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TABLE OF CONTENTS

FORM 10-K
PART I
Item 1. Business
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Submissions of Matters to a Vote of Security Holders
PART II
Item 5. Market for the Registrant’s Common Stock and Related Stockholder Matters
Item 6. Selected Financial Data
Item 7. Management’s Discussion and Analysis
Item 7a. Quantitative and Qualitative Disclosures About Market Risk
Item 8. Financial Statements and Supplementary Data
Item 9. Disagreements on Accounting and Financial Disclosure
PART III
Item 10. Directors and Executive Officers of the Registrant
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management
Item 13. Certain Relationships and Related Transactions
PART IV
Item 14. Exhibits, Financial Statement Schedule and Reports on Form 8-K
SIGNATURES
ITEMS 14(a) (1) AND (2), (c) AND (d)
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
Ex-13 Excerpts 2001 Annual Report to Shareholders
Ex 21 Subsidiaries of the Registrant
Ex 23 Consent of Independent Auditors
Ex 24 Power of Attorney


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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended April 30, 2001

(  ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 1-5111

THE J. M. SMUCKER COMPANY

     
Ohio 34-0538550
State of Incorporation I.R.S. Employer Identification No.

One Strawberry Lane
Orrville, Ohio 44667-0280
Principal executive offices

Telephone number: (330) 682-3000

Securities registered pursuant to Section 12(b) of the Act:

     
Common Shares, no par value Registered on the
New York Stock Exchange

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

      The Registrant 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, and has been subject to such filing requirements for at least the past 90 days.

      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. [  ]

      As of July 17, 2001, 24,419,354 Common Shares of The J. M. Smucker Company were issued and outstanding. The aggregate market value of the Common Shares held by nonaffiliates of the Registrant at July 17, 2001, was $510,687,264.

      Certain sections of the Registrant’s definitive Proxy Statement, dated July 10, 2001, for the August 14, 2001 Annual Meeting of Shareholders, and of the 2001 Annual Report to Shareholders are incorporated by reference into Parts I, II, III, and IV of this Report.

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PART I

Item 1. Business

      The Company. The J. M. Smucker Company was established in 1897 and was incorporated in Ohio in 1921. The Company, often referred to as Smucker’s (a registered trademark), operates in one industry, the manufacturing and marketing of food products on a worldwide basis. Unless otherwise indicated by the context, the term “Company” as used in this report means the continuing operations of The J. M. Smucker Company and its subsidiaries.

      Principal Products. The principal products of the Company are fruit spreads, dessert toppings, peanut butter, frozen peanut butter and jelly sandwiches, industrial fruit products, fruit and vegetable juices, beverages, syrups, condiments, and gift packages.

      In its domestic segment, the Company’s products are primarily sold through brokers to chain, wholesale, cooperative, independent grocery accounts and other consumer markets, to foodservice distributors and chains including hotels, restaurants, schools and other institutions, and to other food manufacturers.

      The Company’s distribution outside the United States is principally in Canada, Australia, Brazil, Mexico, the Pacific Rim, and Greater Europe, although products are exported to other countries as well. International sales represent approximately 14% of total consolidated Company sales for fiscal 2001.

      Sources and Availability of Raw Materials. The fruit raw materials used by the Company in the production of its food products are purchased from independent growers and suppliers. Because of the seasonal nature and volatility of quantities of most of the crops on which the Company depends, it is necessary to prepare and freeze stocks of fruit, fruit juices, berries, and other food products and to maintain them in cold storage warehouses. Sweeteners, peanuts, and other ingredients are obtained from various other sources.

      Trademarks. The Company’s products are marketed under numerous trademarks owned by the Company. Major trademarks include: Smucker’s, Dickinson’s, Lost Acres, Mary Ellen, Adams, Laura Scudder’s, Goober, Simply Fruit, Magic Shell, Sundae Syrup, Smucker’s Snackers, Uncrustables, IXL, Double Fruit, Good Morning, The R. W. Knudsen Family, After The Fall, Simply Nutritious, Recharge, Santa Cruz Organic, and Spritzer. In addition, the Company licenses the use of several other trademarks, none of which individually is material to the Company’s business.

      Other slogans or designs considered to be important Company trademarks include (without limitation) the slogan, “With a name like Smucker’s, it has to be good”, “Over 100 Years of Family-Made Goodness”, the Smucker’s banner, the Crock Jar shape, the Gingham design, and the strawberry logo.

      Seasonality. Historically, the Company’s business has not been highly seasonal.

      Working Capital. Working capital requirements are greatest during the late spring and summer months due to seasonal procurement of fruits, berries, and peanuts.

      Customers. The Company is not dependent either on a single customer or on a very few customers for a major part of its sales. No single domestic or foreign customer accounts for more than 10% of consolidated sales.

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      Orders. Generally, orders are filled within a few days of receipt and the backlog of unfilled orders at any particular time is not material.

      Government Business. No material portion of the Company’s business is subject to negotiation of profits or termination of contracts at the election of the government.

      Competition. The Company is the U.S. market leader in the fruit spreads, dessert topping, health and natural foods, beverages, natural peanut butter, and peanut butter combination categories. The Company’s business is highly competitive as all its brands compete for retail shelf space with other advertised and branded products as well as unadvertised and private label products. The continued growth of alternative store formats (i.e., warehouse club and mass merchandise stores), consolidation of retailers, manufacturers, and brokers within the food industry, and changes in business practices, resulting from both technological advances and new industry techniques, have all added additional variables for companies in the food industry to consider in order to remain competitive. The principal methods of and factors in competition are product quality, price, advertising, and promotion.

      Research and Development. The Company predominantly utilizes in-house resources to both develop new products and improve existing products in each of its business areas. In relation to consolidated assets and operating expenses, amounts expensed for research and development in each of the areas and in the aggregate were not material in any of the last three years.

      Environmental Matters. Compliance with the provisions of federal, state, and local environmental regulations regarding either the discharge of materials into the environment or the protection of the environment is not expected to have a material effect upon the capital expenditures, earnings, or competitive position of the Company.

      Employees. At April 30, 2001, the Company had approximately 2,250 full-time employees, worldwide.

      Segment and Geographic Information. Information concerning international operations for the years 2001, 2000, and 1999 is hereby incorporated by reference from the 2001 Annual Report to Shareholders, on pages 22 and 23 under Note B: “Operating Segments”.

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Item 2. Properties

      The table below lists all the Company’s manufacturing and fruit processing facilities. All of the Company’s properties are maintained and updated on a regular basis, and the Company continues to make investment for expansion and technological improvements. The properties listed below are owned, except for the West Fargo, North Dakota location, which is leased. The corporate headquarters are located in Orrville, Ohio.

             
Domestic Manufacturing Locations Products Produced


Orrville, Ohio Fruit spreads, toppings, industrial fruit products, Smucker’s Snackers
Salinas, California Fruit spreads, toppings, syrups
Memphis, Tennessee Fruit spreads, toppings
Ripon, Wisconsin Fruit spreads, toppings, condiments, industrial
fruit products
New Bethlehem, Pennsylvania Peanut butter and Goober products
Chico, California Fruit and vegetable juices, beverages
Havre de Grace, Maryland Fruit and vegetable juices, beverages
West Fargo, North Dakota Frozen peanut butter and jelly sandwiches
 
Fruit Processing Locations Fruit Processed


Watsonville, California Strawberries, oranges, apples, peaches, apricots. Also, produces industrial fruit products and frozen peanut butter and jelly sandwiches.
Woodburn, Oregon Strawberries, raspberries, blackberries, blueberries. Also, produces industrial fruit products.
Grandview, Washington Grapes, cherries, strawberries, cranberries, apples, boysenberries, blackberries, red raspberries, red currants, and pears
Oxnard, California Strawberries
 
International Manufacturing Locations Products Produced


Ste-Marie, Quebec, Canada Fruit spreads, sweet spreads, industrial products
Kyabram, Victoria, Australia Fruit spreads, toppings, fruit pulps, fruit bars
Livingston, Scotland Industrial fruit products
São José do Rio Pardo, Brazil Industrial fruit products

Item 3. Legal Proceedings

      The Company is not a party to any pending legal proceeding that would be considered material.

Item 4. Submissions of Matters to a Vote of Security Holders

      Not applicable.

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PART II

Item 5. Market for the Registrant’s Common Stock and Related Stockholder Matters

      The information pertaining to the market for the Company’s Common Shares and other related shareholder information is hereby incorporated by reference from the Company’s 2001 Annual Report to Shareholders under the caption “Stock Price Data” on page 9.

Item 6. Selected Financial Data

      Five-year summaries of selected financial data for the Company and discussions of items which materially affect the comparability of the selected financial data are hereby incorporated by reference from the Company’s 2001 Annual Report to Shareholders under the following captions and page numbers: “Five-Year Summary of Selected Financial Data” on page 8, Note A: “Accounting Policies” on pages 20 and 21 and Note C: “Nonrecurring Charge” on page 23.

Item 7. Management’s Discussion and Analysis

      Management’s discussion and analysis of results of operations and financial condition, including a discussion of liquidity and capital resources, is hereby incorporated by reference from the Company’s 2001 Annual Report to Shareholders, on pages 10 through 13.

Item 7a. Quantitative and Qualitative Disclosures About Market Risk

      Quantitative and qualitative disclosures about market risk are hereby incorporated by reference from the Company’s 2001 Annual Report to Shareholders on pages 12 and 13.

Item 8. Financial Statements and Supplementary Data

      Consolidated financial statements of the Company at April 30, 2001 and 2000, and for each of the three years in the period ended April 30, 2001, with the report of independent auditors and selected unaudited quarterly financial data, are hereby incorporated by reference from the Company’s 2001 Annual Report to Shareholders on page 9 and pages 14 through 31.

Item 9. Disagreements on Accounting and Financial Disclosure

      None.

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PART III

Item 10. Directors and Executive Officers of the Registrant

      Information regarding directors and nominees for directorship is incorporated herein by reference from the Company’s definitive Proxy Statement, dated July 10, 2001, for the 2001 Annual Meeting of Shareholders on August 14, 2001, on pages 3 through 6, under the caption “Election of Directors”.

      Information regarding disclosure of late filers pursuant to Item 405 of Regulation S-K is incorporated herein by reference from the Company’s definitive Proxy Statement, dated July 10, 2001, for the 2001 Annual Meeting of Shareholders on August 14, 2001, under the caption “Section 16(a) Beneficial Ownership Reporting Compliance” on page 16.

Executive Officers of the Company

      The names, ages as of July 1, 2001, and positions of the executive officers of the Company are listed below. All executive officers serve at the pleasure of the Board of Directors, with no fixed term of office. All of the officers have held various positions with the Company for more than five years.

                               
Years with Served as an
Name Age Company Position Officer Since





Timothy P. Smucker 57 32 Chairman and Co-Chief Executive Officer 1973
Richard K. Smucker 53 28 President and Co-Chief Executive Officer 1974
Mark R. Belgya 40 16 Treasurer 1997
Vincent C. Byrd 46 24 Vice President and General Manager, Consumer Market 1988
K. Edwin Dountz 59 25 Vice President-Sales 1982
Fred A. Duncan 55 23 Vice President and General Manager, Industrial Market 1984
Steven J. Ellcessor 49 15 Vice President-Finance and Administration, Secretary, and General Counsel 1986
Robert E. Ellis 54 23 Vice President-Human Resources 1996
Donald D. Hurrle, Sr. 52 24 Vice President-Sales, Grocery Market 2001
Richard G. Jirsa 55 26 Vice President-Information Services and Corporate Controller 1978
John D. Milliken 56 27 Vice President-Logistics 1981
Steven T. Oakland 40 18 Vice President and General Manager, Foodservice Market 1999
Richard F. Troyak 53 22 Vice President-Operations 1998
H. Reid Wagstaff 66 25 Vice President-Government and Environmental Affairs 1994

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Item 11. Executive Compensation

      Information regarding the compensation of directors and executive officers is incorporated by reference from the Company’s definitive Proxy Statement, dated July 10, 2001, for the 2001 Annual Meeting of Shareholders on August 14, 2001, on page 5 under the caption “Director Compensation”, and on pages 7 through 12 under “Report of the Executive Compensation Committee of the Board of Directors”.

Item 12. Security Ownership of Certain Beneficial Owners and Management

      Information regarding security ownership of certain beneficial owners, of the named executive officers, and of directors and executive officers as a group, is hereby incorporated by reference from the Company’s definitive Proxy Statement, dated July 10, 2001, for the 2001 Annual Meeting of Shareholders on August 14, 2001, on pages 14 through 16, under the caption “Ownership of Common Shares”.

Item 13. Certain Relationships and Related Transactions

      Information regarding certain relationships and related transactions is hereby incorporated by reference from the Company’s definitive Proxy Statement dated July 10, 2001, for the 2001 Annual Meeting of Shareholders on August 14, 2001, beginning with “Election of Directors” on page 3 and continuing through “Director Compensation” on page 5.

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PART IV

Item 14. Exhibits, Financial Statement Schedule and Reports on Form 8-K

             
(a) 1, 2. Financial Statements and Financial Statement Schedule
 
The index to Consolidated Financial Statements and Financial Statement Schedule is included on page F-1 of this Report.
 
3. Exhibits
 
       
Exhibit
No. Description

  3(a) Amended Articles of Incorporation incorporated by reference to Form 10-Q for the quarterly period ended October 31, 2000.
  3(b) Amended Regulations incorporated by reference to Form 10-Q for the quarterly period ended October 31, 2000.
10(a) Amended Restricted Stock Bonus Plan incorporated by reference to the 1994 Annual Report on Form 10-K.
10(b) 1987 Stock Option Plan incorporated by reference to the 1994 Annual Report on Form 10-K.
10(c) Management Incentive Plan incorporated by reference to the 1996 Annual Report on Form 10-K.
10(d) Nonemployee Director Stock Plan dated January 1, 1997 incorporated by reference to the 1997 Annual Report on Form 10-K.
10(e) 1998 Equity and Performance Incentive Plan incorporated by reference to Form 10-Q for the quarterly period ended October 31, 1998.
10(f) Amended and Restated Rights Agreement, dated as of August 28, 2000, by and between the Company and ComputerShare Investor Services, LLC (successor to Harris Trust and Savings Bank) incorporated by reference to the Registration Statement on Form 8-A/A filed on August 28, 2000.
10(g) Note Purchase Agreement (dated as of June 16, 1999) incorporated by reference to Form 10-Q for the quarterly period ended July 31, 1999.
10(h) Top Management Supplemental Retirement Benefit Plan (May 1, 1999 Restatement) incorporated by reference to Form 10-Q for the quarterly period ended July 31, 1999.
10(i) Note Purchase Agreement (dated as of August 23, 2000) incorporated by reference to Form 10-Q for the quarterly period ended October 31, 2000.
13     Excerpts from 2001 Annual Report to Shareholders
21     Subsidiaries of the Registrant

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23 Consent of Independent Auditors
24 Powers of Attorney

All other required exhibits are either inapplicable to the Company or require no answer.

  Copies of exhibits are not attached hereto, but the Company will furnish any of the foregoing exhibits to any shareholder upon written request. Please address inquiries to: The J. M. Smucker Company, Strawberry Lane, Orrville, Ohio 44667, Attention: Steven J. Ellcessor, Secretary. A fee of $1 per page will be charged to help defray the cost of handling, copying, and return postage.

(b)  Reports on Form 8-K filed in the Fourth Quarter of 2001.

  No reports on Form 8-K were required to be filed during the last quarter of the period covered by this report.

(c)  The response to this portion of Item 14 is submitted as a separate section of this report.

(d)  The response to this portion of Item 14 is submitted as a separate section of this report.

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SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.

                 
Date: July 24, 2001 The J. M. Smucker Company
 
/s/ Steven J. Ellcessor

By: Steven J. Ellcessor
Vice President--Finance and Administration,
Secretary, and General Counsel

      Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report on Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

           
 

Timothy P. Smucker Chairman and Co-Chief Executive Officer
(Principal Executive Officer)
 

Richard K. Smucker President and Co-Chief Executive Officer
(Principal Executive Officer)
 

Steven J. Ellcessor Vice President—Finance and Administration, Secretary,
and General Counsel
(Principal Financial Officer)
 

Mark R. Belgya Treasurer
(Principal Accounting Officer)
 

Vincent C. Byrd Director
 

Kathryn W. Dindo Director
 

Fred A. Duncan Director
 

Elizabeth Valk Long Director
 

Russell G. Mawby Director
 

Charles S. Mechem, Jr. Director
 
/s/ Steven J. Ellcessor


William H. Steinbrink Director By: Steven J. Ellcessor
Attorney-in-Fact
Date: July 24, 2001
 

William Wrigley, Jr. Director

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THE J. M. SMUCKER COMPANY

ANNUAL REPORT ON FORM 10-K

ITEMS 14(a) (1) AND (2), (c) AND (d)

INDEX TO FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE

CERTAIN EXHIBITS

FINANCIAL STATEMENT SCHEDULE

                         
Form Annual
10-K Report To
Report Shareholder


Data incorporated by reference from the 2001 Annual Report
to Shareholders of The J. M. Smucker Company:
Consolidated Balance Sheets at April 30, 2001 and 2000 16 – 17
For the years ended April 30, 2001, 2000, and 1999:
Statements of Consolidated Income 15
Statements of Consolidated Cash Flows 18
Statements of Consolidated Shareholders’ Equity 19
Notes to Consolidated Financial Statements 20 – 31
Consolidated financial statement schedule at April 30, 2001, or for the years ended April 30, 2001, 2000, and 1999:
II. Valuation and qualifying accounts
F-2

      All other schedules are omitted because they are not applicable or because the information required is included in the Consolidated Financial Statements or the notes thereto.

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THE J. M. SMUCKER COMPANY

SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS

YEARS ENDED APRIL 30, 2001, 2000, AND 1999

(Dollars in Thousands)

                                           
Balance Charged to Charged to Deduc- Balance at
at Beginning Costs and Other tions End of
Classification of Year Expenses Accounts (A) Year

2001:
Valuation allowance for
deferred tax assets
$ 1,728 $ (206 ) $ $ $ 1,522
Allowance for doubtful accounts 504 230 329 405





$ 2,232 $ 24 $ $ 329 $ 1,927





2000:
Valuation allowance for
deferred tax assets
$ 1,695 $ 33 $ $ $ 1,728
Allowance for doubtful accounts 733 291 520 504





$ 2,428 $ 324 $ $ 520 $ 2,232





1999:
Valuation allowance for
deferred tax assets
$ 1,731 $ (36 ) $ $ $ 1,695
Allowance for doubtful accounts 428 343 38 733





$ 2,159 $ 307 $ $ 38 $ 2,428






(A)   Uncollectible accounts written off, net of recoveries.

F-2