Land O'Lakes, Inc.
($ in thousands)
Years Ended December 31				2001		2000		1999
Cash flows from operating activities:
	Net earnings		$	71,488	$	102,932	$	21,399
Adjustments to reconcile net earnings to net    cash provided by operating activities:
		Depreciation and amortization		97,288		83,621		81,675
		Bad debt expense	1,871		4,550		4,576
		Proceeds from patronage revolvement received	2,895		16,350		2,066
		Non-cash patronage income	(4,999		)	(9,914	)	(4,568	)
		Increase in other assets	(1,699		)	(23,580	)	(18,998	)
		Increase in other liabilities	3,778		673		9,531
		Restructuring and impairment charges	3,733		54,226		3,856
		Gain from divestiture of businesses	-		(89,034		)	(54,175	)
		Equity in (earnings) losses of affiliated companies	(48,583		)	35,566	(7,282		)
		Minority interests	6,882		(1,405		)	(140	)
		Other	(6,153		)	1,164	5,711
Changes in current assets and liabilities,    net of acquisitions and divestitures:
		Receivables	37,298		(25,568		)	(43,959	)
		Inventories	21,139		103,641		29,486
		Other current assets	747		74,179		(63,539		)
		Accounts payable	124,402		(283,313		)	79,629
		Accrued expenses	(35,783		)	71,073	13,736
	Net cash provided by operating activities		274,304		115,161		59,004
Cash flows from investing activities:
	Additions to property, plant and equipment		(83,936		)	(104,343	)	(109,267	)
	Acquisitions, net of cash acquired			(371,858	)	(101,076	)	(73,912	)
	Payments for investments		(46,189		)	(86,611	)	(55,344	)
	Net proceeds from divestiture of businesses		-		184,106		75,893
	Proceeds from sale of investments		5,264		3,248		9,241
	Proceeds from sale of property, plant and equipment		30,224		25,189		6,368
	Other		5,293		(3,088		)	(54	)
	Net cash used by investing activities		(461,202		)	(82,575	)	(147,075	)
Cash flows from financing activities:
	(Decrease) increase in short-term debt		(53,812		)	(42,762	)	32,299
	Proceeds from issuance of long-term debt			1,369,528	58,955		303,306
	Payments on principal of long-term debt		(935,104		)	(179,133	)	(8,249	)
	Payments for debt issuance costs		(20,265		)	-	-
	Payments for purchase of Capital Securities		-		(9,300		)	-
	Payments for redemption of member equities		(46,896		)	(54,260	)	(48,660	)
	Other		(378		)	109	2,722
	Net cash provided (used) by financing activities		313,073		(226,391		)	281,418
	Net increase (decrease) in cash		126,175		(193,805		)	193,347
Cash and cash equivalents at beginning of year			3,994		197,799		4,452
Cash and cash equivalents at end of year			$	130,169	$	3,994	$	197,799
See accompanying notes to consolidated financial statements.