 491,000 544,839 57,474 5,560,541 J. C. Borel 2010 635,500 925,825 426,669 807,000 1,229,722 101,475 4,126,191 Executive Vice President 2009 547,586 738,736 352,002 492,000 565,099 90,053 2,785,476 J. L. Keefer 2010 624,046 925,825 426,669 807,000 708,031 104,404 3,595,975 Executive Vice President 2009 571,377 895,414 426,667 536,000 873,953 99,574 3,402,985 2008 594,920 3,123,474 533,334 535,000 994,664 53,543 5,834,935 (1) Includes compensation which may have been deferred at the executive’s election. Such amounts are also included in the Nonqualified Deferred Compensation table on page 48 — ‘‘Executive Contributions in 2010’’ column. Amounts shown for 2009 reflect NEOs participation in the Company’s Voluntary Unpaid Time Off Program. (2) Represents the aggregate grant date fair value of time-vested restricted stocks unit (‘‘RSUs’’) and performance-based restricted stock units (‘‘PSUs’’) computed in accordance with Financial Accounting Standards Codification Topic 718 Compensation — Stock Compensation (‘‘FASB ASC Topic 718’’). Those values are detailed in the 2010 Grants of Plan-Based Awards table on page 41. For PSUs, the grant date fair value is based upon the probable outcome of the performance conditions. This amount is consistent with the estimate of aggregate compensation cost to be recognized over the service period determined as of the grant date under FASB ASC Topic 718, excluding the effect of estimated forfeitures. The grant date fair values of the PSUs assuming that the highest level of performance conditions will be achieved are as follows: E. J. Kullman ($4,333,338), N. C. Fanandakis ($640,061), T. M. Connelly, Jr. ($1,013,340), J. C. Borel ($853,392), and J. L. Keefer ($853,392). (3) Represents the aggregate grant date fair value of stock options computed in accordance with FASB ASC Topic 718. Assumptions used in determining values for 2010 can be found in Note 22 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2010. (4) Represents payouts under the cash-based award component (‘‘STIP’’) of the Equity and Incentive Plan (‘‘EIP’’) for services performed during 2010. Includes compensation which may have been deferred at the executive’s election. Any such amounts will be included in the ‘‘Executive Contributions’’ column of the 2011 Nonqualified Deferred Compensation table. (5) This column is intended to report the estimated change in the actuarial present value of an NEO’s accumulated pension benefits and any above-market earnings on nonqualified deferred compensation balances. Because the Company does not credit participants in the nonqualified plans with above- market earnings, no such amounts are reflected here.

38 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (6) Amounts shown include Company contributions to qualified defined contribution plans and Company contributions to nonqualified defined contribution plans. For Mrs. Kullman, the amount also reflects perquisites and personal benefits which include financial counseling, personal use of Company automobile, and personal use of Company aircraft. For a detailed discussion of the amounts reported in this column, including a discussion of how the value of personal use of Company aircraft is calculated, refer to the ‘‘All Other Compensation’’ section of the narrative discussion following this footnote.

Narrative Discussion of Summary Compensation Table Salary Amounts shown in the ‘‘Salary’’ column of the table above represent base salary earned during 2010. Base salary rate changes, if any, for the CEO are effective January 1 of the relevant fiscal year. Base salary rate changes for all other NEOs are effective March 1. Base salary for 2010 represented 12% of total direct compensation (base salary, STIP awards and long-term incentive (‘‘LTI’’) awards) for the CEO and, on average, 22% of total direct compensation for the other NEOs, which is consistent with the Compensation Committee’s goal of placing emphasis on ‘‘at risk’’ compensation.

Stock Awards Amounts shown in the ‘‘Stock Awards’’ column of the table above represent the aggregate grant date fair value of RSUs and PSUs computed in accordance with FASB ASC Topic 718. For PSUs, the grant date fair value is based upon the probable outcome of the performance conditions. This amount is consistent with the estimate of aggregate compensation cost to be recognized over the service period determined as of the grant date under FASB ASC Topic 718, excluding the effect of estimated forfeitures. Refer to page 42 for a detailed discussion of the grant date fair value of stock awards.

Option Awards Amounts shown in the ‘‘Option Awards’’ column of the table above represent the aggregate grant date fair value of stock options computed in accordance with FASB ASC Topic 718. Refer to page 42 for a detailed discussion of the grant date fair value of option awards.

Non-Equity Incentive Plan Compensation Amounts shown in the ‘‘Non-Equity Incentive Plan Compensation’’ column of the table above represent cash-based short-term incentive, or STIP, awards paid for a given year.

Change in Pension Value and Nonqualified Deferred Compensation Earnings Amounts shown in the ‘‘Change in Pension Value and Nonqualified Deferred Compensation Earnings’’ column of the table above represent the estimated change in the actuarial present value of accumulated benefits for each of the NEOs at the earlier of age 65 or the age at which the NEO is eligible for an unreduced pension. Key actuarial assumptions for the present value of accumulated benefit calculation can be found in Note 21 to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010. Assumptions are further described in the narrative discussion following the Pension Benefits table. There were no above-market or preferential earnings during 2010 on nonqualified deferred compensation. Generally, earnings on nonqualified deferred compensation include returns on investments in seven core investment alternatives, interest accruals on cash balances, DuPont Common Stock returns and dividend reinvestments. Interest is accrued on cash balances based on a rate that is traditionally less than 120% of the applicable federal rate and dividend equivalents are accrued at a non-preferential rate. In addition, the other core investment alternatives are a subset of the investment alternatives available to all employees

39 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 under the qualified plan. Accordingly, these amounts are not considered above-market or preferential earnings for purposes of, and are not included in, the 2010 Summary Compensation Table. As such, all amounts shown in this column reflect the change in the actuarial pension value under the Pension Plan and Pension Restoration Plan. The change in pension value represents the change from 2009 to 2010 in the present value of an NEO’s accumulated benefit as of the applicable pension measurement date. If the change in pension value is negative, it is not shown in the table above.

All Other Compensation Amounts shown in the ‘‘All Other Compensation’’ column of the table above include: (a) perquisites and personal benefits (if greater than or equal to $10,000); (b) registrant (Company) contributions to qualified defined contribution plans; and (c) registrant (Company) contributions to nonqualified defined contribution plans. The following table details those amounts.

Registrant Registrant Contributions to Contributions to Perquisites Qualified Nonqualified and Other Defined Defined Personal Contribution Contribution Name Benefits(a) Plans(b) Plans(c) E. J. Kullman $55,514 $22,050 $229,950 N. C. Fanandakis — 22,050 62,410 T. M. Connelly, Jr. — 22,050 97,718 J. C. Borel — 22,050 79,425 J. L. Keefer — 22,050 82,354 (a) Includes financial counseling ($8,762), personal use of Company automobile ($7,055) and personal use of Company aircraft ($39,697). Consistent with the Company’s policy, the CEO travels on Company aircraft for business and personal travel. Commercial travel is permitted when security risk is considered minimal and such travel is approved by the Office of the Director of Corporate Security. The amount reflected in this column represents the aggregate incremental cost to the Company of all personal travel by Mrs. Kullman on Company aircraft. Incremental cost is calculated based on the variable operating costs to the Company, including fuel, mileage, trip-related maintenance, weather- monitoring costs, crew travel expenses, on-board catering, landing/ramp fees and other variable costs, which includes an allocation of the overall maintenance costs and costs with respect to ‘‘deadhead flights’’ — flights with no passengers that are associated with Mrs. Kullman’s personal use. Fixed costs which do not change based on usage, such as pilot salaries and the cost of maintenance not related to trips, are excluded. The benefit associated with personal use of Company aircraft is imputed as income to Mrs. Kullman at Standard Industry Fare Level (‘‘SIFL’’) rates. SIFL rates are determined by the U.S. Department of Transportation. They are used to compute the value of nonbusiness transportation aboard employer- provided aircraft as required by the Internal Revenue Service. SIFL rates are used in the calculation of the income imputed to executives in the event of personal travel on Company aircraft. Mrs. Kullman does not receive any gross-up for payment of taxes associated with the described benefit. (b) Amounts represent the Company’s match to the Retirement Savings Plan (‘‘RSP’’) on the same basis as provided to U.S. parent company employees. For 2010, the RSP provided a Company match of 100% of the first six percent of the employee’s contribution. Amounts also include an additional Company contribution of three percent. (c) Amounts represent the Company’s match to the Retirement Savings Restoration Plan (‘‘RSRP’’) on the same basis as provided to U.S. parent company employees who fall above the applicable Internal Revenue Code (‘‘IRC’’) limits. For 2010, the RSRP provided a Company match of 100% of the first six percent of the employee’s contribution. Amounts also include an additional Company contribution of three percent.

40 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 2010 GRANTS OF PLAN-BASED AWARDS The following table provides information on STIP awards, stock options, RSUs and PSUs granted in 2010 to each of the Company’s NEOs. For a complete understanding of the table, refer to the narrative discussion that follows.

All Other All Other Estimated Future Payouts Estimated Future Payouts Stock Option Under Non-Equity Under Equity Awards: Awards: Exercise or Grant Date Incentive Plan Awards Incentive Plan Awards Number of Number of Base Price Fair Value Shares of Securities of Option of Stock Grant Thres- Thres- Target Maximum Stock or Underlying Awards and Option Name Date hold Target Maximum hold(#) (#) (#) Units(#) Options(#) ($/Sh) Awards E. J. Kullman 2/3/10 — $1,990,950 $3,981,900 — 64,696 129,392 $2,534,466 2/3/10 64,696 2,166,669 2/3/10 336,439 $33.49 2,166,667

N. C. Fanandakis 2/3/10 — 564,030 1,128,060 — 9,556 19,112 374,356 2/3/10 9,556 320,030 2/3/10 49,690 33.49 320,004

T. M. Connelly, Jr. 2/3/10 — 690,460 1,380,920 — 15,129 30,258 592,679 2/3/10 15,129 506,670 2/3/10 78,675 33.49 506,667

J. C. Borel 2/3/10 — 564,030 1,128,060 — 12,741 25,482 499,129 2/3/10 12,741 426,696 2/3/10 66,253 33.49 426,669

J. L. Keefer 2/3/10 — 564,030 1,128,060 — 12,741 25,482 499,129 2/3/10 12,741 426,696 2/3/10 66,253 33.49 426,669

Narrative Discussion of Grants of Plan-Based Awards Table Estimated Future Payouts Under Non-Equity Incentive Plan Awards Amounts shown in this column of the table above represent STIP award opportunities for 2010 under the EIP. A target STIP award is established for each NEO at the beginning of the relevant fiscal year based on a percentage of the midpoint of the NEO’s level in our salary structure. The actual STIP payout for NEOs, which can range from 0% to 200% of target, is based on corporate and weighted average business unit performance and individual performance. Refer to page 28 for more details.

Estimated Future Payouts Under Equity Incentive Plan Awards Amounts shown in this column of the table above represent the potential payout range of PSUs granted in 2010. Vesting is equally based upon corporate revenue growth and total stockholder return (‘‘TSR’’), both relative to the Peer Group. Performance and payouts are determined independently for each metric. At the conclusion of the three-year performance period, the actual award, delivered as DuPont Common Stock, can range from zero percent to 200 percent of the original grant. Dividend equivalents are applied after the final performance determination. Any termination of employment, including retirement, within six months of grant results in a forfeiture of the award. For a discussion of the impact on PSUs of any subsequent termination, refer to the table on page 51 of this Proxy Statement.

41 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 All Other Stock Awards: Number of Shares of Stock or Units Amounts shown in this column of the table above represent RSUs granted in 2010 that are paid out in shares of DuPont Common Stock and vest ratably over a three-year vesting period, one-third on each anniversary date. Dividend equivalents are applied and are subject to the same restrictions as the RSUs. Any termination of employment, including retirement, within six months of grant results in a forfeiture of the award. For a discussion of the impact on RSUs of a subsequent termination, refer to the table on page 51 of this Proxy Statement.

All Other Option Awards: Number of Securities Underlying Options Amounts shown in this column of the table above represent nonqualified stock options granted in 2010 with a seven-year term and ratable vesting over a three-year period, one-third on each anniversary date. The exercise price of options granted, as shown in the table above, is based on the closing price of DuPont Common Stock on the date of grant. Any termination of employment, including retirement, within six months of grant results in a forfeiture of the award. For a discussion of the impact on options of a subsequent termination, refer to the table on page 51 of this Proxy Statement.

Grant Date Fair Value of Stock and Option Awards Except with respect to PSUs, amounts shown in this column of the table above reflect the grant date fair value of the equity award computed in accordance with FASB ASC Topic 718. For PSUs, the grant date fair value is based upon the probable outcome of the performance conditions. This amount is consistent with the estimate of aggregate compensation cost to be recognized over the service period determined as of the grant date under FASB ASC Topic 718, excluding the effect of estimated forfeitures. The grant date fair value of the PSUs, subject to the TSR metric, was $44.86, estimated using a Monte Carlo simulation. The grant date fair value of the PSUs, subject to the revenue metric, was based upon the closing price of the underlying DuPont Common Stock as of the grant date, which was $33.49. The grant date fair value of RSUs reflected in this column is based on the closing price of DuPont Common Stock as of the grant date, which was $33.49. For purposes of determining the fair value of stock option awards, the Company uses the Black-Scholes option pricing model and the assumptions set forth in the table below. The grant date fair value of options granted in 2010 was $6.44. The Company determines the dividend yield by dividing the current annual dividend on the Company’s Common Stock by the option exercise price. A historical daily measurement of volatility is determined based on the expected life of the option granted. The risk-free interest rate is determined by reference to the yield on an outstanding U.S. Treasury Note with a term equal to the expected life of the option granted. Expected life is determined by reference to the Company’s historical experience.

2010 Dividend yield 4.9% Volatility 32.4% Risk-free interest rate 2.6% Expected life (years) 5.3

42 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 OUTSTANDING EQUITY AWARDS The following table shows the number of shares underlying exercisable and unexercisable options and unvested and, as applicable, unearned RSUs and PSUs held by the Company’s NEOs at December 31, 2010. Market or payout values in the table below are based on the closing price of DuPont Common Stock as of that date.

Equity Incentive Plan Awards: Equity Number Incentive Plan Number of Market of Awards: Shares or Value of Unearned Market or Number of Number of Units of Shares or Shares, Payout Value Securities Securities Stock Units of Units or of Unearned Underlying Underlying Held That Stock Held Other Shares, Units Unexercised Unexercised Option Option Have Not That Have Rights or Other Rights Options (#) Options (#) Exercise Expiration Vested Not That Have NotThat Have Not Name Exercisable Unexercisable(1) Price ($) Date (#)(2) Vested ($) Vested (#)(3) Vested(4) E. J. Kullman 200 $44.50 1/7/12 60,000 42.50 2/5/12 80,000 37.75 2/4/13 61,900 48.05 2/1/11 65,300 39.31 1/31/12 77,100 51.01 2/6/13 73,795 36,897 44.74 2/5/14 215,589 431,178 23.28 2/3/16 336,439 33.49 2/2/17 127,349 $6,352,168 304,532 $15,190,056 633,884 804,514

N. C. Fanandakis 200 44.50 1/7/12 10,300 42.50 2/5/12 2,649 37.75 2/4/13 15,800 39.31 1/31/12 19,500 51.01 2/6/13 18,030 9,015 44.74 2/5/14 44,776 23.28 2/3/16 49,690 33.49 2/2/17 16,888 842,373 40,984 2,044,282 66,479 103,481

T. M. Connelly, Jr. 100,000 42.50 2/5/12 85,000 37.75 2/4/13 63,200 48.05 2/1/11 67,000 39.31 1/31/12 70,400 51.01 2/6/13 73,795 36,897 44.74 2/5/14 58,375 116,750 23.28 2/3/16 78,675 33.49 2/2/17 63,775 3,181,097 96,808 4,828,783 517,770 232,322

J. C. Borel 200 44.50 1/7/12 27,300 42.50 2/5/12 27,300 37.75 2/4/13 49,500 39.31 1/31/12 54,900 51.01 2/6/13 55,347 27,673 44.74 2/5/14 43,782 87,562 23.28 2/3/16 66,253 33.49 2/2/17 56,308 2,808,643 75,396 3,760,752 258,329 181,488

J. L. Keefer 200 44.50 1/7/12 31,400 37.75 2/4/13 52,200 51.01 2/6/13 67,086 33,543 44.74 2/5/14 106,136 23.28 2/3/16 66,253 33.49 2/2/17 31,377 1,565,085 85,980 4,288,682 150,886 205,932

43 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (1) The following table provides an overview of the remaining stock options with outstanding vesting dates as of December 31, 2010:

Stock Option Expiration Date Outstanding Vesting Dates 2/5/2014 Balance vests on February 6, 2011 2/3/2016 Equally vests on February 4, 2011 and 2012 2/2/2017 Equally vests on February 3, 2011, 2012 and 2013

(2) The following table provides an overview of RSUs, including dividend equivalent units, with outstanding vesting dates as of December 31, 2010:

Grant Date Outstanding Vesting Dates 2/6/2008 Balance vests on February 6, 2011 10/2/2008 Balance vests on October 2, 2011 2/4/2009 Equally vests on February 4, 2011 and 2012 2/3/2010 Equally vests on February 3, 2011, 2012 and 2013

(3) The following table provides an overview of PSUs with outstanding vesting dates as of December 31, 2010:

Grant Date Outstanding Vesting Dates 2/6/2008 Performance period ended December 31, 2010 2/4/2009 Performance period ends December 31, 2011 2/3/2010 Performance period ends December 31, 2012

Because the 2008 PSU award payout of 176% exceeded target (100%), the amount required to be shown in this column represents the maximum number of PSUs payable under outstanding awards (200% of the original grant). The 176% payout was the highest to date under the PSU program. The final number of shares earned, if any, will be based on performance on Revenue Growth and TSR relative to the Peer Group (at the time of award). The plan provides for a payout range of 0% to 200% and dividend equivalent units are applied subsequent to the final performance determination. (4) Represents the payout value of oustanding PSUs based on a maximum (200%) payout. See footnote (3) above. ***

44 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 2010 OPTION EXERCISES AND STOCK VESTED The table below shows the number of shares of DuPont Common Stock acquired upon the exercise of stock options and the vesting of RSUs and PSUs during 2010.

Option Awards(1) Stock Awards(2) Number of Shares Number of Shares Acquired on Value Realized Acquired on Value Realized Name Exercise (#) Upon Exercise Vesting (#) Upon Vesting E. J. Kullman 66,500 $ 277,201 41,341 $1,361,599 N. C. Fanandakis 58,790 479,746 6,606 217,836 T. M. Connelly, Jr. 65,300 245,015 49,471(3) 1,962,334 J. C. Borel 73,000 168,232 44,296 1,791,787 J. L. Keefer 219,768 1,666,254 46,014(3) 1,848,156 (1) Represents the number of stock options exercised in 2010. The value realized upon exercise is computed by determining the difference between the market price at exercise and the exercise price of the options. (2) Represents the number of RSUs and PSUs vesting in 2010. The value realized upon vesting is computed by multiplying the number of units by the value of the underlying shares on the vesting date, with respect to RSUs, and on March 1, 2010 with respect to PSUs. Includes PSUs granted in 2007 which vested on December 31, 2009 and were paid out in March 2010. This information was also disclosed in last year’s proxy. The performance period for PSUs granted in 2008 ended on December 31, 2010. The final payout was not determinable as of December 31, 2010. The final payout determination was made in February 2011 by the Compensation Committee after a final review of the Company’s performance relative to the Peer Group. The final 2008 PSU shares paid out and the value realized in February 2011 are set forth below. Target units and year-end values for PSUs awarded in 2008 through 2010 are included in the Outstanding Equity Awards table on page 43.

2008 PSU Final Payout Name (#)(a) PSU Value(b) E. J. Kullman 26,630 1,461,188 N. C. Fanandakis 6,507 357,039 T. M. Connelly, Jr. 26,630(c) 1,461,188 J. C. Borel 19,974 1,095,973 J. L. Keefer 24,208(c) 1,328,293 (a) Represents 176% of target award achieved plus accumulated dividend equivalent units. (b) Valued at $54.87, the closing price of DuPont Common Stock as of February 28, 2011, the date the final payout determination was made by the Committee. (c) One hundred percent of vested PSUs have been deferred into DuPont Common Stock units. (3) NEO elected to defer a portion of vested RSUs and all vested PSUs into DuPont Common Stock units. These are also reflected in the Nonqualified Deferred Compensation table on page 48 in the column entitled ‘‘Executive Contributions in 2010.’’

45 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 PENSION BENEFITS (as of Fiscal Year End December 31, 2010) The table below shows the present value of accumulated benefits for the NEOs under the Pension Plan and the Pension Restoration Plan, as of December 31, 2010. For a complete understanding of the table, refer to the narrative discussion that follows.

Number of Present Value of Years Credited Accumulated Name Plan Name Service Benefit(1) E. J. Kullman Pension Plan 22 $ 713,670 Pension Restoration Plan 22 7,626,349 N. C. Fanandakis Pension Plan 32 1,127,184 Pension Restoration Plan 32 3,343,655 T. M. Connelly, Jr. Pension Plan 33 1,370,651 Pension Restoration Plan 33 6,813,010 J. C. Borel Pension Plan 33 1,178,377 Pension Restoration Plan 33 4,677,512 J. L. Keefer Pension Plan 35 1,436,802 Pension Restoration Plan 35 6,117,429 (1) The value that an executive will actually receive under these benefit plans will differ to the extent facts and circumstances vary from the assumptions on which these amounts are based.

Narrative Discussion of Pension Benefits The NEOs participate in the Pension Plan, a tax-qualified defined benefit pension plan, which covers a majority of the U.S. employees, except those hired or rehired after December 31, 2006. The Pension Plan provides employees with a lifetime retirement income based on years of service and the employees’ final average pay near retirement. The normal form of benefit for married individuals is a 50% qualified joint and survivor annuity. The normal form of benefit for unmarried individuals is a single life annuity, which is actuarially equivalent to the normal form for married individuals. Normal retirement age under the Pension Plan is generally age 65 and benefits are vested after five years of service. Under the provisions of the Pension Plan, employees are eligible for unreduced pensions when they meet one of the following conditions: • Age 65 or older with at least five years of service, or • Age 58 with age plus service equal to or greater than 85, or • Permanent incapacity to perform his/her duties with at least 15 years of service. An employee who is not eligible for retirement with an unreduced pension is eligible for retirement with a reduced pension if he/she is age 50 with at least 15 years of service. His/her pension is reduced by the greater of five percent for every year that his/her age plus service is less than 85 or five percent for every year that his/her age is less than 58. In no event will the reduction exceed 50%. Each active NEO is currently eligible for a reduced pension. Mr. Keefer retired in 2010.

46 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 The primary pension formula that applies to the NEOs provides a monthly retirement benefit equal to:

1.5% of Average Years of 50% of Primary Years of Total Monthly Service through Social Security Service through Years of Compensation 12/31/07 Benefit 12/31/07 Service

0.5% of Average Years of 16.67% of Years of Total Monthly Service after Primary Social Service after Years of Compensation 12/31/07 12/31/07 Service Security Benefit 11MAR201119041011 Average Monthly Compensation is based on the employee’s three highest-paid years or, if greater, the 36 consecutive highest-paid months. Compensation for a given month includes regular compensation plus one-twelfth of an individual’s STIP award for the relevant year. Other bonuses are not included in the calculation of Average Monthly Compensation. If benefits provided under the Pension Plan exceed the applicable IRC compensation or benefit limits, the excess benefit is paid under the Pension Restoration Plan, an unfunded nonqualified plan. Effective January 1, 2007, the form of benefit under the Pension Restoration Plan for participants not already in pay status is a lump sum. The mortality tables and interest rates used to determine lump sum payments are the Applicable Mortality Table and the Applicable Interest Rate prescribed by the Secretary of the Treasury in IRC Section 417(e)(3). The Company does not grant any extra years of credited service. Key actuarial assumptions for the present value of accumulated benefit calculation can be found in Note 21 to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010 (‘‘Long-Term Employee Benefits Note’’). All other assumptions are consistent with those used in the Long-Term Employee Benefits Note, except that a retirement age at which the NEO may retire with an unreduced benefit under the Pension Plan is used. The valuation method used for determining the present value of the accumulated benefit is the traditional unit credit cost method.

47 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 NONQUALIFIED DEFERRED COMPENSATION The following table provides information on the Company’s defined contribution or other plans that provide for deferrals of compensation on a basis that is not tax-qualified. For a complete understanding of the table, refer to the narrative discussion that follows.

Executive Registrant Aggregate Aggregate Contributions Contributions Earnings Balance as of Name in 2010(1) in 2010(2) in 2010(3) 12/31/2010(4) E. J. Kullman RSRP $153,300 $229,950 $ 184,742 $1,600,413 Deferred STIP ——145,937 415,026 Deferred LTI ——67,810 192,841 Management Deferred Compensation Plan ———— N. C. Fanandakis RSRP 41,607 62,410 5,778 207,406 Deferred STIP ———— Deferred LTI ——12,277 34,915 Management Deferred Compensation Plan ———— T. M. Connelly, Jr. RSRP 65,145 97,718 97,944 801,610 Deferred STIP ——383,955 1,296,202 Deferred LTI 477,022 — 1,081,071 3,051,442 Management Deferred Compensation Plan 85,876 — 1,773 87,648 J. C. Borel RSRP 52,950 79,425 47,479 740,875 Deferred STIP ——302,815 861,164 Deferred LTI ——541,619 1,540,291 Management Deferred Compensation Plan ——2,355 63,923 J. L. Keefer RSRP 54,903 82,354 24,563 727,340 Deferred STIP ———— Deferred LTI 597,997 — 1,065,500 2,996,939 Management Deferred Compensation Plan ————

(1) Base salary deferred under the RSRP and Management Deferred Compensation Plan (‘‘MDCP’’) for each of the NEOs is reported as 2010 compensation to such NEOs in the 2010 Summary Compensation Table on page 38. Those amounts are: E. J. Kullman ($153,300), N. C. Fanandakis ($41,607), T. M. Connelly, Jr. ($105,154), J. C. Borel ($52,950), and J. L. Keefer ($54,903). (2) The amounts in this column represent matching contributions made under the RSRP, also included in the 2010 Summary Compensation Table. (3) Earnings represent returns on investments in seven core investment alternatives, interest accruals on cash balances, DuPont Common Stock returns and dividend reinvestments. Interest is accrued on cash balances based on a rate that is traditionally less than 120% of the applicable federal rate and dividend equivalents are accrued at a non-preferential rate. In addition, the other core investment alternatives are a subset of the investment alternatives available to all employees under the qualified plan. Accordingly, these amounts are not considered above-market or preferential earnings for purposes of, and are not included in, the 2010 Summary Compensation Table.

48 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (4) The table below reflects amounts reported in the aggregate balance at last fiscal year end that were previously reported as compensation to the NEO in the Company’s Summary Compensation Table for previous years.

Deferred Deferred Name RSRP STIP LTI MDCP TOTAL E. J. Kullman $559,368 ———$ 559,368 N. C. Fanandakis 66,114 ———66,114 T. M. Connelly, Jr. 403,656 $440,736 $1,234,309 — 2,078,701 J. C. Borel 113,338 ——$60,035 173,373 J. L. Keefer 300,085 — 1,175,460 — 1,475,545

Narrative Discussion of the Nonqualified Deferred Compensation Table The Company offers several nonqualified deferred compensation programs under which participants voluntarily elect to defer some portion of base salary, STIP, or LTI awards until a future date. Deferrals are credited to an account and earnings are calculated thereon in accordance with the applicable investment option or interest rate. With the exception of the RSRP, there are no Company contributions or matches. The RSRP was adopted to restore Company contributions that would be lost due to IRC limits on compensation that can be taken into account under the Company’s tax-qualified savings plan. Amounts shown in the Nonqualified Deferred Compensation table as Deferred STIP represent deferrals of STIP or variable compensation awards for years prior to 2010. Amounts shown as Deferred LTI represent deferrals of LTI awards for years prior to 2011. The following provides an overview of the various deferral options as of December 31, 2010.

Base Salary Under the RSRP, an NEO can elect to defer eligible compensation (generally, base salary plus STIP) that exceeds the regulatory limits ($245,000 in 2010) in increments of one percent up to six percent. The Company matches participant contributions on a dollar for dollar basis up to six percent of eligible pay. The Company also makes an additional contribution of three percent of eligible compensation. Participant investment options under the RSRP mirror the options available under the qualified plan. Distributions may be made in the form of a lump sum or annual installments after separation from service. Under the MDCP, an NEO can elect to defer the receipt of up to 60% of his/her base salary. The Company does not match base salary deferrals under the MDCP. Participants may select from among seven core investment options under the MDCP for base salary deferrals, including DuPont Common Stock units with dividend equivalents credited as additional stock units. In general, distributions may be made in the form of a lump sum at a specified future date prior to separation from service or a lump sum or annual installments after separation from service.

STIP Under the RSRP, an NEO can elect to defer eligible compensation (generally, base salary plus STIP) that exceeds the regulatory limits ($245,000 in 2010) in increments of one percent up to six percent. The Company matches participant contributions on a dollar for dollar basis up to six percent of eligible pay. The Company also makes an additional contribution of three percent of eligible compensation. Participant investment options under the RSRP mirror the options available under the qualified plan. Distributions may be made in the form of a lump sum or annual installments after separation from service.

49 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Under the MDCP, an NEO can elect to defer the receipt of up to 60% of his/her STIP award. The Company does not match STIP deferrals under the MDCP. Participants may select from among seven core investment options under the MDCP for STIP deferrals, including DuPont Common Stock units with dividend equivalents credited as additional stock units. In general, distributions may be made in the form of a lump sum at a specified future date prior to separation from service or a lump sum or annual installments after separation from service.

LTI Under the MDCP, an NEO can elect to defer the receipt of 100% of his/her LTI awards (RSUs and PSUs). The Company does not match LTI deferrals under the MDCP. LTI deferrals under the MDCP are in the form of DuPont Common Stock units with dividend equivalents credited as additional stock units.

POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL As described in the Compensation Discussion and Analysis, DuPont generally does not enter into employment agreements, severance agreements or change in control arrangements with executives. On occasion, the Company may negotiate individual arrangements with senior executives to meet specific business needs. The following information does not quantify payments under plans that are generally available to all salaried employees, similarly situated to the NEOs in age, years of service, date of hire, etc., and that do not discriminate in scope, terms or operation in favor of executive officers. For example, all participating employees who terminate on December 31, 2010 are entitled to receive any STIP awards under the EIP for 2010. See also the Pension Benefits and Nonqualified Deferred Compensation tables and accompanying narrative discussions for benefits or balances, as the case may be, under those plans as of December 31, 2010. Except to the extent described herein with respect to the Company’s compensation and benefit programs, there are no contracts, plans, agreements or arrangements that provide for payment to NEOs on account of termination of employment or change in control. Due to the number of factors that affect the nature and amount of any benefits provided upon the events discussed below, any actual amounts paid or distributed may be different. Factors that could affect these amounts include the timing during the year of any such event, the Company’s stock price and the executive’s age. If an individual engages in misconduct, the Company may demand that he/she repay any long-term or short-term incentive award, or cash payments received as a result of such an award, within ten days following written demand by the Company. See the discussion of the Company’s Compensation Recovery Policy (Clawbacks) on page 37. For the CEO and other NEOs, the benefits that would become payable upon termination of employment, death, disability or change in control as of December 31, 2010 are outlined below, based on the Company’s closing stock price of $49.88 (as reported on the New York Stock Exchange) on that date. Mr. Keefer retired as of December 31, 2010. Accordingly, all columns in the table below, other than ‘‘Retirement’’, show ‘‘N/A.’’

50 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Voluntary Termination Form of or For Due to Lack Change in Name Compensation Cause(1) of Work(2) Retirement(3) Death(4) Disability(2) Control(5)

E. J. Kullman Stock Options — $7,762,391 $17,173,221 $17,173,221 $7,762,391 $17,173,221 RSUs — 6,352,168 6,352,168 6,352,168 6,352,168 6,352,168 PSUs — 4,012,913 4,012,913 4,012,913 4,012,913 4,012,913

E. J. Kullman Total — 18,127,472 27,538,302 27,538,302 18,127,472 27,538,302

N. C. Fanandakis Stock Options — 913,325 2,051,798 2,051,798 913,325 2,051,798 RSUs — 842,373 842,373 842,373 842,373 842,373 PSUs — 551,861 551,861 551,861 551,861 551,861

N. C. Fanandakis Total — 2,307,559 3,446,032 3,446,032 2,307,559 3,446,032

T. M. Connelly, Jr. Stock Options — 2,172,253 4,584,684 4,584,684 2,172,253 4,584,684 RSUs — 1,779,440 1,779,440 3,181,097 3,181,097 3,181,097 PSUs — 1,527,195 1,527,195 1,527,195 1,527,195 1,527,195

T. M. Connelly, Jr. Total — 5,478,888 7,891,319 9,292,976 6,880,545 9,292,976

J. C. Borel Stock Options — 1,668,771 3,557,275 3,557,275 1,668,771 3,557,275 RSUs — 1,407,986 1,407,986 2,808,643 2,808,643 2,808,643 PSUs — 1,166,679 1,166,679 1,166,679 1,166,679 1,166,679

J. C. Borel Total — 4,242,436 6,130,940 7,532,597 5,644,093 7,532,597

J. L. Keefer Stock Options N/A N/A 4,081,515 N/A N/A N/A RSUs N/A N/A 1,565,085 N/A N/A N/A PSUs N/A N/A 1,372,879 N/A N/A N/A

J. L. Keefer Total N/A N/A 7,019,479 N/A N/A N/A (1) Upon voluntary termination or termination for cause, the various Company plans and programs provide for forfeiture of all unvested stock options, RSUs and PSUs. To the extent an NEO is retirement eligible, unvested stock options, RSUs and/or PSUs would be treated as if the NEO has retired. (2) Upon termination for lack of work or disability: • Vested options may be exercised during the one-year period following termination. During the one-year period, options continue to become exercisable in accordance with the three-year vesting schedule, as if employee had not separated from service. Amount shown represents the in-the-money value of those options that would vest within the one-year period following December 31, 2010. • RSUs that are awarded as part of the annual award to eligible employees are automatically vested and paid out. Special or one-time awards are forfeited upon a termination for lack of work. Upon disability, special or one-time RSU awards are automatically vested and paid out. Amount shown for termination due to lack of work represents the value of regular annual RSUs as of December 31, 2010. Amount shown for disability represents the value of all RSUs as of December 31, 2010. • PSUs remain subject to original performance period, prorated for the number of months of service completed during the performance period. Amount shown represents the prorated target value of PSUs as of December 31, 2010. To the extent an NEO is retirement eligible, unvested stock options, RSUs and/or PSUs would be treated as if the NEO has retired.

51 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Regardless of the foregoing, any termination within six months of the grant date results in forfeiture of the award. (3) Upon retirement, NEOs are treated as if they had not separated from service and: • Options continue vesting in accordance with the three-year vesting schedule. Amount shown represents the in-the-money value of unvested options as of December 31, 2010. • Restrictions on the regular annual RSUs lapse on the original schedule. Special or one-time RSU awards are forfeited. Amount shown represents the value of regular annual RSUs as of December 31, 2010. • PSUs are subject to the original performance period, prorated for the number of months of service completed during the performance period. Amount shown represents the prorated target value of PSUs as of December 31, 2010. Regardless of the foregoing, any termination within six months of the grant date results in forfeiture of the award. (4) Upon death: • Options are fully vested and exercisable and expire two years following death or at the end of the original term, whichever is shorter. Amount shown represents the in-the-money value of unvested options as of December 31, 2010. • All RSUs are automatically vested and paid out. Amount shown represents the value of all RSUs as of December 31, 2010. • PSUs remain subject to original performance period, prorated for the number of months of service completed during the performance period. Amount shown represents the prorated target value as of December 31, 2010. Regardless of the foregoing, any termination within six months of the grant date results in forfeiture of the award. (5) Upon change in control: • Plan provisions for awards granted in 2007 and prior do not provide for any specific treatment upon a change in control. While it is possible that the Compensation Committee might take future action on how outstanding awards are treated upon a possible change in control, there is no value as of December 31, 2010. • For all other awards, treatment is as follows: – Stock options become fully vested and exercisable. Amount shown represents the in-the-money value of unvested options as of December 31, 2010. – Restrictions on all RSUs lapse. Amount shown represents the value of all RSUs as of December 31, 2010. – PSUs are paid at target, prorated for the number of months of service completed during the performance period. Amount shown represents the prorated target value as of December 31, 2010.

52 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 2 — RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Article III, Section 5, of the Bylaws provides that it shall be the duty of the Audit Committee to employ, subject to stockholder ratification at each annual meeting, independent public accountants to audit the books of account, accounting procedures and financial statements of the Company for the year and to perform such other duties as prescribed from time to time by the Audit Committee. On April 28, 2010, the stockholders ratified the appointment by the Audit Committee of PricewaterhouseCoopers LLP (PwC) to perform the functions assigned to it in accordance with the Bylaws. PwC, an independent registered public accounting firm, has served as the Company’s independent accountants continuously since 1954. The Audit Committee believes that the knowledge of the Company’s business PwC has gained through this period of service is valuable. Pursuant to the SEC rules, the lead partner must be rotated after five years giving the Company the benefit of new thinking and approaches. To assure that the audit and non-audit services performed by the independent registered public accounting firm do not impair its independence in appearance and/or fact, the Audit Committee has established policies and procedures requiring its pre-approval of all such services and associated fees. The independent registered public accounting firm submits a report annually regarding the audit, audit- related, tax and other services it expects to render in the following year and the associated, forecasted fees to the Audit Committee for its approval. Audit services include the audit of the Company’s Consolidated Financial Statements, separate audits of its subsidiaries, services associated with regulatory filings and attestation services regarding the effectiveness of the Company’s internal controls over financial reporting. Audit-related services are assurance services that are reasonably related to the audit of the Company’s Consolidated Financial Statements or services traditionally provided by the independent registered public accounting firm. Audit-related services include employee benefit plan audits; audits of carve-out financial statements related to divestitures; due diligence services regarding potential acquisitions or dispositions, including tax-related due diligence; and agreed-upon or expanded audit procedures related to regulatory requirements. Tax services include selected non-U.S. tax compliance services and assistance regarding appropriate handling of items on the returns, required disclosures, elections and filing positions available to the Company. Other services include non-financial attestation services. If a service has not been included in the annual pre-approval process, it must be specifically pre-approved by the Audit Committee. In situations where the cost of services is likely to exceed the approved fees, excluding the impact of currency, specific pre-approval is required. Requests for specific pre-approvals shall be considered by the full Audit Committee. If that is not practical, then the Chair may grant specific pre-approvals when the estimated cost for the service or the increase in fees for a previously pre-approved service does not exceed $500,000. Any such pre-approvals are reported to the full Audit Committee at its next meeting. The Audit Committee pre-approved all services rendered by and associated fees paid to PwC for fiscal years 2009 and 2010. These are shown by category in the following table.

2010 2009 (in millions) (in millions) Audit Fees $14.6 $15.4 Audit-Related Fees 1.9 0.6 Tax Fees 0.1 0.0 All Other Fees 0.0 0.0 TOTAL 16.6 16.0

Subject to ratification by the holders of DuPont Common Stock, the Audit Committee has reemployed PwC as the independent registered public accounting firm to audit the Company’s Consolidated Financial Statements for the year 2011 and to render other services as required of them. Representatives of PwC are

53 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 expected to be present at the meeting and will have an opportunity to address the meeting and respond to appropriate questions.

The Board of Directors recommends that you vote ‘‘FOR’’ the following resolution: RESOLVED: That the action of the Audit Committee in employing PricewaterhouseCoopers LLP as the independent registered public accounting firm for the year 2011 to perform the functions assigned to it in accordance with Article III, Section 5, of the Bylaws of E. I. du Pont de Nemours and Company hereby is ratified.

3 — MANAGEMENT PROPOSAL ON AMENDED EQUITY AND INCENTIVE PLAN The Board of Directors unanimously recommends that the stockholders approve the E. I. du Pont de Nemours Equity and Incentive Plan (‘‘Plan’’), as amended and restated effective March 2, 2011 (‘‘Amended Plan’’). The Plan was adopted by the Board of Directors on March 6, 2007 and approved by stockholders on April 25, 2007. On March 2, 2011, the Board of Directors adopted the Amended Plan, subject to stockholder approval. The Amended Plan reflects the following changes: • The number of shares available for issuance is increased by 50 million, of which ten million shares may be issued in connection with awards other than stock options or stock appreciation rights (‘‘Full-Value Awards’’) on a one-for-one basis; • The rate at which Full-Value Awards issued in excess of prescribed limits are counted against the overall share limit is increased from 4:1 to 4.5:1; • The treatment of awards upon a change in control of the Company is modified as set forth below; and • The maximum term for stock options is increased from seven years to ten years. Stockholder approval of the Amended Plan will also constitute re-approval of the material terms of the performance goals on which awards intended to be ‘‘performance-based compensation’’ under Section 162(m) of the Internal Revenue Code of 1986 (‘‘Code’’) may be based. A public corporation is generally precluded from taking a deduction for compensation in excess of $1,000,000 for its CEO or any of its three other highest-paid executive officers (other than the CEO or Chief Financial Officer), unless such compensation is ‘‘performance-based’’ for purposes of Section 162(m).

Summary of Amendments • Additional Shares. 50 million additional total shares of stock will be authorized for issuance of which no more than ten million shares may be issued in connection with Full-Value Awards on a one-for-one share basis. As of February 28, 2011, 17,522,000 shares remained available for issuance under the Plan, of which 11,659,000 were reserved for Full-Value Awards (in each case, determined without regard to the additional 50 million shares). • Flexible Share Reserve. If the Full-Value Award reserve (as supplemented by the additional ten million shares) is exhausted prior to the use of the entire reserve, all or a portion of the remaining shares can be converted into Full-Value Awards but at a reduced share level using a 4.5:1 ratio (for example, 90 shares reserved for Options or stock appreciation rights can be converted into 20 Full-Value Awards). • Amended Treatment of Awards upon a Change in Control. For awards granted under the Plan prior to April 27, 2011 (the expected date of the Company’s annual meeting), all outstanding stock options will become fully exercisable and all restrictions on outstanding awards will automatically lapse upon a change in control. Treatment for awards made under the Amended Plan will vary depending on whether the Company is the surviving entity and, if not, whether the awards are assumed by an acquiring entity.

54 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Company is Not the Surviving Company is Surviving Entity or Entity and Acquiring Entity Does Acquiring Entity Assumes or Otherwise Not Assume or Otherwise Provide Vehicle Provides for Continuation of Awards for Continuation of Awards Stock Options and Stock Awards remain in place or Immediately vested and cancelled Appreciation Rights substitute awards issued. in exchange for payment in an amount equal to (i) the excess of Upon termination without cause the fair market value per share of or termination for good reason the stock subject to the award within two years after change in immediately prior to the change control, awards vest in full and in control over the exercise or remain exercisable for two years, base price per share of stock or the original expiration date, subject to the award multiplied by whichever first occurs. (ii) the number of shares granted. Time-Vested Awards Awards remain in place or Immediately vested and all substitute awards issued. restrictions lapse. Awards cancelled in exchange for a Upon termination without cause payment equal to the fair market or termination for good reason value per share of the stock within two years after change in subject to the award immediately control, awards vest in full. prior to the change in control multiplied by the number of shares granted. Performance-Based Award Awards are converted into Awards are converted into time-vested restricted stock units time-vested restricted stock units at target, without proration and at target, without proration and treated consistent with treated consistent with time-vested awards as described time-vested awards as described above. above.

The Compensation Committee may in its sole discretion cash out awards or cancel underwater stock options or stock appreciation rights under the Amended Plan. • Increase Available Maximum Term of Stock Options and Stock Appreciation Rights to Ten Years. Before its amendment, the Plan capped the maximum term of stock options and stock appreciation rights at seven years. The Amended Plan increases the available term to ten years.

Important Provisions The Amended Plan contains a number of provisions that the Board believes are consistent with the interests of stockholders and sound corporate governance practices, including: • No Stock Option Repricings. The Plan prohibits the repricing of stock options without the approval of stockholders. This provision applies to direct repricings (lowering the exercise price of a stock option), indirect repricings (canceling an outstanding stock option and granting a replacement stock option with a lower exercise price), and the repurchase of underwater stock options for cash. • No Discount Stock Options. All stock options must have an exercise price equal to or greater than the fair market value of the underlying stock on the date of grant. • Time-Based Awards Vest Over at Least Three Years. Time-vested restricted stock and restricted stock units granted to employees typically vest over a period of no fewer than three years of employment. • Minimum One-Year Performance Period for Performance-Based Stock Awards. Performance-based restricted stock and restricted stock units must have a minimum one-year performance period.

55 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 • No Liberal Share Counting. The Plan prohibits the reuse of shares tendered, surrendered, or withheld to pay an exercise price or tax obligation. The Plan also prohibits ‘‘net share counting’’ upon the exercise of a stock-settled stock appreciation right (such that the total number of shares subject to the stock appreciation right and not merely the number of shares delivered reduces the number of shares available for future issuance under the Plan). • No Award Transferability for Consideration. The Plan strictly prohibits the transfer of awards to independent third parties for cash consideration without stockholder approval. • Plan Fosters Stock Ownership for Executives. Stock-based awards granted under the Plan align the interests of participants with the interests of other stockholders, and provide a vehicle to assist executives in the achievement of the Company’s stock ownership guidelines. • Plan Awards are Subject to Incentive Recoupment (Clawback) Policy. Awards granted under the Plan are subject to the Company’s Clawback Policy for Incentive-Based Compensation. • Independent Committee. The Plan will generally be administered by the Compensation Committee. Grants to the Chair must be approved by the independent members of the Board. Grants to employees who are not executive officers of the Company may be made by the Board’s Special Stock Performance Committee. All members of the Compensation Committee qualify as ‘‘independent’’ under the New York Stock Exchange rules and as ‘‘outside’’ directors under Section 162(m) of the Code. • Responsible Use of Equity. The Company closely manages its ‘‘run rate’’ of awards granted to levels it believes are reasonable while ensuring that its overall executive compensation program is competitive, relevant, and motivational. The Company also strives to maintain a competitive level of dilution and annual share usage. The following table sets forth information regarding awards granted, the run rate for each of the last three fiscal years and the average run rate over the last three years. The Company’s regular annual long-term incentive awards are made in early February. The last column reflects awards issued since the Company’s 2010 fiscal year end under existing plans as part of the 2011 equity compensation grants.

3-year RUN RATE (shares in millions) FY 2008 FY 2009 FY 2010 Average YTD 2011 Stock option awards granted 8,902 15,863 6,378 10,381 3,738 Restricted stock unit awards (incl. performance-based restricted stock units) granted 1,823 2,507 1,628 1,986 1,163 Weighted average number of common shares outstanding 902,415 904,395 908,860 905,223 908,860 Run rate(1) 1.2% 2.0% 0.9% 1.4% 0.5% (1) Run rate includes the sum of all stock option grants, restricted stock unit grants, including performance-based restricted stock units, and director awards in a fiscal year divided by the common shares outstanding at the end of that fiscal year.

56 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 The following chart presents additional information relevant in consideration of this Proposal:

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS AS OF DECEMBER 31, 2010 (Shares and option amounts in thousands, except per share)

Number of Securities to be Weighted-Average Number of Securities Issued Upon Exercise of Exercise Price of Remaining Available for Outstanding Options, Outstanding Options, Future Issuance Under Plan Category Warrants and Rights Warrants and Rights(1) Equity Compensation Plans(2) Equity compensation plans approved by security holders 58,797(3) 37.71 22,529 Equity compensation plans not approved by security holders 10,335(4) 44.47 —(5)

Total 69,132(6) 38.82 22,529(7) (1) Represents the weighted-average exercise price of the outstanding stock options only; the outstanding stock-settled time-vested and performance-based restricted stock units and deferred stock units are not included in this calculation. (2) Reflects shares available pursuant to the issuance of stock options, restricted stock, restricted stock units or other stock-based awards under the Plan (see Note 22 to the company’s Consolidated Financial Statements in the Company’s Annual Report on Form 10-K). The maximum number of shares of stock reserved for the grant or settlement of awards under the Plan (the ‘‘Share Limit’’) is 60,000 and is subject to adjustment as provided therein; provided that each share in excess of 20,000 issued under the Plan pursuant to any award settled in stock, other than a stock option or stock appreciation right, is counted against the foregoing Share Limit as four shares for every one share actually issued in connection with such award. (For example, if 22,000 shares of restricted stock are granted under the Plan, 28,000 shall be charged against the Share Limit in connection with that award.) (3) Includes stock-settled time-vested and performance-based restricted stock units granted and stock units deferred under the Plan, the Stock Performance Plan, the Variable Compensation Plan and the Stock Accumulation and Deferred Compensation Plan for Directors. Performance-based restricted stock units reflect the maximum number of shares to be awarded at the conclusion of the performance cycle (200 percent of the original grant). The actual award payouts can range from zero to 200 percent of the original grant. (4) Includes 9 deferred stock units resulting from base salary and short-term incentive (‘‘STIP’’) deferrals under the Management Deferred Compensation Plan (‘‘MDCP’’). Under the MDCP, a select group of management or highly compensated employees can elect to defer the receipt of their base salary, STIP or Long Term Incentive (LTI) award. LTI deferrals are included in footnote (3) to the above chart. The Company does not match deferrals under the MDCP. There are seven core investment options under the MDCP for base salary and STIP deferrals, including deferred stock units with dividend equivalents credited as additional stock units. In general, deferred stock units are distributed in the form of DuPont Common Stock and may be made in the form of lump sum at a specified future date prior to retirement or a lump sum or annual installments after separation from service. Shareholder approval of the MDCP was not required under the rules of the New York Stock Exchange. This column also includes the following: (i) options totaling 9,811 granted under the Company’s broad-based 2002 Corporate Sharing Program (see Note 22 to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K); and (ii) 515 options from the conversion of DuPont Canada options to DuPont options in connection with the Company’s acquisition of the minority interest in DuPont Canada. (5) There is no limit on the number of shares that can be issued under the MDCP and no further shares are available for issuance under the other equity compensation arrangements described in footnote (4) to the above chart.

57 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (6) As of February 28, 2011, there were 53,586 options outstanding under the Company’s existing stock plans (at a weighted average exercise price of $38.85 and weighted average remaining contractual term of 3.22 years), 5,233 time-vested restricted stock units and performance-based restricted stock units (reflected at 200%) and 663 deferred units under various deferral programs. (7) As of February 28, 2011, the number of shares available for future grants under the Plan is 17,522, of which 11,659 are available for full value awards.

New Plan Benefits Future benefits under the Plan cannot be determined at this time because the grants are at the discretion of the Committee. However, we believe that long- and short-term incentive awards, both equity-based and cash-based, granted under the Plan in 2010 and year-to-date in 2011 would not have been materially different had they been awarded under the Amended Plan. None of the additional shares authorized under the Amended Plan have been awarded or promised to any directors or employees.

Historical Option Grant Information As required by SEC rules, the following chart sets forth the number of shares underlying stock options previously granted under the Plan to various categories of individuals:

Number of Securities Underlying Name and Principal Position (or Category of Grantees) Options Granted E. J. Kullman, Chair and Chief Executive Officer 1,296,821 N. C. Fanandakis, Executive Vice President and Chief Financial Officer 187,191 T. M. Connelly, Jr., Executive Vice President and Chief Innovation Officer 415,899 J. C. Borel, Executive Vice President 323,908 J. L. Keefer, Executive Vice President 326,086 All current executive officers 2,641,237 All current non-employee directors — Each nominee for director — Each associate of the foregoing 24,885 Each person who received or is to receive 5% of such Options N/A All other employees 32,002,117

58 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 PLAN SUMMARY The following is a brief summary of the Plan. It is qualified in its entirety by the actual terms of the Plan, a copy of which is attached as Appendix ‘‘B.’’

Administration The Plan is administered by the Compensation Committee (the ‘‘Committee’’) of the Company’s Board of Directors, provided however, that any awards made to the Chief Executive Officer must be approved by the independent members of the full Board. The Committee has the authority to determine recipients; timing; type of award; number of shares; and terms, conditions, restrictions and performance goals relating to any award. The Board may delegate to the Board’s Special Stock Performance Committee or any successor thereto its authority to grant awards to employees who are not executive officers of the Company.

Eligibility and Limitation on Awards Awards may be granted to officers, independent contractors, employees and nonemployee directors of the Company or of any of its subsidiaries or affiliates, provided that incentive stock options within the meaning of Section 422 of the Code (‘‘ISOs’’) may be granted only to employees of the Company or subsidiaries and affiliates. In addition, ISO awards cannot be granted to employees if the employee owns, immediately prior to the grant of the ISO, stock representing more than ten percent of the voting power or more than ten percent of the value of all classes of stock of the Company or a parent or a subsidiary, unless the purchase price for the stock under such ISO is at least 110% of its fair market value at the time of grant and the ISO cannot be exercisable more than five years from the date it is granted. A single participant may not, in any calendar year, be granted awards covering more than 3,000,000 shares. Grants under the Plan will be made at the discretion of the Committee or its delegate and, accordingly, are not yet determinable. In addition, benefits under the Plan will depend on a number of factors, including the fair market value of stock on future dates and any exercise decisions made by award holders. Consequently, it is not possible to determine the benefits that might be received by participants under the Plan.

Awards under the Plan Awards under the Plan may include: • Stock options (including ISOs and nonqualified stock options (‘‘NQSOs’’)) • Stock appreciation rights (payable in cash or shares) (‘‘SARs’’) • Restricted stock • Restricted stock units • Dividend equivalents • Performance units • Other stock-based or cash-based awards Awards will vest over a minimum period of six months, provided that this limitation will not apply to cash-based awards, awards to nonemployee directors, or (as described above) in the event of a change in control of the Company.

59 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Stock Options. The Committee may grant NQSOs, ISOs and SARs to a participant. The exercise or base price for stock options or SARs may not be less than the fair market value of the Company’s common stock on the date such stock options or SARs are granted, and the exercise period may not exceed ten years from the date of grant. Restricted Stock and Restricted Stock Units. The Committee may award to a participant shares of common stock subject to specified restrictions. The Committee also may award to a participant restricted stock units representing the right to receive shares of common stock in the future. Shares of restricted stock and restricted stock units are subject to forfeiture if the participant does not meet certain conditions, such as continued employment over a specified period and/or the attainment of specified performance targets over such period. Except for grants to newly hired employees, any award of restricted stock or restricted stock units will vest, if time based, over a period of no less than three years and, if performance based, over a period of not less than one year. Dividend Equivalents. The Committee may provide for the payment of dividend equivalents with respect to any award of restricted stock or restricted stock units and other share-based awards. Stock options and stock appreciation rights do not include dividend equivalent rights. Other Stock-Based or Cash-Based Awards. The Committee may also make grants in the form of other stock-based or cash-based awards, including but not limited to the cash incentive awards described below and further including but not limited to performance units, SARs (payable in cash or shares) or dividend equivalents, each of which may be subject to the attainment of performance goals or a period of continued employment or other terms and conditions as permitted under the Plan. Cash Incentive Awards. The Plan authorizes performance-based cash incentive compensation to be paid to participants, including those who are ‘‘covered employees’’ within the meaning of Section 162(m) of the Code. The material terms of this feature of the Plan include the following: • The targets for incentive payments to covered employees will consist only of one or more of the performance goals discussed below. Such performance targets will be established by the Committee on a timely basis to ensure that the targets are considered ‘‘pre-established’’ for purposes of Section 162(m) of the Code. • The Committee will not have the flexibility to pay a covered employee more than the incentive amount indicated by his/her attainment of the performance target under the applicable payment schedule. The Committee will, however, have the flexibility to use negative discretion to reduce this amount. • The maximum value of the aggregate payments that any individual may receive in respect of any annual performance period is $15 million and for any other performance period in excess of one year, such amount multiplied by a fraction, the numerator of which is the number of months in the period and the denominator of which is twelve.

Stock Subject to the Plan The maximum number of shares of stock reserved for the grant or settlement of awards under the Amended Plan will be 110,000,000, subject to adjustment for certain business transactions and changes in capital structure, provided that each share in excess of 30,000,000 that is issued in respect of any award that is not an option or stock appreciation right will be counted against the 110,000,000 share limit as four and one-half shares. Shares issuable under the Plan may be either authorized but unissued shares of the Company’s common stock or shares of the Company that have been reacquired by the Company in the open market, in private transactions or otherwise. Shares issued with respect to awards assumed by the Company in connection with any merger, acquisition or related transaction will not reduce the total number of shares available for issuance under the Plan. Shares of stock that are exchanged by a grantee or withheld by the Company as full or partial payment in connection with any award, as well as any shares of stock exchanged by a grantee or withheld by the Company to satisfy the tax withholding obligations related to any award under the Plan, will not be available for subsequent awards.

60 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Shares that are forfeited, canceled, exchanged or surrendered or that otherwise terminate or expire without a distribution of shares to the grantee will again be available for awards under the Plan. The total number of shares underlying an exercised SAR will not again be available for awards under the Plan. The market value of the Company’s Stock on March 2, 2011, was $53.06.

Change in Control See ‘‘Amended Treatment of Awards Upon a Change in Control’’ on page 54 above.

Performance Goals For participants who are subject to Section 162(m) of the Code, the performance targets described above will be established by the Committee based on one or more of the following measures: Earnings including operating income, earnings before or after taxes, earnings before or after interest, depreciation, amortization, or extraordinary or special items or book value per share (which may exclude nonrecurring items); pre-tax income or after-tax income; earnings per common share (basic or diluted); operating profit; revenue, revenue growth or rate of revenue growth; return on assets (gross or net), return on investment, return on capital, or return on equity; returns on sales or revenues; operating expenses; stock price appreciation; cash flow, free cash flow, cash flow return on investment (discounted or otherwise), net cash provided by operations, or cash flow in excess of cost of capital; implementation or completion of critical projects or processes; economic value created; cumulative earnings per share growth; operating margin or profit margin; common stock price or total stockholder return; cost targets, reductions and savings, productivity and efficiencies; strategic business criteria, consisting of one or more objectives based on meeting specified market penetration, geographic business expansion, customer satisfaction, employee satisfaction, human resources management, supervision of litigation, information technology, and goals relating to acquisitions, divestitures, joint ventures and similar transactions, and budget comparisons; personal professional objectives, including any of the foregoing performance goals, the implementation of policies and plans, the negotiation of transactions, the development of long-term business goals, formation of joint ventures, research or development collaborations, and the completion of other corporate transactions; and any combination of, or a specified increase in, any of the foregoing. Where applicable, the performance goals may be expressed in terms of attaining a specified level of the particular criteria or the attainment of a percentage increase or decrease in the particular criteria, and may be applied to one or more of the Company, a subsidiary or affiliate, or a division or strategic business unit of the Company, or may be applied to the performance of the Company relative to a market index, a group of other companies or a combination thereof, all as determined by the Committee.

General Provisions Nontransferability, Deferrals and Settlements. Awards generally are transferable only under the laws of descent and distribution. Awards cannot be transferred for consideration without stockholder approval. The Committee may require or permit grantees to elect to defer the issuance of shares of stock (with settlement in cash or stock as may be determined by the Committee or elected by the grantee in accordance with procedures established by the Committee), or the settlement of awards in cash under such rules and procedures as established under the Plan to the extent that such deferral complies with Section 409A of the Code. It may also provide that deferred settlements include the payment or crediting of interest on such amounts. Clawback. Awards are subject to the Company’s Clawback Policy for Incentive-Based Compensation. Taxes. The Company or any subsidiary or affiliate is authorized to withhold, from any award granted, any payment relating to an award, including from a distribution of stock or any other payment to a grantee, amounts of withholding and other taxes due in connection with any transaction involving an award, and to take such other action as the Committee may deem advisable to enable the Company and grantees to satisfy obligations for the payment of withholding taxes and other tax obligations relating to any award.

61 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Stockholder Approval, Amendment and Termination The Amended Plan became effective upon approval by the Board of Directors on March 2, 2011 (‘‘Effective Date’’), subject to approval by the stockholders of the Company. If the Amended Plan is not approved by the Company’s stockholders, the Plan will remain in effect in accordance with its terms as in effect before the amendments approved by the Board on March 2, 2011 (subject to the ability of the Board to amend, alter or discontinue the Plan as described below) and the Company may continue to make awards under the Plan. Certain provisions of the Plan relating to performance-based awards under Section 162(m) of the Code will expire on the fifth anniversary of the Effective Date. The Board may amend, alter or discontinue the Plan, provided that no such action may be taken that adversely affects any rights or obligations with respect to any awards previously made under the Plan without the consent of the applicable participants. Stockholder approval is required with respect to any amendment that materially increases benefits provided under the Plan or materially alters the eligibility provisions of the Plan. Unless earlier terminated by the Board pursuant to the provisions of the Plan, the Plan will terminate on the tenth anniversary of its Effective Date, though awards made before the expiration will remain outstanding in accordance with their terms. No awards will be granted under the Plan after such termination date.

Federal Income Tax Consequences The following is a brief summary of the material federal income tax consequences to Plan participants and the Company with respect to Options and SARs. The tax consequences described below are based on current laws, regulations and interpretations thereof, all of which are subject to change. In addition, the discussion is limited to federal income taxes and does not attempt to describe state and local or other tax consequences to participants or the Company. Nonqualified stock options. With respect to nonqualified stock options, no income for federal income tax purposes will be recognized by the optionee (and no deduction will be permitted the Company) upon the grant of the option. The difference between the option exercise price and the fair market value of the stock on the date the option is exercised will be taxable as ordinary income to the optionee and will be deductible by the Company as compensation on such date. Gain or loss on the subsequent sale of such stock will be eligible for capital gain or loss treatment by the optionee and will have no federal income tax consequences to the Company. Incentive stock options. With respect to ISOs, if the optionee does not make a ‘‘disqualifying disposition’’ of stock acquired on exercise of such option, no income for federal income tax purposes will be recognized by the optionee upon the grant or exercise of the option (except that the amount by which the fair market value of the stock at time of exercise exceeds the option exercise price will be a tax preference item under the alternative minimum tax rules). In the event of a subsequent sale of the stock received upon exercise, any amount realized in excess of cost will be taxed as short-term or long-term capital gain, depending on the period of time that the shares were held, and any loss sustained will be short-term or long-term capital loss. In such case, the Company will not be entitled to a deduction for federal income tax purposes in connection with the issuance or exercise of the option. A ‘‘disqualifying disposition’’ will occur if the optionee makes a disposition of the shares received upon exercise within two years from the date of the granting of the option or within one year after exercise in respect of such shares. If a disqualifying disposition is made, the difference between the option exercise price and the lesser of (i) the fair market value of the Company stock at the time the option is exercised or (ii) the amount realized upon disposition of the Company stock will be treated as ordinary income to the optionee at the time of disposition and will be allowed as a deduction to the Company. SARs. With respect to SARs, the fair market value of the shares issued or the amount of cash paid by the Company upon exercise of such rights will be taxable as ordinary income to the holder of the rights and will be deductible by the Company, in each case as of the date of exercise. Gain or loss on the subsequent sale of any such shares will be eligible for capital gain or loss treatment by the recipient and will have no federal income tax consequences to the Company.

62 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 4 — MANAGEMENT PROPOSAL TO APPROVE, BY ADVISORY VOTE, EXECUTIVE COMPENSATION As part of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, Congress adopted Section 14A of the Securities Exchange Act of 1934, pursuant to which the Board is giving our shareholders this opportunity to approve on an advisory, or non-binding basis, the compensation of our named executive officers, as disclosed in this Proxy Statement. The Board of Directors recommends that you vote ‘‘FOR’’ this proposal. As discussed in greater detail in the CD&A, the executive compensation programs at DuPont are designed to attract, motivate, reward and retain the high quality executives necessary for Company leadership and accomplishment of our strategies. The following principles guide the design and administration of those compensation programs: • There should be a strong link between pay and performance. • Executives’ interests should be aligned with stockholders. • Programs should reinforce business strategies and drive long-term sustained stockholder value. Our executive programs are structured so that more than two-thirds of targeted total direct compensation (TDC) is contingent upon performance, and therefore, fluctuates with our financial results and share price. We believe this motivates executives to consider the impact of their decisions on stockholder value. Our annual incentive plan is structured to create a strong link to our financial and operational performance by rewarding annual performance on earnings per share (‘‘EPS’’), revenue growth and cash flow. The long-term incentive program includes performance measures such as long-term revenue growth and total shareholder return (TSR) in addition to stock price appreciation to assure executive alignment with stockholders. In 2010, our compensation actions closely paralleled our Company’s performance, as shown in the table below and on pages 24 and 25 of the CD&A.

Short-Term Performance vs. Long-Term Performance vs. Short-Term Incentive Payments Long-Term Performance based Payments (PSU) • Strong 2010 revenue growth and EPS (excluding • Outperformed our Peer Group in three-year significant items) growth of 21% and 62%, revenue growth and TSR respectively (see page 31 for reported EPS • 7% revenue growth vs. 1% peer group median, or reconciliation) 63rd percentile rank • Annual incentive awards for executives equal to • 25% TSR vs. negative 5% peer group median or 143% of target in 2010 95th percentile rank • Resulted in PSU payouts above target at 176% (but below the maximum of 200%)

The Board’s executive compensation practices are the result of the closely controlled and comprehensive process outlined in the CD&A. The Committee considers a broad number of facts and circumstances in finalizing NEO pay decisions, including business results, Market competitiveness, Peer Group competitiveness, pay equity multiples, tally sheets, experience and individual performance. The Committee also regularly reviews the Company’s compensation programs to assess whether those programs are motivating the desired behaviors while driving the Company’s performance and encouraging the appropriate levels of risk-taking. Because they do not support our guiding principles we do NOT offer our executive officers the following,: (i) employment agreements; (ii) tax gross-ups; (iii) Supplemental executive retirement plans; and (iv) additional years of credited service in pension plans.

63 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 The Board of Directors recommends that you vote ‘‘FOR’’ the following resolution: RESOLVED that the shareholders approve, on an advisory basis, the named executive officer compensation disclosed in this Proxy Statement in accordance with Securities and Exchange Commission’s rules on compensation disclosure, including the CD&A, the compensation tables and any related material disclosed in this Proxy Statement. This vote is advisory in nature, which means that it is not binding on the Company, its Board of Directors or the Compensation Committee. However, the Compensation Committee fully intends to give meaningful and careful consideration to the vote results and is committed to take any actions it deems necessary and appropriate in light of those results.

5 — MANAGEMENT PROPOSAL TO RECOMMEND, BY ADVISORY VOTE, THE FREQUENCY OF EXECUTIVE COMPENSATION VOTES As part of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, Congress adopted Section 14A of the Securities Exchange Act of 1934, pursuant to which the Board is giving our shareholders this opportunity to approve on an advisory, or non-binding basis, the compensation of our named executive officers, as disclosed in this Proxy Statement. Section 14A also allows shareholders to vote, at least once every six years, on the frequency with which such vote should occur, the options being once every one, two or three years. The Board of Directors recommends that the vote occur every year. After careful consideration, our Board of Directors recommends that the shareholder ‘‘say on executive pay’’ vote occur annually. An annual vote would be in the best interests of our shareholders because it would allow for ongoing input, provide more frequent interaction and foster a better understanding of our programs. Our recommendation for an annual vote is also indicative of the strong belief that we have in our executive compensation programs and their effectiveness. Although stockholders already have an efficient means of communicating with the Board regarding executive compensation matters (see page 10 under the heading ‘‘Communications with the Board and Directors’’), providing shareholders with an annual say on pay vote is consistent with that approach to shareholder communication. Shareholders may cast a vote on the preferred voting frequency by selecting the option of one, two or three years (or abstain) when voting in response to the resolution set forth below. RESOLVED that the shareholders determine, on an advisory basis, whether the preferred frequency of the shareholder advisory vote to approve the named executive officer compensation disclosed in this Proxy Statement should be every one, two or three years. This vote is advisory in nature, which means that it is not binding on the Company, its Board of Directors or the Compensation Committee. However, the Compensation Committee fully intends to give meaningful and careful consideration to the vote results and is committed to take any actions it deems necessary and appropriate in light of those results.

The Board of Directors recommends that you vote for the say on pay vote to occur annually.

64 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 STOCKHOLDER PROPOSALS The Board welcomes open dialogue on the topics presented in the stockholder proposals on the following pages. Some of these proposals may contain inaccurate assertions or other errors, which the Board has not attempted to correct. However, the Board has thoroughly considered each proposal and recommends votes as set forth below.

6 — STOCKHOLDER PROPOSAL ON SPECIAL SHAREOWNER MEETINGS William Steiner, 112 Abbottsford Gate, Piermont, NY 10968, owner of 8,000 shares of DuPont Common Stock, has given notice that he will introduce the following resolution and statement in support thereof:

Stockholder’s Statement RESOLVED, Shareowners ask our board to take the steps necessary unilaterally (to the fullest extent permitted by law) to amend our bylaws and each appropriate governing document to give holders of 10% of our outstanding common stock (or the lowest percentage permitted by law above 10%) the power to call a special shareowner meeting. This includes that such bylaw and/or charter text will not have any exception or exclusion conditions (to the fullest extent permitted by law) in regard to calling a special meeting that apply only to shareowners but not to management and/or the board. Special meetings allow shareowners to vote on important matters, such as electing new directors, that can arise between annual meetings. If shareowners cannot call special meetings, management may become insulated and investor returns may suffer. Shareowner input on the timing of shareowner meetings is especially important during a major restructuring — when events unfold quickly and issues may become moot by the next annual meeting. This proposal does not impact our board’s current power to call a special meeting. This proposal topic also won more than 60% support at the following companies: CVS Caremark, Sprint Nextel, Safeway, Motorola and R. R. Donnelley. The merit of this Special Shareowner Meeting proposal should also be considered in the context of the need for improvement in our company’s 2010 reported corporate governance status: The Corporate Library www.thecorporatelibrary.com, an independent research firm downgraded our company. Executive pay was rated ‘‘High Concern.’’ Chairman Ellen Kullman’s base salary surpassed the deductible limit of Section 162(m) by 30%. Mrs. Kullman was a ‘‘Flagged [Problem] Director for her board service at bankrupt GM. Our ex-Executive Chairman Charles Holliday will get 5-years office space and secretarial support. Retiring Richard Goodmanson received a $1 million special payment. Furthermore, our company arranged a 3-year consulting contract paying him $200,000 annually plus $2,000 daily when he works. Finally, two-thirds of long-term incentives consisted of time-vested equity awards. The remainder was in the form of performance stock units (PSUs). The PSUs had a short 3-year performance period and more than 25% could be earned for performing below the median. Combined with high perk levels and potential change of control payments, our executive pay practices may not be aligned with shareholder interests. Our directors served on 6 boards rated ‘‘D’’ by The Corporate Library: Alexander Cutler, Eaton; John Dillon, Caterpillar plus Kellogg; Lois Juliber, Goldman Sachs plus Kraft and Samuel Bodman, Hess. Furthermore these directors were assigned to 6 seats on our most important board committees. On the other hand our board was the only significant directorship for directors Eleuthere du Pont, Marillyn Hewson, Richard Brown and Robert Brown (owner of 110 shares). This could indicate a lack of current

65 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 transferable director experience for a significant percentage of our directors. Curtis Crawford and Lois Juliber owned less than 601 shares each. Please encourage our board to respond positively to this proposal: Special Shareowner Meetings — Yes on 6.

Position of the Board of Directors The Board of Directors recommends that you vote ‘‘AGAINST’’ this proposal The Company’s Bylaws currently provide that special meetings of the stockholders may be called by the Board and shall be called by the Secretary at the request in writing of the holders of record of at least twenty-five percent (25%) of the outstanding stock of the corporation entitled to vote. The Board believes that the current threshold for calling special stockholders meeting is appropriate for our Company and that the lower threshold called for by the Proponent’s one-size-fits-all approach would be detrimental to the Company’s stockholders as a whole. Special meetings are an important protection for all shareholders, and should be used appropriately to represent the interests of many rather than to benefit few. At 10%, two stockholders could call a special meeting. Lowering the threshold on the right to call special meetings would enable a small number of stockholders to call a special meeting on a subject which may be of little or no interest to most stockholders. Even so, the requirement for giving notice of and conducting special shareholder meetings must be followed closely. Proxy materials must be prepared and distributed and the Board and management must spend a significant amount of time preparing for the meeting. The costs of this Proposal far outweigh its benefits. More importantly perhaps, the rationale for special shareholder meetings is not supported by lowering the threshold from 25% to 10%. Special shareholder meetings should be reserved for those matters of such importance that they cannot, and should not, wait until the next Annual Meeting of Stockholders. Matters of such utmost importance and urgency would necessarily be supported by 25% of stockholders. Lowering the threshold would not advance the purpose of special meetings, and if used improperly, would be costly, time-consuming, and disruptive to the Company. The Board, which has a long history of successful corporate governance, may, in furtherance of its fiduciary obligations, call special meetings of the stockholders, which is an added measure of confidence for stockholders that special meetings, when in the best interests of stockholders as a whole, will be convened. The Board also believes that stockholders already have an extremely effective means of communicating with the Board on all issues. As discussed on page 10 under the heading ‘‘Communications with the Board and Directors,’’ stockholders and other interested parties may communicate directly with the Board, the Chair, the Presiding Director or other outside director by writing to the Board, the Chair of the Board, the Presiding Director or other outside director, in care of the Corporate Secretary. The Board believes that the current bylaw strikes the proper balance between the interests of stockholders to call special meetings to address critical issues on an expedited basis and the potential for additional cost and disruption that is associated with such meetings.

7 — STOCKHOLDER PROPOSAL ON GENETICALLY ENGINEERED SEED The Sisters of Charity of Saint Elizabeth, P. O. Box 476, Convent Station, New Jersey 07961, owner of 300 shares of DuPont Common Stock; The Benedictine Sisters of Virginia, 9535 Linton Hall Road, Bristow, Virginia 20136, owner of 1,000 shares of DuPont Common Stock, As You Sow Foundation, 311 California Street, Suite 510, San Francisco, California 94104, as representative of Adelaide Gomer, owner of $2,000 or more worth of shares of DuPont Common Stock; and Sisters of St. Dominic of Caldwell New Jersey, 40

66 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 South Fullerton Avenue, Montclair, New Jersey 07042, owner of 100 shares of DuPont Common Stock have given notice that they will introduce the following resolution and statement in support thereof:

Stockholders’ Statement Whereas: Disclosure of material information is a fundamental principle of our capital markets. Investors, their confidence in corporate bookkeeping shaken, are starting to scrutinize other possible ‘‘off-balance sheet’’ liabilities, such as risks associated with activities harmful to human health and the environment, that can impact long-term shareholder value. SEC reporting requirements include disclosure of environmental liabilities and of trends and uncertainties that the company reasonably expects will have a material impact on revenues. Company directors and officers must proactively identify and assess trends or uncertainties that may adversely impact their revenues and disclose the information to shareholders. Public companies are now required to establish a system of controls and procedures designed to ensure that financial information required to be disclosed in SEC filings is recorded and reported in a timely manner. Whereas: Producers of GE-seeds are merely encouraged to have voluntary safety consultations with the FDA. The FDA does not issue assurances as to the safety of these products. The National Academy of Sciences report The Impact of Genetically Engineered Crops on Farm Sustainability in the United States (NAS 4/2010) cited the needs: • to document emerging weed-resistance problems and develop cost-effect practices to increase longevity of HR technology; • to study water quality effect of GE crops; • for improved monitoring and assessment to ensure GE technologies contribute to sustainable agriculture; • support for the development of ‘public goods’ traits. These are re-iterations of previous NAS recommendations, each directly relevant to DuPont’s Pioneer seed products. An analysis of current toxicity protocols, Debate on GMOs Health Risks after Statistical Findings in Regulatory Tests. Int J Biol Sci 2010; 6:590-598. http://www.biolsci.org/v06p0590.htm call for longer, more detailed, and transparent toxicological tests on GMOs. Investigating Agrobacterium-Mediated Transformation of Verticillium albo-atrum on Plant Surfaces ‘‘...raises interesting questions about whether A. tumefaciens may be able to transform organisms other than plants in nature, or indeed should be considered during GM risk assessments, with further investigations required to determine whether this phenomenon has already occurred in nature.’’ http://www.plosone.org/article/info%3Adoi%2F10.1371%2Fjournal.pone.0013684 DuPont is a major holder of plant patents. The recent court ruling against patenting human genes as invalid may portend public rejection of ownership of unmodified DNA. Resolved: That shareholders request the board of directors to review and report to shareholders by November 2011, on the company’s internal controls related to potential adverse impacts associated with genetically engineered organisms, including: • adequacy of current post-marketing monitoring systems; • adequacy of plans for providing alternatives to GE seed should circumstances so require; • possible impact on all DuPont seed product integrity; • effectiveness of established risk management processes for different environments and agricultural systems.

67 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Position of the Board of Directors The Board of Directors recommends that you vote ‘‘AGAINST’’ this proposal The Board of Directors agrees that identification of and comprehensive disclosure of potential liabilities and trends and uncertainties facing the Company is of critical importance to stockholders and other constituencies. The Company currently has in place an extensive system of controls and procedures designed to ensure that issues are surfaced and addressed. The Board therefore believes that the concerns raised in the proposal are already being satisfied. For a wide range of current information on DuPont’s activities in the area of biotechnology, please visit www.biotech.dupont.com. The Company is dedicated to the development of new products benefiting society and the environment, and is committed to ensuring the safety of the products it offers. The Company conducts significant testing on new products before such products are brought to the marketplace. In the area of genetically engineered food products, the pre-market testing is a robust, multi-year process. Each new product undergoes a myriad of laboratory and field tests at every stage of development and commercialization, with such testing lasting for a period of seven to ten years. In addition, new products are subject to U.S. Department of Agriculture and Environmental Protection Agency approval requirements with which the Company fully complies. The Company also participates in the Food and Drug Administration’s voluntary pre-market notification program and supports the adoption of a mandatory pre-market notification requirement. In addition to oversight by U.S. regulatory authorities, genetically engineered food products are subject to safety review by regulators in a number of other countries. The history of safe use of genetically engineered products over the last decade and a half is well documented. Under the leadership of the Product Stewardship Council and associated product stewardship teams and networks throughout the Company, DuPont’s ongoing product stewardship efforts are designed to assure that the Company’s products remain safe and appropriate for use, and that any potential concerns regarding products are identified and addressed in a timely manner. Product stewardship reviews are conducted on a regular basis by all businesses. Data collected by the Company in any post-market monitoring is integrated fully into the product stewardship process. For example, any significant change in use, regulations or risk information may trigger a new review of the product. In recognition of the value of differing viewpoints and perspectives on the dialogue over biotechnology, the Company in 1999 established the Biotechnology Advisory Panel (‘‘Panel’’), an independent panel whose mission is ‘‘to guide our actions, help us create positions on important issues, and guide and challenge us in the development, testing and commercialization of new products based on biotechnology.’’ The Panel’s members represent a diversity of international interests, academic and vocational expertise, and cultural backgrounds. The interactive dialogue generated by the work of the Panel has enriched the Company’s understanding of potential issues associated with the use of this technology. For a copy of the Panel’s latest report, please visit www.biotech.dupont.com. The Company’s entity-wide controls and procedures assure that employees from a wide variety of disciplines participate in the preparation of the Company’s Securities and Exchange Commission (‘‘SEC’’) disclosure documents. This includes employees with responsibility for biotechnology and genetically engineered food products, who are involved directly in identifying, analyzing and reporting information for disclosure in DuPont’s SEC filings. The Board of Directors therefore believes that appropriate information about genetically engineered food products is being reflected in the Company’s SEC filings.

68 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 8 — STOCKHOLDER PROPOSAL ON EXECUTIVE COMPENSATION REPORT The International Brotherhood of DuPont Workers, P.O. Box 10, Waynesboro, VA 22980, owner of 60 shares of DuPont Common Stock, has given notice that it will introduce the following resolution and statement in support thereof: RESOLVED: That the stockholders of E. I. du Pont de Nemours & Company, assembled in annual meeting in person and by proxy, hereby recommend the following nonbinding proposal: that the Board of Directors prepare a report, to be made available to shareholders four months after the 2011 Annual meeting, that shall review the compensation packages provided to senior executives of the Company and address the following. 1. Comparison of compensation packages for senior executives with that provided to the lowest paid Company employees. 2. Whether there should be a ceiling on compensation provided to senior executives so as to prevent the possibility of excessive compensation. 3. Whether compensation of senior executives should be adjusted in a situation where there is a stated need for employees to be laid off from work.

Stockholder’s Statement Pay for executives of DuPont is determined by its Board of Directors. According to the March 2010 proxy statement, each member of the Board received annual compensation ranging from approximately $260,000 to $300,000 for their service on the Board in 2009. Yet it does not appear that these members of the Board are required to attend any meetings or even participate in conference calls. Nor is it clear precisely what work, if any, is actually performed by any individual member of the Board. Given this extraordinarily generous compensation provided to the members of the Board, is it any surprise that these same members have approved extraordinarily generous compensation for executives of DuPont, with the offered justification, generic as it is, that such pay is necessary to retain and motivate these same executives? Yet virtually nothing is said in the proxy statement regarding how the employees of DuPont who are not executives are compensated. This failure is no surprise given that these employees have over the past three years been granted the most minimal of wage increases and have experienced the gutting of their pension plan. This proposal seeks to have the Board address these issues of compensation, issues involving not just the compensation of executives, but the compensation of executives in relation to how the non-executive employees of this company are compensated. If you AGREE with this proposal, please mark your proxy FOR this resolution.

Position of the Board of Directors The Board of Directors recommends that you vote ‘‘AGAINST’’ this proposal The Board shares the underlying objective for the Company’s compensation policy and programs to be linked to business and individual performance and shareholder value. Our compensation programs for all employees reflect competitive positioning, internal equity, and the value the individual brings to the position. The Board believes that the objective of this proposal is being addressed through the engaged oversight and work of the Compensation Committee as described in the Compensation Discussion and Analysis (CD&A) set forth on pages 24-37 of this Proxy Statement.

69 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 The Securities and Exchange Commission has adopted extensive rules that provide for expanded disclosure of compensation-related information and additional transparency. In complying with these rules, the Company has fully disclosed the relevant details of its executive compensation practices in this Proxy Statement so that stockholders may evaluate those practices. The Board’s executive compensation practices are the result of the closely controlled and comprehensive process outlined in the CD&A above. That process requires the Committee to make many interrelated decisions and consider numerous competing interests. The Committee goes to great lengths to illustrate its pay for performance approach to executive compensation on pages 24-37 of the CD&A. In addition, shareholders have the right to vote, on an advisory basis, on the executive compensation disclosed in this Proxy Statement. The report called for in the proposal is a narrow, incomplete and ineffective means of expressing stockholder concerns over the Company’s executive compensation practices. It is unclear what, if anything can be gained by the report. The Board believes the CD&A provides information necessary for shareholders to assess whether our executive compensation practices are appropriate and that the report requested by the Proponent is unnecessary.

Other Matters The Board of Directors knows of no other proposals that may properly be presented for consideration at the meeting but, if other matters do properly come before the meeting, the persons named in the proxy will vote your shares according to their best judgment.

70 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 APPENDIX ‘‘A’’ Director Nomination Process The purpose and responsibilities of the Corporate Governance Committee, described in the Committee’s Charter (available on the Company’s website at www.dupont.com), include recommending to the Board nominees for election as directors. The Committee’s members are independent under the Board’s Corporate Governance Guidelines and the NYSE standard. The Committee considers potential candidates suggested by Board members, as well as management, stockholders and others. The Committee has engaged a director recruitment firm to assist in identifying and evaluating potential candidates. The Board’s Corporate Governance Guidelines describe qualifications for directors: Directors are selected for their integrity and character; sound, independent judgment; breadth of experience, insight and knowledge; and business acumen. Leadership skills, scientific or technology expertise, familiarity with issues affecting global businesses in diverse industries, prior government service, and diversity are among the relevant criteria, which will vary over time depending on the needs of the Board. Additionally, directors are expected to be willing and able to devote the necessary time, energy and attention to assure diligent performance of their responsibility. When considering candidates for nomination, the Committee takes into account these factors to assure that new directors have the highest personal and professional integrity, have demonstrated exceptional ability and judgment and will be most effective, in conjunction with other directors, in serving the long-term interest of all stockholders. The Committee will not nominate for election as a director a partner, member, managing director, executive officer or principal of any entity that provides accounting, consulting, legal, investment banking or financial advisory services to the Company. The Committee will consider candidates for director suggested by stockholders, applying the factors for potential candidates described above and taking into account the additional information described below. Stockholders wishing to suggest a candidate for director should write to the Corporate Secretary and include: • A statement that the writer is a stockholder of record (or providing appropriate support of ownership of DuPont stock); • The name of and contact information for the candidate; • A statement of the candidate’s business and educational experience; • Information regarding each of the factors described above in sufficient detail to enable the Committee to evaluate the candidate; • A statement detailing any relationship between the candidate and any customer, supplier or competitor of the Company or any other information that bears on potential conflicts of interest, legal considerations or a determination of the candidate’s independence; • Information concerning service as an employee, officer or member of a board of any charitable, educational, commercial or professional entity; • Detailed information about any relationship or understanding between the proposing stockholder and the potential candidate; and • A statement by the potential candidate that s/he is willing to be considered and to serve as a director if nominated and elected. Once the Committee has identified a prospective candidate, the Committee makes an initial determination as to whether to conduct a full evaluation of the candidate. This initial determination is based on whatever information is provided to the Committee with the recommendation of the prospective candidate, as well as the Committee’s own knowledge of the prospective candidate, which may be supplemented by inquiries to

A-1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 the person making the recommendation or others. The preliminary determination is based primarily on the likelihood that the prospective nominee can satisfy the factors described above. If the Committee determines, in consultation with the Chair of the Board and other Board members as appropriate, that further consideration is warranted, it may gather additional information about the prospective nominee’s background and experience. The Committee also considers such relevant factors as it deems appropriate, including the current composition of the Board and specific needs of the Board to assure its effectiveness. In connection with this evaluation, the Committee determines whether to interview the prospective nominee; one or more members of the Committee and other directors, as appropriate, may interview the prospective nominee in person or by telephone. After completing this evaluation, the Committee concludes whether to make a recommendation to the full Board for its consideration. * * * For DuPont’s 2012 Annual Meeting, the Committee will consider nominations submitted by stockholders of record and received by the Corporate Secretary by December 5, 2011.

A-2 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 APPENDIX ‘‘B’’

E. I. du Pont de Nemours and Company

Equity and Incentive Plan (as amended and restated effective March 2, 2011)

B-1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 TABLE OF CONTENTS

Section Page

1. PURPOSE; TYPES OF AWARDS; CONSTRUCTION. B-3

2. DEFINITIONS. B-3

3. ADMINISTRATION. B-6

4. ELIGIBILITY. B-6

5. STOCK SUBJECT TO THE PLAN. B-7

6. SPECIFIC TERMS OF AWARDS. B-8

7. CHANGE IN CONTROL PROVISIONS. B-11

8. GENERAL PROVISIONS. B-13

B-2 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Equity and Incentive Plan 1. PURPOSE; TYPES OF AWARDS; CONSTRUCTION. The purposes of the Equity and Incentive Plan of E. I. du Pont de Nemours and Company are to attract, motivate and retain (a) employees of the Company and any Subsidiary and Affiliate, (b) independent contractors who provide significant services to the Company, any Subsidiary or Affiliate and (c) nonemployee directors of the Company, any Subsidiary or any Affiliate. The Plan is also designed to encourage stock ownership by such persons, thereby aligning their interest with those of the Company’s stockholders and to permit the payment of compensation that qualifies as performance-based compensation under Section 162(m) of the Code. Pursuant to the provisions hereof, there may be granted stock options (including ‘‘incentive stock options’’ and ‘‘nonqualified stock options’’), and other stock-based awards, including but not limited to restricted stock, restricted stock units, dividend equivalents, performance units, Stock Appreciation Rights (payable in cash or shares) and other long-term stock-based or cash-based Awards. Notwithstanding any provision of the Plan, to the extent that any Award would be subject to Section 409A of the Code, no such Award may be granted if it would fail to comply with the requirements set forth in Section 409A of the Code and any regulations or guidance promulgated thereunder. 2. DEFINITIONS. For purposes of the Plan, the following terms shall be defined as set forth below: (a) ‘‘Affiliate’’ means an affiliate of the Company, as defined in Rule 12b-2 promulgated under Section 12 of the Exchange Act. (b) ‘‘Award’’ means individually or collectively, a grant under the Plan of Options, Restricted Stock, Restricted Stock Units or Other Stock-Based Awards or Other Cash-Based Awards. (c) ‘‘Award Terms’’ means any written agreement, contract, or other instrument or document evidencing an Award. (d) ‘‘Beneficial Owner’’ shall have the meaning set forth in Rule 13d-3 under the Exchange Act. (e) ‘‘Board’’ means the Board of Directors of the Company. (f) ‘‘Cause’’ shall have the meaning set forth in the Grantee’s employment or other agreement with the Company, any Subsidiary or any Affiliate, if any, provided that if the Grantee is not a party to any such employment or other agreement or such employment or other agreement does not contain a definition of Cause, then Cause shall mean (i) the willful and continued failure of the Grantee to perform substantially the Grantee’s duties with the Company or any Subsidiary or Affiliate (other than any such failure resulting from incapacity due to physical or mental illness), after a written demand for substantial performance is delivered to the Grantee by the employing Company, Subsidiary or Affiliate that specifically identifies the alleged manner in which the Grantee has not substantially performed the Grantee’s duties, or (ii) the willful engaging by the Grantee in illegal conduct or misconduct that is injurious to the Company or any Subsidiary or Affiliate, including without limitation any breach of the Company’s Code of Business Conduct or other applicable ethics policy. (g) ‘‘Change in Control’’ shall have the meaning set forth in Section 7(b) hereof. (h) ‘‘Code’’ means the Internal Revenue Code of 1986, as amended from time to time. (i) ‘‘Committee’’ means the Compensation Committee of the Board. Unless otherwise determined by the Board, the Committee shall be comprised solely of directors who are (a) ‘‘nonemployee directors’’ under Rule 16b-3 of the Exchange Act, (b) ‘‘outside directors’’ under Section 162(m) of the Code and (c) ‘‘independent directors’’ pursuant to New York Stock Exchange requirements. (j) ‘‘Company’’ means E. I. du Pont de Nemours and Company, a corporation organized under the laws of the State of Delaware, or any successor corporation.

B-3 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (k) ‘‘Covered Employee’’ shall have the meaning set forth in Section 162(m)(3) of the Code. (l) ‘‘Disability’’ means that a Grantee is considered to be disabled within the meaning of the applicable Company benefit plan. (m) ‘‘Effective Date’’ means the date that the Plan was adopted by the Board. (n) ‘‘Exchange Act’’ means the Securities Exchange Act of 1934, as amended from time to time, and as now or hereafter construed, interpreted and applied by regulations, rulings and cases. (o) ‘‘Excise Tax’’ shall have the meaning set forth in Section 7(d) hereof. (p) ‘‘Fair Market Value’’ means, with respect to Stock or other property, the fair market value of such Stock or other property determined by such methods or procedures as shall be established from time to time by the Committee. Unless otherwise determined by the Committee in good faith, the per share Fair Market Value of Stock as of a particular date shall mean, (i) the closing sales price per share of Stock on the national securities exchange on which the Stock is principally traded, for the date of grant, or (ii) if the shares of Stock are then traded in an over-the-counter market, the average of the closing bid and asked prices for the shares of Stock in such over-the-counter market for the last preceding date on which there was a sale of such Stock in such market, or if the shares of Stock are not then listed on a national securities exchange or traded in an over-the-counter market, such value as the Committee, in its sole discretion, shall determine in good faith. (q) ‘‘Full Value Award’’ means any Award, other than an Option or Stock Appreciation Right, which Award is settled in Stock. (r) ‘‘Good Reason’’ means (i) a material diminution in the Grantee’s base compensation, (ii) a material diminution in the Grantee’s authority, duties, or responsibilities, or (iii) a material change in the geographic location at which the Grantee must perform his/her services for the Company. (s) ‘‘Grantee’’ means a person who, as an employee of or independent contractor or nonemployee director with respect to the Company, a Subsidiary or an Affiliate, has been granted an Award under the Plan. (t) ‘‘ISO’’ means any Option intended to be and designated as an incentive stock option within the meaning of Section 422 of the Code. (u) ‘‘NQSO’’ means any Option that is designated as a nonqualified stock option. (v) ‘‘Option’’ means a right, granted to a Grantee under Section 6(b)(i), to purchase shares of Stock. An Option may be either an ISO or an NQSO. (w) ‘‘Other Cash-Based Award’’ means an Award granted to a Grantee under Section 6(b)(iv) hereof, including cash awarded as a bonus or upon the attainment of Performance Goals or otherwise as permitted under the Plan. (x) ‘‘Other Stock-Based Award’’ means an Award granted to a Grantee pursuant to Section 6(b)(iv) (and to the extent applicable Section 6(b)(i)) hereof, that may be denominated or payable in, valued in whole or in part by reference to, or otherwise based on, or related to, Stock including but not limited to performance units, Stock Appreciation Rights (payable in cash or shares) or dividend equivalents, each of which may be subject to the attainment of Performance Goals or a period of continued employment or other terms and conditions as permitted under the Plan. (y) ‘‘Performance Goals’’ means performance goals based on one or more of the following criteria: (i) earnings including operating income, earnings before or after taxes, earnings before or after interest, depreciation, amortization, or extraordinary or special items or book value per share (which may exclude nonrecurring items); (ii) pre-tax income or after-tax income; (iii) earnings per common share (basic or diluted); (iv) operating profit; (v) revenue, revenue growth or rate of revenue growth; (vi) return on assets (gross or net), return on investment, return on capital, or return on equity; (vii) returns on sales or revenues; (viii) operating expenses; (ix) stock price

B-4 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 appreciation; (x) cash flow, free cash flow, cash flow return on investment (discounted or otherwise), net cash provided by operations, or cash flow in excess of cost of capital; (xi) implementation or completion of critical projects or processes; (xii) economic value created; (xiii) cumulative earnings per share growth; (xiv) operating margin or profit margin; (xv) common stock price or total stockholder return; (xvi) cost targets, reductions and savings, productivity and efficiencies; (xvii) strategic business criteria, consisting of one or more objectives based on meeting specified market penetration, geographic business expansion, customer satisfaction, employee satisfaction, human resources management, supervision of litigation, information technology, and goals relating to acquisitions, divestitures, joint ventures and similar transactions, and budget comparisons; (xviii) personal professional objectives, including any of the foregoing performance goals, the implementation of policies and plans, the negotiation of transactions, the development of long-term business goals, formation of joint ventures, research or development collaborations, and the completion of other corporate transactions; and (xix) any combination of, or a specified increase in, any of the foregoing. Where applicable, the Performance Goals may be expressed in terms of attaining a specified level of the particular criteria or the attainment of a percentage increase or decrease in the particular criteria, and may be applied to one or more of the Company, a Subsidiary or Affiliate, or a division or strategic business unit of the Company, or may be applied to the performance of the Company relative to a market index, a group of other companies or a combination thereof, all as determined by the Committee. The Performance Goals may include a threshold level of performance below which no payment will be made (or no vesting will occur), levels of performance at which specified payments will be made (or specified vesting will occur), and a maximum level of performance above which no additional payment will be made (or at which full vesting will occur). Each of the foregoing Performance Goals shall be determined in accordance with generally accepted accounting principles, if applicable, and shall be subject to certification by the Committee; provided that, to the extent an Award is intended to satisfy the performance-based compensation exception to the limits of Section 162(m) of the Code and then to the extent consistent with such exception, the Committee shall have the authority to make equitable adjustments to the Performance Goals in recognition of unusual or non-recurring events affecting the Company or any Subsidiary or Affiliate or the financial statements of the Company or any Subsidiary or Affiliate, in response to changes in applicable laws or regulations, or to account for items of gain, loss or expense determined to be extraordinary or unusual in nature or infrequent in occurrence or related to the disposal of a segment of a business or related to a change in accounting principles. (z) ‘‘Person’’ shall have the meaning set forth in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof and the rules thereunder, except that such term shall not include (1) the Company or any Subsidiary corporation, (2) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or any Subsidiary corporation, (3) an underwriter temporarily holding securities pursuant to an offering of such securities, or (4) a corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company. (aa) ‘‘Plan’’ means this E. I. du Pont de Nemours and Company Equity and Incentive Plan, as amended from time to time. (bb) ‘‘Plan Year’’ means a calendar year. (cc) ‘‘Restricted Stock’’ means an Award of shares of Stock to a Grantee under Section 6(b)(ii) that may be subject to certain restrictions and to a risk of forfeiture. (dd) ‘‘Restricted Stock Unit’’ means a right granted to a Grantee under Section 6(b)(iii) of the Plan to receive Stock or cash at the end of a specified period, which right may be subject to the attainment of Performance Goals in a period of continued employment or other terms and conditions as permitted under the Plan. (ee) ‘‘Rule 16b-3’’ means Rule 16b-3, as from time to time in effect promulgated by the Securities and Exchange Commission under Section 16 of the Exchange Act, including any successor to such Rule.

B-5 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (ff) ‘‘Stock’’ means shares of common stock, par value $0.30 per share, of the Company. (gg) ‘‘Stock Appreciation Right’’ or ‘‘SAR’’ means an Other Stock-Based Award, payable in cash or stock, that entitles a Grantee upon exercise to the excess of the Fair Market Value of the Stock underlying the Award over the base price established in respect of such Stock. (hh) ‘‘Subsidiary’’ means any corporation in an unbroken chain of corporations beginning with the Company if, at the time of granting of an Award, each of the corporations (other than the last corporation in the unbroken chain) owns stock possessing 50% or more of the total combined voting power of all classes of stock in one of the other corporations in the chain. (ii) ‘‘Total Payments’’ shall have the meaning set forth in Section 7(d) hereof. 3. ADMINISTRATION. (a) The Plan shall be administered by the Committee or, at the discretion of the Board, the Board, provided that any Award to the Chairman of the Board shall be subject to ratification by the Board. In the event the Board is the administrator of the Plan, references herein to the Committee shall be deemed to include the Board. The Board may from time to time appoint a member or members of the Committee in substitution for or in addition to the member or members then in office and may fill vacancies on the Committee however caused. The Committee shall choose one of its members as chairman and shall hold meetings at such times and places as it shall deem advisable. A majority of the members of the Committee shall constitute a quorum and any action may be taken by a majority of those present and voting at any meeting. The Board or the Committee may delegate to the Board’s Special Stock Performance Committee or any successor thereto the ability to grant Awards to employees who are not subject to potential liability under Section 16(b) of the 1934 Act with respect to transactions involving equity securities of the Company at the time any such delegated authority is exercised. (b) The decision of the Committee as to all questions of interpretation and application of the Plan shall be final, binding and conclusive on all persons. The Committee shall have the authority in its discretion, subject to and not inconsistent with the express provisions of the Plan, to administer the Plan and to exercise all the power and authority either specifically granted to it under the Plan or necessary or advisable in the administration of the Plan, including without limitation, the authority to grant Awards, to determine the persons to whom and the time or times at which Awards shall be granted, to determine the type and number of Awards to be granted, the number of shares of Stock to which an Award may relate and the terms, conditions, restrictions and Performance Goals relating to any Award; to determine Performance Goals no later than such time as is required to ensure that an underlying Award which is intended to comply with the requirements of Section 162(m) of the Code so complies; to determine whether, to what extent, and under what circumstances an Award may be settled, canceled, forfeited, accelerated, exchanged, or surrendered (provided that, unless approved by the Company’s stockholders, no Award shall be settled, canceled, forfeited, exchanged or surrendered in exchange or otherwise in consideration for a new Award with a value in excess of the value of such settled, canceled, forfeited, exchanged or surrendered Award); to make adjustments in the terms and conditions (including Performance Goals) applicable to Awards; to construe and interpret the Plan and any Award; to prescribe, amend and rescind rules and regulations relating to the Plan; to determine the terms and provisions of the Award Terms (which need not be identical for each Grantee); and to make all other determinations deemed necessary or advisable for the administration of the Plan. The Committee may correct any defect or supply any omission or reconcile any inconsistency in the Plan or in any Award Terms granted hereunder in the manner and to the extent it shall deem expedient to carry the Plan into effect and shall be the sole and final judge of such expediency. No Committee member (or member of the Management Committee) shall be liable for any action or determination made with respect to the Plan or any Award. 4. ELIGIBILITY. (a) Awards may be granted to officers, independent contractors, employees and nonemployee directors of the Company or of any of its Subsidiaries and Affiliates; provided, that ISOs shall be

B-6 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 granted only to employees (including officers and directors who are also employees) of the Company, its parent or any of its Subsidiaries. (b) No ISO shall be granted to any employee of the Company, its parent or any of its Subsidiaries if such employee owns, immediately prior to the grant of the ISO, stock representing more than 10% of the voting power or more than 10% of the value of all classes of stock of the Company or a parent or a Subsidiary, unless the purchase price for the stock under such ISO shall be at least 110% of its Fair Market Value at the time such ISO is granted and the ISO, by its terms, shall not be exercisable more than five years from the date it is granted. In determining the stock ownership under this paragraph, the provisions of Section 424(d) of the Code shall be controlling. 5. STOCK SUBJECT TO THE PLAN. (a) The maximum number of shares of Stock reserved for the grant or settlement of Awards under the Plan (the ‘‘Share Limit’’) shall be 110,000,000 and shall be subject to adjustment as provided herein; provided that each share in excess of 30,000,000 issued under the Plan pursuant to a Full Value Award shall be counted against the foregoing Share Limit as four and one-half shares for every one share actually issued in connection with such Award. (For example, if 32,000,000 shares of Restricted Stock are granted under this Plan, 39,000,000 shall be charged against the Share Limit in connection with that Award.) The aggregate number of shares of Stock made subject to Awards granted during any fiscal year to any single individual shall not exceed 3,000,000. Determinations made in respect of the limitation set forth in the preceding sentence shall be made in a manner consistent with Section 162(m) of the Code. Such shares may, in whole or in part, be authorized but unissued shares or shares that shall have been or may be reacquired by the Company in the open market, in private transactions or otherwise. If any shares subject to an Award are forfeited, canceled, exchanged or surrendered or if an Award otherwise terminates or expires without a distribution of shares to the Grantee, the shares of stock with respect to such Award shall, to the extent of any such forfeiture, cancellation, exchange, surrender, termination or expiration, again be available for Awards under the Plan. Notwithstanding the foregoing, shares of Stock that are exchanged by a Grantee or withheld by the Company as full or partial payment in connection with any Award under the Plan, as well as any shares of Stock exchanged by a Grantee or withheld by the Company or any Subsidiary to satisfy the tax withholding obligations related to any Award under the Plan, shall not be available for subsequent Awards under the Plan. Upon the exercise of any Award granted in tandem with any other Awards, such related Awards shall be canceled to the extent of the number of shares of Stock as to which the Award is exercised and, notwithstanding the foregoing, such number of shares shall no longer be available for Awards under the Plan. Upon the exercise of a SAR, the total number of shares subject to such SAR shall not again be available for Awards under the Plan. (b) Except as provided in an Award Terms or as otherwise provided in the Plan, in the event that the Committee shall determine that any dividend or other distribution (whether in the form of cash, Stock, or other property), recapitalization, Stock split, reverse split, reorganization, merger, consolidation, spin-off, combination, repurchase, or share exchange, or other similar corporate transaction or event, affects the Stock such that an adjustment is appropriate in order to prevent dilution or enlargement of the rights of Grantees under the Plan, then the Committee shall make such equitable changes or adjustments as it deems necessary or appropriate to any or all of (i) the number and kind of shares of Stock or other property (including cash) that may thereafter be issued in connection with Awards or the total number of Awards issuable under the Plan, (ii) the number and kind of shares of Stock or other property issued or issuable in respect of outstanding Awards, (iii) the exercise price, grant price or purchase price relating to any Award, (iv) the Performance Goals and (v) the individual limitations applicable to Awards; provided that, with respect to ISOs, any adjustment shall be made in accordance with the provisions of Section 424(h) of the Code and any regulations or guidance promulgated thereunder, and provided further that no such adjustment shall cause any Award hereunder which is or becomes subject to Section 409A of the Code to fail to comply with the requirements of such section.

B-7 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 6. SPECIFIC TERMS OF AWARDS. (a) General. The term of each Award shall be for such period as may be determined by the Committee. Subject to the terms of the Plan and any applicable Award Terms, payments to be made by the Company or a Subsidiary or Affiliate upon the grant, maturation, or exercise of an Award may be made in such forms as the Committee shall determine at the date of grant or thereafter, including, without limitation, cash, Stock, or other property, and may be made in a single payment or transfer, in installments, or, subject to the requirements of Section 409A of the Code, on a deferred basis. Notwithstanding any other provision of the Plan, in no event shall any Award (exclusive of an Other Cash-Based Award or an Award made to a nonemployee director and except as may be provided in Section 7 hereof) vest or otherwise become exercisable or payable in less than six months from the date of its grant. (b) Awards. The Committee is authorized to grant to Grantees the following Awards, as deemed by the Committee to be consistent with the purposes of the Plan. The Committee shall determine the terms and conditions of such Awards. (i) Options and SARs. The Committee is authorized to grant Options and SARs to Grantees on the following terms and conditions: (A) The Award Terms evidencing the grant of an Option under the Plan shall designate the Option as an ISO or an NQSO. (B) The exercise or base price per share of Stock underlying under an Option or SAR shall be determined by the Committee, but in no event shall the exercise or base price of an Option or SAR per share of Stock be less than the Fair Market Value of a share of Stock as of the date of grant of such Option or SAR. The purchase price of Stock as to which an Option is exercised shall be paid in full at the time of exercise; payment may be made in cash, which may be paid by check, or other instrument acceptable to the Company, or, with the consent of the Committee, in shares of Stock, valued at the Fair Market Value on the date of exercise (including shares of Stock that otherwise would be distributed to the Grantee upon exercise of the Option), or if there were no sales on such date, on the next preceding day on which there were sales or (if permitted by the Committee and subject to such terms and conditions as it may determine) by surrender of outstanding Awards under the Plan, or the Committee may permit such payment of exercise price by any other method it deems satisfactory in its discretion. In addition, subject to applicable law and pursuant to procedures approved by the Committee, payment of the exercise price may be made through the sale of Stock acquired on exercise of the Option, valued at Fair Market Value on the date of exercise, sufficient to pay for such Stock (together with, if requested by the Company, the amount of federal, state or local withholding taxes payable by Grantee by reason of such exercise). Any amount necessary to satisfy applicable federal, state or local tax withholding requirements shall be paid promptly upon notification of the amount due. The Committee may permit such amount of tax withholding to be paid in shares of Stock previously owned by the employee, or a portion of the shares of Stock or cash, as applicable that otherwise would be distributed to such employee upon exercise of an Option or SAR, or a combination of cash and shares of such Stock. (C) Options and SARs shall be exercisable over the exercise period (which shall not exceed ten years from the date of grant), at such times and upon such conditions as the Committee may determine, as reflected in the Award Terms; provided that, the Committee shall have the authority to accelerate the exercisability of any outstanding Option or SAR at such time and under such circumstances as it, in its sole discretion, deems appropriate. An Option or SAR may be exercised to the extent of any or all full shares of Stock as to which the Option has become exercisable, by giving written notice of such exercise to the Committee or its designated agent. No partial exercise may be made for less than one hundred (100) full shares of Stock.

B-8 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (D) Upon the termination of a Grantee’s employment or service with the Company and its Subsidiaries or Affiliates, the Options or SARs granted to such Grantee, to the extent that they are exercisable at the time of such termination, shall remain exercisable for such period as may be provided in the applicable Award Terms, but in no event following the expiration of their term. The treatment of any Option or SAR that is unexercisable as of the date of such termination shall be as set forth in the applicable Award Terms. (E) Options or SARs may be subject to such other conditions including, but not limited to, restrictions on transferability of, or provisions for recovery of, the shares acquired upon exercise of such Options or SARs (or proceeds of sale thereof), as the Committee may prescribe in its discretion or as may be required by applicable law. (ii) Restricted Stock. (A) The Committee may grant Awards of Restricted Stock, alone or in tandem with other Awards under the Plan, subject to such restrictions, terms and conditions, as the Committee shall determine in its sole discretion and as shall be evidenced by the applicable Award Terms (provided that any such Award is subject to the vesting requirements described herein). The vesting of a Restricted Stock Award granted under the Plan may be conditioned upon the completion of a specified period of employment or service with the Company or any Subsidiary or Affiliate, upon the attainment of specified Performance Goals, and/or upon such other criteria as the Committee may determine in its sole discretion. Notwithstanding the foregoing, if the vesting condition for any Full Value Award (including Award of Restricted Stock), excluding any Full Value Award made to a Grantee upon commencement of his employment, relates exclusively to the passage of time and continued employment, such time period shall not be less than 36 months for the entire Award, with no portion of the Award vesting before 12 months from the date of the Award, subject to Sections 6(b)(ii)(E) and 7. If the vesting condition for any Full Value Award (including Award of Restricted Stock), excluding any Full Value Award made to a Grantee upon commencement of his employment, relates to the attainment of specified Performance Goals, such Full Value Award shall vest over a performance period of not less than one (1) year, subject to Sections 6(B)(ii)(E) and 7. (B) The Committee shall determine the price, which, to the extent required by law, shall not be less than par value of the Stock, to be paid by the Grantee for each share of Restricted Stock or unrestricted stock or stock units subject to the Award. Each Award Terms with respect to such stock award shall set forth the amount (if any) to be paid by the Grantee with respect to such Award and when and under what circumstances such payment is required to be made. (C) Except as provided in the applicable Award Terms, no shares of Stock underlying a Restricted Stock Award may be assigned, transferred, or otherwise encumbered or disposed of by the Grantee until such shares of Stock have vested in accordance with the terms of such Award. (D) If and to the extent that the applicable Award Terms may so provide, a Grantee shall have the right to vote and receive dividends on Restricted Stock granted under the Plan. Unless otherwise provided in the applicable Award Terms, any Stock received as a dividend on or in connection with a stock split of the shares of Stock underlying a Restricted Stock Award shall be subject to the same restrictions as the shares of Stock underlying such Restricted Stock Award. (E) Upon the termination of a Grantee’s employment or service with the Company and its Subsidiaries or Affiliates, the Restricted Stock granted to such Grantee shall be subject to the terms and conditions specified in the applicable Award Terms.

B-9 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (iii) Restricted Stock Units. The Committee is authorized to grant Restricted Stock Units to Grantees, subject to the following terms and conditions: (A) At the time of the grant of Restricted Stock Units, the Committee may impose such restrictions or conditions to the vesting of such Awards as it, in its discretion, deems appropriate, including, but not limited to, the achievement of Performance Goals. The Committee shall have the authority to accelerate the settlement of any outstanding award of Restricted Stock Units at such time and under such circumstances as it, in its sole discretion, deems appropriate, subject to the requirements of Section 409A of the Code. (B) Unless otherwise provided in Award Terms or except as otherwise provided in the Plan, upon the vesting of a Restricted Stock Unit there shall be delivered to the Grantee, as soon as practicable following the date on which such Award (or any portion thereof) vests (but in any event within such period as is required to avoid the imposition of a tax under Section 409A of the Code), that number of shares of Stock equal to the number of Restricted Stock Units becoming so vested. (C) Subject to the requirements of Section 409A of the Code, an Award of Restricted Stock Units may provide the Grantee with the right to receive dividend equivalent payments with respect to Stock subject to the Award (both before and after the Stock subject to the Award is earned or vested), which payments may be either made currently or credited to an account for the Participant, and may be settled in cash or Stock, as determined by the Committee. Any such settlements and any such crediting of dividend equivalents may be subject to such conditions, restrictions and contingencies as the Committee shall establish, including the reinvestment of such credited amounts in Stock equivalents. (D) Upon the termination of a Grantee’s employment or service with the Company and its Subsidiaries or Affiliates, the Restricted Stock Units granted to such Grantee shall be subject to the terms and conditions specified in the applicable Award Terms. (iv) Other Stock-Based or Cash-Based Awards (A) The Committee is authorized to grant Awards to Grantees in the form of Other Stock-Based Awards or Other Cash-Based Awards, as deemed by the Committee to be consistent with the purposes of the Plan. The Committee shall determine the terms and conditions of such Awards, consistent with the terms of the Plan, at the date of grant or thereafter, including the Performance Goals and performance periods. Stock or other securities or property delivered pursuant to an Award in the nature of a purchase right granted under this Section 6(b)(iv) shall be purchased for such consideration, paid for at such times, by such methods, and in such forms, including, without limitation, Stock, other Awards, notes or other property, as the Committee shall determine, subject to any required corporate action. (B) The maximum value of the aggregate payment that any Grantee may receive with respect to Other Cash-Based Awards pursuant to this Section 6(b)(iv) in respect of any annual performance period is $15 million and for any other performance period in excess of one year, such amount multiplied by a fraction, the numerator of which is the number of months in the performance period and the denominator of which is twelve (12). No payment shall be made to a Covered Employee prior to the certification by the Committee that the Performance Goals have been attained. The Committee may establish such other rules applicable to the Other Stock- or Cash-Based Awards to the extent not inconsistent with Section 162(m) of the Code. (C) Payments earned in respect of any Cash-Based Award may be decreased or, with respect to any Grantee who is not a Covered Employee, increased in the sole discretion of the Committee based on such factors as it deems appropriate. Notwithstanding the foregoing, any Awards may be adjusted in accordance with Section 5(b) hereof.

B-10 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 7. CHANGE IN CONTROL PROVISIONS. (a) Unless otherwise determined by the Committee or evidenced in an applicable Award Terms or employment or other agreement, in the event of a Change in Control: (i) Options and Stock Appreciation Rights (A) If the Company is the surviving entity or the surviving entity assumes the Options or SARs or substitutes in lieu thereof equivalent stock options or SARs relating to the stock of such surviving entity (‘‘Substitute Options/SARs’’), the Options/SARs or the Substitute Options/ SARs, as applicable, shall be governed by their respective terms; (B) If the Company is the surviving entity or the surviving entity assumes the Options/SARs or issues Substitute Options/SARs, and the Grantee is terminated without Cause or for Good Reason within twenty-four (24) months following the Change in Control, Options/SARs or Substitute Options/SARs held by the Grantee that were not previously vested and exercisable shall become fully vested and and remain exercisable until the date that is two (2) years following the date of such termination, or the original expiration date, whichever first occurs; (C) If the Company is not the surviving entity, and the surviving entity does not assume the Options/SARs or issue Substitute Options/SARs, each Option/SAR shall become fully vested and cancelled in exchange for a cash payment in an amount equal to (i) the excess of Fair Market Value per share of the Stock subject to the Award immediately prior to the Change in Control over the exercise or base price (if any) per share of Stock subject to the Award multiplied by (ii) the number of shares of Stock subject to the Option/SAR. (ii) Other Awards Not Subject to Performance Goals (A) If the Company is the surviving entity or the surviving entity assumes Awards (other than Options or SARs) not subject to Performance Goals (‘‘Time-Vested Awards’’) or substitutes in lieu thereof equivalent stock awards relating to the stock of such surviving entity (‘‘Substitute Awards’’), the Time-Vested Awards or the Substitute Awards, as applicable, shall be governed by their respective terms; (B) If the Company is the surviving entity or the surviving entity assumes the Time-Vested Awards or issues Substitute Awards, and the Grantee is terminated without Cause or for Good Reason within twenty-four (24) months following the Change in Control, Time-Vested Awards or Substitute Awards held by the Grantee that were not previously vested shall become fully vested; (C) If the Company is not the surviving entity, and the surviving entity does not assume the Time-Vested Awards or issue Substitute Awards, the Time-Vested Awards shall become fully vested and cancelled in exchange for a cash payment in an amount equal to the Fair Market Value per share of the Stock subject to the Award immediately prior to the Change in Control multiplied by the number of shares of Stock subject to the Award. (iii) Other Awards Subject to Performance Goals. Awards (other than Options or SARs) subject to Performance Goals shall be converted into Time-Vested Awards at target, without proration, and continue to vest as though such Award had originally been granted as a Time-Vested Award with a restricted period equal in length to the performance period of such Award. Such Time-Vested Award shall thereafter be governed in accordance with their respective otherwise applicable terms and subsection (ii) above. (b) The Committee may, in its sole discretion, provide that: (A) each Award shall, upon the occurrence of a Change in Control, be canceled in exchange for a payment in an amount equal to (i) the Fair Market Value per share of the Stock subject to the Award immediately prior to the Change in Control over the exercise or base price (if any) per share of Stock subject to the Award multiplied

B-11 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 by (ii) the number of Shares granted under the Award; and (B) each Award shall, upon the occurrence of a Change in Control, be canceled without payment therefore if the Fair Market Value per share of the Stock subject to the Award immediately prior to the Change in Control is less than the exercise or purchase price (if any) per share of Stock subject to the Award. A ‘‘Change in Control’’ shall be deemed to have occurred if the event set forth in any one of the following paragraphs shall have occurred: (i) any Person is or becomes the Beneficial Owner, directly or indirectly, of securities of the Company (not including in the securities beneficially owned by such Person any securities acquired directly from the Company or its Affiliates) representing 30% or more of the combined voting power of the Company’s then outstanding securities, excluding any Person who becomes such a Beneficial Owner in connection with a transaction described in clause (I) of paragraph (iii) below; or (ii) the following individuals cease for any reason to constitute a majority of the number of directors then serving: individuals who, on the date hereof, constitute the Board and any new director (other than a director whose initial assumption of office is in connection with an actual or threatened election contest, including but not limited to a consent solicitation, relating to the election of directors of the Company) whose appointment or election by the Board or nomination for election by the Company’s stockholders was approved or recommended by a vote of at least two-thirds (2⁄3) of the directors then still in office who either were directors on the date hereof or whose appointment, election or nomination for election was previously so approved or recommended; or (iii) there is consummated a merger or consolidation of the Company or any direct or indirect subsidiary of the Company with any other corporation or other entity, other than (I) a merger or consolidation which results in (A) the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof), in combination with the ownership of any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any subsidiary of the Company, at least 60% of the combined voting power of the securities of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation and (B) the individuals who comprise the Board immediately prior thereto constituting immediately thereafter at least a majority of the board of directors of the Company, the entity surviving such merger or consolidation or, if the Company or the entity surviving such merger is then a subsidiary, the ultimate parent thereof, or (II) a merger or consolidation effected to implement a recapitalization of the Company (or similar transaction) in which no Person is or becomes the Beneficial Owner, directly or indirectly, of securities of the Company (not including in the securities Beneficially Owned by such Person any securities acquired directly from the Company or its Affiliates) representing 30% or more of the combined voting power of the Company’s then outstanding securities; or (iv) the stockholders of the Company approve a plan of complete liquidation or dissolution of the Company or there is consummated an agreement for the sale or disposition by the Company of all or substantially all of the Company’s assets (it being conclusively presumed that any sale or disposition is a sale or disposition by the Company of all or substantially all of its assets if the consummation of the sale or disposition is contingent upon approval by the Company’s stockholders unless the Board expressly determines in writing that such approval is required solely by reason of any relationship between the Company and any other Person or an Affiliate of the Company and any other Person), other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity (i) at least 60% of the combined voting power of the voting securities of which are owned by stockholders of the Company in substantially the same proportions as their ownership of the Company immediately prior to such sale or disposition and (ii) the majority of whose board of directors

B-12 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 immediately following such sale or disposition consists of individuals who comprise the Board immediately prior thereto. (c) Notwithstanding the foregoing, a ‘‘Change in Control’’ shall not be deemed to have occurred by virtue of the consummation of any transaction or series of integrated transactions immediately following which the record holders of the common stock of the Company immediately prior to such transaction or series of transactions continue to have substantially the same proportionate ownership in an entity which owns all or substantially all of the assets of the Company immediately following such transaction or series of transactions. (d) Unless otherwise provided by the Committee or set forth in a Grantee’s Award Terms, notwithstanding the provisions of this Plan, in the event that any payment or benefit received or to be received by the Grantee in connection with a Change in Control or the termination of the Grantee’s employment or service (whether pursuant to the terms of this Plan or any other plan, arrangement or agreement with the Company, any Subsidiary, any Affiliate, any Person whose actions result in a Change in Control or any Person affiliated with the Company or such Person) (all such payments and benefits, ‘‘Total Payments’’) would be subject (in whole or part), to the excise tax imposed by Section 4999 of the Code (the ‘‘Excise Tax’’), then, after taking into account any reduction in the Total Payments provided by reason of Section 280G of the Code in such other plan, arrangement or agreement, the payment or benefit to be received by the Grantee upon a Change in Control shall be reduced to the extent necessary so that no portion of the Total Payments is subject to the Excise Tax but only if the net amount of such Total Payments, as so reduced (and after subtracting the net amount of federal, state and local income taxes on such reduced Total Payments) is greater than or equal to the net amount of such Total Payments without such reduction (but after subtracting the net amount of federal, state and local income taxes on such Total Payments and the amount of Excise Tax to which the Executive would be subject in respect of such unreduced Total Payments). 8. GENERAL PROVISIONS. (a) Nontransferability, Deferrals and Settlements. Unless otherwise determined by the Committee or provided in an Award Terms, Awards shall not be transferable by a Grantee except by will or the laws of descent and distribution and shall be exercisable during the lifetime of a Grantee only by such Grantee or his guardian or legal representative. Notwithstanding the foregoing, any transfer of Awards to independent third parties for cash consideration without stockholder approval is prohibited. Any Award shall be null and void and without effect upon any attempted assignment or transfer, except as herein provided, including without limitation any purported assignment, whether voluntary or by operation of law, pledge, hypothecation or other disposition, attachment, divorce, trustee process or similar process, whether legal or equitable, upon such Award. The Committee may require or permit Grantees to elect to defer the issuance of shares of Stock (with settlement in cash or Stock as may be determined by the Committee or elected by the Grantee in accordance with procedures established by the Committee), or the settlement of Awards in cash under such rules and procedures as established under the Plan to the extent that such deferral complies with Section 409A of the Code and any regulations or guidance promulgated thereunder. It may also provide that deferred settlements include the payment or crediting of interest, dividends or dividend equivalents on the deferral amounts. (b) No Right to Continued Employment, etc. Nothing in the Plan or in any Award granted or any Award Terms, promissory note or other agreement entered into pursuant hereto shall confer upon any Grantee the right to continue in the employ or service of the Company, any Subsidiary or any Affiliate or to be entitled to any remuneration or benefits not set forth in the Plan or such Award Terms, promissory note or other agreement or to interfere with or limit in any way the right of the Company or any such Subsidiary or Affiliate to terminate such Grantee’s employment or service.

B-13 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (c) Taxes. The Company or any Subsidiary or Affiliate is authorized to withhold from any Award granted, any payment relating to an Award under the Plan, including from a distribution of Stock, or any other payment to a Grantee, amounts of withholding and other taxes due in connection with any transaction involving an Award, and to take such other action as the Committee may deem advisable to enable the Company and Grantees to satisfy obligations for the payment of withholding taxes and other tax obligations relating to any Award. This authority shall include authority to withhold or receive Stock or other property with a Fair Market Value not in excess of the minimum amount required to be withheld and to make cash payments in respect thereof in satisfaction of a Grantee’s tax obligations. (d) Stockholder Approval; Amendment and Termination. The Plan shall take effect on the Effective Date but the Plan (and any grants of Awards made prior to the stockholder approval mentioned herein) shall be subject to the requisite approval of the stockholders of the Company, which approval must occur within twelve (12) months of the date that the Plan is adopted by the Board. In the event that the stockholders of the Company do not ratify the Plan at a meeting of the stockholders at which such issue is considered and voted upon, then upon such event the Plan and all rights hereunder shall immediately terminate and no Grantee (or any permitted transferee thereof) shall have any remaining rights under the Plan or any Award Terms entered into in connection herewith. The Board may amend, alter or discontinue the Plan, but no amendment, alteration, or discontinuation shall be made that would impair the rights of a Grantee under any Award theretofore granted without such Grantee’s consent, or that without the approval of the stockholders (as described below) would, except as provided in Section 5, increase the total number of shares of Stock reserved for the purpose of the Plan. In addition, stockholder approval shall be required with respect to any amendment that materially increases benefits provided under the Plan or materially alters the eligibility provisions of the Plan or with respect to which stockholder approval is required under the rules of any stock exchange on which Stock is then listed. Unless earlier terminated by the Board pursuant to the provisions of the Plan, the Plan shall terminate on the tenth anniversary of its Effective Date. No Awards shall be granted under the Plan after such termination date. (e) No Rights to Awards; No Stockholder Rights. No individual shall have any claim to be granted any Award under the Plan, and there is no obligation for uniformity of treatment of Grantees. No individual shall have any right to an Award or to payment or settlement under any Award unless and until the Committee or its designee shall have determined that an Award or payment or settlement is to be made. Except as provided specifically herein, a Grantee or a transferee of an Award shall have no rights as a stockholder with respect to any shares covered by the Award until the date of the issuance of such shares. (f) Unfunded Status of Awards. The Plan is intended to constitute an ‘‘unfunded’’ plan for incentive and deferred compensation. With respect to any payments not yet made to a Grantee pursuant to an Award, nothing contained in the Plan or any Award shall give any such Grantee any rights that are greater than those of a general creditor of the Company. (g) No Fractional Shares. No fractional shares of Stock shall be issued or delivered pursuant to the Plan or any Award. The Committee shall determine whether cash, other Awards, or other property shall be issued or paid in lieu of such fractional shares or whether such fractional shares or any rights thereto shall be forfeited or otherwise eliminated. (h) Regulations and Other Approvals. (i) The obligation of the Company to sell or deliver Stock with respect to any Award granted under the Plan shall be subject to all applicable laws, rules and regulations, including all applicable federal and state securities laws, and the obtaining of all such approvals by governmental agencies as may be deemed necessary or appropriate by the Committee. (ii) Each Award is subject to the requirement that, if at any time the Committee determines, in its absolute discretion, that the listing, registration or qualification of Stock issuable pursuant to

B-14 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 the Plan is required by any securities exchange or under any state or federal law, or the consent or approval of any governmental regulatory body is necessary or desirable as a condition of, or in connection with, the grant of an Award or the issuance of Stock, no such Award shall be granted or payment made or Stock issued, in whole or in part, unless listing, registration, qualification, consent or approval has been effected or obtained free of any conditions not acceptable to the Committee. (iii) In the event that the disposition of Stock acquired pursuant to the Plan is not covered by a then current registration statement under the Securities Act of 1933, as amended (the ‘‘Securities Act’’), and is not otherwise exempt from such registration, such Stock shall be restricted against transfer to the extent required by the Securities Act or regulations thereunder, and the Committee may require a Grantee receiving Stock pursuant to the Plan, as a condition precedent to receipt of such Stock, to represent to the Company in writing that the Stock acquired by such Grantee is acquired for investment only and not with a view to distribution. (i) Section 409A. This Plan is intended to comply and shall be administered in a manner that is intended to comply with Section 409A of the Code and shall be construed and interpreted in accordance with such intent. To the extent that an Award, issuance and/or payment is subject to Section 409A of the Code, it shall be awarded and/or issued or paid in a manner that will comply with Section 409A of the Code, including proposed, temporary or final regulations or any other guidance issued by the Secretary of the Treasury and the Internal Revenue Service with respect thereto. Any provision of this Plan that would cause an Award, issuance and/or payment to fail to satisfy Section 409A of the Code shall have no force and effect until amended to comply with Code Section 409A (which amendment may be retroactive to the extent permitted by applicable law). (j) Governing Law. The Plan and all determinations made and actions taken pursuant hereto shall be governed by the laws of the State of Delaware without giving effect to the conflict of laws principles thereof.

B-15 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 (This page has been left blank intentionally.) WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 DIRECTIONS TO THE DUPONT THEATRE

From Philadelphia on I-95 South From Baltimore on I-95 North

1. Follow I-95 North to Wilmington Exit 7 1. Follow I-95 South to Wilmington. marked ‘‘Route 52, Delaware Avenue.’’

2. From right lane take Exit 7A marked 2. From right lane take Exit 7 onto ‘‘52 South, Delaware Ave.’’ Adams Street.

3. Follow exit road (11th Street) marked 3. At the third traffic light on Adams Street, ‘‘52 South, Business District.’’ turn right onto 11th Street.

4. Continue on 11th Street bearing left 4. Follow 11th Street marked ‘‘52 South, through Delaware Avenue intersection Business District,’’ bearing left through to parking. Delaware Avenue intersection to parking.

5. The DuPont Theatre is in the 5. The DuPont Theatre is in the Hotel du Pont Building. Hotel du Pont Building.

Delaware Avenue 12th Street

11th Street

Shipley St.

Tatnall Street Tatnall Orange Street Market St.

Adams Street Washington Street 16MAR201114510927

To reach Wilmington by train, please contact AMTRAK (800-872-7245/amtrak.com) for Northeast Corridor service or SEPTA (302-652-3278/septa.org) for local train service.

www.dupont.com

16MAR201020020147 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 2010

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 OR TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 1-815 E. I. DU PONT DE NEMOURS AND COMPANY (Exact name of registrant as specified in its charter) DELAWARE 51-0014090 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 1007 Market Street Wilmington, Delaware 19898 (Address of principal executive offices) Registrant’s telephone number, including area code: 302-774-1000 Securities registered pursuant to Section 12(b) of the Act (Each class is registered on the New York Stock Exchange, Inc.): Title of Each Class

Common Stock ($.30 par value) Preferred Stock (without par value-cumulative) $4.50 Series $3.50 Series No securities are registered pursuant to Section 12(g) of the Act.

Indicate by check mark whether the registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities Act). Yes No Indicate by check mark whether the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No 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 such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes 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. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of ‘‘accelerated filer and large accelerated filer’’ in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No The aggregate market value of voting stock held by nonaffiliates of the registrant (excludes outstanding shares beneficially owned by directors and officers and treasury shares) as of June 30, 2010, was approximately $31.3 billion. As of January 31, 2011, 921,634,000 shares (excludes 87,041,000 shares of treasury stock) of the company’s common stock, $.30 par value, were outstanding. Documents Incorporated by Reference (Specific pages incorporated are indicated under the applicable Item herein): Incorporated By Reference In Part No. The company’s Proxy Statement in connection with the Annual Meeting of Stockholders to be held on April 27, 2011 .... III WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Form 10-K Table of Contents

The terms ‘‘DuPont’’ or the ‘‘company’’ as used herein refer to E. I. du Pont de Nemours and Company and its consolidated subsidiaries, or to E. I. du Pont de Nemours and Company, as the context may indicate.

Page PART I Item 1. Business 2 Item 1A. Risk Factors 6 Item 1B. Unresolved Staff Comments 9 Item 2. Properties 10 Item 3. Legal Proceedings 12 Item 4. Removed and Reserved PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 13 Item 6. Selected Financial Data 15 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 16 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 47 Item 8. Financial Statements and Supplementary Data 49 Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure 49 Item 9A. Controls and Procedures 50 Item 9B. Other Information 50 PART III Item 10. Directors, Executive Officers and Corporate Governance 51 Item 11. Executive Compensation 52 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 53 Item 13. Certain Relationships and Related Transactions, and Director Independence 54 Item 14. Principal Accountant Fees and Services 54 PART IV Item 15. Exhibits and Financial Statement Schedules 55 Signatures 58

Note on Incorporation by Reference Information pertaining to certain Items in Part III of this report is incorporated by reference to portions of the company’s definitive 2011 Annual Meeting Proxy Statement to be filed within 120 days after the end of the year covered by this Annual Report on Form 10-K, pursuant to Regulation 14A (the Proxy).

1 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Part I

ITEM 1. BUSINESS DuPont was founded in 1802 and was incorporated in Delaware in 1915. DuPont is a world leader in science and innovation across a range of disciplines, including agriculture and industrial biotechnology, chemistry, biology, materials science and manufacturing. The company operates globally and offers a wide range of innovative products and services for markets including agriculture and food, building and construction, electronics and communications, general industrial, and transportation. Total worldwide employment at December 31, 2010, was approximately 60,000 people. The company consists of 13 businesses which are aggregated into seven reportable segments based on similar economic characteristics, the nature of the products and production processes, end-use markets, channels of distribution and regulatory environment. The company’s reportable segments are Agriculture & Nutrition, Electronics & Communications, Performance Chemicals, Performance Coatings, Performance Materials, Safety & Protection, and Pharmaceuticals. The company includes certain embryonic businesses not included in the reportable segments, such as Applied BioSciences, and nonaligned businesses in Other. Information describing the business of the company can be found on the indicated pages of this report:

Item Page Segment Reviews Introduction 25 Agriculture & Nutrition 26 Electronics & Communications 28 Performance Chemicals 29 Performance Coatings 30 Performance Materials 31 Safety & Protection 32 Pharmaceuticals 33 Other 34 Geographic Information – Net Sales and Net Property F-47 Segment Sales, Net Sales, Pre-tax Operating Income and Segment Net Assets F-48 The company has operations in more than 90 countries worldwide and about 65 percent of consolidated net sales are made to customers outside the United States of America (U.S.). Subsidiaries and affiliates of DuPont conduct manufacturing, seed production, or selling activities and some are distributors of products manufactured by the company.

Acquisition of Danisco In January 2011, DuPont and its wholly owned subsidiary, DuPont Denmark Holding ApS, entered into a definitive agreement for the acquisition of Danisco A/S (Danisco) for $6.3 billion, which includes $5.8 billion in cash and the assumption of $500 million of Danisco’s net debt. The transaction is subject to customary closing conditions, including certain regulatory approvals and the tender of more than 90 percent of Danisco’s shares in the tender offer. DuPont has the right to waive such tender offer conditions and accept a lesser number of shares in certain cases. The transaction is expected to close in the second quarter 2011. Danisco is a leading technology-driven organization, with outstanding research and application development capabilities in biotechnology. Danisco has specialty food ingredients, including enablers, cultures and sweeteners, which generate about 65 percent of its total sales. Genencor, its enzymes division, represents about 35 percent of its total sales. DuPont and Danisco are joint venture partners in the development of cellulosic ethanol technology. (See Applied BioSciences business discussion on page 34 for more information.) Danisco has nearly 7,000 employees globally with operations in 23 countries. Upon completion, the transaction would establish DuPont as a clear leader in industrial biotechnology with science-intensive innovations that address global challenges in food production and reduced fossil fuel consumption.

2 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Part I

ITEM 1. BUSINESS, continued Sources of Supply The company utilizes numerous suppliers as well as internal sources to supply a wide range of raw materials, energy, supplies, services and equipment. To ensure availability, the company maintains multiple sources for fuels and many raw materials, including hydrocarbon feedstocks. Large volume purchases are generally procured under competitively priced supply contracts. The company’s wholly owned subsidiary, Pioneer Hi-Bred International, Inc. (Pioneer), operates in the seed industry and has seed production facilities located throughout the world. Seed production is performed directly by the company or contracted with independent growers and conditioners. The company’s ability to produce seeds primarily depends upon weather conditions and availability of reliable contract growers. The major commodities, raw materials and supplies for the company’s reportable segments in 2010 include the following:

Agriculture & Nutrition: benzene and carbamic acid related intermediates; copper; insect control products; natural gas; soybeans; soy flake; soy lecithin; sulfonamides; corn and soybean seeds

Electronics & Communications: block co-polymers; copper; hydroxylamine; oxydianiline; polyester film; precious metals; pyromellitic dianhydride

Performance Chemicals: ammonia; benzene; chlorine; chloroform; fluorspar; hydrofluoric acid; industrial gases; methanol; natural gas; perchloroethylene; sulfur; titanium ore

Performance Coatings: isocyanates; pigments; resins; solvents

Performance Materials: acrylic monomers; adipic acid; butadiene; butanediol; dimethyl terephthalate; ethane; fiberglass; hexamethylenediamine; methanol; natural gas; purified terephthalic acid

Safety & Protection: alumina hydroxide; benzene; high density polyethylene; isophthaloyl chloride; metaphenylenediamine; methyl methacrylate; paraphenylenediamine; polyester fiber; terephthaloyl chloride; wood pulp No commodities or raw materials are purchased for the Pharmaceutical segment. This segment receives net proceeds and royalties from licensing arrangements for Cozaar and Hyzaar antihypertensive drugs, which are manufactured and distributed by Merck Sharp & Dohme Corp., a subsidiary of Merck & Co., Inc. (Merck).

Backlog In general the company does not manufacture its products against a backlog of orders and does not consider backlog to be a significant indicator of the level of future sales activity. Production and inventory levels are based on the level of incoming orders as well as projections of future demand. Therefore, the company believes that backlog information is not material to understanding its overall business and should not be considered a reliable indicator of the company’s ability to achieve any particular level of revenue or financial performance.

Intellectual Property DuPont believes that its intellectual property estate provides it with an important competitive advantage. It has an established global network of attorneys, as well as branding, advertising and licensing professionals, to procure, maintain, protect, enhance and gain value from this estate.

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ITEM 1. BUSINESS, continued The company has a large portfolio of and is licensed under various patents. These definite-lived patents cover many products, processes and product uses. These patents protect many aspects of the company’s significant research programs and the goods and services it sells. The actual protection afforded by these patents varies from country to country and depends upon the scope of coverage of each individual patent as well as the availability of legal remedies in each country. DuPont owns about 17,600 worldwide patents and 17,300 worldwide patent applications. In 2010, the company was granted about 700 U.S. patents and about 1,400 international patents. DuPont’s rights under its patents and licenses, as well as the products made and sold under them, are important to the company as a whole, and to varying degrees, important to each reportable segment. The environment in which Pioneer competes has been characterized by the use among competitors of new patents, patent positions and patent lawsuits to gain advantage in commercial markets. Ownership of and access to intellectual property rights, particularly those relating to biotechnology and germplasm, will continue to be important to Pioneer and its competitors. Pioneer has a large collection of patents related to biotechnology and germplasm and also licenses technology from others. Pioneer will continue to address the dynamic environment in which it competes through a variety of means that includes protecting and enforcing its own intellectual property rights, challenging claims made by others and, where appropriate, obtaining licenses to important technologies on commercially reasonable terms. During 2007, Pioneer entered into a business agreement on corn herbicide tolerance and insect control trait technologies with Monsanto Company (Monsanto). Among other provisions, modifications were made to the existing corn license agreements; both parties agreed to exchange certain non-assert and other intellectual property rights; and both parties obtained rights to reference and access certain regulatory data and approvals in which the other has certain interests. For additional information, see Pioneer business discussion beginning on page 26 and the Contractual Obligations table on page 39. The company has about 2,000 unique trademarks for its products and services and approximately 19,000 registrations for these trademarks worldwide. Ownership rights in trademarks do not expire if the trademarks are continued in use and properly protected. The company has many trademarks that have significant recognition at the consumer retail level and/or business to business level. Significant trademarks at the consumer retail level include the DuPont Oval and DuPont (the ‘‘DuPont Brand Trademarks’’); Pioneer brand seeds; Teflon fluoropolymers, films, fabric protectors, fibers and dispersions; Corian surfaces; Kevlar high strength material; Nomex thermal resistant material and Tyvek protective material. The company actively pursues licensing opportunities for selected trademarks at the retail level.

Seasonality Sales of the company’s products in the Agriculture & Nutrition segment are affected by seasonal cropping and weather patterns. Sales and earnings performance in the Agriculture & Nutrition segment is strongest in the first half of the year. The segment generally operates at a loss during the third and fourth quarters of the year. As a result of the seasonal nature of its business, Agriculture & Nutrition’s inventory is at its highest level at the end of the calendar year and is sold down in the first and second quarters. Trade receivables in the Agriculture & Nutrition segment are at a low point at year-end and increase through the selling season to peak at the end of the second quarter. In general, businesses in the remaining segments are not significantly affected by seasonal factors.

Marketing With the exception of certain products in the Agriculture & Nutrition segment, most products are marketed primarily through DuPont’s sales force, although in some regions, more emphasis is placed on sales through distributors. Pioneer owns or uses a number of brands for its products and promotes them through multiple marketing channels around the world. In the corn and soybean markets of the U.S. Corn Belt, Pioneer brand products are sold through a specialized force of independent sales representatives. Products that are co-branded or marketed under other Pioneer owned brands are distributed in this region by select seed companies. (See page 27 for a discussion of Pioneer’s PROaccessSM business strategy.) In other North American markets, Pioneer products are marketed through distributors and crop input retailers. Pioneer products outside of North America are marketed through a network of subsidiaries, joint ventures and independent producer-distributors. Similarly, Crop Protection products are marketed and sold to growers and other end users through a network of wholesale distributors and crop input retailers. Solae

4 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Part I

ITEM 1. BUSINESS, continued isolated and functional soy proteins are marketed using a combination of outside distributors, joint ventures and direct sales.

Major Customers The company’s sales are not materially dependent on a single customer or small group of customers. However, collectively, Performance Coatings and Performance Materials have several large customers, primarily in the motor vehicle original equipment manufacturer (OEM) industry supply chain. The company has long-standing relationships with these customers and they are considered to be important to the segments’ operating results.

Competition As a science and technology based company, DuPont competes on a variety of factors such as product quality and performance or specifications, continuity of supply, price, customer service and breadth of product line, depending on the characteristics of the particular market involved and the product or service provided. Major competitors include diversified industrial companies principally based in the U.S., Western Europe, Japan, China, Korea and India. In the aggregate, these competitors offer a wide range of products from agricultural, commodity and specialty chemicals to plastics, fibers and advanced materials. The company also competes in certain markets with smaller, more specialized firms who offer a narrow range of products or converted products that functionally compete with the company’s offerings. Pioneer sells advanced plant genetics, principally for the global production of corn and soybeans and thus directly competes with other seed and plant biotechnology companies. The Nutrition & Health business also provides food safety equipment and soy-based food ingredients in competition with other major grain and food processors.

Research and Development The company conducts research in the U.S. at either dedicated research facilities or manufacturing plants. The highest concentration of research is in the Wilmington, Delaware area at several large research centers. Among these, the Experimental Station laboratories engage in investigative and applied research, the Chestnut Run laboratories focus on applied research and the Stine-Haskell Research Center conducts agricultural product research and toxicological research to assure the safe manufacture, handling and use of products and raw materials. Other major research locations in the U.S. include facilities dedicated to coatings research in Mount Clemens, Michigan; Pioneer research facilities in Johnston, Iowa; The Solae Company facilities in St. Louis, Missouri; polymer research facilities in Richmond, Virginia, and Parkersburg, West Virginia; and electronic materials research facilities in Research Triangle Park, North Carolina, and Santa Barbara, California. DuPont, reflecting the company’s global interests, also operates additional research and development facilities at locations outside the U.S., with major facilities located in Sao Paulo, Brazil; Kingston, Canada; Shanghai, China; Wuppertal, Germany; Hyderabad, India; Kanagawa, Japan; Utsunomiya, Japan; Seoul, Korea; and Meyrin, Switzerland. The objectives of the company’s research and development programs are to create new technologies, processes and business opportunities in relevant fields, as well as to improve existing products and processes. Each segment of the company funds research and development activities that support its business mission. Recently, the company has broadened its sustainability commitments beyond environmental footprint reduction to include market-driven targets for research and development investment. The company is expanding its offerings addressing safety, environment, energy and climate challenges in the global marketplace by developing and commercializing renewable, bio-based materials; advanced biofuels; energy-efficient technologies; enhanced safety and protection products; and alternative energy products and technologies. The goals are tied directly to business growth, including increasing food production, increasing renewable sources for energy and raw materials, and providing greater safety and protection for people and the environment. The corporate research laboratories are responsible for conducting research programs aligned with corporate strategy. All research and development activities are administered by senior research and development management

5 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Part I

ITEM 1. BUSINESS, continued to ensure consistency with the business and corporate strategy. The future of the company is not dependent upon the outcome of any single research program. Additional information with respect to research and development, including the amount incurred during each of the last three fiscal years, is included in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, on page 19 of this report.

Facility Security See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, on page 45 for a discussion of facility security.

Environmental Matters Information related to environmental matters is included in several areas of this report: (1) Environmental Proceedings on page 12, (2) Management’s Discussion and Analysis of Financial Condition and Results of Operations on pages 23, 41-45 and (3) Notes 1 and 19 to the Consolidated Financial Statements.

Available Information The company is subject to the reporting requirements under the Securities Exchange Act of 1934. Consequently, the company is required to file reports and information with the Securities and Exchange Commission (SEC), including reports on the following forms: annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934. The public may read and copy any materials the company files with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC also maintains an Internet site at http://www.sec.gov that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The company’s annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports are also accessible on the company’s website at http://www.dupont.com by clicking on the tab labeled ‘‘Investor Center’’ and then on ‘‘SEC filings.’’ These reports are made available, without charge, as soon as is reasonably practicable after the company files or furnishes them electronically with the Securities and Exchange Commission.

Executive Officers of the Registrant Information related to the company’s Executive Officers is included in Item 10, Directors, Executive Officers and Corporate Governance, on page 51 of this report.

ITEM 1A. RISK FACTORS The company’s operations could be affected by various risks, many of which are beyond its control. Based on current information, the company believes that the following identifies the most significant risk factors that could affect its businesses. Past financial performance may not be a reliable indicator of future performance and historical trends should not be used to anticipate results or trends in future periods.

Price increases for energy and raw materials could have a significant impact on the company’s ability to sustain and grow earnings. The company’s manufacturing processes consume significant amounts of energy and raw materials, the costs of which are subject to worldwide supply and demand as well as other factors beyond the control of the company. Significant variations in the cost of energy, which primarily reflect market prices for oil and natural gas and raw materials affect the company’s operating results from period to period. Legislation to address climate change by reducing greenhouse gas emissions and establishing a price on carbon could create increases in energy costs and price

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ITEM 1A. RISK FACTORS, continued volatility. When possible, the company purchases raw materials through negotiated long-term contracts to minimize the impact of price fluctuations. Additionally, the company enters into over-the-counter and exchange traded derivative commodity instruments to hedge its exposure to price fluctuations on certain raw material purchases. The company takes actions to offset the effects of higher energy and raw material costs through selling price increases, productivity improvements and cost reduction programs. Success in offsetting higher raw material costs with price increases is largely influenced by competitive and economic conditions and could vary significantly depending on the market served. If the company is not able to fully offset the effects of higher energy and raw material costs, it could have a significant impact on the company’s financial results.

Failure to develop and market new products and manage product life cycles could impact the company’s competitive position and have an adverse effect on the company’s financial results. Operating results are largely dependent on the company’s assessment and management of its portfolio of current, new and developing products and services and its ability to bring those products and services to market. The company plans to grow earnings by focusing on developing markets and solutions to meet increasing demand for food productivity, decrease dependency on fossil fuels and protect people, assets and the environment. This ability could be adversely affected by difficulties or delays in product development such as the inability to identify viable new products, successfully complete research and development, obtain relevant regulatory approvals, obtain intellectual property protection, or gain market acceptance of new products and services. Because of the lengthy development process, technological challenges and intense competition, there can be no assurance that any of the products the company is currently developing, or could begin to develop in the future, will achieve substantial commercial success. Sales of the company’s new products could replace sales of some of its current products, offsetting the benefit of even a successful product introduction.

The company’s results of operations could be adversely affected by litigation and other commitments and contingencies. The company faces risks arising from various unasserted and asserted litigation matters, including, but not limited to, product liability, patent infringement, antitrust claims, and claims for third party property damage or personal injury stemming from alleged environmental torts. The company has noted a nationwide trend in purported class actions against chemical manufacturers generally seeking relief such as medical monitoring, property damages, off-site remediation and punitive damages arising from alleged environmental torts without claiming present personal injuries. The company also has noted a trend in public and private nuisance suits being filed on behalf of states, counties, cities and utilities alleging harm to the general public. Various factors or developments can lead to changes in current estimates of liabilities such as a final adverse judgment, significant settlement or changes in applicable law. A future adverse ruling or unfavorable development could result in future charges that could have a material adverse effect on the company. An adverse outcome in any one or more of these matters could be material to the company’s financial results. In the ordinary course of business, the company may make certain commitments, including representations, warranties and indemnities relating to current and past operations, including those related to divested businesses and issue guarantees of third party obligations. If the company were required to make payments as a result, they could exceed the amounts accrued, thereby adversely affecting the company’s results of operations.

The company’s business, including its results of operations and reputation, could be adversely affected by process safety and product stewardship issues. Failure to appropriately manage safety, human health, product liability and environmental risks associated with the company’s products, product life cycles and production processes could adversely impact employees, communities, stakeholders, the company’s reputation and its results of operations. Public perception of the risks associated with the company’s products and production processes could impact product acceptance and influence the regulatory environment in which the company operates. While the company has procedures and controls to manage process safety risks, issues could be created by events outside of its control including natural disasters, severe weather events and acts of sabotage.

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ITEM 1A. RISK FACTORS, continued As a result of the company’s current and past operations, including operations related to divested businesses, the company could incur significant environmental liabilities. The company is subject to various laws and regulations around the world governing the environment, including the discharge of pollutants and the management and disposal of hazardous substances. As a result of its operations, including its past operations and operations of divested businesses, the company could incur substantial costs, including cleanup costs. The costs of complying with complex environmental laws and regulations, as well as internal voluntary programs, are significant and will continue to be so for the foreseeable future. The ultimate costs under environmental laws and the timing of these costs are difficult to predict. The company’s accruals for such costs and liabilities may not be adequate because the estimates on which the accruals are based depend on a number of factors including the nature of the matter, the complexity of the site, site geology, the nature and extent of contamination, the type of remedy, the outcome of discussions with regulatory agencies and other Potentially Responsible Parties (PRPs) at multi-party sites and the number and financial viability of other PRPs.

The company’s ability to generate sales from genetically modified products, particularly seeds and other agricultural products, could be adversely affected by market acceptance, government policies, rules or regulations and competition. The company is using biotechnology to create and improve products, particularly in its Agriculture & Nutrition segment. The use of biotechnology to characterize the genetic and performance characteristics of Pioneer seeds provides Pioneer with competitive advantages in the development of new products, and in the most effective placement of those products on customer acres. In addition, the company uses biotechnology to enhance the performance of its seed products through the addition of specific transgenes. The company’s ability to generate sales from such products could be affected by market acceptance of genetically modified products as well as governmental policies, laws and regulations that affect the development, manufacture and distribution of products, including the testing and planting of seeds containing biotechnology traits and the import of commodity grain grown from those seeds. The company competes with major global companies that have strong intellectual property estates supporting the use of biotechnology to enhance products, particularly in the agricultural products and production markets. Speed in discovering and protecting new technologies and bringing products based on them to market is a significant competitive advantage. Failure to predict and respond effectively to this competition could cause the company’s existing or candidate products to become less competitive, adversely affecting sales.

Changes in government policies and laws could adversely affect the company’s financial results. Sales outside the U.S. constitute approximately 65 percent of the company’s 2010 revenue. The company anticipates that international sales will continue to represent a substantial portion of its total sales and that continued growth and profitability will require further international expansion, particularly in developing markets. Sales from developing markets represent approximately 30 percent of the company’s revenue in 2010 and the company’s growth plans include focusing on expanding its presence in developing markets. The company’s financial results could be affected by changes in trade, monetary and fiscal policies, laws and regulations, or other activities of U.S. and non-U.S. governments, agencies and similar organizations. These conditions include, but are not limited to, changes in a country’s or region’s economic or political conditions, trade regulations affecting production, pricing and marketing of products, local labor conditions and regulations, reduced protection of intellectual property rights in some countries, changes in the regulatory or legal environment, restrictions on currency exchange activities, burdensome taxes and tariffs and other trade barriers. International risks and uncertainties, including changing social and economic conditions as well as terrorism, political hostilities and war, could lead to reduced sales and profitability.

Economic factors, including inflation, deflation and fluctuations in currency exchange rates, interest rates and commodity prices could affect the company’s financial results. The company is exposed to fluctuations in currency exchange rates, interest rates and commodity prices. Because the company has significant international operations, there are a large number of currency transactions that result from international sales, purchases, investments and borrowings. The company actively manages currency exposures that are associated with net monetary asset positions, committed currency purchases and sales, foreign currency-

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ITEM 1A. RISK FACTORS, continued denominated revenues and other assets and liabilities created in the normal course of business. Failure to successfully manage these risks could have an adverse impact on the company’s financial position, results of operations and cash flows.

Conditions in the global economy and global capital markets may adversely affect the company’s results of operations, financial condition, and cash flows. The company’s business and operating results may in the future be adversely affected by global economic conditions, including instability in credit markets, declining consumer and business confidence, fluctuating commodity prices, volatile exchange rates, and other challenges that could affect the global economy. The company’s customers may experience deterioration of their businesses, cash flow shortages, and difficulty obtaining financing. As a result, existing or potential customers may delay or cancel plans to purchase products and may not be able to fulfill their obligations in a timely fashion. Further, suppliers could experience similar conditions, which could impact their ability to fulfill their obligations to the company. Adversity within capital markets may impact future return on pension assets, thus resulting in greater future pension costs that impact the company’s results. Future weakness in the global economy could adversely affect the company’s results of operations, financial condition and cash flows in future periods.

The company’s results of operations and financial condition could be seriously impacted by business disruptions and security threats. Business disruptions, including supply disruptions, increasing costs for energy, temporary plant and/or power outages and information technology system and network disruptions, could seriously harm the company’s operations as well as the operations of its customers and suppliers. Like many other multinational organizations, the company faces security threats to its facilities, data and information technology infrastructure. Although it is impossible to predict the occurrences or consequences of business disruptions or security threats, they could result in reduced demand for the company’s products, make it difficult or impossible for the company to deliver products to its customers or to receive raw materials from suppliers, and create delays and inefficiencies in the supply chain. The company actively manages the risks within its control that could lead to business disruptions or security breaches in order to mitigate any potential impact from business disruptions regardless of cause including acts of sabotage, terrorism or war, weather events and natural disasters. Despite these efforts, the impact from business disruptions and security breaches could significantly increase the cost of doing business or otherwise adversely impact the company’s financial performance.

Inability to protect and enforce the company’s intellectual property rights could adversely affect the company’s financial results. Intellectual property rights are important to the company’s business. The company endeavors to protect its intellectual property rights in jurisdictions in which its products are produced or used and in jurisdictions into which its products are imported. However, the company may be unable to obtain protection for its intellectual property in key jurisdictions. Additionally, the company has designed and implemented internal controls to restrict access to and distribution of its intellectual property, including confidential information and trade secrets. Despite these precautions, it is possible that unauthorized parties may access and use such property. When misappropriation is discovered, the company reports such situations to the appropriate governmental authorities for investigation and takes measures to mitigate any potential impact.

ITEM 1B. UNRESOLVED STAFF COMMENTS None.

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ITEM 2. PROPERTIES The company’s corporate headquarters are located in Wilmington, Delaware. The company’s manufacturing, processing, marketing and research and development facilities, as well as regional purchasing offices and distribution centers are located throughout the world. Information regarding research and development facilities is incorporated by reference to Item 1, Business-Research and Development. Additional information with respect to the company’s property, plant and equipment and leases is contained in Notes 10, 19 and 24 to the Consolidated Financial Statements. The company has investments in property, plant and equipment related to global manufacturing operations. Collectively there are over 300 sites in total. The more significant sites are listed by their applicable segment(s) as set forth below:

Agriculture & Nutrition Asia Pacific Shanghai, China; Savli, India Europe Ieper, Belgium; Aarhus, Denmark; Cernay, France; Szarvas, Hungary; Asturias, Spain Latin America Barra Mansa, Brazil; Camacari, Brazil; Esteio, Brazil; Lerma, Mexico U.S. Mobile, AL; Valdosta, GA; Johnston, IA; El Paso, IL; Pryor, OK; Manati, Puerto Rico; Memphis, TN; LaPorte, TX Electronics & Communications Asia Pacific Dongguan, China; Shenzhen, China; Hitachi, Japan; Tokai, Japan; Hsinchu, Taiwan; Taoyuan, Taiwan Europe Neu Isenburg, Germany; Bristol, UK; Ruabon, UK U.S. Hayward, CA; Santa Barbara, CA; Torrance, CA; Fort Madison, IA; Louisville, KY; Fayetteville, NC; Research Triangle Park, NC; Parlin, NJ; Buffalo, NY; Rochester, NY; Circleville, OH; Dayton, OH; Towanda, PA; Manati, Puerto Rico; Bayport, TX; Logan, UT Performance Chemicals Asia Pacific Changshu, China; Shenzhen, China; Madurai, India; Chiba, Japan; Shimizu, Japan; Kuan Yin, Taiwan Europe Mechelen, Belgium; Villers-St. Paul, France; Dordrecht, The Netherlands; Sudbury, UK Latin America Altamira, Mexico U.S. El Dorado, AR; Edge Moor, DE; Red Lion, DE; Starke, FL; Louisville, KY; Wurtland, KY; Burnside, LA; La Place, LA; De Lisle, MS; Pascagoula, MS; Fayetteville, NC; Chambers Works, NJ; Deepwater, NJ; Linden, NJ; Parlin, NJ; Buffalo, NY; Niagara Falls, NY; Circleville, OH; Fort Hill, OH; Towanda, PA; North Kingstown, RI; Memphis, TN; New Johnsonville, TN; Baytown, TX; Beaumont, TX; Corpus Christi, TX; El Paso, TX; LaPorte, TX; James River, VA; Belle, WV; Parkersburg, WV Performance Coatings Asia Pacific Changchun, China; Jiading, China Europe Mechelen, Belgium; Wuppertal, Germany Latin America Sao Paulo, Brazil U.S. Mount Clemens, MI; Houston, TX; Front Royal, VA

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ITEM 2. PROPERTIES, continued

Performance Materials Asia Pacific Beijing, China; Shenzhen, China; Wuxi, China; Zhangjigang, China; Madurai, India; Savli, India; Chiba, Japan; Gifu, Japan; Ibaraki, Japan; Otake, Japan; Utsunomiya, Japan; Ulsan, Korea; Singapore Canada Maitland, Canada; Sarnia, Canada Europe Antwerp, Belgium; Mechelen, Belgium; Uentrop, Germany; Luxembourg; Dordrecht, The Netherlands; Landgraaf, The Netherlands; Dumfries, UK Latin America Berazategui, Argentina U.S. Newark, DE; La Place, LA; Fayetteville, NC; Deepwater, NJ; Ashland, OH; Circleville, OH; Cleveland, OH; Upper Sandusky, OH; Copper River, SC; Chattanooga, TN; La Porte, TX; Orange, TX; Victoria, TX; Hopewell, VA; Richmond, VA; Parkersburg, WV Safety & Protection Asia Pacific Guangzhou, China; Ulsan, Korea Canada Thetford Mines, Canada Europe Luxembourg; Maydown, UK; Asturias, Spain U.S. Martinez, CA; Leawood, KS; Parsippany, NJ; Buffalo, NY; Cooper River, SC; Richmond, VA; Virgina Beach, VA The company’s plants and equipment are well maintained and in good operating condition. Sales as a percent of capacity were 81, 70 and 78 percent in 2010, 2009 and 2008, respectively. Properties are primarily owned by the company; however, certain properties are leased. No title examination of the properties has been made for the purpose of this report and certain properties are shared with other tenants under long-term leases.

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ITEM 3. LEGAL PROCEEDINGS The company is subject to various litigation matters, including, but not limited to, product liability, patent infringement, antitrust claims, and claims for third party property damage or personal injury stemming from alleged environmental torts. Information regarding certain of these matters is set forth below and in Note 19 to the Consolidated Financial Statements.

Litigation PFOA: Environmental and Litigation Proceedings For purposes of this report, the term PFOA means collectively perfluorooctanoic acid and its salts, including the ammonium salt and does not distinguish between the two forms. Information related to this matter is included in Note 19 to the Consolidated Financial Statements under the heading PFOA.

Environmental Proceedings Belle Plant, West Virginia The U.S. Environmental Protection Agency (EPA) is investigating three chemical releases at DuPont’s Belle facility in West Virginia which occurred in January 2010. One of the releases involved the death of a DuPont employee after exposure to phosgene.

Chambers Works Plant, Deepwater, New Jersey In January 2010, EPA and the U.S. Attorney’s Office for New Jersey, informed DuPont that the government was initiating an enforcement action arising from alleged environmental non-compliance at the Chambers Works facility. The government alleges that the facility violated recordkeeping requirements of certain provisions of the Clean Air Act and the Federal Clean Air Act Regulations governing Leak Detection and Reporting and that it failed to report emissions of a compound from Chambers Works’ waste water treatment facility under the Emergency Planning and Community Right-to-Know Act. The alleged non-compliance was identified by EPA in 2007 and 2009 following separate environmental audits. DuPont is in settlement negotiations with EPA and the Department of Justice (DOJ).

Chambers Works Plant, Deepwater, New Jersey On September 29, 2010, DuPont received a draft Administrative Consent Order from the New Jersey Department of Environmental Protection (NJDEP) seeking a penalty for alleged violations of New Jersey hazardous waste regulations dating back to April 2009 based on a facility-wide hazardous waste audit conducted in May 2010. DuPont is in negotiations with NJDEP.

Chambers Works Plant, Deepwater, New Jersey DuPont is in settlement negotiations with EPA and DOJ concerning allegations of environmental non-compliance at the Chambers Works facility. The allegations arose from an ongoing investigation into DuPont’s management of hazardous waste in rail cars.

TSCA Voluntary Audit DuPont voluntarily undertook a self-audit concerning reporting of inhalation studies pursuant to Toxic Substances Control Act (TSCA) section 8(e). DuPont voluntarily reported the results of that audit to EPA. The EPA has reviewed the information submitted under this self-audit and has indicated potential violations exist with respect to some of the submitted studies. In December 2010, the agreement to settle this matter for a penalty of $3.3 million was approved by EPA’s Environmental Appeals Board.

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ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market for Registrant’s Common Equity and Related Stockholder Matters The company’s common stock is listed on the New York Stock Exchange, Inc. (symbol DD) and certain non-U.S. exchanges. The number of record holders of common stock was approximately 81,000 at January 31, 2011. Holders of the company’s common stock are entitled to receive dividends when they are declared by the Board of Directors. While it is not a guarantee of future conduct, the company has continuously paid a quarterly dividend since the fourth quarter 1904. Dividends on common stock and preferred stock are usually declared in January, April, July and October. When dividends on common stock are declared, they are usually paid mid March, June, September and December. Preferred dividends are paid on or about the 25th of January, April, July and October. The Stock Transfer Agent and Registrar is Computershare Trust Company, N.A. The company’s quarterly high and low trading stock prices and dividends per common share for 2010 and 2009 are shown below.

Market Prices Per Share Dividend 2010 High Low Declared Fourth Quarter $50.17 $44.21 $0.41 Third Quarter 45.87 33.73 0.41 Second Quarter 41.45 33.66 0.41 First Quarter 39.04 31.88 0.41

2009 Fourth Quarter $35.62 $30.06 $0.41 Third Quarter 34.59 23.91 0.41 Second Quarter 30.23 21.62 0.41 First Quarter 27.98 16.05 0.41

Issuer Purchases of Equity Securities In June 2001, the Board of Directors authorized up to $2 billion for repurchases of the company’s common stock. During the fourth quarter 2010, the company paid $250 million to purchase and retire 5.4 million shares at an average price of $46.34 per share under this plan. As of December 31, 2010, cumulative purchases of common stock under this plan are 25.9 million shares at a cost of $1.2 billion. There is no expiration date on the current authorization and no determination has been made by the company to suspend or cancel purchases under the plan. The following table summarizes information with respect to the company’s purchases of its common stock during the fourth quarter 2010:

Total Number of Approximate Value Shares Purchased of Shares that May Total Number as Part of Publicly Yet Be Purchased of Shares Average Price Announced Under the Program Month Purchased Paid per Share Program (Dollars in millions) November 5,395,024 $46.34 5,395,024 $788 Total 5,395,024 5,395,024

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ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES, continued Stock Performance Graph The following graph presents the cumulative five-year total return for the company’s common stock compared with the S&P 500 Stock Index and a self-constructed peer group of companies. The peer group companies for the year ended December 31, 2010 are 3M Company; Abbott Laboratories; Air Products & Chemicals, Inc.; Baxter International Inc.; The Boeing Company; Caterpillar Inc.; Eastman Kodak Company; Emerson Electric Co.; Hewlett-Packard Company; Honeywell International Inc.; Ingersoll-Rand Company Limited; Johnson & Johnson; Johnson Controls, Inc.; Kimberly- Clark Corporation; Merck & Co. Inc.; Monsanto Company; Motorola Inc.; The Procter & Gamble Company; and United Technologies Corporation.

Stock Performance Graph $175

$150

$125

$100

DuPont $75 S&P 500 Peer Group

$50 2005 2006 2007 20082009 2FEB201100530384 2010

12/31/2005 12/31/2006 12/31/2007 12/31/2008 12/31/2009 12/31/2010 DuPont $100 $119 $111 $ 66 $ 94 $145 S&P 500 Index $100 $116 $122 $ 77 $ 97 $112 Peer Group $100 $119 $140 $103 $124 $132

The graph assumes that the value of DuPont Common Stock, the S&P 500 Stock Index and the peer group of companies was each $100 on December 31, 2005 and that all dividends were reinvested. The peer group is weighted by market capitalization.

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ITEM 6. SELECTED FINANCIAL DATA

(Dollars in millions, except per share) 2010 2009 2008 2007 2006 Summary of operations Net sales $31,505 $26,109 $30,529 $29,378 $27,421 Income before income taxes $ 3,711 $ 2,184 $ 2,391 $ 3,743 $ 3,329 Provision for income taxes $ 659 $ 415 $ 381 $ 748 $ 196 Net income attributable to DuPont $ 3,031 $ 1,755 $ 2,007 $ 2,988 $ 3,148 Basic earnings per share of common stock $ 3.32 $ 1.93 $ 2.21 $ 3.25 $ 3.41 Diluted earnings per share of common stock $ 3.28 $ 1.92 $ 2.20 $ 3.22 $ 3.38 Financial position at year-end Working capital $ 9,670 $ 7,898 $ 5,601 $ 4,619 $ 4,930 Total assets $40,410 $38,185 $36,209 $34,131 $31,777 Borrowings and capital lease obligations Short-term $ 133 $ 1,506 $ 2,012 $ 1,370 $ 1,517 Long-term $10,137 $ 9,528 $ 7,638 $ 5,955 $ 6,013 Total equity $ 9,743 $ 7,651 $ 7,552 $11,578 $ 9,863 General For the year Purchases of property, plant & equipment and investments in affiliates $ 1,608 $ 1,432 $ 2,033 $ 1,698 $ 1,563 Depreciation $ 1,204 $ 1,251 $ 1,169 $ 1,158 $ 1,157 Research and development expense $ 1,651 $ 1,378 $ 1,393 $ 1,338 $ 1,302 Average number of common shares outstanding (millions) Basic 909 904 902 917 921 Diluted 922 909 907 925 929 Dividends per common share $ 1.64 $ 1.64 $ 1.64 $ 1.52 $ 1.48 At year-end Employees (thousands) 60 58 60 60 59 Closing stock price $ 49.88 $ 33.67 $ 25.30 $ 44.09 $ 48.71 Common stockholders of record (thousands) 81 85 88 92 84

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS CAUTIONARY STATEMENTS ABOUT FORWARD-LOOKING STATEMENTS This report contains forward-looking statements which may be identified by their use of words like ‘‘plans,’’ ‘‘expects,’’ ‘‘will,’’ ‘‘anticipates,’’ ‘‘intends,’’ ‘‘projects,’’ ‘‘estimates’’ or other words of similar meaning. All statements that address expectations or projections about the future, including statements about the company’s strategy for growth, product development, market position, expenditures and financial results are forward-looking statements. Forward-looking statements are based on certain assumptions and expectations of future events. The company cannot guarantee that these assumptions and expectations are accurate or will be realized. For some of the important factors that could cause the company’s actual results to differ materially from those projected in any such forward-looking statements see the Risk Factors discussion set forth under Part I, Item 1A beginning on page 6.

Overview Vision DuPont’s vision is to be the world’s most dynamic science company, creating sustainable solutions essential for a better, safer and healthier life for people everywhere. The company is committed to growing shareholder and societal value while reducing its environmental footprint over the long term.

Strategy The company’s strategy for growth is to use science-based solutions to address four fundamental global trends – Increasing Food Production, Decreasing Dependency on Fossil Fuels, Protecting People and the Environment, and Growth in Developing Markets. The company believes it best serves its shareholders by increasing its global presence in meeting challenges, including increasing food production, increasing renewable sources for energy and raw materials, and providing greater safety and protection for people and the environment. For these strategic areas, the company has set differentiated targets for growth and future funding for capital expenditures, research and development, and marketing programs.

Acquisition of Danisco The financial goals discussed below exclude the impact of the intended acquisition of Danisco. The acquisition is aligned with the company’s growth strategy and complimentary to the company’s existing businesses and research and development pipelines. The transaction is expected to be cash and earnings accretive in 2012, the first full year of the combined entity. Upon completion, the transaction would establish DuPont as a clear leader in industrial biotechnology with science-intensive innovations that address global challenges in food production and reduced fossil fuel consumption.

Goals By aggressively pursuing top line growth opportunities in key markets and improving productivity, the company met or surpassed its 2010 financial goals for sales growth, earnings per share, cash flow and working capital reductions. Consistent with its strong 2010 performance, the company announced a new five-year plan which includes compound annual growth targets of 7 percent for sales and 12 percent for earnings per share from 2010 through 2015. Sales in developing markets, which include China, India, and the countries located in Latin America, Eastern and Central Europe, Middle East, Africa, and Southeast Asia, are targeted to make up 36 percent of the company’s sales by 2015, a 4 percentage point increase from 2010. Additionally, the company continues to execute its three-year 2010-2012 plan announced in 2009, which includes $1 billion fixed cost productivity actions and $1 billion working capital productivity programs. The company also reaffirmed its commitment to maintain a strong balance sheet and to return excess cash to shareholders unless there is a compelling opportunity to invest for growth.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Analysis of Operations

(Dollars in millions) 2010 2009 2008 NET SALES $31,505 $26,109 $30,529

2010 versus 2009 Consolidated net sales for 2010 were $31.5 billion, up 21 percent. This increase reflects 17 percent higher sales volume, a 5 percent increase in local selling prices, and a 1 percent net reduction from portfolio changes. Sales volume was higher across all segments with volume improving 13 percent in the United States and 19 percent outside the United States. Sales in developing markets of $10.2 billion improved 27 percent from 2009, and the percentage of total company sales in these markets increased to 32 percent from 31 percent. The table below shows a regional breakdown of 2010 consolidated net sales based on location of customers and percentage variances from prior year:

Percent Change Due to:

Percent 2010 Change vs. Local Currency (Dollars in billions) Net Sales 2009 Price Effect Volume Portfolio Worldwide $31.5 21 5 - 17 (1) United States 11.5 17 5 - 13 (1) Europe, Middle East, and Africa (EMEA) 8.1 14 4 (3) 13 - Asia Pacific 7.3 40 6 2 33 (1) Latin America 3.7 17 4 2 13 (2) Canada 0.9 20 3 9 9 (1)

2009 versus 2008 Consolidated net sales for 2009 were $26.1 billion, down 14 percent. This reflects 12 percent lower volume, a 1 percent increase in local selling prices, and 3 percent unfavorable currency exchange. The full year worldwide sales volume decline reflects decreases in every region for the first 9 months of the year, partly offset by year over year volume increases in certain markets during the fourth quarter. Sales in developing markets of $8 billion declined 9 percent from 2008, while the percentage of total company sales in these markets increased to 31 percent.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued The table below shows a regional breakdown of 2009 consolidated net sales based on location of customers and percentage variances from 2008:

Percent Change Due to:

Percent 2009 Change vs. Local Currency (Dollars in billions) Net Sales 2008 Price Effect Volume Portfolio Worldwide $26.1 (14) 1 (3) (12) - United States 9.8 (11) 2 - (11) (2) EMEA 7.2 (25) 1 (8) (18) - Asia Pacific 5.2 (5) (1) - (4) - Latin America 3.2 (11) 2 (4) (9) - Canada 0.7 (16) 5 (8) (13) -

(Dollars in millions) 2010 2009 2008 OTHER INCOME, NET $1,228 $1,219 $1,307

2010 versus 2009 Other income, net, was essentially flat compared to 2009, despite a decrease of $549 million of Cozaar/Hyzaar income due to the expiration of certain patents. Offsetting the reduction of Cozaar/Hyzaar income was a decrease in net pre-tax exchange losses of $192 million combined with higher income from equity affiliates of $93 million, an increase in net gains on sales of assets of $64 million, a benefit of $59 million in 2010 related to accrued interest associated with settlements of prior year income tax contingencies, an increase in insurance recoveries of $41 million and a $31 million combined benefit from an acquisition and an early termination of a supply agreement.

2009 versus 2008 Other income, net, decreased $88 million versus 2008. The decrease was attributable to a $47 million reduction in interest income due to lower interest rates in 2009 partially offset by higher interest from increased cash and customer deferred receivables, and the absence of a $51 million favorable litigation settlement in 2008. The decrease was partially offset by an increase of $23 million in asset sales. Additional information related to the company’s other income, net is included in Note 2 to the Consolidated Financial Statements.

(Dollars in millions) 2010 2009 2008 COST OF GOODS SOLD AND OTHER OPERATING CHARGES $23,146 $19,708 $23,548 As a percent of net sales 73% 75% 77%

2010 versus 2009 Cost of goods sold and other operating charges (COGS) for the year 2010 was $23.1 billion, versus $19.7 billion in 2009, an increase of 17 percent. COGS was 73 percent of net sales, a 2 percentage point decrease from prior year. The improvement principally reflects increased manufacturing utilization and higher selling prices that more than offset increases in raw material costs. Higher selling prices increased sales $1.3 billion, while raw material, energy and freight costs, adjusted for volume and currency, were up 6 percent, or $0.7 billion.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued 2009 versus 2008 COGS for the year 2009 was $19.7 billion, versus $23.5 billion in 2008, a decrease of 16 percent. COGS was 75 percent of net sales for 2009 versus 77 percent for the year 2008. The 2 percentage point decrease principally reflects a $1.1 billion decrease in the combined costs for raw materials, energy and freight and the absence of a $227 million charge for hurricane-related cleanup and repair in 2008, partially offset by significantly lower capacity utilization and an unfavorable currency impact.

(Dollars in millions) 2010 2009 2008 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES $3,669 $3,440 $3,593 As a percent of net sales 12% 13% 12%

2010 versus 2009 Selling, general and administrative expenses (SG&A) increased $229 million in 2010 as compared to 2009. The 2010 increase was due to higher selling expenses, primarily in the Agriculture & Nutrition segment as a result of increased global commissions and selling and marketing investments related to the company’s seed products, and higher non-cash pension expenses.

2009 versus 2008 SG&A decreased $153 million in 2009 as compared to 2008. The 2009 decrease was principally due to strict cost controls and was partially offset by higher SG&A in the Agriculture & Nutrition segment as a result of increased global commissions and selling and marketing investments related to the company’s seed products.

(Dollars in millions) 2010 2009 2008 RESEARCH AND DEVELOPMENT EXPENSE $1,651 $1,378 $1,393 As a percent of net sales 5% 5% 5%

2010 versus 2009 Research and development expense (R&D) increased $273 million in 2010 as compared to 2009 due to continued growth investment aligned with the company’s global trends, including resources to support agriculture productivity, alternative fuels and energy efficient materials, and safety and protection. In addition, R&D increased due to higher non-cash pension expenses and a $50 million charge for an upfront payment related to a Pioneer licensing agreement for corn seed trait technology. See Pioneer business discussion beginning on page 26 for additional information.

2009 versus 2008 R&D was down in 2009 versus 2008, excluding the Agriculture & Nutrition segment, due to strict cost controls. Higher R&D expense in the Agriculture & Nutrition segment in 2009 related to accelerated biotechnology trait research and development activity.

(Dollars in millions) 2010 2009 2008 INTEREST EXPENSE $590 $408 $376

Interest expense increased $182 million in 2010 compared to 2009. The increase in interest expense was primarily due to the $179 pre-tax charge on the early extinguishment of debt in the fourth quarter 2010. The $32 increase in 2009 compared to 2008 was due to higher average borrowings, partially offset by slightly lower average interest rates.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued

(Dollars in millions) 2010 2009 2008 EMPLOYEE SEPARATION/ASSET RELATED CHARGES, NET $ (34)1 $2102 $535

1 Represents a $34 million net reduction in the estimated costs for the 2008 and 2009 restructuring programs. See below for further details on these programs. 2 Represents a charge of $340 million for the 2009 restructuring program and a $130 million net reduction in the estimated costs for the 2008 and 2009 restructuring programs. See below for further details on these programs.

2009 Restructuring Program In second quarter 2009, in response to the global economic recession, the company committed to an initiative to address the steep and extended downturn in motor vehicle and construction markets, and the extension of the downturn into industrial markets. The plan was designed to restructure asset and fixed cost bases in order to improve long-term competitiveness, simplify business processes, and maximize pre-tax operating income. The plan included the elimination of about 2,000 positions by severance principally located in the U.S. As a result, a charge of $340 million was recorded in employee separation/asset related charges, net which pertains to the following financial statement line items: COGS – 60 percent, SG&A – 30 percent, and R&D – 10 percent. This charge included $212 million of severance and related benefits costs, $24 million of other non-personnel charges and $104 million of asset-related charges, including $77 million for asset shut downs and write-offs, $11 million for asset impairments and $16 million for accelerated depreciation. In the fourth quarter 2009, the company recorded a $30 million net reduction in the estimated costs associated with the 2009 restructuring program. Additionally, the company recorded a $20 million net reduction in the estimated costs associated with the 2009 restructuring program in the fourth quarter 2010. These reductions primarily related to lower than estimated individual severance costs and work force reductions through non-severance programs. The actions related to the 2009 restructuring program were substantially completed by the end of 2010 with payments continuing into 2011, primarily in Europe.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued

(Dollars in millions) 2010 2009 2008 PROVISION FOR INCOME TAXES $ 659 $ 415 $ 381 Effective income tax rate 17.8% 19.0% 15.9%

In 2010, the company recorded a tax provision of $659 million, reflecting an increase from 2009, largely due to an increase in pre-tax earnings and the impact associated with the company’s policy of hedging the foreign currency- denominated monetary assets and liabilities of its operations. These are partially offset by net tax benefits of $49 million related to the adjustment of income tax accruals associated with settlements of prior year tax contingencies and $39 million for reversal of tax valuation allowance related to the net deferred tax assets of a foreign subsidiary. The decrease in the 2010 effective tax rate compared to 2009 was primarily due to favorable geographic mix of pre-tax earnings in low tax rate jurisdictions and the net tax benefits noted above. In 2009, the company recorded a tax provision of $415 million reflecting a marginal increase from 2008. The increase in the 2009 effective tax rate compared to 2008 was primarily due to geographic mix of earnings. The company’s current estimate of the 2011 effective income tax rate is about 20-21 percent, excluding tax effects of exchange gains and losses which cannot be reasonably estimated at this time. See Note 5 to the Consolidated Financial Statements for additional details related to the provision for income taxes, as well as items that significantly impact the company’s effective tax rate.

(Dollars in millions) 2010 2009 2008 NET INCOME ATTRIBUTABLE TO DUPONT $3,031 $1,755 $2,007

2010 versus 2009 Net income attributable to DuPont (‘‘earnings’’) for 2010 increased $1.3 billion, or 73 percent versus 2009. The increase principally reflects higher sales volume and selling prices and the absence of a prior year restructuring charge, partly offset by higher non-cash pension costs and lower Pharmaceuticals income. See additional information above related to changes in earnings.

2009 versus 2008 Earnings for 2009 decreased $252 million, or 13 percent versus 2008. The decrease in earnings was principally attributable to lower sales volume, unfavorable currency impacts, and higher non-cash pension costs. Partly offsetting these factors were lower costs for raw materials, energy, and freight, benefits from cost reductions and productivity actions, lower restructuring charges, and the absence of prior year hurricane-related charges. See additional information above related to changes in earnings.

Corporate Outlook For the year 2011, the company’s earnings outlook is a range of $3.45 to $3.75 per share with expected sales between $33 billion to $34 billion, reflecting the expectation for continued steady global economic growth with increasing industrial production, favorable North American agricultural conditions and the company’s further penetration of developing markets. Earnings from Pharmaceuticals are expected to decline about $290 million pre-tax, reflecting the expiration of certain patents for Cozaar/Hyzaar. The company expects higher operating costs from an estimated four to five percent increase in raw material, energy and freight costs, and approximately $60 million higher pre-tax non-cash pension costs. The company plans to partly offset these increases by fixed cost productivity programs totaling about $300 million. The company plans to continue a differential level of capital expenditures and funding for research & development for businesses expected to have above-average growth rates and margins. For 2011, targets have been set for capital expenditures totaling about $1.8 billion, and working capital productivity improvements totaling $300 million. The outlook above excludes the impact of the planned Danisco acquisition which could reduce 2011 earnings by $0.30 to $0.45 per share.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Critical Accounting Estimates The company’s significant accounting policies are more fully described in Note 1 to the Consolidated Financial Statements. Management believes that the application of these policies on a consistent basis enables the company to provide the users of the financial statements with useful and reliable information about the company’s operating results and financial condition. The preparation of the Consolidated Financial Statements in conformity with generally accepted accounting principles in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts, including, but not limited to, receivable and inventory valuations, impairment of tangible and intangible assets, long-term employee benefit obligations, income taxes, restructuring liabilities, environmental matters and litigation. Management’s estimates are based on historical experience, facts and circumstances available at the time and various other assumptions that are believed to be reasonable. The company reviews these matters and reflects changes in estimates as appropriate. Management believes that the following represents some of the more critical judgment areas in the application of the company’s accounting policies which could have a material effect on the company’s financial position, liquidity or results of operations.

Long-term Employee Benefits Accounting for employee benefit plans involves numerous assumptions and estimates. Discount rate and expected return on plan assets are two critical assumptions in measuring the cost and benefit obligation of the company’s pension and other long-term employee benefit plans. Management reviews these two key assumptions annually as of December 31st. These and other assumptions are updated periodically to reflect the actual experience and expectations on a plan specific basis as appropriate. As permitted by GAAP, actual results that differ from the assumptions are accumulated on a plan by plan basis and to the extent that such differences exceed 10 percent of the greater of the plan obligations or the applicable plan assets, the excess is amortized over the average remaining service period of active employees. About 80 percent of the company’s benefit obligation for pensions and essentially all of the company’s other long-term employee benefit obligations are attributable to the benefit plans in the U.S. The company utilizes published long-term high quality corporate bond indices to determine the discount rate at measurement date. Where commonly available, the company considers indices of various durations to reflect the timing of future benefit payments. Within the U.S., the company establishes strategic asset allocation percentage targets and appropriate benchmarks for significant asset classes with the aim of achieving a prudent balance between return and risk. Strategic asset allocations in other countries are selected in accordance with the laws and practices of those countries. Where appropriate, asset-liability studies are also taken into consideration. The long-term expected return on plan assets in the U.S. is based upon historical real returns (net of inflation) for the asset classes covered by the investment policy, expected performance, and projections of inflation over the long-term period during which benefits are payable to plan participants. Consistent with prior years, the long-term expected return on plan assets in the U.S. reflects the asset allocation of the plan and the effect of the company’s active management of the plans’ assets. In determining annual expense for the principal U.S. pension plan, the company uses a market-related value of assets rather than its fair value. The market-related value of assets is calculated by averaging market returns over 36 months. Accordingly, there may be a lag in recognition of changes in market valuation. As a result, changes in the fair value of assets are not immediately reflected in the company’s calculation of net periodic pension cost. The following table shows the market-related value and fair value of plan assets for the principal U.S. pension plan:

Principal U.S. Pension Plan (Dollars in billions) 2010 2009 2008 Market-related value of assets $13.9 $14.0 $16.2 Fair value of plan assets $14.8 $13.9 $13.5

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued For plans other than the principal U.S. pension plan, pension expense is typically determined using the fair value of assets. The fair value of assets in all pension plans was $18.4 billion at December 31, 2010, and the related projected benefit obligations were $23.9 billion. In addition, obligations under the company’s unfunded other long-term employee benefit plans were $4.0 billion at December 31, 2010.

The following table highlights the potential impact on the company’s pre-tax earnings due to changes in certain key assumptions with respect to the company’s pension and other long-term employee benefit plans, based on assets and liabilities at December 31, 2010:

1/2 Percentage 1/2 Percentage Pre-tax Earnings Benefit (Charge) Point Point (Dollars in millions) Increase Decrease Discount Rate $81 $(88) Expected rate of return on plan assets 84 (84)

Additional information with respect to pension and other long-term employee benefits expenses, liabilities and assumptions is discussed under ‘‘Long-Term Employee Benefits’’ beginning on page 40 and in Note 21 to the Consolidated Financial Statements.

Environmental Matters DuPont accrues for remediation activities when it is probable that a liability has been incurred and a reasonable estimate of the liability can be made. The company’s estimates are based on a number of factors, including the complexity of the geology, the nature and extent of contamination, the type of remedy, the outcome of discussions with regulatory agencies and other PRPs at multiparty sites and the number of and financial viability of other PRPs. The company has recorded a liability of $407 million on the Consolidated Balance Sheet as of December 31, 2010; these accrued liabilities exclude claims against third parties and are not discounted.

Considerable uncertainty exists with respect to environmental remediation costs and, under adverse changes in circumstances, the potential liability may range up to two to three times the amount accrued. Much of this liability results from the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA, often referred to as the Superfund), the Resource Conservation and Recovery Act (RCRA) and similar state and global laws. These laws require the company to undertake certain investigative and remedial activities at sites where the company conducts or once conducted operations or at sites where company-generated waste was disposed. The accrual also includes a number of sites identified by the company for which it is probable that environmental remediation will be required, but which are not currently the subject of enforcement activities. Federal and state authorities may seek fines and penalties for violation of the various laws and governmental regulations and could, among other things, impose liability on the company for cleaning up the damage resulting from company-generated waste disposal. Over the next two decades, the company could incur significant costs under both CERCLA and RCRA.

Remediation activities vary substantially in duration and cost from site to site. These activities and their associated costs, depend on the mix of unique site characteristics, evolving remediation technologies, diverse regulatory agencies and enforcement policies, as well as the presence or absence of PRPs. Therefore, it is difficult to develop precise estimates of future site remediation costs.

Legal Contingencies The company’s results of operations could be affected by significant litigation adverse to the company, including product liability claims, patent infringement and antitrust claims, and claims for third party property damage or personal injury stemming from alleged environmental torts. The company records accruals for legal matters when the information available indicates that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Management makes adjustments to these accruals to reflect the impact and status of

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued negotiations, settlements, rulings, advice of counsel and other information and events that may pertain to a particular matter. Predicting the outcome of claims and lawsuits and estimating related costs and exposure involves substantial uncertainties that could cause actual costs to vary materially from estimates. In making determinations of likely outcomes of litigation matters, management considers many factors. These factors include, but are not limited to, the nature of specific claims including unasserted claims, the company’s experience with similar types of claims, the jurisdiction in which the matter is filed, input from outside legal counsel, the likelihood of resolving the matter through alternative dispute resolution mechanisms and the matter’s current status. Considerable judgment is required in determining whether to establish a litigation accrual when an adverse judgment is rendered against the company in a court proceeding. In such situations, the company will not recognize a loss if, based upon a thorough review of all relevant facts and information, management believes that it is probable that the pending judgment will be successfully overturned on appeal. A detailed discussion of significant litigation matters is contained in Note 19 to the Consolidated Financial Statements.

Income Taxes The breadth of the company’s operations and the global complexity of tax regulations require assessments of uncertainties and judgments in estimating taxes the company will ultimately pay. The final taxes paid are dependent upon many factors, including negotiations with taxing authorities in various jurisdictions, outcomes of tax litigation and resolution of disputes arising from federal, state and international tax audits in the normal course of business. The resolution of these uncertainties may result in adjustments to the company’s tax assets and tax liabilities. It is reasonably possible that changes to the company’s global unrecognized tax benefits could be significant, however, due to the uncertainty regarding the timing of completion of audits and possible outcomes, a current estimate of the range of increases or decreases that may occur within the next twelve months cannot be made.

Deferred income taxes result from differences between the financial and tax basis of the company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Significant judgment is required in evaluating the need for and magnitude of appropriate valuation allowances against deferred tax assets. The realization of these assets is dependent on generating future taxable income, as well as successful implementation of various tax planning strategies. For example, changes in facts and circumstances that alter the probability that the company will realize deferred tax assets could result in recording a valuation allowance, thereby reducing the deferred tax asset and generating a deferred tax expense in the relevant period. In some situations these changes could be material.

At December 31, 2010, the company had a deferred tax asset balance of $6.4 billion, net of valuation allowance of $1.7 billion. Realization of these assets is expected to occur over an extended period of time. As a result, changes in tax laws, assumptions with respect to future taxable income, and tax planning strategies could result in adjustments to these assets.

Valuation of Assets Assessment of the potential impairment of property, plant and equipment, goodwill, other intangible assets and investments in affiliates is an integral part of the company’s normal ongoing review of operations. Testing for potential impairment of these assets is significantly dependent on numerous assumptions and reflects management’s best estimates at a particular point in time. The dynamic economic environments in which the company’s diversified businesses operate, and key economic and business assumptions with respect to projected selling prices, market growth and inflation rates, can significantly affect the outcome of impairment tests. Estimates based on these assumptions may differ significantly from actual results. Changes in factors and assumptions used in assessing potential impairments can have a significant impact on the existence and magnitude of impairments, as well as the time in which such impairments are recognized.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Based on the results of the company’s annual goodwill impairment test in 2010, no impairments exist at this time. The company’s methodology for estimating the fair value of its businesses is using the income approach based on the present value of future cash flows. The income approach has been generally supported by additional market transaction analyses. There can be no assurance that the company’s estimates and assumptions regarding forecasted cash flow and revenue and operating income growth rates made for purposes of the annual goodwill impairment test will prove to be accurate predictions of the future. The company believes the current assumptions and estimates utilized are both reasonable and appropriate. Information with respect to the company’s significant accounting policies on long-lived assets is included in Note 1 to the Consolidated Financial Statements.

Segment Reviews Segment sales include transfers to another business segment. Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. Segment pre-tax operating income (loss) (PTOI) is defined as operating income before income taxes, exchange gains (losses), corporate expenses and interest. A reconciliation of segment sales to consolidated net sales and segment PTOI to income before income taxes for 2010, 2009 and 2008 is included in Note 25 to the Consolidated Financial Statements.

As described in Note 4 to the Consolidated Financial Statements, the company initiated global restructuring programs during 2009 and 2008. The 2009 and 2008 program charges reduced total segment PTOI for 2009 and 2008 by $340 million and $535 million, respectively.

In 2009, the company recorded a $30 million and $100 million net reduction in the estimated costs associated with the 2009 program and 2008 programs, respectively. In 2010, the company recorded a $20 million and $14 million net reduction in the estimated costs associated with the 2009 program and 2008 programs, respectively.

Below is a summary of the net impact to each segment related to the activities described above:

2010 (Charges) 2008 and Credits 2009 (Charges) and Credits (Charge) 2009 and 2008 2009 Net 2008 Net Net Program 2009 Program Program 2009 Net 2008 (Dollars in millions) Reductions Program Reductions Reductions Impact Program Agriculture & Nutrition $- $ - $- $1 $1 $(18) Electronics & Communications 8 (43) 6 - (37) (37) Performance Chemicals 10 (66) 9 3 (54) (50) Performance Coatings (6) (65) (11) 61 (15) (209) Performance Materials 16 (110) 23 29 (58) (94) Safety & Protection 5 (55) 8 2 (45) (96) Other 1 (1) (5) 4 (2) (31) Total (Charge) Credit $34 $(340) $ 30 $ 100 $(210) $(535)

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued AGRICULTURE & NUTRITION Segment Sales PTOI (Dollars in billions) (Dollars in millions) 2010 $9.1 $1,355 2009 $8.3 $1,224 2008 $8.0 $1,087

Agriculture & Nutrition’s businesses leverage the company’s technology, customer relationships, and industry knowledge to improve the quantity, quality and safety of the global food supply and the global production agriculture industry. Land available for worldwide agricultural production is increasingly limited so production growth will need to be achieved principally through improving crop yields and productivity rather than through increases in planted area. The segment’s businesses deliver a broad portfolio of products and services that are specifically targeted to achieve gains in crop yields and productivity, including Pioneer brand seed products and well-established brands of insecticides, fungicides and herbicides. The segment’s businesses operate across the food value chain from inputs for producing agriculture products to global production and distribution of soy-based food ingredients to food quality diagnostic testing equipment. Research and development focuses on leveraging technology to increase grower productivity and enhance the value of grains and soy through improved seed traits, superior seed germplasm and effective use of insecticides, herbicides and fungicides. The following are Agriculture & Nutrition’s operating businesses: Pioneer is the world’s leading seed brand and a world leader in improving crop yields with hybrid and varietal seeds that improve grower yields and provide effective plant insect protection and herbicide tolerance. The principal products of Pioneer are hybrid seed corn and varietal soybean seed, as well as sunflower, canola, sorghum and rice. Crops grown from Pioneer seed are used to meet the global demand for animal feed, food, biofuels, and fiber. Sales of Pioneer seeds amounted to 17 percent, 18 percent and 13 percent of the company’s total consolidated net sales for the years ended December 31, 2010, 2009 and 2008, respectively. Agricultural seed research requires long-term commitment, investment and innovation. Pioneer research is focused on results that deliver higher crop yields and a consistent per acre income advantage for its customers. New product innovation is accomplished through an effective integration of superior germplasm and value added native and biotechnology traits. In 2010, Pioneer benefited from the North America launch of new soybean varieties and new Pioneer brand corn hybrids. In April 2010, Pioneer received EPA cultivation approval of Optimum AcreMax 1 products, the first product with reduced and integrated corn rootworm refuge with 2011 commercialization in North America. In October 2010, Pioneer received EPA cultivation approval of Optimum Intrasect insect protection products offering that will allow U.S. corn growers to reduce their structured above ground refuge to a level of 5 percent in the Corn Belt. Optimum Intrasect insect protection products will be demonstrated to growers in 2011. Pioneer expects EPA cultivation approval for its next generation integrated refuge insect control products in the second half 2011. These innovative and convenient products would feature single-bag reduced refuge for both corn rootworm and corn borer. Upon EPA cultivation approval, multiple product versions would be available for grower choice including but not limited to: Optimum AcreMaxTM products for above-ground protection and Optimum AcreMaxTM Xtra products for above- and below-ground protection.

In December 2010, Pioneer and Syngenta AG (Syngenta) entered into an agreement to grant Pioneer a non-exclusive, global license to Syngenta’s corn rootworm trait MIR604 (Agrisure RW) for corn seed. The trait provides protection from below-ground coleopteran insects, including corn rootworm, a major corn pest in the U.S. and around the world. The license gives Pioneer the right to commercialize corn seed containing MIR604, including the right to stack MIR604 with other traits through the expiration of the relevant patents. As part of the agreement, Pioneer is obligated to make milestone and royalty payments assuming certain contingencies, including regulatory approvals, are met. The contingencies related to the first milestone payment are expected to be met in 2011. Minimum payments under the agreement are expected to total about $400 million over the next several years.

In September 2010, as part of the company’s strategy to deliver innovations that address the need for increased food production to feed the world’s growing population, Pioneer announced that it had entered into an agreement to acquire

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued a majority share of Pannar Seed Limited, a South African-based seed company. This investment would allow each business to access additional crop areas, reach more customers and deliver improved seed products quicker than either can do on its own. In December 2010, the South African Competition Commission rejected the acquisition. The company has appealed this decision and expects to receive a final decision in 2011.

As announced in December 2008, Pioneer is expanding its reach in North America through its PROaccessSM business strategy in order to bring its seed genetics to more customers. Under the PROaccessSM business strategy, nine companies distribute products on behalf of Pioneer that are co-branded using Pioneer-owned brands together with one of the nine companies’ brands. Since launching PROaccessSM, six of the nine PROaccessSM partners have become wholly owned subsidiaries of the company.

In the spring 2009, Monsanto sued the company in U.S. District Court claiming that stacking seed with Pioneer’s Optimum GAT trait and Monsanto’s Roundup Ready1 herbicide tolerance trait violates its Roundup Ready license agreements with Monsanto. Monsanto also alleges that sales of Pioneer stacked seeds would infringe a Monsanto patent that expires in 2014. Monsanto seeks declaratory relief, unspecified damages and a permanent injunction to prevent sales of Optimum GAT/ Roundup Ready stacked seeds. DuPont filed an answer and counterclaims, including patent misuse and antitrust claims. In January 2010, the Court ruled that the license agreements between the companies contain an unwritten (‘‘implied’’) term that prohibits stacking these traits. The Court vacated its ruling regarding the ‘‘implied term’’ in the third quarter 2010, and concluded that the license neither expressly prohibits nor expressly grants the right to stack a second glyphosate tolerance trait with Monsanto’s Roundup Ready trait. The company’s separate antitrust and patent fraud claims were not impacted by either ruling and are proceeding. Pioneer continues to develop soybean seed in which these traits are stacked and sales could occur between 2013-2014, subject to regulatory approvals. Neither ruling changes Pioneer’s commercialization plans for products with the Optimum GAT trait. Furthermore, management believes that the Monsanto lawsuit is unlikely to adversely affect the company’s commercial results for soybean and corn seed because Pioneer can continue to sell seed with Roundup Ready traits that are not stacked with Optimum GAT traits.

DuPont Crop Protection serves the global production agriculture industry with crop protection products for field crops such as wheat, corn, soybean and rice; specialty crops such as fruit, nut, vine and vegetables; and non-crop segments, including forestry and land management. Principal crop protection products are weed control, disease control, and insect control products. The sales growth of the business’ insect control portfolio is led by Rynaxypyr, a product registered for sale in over 60 countries and sold under four key brands for use across a broad range of core agricultural crops. The business continues to expand its product offerings in the professional pest control, lawn care, golf course, animal health and seed treatment markets.

Nutrition & Health operates principally within the specialty food ingredients market, including soy proteins and lecithins through the Solae Company, a majority-owned venture with Bunge Limited. Nutrition & Health global production and distribution capabilities serves various areas within the food industries including meat and poultry products, consumer food products, dairy-alternative products and nutritional products. Nutrition & Health anticipates improved volume growth through offerings in its specialty food ingredients.

2010 versus 2009 Sales were $9.1 billion, a 10 percent increase versus the prior year, reflecting a 7 percent increase in volume and 4 percent higher United States dollar (USD) selling prices, which were partially offset by portfolio changes of 1 percent. Higher volume was primarily due to higher seed sales in North America with market share gains for corn and soybeans. Higher global sales of Crop Protection products were led by broad-based recovery across most regions and strong demand for Rynaxypyr in Asia Pacific and Latin America. The higher USD selling prices reflect higher value product mix and pricing actions to offset the increase in raw material costs.

PTOI for 2010 was $1.4 billion, an increase of 11 percent versus the prior year, principally due to the higher sales volume, partially offset by higher spending for growth investments and a $50 million charge in R&D expense for an upfront payment related to a Pioneer licensing agreement for corn seed trait technology, as described above. 1 Registered Trademark of Monsanto

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued 2009 versus 2008 Sales were $8.3 billion, a 4 percent increase when compared to 2008, reflecting 5 percent higher USD selling prices, partially offset by a 1 percent decrease in volume. The higher USD selling prices is related to Pioneer seeds and Crop Protection proprietary insect, weed and disease control products, partially offset by unfavorable currency impacts in Europe, Canada and Latin America, as well as the impact of significantly lower market- driven pricing for glyphosate resale. The decrease in volume was primarily due to lower sales of Crop Protection disease and insect control products, and lower sales of Nutrition & Health products largely offset by higher Pioneer corn and soybean seed sales market share gains in North America. PTOI was $1.2 billion, an increase of 13 percent versus 2008, principally due to the higher sales and higher value product mix, partially offset by unfavorable currency impacts globally.

Outlook The segment anticipates sales and earnings growth in 2011. Segment earnings are expected to benefit in particular from continued strong momentum in the Pioneer corn and soybean business. Pioneer anticipates continued growth in volume in key corn and soybean markets including the U.S., Canada and Latin America, as well as value- based pricing gains. The 2011 product line up will include new corn hybrids and soybean varieties as well as Optimum AcreMax 1 products, the industry’s first product with reduced and integrated corn rootworm refuge. In the Crop Protection business, volume driven sales growth combined with continued productivity and business improvement actions are expected to contribute to earnings in 2011. Volume growth is underpinned by a favorable industry outlook, continued regional expansion and new market segment penetration of products such as Rynxypyr as well as new product introductions such as Streamline herbicide for land management. In the Nutrition & Health business, volume growth reflecting soy protein penetration and expansion of health and wellness products coupled with continued and intensified productivity actions are anticipated to support earnings and margin expansion.

ELECTRONICS & COMMUNICATIONS Segment Sales PTOI (Dollars in billions) (Dollars in millions) 2010 $2.8 $445 2009 $1.9 $ 87 2008 $2.2 $251

Electronics & Communications is a leading supplier of differentiated materials and systems for photovoltaics, consumer electronics, displays and advanced printing that enable superior performance and lower total cost of ownership for customers. The segment leverages DuPont’s strong materials and technology base to target attractive growth opportunities in photovoltaic materials, materials for circuit and semiconductor fabrication and packaging, display materials, packaging graphics, and ink-jet printing. In the fast growing photovoltaics market, the company continues to be a leading supplier of metallization pastes and backsheet materials for use in solar cells and modules. In 2010, DuPont Apollo Ltd., a wholly owned subsidiary of the company, started providing total system solutions and production of high-efficiency tandem thin-film photovoltaic modules to meet the needs of this fast growing segment of the solar energy market. Beyond photovoltaics, the segment is investing in its broad portfolio of materials for semiconductor fabrication and packaging, as well as innovative materials for circuit applications, to address critical needs of electronic component and device manufacturers. In the displays market, the segment continues to be a leading materials supplier for plasma displays. In addition, the segment continues to invest in developing a solution-process technology and material set to enable lower cost organic light-emitting diode (OLED) displays. In packaging graphics, DuPont is a leading supplier of flexographic printing systems, including Cyrel photopolymer plates. The segment is investing in new products such as Cyrel FAST Round to strengthen its market leadership position in advanced printing markets. DuPont is also expanding its leadership position in black-pigmented inks and developing new color-pigmented inks for network printing applications.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued The segment is on track to complete a $295 million expansion to support the DuPont Tedlar polyvinyl fluoride films business. This includes a $120 million investment in capacity expansion to produce the raw materials that make the film, which was completed in 2010. A multi-phase $175 million investment of high-performance Tedlar PV2001 series oriented film production is scheduled for completion in 2011. Tedlar films serve as the critical component of photovoltaic module backsheets, providing long-term durability and performance in all weather conditions.

2010 versus 2009 Sales of $2.8 billion were up 44 percent, reflecting 37 percent higher volume and 7 percent higher USD selling prices. Higher volume was driven by strong growth in all regions, particularly in Asia Pacific and Europe, and strong demand across most market segments, particularly in photovoltaics. Higher USD selling prices were primarily due to pass-through of higher precious metals prices. PTOI was $445 million compared to $87 million in the prior year. The increase in PTOI was driven by substantially higher volume, improved productivity and the absence of a net $37 million restructuring charge in the prior year.

2009 versus 2008 Sales of $1.9 billion were down 13 percent, reflecting 11 percent volume decline and 2 percent lower USD selling prices. The lower volume reflects the impact of the global economic recession which affected sales for products across all key markets. Sales volume improved throughout 2009, most significantly in Asia Pacific, where sales were essentially flat when compared to 2008. The lower USD selling prices were mainly due to contractual pass-through of lower precious metal prices. PTOI was $87 million compared to $251 million in 2008. The decline in PTOI was primarily due to the impact of lower sales, lower income from affiliates, and higher charges associated with low capacity utilization of production lines.

Outlook For 2011, sales of products into photovoltaics, consumer electronics, displays, and advanced printing markets are expected to increase moderately. The segment continues to make productivity and supply chain improvements, as well as capacity investments to meet global demand. Segment earnings are expected to increase reflecting the impact of higher volume and productivity initiatives, as well as investments for growth.

PERFORMANCE CHEMICALS Segment Sales PTOI (Dollars in billions) (Dollars in millions) 2010 $6.3 $1,081 2009 $5.0 $ 547 2008 $6.0 $ 687

Performance Chemicals businesses deliver customized solutions with a wide range of industrial and specialty chemical products for markets including plastics & coatings, textiles, mining, pulp and paper, water treatment and healthcare. The following are Performance Chemicals’ operating businesses: DuPont Titanium Technologies is the world’s largest manufacturer of titanium dioxide, and is dedicated to creating greater, more rewarding value for the coatings, paper, plastics, specialties and minerals markets through service, brand, and product. The business’ main products include its broad line of DuPont Ti-Pure titanium dioxide products. DuPont Chemicals and Fluoroproducts is a leading global manufacturer of industrial and specialty fluorochemicals, fluoropolymers, and performance chemicals. The business’ broad line of products that include refrigerants, lubricants, propellants, solvents, fire extinguishants and electronic gases, cover a wide range of industries and markets. Key brands include DuPontTM Teflon, Dymel, Isceon, Suva, Vertrel, Zyron, Vazo and Virkon.

2010 versus 2009 Sales of $6.3 billion were 27 percent higher than last year, reflecting 18 percent higher volume and 10 percent higher USD selling prices, which were partially offset by portfolio changes of 1 percent. Broad-based market recovery led to sales increases in all markets and all regions, most significant in Asia Pacific, reflecting strong demand for titanium dioxide, fluoropolymers and refrigerants, with continuing adoption of ISCEON as a preferred retrofit to R22

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued refrigerant. Higher USD selling prices reflect favorable pricing for titanium dioxide and pass-through of higher raw material costs for industrial chemicals and fluoroproducts. PTOI was $1,081 million as compared to $547 million in the prior year. The increase in PTOI was driven by higher volume, higher USD selling prices that more than offset increases in raw material costs, improved productivity and the absence of a net $54 million restructuring charge in the prior year.

2009 versus 2008 Sales of $5.0 billion were 18 percent lower than 2008, due to a 12 percent decline in volume and 6 percent lower USD selling prices. The lower volume principally reflects decreased demand for industrial chemicals and fluoroproducts across all regions reflecting the impact of the economic downturn. Sales of titanium dioxide products recovered during the second half 2009, and were higher than the pre-recession levels in the second half 2007. The lower USD selling prices were mainly due to contractual pass-through of lower raw material prices and unfavorable currency impact in Europe and Asia Pacific. PTOI was $547 million as compared to $687 million in 2008. The decrease in earnings was primarily due to the impact of lower volume, partially offset by fixed costs reductions.

Outlook Performance Chemicals’ sales are expected to increase in 2011 as a result of the continued global economic recovery, higher global demand for titanium dioxide and specialty chemicals, and higher USD selling prices. Total segment earnings are also expected to increase consistent with the higher sales volume, higher USD selling prices and improved fixed cost productivity. This segment manufactures products that could be affected by uncertainties associated with PFOA matters. See the discussion on page 46 under the subheading PFOA for further information.

PERFORMANCE COATINGS Segment Sales PTOI (Dollars in billions) (Dollars in millions) 2010 $3.8 $249 2009 $3.4 $ 69 2008 $4.4 $ (8)

Performance Coatings is one of the world’s leading motor vehicle coatings suppliers. Products offered include high performance liquid and powder coatings for motor vehicle original equipment manufacturers (OEMs), the motor vehicle after-market, and general industrial applications, such as coatings for heavy equipment, pipes and appliances and electrical insulation. After-market coatings products are marketed using the DuPont Standox, Spies Hecker and Nason brand names. Standox and Spies Hecker are focused on the high-end motor vehicle after-markets, while Nason is primarily focused on economy coating applications. In 2009 and 2008, the segment experienced a significant decline in sales, mainly in the OEMs markets, due to the impact of the global economic recession in the automotive industry. In addition, the North American automotive industry continued to experience structural changes, including the loss of U.S. market share by U.S. automakers. In 2009, the global production of automobiles and light trucks declined by 14 percent reflecting declines of 33 percent in North America, and 10 percent in the rest of the world, which was partially offset by an increase in production of 44 percent in Greater China. In 2010, the segment experienced strong recovery from the economic downturn across most markets and regions. Global automotive markets experienced increased production levels due to improved OEM auto builds as a result of higher demand, most significant in North America and Europe. Automotive builds across the globe increased 22 percent, reflecting an improvement of 37 percent in North America and 20 percent in the rest of the world. The industry production forecast for 2011 projects a global increase of 5 percent, reflecting continued recovery in North America and continued growth in Asia Pacific.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued 2010 versus 2009 Sales of $3.8 billion were up 11 percent when compared to prior year, reflecting 9 percent higher volume and a 2 percent increase in USD selling prices. Higher volume reflects recovery in global automotive OEM markets as a result of higher global motor vehicle builds and strong demand in industrial coatings, particularly in the North American and European heavy duty truck markets. Higher USD selling prices primarily reflect pricing actions taken to offset the increase in raw material costs. PTOI was $249 million as compared to $69 million in 2009. The increase in PTOI primarily reflects the impact of higher volume, improved productivity and higher USD selling prices, which were partially offset by higher raw material costs.

2009 versus 2008 Sales of $3.4 billion were down 21 percent when compared to 2008, reflecting a 20 percent decline in volume and 1 percent lower USD selling prices. The decline in volume reflects the impact of fewer motor vehicle and industrial truck builds of motor vehicle OEMs, and lower sales of industrial and after-market products in all regions. Sales to OEMs improved substantially during the second half 2009, mostly due to the impact of government incentives programs and higher sales in Asia Pacific. Sales of after-market and industrial coatings experienced a slower recovery from the inventory destocking experienced in the industry during the fourth quarter 2008 and first quarter 2009. The lower USD selling prices reflect unfavorable currency impacts, partially offset by higher local selling prices. PTOI was $69 million as compared to a loss of $8 million in 2008. The improvement in PTOI was primarily due to lower fixed costs, and the net year-over-year impact of the 2008 and 2009 restructuring activities, partially offset by the effect of lower volume.

Outlook For 2011, the segment expects sales to increase modestly with continued recovery in the global automotive and heavy duty truck markets and market growth in the developing regions. PTOI is expected to improve due to continued productivity efforts and higher sales in all regions.

PERFORMANCE MATERIALS Segment Sales PTOI (Dollars in billions) (Dollars in millions) 2010 $6.3 $994 2009 $4.8 $287 2008 $6.4 $128

Performance Materials’ businesses provide productive, higher performance polymers, elastomers, films, parts, and systems and solutions which improve the uniqueness, functionality and profitability of its customers’ offerings. The key markets served by the segment include the automotive OEM and associated after-market industries, as well as electrical, electronics, packaging, construction, oil, photovoltaics, aerospace, chemical processing and consumer durable goods. The following are Performance Materials’ operating businesses: Performance Polymers delivers a broad range of polymer-based high performance materials in its product portfolio, including elastomers and thermoplastic and thermoset engineering polymers which are used by customers to fabricate components for mechanical, chemical and electrical systems. The main products include: DuPont Zytel nylon resins, Delrin acetal resins, Hytrel polyester thermoplastic elastomer resins, Tynex filaments, Vespel parts and shapes, Vamac ethylene acrylic elastomer, Kalrez perfluoroelastomer and Viton fluoroelastomers. Performance Polymers also includes the DuPont Teijin Films joint venture, whose primary products are Mylar and Melinex polyester films. Packaging & Industrial Polymers specializes in resins and films used in packaging and industrial polymer applications, sealants and adhesives, sporting goods, and interlayers for laminated safety glass. Key brands include: DuPont Surlyn ionomer resins, Bynel coextrudable adhesive resins, Elvax EVA resins, SentryGlas, Butacite laminate interlayers and Elvaloy copolymer resins.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued 2010 versus 2009 Sales of $6.3 billion were 32 percent higher than prior year, reflecting 27 percent higher volume and a 7 percent increase in USD selling prices, which were partially offset by portfolio changes of 2 percent. The higher volume was led by broad-based demand across all markets, particularly in automotive and electronic markets, with strong volume recovery in all regions, led by Asia Pacific. Higher USD selling prices were a combination of stronger product sales mix and higher USD selling prices in response to higher feedstock costs. 2010 PTOI was $994 million compared to $287 million in 2009. The increase in PTOI was primarily driven by higher sales volume, higher USD selling prices and improved productivity.

2009 versus 2008 Sales of $4.8 billion were 26 percent lower reflecting 18 percent lower volume, 6 percent decrease in USD selling prices, and a 2 percent reduction related to portfolio changes. The decrease in volume mainly reflects the effect of the global economic recession and the inventory destocking experienced during the first half 2009. However, sales continuously improved during the second half 2009, both sequentially and when compared to 2008, mainly due to overall economic recovery and higher sales to the motor vehicle industry. The lower USD selling prices were a combination of significantly weaker product sales mix, unfavorable currency impacts, and for certain products, lower USD selling prices in response to lower feedstock costs. 2009 PTOI was $287 million compared to $128 million in 2008. The improvement in PTOI reflects the impact of lower raw material, energy and freight costs, lower fixed costs, the absence of a $216 million hurricane-related charge in 2008, an $82 million benefit in 2009 from hurricane-related insurance recoveries and a reduction in the hurricane- related accrual, and the net year over year impact of the 2008 and 2009 restructuring activities. As of December 31, 2010, the company is aggressively pursuing additional insurance recoveries in the range of $50 – $100 million.

Outlook 2011 sales are expected to grow due to anticipated increases in global motor vehicle OEMs builds and continued strength, particularly in Asia Pacific, for most of the markets served by the segment. PTOI is also expected to improve due to the impact of higher sales, improved fixed cost productivity and market-driven innovations for products and processes. SAFETY & PROTECTION Segment Sales PTOI (Dollars in billions) (Dollars in millions) 2010 $3.4 $454 2009 $2.8 $260 2008 $3.7 $661

Safety & Protection’s businesses satisfy the growing global needs of businesses, governments and consumers for solutions that make life safer, healthier and more secure. By uniting market-driven science with the strength of highly regarded brands, the segment delivers products and services to a large number of markets including, construction, transportation, communications, industrial chemicals, oil and gas, electric utilities, automotive, manufacturing, defense, homeland security and safety consulting. The following are Safety & Protection’s operating businesses: Protection Technologies is focused on finding solutions to protect people and the environment. With products like DuPontTM Kevlar, Nomex and Tyvek, the business continues to hold strong positions in life protection markets and meet the continued demand for body armor and personal protective gear for the military, law enforcement personnel, firefighters and other first responders, as well as for workers in the oil and gas industry around the world. Building Innovations is committed to the building science behind increasing the performance of building systems, helping reduce operating costs and creating more sustainable structures. The business is a market leader of solid surfaces through its Corian and Montelli lines of products which offer durable and versatile materials for residential and commercial purposes. Other products such as Tyvek and Typar offer leading solutions for the protection and energy efficiency of buildings.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Sustainable Solutions continues to help organizations worldwide reduce workplace injuries and fatalities while improving operating costs, productivity and quality. Sustainable Solutions is a leader in the safety consulting field, selling training products, as well as consulting services. Additionally, Sustainable Solutions is dedicated to clean air, clean fuel and clean water with offerings that help reduce sulfur and other emissions, formulate cleaner fuels, or dispose of liquid waste. Its goal is to help maintain business continuity and environmental compliance for companies in the refining and petrochemical industries, as well as for government entities. In 2010, the business completed the acquisition of MECS, Inc., which is a leading global provider of process technology, proprietary specialty equipment and technical services to the sulfuric acid industry. The acquisition allows the business to expand its clean technologies portfolio by strengthening the business’ clean air and clean fuel offerings and provide the company with further access to high-growth market segments, particularly in developing regions like Asia Pacific.

2010 versus 2009 Sales of $3.4 billion were 20 percent higher than last year, due to higher volume. The increase in volume reflects strong recovery and increased demand across all regions, led by Europe and Asia Pacific, and markets, particularly in aramid and nonwoven products. Further penetration in the U.S. commercial construction markets led to higher sales as recovery in global construction markets remained weak. Sales for consulting and training services improved modestly across most regions, led by Asia Pacific. PTOI was $454 million compared to $260 million in the prior year. The increase in earnings was primarily due to higher volume and the absence of a net $45 million restructuring charge in prior year, partially offset by higher spending for growth initiatives and higher raw material costs.

2009 versus 2008 Sales of $2.8 billion were 25 percent lower than 2008, due to a 23 percent decline in volume and 3 percent lower USD selling prices, partially offset by a 1 percent increase from portfolio changes. The lower volume reflects decreased demand for products across all markets and regions due to the impact of the economic downturn. The lower USD selling prices were mainly due to unfavorable currency impact in Europe and Asia Pacific. PTOI was $260 million compared to $661 million in 2008. The decrease in earnings was primarily due to the impact of lower volume and charges associated with low capacity utilization of production units, partially offset by fixed costs reductions.

Outlook For 2011, sales are expected to benefit from improved global market conditions. Demand for Kevlar, Nomex and Tyvek products is expected to increase across all regions with continued strength in industrial, consumer and automotive markets. Sales related to the Building Innovations business are expected to increase due to forecasted improvements in construction markets across most regions. Sales related to the Sustainable Solutions business are expected to increase modestly due to the completion of the MECS, Inc. acquisition in 2010. PTOI is expected to improve due to higher sales. PHARMACEUTICALS Segment Sales PTOI (Dollars in billions) (Dollars in millions) 2010 $ - $ 489 2009 $ - $1,037 2008 $ - $1,025

On October 1, 2001, DuPont Pharmaceuticals was sold to the Bristol-Myers Squibb Company. DuPont retained its interest in Cozaar (losartan potassium) and Hyzaar (losartan potassium with hydrochlorothiazide). These drugs were developed in collaboration with Merck and are used in the treatment of hypertension. The U.S. patents covering the compounds, pharmaceutical formulation and use for the treatment of hypertension, including approval for pediatric use, expired in 2010. DuPont has exclusively licensed worldwide marketing and manufacturing rights for Cozaar and Hyzaar to Merck. Pharmaceuticals receive net proceeds and royalties as outlined below. Merck is responsible for manufacturing, marketing and selling Cozaar and Hyzaar.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Pharmaceuticals’ Cozaar/Hyzaar income is the sum of two parts: income related to a share of the profits from North American sales and certain markets in EMEA, and royalty income derived from worldwide contract net sales linked to the exclusivity term in a particular country. Patents and exclusivity started to expire in prior years and the U.S. exclusivity for Cozaar ended in April 2010. The worldwide agreement terminates when the following conditions are met: (i) the Canadian exclusivity ends, and (ii) North American sales fall below a certain level. The company experienced its first significant step-down in income from Cozaar/Hyzaar in 2010 and expects a continued step-down each subsequent year to zero when the contract ends. In general, management expects a traditional sales, earnings and cash decline for a drug going off patent in the pharmaceutical industry. In the fourth quarter 2009, the company recorded a $63 million charge to other income, net and a reduction to accounts and notes receivable, net in the Pharmaceuticals segment to reflect increased rebates and other sales deductions related to the Cozaar/Hyzaar licensing agreement.

Outlook Cozaar/Hyzaar income is expected to continue to substantially decrease due to the expiration of a majority of the worldwide patents which occurred in 2010. Earnings contributions to the company from the collaboration with Merck are expected to decline in 2011 about $290 million pre-tax from earnings generated in 2010.

OTHER The company includes certain embryonic businesses not included in the reportable segments, such as Applied BioSciences and nonaligned businesses in Other. The potential viability of each embryonic business depends on a number of factors including successful product development, market acceptance and production ramp up capabilities. Using these factors and others, management periodically assesses the potential and fit of these businesses and may make investment adjustments based on such assessments. Applied BioSciences is focused on delivering cost advantaged products with superior performance and a smaller environmental footprint that are based on a unique combination of biological, chemical and material science capabilities. Specific global growth projects across the company are consolidated within Applied BioSciences to capitalize on the market opportunities and technology needs in this high-growth industry, including biomaterials and advanced biofuels products and technologies. Applied BioSciences is developing two biofuels businesses: one to commercialize non-food, cellulosic ethanol and the second to commercialize biobutanol. DuPont is pursuing commercialization through two joint ventures: DuPont Danisco Cellulosic Ethanol LLC (DDCE) and Butamax Advanced Biofuels LLC, respectively. DDCE now operates a demonstration scale facility in Vonore, Tennessee and Butamax now operates a demonstration scale facility in Hull, United Kingdom. Both joint ventures are aggressively pursuing commercialization capabilities. DuPont continues its joint venture with Tate & Lyle PLC, DuPont Tate and Lyle Bio Products LLC, to produce 1,3-propanediol (Bio-PDO) using a proprietary fermentation and purification process. Bio-PDO is the key building block for DuPont Sorona renewably sourced polymer. The joint venture also markets direct sale of Bio-PDO under the Zemea propanediol and Susterra propanediol brands as a key renewable ingredient in products ranging from industrial to personal care uses. DuPont Tate & Lyle Bio Products LLC is currently expanding capacity to support the production of Bio-PDO, which is scheduled for completion in 2011. In 2010, the Applied BioSciences business announced the formation, pending European Union approvals, of Actamax Surgical Materials LLC, a joint venture with Royal DSM N.V. Actamax will bring to market next-generation biomedical materials. Nonaligned businesses include activities and costs associated with Benlate fungicide and other discontinued businesses. In the aggregate, sales in Other for 2010, 2009 and 2008 represent less than 1 percent of total segment sales. 2010 pre-tax loss of $205 million compared to a loss of $171 million in 2009, primarily reflecting an increase in litigation charges related to discontinued businesses.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued 2009 pre-tax loss of $171 million compared to a loss of $181 million in 2008. The lower pre-tax loss for the year was mainly due to the net year over year impact of the 2008 and 2009 restructuring activities, and lower pre-tax loss for Applied BioSciences.

Liquidity & Capital Resources Management believes the company’s ability to generate cash from operations and access to capital markets will be adequate to meet anticipated cash requirements to fund working capital, capital spending, dividend payments, debt maturities and other cash needs. The company’s liquidity needs can be met through a variety of sources, including: cash provided by operating activities, cash and cash equivalents, marketable securities, commercial paper, syndicated credit lines, bilateral credit lines, equity and long-term debt markets and asset sales. The company’s current strong financial position, liquidity and credit ratings provide excellent access to the capital markets. In addition, cash generating actions have been implemented including spending and working capital reductions and restructuring to better align expenditures and costs. The company will continue to monitor the financial markets in order to respond to changing conditions. Pursuant to its cash discipline policy, the company seeks first to maintain a strong balance sheet and second, to return excess cash to shareholders unless the opportunity to invest for growth is compelling. Cash and cash equivalents and marketable securities balances of $6.8 billion as of December 31, 2010, provide primary liquidity to support all short-term obligations. The company has access to approximately $2.6 billion in unused credit lines with several major financial institutions, as additional support to meet short-term liquidity needs. The company continually reviews its debt portfolio and occasionally may rebalance it to ensure adequate liquidity and an optimum debt maturity schedule. In 2010, the company issued $0.5 billion of 1.95% Senior Notes due January 15, 2016, $1.0 billion of 3.625% Senior Notes due January 15, 2021 and $0.5 billion of 4.90% Senior Notes due January 15, 2041. The company elected to use the net proceeds to redeem $0.5 billion of its 5.00% Senior Notes due January 15, 2013 and $0.8 billion of its 5.875% Senior Notes due January 15, 2014 and pay down commercial paper issued to fund the $0.5 billion voluntary contribution to its principal U.S. pension plan. The company expects to finance the acquisition of Danisco with about $3.0 billion in existing cash and the remainder in new debt. The completion of the transaction is expected in the second quarter 2011 and is subject to customary closing conditions, including certain regulatory approvals and the tender of more than 90 percent of Danisco shares in the tender offer. In connection with this transaction, the company entered into a $4 billion bridge loan facility and a $2 billion bridge loan facility. The latter requires the company have cash, cash equivalents and marketable securities at least equal to $2 billion on hand at all times and readily available for use to purchase Danisco’s shares. The bridge loan facilities terminate when the company completes the financing for the acquisition. During 2010, Standard & Poor’s and Moody’s Investors Service revised the company’s credit outlook to ‘‘Stable’’ from ‘‘Negative’’. After the announcement of the potential acquisition of Danisco, Moody’s Investors Service placed all of the company’s credit ratings under review for possible downgrade. Standard & Poor’s has responded to the acquisition announcement by placing the company on credit watch with negative implications. Fitch Ratings announced it will take no immediate action with regard to the company’s ratings.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued The company remains committed to a strong financial position and strong investment-grade rating. The company’s credit ratings impact its access to the debt capital market and cost of capital. The company’s long-term and short-term credit ratings are as follows:

Long term Short term Outlook Standard & Poor’s A A-1 Watch negative Under review for Moody’s Investors Service A2 P-1 possible downgrade Fitch Ratings A F1 Negative

(Dollars in millions) 2010 2009 2008 Cash provided by operating activities $4,559 $4,741 $3,129

The company’s cash provided by operating activities was $4.6 billion in 2010, a $0.2 billion decrease compared to 2009. Higher earnings were offset by changes in operating assets and liabilities, mainly due to higher sales and inventory; the stronger dollar, which was hedged with forward exchange contracts reflected in investing activities; and the voluntary contribution to the principal U.S. pension plan. The company’s cash provided by operating activities was $4.7 billion in 2009, a $1.6 billion increase from the $3.1 billion generated in 2008. The increase was primarily due to the benefit of the weaker dollar, which was hedged by forward exchange contracts in investing activities.

(Dollars in millions) 2010 2009 2008 Cash used for investing activities $(2,439) $(4,298) $(1,610)

In 2010, cash used for investing activities totaled $2.4 billion compared to $4.3 billion used in 2009. The $1.9 billion decrease was mainly due to changes in investments in short-term financial instruments and a net increase in proceeds from forward exchange contract settlements, partially offset by an increase in payments for businesses and higher expenditures for the purchases of property, plant and equipment. In 2009, cash used for investing activities totaled $4.3 billion compared to $1.6 billion used in 2008. The $2.7 billion increase was mainly due to the increase in investments in short-term financial instruments and the change in forward exchange contract settlements, partially offset by decreased capital expenditures. Purchases of property, plant and equipment totaled $1.5 billion, $1.3 billion and $2.0 billion in 2010, 2009 and 2008, respectively. Spending in 2010 reflects the company’s continued investment in capacity expansion to support areas of growth. The company expects 2011 purchases of plant, property and equipment to be $1.8 billion, an increase of $0.3 billion over 2010, driven by continued growth investments aligned with the company’s global trends.

(Dollars in millions) 2010 2009 2008 Cash (used for) provided by financing activities $(1,829) $(97) $878

The $1.7 billion increase in cash used for financing activities in 2010 was primarily due to a decrease in borrowings in 2010 as compared to an increase in borrowings in 2009. This was partially offset by an increase in the proceeds from the exercise of stock options net of cash used to repurchase common stock.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued The $1.0 billion decrease in cash provided for financing activities in 2009 compared to 2008 was primarily due to changes in net borrowings. Net borrowings increased $1.4 billion in 2009 as compared to $2.1 billion in 2008.

(Dollars in millions) 2010 2009 2008 Cash provided by operating activities $ 4,559 $ 4,741 $ 3,129 Purchases of property, plant and equipment (1,508) (1,308) (1,978) Free cash flow $ 3,051 $ 3,433 $ 1,151

Free cash flow is a measurement not recognized in accordance with generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance. All companies do not calculate non-GAAP financial measures in the same manner and, accordingly, the company’s free cash flow definition may not be consistent with the methodologies used by other companies. The company defines free cash flow as cash provided by operating activities less purchases of property, plant and equipment, and therefore indicates operating cash flow available for payment of dividends, other investing activities, and other financing activities. Free cash flow is useful to investors and management to evaluate the company’s cash flow and financial performance, and is an integral financial measure used in the company’s financial planning process. 2010 free cash flow of $3.1 billion exceeded the company’s target of greater than $1.7 billion primarily due to higher earnings and working capital productivity. Total debt at December 31, 2010 was $10.3 billion, a $0.7 billion decrease from December 31, 2009. The decrease in debt reflects the company’s positive cash flow generated from general business activities. Total debt at December 31, 2009 was $11.0 billion, a $1.4 billion increase from December 31, 2008. The proceeds from the increased borrowings were primarily invested in short-term financial instruments. Dividends paid to common and preferred shareholders were $1.5 billion in 2010, 2009 and 2008. Dividends per share of common stock were $1.64 in 2010, 2009 and 2008. The common dividend declared in the first quarter 2011 was the company’s 426th consecutive dividend since the company’s first dividend in the fourth quarter 1904. The company’s Board of Directors authorized a $2 billion share buyback plan in June 2001. During 2010, the company purchased and retired 5.4 million shares at a total cost of $250 million under this plan. During 2009 and 2008, there were no purchases of stock under this plan. As of December 31, 2010, the company has purchased 25.9 million shares at a total cost of $1.2 billion. Management has not established a timeline for the buyback of the remaining shares of stock under this plan.

Cash, Cash Equivalents and Marketable Securities Cash and cash equivalents and marketable securities totaled $6.8 billion at December 31, 2010, $6.1 billion at December 31, 2009 and $3.7 billion at December 31, 2008. The $0.7 billion increase from 2009 to 2010 was primarily due to the company’s positive cash flow generated from general business activities. The $2.4 increase from 2008 to 2009 was primarily due to cash proceeds from increased borrowings and cash generated from general business activities.

Off-Balance Sheet Arrangements Certain Guarantee Contracts Indemnifications In connection with acquisitions and divestitures, the company has indemnified respective parties against certain liabilities that may arise in connection with acquisitions and divestitures and related business activities prior to the completion of the transaction. The term of these indemnifications, which typically pertain to environmental, tax and product liabilities, is generally indefinite. In addition, the company indemnifies its duly elected or appointed directors and officers to the fullest extent permitted by Delaware law, against liabilities incurred as a result of their activities for the

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued company, such as adverse judgments relating to litigation matters. If the indemnified party were to incur a liability or have a liability increase as a result of a successful claim, pursuant to the terms of the indemnification, the company would be required to reimburse the indemnified party. The maximum amount of potential future payments is generally unlimited. The carrying amounts recorded for all indemnifications as of December 31, 2010 and 2009 were $100 million. Although it is reasonably possible that future payments may exceed amounts accrued, due to the nature of indemnified items, it is not possible to make a reasonable estimate of the maximum potential loss or range of loss. No assets are held as collateral and no specific recourse provisions exist. In connection with the 2004 sale of the majority of the net assets of Textiles and Interiors, the company indemnified the purchasers, subsidiaries of Koch Industries, Inc. (INVISTA), against certain liabilities primarily related to taxes, legal and environmental matters and other representations and warranties under the Purchase and Sale Agreement. The estimated fair value of the indemnity obligations under the Purchase and Sale Agreement was $70 million and was included in the indemnifications balance of $100 million at December 31, 2010. Under the Purchase and Sale Agreement, the company’s total indemnification obligation for the majority of the representations and warranties cannot exceed $1.4 billion. The other indemnities are not subject to this limit. In March 2008, INVISTA filed suit in the Southern District of New York alleging that certain representations and warranties in the Purchase and Sale Agreement were breached and, therefore, that DuPont is obligated to indemnify it. DuPont disagrees with the extent and value of INVISTA’s claims. DuPont has not changed its estimate of its total indemnification obligation under the Purchase and Sale Agreement as a result of the lawsuit.

Obligations for Equity Affiliates and Others The company has directly guaranteed various debt obligations under agreements with third parties related to equity affiliates, customers, suppliers and other affiliated companies. At December 31, 2010, the company had directly guaranteed $544 million of such obligations, and $16 million relating to guarantees of obligations for divested subsidiaries. This represents the maximum potential amount of future (undiscounted) payments that the company could be required to make under the guarantees. The company would be required to perform on these guarantees in the event of default by the guaranteed party. At December 31, 2010 and 2009, a liability of $109 million and $146 million, respectively, was recorded for these obligations, representing the amount of payment/performance risk which the company deems probable. This liability is principally related to obligations of the company’s polyester films joint venture which are guaranteed by the company. Existing guarantees for customers and suppliers arose as part of contractual agreements. Existing guarantees for equity affiliates and other affiliated companies arose for liquidity needs in normal operations. In certain cases, the company has recourse to assets held as collateral as well as personal guarantees from customers and suppliers. The company has guaranteed certain obligations and liabilities related to a divested subsidiary, Conoco, which has indemnified the company for any liabilities the company may incur pursuant to these guarantees. No material loss is anticipated by reason of such agreements and guarantees. At December 31, 2010 and 2009, the company had no liabilities recorded for these obligations. Additional information with respect to the company’s guarantees is included in Note 19 to the Consolidated Financial Statements. Historically, the company has not had to make significant payments to satisfy guarantee obligations; however, the company believes it has the financial resources to satisfy these guarantees.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Contractual Obligations Information related to the company’s significant contractual obligations is summarized in the following table:

Payments Due In

Total at December 31, 2012 – 2014 – 2016 and (Dollars in millions) 2010 2011 2013 2015 beyond Long-term debt obligations1 $10,137 $ 4 $1,647 $2,106 $6,380 Expected cumulative cash requirements for interest payments through maturity 3,858 431 803 623 2,001 Capital leases1 5 1-13 Operating leases 982 227 357 219 179 Purchase obligations2 Information technology infrastructure & services 246 114 116 16 - Raw material obligations 282 125 106 40 11 Utility obligations 241 99 67 22 53 INVISTA-related obligations3 1,537 124 284 329 800 Human resource services 72 36 36 - - Other4 23 18 5 - - Total purchase obligations 2,401 516 614 407 864 Other liabilities1,5 Workers’ compensation 83 14 36 15 18 Asset retirement obligations 59 2 3 19 35 Environmental remediation 407 90 154 83 80 Legal settlements 87 85 2 - - License agreement6 413 90 174 149 - Other7 147 34 24 25 64 Total other long-term liabilities 1,196 315 393 291 197 Total contractual obligations8 $18,579 $1,494 $3,814 $3,647 $9,624

1 Included in the Consolidated Financial Statements. 2 Represents enforceable and legally binding agreements in excess of $1 million to purchase goods or services that specify fixed or minimum quantities; fixed, minimum or variable price provisions; and the approximate timing of the agreement. 3 Primarily represents raw material supply obligations. 4 Primarily represents obligations associated with distribution, health care/benefit administration, research and development and other professional and consulting contracts. 5 Pension and other long-term employee benefit obligations have been excluded from the table as they are discussed below within Long-Term Employee Benefits. 6 Represents remaining expected payments under a license agreement between Pioneer and Monsanto. 7 Primarily represents employee-related benefits other than pensions and other long-term employee benefits. 8 Due to uncertainty regarding the completion of tax audits and possible outcomes, the estimate of obligations related to unrecognized tax benefits cannot be made. See Note 5 to the Consolidated Financial Statements for additional detail. The company expects to meet its contractual obligations through its normal sources of liquidity and believes it has the financial resources to satisfy these contractual obligations.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Long-Term Employee Benefits The company has various obligations to its employees and retirees. The company maintains retirement-related programs in many countries that have a long-term impact on the company’s earnings and cash flows. These plans are typically defined benefit pension plans, as well as medical, dental and life insurance benefits for pensioners and survivors and disability and life insurance protection for employees (other long-term employee benefits). Approximately 80 percent of the company’s worldwide benefit obligation for pensions and essentially all of the company’s worldwide other long-term employee benefit obligations are attributable to the U.S. benefit plans. Pension coverage for employees of the company’s non-U.S. consolidated subsidiaries is provided, to the extent deemed appropriate, through separate plans. The company regularly explores alternative solutions to meet its global pension obligations in the most cost effective manner possible as demographics, life expectancy and country-specific pension funding rules change. Where permitted by applicable law, the company reserves the right to change, modify or discontinue its plans that provide pension, medical, dental, life insurance and disability benefits. In 2006, the company announced major changes to the pension and defined contribution benefits that cover the majority of its U.S. employees. Such employees hired in the U.S. after December 31, 2006 are not eligible to participate in the pension and post-retirement medical, dental and life insurance plans but receive benefits in the defined contribution plans. Benefits under defined benefit pension plans are based primarily on years of service and employees’ pay near retirement. Pension benefits are paid primarily from trust funds established to comply with applicable laws and regulations. Unless required by law, the company does not make contributions that are in excess of tax deductible limits. The actuarial assumptions and procedures utilized are reviewed periodically by the plans’ actuaries to provide reasonable assurance that there will be adequate funds for the payment of benefits. The company made a voluntary contribution of $500 million in 2010 to its principal U.S. pension plan. No contributions are required or currently anticipated to be made to the principal U.S. pension plan in 2011. Contributions beyond 2011 are not determinable since the amount of any contribution is heavily dependent on the future economic environment and investment returns on pension trust assets. U.S. pension benefits that exceed federal limitations are covered by separate unfunded plans and these benefits are paid to pensioners and survivors from operating cash flows. Funding for each pension plan is governed by the rules of the sovereign country in which it operates. Thus, there is not necessarily a direct correlation between pension funding and pension expense. In general, however, improvements in plans funded status tends to moderate subsequent funding needs. The company contributed $782 million to its pension plans in 2010 and anticipates that it will make approximately $305 million in contributions in 2011 to pension plans other than the principal U.S. pension plan. The company’s other long-term employee benefits are unfunded and the cost of the approved claims is paid from operating cash flows. Pre-tax cash requirements to cover actual net claims costs and related administrative expenses were $321 million, $323 million and $326 million for 2010, 2009 and 2008, respectively. This amount is expected to be about $320 million in 2011. Changes in cash requirements reflect the net impact of higher per capita health care costs, demographic changes and changes in participant premiums, co-pays and deductibles.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued The company’s income can be significantly affected by pension and defined contribution benefits as well as other long-term employee benefits. The following table summarizes the extent to which the company’s income over each of the last 3 years was affected by pre-tax charges and credits related to long-term employee benefits.

(Dollars in millions) 2010 2009 2008 Defined benefit plan charges (benefits) $ 557 $155 $(362) Defined contribution plan charges 254 245 2501 Other long-term employee benefit plan charges 219 220 181 Net amount $1,030 $620 $ 69

1 Includes an accrual of $16 million for company match and contribution based on compensation paid in 2009 for 2008 service. The above (benefits) charges for pension and other long-term employee benefits are determined as of the beginning of each year. The increases in pension expense in 2010 and 2009 primarily related to decreases in the market-related value of the assets in the principal U.S. pension plan. See ‘‘Long-Term Employee Benefits’’ under the Critical Accounting Estimates section beginning on page 22 of this report for additional information on determining annual expense for the principal U.S. pension plan. The company’s key assumptions used in calculating its pension and other long-term employee benefits are the expected return on plan assets, the rate of compensation increases and the discount rate (see Note 21 to the Consolidated Financial Statements). For 2011, long-term employee benefits expense is expected to increase by about $60 million, primarily due to lower discount rates.

Other Employee-Related Benefits In October 2009, the company announced revisions to its vacation benefits policy covering all U.S. employees. Effective December 31, 2010, entitled vacation for the following year will no longer vest at the end of each preceding year. In addition, vacation will be earned monthly and accrued on the first day of each calendar month during the year beginning in 2011. These revisions to the company’s vacation benefits policy provided a one-time benefit of $148 million in 2010.

Environmental Matters The company operates global manufacturing, product handling and distribution facilities that are subject to a broad array of environmental laws and regulations. Such rules are subject to change by the implementing governmental agency, and the company monitors these changes closely. Company policy requires that all operations fully meet or exceed legal and regulatory requirements. In addition, the company implements voluntary programs to reduce air emissions, minimize the generation of hazardous waste, decrease the volume of water use and discharges, increase the efficiency of energy use and reduce the generation of persistent, bioaccumulative and toxic materials. Management has noted a global upward trend in the amount and complexity of proposed chemicals regulation. The costs to comply with complex environmental laws and regulations, as well as internal voluntary programs and goals, are significant and will continue to be significant for the foreseeable future.

Environmental Operating Costs As a result of its operations, the company incurs costs for pollution abatement activities including waste collection and disposal, installation and maintenance of air pollution controls and wastewater treatment, emissions testing and monitoring, and obtaining permits. The company also incurs costs related to environmental related research and development activities including environmental field and treatment studies as well as toxicity and degradation testing to evaluate the environmental impact of products and raw materials. Related to these activities, the company incurred environmental operating costs of $501 million, $483 million and $525 million in 2010, 2009 and 2008, respectively.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Remediation Expenditures RCRA, which extensively regulates the treatment, storage and disposal of hazardous waste, requires that permitted facilities undertake an assessment of environmental contamination. If conditions warrant, companies may be required to remediate contamination caused by prior operations. In contrast to CERCLA, the costs of the RCRA corrective action program are typically borne solely by the company. The company anticipates that significant ongoing expenditures for RCRA remediation activities may be required over the next two decades. Annual expenditures for the near term, however, are not expected to vary significantly from the range of such expenditures experienced in the past few years. Longer term, expenditures are subject to considerable uncertainty and may fluctuate significantly. The company’s expenditures associated with RCRA and similar remediation activities were $52 million, $49 million and $51 million in 2010, 2009 and 2008, respectively. From time to time, the company receives requests for information or notices of potential liability from EPA and state environmental agencies alleging that the company is a PRP under CERCLA or similar state statutes. CERCLA is often referred to as the Superfund and requires companies to undertake certain investigative and research activities at sites where it conducts or once conducted operations or where company generated waste has been disposed. The company has also, on occasion, been engaged in cost recovery litigation initiated by those agencies or by private parties. These requests, notices and lawsuits assert potential liability for remediation costs at various sites that typically are not company owned, but allegedly contain wastes attributable to the company’s past operations. As of December 31, 2010, the company has been notified of potential liability under CERCLA or state laws at about 405 sites around the U.S., with active remediation under way at approximately 160 of these sites. In addition, the company has resolved its liability at approximately 170 sites, either by completing remedial actions with other PRPs or by participating in ‘‘de minimis buyouts’’ with other PRPs whose waste, like the company’s, represented only a small fraction of the total waste present at a site. The company received notice of potential liability at 10 new sites during 2010 compared with three and five similar notices in 2009 and 2008, respectively. The company’s expenditures associated with CERCLA and similar state remediation activities were approximately $21 million, $18 million and $17 million in 2010, 2009 and 2008, respectively. For nearly all Superfund sites, the company’s potential liability will be significantly less than the total site remediation costs because the percentage of waste attributable to the company versus that attributable to all other PRPs at any given site is typically relatively low. Other PRPs at sites, where the company is a party, typically have the financial strength to meet their obligations and, where they do not, or where PRPs cannot be located or have declared bankruptcy, the company’s own share of liability has not materially increased. There are relatively few sites where the company is a major participant and the cost to the company of remediation at those sites and at all CERCLA sites in the aggregate, is not expected to have a material impact on the financial position, liquidity or results of operations of the company. Total payments for previously accrued remediation activities under RCRA, CERCLA and similar state and global laws were $82 million, $72 million and $81 million in 2010, 2009 and 2008, respectively.

Remediation Accruals At December 31, 2010, the Consolidated Balance Sheets included an accrued liability of $407 million related to activities under RCRA, CERCLA and similar state and global laws compared to $396 million at December 31, 2009. Considerable uncertainty exists with respect to environmental remediation costs, particularly those related to RCRA, and, under adverse changes in circumstances, potential liability may range up to two to three times the amount accrued as of December 31, 2010. Of the $407 million accrued liability, approximately nine percent was reserved for non-U.S. facilities. Approximately 68 percent of the reserve balance was attributable to RCRA and similar remediation liabilities, while about 23 percent was attributable to CERCLA liabilities. Increases to remediation accruals were $93 million, $89 million and $103 million for 2010, 2009 and 2008, respectively. Based on existing facts and circumstances, management does not believe that a material loss, in excess of amounts accrued, related to remediation activities at any individual site or location is reasonably possible.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Changes in the remediation accruals balance at December 31, 2010, 2009 and 2008 are summarized below:

(Dollars in millions) Balance at December 31, 2008 $379 Remediation Payments (72) Increase in Accrual 89 Balance at December 31, 2009 $396 Remediation Payments (82) Increase in Accrual 93 Balance at December 31, 2010 $407

Pre-Tax Environmental Expenses Pre-tax environmental expenses charged to current operations in 2010, 2009 and 2008 are summarized below:

At December 31, (Dollars in millions) 2010 2009 2008 Environmental Operating Costs $501 $483 $525 Increase in Remediation Accruals 93 89 103 $594 $572 $628

About 75 percent of total pre-tax environmental expenses charged to current operations in 2010 resulted from operations in the U.S. Total pre-tax environmental expenses charged to operations in 2010 increased $22 million versus 2009 due primarily to increased environmental research activities. Based on existing facts and circumstances, management does not believe that year over year changes, if any, in environmental expenses charged to current operations will have a material impact on the company’s financial position, liquidity or results of operations.

Environmental Capital Expenditures In 2010, the company spent approximately $75 million on environmental capital projects either required by law or necessary to meet the company’s internal environmental goals. The company currently estimates expenditures for environmental-related capital projects to be approximately $100 million in 2011. In the U.S., significant capital expenditures are expected to be required over the next decade for treatment, storage and disposal facilities for solid and hazardous waste and for compliance with the Clean Air Act (CAA). Until all CAA regulatory requirements are established and known, considerable uncertainty will remain regarding future estimates for capital expenditures. Total CAA capital costs over the next two years are currently estimated to range from $40 million to $70 million.

Climate Change The company believes that climate change is an important global issue that will present risks and opportunities to business and society at large. Since the early 1990s when the company began taking action to reduce greenhouse gas emissions, the company has achieved major global reductions in emissions. Voluntary emissions reductions implemented by the company and other companies are valuable but alone will not be sufficient to effectively address a problem of this scale. The company is actively engaged in the effort to develop constructive public policies to reduce greenhouse gas emissions and encourage lower carbon forms of energy. The Kyoto Protocol to the United Nations Framework Convention on Climate Change entered into force in February 2005 and, while not ratified by the U.S., has spurred policy action by many other countries and regions around the world, including the European Union. Considerable international attention is now focused on development of a post-2012 international policy framework to guide international action to address climate change when the Kyoto

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Protocol expires in 2012. Proposed and existing legislative efforts to control or limit greenhouse gas emissions could affect the company’s energy source and supply choices as well as increase the cost of energy and raw materials derived from fossil fuels. Such efforts are also anticipated to provide the business community with greater certainty for the regulatory future, help guide investment decisions, and drive growth in demand for low-carbon and energy-efficient products, technologies, and services. At the national and regional level, there are existing efforts to address climate change. Several of the company’s facilities in the European Union are regulated under the EU Emissions Trading Scheme. In other countries, including the U.S., policy debate continues. The current unsettled policy environment in the U.S. adds an element of uncertainty to business decisions particularly those relating to long-term capital investments. If in the absence of federal legislation, states were to implement programs mandating greenhouse gas (GHG) emissions reductions, the company, its suppliers and customers could be competitively disadvantaged by the added administrative costs and burden of complying with a variety of state-specific requirements. A 2007 U.S. Supreme Court ruling directed EPA to determine whether carbon dioxide endangers human health and, if so, to take steps to regulate it under the CAA. In December 2009, EPA made a determination that carbon dioxide emissions endanger human health and the environment requiring EPA to pursue regulation of carbon dioxide emissions under the CAA. In 2010, EPA launched a phased in scheme to regulate GHG emissions under CAA regulations known as the Prevention of Significant Deterioration (PSD) rules. The PSD rules require that Best Available Control Technology (BACT) be installed on major new or modified sources of GHG emissions. BACT controls for GHG emissions can require very large capital investments. EPA has not provided final guidance regarding BACT requirements. In addition, EPA in 2010 put in place operating permit requirements for major new or modified sources of GHG emissions. EPA will not require permits for smaller sources until 2016 or later. Both Congressional and litigation efforts are underway to delay or remove EPA’s authority to regulate GHG emissions and to enforce GHG reporting and permitting regulations. This type of GHG emissions regulation by EPA, in the absence of or in addition to federal legislation, could result in more costly, less efficient facility-by-facility controls versus a federal, market-based cap and trade program. Differences in regional or national legislation could present challenges in a global marketplace highlighting the need for coordinated global policy action. In the fourth quarter 2009, EPA issued the Final Mandatory Reporting of Greenhouse Gases Rule which requires reporting of GHG emissions in the United States beginning in 2010. The rule requires suppliers of fossil fuels or industrial greenhouse gases, manufacturers of vehicles and engines, and facilities that emit 25,000 metric tons or more per year of GHG emissions to submit annual reports to EPA. The company has approximately 25 sites that have a stake in one or more of the covered gases, including several at which emissions monitoring equipment must be installed. Costs incurred in 2010 to comply with the rule were not material to the company. Based on the current state of rulemaking related to this rule, management does not expect future costs to comply with the rule will be material to the company’s operations and consolidated financial position. The company assesses the potential risks that climate change could present, and looks for opportunities to make its overall portfolio less energy and emissions intensive. The company weighs energy use when investments or divestitures are considered. The company continuously evaluates opportunities for existing and new product and service offerings in light of the anticipated demands of a low-carbon economy.

Registration The goal of the U.S. Toxic Substances Control Act (TSCA) is to prevent unreasonable risks of injury to health or the environment associated with the manufacture, processing, distribution in commerce, use, or disposal of chemical substances. Under TSCA, the EPA has established reporting, record-keeping, testing and control-related requirements for new and existing chemicals. In September 2009, EPA announced its comprehensive approach to enhance the Agency’s current chemicals management program under TSCA, including development of action plans. The Agency’s actions on chemicals may include initiating regulatory action to label, restrict, or ban a chemical, or to require the

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued submission of additional data needed to determine the risk a chemical may pose. Also in 2009, EPA announced its ‘‘Essential Principle for Reform of Chemicals Management Legislation.’’ The company is monitoring these developments under TSCA. In December 2006, the European Union adopted a new regulatory framework concerning the Registration, Evaluation and Authorization of Chemicals. This regulatory framework known as REACH entered into force on June 1, 2007. One of its main objectives is the protection of human health and the environment. REACH requires manufacturers and importers to gather information on the properties of their substances that meet certain volume or toxicological criteria and register the information in a central database to be maintained by the European Chemicals Agency. The Regulation also contains a mechanism for the progressive substitution of the most dangerous chemicals when suitable alternatives have been identified. Complete registrations containing extensive data on the characteristics of the chemical will be required in three phases, depending on production usage or tonnage imported per year, and the toxicological criteria of the chemical. The first registrations for substances that were preregistered in 2008 were required in 2010; subsequent registrations are due in 2013 and 2018. New substances that will be manufactured or imported need to be registered prior to being placed on the market (also known as non-phase-in substances). The company successfully completed the 2010 registrations and is working on the non-phase-in registrations. By June 1, 2011, companies must notify the European Chemicals Agency of products containing above 0.1 percent of substances of very high concern on the candidate list for authorization. There are now 46 such substances and the notice process may create pressure for substitution away from these substances. By June 1, 2013, the Commission will review whether substances with endocrine disruptive properties should be authorized if safer alternatives exist. Management does not expect that the costs to comply with REACH will be material to its operations and consolidated financial position.

Facility Security DuPont recognizes that the security and safety of its operations are critical to its employees, neighbors and, indeed, to the future of the company. As such, the company has merged chemical site security into its safety core value where it serves as an integral part of its long standing safety culture. Physical security measures have been combined with process safety measures (including the use of inherently safer technology), administrative procedures and emergency response preparedness into an integrated security plan. The company has conducted vulnerability assessments at operating facilities in the U.S. and high priority sites worldwide and identified and implemented appropriate measures to protect these facilities from physical and cyber attacks. DuPont is partnering with carriers, including railroad, shipping and trucking companies, to secure chemicals in transit. In April 2007, the Department of Homeland Security (DHS) issued an interim final rule (Rule) that establishes risk-based performance standards for the security of U.S. chemical facilities. Covered chemical facilities are required to prepare Security Vulnerability Assessments that identify facility security vulnerabilities and to develop and implement Site Security Plans that include measures satisfying the identified risk-based performance standards. The Rule contains associated provisions addressing inspections and audits, recordkeeping, and the protection of information that constitutes Chemical-terrorism Vulnerability Information. DHS can seek compliance through the issuance of Orders, including Orders Assessing Civil Penalty and Orders for the Cessation of Operations. In June 2008, DHS notified those facilities that were preliminarily determined to be covered by the Rule’s security requirements. DuPont facilities that were preliminarily determined to be covered conducted and submitted security vulnerability assessments to DHS. Based on its review of these assessments, DHS made final determinations as to which facilities were covered and the risk-base tier into which each falls. These facilities are submitting site security plans to DHS. Once DHS has reviewed and provided preliminary approval of the plans, it will meet with facilities before providing final approval. DuPont has already devoted substantial effort and resources in assessing security vulnerabilities and taking steps to reinforce security at its chemical manufacturing facilities. Until each facility develops and receives DHS approval for its site security plan, specific requirements cannot be determined and considerable uncertainty exists regarding estimates for future capital expenditures. However, based on guidance issued by DHS regarding its risk-based performance standards, it is expected that new security measures will need to be implemented

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued at the regulated facilities and that total capital costs to implement such measures over the next 5 years will be about $50 million.

PFOA DuPont manufactures fluoropolymer resins and dispersions as well as fluorotelomers, marketing many of them under the Teflon and Zonyl brands. All of these products are part of the Performance Chemicals segment. Fluoropolymer resins and dispersions are high-performance materials with many end uses including architectural fabrics, telecommunications and electronic wiring insulation, automotive fuel systems, computer chip processing equipment, weather-resistant/breathable apparel and non-stick cookware. Fluorotelomers are used to make soil, stain and grease repellants for paper, apparel, upholstery and carpets as well as firefighting foams and coatings. A form of PFOA (collectively, perfluorooctanoic acid and its salts, including the ammonium salt) is used as a processing agent to manufacture fluoropolymer resins and dispersions. For over 50 years, DuPont purchased its PFOA needs from a third party, but beginning in the fall of 2002, it began producing PFOA to support the manufacture of fluoropolymer resins and dispersions. PFOA is not used in the manufacture of fluorotelomers; however, it is an unintended by-product present at trace levels in some fluorotelomer-based products. DuPont Performance Elastomers, LLC (DPE) uses PFOA in the manufacture of raw materials to manufacture Kalrez perfluoroelastomer parts. PFOA is also used in the manufacture of some fluoroelastomers marketed by DPE under the Viton trademark. The wholly owned subsidiary is a part of the Performance Materials segment. PFOA is bio-persistent and has been detected at very low levels in the blood of the general population. As a result, EPA initiated a process to enhance its understanding of the sources of PFOA in the environment and the pathways through which human exposure to PFOA is occurring. In 2005, EPA issued a draft risk assessment on PFOA stating that the cancer data for PFOA may be best described as ‘‘suggestive evidence of carcinogenicity, but not sufficient to assess human carcinogenic potential’’ under EPA’s Guidelines for Carcinogen Risk Assessment. At EPA’s request, the Science Advisory Board (SAB) reviewed and commented on the scientific soundness of this assessment. In its May 2006 report, the SAB set forth the view, based on laboratory studies in rats, that the human carcinogenic potential of PFOA is more consistent with the Guidelines’ descriptor of ‘‘likely to be carcinogenic.’’ However, the report stated that additional data should be considered before EPA finalizes its risk assessment of PFOA. EPA has acknowledged that it will consider additional data, including new research and testing, and has indicated that another SAB review will be sought after EPA makes its risk assessment. DuPont disputes the cancer classification recommended in the SAB report. Although EPA has stated that there remains considerable scientific uncertainty regarding potential risks associated with PFOA, it also stated that it does not believe that there is any reason for consumers to stop using any products because of concerns about PFOA. DuPont respects EPA’s position raising questions about exposure routes and the potential toxicity of PFOA and DuPont and other companies have outlined plans to continue research, emission reduction and product stewardship activities to help address EPA’s questions. In January 2006, DuPont pledged its commitment to EPA’s 2010/15 PFOA Stewardship Program. The EPA program asks participants (1) to commit to achieve, no later than 2010, a 95 percent reduction in both facility emissions and product content levels of PFOA, PFOA precursors and related higher homologue chemicals and (2) to commit to working toward the elimination of PFOA, PFOA precursors and related higher homologue chemicals from emissions and products by no later than 2015. In October 2010, (for the year 2009), DuPont reported to EPA that it had achieved about a 99 percent reduction of PFOA emissions in U.S. manufacturing facilities. The company achieved about a 98 percent reduction in global manufacturing emissions, exceeding EPA’s 2010 objective. In February 2007, DuPont announced its commitment to no longer make, use or buy PFOA by 2015, or sooner if possible. To achieve this goal, DuPont developed PFOA replacement technology and is converting customers to fluoropolymer resins and dispersions manufactured using the replacement technology. In addition since 2008, DuPont has been introducing its next generation fluorotelomers products and converting customers to their use. In the fourth quarter 2009, EPA announced the start of a comprehensive approach to enhancing EPA’s current chemicals management program under TSCA. As part of this enhancement, EPA released four Existing Chemical

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, continued Action Plans (the Plans) in December 2009 of which one covers long-chain perfluorinated chemicals (PFCs) including PFOA. The Plans outline the risks that the use of the specified chemicals may present and the specific steps that EPA will take to address concerns. EPA indicated that it intends to propose regulatory actions in 2012 to address the potential risks from PFCs, but the specific steps noted in the PFCs Plan are generally consistent with the requirements of the 2010/2015 PFOA Stewardship Program. In January 2009, EPA issued a national Provisional Health Advisory for PFOA of 0.4 parts per billion (ppb) in drinking water. In February 2007, NJDEP identified a preliminary drinking-water guidance level for PFOA of 0.04 ppb as part of the first phase of an ongoing process to establish a state drinking-water standard. During the first quarter 2009, NJDEP began the process to establish a permanent Maximum Contaminant Level (MCL) for PFOA in drinking water. The process is estimated to take 1 to 2 years. While NJDEP will continue sampling and evaluation of data from all sources, it has not recommended a change in consumption patterns. Based on extensive health and toxicological studies, DuPont believes that PFOA exposure does not pose a health risk to the general public. Human studies have evaluated many health endpoints across a wide range of exposed populations. While some associations have been reported, no human health effects are known to be caused by PFOA. A considerable number of human health studies are ongoing and results will be available over the next several years. There have not been any regulatory or government actions that prohibit the production or use of PFOA. However, there can be no assurance that there will not be in the future. Products currently manufactured by the company representing approximately $1 billion of 2010 revenues could be affected by any such regulation or prohibition. DuPont has established reserves in connection with certain PFOA environmental and litigation matters (see Note 19 to the Consolidated Financial Statements).

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Financial Instruments Derivatives and Other Hedging Instruments In the ordinary course of business, the company enters into contractual arrangements (derivatives) to hedge its exposure to foreign currency, interest rate and commodity price risks under established procedures and controls. Derivative instruments utilized include forwards, options, futures and swaps. The counterparties to these contractual arrangements are major financial institutions and major commodity exchanges. The company hedges certain foreign currency-denominated revenues, monetary assets and liabilities, certain business-specific foreign currency exposures and certain energy and agricultural feedstock purchases.

Concentration of Credit Risk Financial instruments that potentially subject the company to significant concentrations of credit risk consist principally of cash, investments, accounts receivable and derivatives. As part of the company’s financial risk management processes, it continuously evaluates the relative credit standing of all of the financial institutions that service DuPont and monitors actual exposures versus established limits. The company has not sustained credit losses from instruments held at financial institutions. The company maintains cash and cash equivalents, marketable securities, derivatives and certain other financial instruments with various financial institutions. These financial institutions are generally highly rated and geographically dispersed and the company has a policy to limit the dollar amount of credit exposure with any one institution. The company’s sales are not materially dependent on a single customer or small group of customers. As of December 31, 2010, no one individual customer balance represented more than 5 percent of the company’s total outstanding receivables balance. Credit risk associated with its receivables balance is representative of the geographic, industry and customer diversity associated with the company’s global businesses.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK, continued The company also maintains strong credit controls in evaluating and granting customer credit. As a result, it may require that customers provide some type of financial guarantee in certain circumstances. Length of terms for customer credit varies by industry and region.

Foreign Currency Risk The company’s objective in managing exposure to foreign currency fluctuations is to reduce earnings and cash flow volatility associated with foreign currency rate changes. Accordingly, the company enters into various contracts that change in value as foreign exchange rates change to protect the U.S. dollar value of its existing foreign currency- denominated assets, liabilities, commitments, and cash flows. The company uses foreign currency exchange contracts to offset its net exposures, by currency, related to the foreign currency-denominated monetary assets and liabilities of its operations. The primary business objective of this hedging program is to maintain an approximately balanced position in foreign currencies so that exchange gains and losses resulting from exchange rate changes, net of related tax effects, are minimized. The company also uses foreign currency exchange contracts to offset a portion of the company’s exposure to certain foreign currency-denominated revenues so that gains and losses on these contracts offset changes in the U.S. dollar value of the related foreign currency-denominated revenues. The objective of the hedge program is to reduce earnings and cash flow volatility related to changes in foreign currency exchange rates. The following table summarizes the impacts of this program on the company’s results of operations for the years ended December 31, 2010, 2009 and 2008, and includes the company’s pro rata share of its equity affiliates’ exchange gains and losses and corresponding gains and losses on foreign currency exchange contracts.

(Dollars in millions) 2010 2009 2008 Pre-tax exchange loss $(13) $(205) $(255) Tax (expense) benefit (71) 91 83 After-tax loss $(84) $(114) $(172)

From time to time, the company will enter into foreign currency exchange contracts to establish with certainty the USD amount of future firm commitments denominated in a foreign currency. Decisions regarding whether or not to hedge a given commitment are made on a case-by-case basis, taking into consideration the amount and duration of the exposure, market volatility and economic trends. Foreign currency exchange contracts are also used, from time to time, to manage near-term foreign currency cash requirements.

Interest Rate Risk The company uses interest rate swaps to manage the interest rate mix of the total debt portfolio and related overall cost of borrowing. Interest rate swaps involve the exchange of fixed or floating rate interest payments to effectively convert fixed rate debt into floating rate debt based on USD LIBOR. Interest rate swaps allow the company to maintain a target range of floating rate debt.

Commodity Price Risk The company enters into over-the-counter and exchange-traded derivative commodity instruments to hedge its exposure to price fluctuations on certain raw material purchases. A portion of certain energy feedstock purchases are hedged to reduce price volatility using fixed price swaps and options. The company contracts with independent growers to produce finished seed inventory. Under these contracts, growers are compensated with bushel equivalents that are marketed to the company for the market price of grain during the

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK, continued contract period. Derivative instruments having a high correlation to the underlying commodity are used to hedge the commodity price risk involved in compensating growers. The company utilizes derivatives to manage the price volatility of soybean meal. These derivative instruments have a high correlation to the underlying commodity exposure and are deemed effective in offsetting soybean meal feedstock price risk. Additional details on these and other financial instruments are set forth in Note 23 to the Consolidated Financial Statements.

Sensitivity Analysis The following table illustrates the fair values of outstanding derivative contracts at December 31, 2010 and 2009, and the effect on fair values of a hypothetical adverse change in the market prices or rates that existed at December 31, 2010 and 2009. The sensitivity for interest rate swaps is based on a one percent change in the market interest rate. Foreign currency and energy derivative sensitivities are based on a 10 percent change in market rates.

Fair Value Fair Value Asset/(Liability) Sensitivity (Dollars in millions) 2010 2009 2010 2009 Interest rate swaps $40 $- $ (51) $ (60) Foreign currency contracts 53 97 (697) (752) Energy feedstocks (72) (101) (79) (119)

Since the company’s risk management programs are highly effective, the potential loss in value for each risk management portfolio described above would be largely offset by changes in the value of the underlying exposure.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The financial statements and supplementary data required by this Item are included herein, commencing on page F-1 of this report.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.

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ITEM 9A. CONTROLS AND PROCEDURES The company maintains a system of disclosure controls and procedures to give reasonable assurance that information required to be disclosed in the company’s reports filed or submitted under the Securities Exchange Act of 1934 (Exchange Act) is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. These controls and procedures also give reasonable assurance that information required to be disclosed in such reports is accumulated and communicated to management to allow timely decisions regarding required disclosures. As of December 31, 2010, the company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), together with management, conducted an evaluation of the effectiveness of the company’s disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) of the Exchange Act. Based on that evaluation, the CEO and CFO concluded that these disclosure controls and procedures are effective. There has been no change in the company’s internal control over financial reporting that occurred during the fourth quarter of 2010 that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting. The company has completed its evaluation of its internal controls and has concluded that the company’s system of internal controls over financial reporting was effective as of December 31, 2010 (see page F-2). The company continues to take appropriate steps to enhance the reliability of its internal control over financial reporting. Management has identified areas for improvement and discussed them with the company’s Audit Committee and independent registered public accounting firm.

ITEM 9B. OTHER INFORMATION The company owns and operates a surface mine near Starke, Florida. The Mine Safety and Health Administration proposed and DuPont paid total penalties of one thousand six hundred and fifty-eight dollars for all citations issued in 2010, including two violations that could significantly and substantially contribute to the cause and effect of a mine safety or health hazard under the Mine Safety and Health Act of 1977. No citations were received in the fourth quarter 2010.

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ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Information with respect to this Item is incorporated herein by reference to the Proxy. Information related to directors is included within the section entitled, ‘‘Election of Directors.’’ The company has not made any material changes to the procedures by which security holders may recommend nominees to its Board of Directors since these procedures were communicated in the company’s 2010 Proxy Statement for the Annual Meeting of Stockholders held on April 28, 2010. Information related to the Audit Committee is incorporated herein by reference to the Proxy and is included within the sections entitled ‘‘Committees of the Board’’ and ‘‘Committee Membership.’’ Information regarding executive officers is contained in the Proxy section entitled ‘‘Section 16(a) Beneficial Ownership Reporting Compliance’’ and as set forth below. The company has adopted a Code of Ethics for its CEO, CFO and Controller that may be accessed from the company’s website at www.dupont.com by clicking on Investor Center and then Corporate Governance. Any amendments to, or waiver from, any provision of the code will be posted on the company’s website at the above address.

Executive Officers of the Registrant The following is a list, as of February 8, 2011, of the company’s Executive Officers:

Executive Officer Age Since Chair of the Board of Directors and Chief Executive Officer: Ellen J. Kullman 55 2006 Other Executive Officers: James C. Borel 55 2004 Executive Vice President Thomas M. Connelly, Jr. 58 2000 Executive Vice President and Chief Innovation Officer Nicholas C. Fanandakis 54 2009 Executive Vice President and Chief Financial Officer Thomas L. Sager 60 2008 Senior Vice President and General Counsel Mark P. Vergnano 53 2009 Executive Vice President

The company’s Executive Officers are elected or appointed for the ensuing year or for an indefinite term and until their successors are elected or appointed. Ellen J. Kullman joined DuPont in 1988 as marketing manager and progressed through various roles as global business director and was named Vice President and General Manager of White Pigment & Mineral Products in 1995. In 2000, Mrs. Kullman was named Group Vice President and General Manager of several businesses and new business development. She became Group Vice President-DuPont Safety & Protection in 2002. In June 2006, Mrs. Kullman was named Executive Vice President and assumed leadership of Marketing & Sales along with Safety and Sustainability. She was appointed President on October 1, 2008 and became Chief Executive Officer on January 1, 2009. On December 31, 2009, she became Chair of the Board of Directors. James C. Borel joined DuPont in 1978, and held a variety of product and sales management positions for Agricultural Products. In 1993, he transferred to Tokyo, Japan with Agricultural Products as regional manager, North Asia and was appointed regional director, Asia Pacific in 1994. In 1997, he was appointed regional director, North America and was appointed Vice President and General Manager-DuPont Crop Protection later that year. In January 2004, he was named Senior Vice President-DuPont Global Human Resources. He became Group Vice President in 2008 and was named Executive Vice President with responsibility for DuPont Crop Protection and Pioneer in October 2009.

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ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE, continued Thomas M. Connelly, Jr. joined DuPont in 1977 as a research engineer. Since then, Mr. Connelly has served in various research and plant technical leadership roles, as well as product management and business director roles. Mr. Connelly served as Vice President and General Manager-DuPont Fluoroproducts from 1999 until September 2000, when he was named Senior Vice President and Chief Science and Technology Officer. In June 2006, Mr. Connelly was named Executive Vice President and Chief Innovation Officer. In October 2009, he added responsibility for DuPont Performance Polymers, Packaging & Industrial Polymers, Applied BioSciences, Nutrition & Health as well as integrated operations. Nicholas C. Fanandakis joined DuPont in 1979 as an accounting and business analyst. Since then, Mr. Fanandakis served in a variety of plant, marketing, and product management and business director roles. Mr. Fanandakis served as Vice President and General Manager—DuPont Chemical Solutions Enterprise from 2003 until February 2007 when he was named Vice President—Corporate Plans. In January 2008, Mr. Fanandakis was named Group Vice President— DuPont Applied BioSciences. In November 2009, he was named Senior Vice President and Chief Financial Officer. In August 2010, he was named Executive Vice President and Chief Financial Officer. Thomas L. Sager joined DuPont in 1976 as an attorney in the labor and security group. In 1998, he was named Chief Litigation Counsel and assumed oversight responsibility for all company litigation matters. He was named Vice President and Assistant General Counsel in 1999. In July 2008, he was appointed Senior Vice President and General Counsel. Mark P. Vergnano joined DuPont in 1980 as a process engineer. He has had several assignments in manufacturing, technology, marketing, sales and business strategy. He has held assignments in various DuPont locations including Geneva, Switzerland. In February 2003 he was named Vice President and General Manager—Nonwovens and Vice President and General Manager—Surfaces and Building Innovations in October 2005. In June 2006, he was named Group Vice President of DuPont Safety & Protection. In October 2009, Mr. Vergnano was appointed Executive Vice President with responsibility for DuPont Protection Technologies, Building Innovations, Sustainable Solutions, Chemicals & Fluoroproducts, Titanium Technologies and Electronics & Communications. He also leads the company’s sustainability, safety, communications, and sales and marketing functions.

ITEM 11. EXECUTIVE COMPENSATION Information with respect to this Item is incorporated herein by reference to the Proxy and is included in the sections ‘‘Compensation Discussion and Analysis,’’ ‘‘2010 Summary Compensation Table,’’ ‘‘ 2010 Grants of Plan-Based Awards,’’ ‘‘Outstanding Equity Awards,’’ ‘‘2010 Option Exercises and Stock Vested,’’ ‘‘Pension Benefits,’’ ‘‘Nonqualified Deferred Compensation,’’ ‘‘Potential Payments Upon Termination or Change in Control,’’ and ‘‘Directors’ Compensation.’’ Information related to the Compensation Committee is included within the sections entitled ‘‘Compensation Committee Interlocks and Insider Participation’’ and ‘‘Compensation Committee Report.’’

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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS Information with respect to Beneficial Owners is incorporated herein by reference to the Proxy and is included in the section entitled ‘‘Ownership of Company Stock.’’

Securities authorized for issuance under equity compensation plans as of December 31, 2010 (Shares in thousands, except per share)

Number of Securities Number of Securities to Weighted-Average Remaining Available be Issued Upon Exercise Exercise Price of for Future Issuance of Outstanding Options, Outstanding Options, Under Equity Plan Category Warrants and Rights Warrants and Rights2 Compensation Plans3 Equity compensation plans approved by security holders 58,7971 $37.71 22,529 Equity compensation plans not approved by security holders 10,3354 $44.47 —5 Total 69,132 $38.82 22,529

1 Includes stock-settled time-vested and performance-based restricted stock units granted and stock units deferred under the company’s Equity and Incentive Plan, Stock Performance Plan, Variable Compensation Plan and the Stock Accumulation and Deferred Compensation Plan for Directors. Performance-based restricted stock units reflect the maximum number of shares to be awarded at the conclusion of the performance cycle (200 percent of the original grant). The actual award payouts can range from zero to 200 percent of the original grant. 2 Represents the weighted-average exercise price of the outstanding stock options only; the outstanding stock-settled time-vested and performance-based restricted stock units and deferred stock units are not included in this calculation. 3 Reflects shares available pursuant to the issuance of stock options, restricted stock, restricted stock units or other stock-based awards under the Equity and Incentive Plan approved by the shareholders on April 25, 2007 (see Note 22 to the company’s Consolidated Financial Statements). The maximum number of shares of stock reserved for the grant or settlement of awards under the Equity and Incentive Plan (the ‘‘Share Limit’’) shall be 60,000 and shall be subject to adjustment as provided therein; provided that each share in excess of 20,000 issued under the Equity and Incentive Plan pursuant to any award settled in stock, other than a stock option or stock appreciation right, shall be counted against the foregoing Share Limit as four shares for every one share actually issued in connection with such award. (For example, if 22,000 shares of restricted stock are granted under the Equity and Incentive Plan, 28,000 shall be charged against the Share Limit in connection with that award.) 4 Includes 9 deferred stock units resulting from base salary and short-term incentive (‘‘STIP’’) deferrals under the Management Deferred Compensation Plan (‘‘MDCP’’). Under the MDCP, a select group of management or highly compensated employees can elect to defer the receipt of their base salary, STIP or Long Term Incentive (LTI) award. LTI deferrals are included in footnote 1 to the above chart. The company does not match deferrals under the MDCP. There are seven core investment options under the MDCP for base salary and STIP deferrals, including deferred stock units with dividend equivalents credited as additional stock units. In general, deferred stock units are distributed in the form of DuPont common stock and may be made in the form of lump sum at a specified future date prior to retirement or a lump sum or annual installments after separation from service. Shareholder approval of the MDCP was not required under the rules of the New York Stock Exchange. This column also includes the following: (i) options totaling 9,811 granted under the company’s 2002 Corporate Sharing Program (see Note 22 to the Consolidated Financial Statements); and (ii) 515 options from the conversion of DuPont Canada options to DuPont options in connection with the company’s acquisition of the minority interest in DuPont Canada. 5 There is no limit on the number of shares that can be issued under the MDCP and no further shares are available for issuance under the other equity compensation arrangements described in footnote 4 to the above chart.

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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE Information with respect to the company’s policy and procedures for the review, approval or ratification of transactions with related persons is incorporated by reference herein to the Proxy and is included in the section entitled ‘‘Review and Approval of Transactions with Related Persons.’’ Information with respect to director independence is incorporated by reference herein to the Proxy and is included in the sections entitled ‘‘DuPont Board of Directors—Corporate Governance Guidelines,’’ ‘‘Guidelines for Determining the Independence of DuPont Directors,’’ ‘‘Committees of the Board’’ and ‘‘Committee Membership.’’

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES Information with respect to this Item is incorporated herein by reference to the Proxy and is included in the sections entitled ‘‘Ratification of Independent Registered Public Accounting Firm.’’

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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a) Financial Statements, Financial Statement Schedules and Exhibits: 1. Financial Statements (See the Index to the Consolidated Financial Statements on page F-1 of this report). 2. Financial Statement Schedules Schedule II—Valuation and Qualifying Accounts (Dollars in millions)

Year Ended December 31, 2010 2009 2008 Accounts Receivable—Allowance for Doubtful Receivables Balance at beginning of period $ 322 $ 238 $ 261 Additions charged to cost and expenses 75 112 41 Deductions from reserves (71) (28) (64) Balance at end of period $ 326 $ 322 $ 238 Deferred Tax Assets—Valuation Allowance Balance at beginning of period $1,759 $1,693 $1,424 Net (benefits) charges to income tax expense (19) 55 (43) Additions charged to other comprehensive income (loss) — — 328 Currency translation (74) 11 (16) Balance at end of period $1,666 $1,759 $1,693

The following should be read in conjunction with the previously referenced Consolidated Financial Statements: Financial Statement Schedules listed under SEC rules but not included in this report are omitted because they are not applicable or the required information is shown in the Consolidated Financial Statements or notes thereto incorporated by reference. Condensed financial information of the parent company is omitted because restricted net assets of consolidated subsidiaries do not exceed 25 percent of consolidated net assets. Footnote disclosure of restrictions on the ability of subsidiaries and affiliates to transfer funds is omitted because the restricted net assets of subsidiaries combined with the company’s equity in the undistributed earnings of affiliated companies does not exceed 25 percent of consolidated net assets at December 31, 2010. Separate financial statements of affiliated companies accounted for by the equity method are omitted because no such affiliate individually constitutes a 20 percent significant subsidiary.

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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES, continued 3. Exhibits The following list of exhibits includes both exhibits submitted with this Form 10-K as filed with the SEC and those incorporated by reference to other filings:

Exhibit Number Description 3.1 Company’s Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the company’s Annual Report on Form 10-K for the year ended December 31, 2007). 3.2 Company’s Bylaws, as last amended effective November 1, 2009 (incorporated by reference to Exhibit 3.2 to the company’s Annual Report on Form 10-K for the year ended December 31, 2009). 4 The company agrees to provide the Commission, on request, copies of instruments defining the rights of holders of long-term debt of the company and its subsidiaries. 10.1* The DuPont Stock Accumulation and Deferred Compensation Plan for Directors, as last amended effective January 1, 2009 (incorporated by reference to Exhibit 10.1 to the company’s Annual Report on Form 10-K for the year ended December 31, 2008). 10.2* Company’s Supplemental Retirement Income Plan, as last amended effective June 4, 1996 (incorporated by reference to Exhibit 10.3 to the company’s Annual Report on Form 10-K for the year ended December 31, 2006). 10.3* Company’s Pension Restoration Plan, as restated effective July 17, 2006 (incorporated by reference to Exhibit 99.1 to the company’s Current Report on Form 8-K filed on July 20, 2006). 10.4* Company’s Rules for Lump Sum Payments adopted July 17, 2006 (incorporated by reference to Exhibit 99.2 to the company’s Current Report on Form 8-K filed on July 20, 2006). 10.5* Company’s Stock Performance Plan, as last amended effective January 25, 2007 (incorporated by reference to Exhibit 10.7 to the company’s Quarterly Report on Form 10-Q for the period ended March 31, 2007). 10.6* Company’s Equity and Incentive Plan as approved by the company’s shareholders on April 25, 2007 (incorporated by reference to pages C1-C13 of the company’s Annual Meeting Proxy Statement dated March 19, 2007). 10.7* Form of Award Terms under the company’s Equity and Incentive Plan (incorporated by reference to Exhibit 10.8 to the company’s Quarterly Report on Form 10-Q for the period ended March 31, 2009). 10.8* Company’s Retirement Savings Restoration Plan, as last amended effective January 1, 2009 (incorporated by reference to Exhibit 10.16 to the company’s Quarterly Report on Form 10-Q for the period ended June 30, 2008). 10.9* Company’s Retirement Income Plan for Directors, as last amended August 1995 (incorporated by reference to Exhibit 10.17 to the company’s Annual Report on Form 10-K for the year ended December 31, 2007). 10.10* Company’s Bicentennial Corporate Sharing Plan, adopted by the Board of Directors on December 12, 2001 and effective January 9, 2002 (incorporated by reference to Exhibit 10.19 to the company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007). 10.11* Company’s Management Deferred Compensation Plan, adopted on May 2, 2008, as last amended May 12, 2010 (incorporated by reference to Exhibit 10.11 to the company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010).

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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES, continued

Exhibit Number Description 10.12* Supplemental Deferral Terms for Deferred Long Term Incentive Awards and Deferred Variable Compensation Awards (incorporated by reference to Exhibit 10.15 to the company’s Annual Report on Form 10-K for the year ended December 31, 2008). 10.13 Announcement Agreement dated January 9, 2011, among Danisco A/S, the company and Denmark Holding ApS. (incorporated by reference to Exhibit 2.1 to the company’s Current Report on Form 8-K filed on January 12, 2011.) The company agrees to furnish supplementally a copy of any omitted schedule to the Commission upon request. 12 Computation of the Ratio of Earnings to Fixed Charges. 21 Subsidiaries of the Registrant. 23 Consent of Independent Registered Public Accounting Firm. 31.1 Rule 13a-14 (a)/15d-14 (a) Certification of the company’s Principal Executive Officer. 31.2 Rule 13a-14 (a)/15d-14 (a) Certification of the company’s Principal Financial Officer. 32.1 Section 1350 Certification of the company’s Principal Executive Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended. 32.2 Section 1350 Certification of the company’s Principal Financial Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended. 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Schema Document 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF XBRL Taxonomy Extension Definition Linkbase Document 101.LAB XBRL Taxonomy Extension Label Linkbase Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document

* Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K.

57 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Pursuant to the requirements of Section 13 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.

February 8, 2011 E. I. DU PONT DE NEMOURS AND COMPANY

By: /s/ NICHOLAS C. FANANDAKIS Nicholas C. Fanandakis Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

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 in the capacities and on the dates indicated:

Signature Title(s) Date

/s/ E. J. KULLMAN Chair of the Board of Directors and February 8, 2011 E. J. Kullman Chief Executive Officer and Director (Principal Executive Officer)

/s/ S. W. BODMAN Director February 8, 2011 S. W. Bodman

/s/ R. H. BROWN Director February 8, 2011 R. H. Brown

/s/ R. A. BROWN Director February 8, 2011 R. A. Brown

/s/ B. P. COLLOMB Director February 8, 2011 B. P. Collomb

/s/ C. J. CRAWFORD Director February 8, 2011 C. J. Crawford

/s/ A. M. CUTLER Director February 8, 2011 A. M. Cutler

/s/ J. T. DILLON Director February 8, 2011 J. T. Dillon

/s/ E. I. DU PONT, II Director February 8, 2011 E. I. du Pont, II

/s/ M. A. HEWSON Director February 8, 2011 M. A. Hewson

/s/ L. D. JULIBER Director February 8, 2011 L. D. Juliber

/s/ W. K. REILLY Director February 8, 2011 W. K. Reilly

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Page(s) Consolidated Financial Statements: Management’s Reports on Responsibility for Financial Statements and Internal Control over Financial Reporting F-2 Report of Independent Registered Public Accounting Firm F-3 Consolidated Income Statements for the years ended December 31, 2010, 2009 and 2008 F-4 Consolidated Balance Sheets as of December 31, 2010 and December 31, 2009 F-5 Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2010, 2009 and 2008 F-6 Consolidated Statements of Cash Flows for the years ended December 31, 2010, 2009 and 2008 F-7 Notes to the Consolidated Financial Statements F-8

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Management’s Report on Responsibility for Financial Statements Management is responsible for the Consolidated Financial Statements and the other financial information contained in this Annual Report on Form 10-K. The financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP) and are considered by management to present fairly the company’s financial position, results of operations and cash flows. The financial statements include some amounts that are based on management’s best estimates and judgments. The financial statements have been audited by the company’s independent registered public accounting firm, PricewaterhouseCoopers LLP. The purpose of their audit is to express an opinion as to whether the Consolidated Financial Statements included in this Annual Report on Form 10-K present fairly, in all material respects, the company’s financial position, results of operations and cash flows in conformity with GAAP. Their report is presented on the following page.

Management’s Report on Internal Control over Financial Reporting Management is responsible for establishing and maintaining an adequate system of internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. The company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. The company’s internal control over financial reporting includes those policies and procedures that: i. pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; ii. provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the company are being made only in accordance with authorization of management and directors of the company; and iii. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisitions, use or disposition of the company’s assets that could have a material effect on the financial statements. Internal control over financial reporting has certain inherent limitations which may not prevent or detect misstatements. In addition, changes in conditions and business practices may cause variation in the effectiveness of internal controls. Management assessed the effectiveness of the company’s internal control over financial reporting as of December 31, 2010, based on criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Based on its assessment and those criteria, management concluded that the company maintained effective internal control over financial reporting as of December 31, 2010. PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of the company’s internal control over financial reporting as of December 31, 2010, as stated in their report, which is presented on the following page.

15FEB201017411804 15FEB201017413206 Ellen J. Kullman Nicholas C. Fanandakis Chair of the Board and Executive Vice President Chief Executive Officer and Chief Financial Officer February 8, 2011

F-2 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of E. I. du Pont de Nemours and Company: In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of income, stockholders’ equity and cash flows present fairly, in all material respects, the financial position of E. I. du Pont de Nemours and Company and its subsidiaries at December 31, 2010 and 2009, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2010 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedule listed in the index appearing under Item 15(a) (2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these financial statements and financial statement schedule, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in ‘‘Management’s Report on Internal Control over Financial Reporting’’ appearing on page F-2. Our responsibility is to express opinions on these financial statements, on the financial statement schedule and on the Company’s internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe our audits provide a reasonable basis for our opinions. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

15FEB201017414418

PricewaterhouseCoopers LLP Philadelphia, Pennsylvania February 8, 2011

F-3 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Consolidated Financial Statements

CONSOLIDATED INCOME STATEMENTS (Dollars in millions, except per share)

For the year ended December 31, 2010 2009 2008 Net sales $31,505 $26,109 $30,529 Other income, net 1,228 1,219 1,307 Total 32,733 27,328 31,836 Cost of goods sold and other operating charges 23,146 19,708 23,548 Selling, general and administrative expenses 3,669 3,440 3,593 Research and development expense 1,651 1,378 1,393 Interest expense 590 408 376 Employee separation/asset related charges, net (34) 210 535 Total 29,022 25,144 29,445 Income before income taxes 3,711 2,184 2,391 Provision for income taxes 659 415 381 Net income 3,052 1,769 2,010 Less: Net income attributable to noncontrolling interests 21 14 3 Net income attributable to DuPont $ 3,031 $ 1,755 $ 2,007 Basic earnings per share of common stock $ 3.32 $ 1.93 $ 2.21 Diluted earnings per share of common stock $ 3.28 $ 1.92 $ 2.20

See Notes to the Consolidated Financial Statements beginning on page F-8.

F-4 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Consolidated Financial Statements

CONSOLIDATED BALANCE SHEETS (Dollars in millions, except per share)

December 31, 2010 2009 Assets Current assets Cash and cash equivalents $ 4,263 $ 4,021 Marketable securities 2,538 2,116 Accounts and notes receivable, net 5,635 5,030 Inventories 5,967 5,380 Prepaid expenses 122 129 Deferred income taxes 534 612 Total current assets 19,059 17,288 Property, plant and equipment 29,967 28,915 Less: Accumulated depreciation 18,628 17,821 Net property, plant and equipment 11,339 11,094 Goodwill 2,617 2,137 Other intangible assets 2,704 2,552 Investment in affiliates 1,041 1,014 Other assets 3,650 4,100 Total $40,410 $38,185 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 4,360 $ 3,542 Short-term borrowings and capital lease obligations 133 1,506 Income taxes 225 154 Other accrued liabilities 4,671 4,188 Total current liabilities 9,389 9,390 Long-term borrowings and capital lease obligations 10,137 9,528 Other liabilities 11,026 11,490 Deferred income taxes 115 126 Total liabilities 30,667 30,534 Commitments and contingent liabilities Stockholders’ Equity Preferred stock, without par value – cumulative; 23,000,000 shares authorized; issued at December 31, 2010 and 2009: $4.50 Series – 1,673,000 shares (callable at $120) 167 167 $3.50 Series – 700,000 shares (callable at $102) 70 70 Common stock, $.30 par value; 1,800,000,000 shares authorized; Issued at December 31, 2010 – 1,004,351,000; 2009 – 990,855,000 301 297 Additional paid-in capital 9,227 8,469 Reinvested earnings 12,030 10,710 Accumulated other comprehensive loss (5,790) (5,771) Common stock held in treasury, at cost (Shares: December 31, 2010 and 2009 – 87,041,000) (6,727) (6,727) Total DuPont stockholders’ equity 9,278 7,215 Noncontrolling interests 465 436 Total equity 9,743 7,651 Total $40,410 $38,185

See Notes to the Consolidated Financial Statements beginning on page F-8.

F-5 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Consolidated Financial Statements

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Dollars in millions, except per share)

Accumu- lated Other Total Additional Compre- Non- Stock- Compre- Preferred Common Paid-in Reinvested hensive Treasury controlling holders’ hensive Stock Stock Capital Earnings Loss Stock Interests Equity Income 2008 Balance January 1, 2008 $237 $296 $8,179 $ 9,945 $ (794) $ (6,727) $442 $11,578 Net income 2,007 3 2,010 $ 2,010 Cumulative translation adjustment (120) (1) (121) (121) Net revaluation and clearance of cash flow hedges to earnings (199) (2) (201) (201) Pension benefit plans (4,122) (8) (4,130) (4,130) Other benefit plans (272) (272) (272) Net unrealized loss on securities (11) (11) (11) Total comprehensive loss $ (2,725) Common dividends ($1.64 per share) (1,486) (7) (1,493) Preferred dividends (10) (10) Common stock Issued – compensation plans 1 201 202 Balance December 31, 2008 $237 $297 $8,380 $10,456 $ (5,518) $ (6,727) $427 $ 7,552 2009 Acquisition of a majority interest in a consolidated subsidiary 11 Purchase of subsidiary shares from noncontrolling interest (1) (1) Net income 1,755 14 1,769 $ 1,769 Cumulative translation adjustment 89 89 89 Net revaluation and clearance of cash flow hedges to earnings 93 2 95 95 Pension benefit plans (333) (4) (337) (337) Other benefit plans (106) (106) (106) Net unrealized gain on securities 4 4 4 Total comprehensive income $ 1,514 Common dividends ($1.64 per share) (1,491) (3) (1,494) Preferred dividends (10) (10) Common stock Issued – compensation plans 89 89 Balance December 31, 2009 $237 $297 $8,469 $10,710 $ (5,771) $ (6,727) $436 $ 7,651 2010 Acquisition of a majority interest in a consolidated subsidiary 99 Net income 3,031 21 3,052 $ 3,052 Cumulative translation adjustment (6) (6) (6) Net revaluation and clearance of cash flow hedges to earnings 34 3 37 37 Pension benefit plans (65) (1) (66) (66) Other benefit plans 17 17 17 Net unrealized gain on securities 111 Total comprehensive income $ 3,035 Common dividends ($1.64 per share) (1,500) (3) (1,503) Preferred dividends (10) (10) Common stock Issued – compensation plans 6 805 811 Repurchased (250) (250) Retired (2) (47) (201) 250 — Balance December 31, 2010 $237 $301 $9,227 $12,030 $(5,790) $(6,727) $465 $ 9,743

See Notes to the Consolidated Financial Statements beginning on page F-8.

F-6 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Consolidated Financial Statements

CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in millions)

For the year ended December 31, 2010 2009 2008 Operating activities Net income $ 3,052 $ 1,769 $ 2,010 Adjustments to reconcile net income to cash provided by operating activities: Depreciation 1,204 1,251 1,169 Amortization of intangible assets 176 252 275 Other noncash charges and credits – net 809 976 814 Contributions to pension plans (782) (306) (252) (Increase) decrease in operating assets: Accounts and notes receivable (481) 69 488 Inventories and other operating assets (512) 481 (663) Increase (decrease) in operating liabilities: Accounts payable and other operating liabilities 1,010 (115) (515) Accrued interest and income taxes 83 364 (197) Cash provided by operating activities 4,559 4,741 3,129 Investing activities Purchases of property, plant and equipment (1,508) (1,308) (1,978) Investments in affiliates (100) (124) (55) Payments for businesses – net of cash acquired (637) (13) (144) Proceeds from sale of assets – net of cash sold 195 91 50 Net (increase) decrease in short-term financial instruments (457) (2,016) 40 Forward exchange contract settlements 176 (927) 508 Other investing activities – net (108) (1) (31) Cash used for investing activities (2,439) (4,298) (1,610) Financing activities Dividends paid to stockholders (1,501) (1,492) (1,496) Net increase (decrease) in short-term (less than 90 days) borrowings 20 (317) (891) Long-term and other borrowings: Receipts 2,061 3,685 3,527 Payments (2,859) (1,977) (547) Repurchase of common stock (250) —— Proceeds from exercise of stock options 708 194 Proceeds from termination of interest rate swap — — 226 Other financing activities – net (8) 3 (35) Cash (used for) provided by financing activities (1,829) (97) 878 Effect of exchange rate changes on cash (49) 30 (57) Increase in cash and cash equivalents 242 376 2,340 Cash and cash equivalents at beginning of year 4,021 3,645 1,305 Cash and cash equivalents at end of year $ 4,263 $ 4,021 $ 3,645 Supplemental cash flow information: Cash paid during the year for Interest, net of amounts capitalized $ 623 $ 403 $ 336 Taxes 416 63 609

See Notes to the Consolidated Financial Statements beginning on page F-8.

F-7 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (Dollars in millions, except per share)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The company follows generally accepted accounting principles in the United States of America (GAAP). The significant accounting policies described below, together with the other notes that follow, are an integral part of the Consolidated Financial Statements.

Preparation of Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Basis of Consolidation The Consolidated Financial Statements include the accounts of the company, subsidiaries in which a controlling interest is maintained and variable interest entities (VIEs) for which DuPont is the primary beneficiary. At December 31, 2010, the assets, liabilities and operations of VIEs for which DuPont is the primary beneficiary were not material to the Consolidated Financial Statements of the company. The company is also involved with other entities that are VIEs for which the company is not currently the primary beneficiary. Future events may require these VIEs to be consolidated if the company becomes the primary beneficiary. At December 31, 2010, the assets and liabilities of the other VIEs were not material to the Consolidated Financial Statements of the company. The company’s share of the net income (loss) of these VIEs is included in other income, net, in the Consolidated Income Statements and is not material.

For those consolidated subsidiaries in which the company’s ownership is less than 100 percent, the outside stockholders’ interests are shown as noncontrolling interests. Investments in affiliates over which the company has significant influence but not a controlling interest are carried on the equity basis. This includes majority-owned entities for which the company does not consolidate because a minority investor holds substantive participating rights. Investments in affiliates over which the company does not have significant influence are accounted for by the cost method or as available-for-sale securities.

Revenue Recognition The company recognizes revenue when the earnings process is complete. The company’s revenues are from the sale of a wide range of products to a diversified base of customers around the world. Revenue for product sales is recognized upon delivery, when title and risk of loss have been transferred, collectability is reasonably assured and pricing is fixed or determinable. Substantially all product sales are sold FOB (free on board) shipping point or, with respect to non-U.S. customers, an equivalent basis. Accruals are made for sales returns and other allowances based on the company’s experience. The company accounts for cash sales incentives as a reduction in sales and noncash sales incentives as a charge to cost of goods sold or selling expense, depending on the nature of the incentive. Amounts billed to customers for shipping and handling fees are included in net sales and costs incurred by the company for the delivery of goods are classified as cost of goods sold and other operating charges in the Consolidated Income Statements. Taxes on revenue-producing transactions are excluded from net sales.

The company periodically enters into prepayment contracts with customers in the Agriculture & Nutrition segment and receives advance payments for product to be delivered in future periods. These advance payments are recorded as deferred revenue and are included in other accrued liabilities on the Consolidated Balance Sheets. Revenue associated with advance payments is recognized as shipments are made and title, ownership and risk of loss pass to the customer.

Licensing and royalty income is recognized in accordance with agreed upon terms, when performance obligations are satisfied, the amount is fixed or determinable and collectability is reasonably assured.

F-8 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Cash and Cash Equivalents Cash equivalents represent investments with maturities of three months or less from time of purchase. They are carried at cost plus accrued interest, which approximates fair value because of the short-term maturity of these instruments.

Investments in Securities Marketable securities represent investments in fixed and floating rate financial instruments with maturities greater than three months and up to twelve months at time of purchase. They are classified as held-to-maturity and recorded at amortized cost. The carrying value approximates fair value due to the short-term nature of the investments.

Other assets include long-term investments in securities, which comprise investments for which market values are not readily available (cost investments) and available-for-sale securities that are reported at fair value (see Note 13).

Fair Value Measurements Under the accounting for fair value measurements and disclosures, a fair value hierarchy was established that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The company uses the following valuation techniques to measure fair value for its assets and liabilities:

Level 1 – Quoted market prices in active markets for identical assets or liabilities;

Level 2 – Significant other observable inputs (e.g. quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable such as interest rate and yield curves, and market- corroborated inputs);

Level 3 – Unobservable inputs for the asset or liability, which are valued based on management’s estimates of assumptions that market participants would use in pricing the asset or liability.

Inventories The majority of the company’s inventories are valued at cost, as determined by the last-in, first-out (LIFO) method; in the aggregate, such valuations are not in excess of market. Seed inventories are valued at the lower of cost, as determined by the first-in, first-out (FIFO) method, or market.

Elements of cost in inventories include raw materials, direct labor and manufacturing overhead. Stores and supplies are valued at cost or market, whichever is lower; cost is generally determined by the average cost method.

Property, Plant and Equipment Property, plant and equipment is carried at cost and is depreciated using the straight-line method. Property, plant and equipment placed in service prior to 1995 is depreciated under the sum-of-the-years’ digits method or other substantially similar methods. Substantially all equipment and buildings are depreciated over useful lives ranging from 15 to 25 years. Capitalizable costs associated with computer software for internal use are amortized on a straight-line basis over 5 to 7 years. When assets are surrendered, retired, sold or otherwise disposed of, their gross carrying values and related accumulated depreciation are removed from the accounts and included in determining gain or loss on such disposals.

Maintenance and repairs are charged to operations; replacements and improvements are capitalized.

F-9 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Goodwill and Other Intangible Assets Goodwill and indefinite-lived intangible assets are tested for impairment at least annually; however, these tests are performed more frequently when events or changes in circumstances indicate the carrying value may not be recoverable. The company’s fair value methodology is based on prices of similar assets or other valuation methodologies including present value techniques. Impairment losses are included in cost of goods sold and other operating charges.

Definite-lived intangible assets, such as purchased and licensed technology, patents and customer lists are amortized over their estimated useful lives, generally for periods ranging from 5 to 20 years. The company continually evaluates the reasonableness of the useful lives of these assets. Once these assets are fully amortized, they are removed from the Consolidated Balance Sheets.

Impairment of Long-Lived Assets The company evaluates the carrying value of long-lived assets to be held and used when events or changes in circumstances indicate the carrying value may not be recoverable. The carrying value of a long-lived asset is considered impaired when the total projected undiscounted cash flows from the asset are separately identifiable and are less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. The company’s fair value methodology is an estimate of fair market value which is made based on prices of similar assets or other valuation methodologies including present value techniques. Long-lived assets to be disposed of other than by sale are classified as held for use until their disposal. Long-lived assets to be disposed of by sale are classified as held for sale and are reported at the lower of carrying amount or fair market value less cost to sell. Depreciation is discontinued for long-lived assets classified as held for sale.

Research and Development Research and development costs are expensed as incurred.

Environmental Accruals for environmental matters are recorded in operating expenses when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Accrued liabilities do not include claims against third parties and are not discounted.

Costs related to environmental remediation are charged to expense. Other environmental costs are also charged to expense unless they increase the value of the property or reduce or prevent contamination from future operations, in which case, they are capitalized.

Asset Retirement Obligations The company records asset retirement obligations at fair value at the time the liability is incurred. Accretion expense is recognized as an operating expense using the credit-adjusted risk-free interest rate in effect when the liability was recognized. The associated asset retirement obligations are capitalized as part of the carrying amount of the long-lived asset and depreciated over the estimated remaining useful life of the asset, generally for periods ranging from 1 to 20 years.

Litigation The company accrues for liabilities related to litigation matters when the information available indicates that it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Legal costs such as outside counsel fees and expenses are charged to expense in the period incurred.

F-10 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Insurance/Self-Insurance The company self-insures certain risks where permitted by law or regulation, including workers’ compensation, vehicle liability and employee related benefits. Liabilities associated with these risks are estimated in part by considering historical claims experience, demographic factors and other actuarial assumptions. For other risks, the company uses a combination of insurance and self-insurance, reflecting comprehensive reviews of relevant risks.

Income Taxes The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of the company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Provision has been made for income taxes on unremitted earnings of subsidiaries and affiliates, except for subsidiaries in which earnings are deemed to be indefinitely invested. Investment tax credits or grants are accounted for in the period earned (the flow-through method). Interest accrued related to unrecognized tax benefits is included in miscellaneous income and expenses, net, under other income, net. Income tax related penalties are included in the provision for income taxes.

Foreign Currency Translation The U.S. dollar (USD) is the functional currency of most of the company’s worldwide operations. For subsidiaries where the USD is the functional currency, all foreign currency asset and liability amounts are remeasured into USD at end-of-period exchange rates, except for inventories, prepaid expenses, property, plant and equipment, goodwill and other intangible assets, which are remeasured at historical rates. Foreign currency income and expenses are remeasured at average exchange rates in effect during the year, except for expenses related to balance sheet amounts remeasured at historical exchange rates. Exchange gains and losses arising from remeasurement of foreign currency- denominated monetary assets and liabilities are included in income in the period in which they occur.

For subsidiaries where the local currency is the functional currency, assets and liabilities denominated in local currencies are translated into USD at end-of-period exchange rates and the resultant translation adjustments are reported, net of their related tax effects, as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Assets and liabilities denominated in other than the local currency are remeasured into the local currency prior to translation into USD and the resultant exchange gains or losses are included in income in the period in which they occur. Income and expenses are translated into USD at average exchange rates in effect during the period.

Hedging and Trading Activities Derivative instruments are reported on the Consolidated Balance Sheets at their fair values. For derivative instruments designated as fair value hedges, changes in the fair values of the derivative instruments will generally be offset on the income statement by changes in the fair value of the hedged items. For derivative instruments designated as cash flow hedges, the effective portion of any hedge is reported in accumulated other comprehensive income (loss) until it is cleared to earnings during the same period in which the hedged item affects earnings. The ineffective portion of all hedges is recognized in current period earnings. Changes in the fair values of derivative instruments that are not designated as hedges are recorded in current period earnings.

In the event that a derivative designated as a hedge of a firm commitment or an anticipated transaction is terminated prior to the maturation of the hedged transaction, gains or losses realized at termination are deferred and included in the measurement of the hedged transaction. If a hedged transaction matures, or is sold, extinguished, or terminated prior to the maturity of a derivative designated as a hedge of such transaction, gains or losses associated with the derivative through the date the transaction matured are included in the measurement of the hedged transaction and the derivative is reclassified as for trading purposes. Derivatives designated as a hedge of an anticipated transaction are reclassified as for trading purposes if the anticipated transaction is no longer probable.

F-11 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Cash flows from derivative instruments accounted for as either fair value hedges or cash flow hedges are reported in the same category as the cash flows from the items being hedged. Cash flows from all other derivative instruments are generally reported as investing activities in the Consolidated Statements of Cash Flows. See Note 23 for additional discussion regarding the company’s objectives and strategies for derivative instruments.

Reclassifications Certain reclassifications of prior years’ data have been made to conform to 2010 classifications.

2. OTHER INCOME, NET

2010 2009 2008 Cozaar/Hyzaar income $ 483 $1,032 $1,019 Royalty income 146 127 111 Interest income 93 91 138 Equity in earnings of affiliates, excluding exchange gains/losses1 179 86 117 Net gains on sales of assets 127 63 40 Net exchange gains (losses)1 (13) (205) (255) Miscellaneous income and expenses, net2 213 25 137 $1,228 $1,219 $1,307

1 The company routinely uses foreign currency exchange contracts to offset its net exposures, by currency, related to the foreign currency- denominated monetary assets and liabilities. The objective of this program is to maintain an approximately balanced position in foreign currencies in order to minimize, on an after-tax basis, the effects of exchange rate changes on net monetary asset positions. The net pre-tax exchange gains and losses are partially offset by the associated tax impact. Exchange gains (losses) related to earnings of affiliates was $(2), $13 and $(36) for 2010, 2009 and 2008, respectively. 2 Miscellaneous income and expenses, net, includes interest items, insurance recoveries, litigation settlements, and other items.

3. INTEREST EXPENSE

2010 2009 2008 Interest incurred $628 $455 $425 Interest capitalized (38) (47) (49) $590 $408 $376

Interest expense increased in 2010 as a result of the $179 pre-tax charge on the early extinguishment of debt in the fourth quarter 2010 (see Note 17).

F-12 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

4. EMPLOYEE SEPARATION/ASSET RELATED CHARGES, NET At December 31, 2010, total liabilities relating to prior restructuring activities were $63.

2009 Restructuring Program In the second quarter 2009, in response to the global economic recession, the company committed to an initiative to address the steep and extended downturn in motor vehicle and construction markets, and the extension of the downturn into industrial markets. The plan was designed to restructure asset and fixed cost bases in order to improve long-term competitiveness, simplify business processes, and maximize pre-tax operating income. The plan included the elimination of about 2,000 positions by severance principally located in the United States of America (U.S.). As a result, a charge of $340 was recorded in employee separation/asset related charges, net, which pertains to the following financial statement line items; cost of goods sold and other operating charges – 60 percent, selling, general and administrative expenses – 30 percent, and research and development expense – 10 percent. This charge includes $212 of severance and related benefits costs, $24 of other non-personnel charges and $104 of asset related charges, including $77 for asset shut downs and write-offs, $11 for asset impairments and $16 for accelerated depreciation. The 2009 restructuring program charge of $340 reduced segment earnings as follows: Electronics & Communications – $43; Performance Chemicals – $66; Performance Coatings – $65; Performance Materials – $110; Safety & Protection – $55; and Other – $1. In the fourth quarter 2009, the company recorded a net reduction of $30 in the estimated costs associated with the 2009 restructuring program. This net reduction was primarily due to lower than estimated individual severance costs and work force reductions through non-severance programs. The net reduction of $30 impacted segment earnings for the twelve months ended December 31, 2009 as follows: Electronics & Communications – $6; Performance Chemicals – $9; Performance Coatings – $(11); Performance Materials – $23; Safety & Protection – $8; and Other – $(5). In the fourth quarter 2010, the company recorded a net reduction of $20 in the estimated costs associated with the 2009 restructuring program. This net reduction was primarily due to lower than estimated individual severance costs and work force reductions through non-severance programs. The net reduction of $20 impacted segment earnings for the twelve months ended December 31, 2010 as follows: Electronics & Communications – $8; Performance Chemicals – $10; Performance Coatings – $(16); Performance Materials – $13; and Safety & Protection – $5. There were $81 of employee separation cash payments related to the 2009 restructuring program during 2010. The actions related to the 2009 restructuring program were substantially completed by the end of 2010 with payments continuing into 2011, primarily in Europe.

F-13 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Account balances and activity for the 2009 restructuring program are summarized below:

Employee Other Asset Separation Non-personnel Related Costs Charges1 Total Net charges to income in 2009 $ 104 $212 $ 24 $ 340 Charges to accounts Payments - (33) - (33) Net translation adjustment - 1 - 1 Net credits to income - (30) - (30) Asset write-offs and adjustments (104) - - (104) Balance at December 31, 2009 $ - $150 $ 24 $ 174 Payments - (81) (20) (101) Net translation adjustment - (6) - (6) Net credits to income - (17) (3) (20) Balance at December 31, 2010 $- $46 $1 $47

1 Other non-personnel charges consist of contractual obligation costs.

2008 Restructuring Program During 2008, in response to the challenging economic environment, the company initiated a global restructuring program to reduce costs and improve profitability across its businesses. The program included the elimination of approximately 2,500 positions principally located in Western Europe and the U.S. primarily supporting the motor vehicle and construction markets. As a result, a charge of $535 was recorded in employee separation / asset related charges, net, which pertains to the cost of goods sold and other operating charges financial statement line item. This charge included $287 related to employee severance costs, $18 of other non-personnel charges, and $230 of asset related charges, including $111 for asset shut-downs and $119 for asset impairments. The 2008 restructuring program charge of $535 reduced 2008 segment earnings as follows: Agriculture & Nutrition – $18; Electronics & Communications – $37; Performance Chemicals – $50; Performance Coatings – $209; Performance Materials – $94; Safety & Protection – $96; and Other – $31. In 2009, the company recorded a $100 net reduction in the estimated costs associated with the 2008 restructuring program. This net reduction was primarily due to lower than estimated individual severance costs and workforce reductions through non-severance programs. The $100 net reduction impacted segment earnings for the year ended December 31, 2009 as follows: Agriculture & Nutrition – $1; Performance Chemicals – $3; Performance Coatings – $61; Performance Materials – $29; Safety & Protection – $2; and Other – $4. In the fourth quarter 2010, the company recorded a net reduction of $14 in the estimated costs associated with the 2008 restructuring program. This net reduction was primarily due to lower than estimated individual severance costs and work force reductions through non-severance programs. The net reduction of $14 impacted segment earnings for the twelve months ended December 31, 2010 as follows: Performance Coatings – $10; and Performance Materials – $3; and Other – $1. There were $78 of employee separation cash payments related to the 2008 restructuring program during 2010. The program and payments related to the 2008 restructuring program were substantially completed as of December 31, 2010.

F-14 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Account balances and activity for the 2008 restructuring program are summarized below:

Employee Other Asset Separation Non-personnel Related Costs Charges1 Total Net charges to income in 2008 $ 230 $ 287 $18 $ 535 Charges to accounts Net translation adjustment - 19 1 20 Asset write-offs (230) - (2) (232) Other - 3 - 3 Balance at December 31, 2008 $ - $ 309 $17 $ 326 Payments - (110) (9) (119) Net translation adjustment - 6 1 7 Net credits to income - (100) - (100) Balance at December 31, 2009 $ - $ 105 $ 9 $ 114 Payments - (78) (5) (83) Net translation adjustment - (6) - (6) Net credits to income - (11) (3) (14) Balance at December 31, 2010 $- $10 $1 $11

1 Other non-personnel charges consist of contractual obligation costs.

5. PROVISION FOR INCOME TAXES

2010 2009 2008 Current tax expense (benefit): U.S. federal $(109) $23 $ 14 U.S. state and local - (9) (3) International 454 328 327 Total current tax expense 345 342 338 Deferred tax expense (benefit): U.S. federal 245 57 210 U.S. state and local 3 1- International 66 15 (167) Total deferred tax expense 314 73 43 Provision for income taxes $ 659 $415 $ 381

F-15 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

The significant components of deferred tax assets and liabilities at December 31, 2010 and 2009, are as follows:

2010 2009 Asset Liability Asset Liability Depreciation $ - $1,614 $ - $1,515 Accrued employee benefits 3,731 81 3,899 98 Other accrued expenses 928 369 1,029 366 Inventories 273 154 197 148 Unrealized exchange gains 34 - 5- Tax loss/tax credit carryforwards/backs 2,680 - 3,023 - Investment in subsidiaries and affiliates 41 279 45 275 Amortization of intangibles 53 636 80 558 Other 314 144 291 152 Valuation allowance (1,666) - (1,759) - $ 6,388 $3,277 $ 6,810 $3,112 Net deferred tax asset $ 3,111 $ 3,698

Deferred taxes are presented in the Consolidated Balance Sheets as of December 31, 2010 and 2009 as follows:

Location on the Balance Sheet 2010 2009 Current deferred tax asset Deferred income taxes $ 534 $ 612 Non-current deferred tax asset1 Other assets 2,772 3,240 Current deferred tax liability Income taxes (80) (28) Non-current deferred tax liability Deferred income taxes (115) (126) Net deferred tax asset $3,111 $3,698

1 See Note 13. An analysis of the company’s effective income tax rate (EITR) follows:

2010 2009 2008 Statutory U.S. federal income tax rate 35.0% 35.0% 35.0% Exchange gains/losses1 0.2 (2.6) (0.2) Domestic operations (2.0) (1.4) (2.8) Lower effective tax rates on international operations-net (13.6) (11.8) (14.3) Tax settlements (1.8) (0.2) (1.8) 17.8% 19.0% 15.9%

1 Principally reflects the impact of non-taxable exchange gains and losses resulting from remeasurement of foreign currency-denominated monetary assets and liabilities. Further information about the company’s foreign currency hedging program is included in Note 23 under the heading Foreign Currency Risk.

F-16 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Consolidated income before income taxes for U.S. and international operations was as follows:

2010 2009 2008 United States (including exports) $ 949 $ 171 $ 992 International 2,762 2,013 1,399 $ 3,711 $2,184 $2,391

The increase in U.S. pre-tax earnings from 2009 to 2010 is primarily driven by two factors, the results of the company’s hedging program combined with the improvement in the U.S. economy. In 2009, the U.S. recorded $485 of exchange losses associated with the hedging program. However, in 2010, the program resulted in the company recording $117 of exchange gains. This swing in the exchange gains and losses year over year combined with the underlying recovery in the U.S. economy accounts for the increase in the U.S. earnings per the chart above. While the taxation of the amounts reflected on the chart above does not correspond precisely to the jurisdiction of taxation (due to taxation in multiple countries, exchange gains (losses), etc.), it represents a reasonable approximation of the income before income taxes split between U.S. and international jurisdictions. See Note 23 for additional information regarding the company’s hedging program. Under the tax laws of various jurisdictions in which the company operates, deductions or credits that cannot be fully utilized for tax purposes during the current year may be carried forward or back, subject to statutory limitations, to reduce taxable income or taxes payable in future or prior years. At December 31, 2010, the tax effect of such carryforwards/backs, net of valuation allowance approximated $1,379. Of this amount, $1,205 has no expiration date, $38 expires after 2010 but before the end of 2015 and $136 expires after 2015. At December 31, 2010, unremitted earnings of subsidiaries outside the U.S. totaling $12,631 were deemed to be indefinitely reinvested. No deferred tax liability has been recognized with regard to the remittance of such earnings. It is not practical to estimate the income tax liability that might be incurred if such earnings were remitted to the U.S. Each year the company files hundreds of tax returns in the various national, state and local income taxing jurisdictions in which it operates. These tax returns are subject to examination and possible challenge by the taxing authorities. Positions challenged by the taxing authorities may be settled or appealed by the company. As a result, there is an uncertainty in income taxes recognized in the company’s financial statements in accordance with accounting for income taxes and accounting for uncertainty in income taxes. It is reasonably possible that changes to the company’s global unrecognized tax benefits could be significant, however, due to the uncertainty regarding the timing of completion of audits and possible outcomes, a current estimate of the range of increases or decreases that may occur within the next twelve months cannot be made. The company and/or its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various states and non-U.S. jurisdictions. With few exceptions, the company is no longer subject to U.S. federal, state and local, or

F-17 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share) non-U.S. income tax examinations by tax authorities for years before 1999. A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows:

2010 2009 2008 Total Unrecognized Tax Benefits as of January 1 $ 739 $677 $825 Gross amounts of decreases in unrecognized tax benefits as a result of tax positions taken during the prior period (155) (60) (49) Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken during the prior period 169 68 51 Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken during the current period 51 42 59 Amount of decreases in the unrecognized tax benefits relating to settlements with taxing authorities (90) (9) (157) Reduction to unrecognized tax benefits as a result of a lapse of the applicable statue of limitations (24) (10) (14) Exchange gain (loss) 3 31 (38) Total Unrecognized Tax Benefits as of December 31 $ 693 $739 $677 Total unrecognized tax benefits that, if recognized, would impact the effective tax rate $ 545 $566 $467 Total amount of interest and penalties recognized in the Consolidated Income Statement $ (70) $12 $ 7 Total amount of interest and penalties recognized in the Consolidated Balance Sheet $99 $125 $115

6. EARNINGS PER SHARE OF COMMON STOCK Set forth below is a reconciliation of the numerator and denominator for basic and diluted earnings per share calculations for the periods indicated:

2010 2009 2008 Numerator: Net income attributable to DuPont $ 3,031 $ 1,755 $ 2,007 Preferred dividends (10) (10) (10) Net income available to common stockholders $ 3,021 $ 1,745 $ 1,997 Denominator: Weighted-average number of common shares outstanding – Basic 908,860,000 904,395,000 902,415,000 Dilutive effect of the company’s employee compensation plans and accelerated share repurchase agreement 12,795,000 4,317,000 4,956,000 Weighted average number of common shares outstanding – Diluted 921,655,000 908,712,000 907,371,000

The weighted-average number of common shares outstanding in 2010 increased as a result of the issuance of new shares from the company’s equity compensation plans, partially offset by the company’s repurchase and retirement of its common stock (see Note 20). The weighted-average number of common shares outstanding in 2009 increased as a result of the issuance of new shares from the company’s equity compensation plans.

F-18 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

The following average number of stock options are antidilutive and therefore, are not included in the diluted earnings per share calculation:

2010 2009 2008 Average number of stock options 45,508,000 72,899,000 40,831,000

The change in the average number of stock options that were antidilutive in 2010 and 2009 was primarily due to changes in the company’s average stock price.

7. FAIR VALUE MEASUREMENTS The company has determined that its financial assets and liabilities are level 1 and level 2 in the fair value hierarchy. See Note 21 for a schedule of pension assets measured at fair value on a recurring basis. At December 31, 2010, the following financial assets and financial liabilities were measured at fair value on a recurring basis using the type of inputs shown:

Fair Value Measurements at December 31, 2010 Using December 31, 2010 Level 1 Inputs Level 2 Inputs Financial assets Derivatives $153 $ - $153 Available-for-sale securities 17 17 - $170 $17 $153 Financial liabilities Derivatives $132 $ - $132

At December 31, 2009, the following financial assets and financial liabilities were measured at fair value on a recurring basis using the type of inputs shown:

Fair Value Measurements at December 31, 2009 Using December 31, 2009 Level 1 Inputs Level 2 Inputs Financial assets Derivatives $128 $ - $128 Available-for-sale securities 27 27 - $155 $27 $128 Financial liabilities Derivatives $132 $ - $132

Refer to Note 23 for further discussions regarding the company’s derivative instruments.

F-19 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

8. ACCOUNTS AND NOTES RECEIVABLE

December 31, 2010 2009 Accounts receivable – trade1 $4,124 $3,795 Notes receivable – trade1,2 219 137 Other3 1,292 1,098 $5,635 $5,030

1 Accounts and notes receivable – trade are net of allowances of $326 in 2010 and $322 in 2009. Allowances are equal to the estimated uncollectible amounts. That estimate is based on historical collection experience, current economic and market conditions, and review of the current status of customer’s accounts. 2 Notes receivable – trade primarily consists of receivables within the Agriculture & Nutrition segment for deferred payment loan programs for the sale of seed products to customers. These loans have terms of one year or less and are primarily concentrated in North America. The company maintains a rigid pre-approval process for extending credit to customers in order to manage overall risk and exposure associated with credit losses. As of December 31, 2010 and 2009, there were no significant past due notes receivable, nor were there any significant impairments related to current loan agreements. 3 Other includes receivables in relation to Cozaar/Hyzaar interests, fair value of derivative instruments, value added tax, general sales tax and other taxes. Accounts and notes receivable are carried at amounts that approximate fair value and include amounts due from equity affiliates of $51 and $35 for 2010 and 2009, respectively.

9. INVENTORIES

December 31, 2010 2009 Finished products $3,191 $2,893 Semifinished products 2,564 2,231 Raw materials, stores and supplies 855 872 6,610 5,996 Adjustment of inventories to a LIFO basis (643) (616) $5,967 $5,380

Inventory values, before LIFO adjustment, are generally determined by the average cost method, which approximates current cost. Excluding seeds, stores and supplies, inventories valued under the LIFO method comprised 78 percent and 79 percent of consolidated inventories before LIFO adjustment for the periods ended December 31, 2010 and 2009, respectively. Seed inventories of $2,581 and $2,380 at December 31, 2010 and 2009, respectively, were valued under the FIFO method. Stores and supplies inventories of $248 and $239 at December 31, 2010 and 2009, respectively, were valued under the average cost method.

F-20 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

10. PROPERTY, PLANT AND EQUIPMENT

December 31, 2010 2009 Buildings $ 4,492 $ 4,460 Equipment 23,384 22,809 Land 544 520 Construction 1,547 1,126 $29,967 $28,915

Property, plant and equipment includes gross assets acquired under capital leases of $30 and $36 at December 31, 2010 and 2009, respectively. Related amounts included in accumulated depreciation were $21 and $24 at December 31, 2010 and 2009, respectively.

11. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The following table summarizes changes in the carrying amount of goodwill for the years ended December 31, 2010 and 2009, by reportable segment:

Balance Goodwill Balance Goodwill Balance as of Adjustments as of Adjustments as of December 31, and December 31, and December 31, 2010 Acquisitions 2009 Acquisitions 2008 Agriculture & Nutrition $ 652 $176 $ 476 $10 $ 466 Electronics & Communications 117 (2) 119 (1) 120 Performance Chemicals 185 2 183 (1) 184 Performance Coatings 809 - 809 - 809 Performance Materials 410 (3) 413 (7) 420 Safety & Protection 444 307 137 1 136 Total $2,617 $480 $2,137 $ 2 $2,135

Changes in goodwill in 2010 primarily related to acquisitions in the Agriculture & Nutrition and Safety & Protection segments. Changes in goodwill in 2009 resulted from acquisition accounting refinements and other acquisitions and divestitures. In 2010 and 2009, the company performed impairment tests for goodwill and determined that no goodwill impairments existed.

F-21 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Other Intangible Assets The following table summarizes the gross carrying amounts and accumulated amortization of other intangible assets by major class: December 31, 2010 December 31, 2009 Accumulated Accumulated Gross Amortization Net Gross Amortization Net Intangible assets subject to amortization (Definite-lived)1 Purchased and licensed technology $1,557 $ (765) $ 792 $1,622 $ (716) $ 906 Patents 118 (44) 74 169 (57) 112 Trademarks 57 (22) 35 62 (22) 40 Other2 918 (323) 595 642 (302) 340 2,650 (1,154) 1,496 2,495 (1,097) 1,398 Intangible assets not subject to amortization (Indefinite-lived) Trademarks/tradenames 233 - 233 179 - 179 Pioneer germplasm3 975 - 975 975 - 975 1,208 - 1,208 1,154 - 1,154 $3,858 $(1,154) $2,704 $3,649 $(1,097) $2,552 1 Changes in the gross carrying amount of intangible assets subject to amortization in 2010 primarily related to acquisitions in the Agriculture & Nutrition and Safety & Protection segments, which were partially offset by the write-off of fully amortized definite-lived intangible assets in the Agriculture & Nutrition segment. 2 Primarily consists of sales and grower networks, customer lists, marketing and manufacturing alliances and noncompetition agreements. 3 Pioneer germplasm is the pool of genetic source material and body of knowledge gained from the development and delivery stage of plant breeding. The company recognized germplasm as an intangible asset upon the acquisition of Pioneer. This intangible asset is expected to contribute to cash flows beyond the foreseeable future and there are no legal, regulatory, contractual, or other factors which limit its useful life. The aggregate pre-tax amortization expense for definite-lived intangible assets was $176, $252 and $275 for 2010, 2009 and 2008, respectively. The estimated aggregate pre-tax amortization expense for 2011, 2012, 2013, 2014 and 2015 is $215, $213, $213, $202 and $170, respectively, which are primarily reported in cost of goods sold and other operating charges.

12. SUMMARIZED FINANCIAL INFORMATION FOR AFFILIATED COMPANIES Summarized combined financial information for affiliated companies for which the equity method of accounting is used (see Note 1) is shown on a 100 percent basis. The most significant of these affiliates at December 31, 2010, are DuPont Teijin Films, DuPont-Toray Company Ltd. and DuPont-Mitsui, all of which are owned 50 percent by the company. Dividends received from equity affiliates were $103, $49 and $87 in 2010, 2009 and 2008, respectively. Year Ended December 31, Results of operations 2010 2009 2008 Net sales1 $4,073 $2,924 $3,064 Earnings before income taxes 543 235 281 Net income 393 210 190 DuPont’s equity in (losses) earnings of affiliates: Partnerships-pre-tax2 (12) (22) (4) Corporate joint ventures-after-tax 189 121 85 $ 177 $99$81 1 Includes sales to DuPont of $652, $412 and $390 in 2010, 2009 and 2008, respectively. 2 Income taxes are reflected in the company’s provision for income tax.

F-22 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Financial position at December 31, 2010 2009 Current assets $1,972 $1,710 Noncurrent assets 1,397 1,416 Total assets 3,369 3,126 Short-term borrowings1 381 375 Other current liabilities 841 768 Long-term borrowings1 144 178 Other long-term liabilities 119 111 Total liabilities 1,485 1,432 DuPont’s investment in affiliates (includes advances) $1,041 $1,014 1 The company’s pro rata interest in total borrowings was $236 in 2010 and $253 in 2009, of which $45 in 2010 and $32 in 2009 were guaranteed by the company. These amounts are included in the guarantees disclosed in Note 19.

13. OTHER ASSETS

December 31, 2010 2009 Long-term investments in securities $ 104 $ 112 Deferred income taxes (Note 5) 2,772 3,240 Miscellaneous 774 748 $3,650 $4,100

Included within long-term investments in securities are securities for which market values are not readily available (cost investments) and securities classified as available-for-sale. The company’s cost investments totaled $87 and $85 at December 31, 2010 and 2009, respectively. The company’s available for sale securities totaled $17 and $27 at December 31, 2010 and 2009, respectively.

14. ACCOUNTS PAYABLE

December 31, 2010 2009 Trade payables $3,795 $3,020 Payables to banks 61 54 Miscellaneous 504 468 $4,360 $3,542

Trade payables includes $119 in 2010 and $71 for 2009 due to equity affiliates. Payables to banks represent checks issued on certain disbursement accounts but not presented to the banks for payment. The reported amounts shown above approximate fair value because of the short-term maturity of these obligations.

F-23 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

15. SHORT-TERM BORROWINGS AND CAPITAL LEASE OBLIGATIONS

December 31, 2010 2009 Commercial paper $-$ 444 Other loans-various currencies 128 80 Long-term debt payable within one year 4 981 Capital lease obligations 1 1 $ 133 $1,506

The estimated fair value of the company’s short-term borrowings, including interest rate financial instruments, based on quoted market prices for the same or similar issues, or on current rates offered to the company for debt of the same remaining maturities, was $130 and $1,500 at December 31, 2010 and 2009, respectively. Unused bank credit lines were approximately $2,600 at December 31, 2010 and 2009. These lines are available to support short-term liquidity needs and general corporate purposes including letters of credit. Outstanding letters of credit were approximately $424 and $350 at December 31, 2010 and 2009, respectively. These letters of credit support commitments made in the ordinary course of business. The weighted-average interest rate on short-term borrowings outstanding at December 31, 2010 and 2009 was 5.4 and 0.6 percent, respectively. The increase in the interest rate reflects the reduction in commercial paper and the maturity of long-term debt in 2010, which both had low interest rates in 2009.

16. OTHER ACCRUED LIABILITIES

December 31, 2010 2009 Compensation and other employee-related costs $ 978 $ 885 Deferred revenue 1,700 1,174 Employee benefits (Note 21) 443 456 Discounts and rebates 332 302 Derivative instruments 132 71 Miscellaneous 1,086 1,300 $4,671 $4,188

Deferred revenue principally includes advance customer payments related to businesses within the Agriculture & Nutrition segment. Miscellaneous other accrued liabilities principally includes accrued plant and operating expenses, accrued litigation costs, employee separation costs in connection with the company’s restructuring programs, the estimated fair value of certain guarantees and accrued environmental remediation costs.

F-24 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

17. LONG-TERM BORROWINGS AND CAPITAL LEASE OBLIGATIONS

December 31, 2010 2009 U.S. dollar: Industrial development bonds due 2026, 20291 $-$50 Medium-term notes due 2013 – 20412 420 426 4.125% notes due 20103,4 - 911 4.75% notes due 2012 400 400 5.00% notes due 2013 250 749 5.00% notes due 2013 746 744 5.875% notes due 2014 170 996 4.875% notes due 2014 498 498 3.25% notes due 20154 1,038 986 4.75% notes due 2015 399 399 1.95% notes due 2016 495 - 5.25% notes due 2016 599 598 6.00% notes due 20185 1,425 1,445 5.75% notes due 2019 498 498 4.625% notes due 2020 996 996 3.625% notes due 2021 999 - 6.50% debentures due 2028 299 299 5.60% notes due 2036 395 395 4.90% notes due 2041 493 - Other loans (average interest rate of 2.0 percent)3 9 37 Foreign currency denominated loans: Euro loans (average interest rate of 2.3 percent)3 2 3 Other loans (various currencies)3 6 72 10,137 10,502 Less short-term portion of long-term debt 4 981 10,133 9,521 Capital lease obligations 4 7 Total $10,137 $9,528 1 Average interest rates on fixed rate industrial development bonds at December 31, 2009 were 6.0 percent. 2 Average interest rates on medium-term notes at December 31, 2010 and 2009, were 3.4 percent and 3.3 percent, respectively. 3 Includes long-term debt due within one year. 4 At December 31, 2010 and 2009, the company had outstanding interest rate swap agreements with gross notional amounts of $1,000 and $1,900, respectively. Over the remaining terms of the notes, the company will receive fixed payments equivalent to the underlying debt and pay floating payments based on USD LIBOR. The fair value of outstanding swaps was an asset of $40 and $0 at December 31, 2010 and 2009, respectively. 5 During 2008, the interest rate swap agreement associated with these notes was terminated. The gain will be amortized over the remaining life of the bond, resulting in an effective yield of 3.85 percent. In 2010, the company issued $500 of 1.95% Senior Notes due January 15, 2016, $1,000 of 3.625% Senior Notes due January 15, 2021 and $500 of 4.90% Senior Notes due January 15, 2041. The company elected to use a portion of the net proceeds to redeem $500 of its 5.00% Senior Notes due January 15, 2013 and $830 of its 5.875% Senior Notes due January 15, 2014. The partial redemption of the outstanding 5.00% and 5.875% Senior Notes resulted in a $179 pre-tax charge on the early extinguishment of debt. In addition, $900 of 4.125% Senior Notes matured in April 2010. Maturities of long-term borrowings are $408, $1,239, $668 and $1,438 for the years 2012, 2013, 2014 and 2015, respectively, and $6,380 thereafter.

F-25 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

The estimated fair value of the company’s long-term borrowings, including interest rate financial instruments, based on quoted market prices for the same or similar issues or on current rates offered to the company for debt of the same remaining maturities was $10,800 and $10,100 at December 31, 2010 and 2009, respectively.

18. OTHER LIABILITIES

December 31, 2010 2009 Employee benefits: Accrued other long-term benefit costs (Note 21) $ 3,670 $ 3,791 Accrued pension benefit costs (Note 21) 5,401 5,514 Accrued environmental remediation costs 317 326 Miscellaneous 1,638 1,859 $11,026 $11,490

Miscellaneous includes asset retirement obligations, litigation accruals, tax contingencies, royalty payables and certain obligations related to divested businesses.

19. COMMITMENTS AND CONTINGENT LIABILITIES Guarantees Product Warranty Liability The company warrants that its products meet standard specifications. The company’s product warranty liability as of December 31, 2010 and 2009 was $20 and $17, respectively. Estimates for warranty costs are based on historical claims experience.

Indemnifications In connection with acquisitions and divestitures, the company has indemnified respective parties against certain liabilities that may arise in connection with these transactions and business activities prior to the completion of the transaction. The term of these indemnifications, which typically pertain to environmental, tax and product liabilities, is generally indefinite. In addition, the company indemnifies its duly elected or appointed directors and officers to the fullest extent permitted by Delaware law, against liabilities incurred as a result of their activities for the company, such as adverse judgments relating to litigation matters. If the indemnified party were to incur a liability or have a liability increase as a result of a successful claim, pursuant to the terms of the indemnification, the company would be required to reimburse the indemnified party. The maximum amount of potential future payments is generally unlimited. The carrying amounts recorded for all indemnifications as of December 31, 2010 and 2009 were $100. Although it is reasonably possible that future payments may exceed amounts accrued, due to the nature of indemnified items, it is not possible to make a reasonable estimate of the maximum potential loss or range of loss. No assets are held as collateral and no specific recourse provisions exist. In connection with the 2004 sale of the majority of the net assets of Textiles and Interiors, the company indemnified the purchasers, subsidiaries of Koch Industries, Inc. (INVISTA), against certain liabilities primarily related to taxes, legal and environmental matters and other representations and warranties under the Purchase and Sale Agreement. The estimated fair value of the indemnity obligations under the Purchase and Sale Agreement was $70 and was included in the indemnifications balance of $100 at December 31, 2010. Under the Purchase and Sale Agreement, the company’s total indemnification obligation for the majority of the representations and warranties cannot exceed $1,400. The other indemnities are not subject to this limit. In March 2008, INVISTA filed suit in the Southern District of New York alleging that certain representations and warranties in the Purchase and Sale Agreement were breached and, therefore, that DuPont is obligated to indemnify it. DuPont disagrees with the extent and value of INVISTA’s claims. DuPont has not changed its estimate of its total indemnification obligation under the Purchase and Sale Agreement as a result of the lawsuit.

F-26 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Obligations for Equity Affiliates & Others The company has directly guaranteed various debt obligations under agreements with third parties related to equity affiliates, customers, suppliers and other affiliated companies. At December 31, 2010, the company had directly guaranteed $544 of such obligations, and $16 relating to guarantees of historical obligations for divested subsidiaries. This represents the maximum potential amount of future (undiscounted) payments that the company could be required to make under the guarantees. The company would be required to perform on these guarantees in the event of default by the guaranteed party. The company assesses the payment/performance risk by assigning default rates based on the duration of the guarantees. These default rates are assigned based on the external credit rating of the counterparty or through internal credit analysis and historical default history for counterparties that do not have published credit ratings. For counterparties without an external rating or available credit history, a cumulative average default rate is used. At December 31, 2010 and 2009, a liability of $109 and $146, respectively, was recorded for these obligations, representing the amount of payment/performance risk for which the company deems probable. This liability is principally related to obligations of the company’s polyester films joint venture, which are guaranteed by the company. In certain cases, the company has recourse to assets held as collateral, as well as personal guarantees from customers and suppliers. Assuming liquidation, these assets are estimated to cover approximately 45 percent of the $288 of guaranteed obligations of customers and suppliers. Set forth below are the company’s guaranteed obligations at December 31, 2010:

Short-Term Long-Term Total Obligations for customers and suppliers1: Bank borrowings (terms up to 5 years) $189 $ 99 $288 Obligations for other affiliated companies2: Bank borrowings (terms up to 1 year) 211 — 211 Obligations for equity affiliates2: Bank borrowings (terms up to 2 years) 6 16 22 Revenue bonds (terms up to 5 years) — 23 23 Total obligations for customers, suppliers, other affiliated companies, and equity affiliates 406 138 544 Obligations for divested subsidiaries3: Conoco (terms up to 16 years) — 16 16 Total obligations for divested subsidiaries — 16 16 $406 $154 $560 1 Existing guarantees for customers and suppliers arose as part of contractual agreements. 2 Existing guarantees for equity affiliates and other affiliated companies arose for liquidity needs in normal operations. 3 The company has guaranteed certain obligations and liabilities related to a divested subsidiary, Conoco, which has indemnified the company for any liabilities the company may incur pursuant to these guarantees.

Operating Leases The company uses various leased facilities and equipment in its operations. The terms for these leased assets vary depending on the lease agreement. Future minimum lease payments (including residual value guarantee amounts) under non-cancelable operating leases are $227, $197, $160, $123 and $96 for the years 2011, 2012, 2013, 2014 and 2015, respectively, and $179 for subsequent years and are not reduced by non-cancelable minimum sublease rentals due in the future in the amount of $6. Net rental expense under operating leases was $268, $302 and $320 in 2010, 2009 and 2008, respectively.

F-27 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Asset Retirement Obligations The company has recorded asset retirement obligations primarily associated with closure, reclamation and removal costs for mining operations related to the production of titanium dioxide in Performance Chemicals. The company’s asset retirement obligation liabilities were $59 and $56 at December 31, 2010 and 2009, respectively.

Litigation PFOA DuPont uses PFOA (collectively, perfluorooctanoic acids and its salts, including the ammonium salt), as a processing aid to manufacture fluoropolymer resins and dispersions at various sites around the world including its Washington Works plant in West Virginia. At December 31, 2010, DuPont has accruals of $18 related to the PFOA matters discussed below.

Leach v DuPont In August 2001, a class action, captioned Leach v DuPont, was filed in West Virginia state court against DuPont and the Lubeck Public Service District. The complaint alleged that residents living near the Washington Works facility had suffered, or may suffer, deleterious health effects from exposure to PFOA in drinking water. The relief sought included damages for medical monitoring, diminution of property values and punitive damages plus injunctive relief to stop releases of PFOA. DuPont and attorneys for the class reached a settlement agreement in 2004 and as a result, the company established accruals of $108 in 2004. The settlement binds a class of approximately 80,000 residents. As defined by the court, the class includes those individuals who have consumed, for at least one year, water containing 0.05 parts per billion (ppb) or greater of PFOA from any of six designated public water sources or from sole source private wells. In July 2005, the company paid the plaintiffs’ attorneys’ fees and expenses of $23 and made a payment of $70, which class counsel has designated to fund a community health project. The company is also funding a series of health studies by an independent science panel of experts in the communities exposed to PFOA to evaluate available scientific evidence on whether any probable link exists between exposure to PFOA and human disease. The company expects the independent science panel to complete these health studies between 2009 and year-end 2011 at a total estimated cost of $32. In addition, the company is providing state-of-the art water treatment systems designed to reduce the level of PFOA in water to six area water districts, including the Little Hocking Water Association (LHWA), until the science panel determines that PFOA does not cause disease or until applicable water standards can be met without such treatment. All of the water treatment systems are operating. The settlement resulted in the dismissal of all claims asserted in the lawsuit except for personal injury claims. If the independent science panel concludes that no probable link exists between exposure to PFOA and any diseases, then the settlement would also resolve personal injury claims. If it concludes that a probable link does exist between exposure to PFOA and any diseases, then DuPont would also fund up to $235 for a medical monitoring program to pay for such medical testing. In this event, plaintiffs would retain their right to pursue personal injury claims. All other claims in the lawsuit would remain dismissed by the settlement. DuPont believes that it is remote that the panel will find a probable link. Therefore, at December 31, 2010, the company has not established any accruals related to medical monitoring or personal injury claims. However, there can be no assurance as to what the independent science panel will conclude.

Civil Actions: Drinking Water At December 31, 2010, there were four additional actions pending brought by or on behalf of water district customers in New Jersey, Ohio and West Virginia. The cases generally claim PFOA contamination of drinking water and seek a variety of relief including compensatory and punitive damages, testing, treatment, remediation and monitoring. In addition, the two New Jersey class actions and the Ohio action, brought by the LHWA, claim ‘‘imminent and substantial endangerment to health and or the environment’’ under the Resource Conservation and Recovery Act (RCRA). In December 2010, the company reached an agreement in principle to settle the two New Jersey class actions subject to court approval. Approval was denied and the parties are considering revised settlement terms for potential resubmission to the court. If a revised settlement is not reached and approved, litigation will resume. Discovery has just

F-28 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share) begun in the Ohio class action. In the West Virginia class action, the court entered judgment for DuPont in the first quarter 2010. Plaintiffs’ appeal of the matter was heard by the Fourth Circuit Court of Appeals in late January 2011. DuPont denies the claims alleged in these civil drinking water actions and is defending itself vigorously.

Environmental Actions Of the total accrual, $4 is to fund DuPont’s obligations under agreements with the U. S. Environmental Protection Agency (EPA) and the New Jersey Department of Environmental Protection. In 2005, the company and EPA entered an agreement settling allegations that DuPont failed to comply with technical reporting requirements under the Toxic Substances Control Act and RCRA. Under the settlement, DuPont paid a fine of $10.25 and is undertaking two Supplemental Environmental Projects. In 2009, EPA and DuPont entered a Consent Order under the Safe Drinking Water Act which obligates DuPont to survey, sample and test drinking water in and around the company’s Washington Works site. If tests indicate the presence of PFOA in drinking water at the national Provisional Health Advisory for PFOA of 0.40 ppb or greater, the company will offer treatment or an alternative supply of drinking water. While DuPont believes that it is reasonably possible that it could incur losses related to PFOA matters in addition to those matters discussed above for which it has established accruals, a range of such losses, if any, cannot be reasonably estimated at this time.

Benlate In 1991, DuPont began receiving claims by growers that use of Benlate 50 DF fungicide had caused crop damage. DuPont has since been served with thousands of lawsuits, most of which have been disposed of through trial, dismissal or settlement. At December 31, 2010, there were nine cases in Florida courts alleging that Benlate caused crop damage. At the 2006 trial of two cases involving twenty-seven Costa Rican fern growers, the plaintiffs sought damages in the range of $270 to $400. A $56 judgment was rendered against the company, but was reduced to $24 on DuPont’s motion. In the fourth quarter 2009, on DuPont’s motion, the judgment was reversed, vacated and the cases were remanded to be tried separately or in small related groups. Plaintiffs sought appellate review of the decision. In December 2010, the appellate court upheld the decision to try the cases separately. The appellate court also affirmed dismissal of the verdicts for seven of the twenty-seven fern growers on grounds that their claims were barred by the statute of limitations. Plaintiffs are seeking review by the Florida Supreme Court. One other crop case is scheduled for trial in June 2011. On January 19, 2011, the court entered an order in five of the remaining crop cases striking DuPont’s pleadings. The order essentially enters judgment against DuPont as to liability. DuPont will appeal, but cannot do so until a damages trial results in a monetary judgment against it. Two cases alleging damage to shrimping operations were resolved in a single binding arbitration during the fourth quarter 2010. The arbiter awarded plaintiffs a total of $19 in compensatory damages plus attorneys’ fees and expenses. DuPont paid the compensatory damages in December 2010 and will pay $8.5 in attorneys’ fees and expenses. In January 2009, a case was filed in Florida state court claiming that plaintiff’s exposure to Benlate allegedly contaminated with other fungicides and herbicides, caused plaintiff’s kidney cancer and pancreatic and brain tumors. The case was tried to a verdict in September 2010 in federal court, to which it had been removed on DuPont’s motion, and the jury unanimously rejected allegations that exposure to Benlate caused plaintiff’s diseases. In December 2010, the court denied plaintiff’s post trial motions. Plaintiff has appealed. The company does not believe that Benlate caused the damages alleged in each of these cases and denies the allegations of fraud and misconduct. The company continues to defend itself in ongoing matters. As of December 31, 2010, the company has incurred costs and expenses of approximately $2,000 associated with these matters, but does not expect additional significant costs or expenses associated with the remaining twelve cases. At December 31, 2010, the company has accruals of about $9 related to Benlate. The company does not expect losses in excess of the accruals, if any, to be material.

F-29 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Spelter, West Virginia In September 2006, a West Virginia state court certified a class action captioned Perrine v DuPont, against DuPont that seeks relief including the provision of remediation services and property value diminution damages for 7,000 residential properties in the vicinity of a closed zinc smelter in Spelter, West Virginia. The action also seeks medical monitoring for an undetermined number of residents in the class area. The smelter was owned and operated by at least three companies between 1910 and 2001, including DuPont between 1928 and 1950. DuPont performed remedial measures at the request of EPA in the late 1990s and in 2001 repurchased the site to facilitate and complete the remediation. The fall 2007 trial was conducted in four phases: liability, medical monitoring, property and punitive damages. The jury found against DuPont in all four phases awarding $55.5 for property remediation and $196.2 in punitive damages. In post trial motions, the court adopted the plaintiffs’ forty-year medical monitoring plan estimated by plaintiffs to cost $130 and granted plaintiffs’ attorneys legal fees of $127 plus $8 in expenses based on and included in the total jury award. DuPont appealed to the West Virginia Supreme Court (the Court) seeking review of a number of issues. The Court issued its decision on March 26, 2010, affirming in part and reversing in part the trial court’s decision. The Court conditionally affirmed the verdict, but reduced punitive damages to $97.7. The Court reversed the trial court’s order granting summary judgment to the adult plaintiffs on the issue of statute of limitations and ordered a new jury trial on the sole issue of when the plaintiffs possessed requisite knowledge to trigger the running of the statute. In November 2010, plaintiffs and DuPont reached an agreement to settle this matter for $70. In addition, the agreement requires DuPont to fund a medical monitoring program. The initial set-up costs associated with the program are included in the $70. The company will reassess its liability related to funding the medical monitoring program as eligible members of the class elect to participate and enroll in the program. Enrollment in the program is expected to be complete in the third quarter 2011. As of December 31, 2010, the company has recorded accruals of $70 related this matter.

General The company is subject to various lawsuits and claims arising out of the normal course of its business. These lawsuits and claims include actions based on alleged exposures to products, intellectual property and environmental matters and contract and antitrust claims. Management has noted a nationwide trend in purported class actions against chemical manufacturers generally seeking relief such as medical monitoring, property damages, off-site remediation and punitive damages arising from alleged environmental torts without claiming present personal injuries. Such cases may allege contamination from unregulated substances or remediated sites. The company also has noted a trend in public and private nuisance suits being filed on behalf of states, counties, cities and utilities alleging harm to the general public. Although it is not possible to predict the outcome of these various lawsuits and claims, management does not anticipate they will have a materially adverse effect on the company’s consolidated financial position or liquidity. However, the ultimate liabilities may be significant to results of operations in the period recognized. The company accrues for contingencies when the information available indicates that it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated.

Environmental The company is also subject to contingencies pursuant to environmental laws and regulations that in the future may require the company to take further action to correct the effects on the environment of prior disposal practices or releases of chemical or petroleum substances by the company or other parties. The company accrues for environmental remediation activities consistent with the policy set forth in Note 1. Much of this liability results from the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA, often referred to as Superfund), RCRA and similar state and global laws. These laws require the company to undertake certain investigative and remedial activities at sites where the company conducts or once conducted operations or at sites where company- generated waste was disposed. The accrual also includes estimated costs related to a number of sites identified by the company for which it is probable that environmental remediation will be required, but which are not currently the subject of enforcement activities.

F-30 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Remediation activities vary substantially in duration and cost from site to site. These activities, and their associated costs, depend on the mix of unique site characteristics, evolving remediation technologies, diverse regulatory agencies and enforcement policies, as well as the presence or absence of potentially responsible parties. At December 31, 2010, the Condensed Consolidated Balance Sheets included a liability of $407, relating to these matters and, in management’s opinion, is appropriate based on existing facts and circumstances. The average time frame, over which the accrued or presently unrecognized amounts may be paid, based on past history, is estimated to be 15-20 years. Considerable uncertainty exists with respect to these costs and, under adverse changes in circumstances, potential liability may range up to two to three times the amount accrued as of December 31, 2010.

Other The company has various purchase commitments incident to the ordinary conduct of business. In the aggregate, such commitments are not at prices in excess of current market.

20. STOCKHOLDERS’ EQUITY The company’s Board of Directors authorized a $2,000 share buyback plan in June 2001. During 2010, the company purchased and retired 5.4 million shares at a total cost of $250 under this plan. During 2009 and 2008, there were no purchases of stock under this plan. As of December 31, 2010, the company has purchased 25.9 million shares at a total cost of $1,212. Management has not established a timeline for the buyback of the remaining stock under this plan. Common stock held in treasury is recorded at cost. When retired, the excess of the cost of treasury stock over its par value is allocated between reinvested earnings and additional paid-in capital. Set forth below is a reconciliation of common stock share activity for the years ended December 31, 2010, 2009 and 2008:

Shares of common stock Issued Held In Treasury Balance January 1, 2008 986,330,000 (87,041,000) Issued 3,085,000 - Balance December 31, 2008 989,415,000 (87,041,000) Issued 1,440,000 - Balance December 31, 2009 990,855,000 (87,041,000) Issued 18,891,000 - Repurchased - (5,395,000) Retired (5,395,000) 5,395,000 Balance December 31, 2010 1,004,351,000 (87,041,000)

F-31 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

The pre-tax, tax and after-tax effects of the components of other comprehensive income (loss) are shown below:

Pre-tax Tax After-tax 2010 Cumulative translation adjustment $(6)$-$(6) Net revaluation and clearance of cash flow hedges to earnings 54 (20) 34 Pension benefits (Note 21) (111) 46 (65) Other benefits (Note 21) 47 (30) 17 Net unrealized gains on securities 2(1)1 Other comprehensive income attributable to noncontrolling interest 2- 2 Other comprehensive loss attributable to DuPont $ (12) $ (5) $ (17) 2009 Cumulative translation adjustment $ 89 $ - $ 89 Net revaluation and clearance of cash flow hedges to earnings 145 (52) 93 Pension benefits (Note 21) (485) 152 (333) Other benefits (Note 21) (162) 56 (106) Net unrealized gains on securities 6 (2) 4 Other comprehensive loss attributable to noncontrolling interest (2) - (2) Other comprehensive loss attributable to DuPont $ (409) $ 154 $ (255) 2008 Cumulative translation adjustment $ (120) $ - $ (120) Net revaluation and clearance of cash flow hedges to earnings (312) 113 (199) Pension benefits (Note 21) (6,326) 2,204 (4,122) Other benefits (Note 21) (423) 151 (272) Net unrealized losses on securities (16) 5 (11) Other comprehensive loss attributable to noncontrolling interest (11) - (11) Other comprehensive loss attributable to DuPont $ (7,208) $2,473 $ (4,735)

Tax benefit (expense) recorded in Stockholders’ Equity was $12, $144 and $2,476 for the years 2010, 2009 and 2008, respectively. Included in these amounts were tax (expense) benefits of $17, $(10) and $3 for the years 2010, 2009 and 2008, respectively, associated with stock compensation programs. The remainder consists of amounts recorded within other comprehensive income (loss) as shown in the table above. Balances of related after-tax components comprising accumulated other comprehensive loss are summarized below:

December 31, 2010 2009 2008 Cumulative translation adjustment $ 213 $ 219 $ 130 Net revaluation and clearance of cash flow hedges to earnings (31) (65) (158) Net unrealized gain (loss) on securities 2 1(3) Pension benefits Net losses (5,950) (5,873) (5,527) Net prior service cost (82) (94) (107) Other benefits Net losses (577) (551) (511) Net prior service benefit 635 592 658 $(5,790) $(5,771) $(5,518)

F-32 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

21. LONG-TERM EMPLOYEE BENEFITS The company offers various long-term benefits to its employees. Where permitted by applicable law, the company reserves the right to change, modify or discontinue the plans. In 2006, the company announced major changes to the pension and defined contribution benefits that cover the majority of its U.S. employees. Such employees hired in the U.S. after December 31, 2006 are not eligible to participate in the pension and post-retirement medical, dental and life insurance plans but receive benefits in the defined contribution plans.

Defined Benefit Pensions The company has both funded and unfunded noncontributory defined benefit pension plans covering a majority of the U.S. employees. The benefits under these plans are based primarily on years of service and employees’ pay near retirement. The company’s funding policy is consistent with the funding requirements of federal laws and regulations. Pension coverage for employees of the company’s non-U.S. consolidated subsidiaries is provided, to the extent deemed appropriate, through separate plans. Obligations under such plans are funded by depositing funds with trustees, covered by insurance contracts, or remain unfunded.

Other Long-term Employee Benefits The parent company and certain subsidiaries provide medical, dental and life insurance benefits to pensioners and survivors, and disability and life insurance protection to employees. The associated plans for retiree benefits are unfunded and the cost of the approved claims is paid from company funds. Essentially all of the cost and liabilities for these retiree benefit plans are attributable to the U.S. parent company plans. The retiree medical plan is contributory with pensioners and survivors’ contributions adjusted annually to achieve a 50/50 target sharing of cost increases between the company and pensioners and survivors. In addition, limits are applied to the company’s portion of the retiree medical cost coverage. Employee life insurance and disability benefit plans are insured in many countries. However, primarily in the U.S., such plans are generally self-insured or are fully experience-rated. Obligations and expenses for self-insured and fully experience-rated plans are reflected in the figures below.

F-33 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Summarized information on the company’s pension and other long-term employee benefit plans is as follows:

Pension Benefits Other Benefits Obligations and Funded Status at December 31, 2010 2009 2010 2009 Change in benefit obligation Benefit obligation at beginning of year $ 22,770 $ 21,506 $ 4,132 $ 4,072 Service cost 207 192 29 31 Interest cost 1,262 1,270 238 245 Plan participants’ contributions 18 17 114 138 Actuarial loss 1,218 1,392 96 111 Benefits paid (1,584) (1,608) (435) (461) Amendments — — (189)1 (4) Net effects of acquisitions/divestitures 33 1 4 — Benefit obligation at end of year $ 23,924 $ 22,770 $ 3,989 $ 4,132 Change in plan assets Fair value of plan assets at beginning of year $ 17,143 $ 16,209 $—$— Actual gain on plan assets 2,015 2,219 — — Employer contributions 782 306 321 323 Plan participants’ contributions 18 17 114 138 Benefits paid (1,584) (1,608) (435) (461) Net effects of acquisitions/divestitures 29 — — — Fair value of plan assets at end of year $ 18,403 $ 17,143 $—$— Funded status U.S. plans with plan assets $ (3,408) $ (3,594) $—$— Non-U.S. plans with plan assets (652) (543) — — All other plans (1,461)2 (1,490)2 (3,989) (4,132) Total $ (5,521) $ (5,627) $(3,989) $(4,132) Amounts recognized in the Consolidated Balance Sheet consist of: Other assets (Note 13) 4 2 — — Other accrued liabilities (Note 16) (124) (115) (319) (341) Other liabilities (Note 18) (5,401) (5,514) (3,670) (3,791) Net amount recognized $ (5,521) $ (5,627) $(3,989) $(4,132) 1 Change is primarily due to an amendment in 2010 to the company’s U.S. parent company retiree medical plan to take advantage of a 50 percent discount from brand name drug manufacturers in the ‘‘coverage gap’’ portion of the Medicare Part D plan. The plan amendment has no effect on current or future retirees’ coverage. 2 Includes pension plans maintained around the world where funding is not customary. The pre-tax amounts recognized in accumulated other comprehensive loss are summarized below:

Pension Benefits Other Benefits December 31, 2010 2009 2010 2009 Net loss $(9,032) $(8,904) $(889) $(853) Prior service (cost) benefit (114) (130) 994 911 $(9,146) $(9,034) $ 105 $58

The accumulated benefit obligation for all pension plans was $22,165 and $21,042 at December 31, 2010 and 2009, respectively.

F-34 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Information for pension plans with projected benefit obligation in excess of plan assets 2010 2009 Projected benefit obligation $23,707 $22,688 Accumulated benefit obligation 21,962 20,971 Fair value of plan assets 18,183 17,059

Information for pension plans with accumulated benefit obligations in excess of plan assets 2010 2009 Projected benefit obligation $23,481 $21,276 Accumulated benefit obligation 21,807 19,709 Fair value of plan assets 18,017 15,763

Pension Benefits Components of net periodic benefit cost (credit) and amounts recognized in other comprehensive income 2010 2009 2008 Net periodic benefit (credit) cost Service cost $ 207 $ 192 $ 209 Interest cost 1,262 1,270 1,286 Expected return on plan assets (1,435) (1,603) (1,932) Amortization of loss 507 278 56 Amortization of prior service cost 16 18 18 Curtailment/settlement loss — —1 Net periodic benefit (credit) cost $ 557 $ 155 $ (362) Changes in plan assets and benefit obligations recognized in other comprehensive income Net loss (gain) 634 781 6,397 Amortization of loss (507) (278) (56) Prior service cost — —4 Amortization of prior service cost (16) (18) (18) Curtailment/settlement loss — —(1) Total recognized in other comprehensive income $ 111 $ 485 $ 6,326 Total recognized in net periodic benefit cost and other comprehensive income $ 668 $ 640 $ 5,964

The estimated pre-tax net loss and prior service cost for the defined benefit pension plans that will be amortized from accumulated other comprehensive loss into net periodic benefit cost during 2011 are $612 and $16, respectively.

F-35 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Other Benefits Components of net periodic benefit cost and amounts recognized in other comprehensive income 2010 2009 2008 Net periodic benefit cost Service cost $29 $31$29 Interest cost 238 245 226 Amortization of loss 58 50 32 Amortization of prior service benefit (106) (106) (106) Net periodic benefit cost $ 219 $ 220 $ 181 Changes in plan assets and benefit obligations recognized in other comprehensive income Net (gain) loss $94 $ 110 $ 349 Amortization of loss (58) (50) (32) Prior service cost (189) (4) - Amortization of prior service benefit 106 106 106 Total recognized in other comprehensive income $ (47) $ 162 $ 423 Total recognized in net periodic benefit cost and other comprehensive income $ 172 $ 382 $ 604

The estimated pre-tax net loss and prior service credit for the other long-term employee benefit plans that will be amortized from accumulated other comprehensive loss into net periodic benefit cost during 2011 are $60 and $(122), respectively.

Pension Benefits Other Benefits Weighted-average assumptions used to determine benefit obligations at December 31, 2010 2009 2010 2009 Discount rate 5.32% 5.80% 5.50% 6.00% Rate of compensation increase 4.24% 4.24% 4.50% 4.50%

Pension Benefits Other Benefits Weighted-average assumptions used to determine net periodic benefit cost for the years ended December 31, 2010 2009 2008 2010 2009 2008 Discount rate 5.80% 6.14% 6.01% 6.00% 6.25% 6.25% Expected return on plan assets 8.64% 8.75% 8.74% - -- Rate of compensation increase 4.24% 4.30% 4.28% 4.50% 4.50% 4.50%

For determining U.S. plans’ net periodic benefit costs, the discount rate, expected return on plan assets and the rate of compensation increase were 6.00 percent, 9.00 percent and 4.50 percent for 2010, 6.25 percent, 9.00 percent and 4.50 percent for 2009 and 6.25 percent, 9.00 percent and 4.50 percent for 2008. The company utilizes published long-term high quality corporate bond indices to determine the discount rate at measurement date. Where commonly available, the company considers indices of various durations to reflect the timing of future benefit payments. The long-term rate of return on assets in the U.S. was selected from within the reasonable range of rates determined by historical real returns (net of inflation) for the asset classes covered by the investment policy, expected performance, and projections of inflation over the long-term period during which benefits are payable to plan participants. Consistent with prior years, the long-term rate of return on plan assets in the U.S. reflects the asset allocation of the plan and the

F-36 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share) effect of the company’s active management of the plans’ assets. For non-U.S. plans, assumptions reflect economic assumptions applicable to each country.

Assumed health care cost trend rates at December 31, 2010 2009 Health care cost trend rate assumed for next year 8% 8% Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 5% 5% Year that the rate reaches the ultimate trend rate 2014 2013

Assumed health care cost trend rates have a modest effect on the amount reported for the health care plan. A one-percentage point change in assumed health care cost trend rates would have the following effects:

1-Percentage 1-Percentage Point Increase Point Decrease Increase (decrease) on total of service and interest cost $ 6 $ (5) Increase (decrease) on post-retirement benefit obligation 72 (76)

Plan Assets All pension plan assets in the U.S. are invested through a single master trust fund. The strategic asset allocation for this trust fund is selected by management, reflecting the results of comprehensive asset liability modeling. The general principles guiding U.S. pension asset investment policies are those embodied in the Employee Retirement Income Security Act of 1974 (ERISA). These principles include discharging the company’s investment responsibilities for the exclusive benefit of plan participants and in accordance with the ‘‘prudent expert’’ standard and other ERISA rules and regulations. The company establishes strategic asset allocation percentage targets and appropriate benchmarks for significant asset classes with the aim of achieving a prudent balance between return and risk. Strategic asset allocations in other countries are selected in accordance with the laws and practices of those countries. Where appropriate, asset liability studies are utilized in this process. U.S. plan assets and a portion of non-U.S. plan assets are managed by investment professionals employed by the company. The remaining assets are managed by professional investment firms unrelated to the company. The company’s pension investment professionals have discretion to manage the assets within established asset allocation ranges approved by senior management of the company. Additionally, pension trust funds are permitted to enter into certain contractual arrangements generally described as ‘‘derivatives.’’ Derivatives are primarily used to reduce specific market risks, hedge currency and adjust portfolio duration and asset allocation in a cost-effective manner. The weighted-average target allocation for plan assets of the company’s U.S. and non-U.S. pension plan is summarized as follows:

Target allocation for plan assets at December 31, 2010 2009 U.S. equity securities 30% 30% Non-U.S. equity securities 22% 22% Fixed income securities 29% 31% Private market securities 12% 10% Real estate 7% 7% Total 100% 100%

Equity securities include varying market capitalization levels. U.S. equity investments are primarily large-cap companies. Fixed income investments include corporate-issued, government-issued and asset-backed securities. Corporate debt investments include a range of credit risk and industry diversification. U.S. fixed income investments are weighted heavier than non-U.S fixed income securities. Other investments include real estate and private market securities such as interests in private equity and venture capital partnerships.

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Fair value calculations may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. The table below presents the fair values of the company’s pension assets by level within the fair value hierarchy, as described in Note 1, as of December 31, 2010 and 2009, respectively.

Fair Value Measurements at December 31, 2010 Asset Category Total Level 1 Level 2 Level 3 Cash and cash equivalents $ 2,603 $ 2,535 $ 68 $ - U.S. equity securities1 4,016 3,964 32 20 Non-U.S. equity securities 3,663 3,602 61 - Debt – government issued 1,514 195 1,319 - Debt – corporate issued 1,813 151 1,628 34 Debt – asset-backed 970 43 923 4 Private market securities 2,931 - - 2,931 Real estate 1,049 118 - 931 Derivatives – asset position 95 689- Derivatives – liability position (75) (1) (74) - Other 1 1- - $18,580 $10,614 $4,046 $3,920 Pension trust receivables2 471 Pension trust payables3 (648) Total $18,403

Fair Value Measurements at December 31, 2009 Asset Category Total Level 1 Level 2 Level 3 Cash and cash equivalents $ 2,789 $ 2,734 $ 55 $ - U.S. equity securities1 3,735 3,720 11 4 Non-U.S. equity securities 3,672 3,661 11 - Debt – government issued 1,487 112 1,375 - Debt – corporate issued 1,985 284 1,650 51 Debt – asset-backed 919 - 911 8 Private market securities 1,998 18 - 1,980 Real estate 970 84 1 885 Derivatives – asset position 46 1 45 - Derivatives – liability position (38) - (38) - Other 30 11 19 - $17,593 $10,625 $4,040 $2,928 Pension trust receivables2 752 Pension trust payables3 (1,202) Total $17,143 1 The company’s pension plans directly held $498 (3 percent of total plan assets) and $336 (2 percent of total plan assets) of DuPont common stock at December 31, 2010 and 2009, respectively. 2 Primarily receivables for investment securities sold. 3 Primarily payables for investment securities purchased.

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The company’s pension plans hold Level 3 assets which are primarily ownership interests in investment partnerships and trusts that own private market securities and real estate. Fair value is generally based on the company’s units of ownership and net asset value of the investment entity or the company’s share of the investment entity’s total equity. The table below presents a rollforward of activity for these assets for the years ended December 31, 2010 and 2009:

Level 3 Assets Debt- Debt- Private U.S. Equity Corporate Asset- Market Real Total Securities Issued Backed Securities Estate Beginning balance at December 31, 2008 $3,431 $ 12 $127 $13 $3,166 $ 113 Realized gain (loss) 24 - (1) 1 24 - Change in unrealized gain (loss) (606) (8) (32) - (428) (138) Purchases, sales and settlements 92 - (34) (2) (782) 910 Transfers out of Level 3 (13) - (9) (4) - - Ending balance at December 31, 2009 $2,928 $ 4 $ 51 $ 8 $1,980 $ 885 Realized gain (loss) (9) - (53) 5 39 - Change in unrealized gain (loss) 206 3 48 (5) 229 (69) Purchases, sales and settlements 884 13 (11) (4) 683 203 Transfers out of Level 3 (89) - (1) - - (88) Ending balance at December 31, 2010 $3,920 $ 20 $ 34 $ 4 $2,931 $ 931

Cash Flow Contributions The following table shows the company’s pre-tax cash contributions to its pension plans and other long-term employee benefit plans:

2010 2009 2008 Pension plans $782 $ 306 $252 Other long-term employee benefit plans 321 323 326

The company made a voluntary contribution of $500 to its principal U.S. pension plan in the third quarter 2010. No contributions were required or made to the principal U.S. pension plan trust fund in 2009 and 2008 and no contributions are required or expected to be made to this plan in 2011. The company expects to contribute approximately $305 in 2011 to its pension plans other than the principal U.S. pension plan and also expects to make cash payments of approximately $320 in 2011 under its other long-term employee benefit plans.

F-39 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Estimated Future Benefit Payments The following benefit payments, which reflect future service, as appropriate, are expected to be paid:

Pension Other Benefits Benefits 2011 $1,593 $ 319 2012 1,528 315 2013 1,521 315 2014 1,527 313 2015 1,544 312 Years 2016-2020 8,002 1,548

Defined Contribution Plan The company sponsors several defined contribution plans, which cover substantially all U.S. employees. The most significant is the U.S. parent company’s Retirement Savings Plan (the Plan), which reflects the 2009 merger of the Retirement Savings Plan and the Savings and Investment Plan. This Plan includes a non-leveraged Employee Stock Ownership Plan (ESOP). Employees are not required to participate in the ESOP and those who do are free to diversify out of the ESOP. The purpose of the Plan is to provide retirement savings benefits for employees and to provide employees an opportunity to become stockholders of the company. The Plan is a tax qualified contributory profit sharing plan, with cash or deferred arrangement and any eligible employee of the company may participate. The company contributes 100 percent of the first 6 percent of the employee’s contribution election and also contributes 3 percent of each eligible employee’s eligible compensation regardless of the employee’s contribution. The company’s contributions to the U.S. parent company’s defined contribution plans were $195, $191 and $189 for the years ended December 31, 2010, 2009 and 2008, respectively. The company’s matching contributions vest immediately upon contribution. The 3 percent nonmatching company contribution vests for employees with at least three years of service. In addition, the company made contributions to other defined contribution plans of $59, $54 and $45 for the years ended December 31, 2010, 2009 and 2008, respectively. The company expects to contribute about $265 to its defined contribution plans in 2011.

22. COMPENSATION PLANS The total stock-based compensation cost included in the Consolidated Income Statements was $108, $115 and $112 for 2010, 2009 and 2008, respectively. The income tax benefits related to stock-based compensation arrangements were $36, $38 and $37 for 2010, 2009 and 2008, respectively. In April 2007, the shareholders approved the DuPont Equity and Incentive Plan (EIP). The EIP consolidated several of the company’s existing compensation plans (the Stock Performance Plan, Variable Compensation Plan, and equity awards of the Stock Accumulation and Deferred Compensation Plan for Directors) into one plan providing for equity- based and cash incentive awards to certain employees, directors and consultants. Currently, equity-based compensation awards consist of stock options, time-vested restricted stock units (RSUs), performance-based restricted stock units (PSUs) and stock appreciation rights. The company satisfies stock option exercises and vesting of RSUs and PSUs with newly issued shares of DuPont common stock. Under the EIP, the maximum number of shares reserved for the grant or settlement of awards is 60 million shares, provided that each share in excess of 20 million that is issued with respect to any award that is not an option or stock appreciation right will be counted against the 60 million share limit as four shares. At December 31, 2010, approximately 23 million shares were authorized for future grants under the company’s EIP. Awards or grants made in 2007, prior to shareholder approval of the EIP, were issued under the company’s previously existing compensation plans. Awards outstanding under each of these plans have not been terminated. These awards remain outstanding and are administered under the terms of the applicable existing plan. No further awards will be made under the company’s previously existing compensation plans.

F-40 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

The company’s Compensation Committee determines the long-term incentive mix, including stock options, RSUs and PSUs and may authorize new grants annually.

Stock Options The purchase price of shares subject to option is equal to the market price of the company’s stock on the date of grant. Options granted prior to 2004 expire 10 years from date of grant; options granted between 2004 and 2008 serially vested over a three-year period and carry a six-year option term. Stock option awards granted in 2009 and 2010 expire seven years after the grant date. The plan allows retirement eligible employees to retain any granted awards upon retirement provided the employee has rendered at least six months of service following grant date. For purposes of determining the fair value of stock options awards, the company uses the Black-Scholes option pricing model and the assumptions set forth in the table below. The weighted-average grant-date fair value of options granted in 2010, 2009 and 2008 was $6.44, $2.68 and $5.30, respectively.

2010 2009 2008 Dividend yield 4.9% 7.0% 3.7% Volatility 32.44% 27.61% 18.86% Risk-free interest rate 2.6% 2.5% 2.6% Expected life (years) 5.3 5.3 4.5

The company determines the dividend yield by dividing the current annual dividend on the company’s stock by the option exercise price. A historical daily measurement of volatility is determined based on the expected life of the option granted. The risk-free interest rate is determined by reference to the yield on an outstanding U.S. Treasury note with a term equal to the expected life of the option granted. Expected life is determined by reference to the company’s historical experience. Stock option awards as of December 31, 2010, and changes during the year then ended were as follows:

Weighted Weighted Average Aggregate Number of Average Remaining Intrinsic Shares Exercise Price Contractual Value (in thousands) (per share) Term (years) (in thousands) Outstanding, December 31, 2009 85,416 $41.06 Granted 6,378 $33.51 Exercised (18,101) $39.95 Forfeited (225) $30.78 Cancelled (10,581) $51.89 Outstanding, December 31, 20101 62,887 $38.83 2.74 $702,445 Exercisable, December 31, 2010 43,252 $42.90 1.68 $308,494 1 Includes 9.8 million options outstanding from the 2002 Corporate Sharing Program grants of 200 shares to all eligible employees at an option price of $44.50. These options are currently exercisable and expire 10 years from date of grant. The aggregate intrinsic values in the table above represent the total pre-tax intrinsic value (the difference between the company’s closing stock price on the last trading day of 2010 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options at year end. The amount changes based on the fair market value of the company’s stock. Total intrinsic value of options exercised for 2010, 2009 and 2008 were $109, $0 and $18, respectively. In 2010, the company realized a tax benefit of $35 from options exercised. As of December 31, 2010, $14 of total unrecognized compensation cost related to stock options is expected to be recognized over a weighted-average period of 1.71 years.

F-41 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

RSUs and PSUs The company issues RSUs that serially vest over a three-year period and, upon vesting, convert one-for-one to DuPont common stock. A retirement eligible employee retains any granted awards upon retirement provided the employee has rendered at least six months of service following the grant date. Additional RSUs are also granted periodically to key senior management employees. These RSUs generally vest over periods ranging from two to five years. The fair value of all stock-settled RSUs is based upon the market price of the underlying common stock as of the grant date. The company also grants PSUs to senior leadership. In 2010, there were 310,917 PSUs granted. Vesting for PSUs granted in 2008, 2009 and 2010 is equally based upon corporate revenue growth relative to peer companies and total shareholder return (TSR) relative to peer companies. Performance and payouts are determined independently for each metric. The actual award, delivered as DuPont common stock, can range from zero percent to 200 percent of the original grant. The grant-date fair value of the PSUs granted in 2010, subject to the TSR metric, was $44.86, estimated using a Monte Carlo simulation. The grant-date fair value of the PSUs, subject to the revenue metric, was based upon the market price of the underlying common stock as of the grant date. For PSUs granted prior to 2008, vesting occurs upon attainment of (i) corporate revenue growth relative to peer companies and (ii) return on invested capital objectives (relative to peer companies for periods prior to 2008 and relative to internal targets for periods beginning in 2008). The actual award, delivered as DuPont common stock, can range from zero percent to 200 percent of the original grant. The fair value of PSUs granted prior to 2008 is based upon the market price of the underlying common stock as of the grant date. Non-vested awards of RSUs and PSUs as of December 31, 2010 and 2009 are shown below. The weighted-average grant-date fair value of RSUs and PSUs granted during 2010, 2009 and 2008 was $34.60, $23.72 and $45.70, respectively. The table also includes Board of Directors’ cash-settled RSUs granted prior to 2008.

Weighted Average Number of Grant Date Shares Fair Value (in thousands) (per share) Nonvested, December 31, 2009 4,502 $34.56 Granted 1,628 $34.60 Vested (1,742) $36.93 Forfeited (270) $47.86 Nonvested, December 31, 2010 4,118 $32.27

As of December 31, 2010, there was $25 unrecognized stock-based compensation expense related to nonvested awards. That cost is expected to be recognized over a weighted-average period of 1.67 years. The total fair value of stock units vested during 2010, 2009 and 2008 was $64, $74 and $60, respectively.

Other Cash-based Awards Cash awards under the EIP plan may be granted to employees who have contributed most to the company’s success, with consideration being given to the ability to succeed to more important managerial responsibility. Such awards were $233, $141 and $140 for 2010, 2009 and 2008, respectively. The amounts of the awards are dependent on company earnings and are subject to maximum limits as defined under the governing plans. In addition, the company has other variable compensation plans under which cash awards may be granted. These plans include Pioneer’s Annual Reward Program and the company’s regional and local variable compensation plans. Such awards were $301, $213 and $196 for 2010, 2009 and 2008, respectively.

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23. DERIVATIVES AND OTHER HEDGING INSTRUMENTS Objectives and Strategies for Holding Derivative Instruments In the ordinary course of business, the company enters into contractual arrangements (derivatives) to reduce its exposure to foreign currency, interest rate and commodity price risks under established procedures and controls. The company has established a variety of approved derivative instruments to be utilized in each financial risk management program, as well as varying levels of exposure coverage and time horizons based on an assessment of risk factors related to each hedging program. Derivative instruments utilized during the period include forwards, options, futures and swaps. The company has not designated any nonderivatives as hedging instruments. The company established a financial risk management framework that incorporated the Corporate Financial Risk Management Committee and established financial risk management policies and guidelines that authorize the use of specific derivative instruments and further establishes procedures for control and valuation, counterparty credit approval and routine monitoring and reporting. The counterparties to these contractual arrangements are major financial institutions and major commodity exchanges. The company is exposed to credit loss in the event of nonperformance by these counterparties. The company manages this exposure to credit loss through the aforementioned credit approvals, limits and monitoring procedures and, to the extent possible, by restricting the period over which unpaid balances are allowed to accumulate. The company anticipates performance by counterparties to these contracts and therefore no material loss is expected. Market and counterparty credit risks associated with these instruments are regularly reported to management. The company hedges foreign currency-denominated revenue and monetary assets and liabilities, certain business specific foreign currency exposures and certain energy feedstock purchases. In addition, the company enters into agricultural commodity derivatives to hedge exposures relevant to agricultural feedstocks.

Interest Rate Risk The company uses interest rate swaps to manage the interest rate mix of the total debt portfolio and related overall cost of borrowing. Interest rate swaps involve the exchange of fixed for floating rate interest payments to effectively convert fixed rate debt into floating rate debt based on USD LIBOR. Interest rate swaps allow the company to achieve a target range of floating rate debt.

Commodity Price Risk Commodity price risk management programs serve to reduce exposure to price fluctuations on purchases of inventory such as natural gas, copper, corn, soybeans and soybean meal. The company enters into over-the-counter and exchange-traded derivative commodity instruments to hedge the commodity price risk associated with energy feedstock and agricultural commodity exposures.

Fair Value Hedges At December 31, 2010, the company maintained a number of interest rate swaps, implemented at the time the debt instruments were issued, that involve the exchange of fixed for floating rate interest payments. These swaps allow the

F-43 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share) company to achieve a target range of floating rate debt. All interest rate swaps qualify for the shortcut method of hedge accounting, thus there is no ineffectiveness related to these hedges. The company maintains no other significant fair value hedges. At December 31, 2010 and 2009, the company had interest rate swap agreements with gross notional amounts of approximately $1,000 and $1,900, respectively.

Cash Flow Hedges The company maintains a number of cash flow hedging programs to reduce risks related to foreign currency and commodity price risk. While each risk management program has a different time maturity period, most programs currently do not extend beyond the next two-year period. The company uses foreign currency exchange contracts to offset a portion of the company’s exposure to certain foreign currency-denominated revenues so that gains and losses on these contracts offset changes in the USD value of the related foreign currency-denominated revenues. At December 31, 2010 and 2009, the company had foreign currency exchange contracts with gross notional amounts of approximately $1,220 and $293, respectively. A portion of natural gas purchases are hedged to reduce price volatility using fixed price swaps and options. At December 31, 2010 and 2009, the company had energy feedstock and other contracts with gross notional amounts of approximately $151 and $277, respectively. The company contracts with independent growers to produce seed inventory. Under these contracts, growers are compensated with bushel equivalents that are sold to the company for the market price of grain for a period of time. Derivative instruments, such as commodity futures and options that have a high correlation to the underlying commodity, are used to hedge the commodity price risk involved in compensating growers. The company utilizes agricultural commodity futures to manage the price volatility of soybean meal. These derivative instruments have a high correlation to the underlying commodity exposure and are deemed effective in offsetting soybean meal feedstock price risk. At December 31, 2010 and 2009, the company had agricultural commodity contracts with gross notional amounts of approximately $297 and $332, respectively. During 2010 and 2009, the company entered into treasury rate contracts to hedge the company’s exposure to treasury rates on a portion of planned bond issuances. The contracts were terminated at the time the bonds were issued prior to year end. Cash flow hedge results are reclassified into earnings during the same period in which the related exposure impacts earnings. Reclassifications are made sooner if it appears that a forecasted transaction will not materialize. The following table summarizes the effect of cash flow hedges on accumulated other comprehensive income (loss) for the years ended December 31, 2010 and 2009:

2010 2009 Pre-tax Tax After-tax Pre-tax Tax After-tax Beginning balance $(101) $ 36 $(65) $(246) $ 88 $(158) Additions and revaluations of derivatives designated as cash flow hedges (36) 14 (22) (48) 17 (31) Clearance of hedge results to earnings 90 (34) 56 193 (69) 124 Ending balance $ (47) $ 16 $(31) $(101) $ 36 $ (65) Portion of ending balance expected to be reclassified into earnings over the next twelve months $ (69) $ 24 $(45) $ (54) $ 19 $ (35)

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Hedges of Net Investment in a Foreign Operation At December 31, 2010 and 2009, the company did not maintain any hedges of net investment in a foreign operation.

Derivatives not Designated in Hedging Relationships The company uses forward exchange contracts to reduce its net exposure, by currency, related to foreign currency- denominated monetary assets and liabilities. The netting of such exposures precludes the use of hedge accounting. However, the required revaluation of the forward contracts and the associated foreign currency-denominated monetary assets and liabilities results in a minimal earnings impact, after taxes. At December 31, 2010 and 2009, the company had forward exchange contracts with gross notional amounts of approximately $7,449 and $7,634, respectively. In addition, the company has risk management programs for agricultural commodities that do not qualify for hedge accounting treatment. At December 31, 2010 and 2009, the company had agricultural commodities contracts with gross notional amounts of approximately $310 and $206, respectively.

Contingent Features At December 31, 2010 and 2009, the company did not maintain any derivative contracts with credit-risk-related contingent features. The following tables provide information on the location and amounts of derivative fair values in the Consolidated Balance Sheets and derivative gains and losses in the Consolidated Income Statements:

Fair Values of Derivative Instruments

Asset Derivatives Liability Derivatives December 31, 2010 2009 2010 2009 Derivatives designated as hedging instruments Interest rate swaps $— $121 $— $124 Interest rate swaps 402 — — — Foreign currency contracts 201 31 33 — Energy feedstocks 31 21 753 543 Energy feedstocks — — — 494 Total derivatives designated as hedging instruments $ 63 $17 $78 $115 Derivatives not designated as hedging instruments Foreign currency contracts 901 1111 543 173 Total derivatives not designated as hedging instruments $ 90 $111 $54 $17 Total derivatives $153 $128 $132 $132 1 Current portion recorded in accounts and notes receivable, net. 2 Long-term portion recorded in other assets. 3 Current portion recorded in other accrued liabilities. 4 Long-term portion recorded in other liabilities.

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The Effect of Derivative Instruments on the Consolidated Income Statement Fair Value Hedging

Amount of Gain or Amount of Gain or Amount of Gain or Amount of Gain or (Loss) Recognized (Loss) Recognized (Loss) Recognized (Loss) Recognized in Income of in Income on in Income of in Income on Derivative Hedged Item Derivative Hedged Item Derivatives in Fair Value Hedging Relationships 2010 2010 2009 2009 Interest rate swaps $401 $(40)1 $(43)1 $431 Total $40 $(40) $(43) $43 1 Gain (loss) was recognized in interest expense, which offset to $0.

Cash Flow Hedging

Amount of Gain or (Loss) Recognized in Amount of Gain or Amount of Gain or (Loss) Income on Derivative (Loss) Recognized in Reclassified from (Ineffective Portion and Derivatives in Cash Flow Hedging OCI1 on Derivative Accumulated OCI1 into Amount Excluded from Relationships (Effective Portion) Income (Effective Portion) Effectiveness Testing) 2010 Treasury rate contracts $(3) $ - $- Foreign currency contracts 2(1)2 - Agricultural feedstocks 6 (18)3 33 Energy feedstocks (41) (71)3 - Total $(36) $ (90) $ 3 2009 Treasury rate contracts $ 4 $ - $ - Foreign currency contracts (7) (32)2 - Agricultural feedstocks 13 (44)3 (2)3 Energy feedstocks (58) (117)3 - Total $(48) $(193) $(2)

1 OCI is defined as other comprehensive income (loss). 2 Loss was reclassified from accumulated other comprehensive income into net sales. 3 Loss was recognized in cost of goods sold and other operating charges.

Derivatives not Designated in Hedging Instruments

Amount of Gain or (Loss) Recognized in Income on Derivative Derivatives Not Designated in Hedging Instruments 2010 2009 Foreign currency contracts $1171 $(485)1 Agricultural feedstocks (18)2 (6)2 Total $ 99 $(491)

1 Gain (loss) recognized in other income, net, was partially offset by the related gain (loss) on the foreign currency-denominated monetary assets and liabilities of the company’s operations, which were $(130) and $280 for 2010 and 2009, respectively. 2 Loss was recognized in cost of goods sold and other operating charges.

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24. GEOGRAPHIC INFORMATION

2010 2009 2008 Net Net Net Net Sales1 Property2 Net Sales1 Property2 Net Sales1 Property2 United States $11,451 $ 7,835 $ 9,814 $ 7,641 $11,091 $ 7,784 EMEA3 Belgium $ 298 $ 139 $ 240 $ 146 $ 350 $ 157 France 777 102 837 100 1,072 115 Germany 1,939 289 1,645 294 2,220 309 Italy 767 36 684 39 912 28 Luxembourg 67 244 50 243 88 247 Russia 306 7 253 7 359 7 Spain 427 259 389 291 521 297 The Netherlands 264 216 215 220 240 229 United Kingdom 503 116 452 126 605 138 Other 2,769 327 2,400 329 3,119 325 Total EMEA $ 8,117 $ 1,735 $ 7,165 $ 1,795 $ 9,486 $ 1,852 Asia Pacific Australia $ 236 $ 9 $ 178 $ 8 $ 255 $ 9 China/Hong Kong 2,759 494 1,827 427 1,656 309 India 695 81 492 65 485 60 Japan 1,464 102 1,096 97 1,302 102 Korea 614 65 482 74 534 78 Singapore 179 31 135 32 153 42 Taiwan 534 129 362 129 420 132 Thailand 266 3 190 3 236 4 Other 562 69 427 47 442 26 Total Asia Pacific $ 7,309 $ 983 $ 5,189 $ 882 $ 5,483 $ 762 Latin America Argentina $ 321 $ 26 $ 282 $ 27 $ 335 $ 28 Brazil 1,892 317 1,584 316 1,775 300 Mexico 915 215 757 215 843 225 Other 592 58 559 53 609 46 Total Latin America $ 3,720 $ 616 $ 3,182 $ 611 $ 3,562 $ 599 Canada $ 908 $ 170 $ 759 $ 165 $ 907 $ 157 Total $31,505 $11,339 $26,109 $11,094 $30,529 $11,154

1 Net sales are attributed to countries based on the location of the customer. 2 Includes property, plant and equipment less accumulated depreciation. 3 Europe, Middle East, and Africa (EMEA).

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25. SEGMENT INFORMATION The company consists of 13 businesses which are aggregated into seven reportable segments based on similar economic characteristics, the nature of the products and production processes, end-use markets, channels of distribution and regulatory environment. The company’s reportable segments are Agriculture & Nutrition, Electronics & Communications, Performance Chemicals, Performance Coatings, Performance Materials, Safety & Protection, and Pharmaceuticals. The company includes certain embryonic businesses not included in the reportable segments, such as Applied BioSciences, and nonaligned businesses in Other. Major products by segment include: Agriculture & Nutrition (hybrid seed corn and soybean seed, herbicides, fungicides, insecticides, value enhanced grains and soy protein); Electronics & Communications (photopolymers and electronic materials); Performance Chemicals (fluorochemicals, fluoropolymers, specialty and industrial chemicals, and white pigments); Performance Coatings (automotive finishes, and industrial coatings); Performance Materials (engineering polymers, packaging and industrial polymers, films and elastomers); Safety & Protection (nonwovens, aramids and solid surfaces); and Pharmaceuticals (representing the company’s interest in the collaboration relating to Cozaar/Hyzaar antihypertensive drugs, which is reported as other income). The company operates globally in substantially all of its product lines. In general, the accounting policies of the segments are the same as those described in the Summary of Significant Accounting Policies. Exceptions are noted as follows and are shown in the reconciliations below. Segment sales include transfers to another business segment. Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. Segment pre-tax operating income (loss) (PTOI) is defined as operating income (loss) before income taxes, exchange gains (losses), corporate expenses and interest. Segment net assets includes net working capital, net property, plant and equipment and other noncurrent operating assets and liabilities of the segment. Affiliate net assets (pro rata share) excludes borrowing and other long-term liabilities. Depreciation and amortization includes depreciation on research and development facilities and amortization of other intangible assets, excluding write-down of assets which is discussed in Note 4.

F-48 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Agriculture & Electronics & Performance Performance Performance Safety & Pharma- Nutrition Communications Chemicals Coatings Materials Protection ceuticals Other Total 2010 Segment sales $9,085 $2,764 $6,322 $3,806 $6,287 $3,364 $ - $ 194 $31,822 Less transfers (1) (17) (216) (1) (69) (12) - (1) (317) Net sales 9,084 2,747 6,106 3,805 6,218 3,352 - 193 31,505 Pre-tax operating income (loss) 1,355 445 1,081 249 994 454 489 (205) 4,862 Depreciation and amortization 374 94 266 105 205 151 - 4 1,199 Equity in earnings of affiliates 59 26 24 2 77 37 - (45) 180 Segment net assets 5,877 1,656 3,317 2,047 3,545 2,967 40 235 19,684 Affiliate net assets 291 195 184 16 485 103 - 90 1,364 Purchases of property, plant and equipment 399 260 225 74 190 215 - 11 1,374 2009 Segment sales $8,287 $1,918 $4,964 $3,429 $4,768 $2,811 $ - $ 158 $26,335 Less transfers - (20) (145) (1) (40) (11) - (9) (226) Net sales 8,287 1,898 4,819 3,428 4,728 2,800 - 149 26,109 Pre-tax operating income (loss) 1,224 87 547 69 287 260 1,037 (171) 3,340 Depreciation and amortization 439 88 267 123 249 147 - 4 1,317 Equity in earnings of affiliates 47 1 9 1 37 26 - (32) 89 Segment net assets 6,212 1,439 3,297 2,018 3,286 2,217 105 172 18,746 Affiliate net assets 312 190 152 15 430 84 39 71 1,293 Purchases of property, plant and equipment 340 237 192 55 122 228 - 5 1,179 2008 Segment sales $7,952 $2,194 $6,035 $4,361 $6,425 $3,733 $ - $ 160 $30,860 Less transfers - (30) (229) (1) (39) (14) - (18) (331) Net sales 7,952 2,164 5,806 4,360 6,386 3,719 - 142 30,529 Pre-tax operating income (loss) 1,087 251 687 (8) 128 661 1,025 (181) 3,650 Depreciation and amortization 460 86 261 111 219 130 - 4 1,271 Equity in earnings of affiliates 25 20 16 1 44 29 - (18) 117 Segment net assets 6,016 1,389 3,673 2,226 3,595 2,335 201 134 19,569 Affiliate net assets 184 210 137 15 437 96 41 50 1,170 Purchases of property, plant and equipment 376 157 349 91 271 468 - 27 1,739

F-49 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Reconciliation to Consolidated Financial Statements

PTOI to income before income taxes 2010 2009 2008 Total segment PTOI $ 4,862 $3,340 $ 3,650 Net exchange (losses) gains, including affiliates (13) (205) (255) Corporate expenses and net interest (1,138) (951) (1,004) Income before income taxes $ 3,711 $2,184 $ 2,391

Segment net assets to total assets 2010 2009 2008 Total segment net assets $19,684 $18,746 $19,569 Corporate assets1 11,312 10,975 8,836 Liabilities included in net assets 9,414 8,464 7,804 Total assets $40,410 $38,185 $36,209

1 Pension assets are included in corporate assets.

Segment Consolidated Other items Totals Adjustments Totals 2010 Depreciation and amortization $1,199 $ 181 $1,380 Equity in earnings of affiliates 180 (3) 177 Affiliate net assets 1,364 (323) 1,041 Purchases of property, plant and equipment 1,374 134 1,508 2009 Depreciation and amortization $1,317 $ 186 $1,503 Equity in earnings of affiliates 89 10 99 Affiliate net assets 1,293 (279) 1,014 Purchases of property, plant and equipment 1,179 129 1,308 2008 Depreciation and amortization $1,271 $ 173 $1,444 Equity in earnings of affiliates 117 (36) 81 Affiliate net assets 1,170 (326) 844 Purchases of property, plant and equipment 1,739 239 1,978

F-50 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

Additional Segment Details 2010 included the following pre-tax benefits (charges): 2010 Agriculture & Nutrition1 $(50) Electronics & Communications2 8 Performance Chemicals2 10 Performance Coatings2 (6) Performance Materials2 16 Safety & Protection2 5 Other2 1 $(16)

1 Includes a $(50) charge in research and development expense for an upfront payment related to a Pioneer licensing agreement with Syngenta AG for MIR604 (AgrisureTM RW) for corn seed trait technology. Since this payment is being made before regulatory approval is secured by Pioneer, it was charged to research and development expense. 2 Includes a $34 net reduction (increase) in estimated restructuring costs related to the 2008 and 2009 programs impacting the segments as follows: Electronics & Communications – $8; Performance Chemicals – $10; Performance Coatings – $(6); Performance Materials – $16; Safety & Protection – $5; and Other – $1. 2009 included the following pre-tax benefits (charges): 2009 Agriculture & Nutrition1 $1 Electronics & Communications1,2 (37) Performance Chemicals1,2 (54) Performance Coatings1,2 (15) Performance Materials1,2,3 24 Safety & Protection1,2 (45) Pharmaceuticals4 (63) Other1,2 (2) $(191)

1 Includes a $130 net reduction (increase) in estimated restructuring costs related to the 2008 and 2009 programs impacting the segments as follows: Agriculture & Nutrition – $1; Electronics & Communications – $6; Performance Chemicals – $12; Performance Coatings – $50; Performance Materials – $52; Safety & Protection – $10; and Other – $(1). 2 Includes a $(340) restructuring charge impacting the segments as follows: Electronics & Communications – $(43); Performance Chemicals – $(66); Performance Coatings – $(65); Performance Materials – $(110); Safety & Protection – $(55); and Other – $(1). 3 Includes an $82 benefit from proceeds and adjustments related to hurricanes impacting the Performance Materials segment. 4 Includes $(63) charge to other income, net and reduction to accounts and notes receivable, net in the Pharmaceuticals segment to reflect increased rebates and other sales deductions related to the Cozaar/Hyzaar licensing agreement with Merck Sharp & Dohme Corp. This adjustment in 2009 is the result of overstatements to other income, net in prior periods which accumulated over the life of the contract. The company determined the impact of this adjustment was not material to the results of operations in 2009 or for prior periods.

F-51 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

2008 included the following pre-tax benefits (charges): 2008 Agriculture & Nutrition1,2 $ (22) Electronics & Communications1 (37) Performance Chemicals1,2 (56) Performance Coatings1 (209) Performance Materials1,2 (310) Safety & Protection1,2 (97) Other1,3 20 $(711)

1 Includes a $(535) restructuring charge impacting the segments as follows: Agriculture & Nutrition – $(18); Electronics & Communications – $(37); Performance Chemicals – $(50); Performance Coatings – $(209); Performance Materials – $(94); Safety & Protection – $(96); and Other – $(31). 2 Includes a $(227) charge for damaged facilities, inventory write-offs, clean-up costs, and other costs related to the hurricanes, in the following segments: Agriculture & Nutrition – $(4); Performance Chemicals – $(6); Performance Materials – $(216); and Safety & Protection – $(1). 3 Includes a $51 benefit from a litigation settlement.

F-52 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 E. I. du Pont de Nemours and Company Notes to the Consolidated Financial Statements (continued) (Dollars in millions, except per share)

26. QUARTERLY FINANCIAL DATA

Unaudited For the quarter ended March 31, June 30, September 30, December 31, 2010 Net sales $8,484 $8,616 $7,001 $7,404 Cost of goods sold and other expenses1 7,154 7,409 6,634 7,2354,5 Income before income taxes 1,587 1,5683 330 2266 Net income 1,137 1,1683 369 3787 Basic earnings per share of common stock2 1.24 1.27 0.40 0.41 Diluted earnings per share of common stock2 1.24 1.26 0.40 0.40 2009 Net sales $6,871 $6,858 $5,961 $6,419 Cost of goods sold and other expenses1 6,415 6,5108,9,10 5,665 6,14611 Income before income taxes 749 472 391 57212 Net income 489 421 414 445 Basic earnings per share of common stock2 0.54 0.46 0.45 0.48 Diluted earnings per share of common stock2 0.54 0.46 0.45 0.48

1 Excludes interest expense and non-operating items. 2 Earnings per share for the year may not equal the sum of quarterly earnings per share due to changes in average share calculations. 3 Includes benefits for the adjustment of accrued interest of $59 ($38 after-tax) in other income, net and the adjustment of income tax accruals of $49 associated with settlements of prior year tax contingencies. 4 Includes a $50 charge in research and development expense for an upfront payment related to a Pioneer licensing agreement with Syngenta AG for MIR604 (AgrisureTM RW) for corn seed trait technology. See description in Note 25 for further details. 5 Includes a $34 net reduction in estimated costs recorded in employee separation / asset related charges, net related to the 2008 and 2009 restructuring program primarily due to overall workforce reductions through lower than estimated individual severance costs and workforce reductions through non-severance programs. 6 Includes a $179 charge in interest expense associated with the early extinguishment of debt. 7 Includes a $39 benefit for the reversal of a tax valuation allowance related to the net deferred tax assets of a foreign subsidiary. 8 Includes a $340 charge for employee separation payments and asset related charges associated with the 2009 restructuring program. 9 Includes a $75 net reduction in estimated costs recorded in employee separation / asset related charges, net related to the 2008 restructuring program primarily due to overall workforce reductions through lower than estimated individual severance costs and workforce reductions through non-severance programs. 10 Includes a $50 benefit resulting from a reduction of $26 from lower than estimated inventory and permanent investment write-offs, and $24 in insurance recoveries relating to the damage from Hurricane Ike in 2008. 11 Includes a $55 net reduction in estimated costs recorded in employee separation / asset related charges, net related to the 2008 and 2009 restructuring program primarily due to overall workforce reductions through lower than estimated individual severance costs and workforce reductions through non-severance programs. 12 Includes a $63 charge for increased rebates and other sales deductions related to the Cozaar/Hyzaar licensing agreement. See description in Note 25 for further details.

27. SUBSEQUENT EVENT In January 2011, DuPont and its wholly owned subsidiary, DuPont Denmark Holding ApS, entered into a definitive agreement for the acquisition of Danisco A/S (Danisco), a global enzyme and specialty food ingredients company, for $6,300 which includes $5,800 in cash and the assumption of $500 of Danisco’s net debt. The transaction is subject to customary closing conditions, including certain regulatory approvals and the tender of more than 90 percent of Danisco’s shares in the tender offer. DuPont has the right to waive such tender offer conditions and accept a lesser number of shares in certain cases. The acquisition is expected to be financed with about $3,000 in existing cash and the remainder in new debt. In connection with this transaction, the company entered into a $4,000 bridge loan facility and a $2,000 bridge loan facility. The latter requires the company have cash, cash equivalents and marketable securities at least equal to $2,000 on hand at all times and readily available for use to purchase Danisco’s shares. The bridge loan facilities terminate when the company completes the financing for the acquisition. The transaction is expected to close early in the second quarter 2011.

F-53 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Information for Investors

Corporate Headquarters Independent Registered Public Accounting Firm E. I. du Pont de Nemours and Company PricewaterhouseCoopers LLP 1007 Market Street Two Commerce Square, Suite 1700 Wilmington, DE 19898 2001 Market Street Telephone: 302 774-1000 Philadelphia, PA 19103 E-mail: [email protected] Investor Relations Institutional investors and other representatives of financial 2011 Annual Meeting institutions should contact: The annual meeting of the shareholders will be held at E. I. du Pont de Nemours and Company 10:30 a.m., Wednesday, April 27, in The DuPont Theatre in the DuPont Investor Relations DuPont Building, 1007 Market Street, Wilmington, Delaware. 1007 Market Street-D-11020 Stock Exchange Listings Wilmington, DE 19898 DuPont common stock (Symbol DD) is listed on the New York or call 302 774-4994 Stock Exchange, Inc. (NYSE) and on certain foreign exchanges. Bondholder Relations Quarterly high and low market prices are shown in Item 5 of the E. I. du Pont de Nemours and Company Form 10-K. DuPont Finance DuPont preferred stock is listed on the New York Stock 1007 Market Street-D-8028 Exchange, Inc. (Symbol DDPrA for $3.50 series and Symbol Wilmington, DE 19898 DDPrB for $4.50 series). or call 302 774-0564 or 302 774-8802 Dividends Holders of the company’s common stock are entitled to receive DuPont on the Internet Financial results, news and other information about DuPont can dividends when they are declared by the Board of Directors. be accessed from the company’s website at While it is not a guarantee of future conduct, the company has http://www.dupont.com. This site includes important continuously paid a quarterly dividend since the fourth quarter information on products and services, financial reports, news 1904. Dividends on common stock and preferred stock are releases, environmental information and career opportunities. usually declared in January, April, July and October. When The company’s periodic and current reports filed with the SEC dividends on common stock are declared, they are usually paid are available on its website, free of charge, as soon as mid March, June, September and December. Preferred reasonably practicable after being filed. dividends are paid on or about the 25th of January, April, July Product Information/Referral and October. From the United States and Canada: Shareholder Services 800 441-7515 (toll-free) Inquiries from shareholders about stock accounts, transfers, From other locations: 302 774-1000 certificates, dividends (including direct deposit and E-mail: [email protected] reinvestment), name or address changes and electronic receipt On the Internet: http://www.dupont.com of proxy materials may be directed to DuPont’s stock transfer Printed Reports Available to Shareholders agent: The following company reports may be obtained, without Computershare Trust Company, N.A. charge: P.O. Box 43078 1. 2010 Annual Report to the Securities and Exchange Providence, RI 02940-3078 Commission, filed on Form 10-K; or call: in the United States and Canada 2. Proxy Statement for 2011 Annual Meeting of 888 983-8766 (toll-free) Stockholders; and other locations-781 575-2724 3. Quarterly reports to the Securities and Exchange for the hearing impaired- Commission, filed on Form 10-Q TDD: 800 952-9245 (toll-free) Requests should be addressed to: or visit Computershare’s home page at DuPont Corporate Information Center http://www.computershare.com CRP705-GS38 P.O. Box 80705 Wilmington, DE 19880-0705 or call 302 774-5991 E-mail: [email protected] Services for Shareholders Online Account Access shares. A detailed account statement is mailed after each Registered shareholders may access their accounts and obtain investment. Your account can also be viewed over the Internet if online answers to stock transfer questions by signing up for you have Online Account Access (see above). To enroll in the Internet account access. Call toll-free 888 983-8766 (outside the plan, please contact Computershare (listed above). United States and Canada, call 781 575-2724) to obtain by mail Online Delivery of Proxy Materials a temporary personal identification number and information on Stockholders may request their proxy materials electronically in viewing your account over the Internet. 2011 by visiting http://enroll.icsdelivery.com/dd. Dividend Reinvestment Plan An automatic dividend reinvestment plan is available to all Direct Deposit of Dividends registered shareholders. Common or preferred dividends can Registered shareholders who would like their dividends directly be automatically reinvested in DuPont common stock. deposited in a U.S. bank account should contact Participants also may add cash for the purchase of additional Computershare (listed above). WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Exhibit 31.1

CERTIFICATIONS I, Ellen J. Kullman, certify that: 1. I have reviewed this report on Form 10-K for the period ended December 31, 2010 of E. I. du Pont de Nemours and Company; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 8, 2011

By: /s/ ELLEN J. KULLMAN Ellen J. Kullman Chief Executive Officer and Chair of the Board WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Exhibit 31.2

CERTIFICATIONS I, Nicholas C. Fanandakis, certify that: 1. I have reviewed this report on Form 10-K for the period ended December 31, 2010 of E. I. du Pont de Nemours and Company; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 8, 2011

By: /s/ NICHOLAS C. FANANDAKIS Nicholas C. Fanandakis Executive Vice President and Chief Financial Officer WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Exhibit 32.1

Certification of CEO Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of E. I. du Pont de Nemours and Company (the ‘‘Company’’) on Form 10-K for the period ending December 31, 2010 as filed with the Securities and Exchange Commission on the date hereof (the ‘‘Report’’), Ellen J. Kullman, as Chief Executive Officer of the Company, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ ELLEN J. KULLMAN Ellen J. Kullman Chief Executive Officer February 8, 2011 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1 Exhibit 32.2

Certification of CFO Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of E. I. du Pont de Nemours and Company (the ‘‘Company’’) on Form 10-K for the period ending December 31, 2010 as filed with the Securities and Exchange Commission on the date hereof (the ‘‘Report’’), Nicholas C. Fanandakis, as Chief Financial Officer of the Company, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ NICHOLAS C. FANANDAKIS Nicholas C. Fanandakis Chief Financial Officer February 8, 2011 WorldReginfo - 92b8e02a-2fb7-4f2b-92d0-b8287949c3e1