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3M Company (96OI)

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Wednesday 08 August, 2007

3M Company

Interim Results Part 2 of 2

3M Company
08 August 2007



Part 2 of 2


Item 2.  Management's Discussion and Analysis of Financial Condition and Results
of Operations.

Management's Discussion and Analysis of Financial Condition and Results of
Operations (MD&A) is designed to provide a reader of 3M's financial statements
with a narrative from the perspective of management. 3M's MD&A is presented in
five sections:
     
•    Overview
•    Results of Operations
•    Performance by Business Segment
•    Financial Condition and Liquidity
•    Forward-Looking Statements

OVERVIEW

3M is a diversified global manufacturer, technology innovator and marketer of a
wide variety of products and services. 3M manages its operations in six
operating business segments: Industrial and Transportation, Health Care, Display
and Graphics, Consumer and Office, Safety, Security and Protection Services, and
Electro and Communications.

As discussed in Note 13 to the Consolidated Financial Statements, effective in
the first quarter of 2007, 3M made certain changes to its business segments. The
financial information presented herein reflects the impact of these business
segment changes for all periods presented.

3M reported net sales of $6.142 billion and net income of $917 million, or $1.25
per diluted share, for the three months ended June 30, 2007, compared with net
sales of $5.688 billion and net income of $882 million, or $1.15 per diluted
share, for the three months ended June 30, 2006. Second quarter 2007 included
gains, partially offset by restructuring and environmental charges, which on a
net basis benefited earnings by $0.02 per diluted share, while second quarter
2006 included net gains which benefited earnings by $0.10 per diluted share.
Refer to 'Note A' at the end of this overview section for more detail on these
2007 and 2006 items.

The following table summarizes sales and operating income results by business
segment.

                                                               Three months ended June 30
                                                             2007                  2006                  % change
(Millions)                                              Net        Oper.      Net        Oper.      Net        Oper.
                                                        Sales      Income     Sales      Income     Sales      Income
Industrial and Transportation                           $ 1,804    $ 359      $ 1,662    $ 320      8.5    %   12.1   %
Health Care                                             988        279        1,000      261        (1.1   )%  7.3    %
Display and Graphics                                    1,006      352        913        237        10.2   %   48.4   %
Consumer and Office                                     832        164        769        135        8.2    %   21.3   %
Safety, Security and Protection Services                799        140        662        139        20.7   %   0.9    %
Electro and Communications                              693        132        670        114        3.4    %   15.7   %
Corporate and Unallocated                               20         (29     )  12         (31     )

Total Company                                           $ 6,142    $ 1,397    $ 5,688    $ 1,175    8.0    %   18.8   %


Second quarter 2007 worldwide total sales growth was 8.0%. Local-currency sales
growth (which includes volume, selling price and acquisition impacts, but
excludes divestiture and translation impacts) was 9.3%, with organic
local-currency growth of 6.5% and acquisitions adding 2.8%. The sale of the
global branded pharmaceuticals business (Health Care segment) decreased
worldwide sales growth by 3.8%. The sale of the pharmaceuticals business is not
presented as a discontinued operation due to the extent of the projected
continuing cash flows from 3M's contractual supply relationship with the buyers
in relation to those of the business that was sold.

Health Care led all segments with local-currency sales growth of 19.5%. This
includes a 4.4% benefit from acquisitions and 5.6% benefit due to the
aforementioned supply agreements. The sale of 3M's global branded
pharmaceuticals business reduced Health Care sales growth by 24.2%.
Local-currency sales increased 16.7% in Safety, Security and Protection
Services, including 11.6% from acquisitions, the largest being the August 2006
acquisition of Security Printing and Systems Limited. Local-currency sales
increased 8.8% in Display and Graphics, 6.1% in Consumer and Office, 5.6% in
Industrial and Transportation and 1.2% in Electro and Communications. The
breadth of 3M's product lines was evident, as 3M's largest divisions (automotive
aftermarkets, industrial adhesives and tapes, medical products, occupational
health and environmental safety, and optical systems) all posted solid

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sales growth. While 3M experienced broad-based sales growth, there was softness
in certain markets in the second quarter of 2007. 3M continued to see modest
sequential improvement in its industrial minerals business for residential
asphalt shingles, but this business was still down year-on-year. 3M did well in
construction and home improvement based on commercial construction activity and
market share gains, but the underlying residential construction market is still
fragile. In addition, 3M experienced weak markets in electronic interconnects
solutions due to softness in the consumer electronics market. Refer to the
Performance by Business Segment section for a more detailed discussion of the
results of the respective segments.

Geographically, Europe led local-currency sales growth in the second quarter of
2007, with an increase of 15.8%, followed by the combined Latin America and
Canada area with a 10.0% increase, Asia Pacific with an 8.1% increase, and the
United States with an increase of 6.2%. Of this local-currency sales growth,
acquisitions contributed 6.3% to Europe, 2.8% to the United States, 1.0% to the
combined Latin America and Canada area, and 0.4% to Asia Pacific. The
divestiture of the branded pharmaceuticals business reduced sales in Europe by
6.8%, the United States sales by 4.0%, the combined Latin America and Canada
area by 2.7%, and Asia Pacific by 1.5%. Currency effects increased total
international sales by 4.1%. Foreign currency translation positively impacted
Europe by 7.4%, the combined Latin America and Canada area by 5.4%, and Asia
Pacific by 0.7%, as the U.S. dollar weakened in aggregate against the multitude
of currencies in these geographic areas.

Operating income for the three months ended June 30, 2007 increased 18.8%
year-on-year, including a net 6.5% benefit from the impact of items discussed in
Note A below. Operating income margins for the second quarter of 2007 were in
excess of 22%, an improvement from the second quarter of 2006.

3M generated $1.684 billion of operating cash flows for the six months ended
June 30, 2007, an increase of $266 million compared to the six months ended June
30, 2006. For the six months ended June 30, 2007, the Company utilized $2.895
billion of cash to repurchase 3M common stock and pay dividends, compared to
$1.473 billion in the same period last year. In February 2007, 3M's Board of
Directors approved a $7.0 billion two-year share repurchase authorization for
the period from February 12, 2007 to February 28, 2009. As of June 30, 2007,
approximately $5.2 billion remained available for repurchase. In February 2007,
3M's Board also authorized a dividend increase of 4.3% for 2007, marking the
49th consecutive year of dividend increases for 3M. 3M's debt to total capital
ratio (total capital defined as debt plus equity) as of June 30, 2007 was 30%.
3M has an AA credit rating from Standard & Poor's, with a stable outlook, and an
Aa1 credit rating from Moody's Investors Service, with a negative outlook. The
Company has sufficient access to capital markets to meet currently anticipated
growth and acquisition investment funding needs.

As discussed at year-end 2006, beginning in 2007, the Company modified elements
of its long-term incentive compensation programs. With the May 2007 Management
Stock Ownership Program (MSOP) Annual Grant, the Company reduced the number of
traditional stock options granted by reducing the number of employees eligible
to receive annual grants and by shifting a portion of the annual grant away from
traditional stock options primarily to restricted stock units. These changes
will reduce the annual dilution impact from approximately 1.5% of total
outstanding common stock to approximately 1%. However, associated with the
reduction in the number of eligible employees, the Company provided a one-time '
buyout' grant of restricted stock units to the impacted employees, which will
result in increased stock-based compensation expense in 2007. Stock-based
compensation expense is expected to total $0.18 per diluted share in 2007,
compared with $0.17 per diluted share in 2006. The Company's MSOP, including
restricted stock units, are discussed further in Note 12.

(Note A). 3M completed and recorded gains from the sale of its Opticom Priority
Control Systems and Canoga Traffic Detection businesses in the second quarter of
2007 and from the sale of its global branded pharmaceuticals business in Europe
in the first quarter of 2007. Both the first and second quarter 2007 gain on
sale of businesses were partially offset by restructuring expenses and increases
in environmental liabilities. These items benefited second quarter 2007
operating income by $22 million and net income by $18 million, or $0.02 per
diluted share, and benefited first six months 2007 operating income by $675
million and net income by $440 million, or $0.60 per diluted share. Second
quarter 2007 included net benefits from gains related to the sale of businesses
($68 million pre-tax, $47 million after-tax), which were partially offset by
restructuring actions ($33 million pre-tax, $21 million after-tax) and increases
in environmental liabilities ($13 million pre-tax, $8 million after-tax). First
six months 2007 included net benefits from gains related to the sale of
businesses ($854 million pre-tax, $553 million after-tax), which were partially
offset by restructuring actions ($45 million pre-tax, $30 million after-tax) and
increases in environmental liabilities ($134 million pre-tax, $83 million
after-tax). These items are discussed in more detail in Note 2 (Acquisitions and
Divestitures), Note 4 (Restructuring Actions) and Note 11 (Commitments and
Contingencies), respectively. Second quarter and first six months 2006 included
gains due to a net benefit from certain income tax adjustments ($105 million
after-tax), which were partially offset by settlement costs related to an
antitrust class action ($40 million pre-tax, $25 million after-tax) and costs
related to the Company's efforts to seek strategic alternatives for its branded

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pharmaceuticals business ($9 million pre-tax, $6 million after-tax). Combined,
these 2006 items penalized operating income by $49 million, but due to the
benefit from certain income tax adjustments, benefited net income by $74
million. For further discussion of these 2006 items, refer to 3M's Current
Report on Form 8-K dated May 25, 2007, which updated 3M's 2006 Annual Report on
Form 10-K.

RESULTS OF OPERATIONS

Percent change information compares the second quarter and first six months of
2007 with the same period last year, unless otherwise indicated.

Net Sales:
                                            Three months ended                   Six months ended
                                            June 30, 2007                        June 30, 2007
                                            U.S.        Intl.       Worldwide    U.S.         Intl.        Worldwide

Net sales (millions)                        $ 2,287     $ 3,855     $ 6,142      $ 4,477      $ 7,602      $ 12,079
% of worldwide sales                        37.2     %  62.8     %               37.1     %   62.9     %

Components of net sales change:
Volume-organic                              2.1      %  9.9      %  6.9       %  2.3      %   8.7      %   6.2       %
Volume-acquisitions                         2.8         2.8         2.8          2.9          2.6          2.8
Price                                       1.3         (1.4     )  (0.4      )  1.0          (1.6     )   (0.6      )

Local-currency sales                        6.2         11.3        9.3          6.2          9.7          8.4
(including acquisitions)
Divestitures                                (4.0     )  (3.7     )  (3.8      )  (4.1     )   (3.6     )   (3.8      )
Translation                                 -           4.1         2.5          -            4.1          2.5

Total sales change                          2.2      %  11.7     %  8.0       %  2.1      %   10.2     %   7.1       %



In the second quarter of 2007, worldwide local-currency sales growth increased
9.3%, with 11.3% growth from international operations and 6.2% growth from the
U.S. The biggest driver was organic local currency sales growth, with worldwide
organic volume up 6.9%, led by a 9.9% increase in international. Acquisitions
within the past 12 months, such as Security Printing and Systems Limited,
Softmed Systems Inc. and Biotrace International PLC, contributed 2.8% to both
U.S. and international local-currency sales growth. Selling prices in the U.S.
rose 1.3% and international selling prices were down 1.4%, continuing to be
negatively impacted by businesses that serve the consumer electronics industry.
The company's divestiture of its branded pharmaceuticals business reduced
reported sales growth by 3.8%, while foreign currency translation added 2.5% to
second-quarter 2007 sales. Local currency sales growth was led by the Health
Care (without pharmaceuticals) and Safety, Security and Protection Services
businesses.

For the first six months of 2007, sales increased 7.1% to $12.1 billion, driven
by an 8.4% increase in local-currency sales, including acquisitions. The
company's divestiture of its branded pharmaceuticals business reduced reported
sales growth by 3.8%, while foreign currency translation added 2.5% to sales in
the first half of 2007.

Refer to the 'Performance by Business Segment' section for additional discussion
of sales change by segment and the preceding 'Overview' section for discussion
of sales growth by geographic area.

Operating Expenses:
                                                                  Three months ended            Six months ended
                                                                       June 30                       June 30

(Percent of net sales)                                       2007      2006      Change    2007      2006      Change
Cost of sales                                                51.8   %  49.9   %  1.9    %  51.2   %  49.3   %  1.9    %
Selling, general and administrative expenses                 20.9      23.2      (2.3   )  21.3      22.2      (0.9   )
Research, development and related expenses                   5.7       6.2       (0.5   )  5.6       6.0       (0.4   )
Gain on sale of businesses                                   (1.1   )  -         (1.1   )  (7.1   )  -         (7.1   )

Operating income                                             22.7   %  20.7   %  2.0    %  29.0   %  22.5   %  6.5    %



Cost of sales as a percent of net sales increased 1.9 percentage points in the
second quarter and first six months of 2007 compared to the same periods in
2006, with approximately half of the increase in both the second quarter and
first six months due to the sale of the branded pharmaceuticals business, which
had lower than average cost of sales.

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Restructuring expenses, primarily related to the phase-out of operations at the
Company's New Jersey roofing granule facility in the second quarter and charges
related to the Company's decision to close a facility in Wisconsin in the first
quarter, penalized cost of sales as a percent of net sales by approximately 0.6
percentage points in the second quarter and 0.3 percentage points for the first
six months of 2007.

Selling, general and administrative (SG&A) expenses as a percent of net sales
decreased 2.3 percentage points in the second quarter when compared to the same
period in 2006. SG&A in dollars also decreased, as expenses incurred in 2006 in
the Company's now-divested global branded Pharmaceuticals business did not
repeat in 2007. Non-pharmaceutical ongoing SG&A expenses were up approximately
5% in dollars, reflecting the Company's continued investment in sales and
marketing to support growth markets, while constraining administrative costs. In
the second quarter of 2007, an increase in environmental liabilities ($13
million) and SG&A restructuring expenses ($3 million) increased SG&A as a
percent of net sales by 0.2 percentage points. Second quarter 2006 included
settlement costs related to an antitrust class action ($40 million) and costs
related to the Company's efforts to seek strategic alternatives for its branded
pharmaceuticals business ($9 million), which on a combined basis increased
second quarter 2006 SG&A as a percent of net sales by 0.8 percentage points. The
first quarter of 2007 includes a $121 million increase in environmental
liabilities and $7 million in SG&A restructuring expenses, which when combined
with second quarter items, increased first-half 2007 SG&A by 1.2 percentage
points (refer to Notes 11 and 4 for more detail), while first-half 2006 items
discussed above increased SG&A by 0.5 percentage points.

Research, development and related expenses (R&D) as a percent of net sales
decreased 0.5 percentage points in the second quarter of 2007 when compared to
the same period in 2006. R&D spending in dollars was flat, as expenses incurred
in 2006 in the Company's now-divested R&D-intensive Pharmaceuticals business did
not repeat in 2007. Non-pharmaceutical ongoing R&D and related costs increased
11% as the Company continued to aggressively invest in future technologies and
growth opportunities.

Operating Income:

3M uses operating income as one of its primary business segment performance
measurement tools. Operating income has steadily improved the past few years,
helped by solid sales growth and an ongoing strong commitment to maintaining
operational discipline throughout 3M's global operations. Operating income
margins of 29.0% in the first six months of 2007 increased from 22.5% for the
first six months of 2006. Operating income margins in 2007 were positively
impacted by 5.6% from the gain on sale of businesses, net of restructuring
expenses and increases in environmental liabilities, while margins in 2006 were
negatively impacted by 0.5% from antitrust settlement costs and pharmaceuticals
costs discussed as part of SG&A.

Interest Expense and Income:
                                                                         Three months ended      Six months ended
                                                                              June 30                 June 30
(Millions)                                                               2007        2006        2007        2006

Interest expense                                                         $ 48        $ 25        $ 86        $ 47
Interest income                                                          (29      )  (14      )  (57      )  (22      )

Total                                                                    $ 19        $ 11        $ 29        $ 25



Interest expense increased for the second quarter and first six months of 2007
when compared to the same period in 2006, primarily related to increased debt
levels supporting share repurchases, along with higher borrowing rates in the
U.S. Interest income was higher in the second quarter and first six months of
2007, predominately due to higher average levels of cash, cash equivalents and
marketable securities.

Provision for Income Taxes:
                                                                              Three months ended    Six months ended
                                                                                   June 30               June 30
(Percent of pre-tax income)                                                   2007        2006      2007       2006

Effective tax rate                                                            32.3     %  23.3   %  33.2   %   28.4   %


The tax rate for the second quarter of 2007 was 32.3%, compared to 23.3% in the
second quarter of 2006. The 2007 tax rate increase over the 2006 tax rate is
mainly due to a benefit from discrete tax reserve releases that occurred in the
second quarter of 2006. This $105 million reduction in tax reserves in the
second quarter of 2006 reduced 3M's second quarter 2006 tax rate by
approximately 9% and the first six months 2006 tax rate by approximately 4%.

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The Company will complete the preparation and filing of its 2006 U.S. federal
income tax return in the third quarter of 2007. As part of this process, the
Company does not anticipate any adjustments that would result in a material
change to its financial position.

Minority Interest:
                                                                         Three months ended      Six months ended
                                                                              June 30                 June 30
(Millions)                                                               2007        2006        2007        2006

Minority Interest                                                        $ 16        $ 10        $ 31        $ 23



Minority interest expense eliminates the income or loss attributable to non-3M
ownership interests in 3M consolidated entities. 3M's most significant
consolidated entity with non-3M ownership interests is Sumitomo 3M Limited (3M
owns 75% of Sumitomo 3M Limited). The increase for the second quarter and first
six months of 2007 is primarily related to Sumitomo 3M Limited.

Currency Effects:

3M estimates that year-on-year currency effects, including hedging impacts,
increased net income by approximately $15 million for both the three months and
six months ended June 30, 2007. This estimate includes the effect of translating
profits from local currencies into U.S. dollars; the impact of currency
fluctuations on the transfer of goods between 3M operations in the United States
and abroad; and transaction gains and losses, including derivative instruments
designed to reduce foreign currency exchange rate risks. 3M estimates that
year-on-year derivative and other transaction gains and losses decreased net
income by approximately $15 million for the three months ended June 30, 2007 and
decreased net income by approximately $35 for the six months ended June 30,
2007.

CRITICAL ACCOUNTING ESTIMATES

Information regarding significant accounting policies is included in Note 1 to
3M's Current Report on Form 8-K dated May 25, 2007. As stated in Note 1, the
preparation of financial statements requires management to make estimates and
assumptions that affect the reported amounts of assets, liabilities, revenue and
expenses, and related disclosure of contingent assets and liabilities.
Management bases its estimates on historical experience and on various other
assumptions that are believed to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying values
of assets and liabilities that are not readily apparent from other sources.
Actual results may differ from these estimates.

The Company believes its most critical accounting estimates relate to legal
proceedings, the Company's pension and postretirement obligations, potential
asset impairment issues and income taxes. Senior management has discussed the
development, selection and disclosure of its critical accounting estimates with
the Audit Committee of 3M's Board of Directors. In addition to the critical
accounting estimates detailed in 3M's Current Report on Form 8-K dated May 25,
2007, the Company added income taxes in the first quarter of 2007 (with the
January 1, 2007 adoption of FIN 48) as a critical accounting estimate.

Income Taxes:

The extent of 3M's operations involves dealing with uncertainties and judgments
in the application of complex tax regulations in a multitude of jurisdictions.
The final taxes paid are dependent upon many factors, including negotiations
with taxing authorities in various jurisdictions and resolution of disputes
arising from federal, state, and international tax audits. The Company
recognizes potential liabilities and records tax liabilities for anticipated tax
audit issues in the U.S. and other tax jurisdictions based on its estimate of
whether, and the extent to which, additional taxes will be due. As of January 1,
2007, the Company follows FIN 48 guidance to record these liabilities (refer to
Note 6 for additional information). The Company adjusts these reserves in light
of changing facts and circumstances; however, due to the complexity of some of
these uncertainties, the ultimate resolution may result in a payment that is
materially different from the Company's current estimate of the tax liabilities.
If the Company's estimate of tax liabilities proves to be less than the ultimate
assessment, an additional charge to expense would result. If payment of these
amounts ultimately proves to be less than the recorded amounts, the reversal of
the liabilities would result in tax benefits being recognized in the period when
the Company determines the liabilities are no longer necessary.

New Accounting Pronouncements:

Information regarding new accounting pronouncements is included in Note 1 to the
Consolidated Financial Statements.

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PERFORMANCE BY BUSINESS SEGMENT

As discussed in Note 13 to the Consolidated Financial Statements, effective in
the first quarter of 2007, 3M made certain changes to its business segments.
Segment information for all periods presented has been reclassified to reflect
the new segment structure.

Information related to 3M's business segments for the second quarter and first
six months of both 2007 and 2006 is presented in the tables that follow.
Local-currency sales (which includes both organic and acquisition volume impacts
plus price impacts) are provided for each segment. The translation impact and
total sales change are also provided for each segment.

Industrial and Transportation Business:
                                                                            Three months ended     Six months ended
                                                                                 June 30                June 30
                                                                            2007        2006       2007        2006
Sales (millions)                                                            $ 1,804     $ 1,662    $ 3,589     $ 3,334
Sales change analysis:
Local currency (volume and price)                                           5.6     %   10.8    %  4.8     %   12.3    %
Translation                                                                 2.9         0.4        2.8         (1.0    )

Total sales change                                                          8.5     %   11.2    %  7.6     %   11.3    %

Operating income (millions)                                                 $ 359       $ 320      $ 770       $ 700
Percent change                                                              12.1    %   2.4     %  10.0    %   12.6    %
Percent of sales                                                            19.9    %   19.3    %  21.5    %   21.0    %



The Industrial and Transportation segment serves a broad range of markets, such
as appliance, paper and packaging, food and beverage, and automotive. Industrial
and Transportation products include tapes, a wide variety of coated and
non-woven abrasives, adhesives, specialty materials, filtration products,
closures for disposable diapers, and components and products that are used in
the manufacture, repair and maintenance of automotive, marine, aircraft and
specialty vehicles.

Second quarter of 2007:

Sales increased 8.5% to $1.8 billon. Local-currency sales grew 5.6%, including
1.0% from complimentary acquisitions in the adhesives, tapes and abrasives area
that have helped fill gaps in product lines. Organic sales growth in the second
quarter of 2007 was led by industrial adhesives and tapes, automotive
aftermarket, energy markets, abrasives and automotive businesses. Growth within
the automotive aftermarket business was driven largely by abrasives, masking and
refinishing products, where 3M's branded line of products is the preferred
choice of body shops around the world. For the car care market, 3M's NASCAR
sponsorship continues to draw interests from the growing number of
do-it-yourself car-care enthusiasts. The automotive business sales growth was
led by attachment systems and structural adhesives for mirrors, body moldings
and panels that are used by automotive OEMs.

Geographically, broad-based sales growth was led by the Europe and Latin America
/Canada regions, as international growth continues to outpace the U.S. Solid
operational performance resulted in an operating income increase of 12.1% and
operating income margins of 19.9%. Operating income for the second quarter of
2007 includes $2 million in restructuring expenses.

First six months of 2007:

Year-to-date sales were up 7.6% over the first half of last year while operating
income increased 10%. Like the second quarter, first six months sales growth was
led by industrial adhesives and tapes, automotive aftermarket, energy markets,
abrasives and automotive businesses. Through the first six months of the year,
Industrial and Transportation's operating income margins were 21.5%, up 0.5
percentage points versus the same time period last year. Strong operational
discipline and cost control made this operating income margin improvement
possible.

In March 2005, 3M's automotive business completed the purchase of 19% of TI&M
Beteiligungsgesellschaft mbH (TI&M) for approximately $55 million. TI&M is the
parent company of I&T Innovation Technology Entwicklungs- und Holding
Aktiengesellschaft (I&T), an Austrian maker of flat flexible cable and
circuitry. Pursuant to a Shareholders Agreement, 3M marketed the firm's flat
flexible wiring systems for automotive interior applications to the global
automotive market.  I&T filed a petition for bankruptcy protection in August
2006. As part of its agreement to purchase the shares of TI&M, the Company was
granted a put option, which gave the Company the right to sell back its entire
ownership interest in TI&M to the other investors from whom 3M acquired its 19%
interest. The put

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option became exercisable January 1, 2007. The Company exercised the put option
and recovered approximately $25 million of its investment from one of the
investors based in Belgium in February 2007. The other two TI&M investors have
filed a bankruptcy petition in Austria. The Company is pursuing recovery of the
balance of its investment both through the Austrian bankruptcy proceedings and
pursuant to the terms of the Share Purchase Agreement. The Company believes
collection of its remaining investment is probable and, as a result, no
impairment reserve has been recorded.

Health Care Business:
                                                                         Three months ended      Six months ended
                                                                         June 30                 June 30
                                                                         2007        2006        2007        2006
Sales (millions)                                                         $ 988       $ 1,000     $ 1,950     $ 1,966
Sales change analysis:
Local currency (volume and price)                                        19.5     %  4.1      %  19.9     %  4.6      %
Divestitures                                                             (24.2    )  -           (24.5    )  -
Translation                                                              3.6         0.3         3.8         (1.4     )
Total sales change                                                       (1.1     )% 4.4      %  (0.8     )% 3.2      %

Operating income (millions)                                              $ 279       $ 261       $ 1,341     $ 559
Percent change                                                           7.3      %  (8.2     )% N/A         0.6      %
Percent of sales                                                         28.3     %  26.1     %  N/A         28.4     %



The Health Care segment serves markets that include medical, clinics and
hospitals, pharmaceuticals, dental and orthodontic practitioners, and health
information systems. Products and services provided to these and other markets
include medical and surgical supplies, skin health and infection prevention
products, drug delivery systems, dental and orthodontic products, health
information systems and microbiology solutions. As discussed in Note 2, the
global branded pharmaceuticals business was sold in December 2006 and January
2007.

Operating income in the second quarter of 2007 includes an operating income gain
of $2 million, primarily related to adjustments to restructuring costs incurred
in the fourth quarter of 2006. In addition to the preceding item, the
combination of the following items positively impacted first six months 2007
Health Care operating income by $793 million. As discussed in Note 2, in January
2007 the Company sold its branded pharmaceuticals business in the Europe region.
The operating income gain related to this sale, which is included in Health
Care, totaled $786 million. In addition, as discussed in Note 4, a net operating
income gain of $7 million was recorded in the first quarter of 2007, which
primarily related to adjustments to restructuring costs incurred in the fourth
quarter of 2006. In the second quarter of 2006, expenses of $9 million were
recorded related to the Company's efforts to seek strategic alternatives for its
branded pharmaceuticals business.

The sale of the branded pharmaceuticals business will impact both sales growth
and operating income margins in Health Care and the total company throughout
2007. Sales growth in 2007 will be negatively impacted as significant
pharmaceuticals sales are in the base 2006 period. In addition, Health Care
operating income margins are expected to decline in 2007 year-on-year as a
result of this sale. The sale of the pharmaceuticals business reduced Health
Care sales growth by 24.2% for the second quarter and 24.5% for the first six
months of 2007. 3M believes the disaggregated information that follows for 3M
Health Care's remaining businesses (without pharmaceuticals) and for
pharmaceuticals on a stand-alone basis provides useful information.

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Health Care Business without Pharmaceuticals:
                                                                            Three months ended     Six months ended
                                                                                 June 30                June 30
                                                                            2007         2006      2007       2006

Sales (millions)                                                            $ 988        $ 803     $ 1,950    $ 1,576
Sales change analysis:
Local currency (volume and price)                                           19.5     %   8.1    %  19.9    %  7.4     %
Translation                                                                 3.6          0.3       3.8        (1.3    )

Total sales change                                                          23.1     %   8.4    %  23.7    %  6.1     %

Operating income (millions)                                                 $ 277        $ 210     $ 541      $ 448
Percent change                                                              32.0     %   (3.8   )% 20.7    %  3.4     %
Percent of sales                                                            28.0     %   26.1   %  27.7    %  28.4    %



The following discussion provides information on 3M Health Care's remaining
businesses (without pharmaceuticals).

Second quarter of 2007:

In the second quarter of 2007, sales were up 23.1%, with operating income
increasing 32% to $277 million. Local-currency sales growth increased 19.5% in
the second quarter, with acquisitions contributing 4.4% of this growth. A large
part of the acquisition-driven local currency sales came from two recent
acquisitions: Biotrace International, PLC, a UK-based manufacturer and supplier
of microbiology products, and SoftMed Systems Inc., a Maryland-based provider of
health information software. 3M also acquired DMS Chile, a Santiago-based
manufacturer of disposable surgical packs, drapes, gowns and kits. Supply
agreements related to the sale of the branded pharmaceutical business, in which
the Drug Delivery Systems Division (DDSD) became a source of supply to the
acquiring companies, added 5.6% to sales growth.

Health Care sales growth was broad-based, led by drug delivery systems, where 3M
is a leading provider of inhalation and transdermal drug delivery solutions. 3M
also saw strong growth in its medical, health information systems and dental
businesses. In its health information systems business, 3M is a leading provider
of advanced software and services that help healthcare organizations capture,
classify and manage health care data. 3M recently signed an agreement with the
state of Maine to build one of the nation's first statewide healthcare
information-sharing networks. In dental, 3M launched a new product called Pro
Temp, a preformed, malleable crown material that delivers a custom fit for
patients in less than four minutes. 3M also acquired the full rights to the
PERIDEX brand of periodontal rinse from Zila, Inc. 3M expects to continue to
build the brand through extensive research and development in the preventive
dentistry field. Geographically, sales growth was led by Europe and the U.S.
Operating income was up 32%, with operating income margins for the second
quarter of 2007 at 28%.

First six months of 2007:

For the first six months of 2007, sales were up 23.7%, with operating income up
more than 20%. Like the second quarter, first six months sales growth was
broad-based across drug delivery, medical, health information systems and
dental. Operating income for the first six months of 2007 includes $5 million in
restructuring expenses, primarily severance and related benefits, which
negatively impacted operating income growth by 1.2%.

                                   34

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Pharmaceuticals Business:
                                                                    Three months ended        Six months ended
                                                                         June 30                   June 30
                                                                    2007         2006         2007         2006

Sales (millions)                                                    $ -          $ 197        $ -          $ 390
Sales change analysis:
Local currency (volume and price)                                   N/A          (9.4      )% N/A          (5.8      )%
Translation                                                         N/A          0.2          N/A          (1.5      )
Total sales change                                                  N/A          (9.2      )% N/A          (7.3      )%

Operating income (millions)                                         $ 2          $ 51         $ 800        $ 111
Percent change                                                      N/A          (22.9     )% N/A          (9.5      )%
Percent of sales                                                    N/A          25.9      %  N/A          28.4      %



Operating income in the second quarter of 2007 includes a net operating income
gain of $2 million, primarily related to adjustments to restructuring costs
incurred in the fourth quarter of 2006. In addition to the preceding item, the
combination of the following items positively impacted first six months 2007
Health Care operating income by $798 million. As discussed in Note 2, in early
January 2007 the Company sold its branded pharmaceuticals business in Europe.
The operating income gain related to this sale, which is included in
pharmaceuticals, totaled $786 million. In addition, a net pre-tax restructuring
gain of $12 million was recorded, which primarily related to adjustments to
restructuring costs incurred in the fourth quarter of 2006. In the second
quarter of 2006, expenses of $9 million were recorded related to the Company's
efforts to seek strategic alternatives for its branded pharmaceuticals business.

DDSD, which is a source of supply to the acquiring companies, records sales and
operating income related to the pharmaceuticals supply agreements. Remaining
pharmaceutical sales and operating results in the first six months of 2007 were
not significant and were recorded in Corporate and Unallocated.

Display and Graphics Business:
                                                                        Three months ended      Six months ended
                                                                             June 30                 June 30
                                                                        2007        2006        2007        2006

Sales (millions)                                                        $ 1,006     $ 913       $ 1,927     $ 1,832
Sales change analysis:
Local currency (volume and price)                                       8.8      %  5.4      %  3.9      %  7.0      %
Translation                                                             1.4         0.4         1.3         (0.5     )

Total sales change                                                      10.2     %  5.8      %  5.2      %  6.5      %

Operating income (millions)                                             $ 352       $ 237       $ 647       $ 529
Percent change                                                          48.4     %  (13.5    )% 22.2     %  (4.6     )%
Percent of sales                                                        35.0     %  26.0     %  33.6     %  28.9     %



The Display and Graphics segment serves markets that include electronic display,
touch screen, traffic safety and commercial graphics. This segment includes
optical film and lens solutions for electronic displays; touch screens and touch
monitors; reflective sheeting for transportation safety; and commercial graphics
systems. The optical film business provides films that serve numerous market
segments of the electronic display industry. 3M provides distinct products for
five market segments, including products for: 1) LCD computer monitors 2) LCD
televisions 3) handheld devices such as cellular phones 4) notebook PCs and 5)
automotive displays.

Second quarter of 2007:

For the second quarter, Display and Graphics sales were up 10.2% to more than $1
billion. Local currency sales growth was nearly 9% and was largely organic. The
Company had strong sales and operating income growth in all major divisions -
optical systems, commercial graphics and traffic safety systems. Sales growth
was strongest in Asia Pacific, led by optical systems. Commercial graphics saw
an uplift in the vehicle wrapping market where it provides films, inks and other
products for this 'rolling billboard' industry. Likewise, traffic safety systems
posted solid growth, driven largely by the road construction season, with
particularly strong growth in Europe and Latin America.

                                   35

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In June 2007, 3M completed the sale of its Opticom Priority Control Systems and
Canoga Traffic Detection businesses. 3M received proceeds of $80 million from
this transaction and recognized an operating income gain of $68 million in the
Display and Graphics segment in the second quarter of 2007. In addition, Display
and Graphics recorded restructuring-related expenses of $4 million in the second
quarter of 2007. Operating income was $352 million, including this aggregate net
operating income benefit of $64 million, which contributed 26.9 percentage
points of the reported 48.4% operating income growth and contributed 6.3
percentage points of the 35.0% operating income margin.

First six months of 2007:

For the first six months, Display and Graphics sales have increased more than
5%, with operating income up 22%. The second quarter net operating income
benefit of $64 million, which contributed 12.0 percentage points of the reported
22.2% operating income growth and contributed 3.3 percentage points of the 33.6%
operating income margin.

Optical systems continues to focus on market segmentation, with strong
penetration in handhelds, computer displays and LCD televisions. 3M's new
optical film converting facility in Poland is online, supporting LCD panel
manufacturers as they move their operations to Eastern Europe. 3M also is on
schedule in scaling up the productivity and capacity of its multi-layer optical
film manufacturing facilities in the United States.

Consumer and Office Business:
                                                                            Three months ended     Six months ended
                                                                                 June 30                June 30
                                                                            2007         2006      2007       2006

Sales (millions)                                                            $ 832        $ 769     $ 1,646    $ 1,510
Sales change analysis:
Local currency (volume and price)                                           6.1      %   6.3    %  7.1     %  8.4     %
Translation                                                                 2.1          0.4       1.9        (0.3    )

Total sales change                                                          8.2      %   6.7    %  9.0     %  8.1     %

Operating income (millions)                                                 $ 164        $ 135     $ 341      $ 285
Percent change                                                              21.3     %   (8.3   )% 19.6    %  4.3     %
Percent of sales                                                            19.7     %   17.6   %  20.7    %  18.9    %



The Consumer and Office segment serves markets that include consumer retail,
office retail, home improvement, building maintenance and other markets.
Products in this segment include office supply products, stationery products,
construction and home improvement products, home care products, protective
material products and consumer health care products.

Second quarter of 2007:

Consumer and Office sales increased 8.2% to $832 million in the second-quarter.
Local-currency sales increased 6.1%, including 1.3% of growth from the Nylonge
acquisition, a global provider of household cleaning products including
cellulose sponges, scrub sponges and household wipes. Sales growth in Consumer
and Office was led by office supplies, construction and home improvement and
home care businesses. Consumer and Office had broad-based sales growth across
all major geographies, with international growth outpacing U.S. growth. Sales
growth and penetration continued in 3M's core businesses in Europe and Japan.
While 3M had solid sales growth in construction and home improvement, this was
based on commercial construction and market share, as the underlying residential
construction market is still fragile for the foreseeable future. Scouring
products, wipes, handles and cleaning products led the way for the home care
business in mass retail outlets.

Operating income rose 21.3% and operating income margins increased 2.1
percentage points compared to the second quarter last year to almost 20%.

First six months of 2007:

Year-to-date, sales are up 9% and operating income was up almost 20%. Like the
second quarter, first six months 2007 sales growth was led by office supplies,
construction and home improvement and home care businesses.

The third and fourth quarters in Consumer and Office are heavily dependent on
having successful sell-through during the back-to-school and Christmas periods.
This will require increased investment in advertising and promotion during the
second half of the year.

                                   36

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Safety, Security and Protection Services Business:
                                                                            Three months ended     Six months ended
                                                                            June 30                June 30
                                                                            2007         2006      2007       2006

Sales (millions)                                                            $ 799        $ 662     $ 1,557    $ 1,301
Sales change analysis:
Local currency (volume and price)                                           16.7     %   8.5    %  15.9    %  12.2    %
Translation                                                                 4.0          0.6       3.8        (0.8    )

Total sales change                                                          20.7     %   9.1    %  19.7    %  11.4    %

Operating income (millions)                                                 $ 140        $ 139     $ 321      $ 297
Percent change                                                              0.9      %   (1.9   )% 8.3     %  14.2    %
Percent of sales                                                            17.5     %   21.0   %  20.6    %  22.8    %



The Safety, Security and Protection Services segment serves a broad range of
markets that increase the safety, security and productivity of workers,
facilities and systems. Major product offerings include personal protection
products, safety and security products, energy control products, cleaning and
protection products for commercial establishments, roofing granules for asphalt
shingles, and supply chain execution software solutions. 3M's new emerging
business opportunity in its Track and Trace initiative within 3M's Safety,
Security and Protection Services segment resulted in the merging of a number of
formerly separate efforts into one concerted effort for future growth. Track and
Trace has a growing array of applications - from tracking packages to managing
medical and legal records.

Second quarter of 2007:

Safety, Security and Protection Services delivered solid growth in the second
quarter, with sales up nearly 21% over last year's second quarter. Sales growth
in local currency was up nearly 17%, including approximately two-thirds from
acquisitions. Acquired growth was primarily from Security Printing Systems, Ltd,
a leading provider of finished, personalized passports and secure cards, and E
Wood Holdings PLC, a manufacturer of high-performance protective coatings for
the oil, gas, water, rail and automotive industries, both based in the UK.

Sales growth was broad-based, led by corrosion protection, respiratory
protection, and protective window films and cleaning solutions for commercial
buildings, where 3M is seeing a strong increase in commercial construction in
many parts of the world, which is driving increased demand for fire protection
and window film products. 3M continues to experience strong demand for personal
safety products, and 3M's new respiratory protection plant in Korea celebrated
its grand opening in July 2007. In addition to the growth in personal safety
products, 3M is seeing solid sales and operating income growth in corrosion
protection, where 3M provides its customers with pipe coating technology
solutions that extend the life of both underground and above-ground pipelines.
With the recent acquisition of E Wood, 3M can now apply its technologies to both
new and existing oil, gas and water pipelines.

During the second-quarter 3M continued to see modest sequential improvement in
its industrial minerals business for residential asphalt shingles. However, this
business was down 13% year-on-year, which negatively impacted Safety, Security
and Protection Services' second quarter sales growth by approximately 2% versus
last year. 3M continues to expect residential construction to remain weak so an
element of caution is required for this business.

Safety, Security and Protection Services recorded a restructuring charge of $29
million in the second quarter of 2007 related to the phase-out of operations at
its New Jersey roofing granule facility. This included fixed asset impairments
and employee-related restructuring liabilities, which negatively impacted second
quarter operating income growth by 21.0%. Including this charge, operating
income increased only slightly.

First six months of 2007:

Year-to-date sales have increased nearly 20%, with operating income up 8.3%, as
the $29 million restructuring charge recorded in the second quarter of 2007
negatively impacted first six months operating income growth by 9.8%. Including
this charge, operating income margins are still in excess of 20% for the first
six months of 2007. The year-on year decline in industrial minerals reduced
Safety, Security and Protection Services' first six months sales growth by
approximately 2%.

                                   37

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Electro and Communications Business:
                                                                            Three months ended     Six months ended
                                                                                 June 30                June 30
                                                                            2007         2006      2007       2006

Sales (millions)                                                            $ 693        $ 670     $ 1,361    $ 1,315
Sales change analysis:
Local currency (volume and price)                                           1.2      %   4.5    %  1.2     %  6.4     %
Translation                                                                 2.2          0.5       2.3        (0.8    )

Total sales change                                                          3.4      %   5.0    %  3.5     %  5.6     %

Operating income (millions)                                                 $ 132        $ 114     $ 243      $ 234
Percent change                                                              15.7     %   6.2    %  3.8     %  18.9    %
Percent of sales                                                            19.1     %   17.1   %  17.9    %  17.8    %



The Electro and Communications segment serves the electrical, electronics and
communications industries, including electrical utilities; electrical
construction, maintenance and repair; OEM electrical and electronics; computers
and peripherals; consumer electronics; telecommunications central office,
outside plant and enterprise; as well as aerospace, military, automotive and
medical markets; with products that enable the efficient transmission of
electrical power and speed the delivery of information and ideas. Products
include electronic and interconnect solutions, micro interconnect systems,
high-performance fluids, high-temperature and display tapes, telecommunications
products, electrical products, and visual systems products.

Second quarter of 2007:

Sales were up 3.4% over the second quarter last year, with local currency growth
of 1.2%, driven by acquisitions. The results in this business were very mixed,
as 3M continues to experience strong growth in electrical markets and
communications markets, but the consumer electronics market has faced
significantly slower sales, adversely affecting the electronic solutions
division and electronics markets materials division.

Overall, the Electro and Communications business has taken the necessary
corrective actions to respond to the slow consumer electronics market. At the
same time, electrical markets and communications businesses delivered solid
operating income growth, offsetting the weakness in the consumer electronics
markets. Strong discipline continues to generate operating income that increased
15.7% over the same period last year, with margins up 2 percentage points to
19.1%.

First six months of 2007:

Sales increased 3.5% in the first six months, with strong sales growth in the
electrical markets and communications markets partially offset by the sluggish
consumer electronics market. Operating income increased 3.8% compared to the
first half of 2006. Operating income for the first six months of 2007 included
$19 million in first quarter 2007 restructuring expenses, primarily for asset
impairment charges related to the Company's decision to close a facility in
Wisconsin, which negatively impacted first six months operating income growth by
8.2%.

FINANCIAL CONDITION AND LIQUIDITY

The Company's net debt position is as follows:
                                                                                                   June 30    Dec. 31
(Millions)                                                                                         2007       2006

Total Debt                                                                                         $ 4,435    $ 3,553
Less: Cash and cash equivalents and marketable securities                                          2,446      2,084

Net Debt                                                                                           $ 1,989    $ 1,469



Total debt to total capital (total capital is defined as debt plus equity) was
approximately 30% at June 30, 2007, compared with approximately 26% at December
31, 2006. In 2007, the long-term debt issuance of $750 million in March 2007 as
well as increased commercial paper issuances have been used, in part, to fund
share repurchase activity. 3M believes its ongoing cash flows provide ample cash
to fund expected investments and capital expenditures. The Company has an AA
credit rating, with a stable outlook, from Standard & Poor's and an Aa1 credit
rating, with a negative outlook, from Moody's Investors Service. The Company has
sufficient access to

                                   38

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capital markets to meet currently anticipated growth and acquisition investment
funding needs. The Company does not utilize derivative instruments linked to the
Company's stock. However, the Company does have contingently convertible debt
that, if conditions for conversion are met, is convertible into shares of 3M
Company stock (refer to Note 1 in this document).

The Company's financial condition and liquidity remain strong. Various assets
and liabilities, including cash and short-term debt, can fluctuate significantly
from month-to-month depending on short-term liquidity needs. Working capital
(defined as current assets minus current liabilities) totaled $2.079 billion at
June 30, 2007, increasing $456 million from December 31, 2006, with this
increase driven by higher accounts receivable. Primary short-term liquidity
needs are provided through U.S. commercial paper and Euro commercial paper
issuances. Credit support for outstanding commercial paper is provided by a
five-year $1.5 billion multi-currency credit facility. This facility was
established in April 2007 and replaced the Company's previous $565 million
credit facility. This new credit agreement has a sub-limit of $150 million for
letters of credit and includes a provision under which the Company may request
an increase of the total facility up to $2 billion, with the grant of such
request at the lenders' discretion. There were $110 million in letters of credit
drawn against the facility as of June 30, 2007. Under the new credit agreement,
3M is required to maintain its EBITDA to Interest Ratio as of the end of each
fiscal quarter at not less than 3.0 to 1. This is calculated (as defined in the
agreement) as the ratio of consolidated total EBITDA for the four consecutive
quarters then ended to total interest expense on all funded debt for the same
period. At June 30, 2007, this ratio was approximately 48.5 to 1. To benefit
from the SEC Securities Offering Reform rules applicable to well-known seasoned
issuers, the Company filed a shelf registration statement on Form S-3 with the
SEC on February 24, 2006, which became effective automatically, to register an
indeterminate amount of debt or equity securities for future sales. As of June
30, 2007, no debt securities have been issued off this shelf, but 150,718 shares
of the Company's common stock were registered on June 15, 2007 under this shelf
on behalf of and for the sole benefit of the selling stockholders in connection
with the Company's acquisition of assets of Diamond Productions, Inc.  In
connection with this shelf registration, in June 2007 the Company established a
medium-term notes program through which up to $3 billion of medium-term notes
may be offered.

Subsequent Event

In July 2007, 3M issued a seven year 5.0% fixed rate Eurobond for an amount of
750 million Euros (approximately $1.023 billion in U.S. Dollars). In June 2007,
3M executed a pre-issuance cash flow hedge on a notional amount of 350 million
Euros by entering into a floating-to-fixed interest rate swap relating to the
anticipated issuance of the Eurobond. At June 30, 2007, this swap had an
immaterial mark-to-market value. Upon debt issuance in July 2007, 3M completed a
fixed-to-floating interest rate swap on a notional amount of 400 million Euros
as a fair value hedge of a portion of the fixed interest rate Eurobond
obligation and simultaneously terminated the floating-to-fixed swap. The
termination of the swap resulted in an immaterial gain, which will be amortized
over the seven year life of the Eurobond. 3M also designated the 750 million
Eurobond as a hedging instrument of the Company's net investment in its European
subsidiaries.

The Company uses various working capital measures that place emphasis and focus
on certain working capital assets and liabilities. These measures are not
defined under U.S. generally accepted accounting principles and may not be
computed in the same way as similarly titled measures used by other companies.
One of the primary working capital measures 3M uses is a combined index, which
includes accounts receivable, inventory and accounts payable. This combined
index (defined as quarterly net sales - fourth quarter at year-end - multiplied
by four, divided by ending net accounts receivable plus inventory less accounts
payable) was 5.0 at June 30, 2007, down from 5.4 at December 31, 2006, and also
a decrease from 5.2 at June 30, 2006. Receivables increased $518 million, or
16.7%, compared with December 31, 2006, with higher June 2007 sales compared to
December 2006 sales contributing to the increase. Inventories increased $178
million, or 6.8%, compared with December 31, 2006. Accounts payable increased
$70 million compared with December 31, 2006.

                                   39

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Cash Flows from Operating Activities:
                                                                                                  Six months ended
                                                                                                  June 30
(Millions)                                                                                        2007        2006

Net income                                                                                        $ 2,285     $ 1,781
Depreciation and amortization                                                                     533         479
Company pension contributions                                                                     (113    )   (72     )
Company postretirement contributions                                                              (1      )   (26     )
Company pension expense                                                                           87          154
Company postretirement expense                                                                    41          44
Stock-based compensation expense                                                                  129         118
Gain from sale of businesses                                                                      (854    )   -
Income taxes (deferred and accrued income taxes)                                                  27          (311    )
Excess tax benefits from stock-based compensation                                                 (47     )   (31     )
Accounts receivable                                                                               (470    )   (270    )
Inventories                                                                                       (139    )   (352    )
Accounts payable                                                                                  55          71
Product and other insurance receivables and claims                                                112         8
Other-net                                                                                         39          (175    )

Net cash provided by operating activities                                                         $ 1,684     $ 1,418


Cash flows from operating activities can fluctuate significantly from period to
period, as pension funding decisions, tax timing differences and other items can
significantly impact cash flows. In the first six months of 2007, cash flows
provided by operating activities increased $266 million. Net income increased
$504 million, with the combined after-tax impact of the gain on sale of the
branded pharmaceuticals business in Europe and the sale of 3M's Opticom Priority
Control Systems and Canoga Traffic Detection businesses, net of restructuring
expenses and an increase in environmental liabilities, increasing net income by
$440 million. Since the gain from sale of businesses is included in and
increases net income, the pre-tax gain from the sale of the businesses must be
subtracted, as shown above, to properly reflect operating cash flows. The cash
proceeds from sale of the pharmaceuticals business are shown as part of cash
from investing activities, however, when the related taxes are paid they are
required to be shown as part of cash provided by operating activities. Thus,
operating cash flows for the first six months of 2007 were penalized due to cash
income tax payments of approximately $500 million in the first half of 2007 that
related to the sale of the global branded pharmaceuticals business.
Non-pharmaceutical related cash income tax payments were approximately $400
million lower than the first six months of 2006 due to normal timing differences
in tax payments, benefiting cash flows.

Cash Flows from Investing Activities:
                                                                                                  Six months ended
                                                                                                       June 30
(Millions)                                                                                        2007        2006

Purchases of property, plant and equipment (PP&E)                                                 $ (652  )   $ (451  )
Proceeds from sale of PP&E and other assets                                                       27          25
Acquisitions, net of cash acquired                                                                (194    )   (88     )
Proceeds from sale of businesses                                                                  897         -
Purchases and proceeds from sale or maturities of marketable securities and investments-net       (429    )   (325    )

Net cash used in investing activities                                                             $ (351  )   $ (839  )



Investments in property, plant and equipment enable growth in diverse markets,
helping to meet product demand and increasing manufacturing efficiency. In July
2007, 3M opened a new respirator manufacturing facility in Korea. In the second
quarter of 2007, 3M opened an optical film plant in Poland, an industrial tapes
facility in China and completed a construction and home improvement plant
expansion in Canada. 3M also exited several high-cost

                                   40

--------------------------------------------------------------------------------


underutilized manufacturing facilities and streamlined several supply chains by
relocating equipment from one facility to another. The streamlining work has
primarily focused inside the U.S. and is in addition to the streamlining
achieved through plant construction. As a result of this increased activity,
capital expenditures were $652 million in the first six months of 2007, an
increase of $201 million when compared to the first six months of 2006. The
Company expects capital expenditures to total approximately $1.4 to $1.5 billion
for total year 2007, compared with $1.168 billion in 2006.

Refer to Note 2 in this Quarterly Report on Form 10-Q for information on 2007
acquisitions and divestitures, including discussion of the $897 million in
proceeds received from the sale of businesses. The Company is actively
considering additional acquisitions, investments and strategic alliances, and
from time to time may also divest certain businesses.

In the Consolidated Statement of Cash Flows, purchases of marketable securities
and investments, and proceeds from sale or maturities of marketable securities
and investments are primarily attributable to auction rate securities,
asset-backed securities and other marketable securities, which are classified as
available-for-sale.

Cash Flows from Financing Activities:
                                                                                                Six months ended
                                                                                                     June 30
(Millions)                                                                                      2007         2006

Change in short-term debt-net                                                                   $ (53    )   $ 489
Repayment of debt (maturities greater than 90 days)                                             (871     )   (148     )
Proceeds from debt (maturities greater than 90 days)                                            1,812        -

Total change in debt                                                                            $ 888        $ 341
Purchases of treasury stock                                                                     (2,199   )   (778     )
Reissuances of treasury stock                                                                   483          375
Dividends paid to stockholders                                                                  (696     )   (695     )
Distributions to minority interests and other-net                                               35           6

Net cash used in financing activities                                                           $ (1,489 )   $ (751   )


Total debt at June 30, 2007, was $4.435 billion, up from $3.553 billion at
December 31, 2006. In 2007, the long-term debt issuance of $750 million in March
2007 as well as increased commercial paper issuances have been used, in part, to
fund share repurchase activity. The Company accelerated the purchases of
treasury stock when compared to the same period in 2006, buying back nearly $2.2
billion in shares in the first six months of 2007.

Repurchases of common stock are made to support the Company's stock-based
employee compensation plans and for other corporate purposes. In February 2007,
3M's Board of Directors approved a $7.0 billion two-year share repurchase
authorization for the period from February 12, 2007 to February 28, 2009. As of
June 30, 2007, approximately $5.2 billion remained available for repurchase.
Refer to the table titled 'Issuer Purchases of Equity Securities' in Part II,
Item 2, for more information.

In February 2007, the Board of Directors increased the quarterly dividend on 3M
common stock by 4.3% to 48 cents per share, equivalent to an annual dividend of
$1.92 per share. This marked the 49th consecutive year of dividend increases.
Other cash flows from financing activities include distributions to minority
interests, excess tax benefits from stock-based compensation, changes in cash
overdraft balances, and principal payments for capital leases.

Contractual Obligations Update:

As indicated in 3M's Current Report on Form 8-K dated May 25, 2007, which
updated 3M's 2006 Annual Report on Form 10-K, total contractual cash obligations
at December 31, 2006, which would not have included an estimated FIN 48 impact,
were estimated at $3.775 billion. The total liability for uncertain tax
positions under FIN 48 at June 30, 2007 is $309 million (refer to Note 6). The
Company is not able to reasonably estimate the amount by which the liability
will increase or decrease over time; however, at this time, the Company does not
expect a significant payment related to these obligations within the next 12
months.

                                   41

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FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, including 'Management's Discussion and
Analysis of Financial Condition and Results of Operations' in Part I, Item 2,
contains forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. The Company may also make forward-looking
statements in other reports filed with the Securities and Exchange Commission,
in materials delivered to stockholders and in press releases. In addition, the
Company's representatives may from time to time make oral forward-looking
statements.

Forward-looking statements relate to future events and typically address the
Company's expected future business and financial performance. Words such as  '
plan,' 'expect,' 'aim,' 'believe,' 'project,' 'target,' 'anticipate,' 'intend,'
'estimate,' 'will,' 'should,' 'could' and other words and terms of similar
meaning, typically identify such forward-looking statements. In particular,
these include statements about: (1) worldwide economic conditions; (2)
competitive conditions and customer preferences; (3) foreign currency exchange
rates and fluctuations in those rates; (4) the timing and acceptance of new
product offerings; (5) the availability and cost of purchased components,
compounds, raw materials and energy (including oil and natural gas and their
derivatives) due to shortages, increased demand or supply interruptions
(including those caused by natural and other disasters and other events); (6)
the impact of acquisitions, strategic alliances, divestitures, and other unusual
events resulting from portfolio management actions and other evolving business
strategies, and possible organizational restructuring; (7) expected productivity
improvements; and (8) legal proceedings. The Company assumes no obligation to
update or revise any forward-looking statements.

Forward-looking statements are based on certain assumptions and expectations of
future events and trends that are subject to risks and uncertainties. Actual
future results and trends may differ materially from historical results or those
reflected in any such forward-looking statements depending on a variety of
factors. Discussion of these factors is incorporated by reference from Part II,
Item 1A, 'Risk Factors', of this document and from Part I, Item 1A, 'Risk
Factors', of 3M's Current Report on Form 8-K dated May 25, 2007, and should be
considered an integral part of Part I, Item 2, 'Management's Discussion and
Analysis of Financial Condition and Results of Operations'.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

In the context of Item 3, market risk refers to the risk of loss arising from
adverse changes in financial and derivative instrument market rates and prices,
such as fluctuations in interest rates and currency exchange rates.  For a
discussion of sensitivity analysis related to these types of market risks, refer
to Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk,
in 3M's Annual Report on Form 10-K for the year ended December 31, 2006. The
Company believes that there have been no material changes in these market risks
since year-end 2006.

Item 4. Controls and Procedures.

a.  The Company carried out an evaluation, under the supervision and with the
participation of its management, including the Chief Executive Officer and Chief
Financial Officer, of the effectiveness of the design and operation of the
Company's 'disclosure controls and procedures' (as defined in the Exchange Act
Rule 13a-15(e)) as of the end of the period covered by this report. Based upon
that evaluation, the Chief Executive Officer and Chief Financial Officer
concluded that the Company's disclosure controls and procedures are effective.

b.  There was no change in the Company's internal control over financial
reporting that occurred during the Company's most recently completed fiscal
quarter that has materially affected, or is reasonably likely to materially
affect, the Company's internal control over financial reporting.

                                   42

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                              3M COMPANY
                               FORM 10-Q
               For the Quarterly Period Ended June 30, 2007
                       PART II.  Other Information

Item 1. Legal Proceedings.

Discussion of legal matters is incorporated by reference from Part I, Item 1,
Note 11, 'Commitments and Contingencies', of this document, and should be
considered an integral part of Part II, Item 1, 'Legal Proceedings'.

Item 1A. Risk Factors.

The most significant risk factors applicable to the Company are described in
Part I, Item 1A 'Risk Factors' of 3M's Current Report on Form 8-K dated May 25,
2007. There have been no material changes from the risk factors previously
disclosed in 3M's Current Report on Form 8-K dated May 25, 2007.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

(e) Issuer Purchases of Equity Securities

Repurchases of common stock are made to support the Company's stock-based
employee compensation plans and for other corporate purposes. On February 13,
2006, the Board of Directors authorized the purchase of $2.0 billion of the
Company's common stock between February 13, 2006 and February 28, 2007. In
August 2006, 3M's Board of Directors authorized the repurchase of an additional
$1.0 billion in share repurchases, raising the total authorization to $3.0
billion for the period from February 13, 2006 to February 28, 2007. In February
2007, 3M's Board of Directors approved a $7.0 billion two-year share repurchase
authorization for the period from February 12, 2007 to February 28, 2009.

Issuer Purchases of Equity
Securities (registered pursuant to
Section 12 of the Exchange Act)
Period                                                       Total         Average        Total         Maximum
                                                             Number of     Price Paid     Number        Approximate
                                                             Shares        per Share      of Shares     Dollar
                                                             Purchased                    Purchased     Value
                                                             (1)                          as            of Shares
                                                                                          Part of       that May
                                                                                          Publicly      Yet
                                                                                          Announced     Be
                                                                                          Plans or      Purchased
                                                                                          Programs      under the
                                                                                                        Plans or
                                                                                                        Programs
                                                                                                        (Millions)

January 1-31, 2007                                           1,311,268     $ 76.33        1,277,200     $ 651
February 1-28, 2007                                          6,542,591     $ 75.12        6,522,500     $ 6,731
March 1-31, 2007                                             8,187,472     $ 75.59        8,151,700     $ 6,115

Total January 1-March 31, 2007                               16,041,331    $ 75.46        15,951,400    $ 6,115

April 1-30, 2007                                             3,548,221     $ 77.55        3,476,700     $ 5,846
May 1-31, 2007                                               4,428,219     $ 85.84        4,202,800     $ 5,485
June 1-30, 2007                                              3,885,033     $ 86.58        3,810,800     $ 5,155

Total April 1-June 30, 2007                                  11,861,473    $ 83.60        11,490,300    $ 5,155

Total January 1-June 30, 2007                                27,902,804    $ 78.92        27,441,700    $ 5,155
--------------------
     
(1)  The total number of shares purchased includes: (i) shares purchased under 
     the Board's authorizations described above, and (ii) shares purchased in 
     connection with the exercise of stock options (which combined totaled 
     34,068 shares in January 2007, 20,091 shares in February 2007, 35,772
     shares in March 2007, 71,521 shares in April 2007, 225,419 shares in May 
     2007 and 74,233 shares in June 2007).

Item 3. Defaults Upon Senior Securities. - No matters require disclosure.

                                   43

--------------------------------------------------------------------------------


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

The stockholders of the Company voted on seven items at the Annual Meeting of
Stockholders held on May 8, 2007:
     
1.   The election of directors

2.   The ratification of the appointment of PricewaterhouseCoopers LLP as the 
     Company's Independent Registered Public Accounting Firm

3.   The proposal to amend the Company's Restated Certificate of Incorporation 
     to eliminate the supermajority vote

4.   The proposal to amend the Company's Restated Certificate of Incorporation 
     to eliminate the fair price provision

5.   The proposal to approve the Executive Annual Incentive Plan

6.   The proposal to approve the material terms of the performance criteria 
     under the Performance Unit Plan

7.   The stockholder proposal relating to Executive Compensation based on the 
     performance of peer companies

The nominees for directors were elected based upon the following votes:

Nominee              Votes For      Votes
                                    Withheld

Linda G. Alvarado    605,462,512    27,550,163
George W. Buckley    610,489,209    22,523,466
Vance D. Coffman     612,119,732    20,892,943
Michael L. Eskew     610,629,120    22,383,555
W. James Farrell     614,278,131    18,734,544
Herbert L. Henkel    610,422,340    22,590,335
Edward M. Liddy      612,022,970    20,989,705
Robert S. Morrison   610,445,959    22,566,716
Aulana L. Peters     608,440,087    24,572,588
Rozanne L.           603,206,676    29,805,999
Ridgway



The ratification of the appointment of PricewaterhouseCoopers LLP, an
independent registered public accounting firm, to audit the consolidated
financial statements of the company and its subsidiaries for the year 2007,
received the following votes:
For                       616,707,179
Against                   6,787,734
Abstain                   9,517,762
Broker Non-Vote           0



The proposal to amend the Restated Certificate of Incorporation to eliminate the
supermajority vote requirements received the following votes:
For                       607,469,943
Against                   14,364,620
Abstain                   11,178,112
Broker Non-Vote           0



The proposal to amend the Restated Certificate of Incorporation to eliminate the
fair price provision received the following votes:
For                       596,353,789
Against                   24,412,286
Abstain                   12,246,600
Broker Non-Vote           0



The proposal to approve the Executive Annual Incentive Plan received the
following votes:
For                       566,033,236
Against                   53,992,510
Abstain                   12,986,929
Broker Non-Vote           0



                                   44

--------------------------------------------------------------------------------


The proposal to approve the material terms of the performance criteria under the
Performance Unit Plan received the following votes:

For                       588,313,269
Against                   30,997,339
Abstain                   13,702,067
Broker Non-Vote           0



The Stockholder proposal relating to Executive Compensation based on the
performance of peer companies received the following votes:

For                       184,943,521
Against                   313,038,749
Abstain                   18,053,346
Broker Non-Vote           116,977,059



Item 5. Other Information.

As stated in our Form 8-K dated June 28, 2007, Margaret M. Smyth, Vice President
and Chief Accounting Officer, has resigned from 3M effective August 2, 2007, to
take a position with United Technologies Corporation as Vice President and
Controller.

Effective March 31, 2007, 3M voluntarily delisted from NYSE Arca Inc., formerly
the Pacific Exchange, to eliminate duplicative administrative requirements and
costs inherent with dual listings as a result of the NYSE Group's recent merger
with Archipelago Holdings, the parent company of NYSE Arca. 3M does not believe
that withdrawing its listing from NYSE Arca Inc. will have any impact on the
liquidity of its stock. NYSE Arca will continue to trade 3M stock on an unlisted
trading privilege basis. 3M's common stock will continue to be listed on the New
York Stock Exchange, the company's principal listing exchange.

Item 6. Exhibits.

Exhibits.  These exhibits are either incorporated by reference into this report
or filed with this report as indicated below. Exhibit numbers 10.1 through 10.23
are management contracts or compensatory plans or arrangements.

Index to Exhibits:
     
(3)  Articles of Incorporation and bylaws
          
     (3.1) Certificate of incorporation, as amended as of May 11, 2007, is 
           incorporated by reference from our Form 8-K dated May 14, 2007.
     (3.2) Bylaws, as amended as of November 13, 2006, are incorporated by 
           reference from our Annual Report on Form 10-K for the year ended 
           December 31, 2006.
     
(4)  Instruments defining the rights of security holders, including indentures:
     (4.1) Indenture, dated as of November 17, 2000, between 3M and Citibank, 
           N.A. with respect to 3M's senior debt securities, is incorporated by 
           reference from the Form 8-K dated December 7, 2000.
     (4.2) Indenture, dated as of November 21, 2002, between 3M and Citibank, 
           N.A. with respect to Liquid Yield Option(TM) Notes zero coupon senior 
           debt securities, is incorporated by reference from Registration No.
           333-103234 on Form S-3 filed on February 14, 2003.
     (4.3) First Supplemental Indenture, dated as of November 16, 2005, to 
           Indenture between 3M and Citibank, N.A. with respect to Liquid Yield 
           Option(TM) Notes zero coupon senior debt securities, is incorporated 
           by reference from our 8-K dated November 17, 2005.
     (4.4) Except as set forth in the preceding Exhibits 4.1, 4.2 and 4.3, the 
           instruments defining the rights of holders of long-term debt 
           securities of 3M have been omitted. We agree to furnish to the SEC, 
           upon request, a copy of such instruments with respect to issuances of 
           long-term debt of 3M.

(10) Material contracts and management compensation plans and arrangements:
    (10.1) 3M 2005 Management Stock Ownership Program is incorporated by 
           reference from our Proxy Statement for the 2005 Annual Meeting of 
           Stockholders.
    (10.2) 3M 2002 Management Stock Ownership Program is incorporated by 
           reference from our Proxy Statement for the 2002 Annual Meeting of 
           Stockholders.
    (10.3) 3M 1997 Management Stock Ownership Program is incorporated by 
           reference from our Proxy Statement for the 1997 Annual Meeting of 
           Stockholders.

                                   45

--------------------------------------------------------------------------------

          
    (10.4) 3M 1992 Management Stock Ownership Program is incorporated by 
           reference from our Proxy Statement for the 1992 Annual Meeting of 
           Stockholders.
    (10.5) Form of award agreement for non-qualified stock options granted under 
           the 2005 Management Stock Ownership Program, is incorporated by 
           reference from our Form 8-K dated May 16, 2005.
    (10.6) Form of award agreement for non-qualified stock options granted under 
           the 2002 Management Stock Ownership Program, is incorporated by 
           reference from our Form 10-K for the year ended December 31, 2004.
    (10.7) 3M 1997 General Employees' Stock Purchase Plan, as amended through 
           November 8, 2004, is incorporated by reference from our Form 10-K for 
           the year ended December 31, 2004.
    (10.8) 3M VIP (Voluntary Investment Plan) Plus is incorporated by reference 
           from Registration Statement No. 333-73192 on Form S-8, filed on 
           November 13, 2001.
    (10.9) 3M Deferred Compensation Plan, as amended through November 2005, is 
           incorporated by reference from our Registration Statement on Form 
           S-8 filed on December 6, 2005.
   (10.10) 3M Executive Annual Incentive Plan is incorporated by reference from 
           our Form 8-K dated May 14, 2007.
   (10.11) 3M Performance Unit Plan, as amended through February 11, 2007 is 
           incorporated by reference from our Form 8-K dated May 14, 2007.
   (10.12) Description of changes to 3M Compensation Plan for Non-Employee 
           Directors is incorporated by reference from our Form 8-K dated August 
           8, 2005.
   (10.13) 3M Compensation Plan for Non-Employee Directors, as amended, through 
           November 8, 2004, is incorporated by reference from our Form 10-K for 
           the year ended December 31, 2004.
   (10.14) 3M 1992 Directors Stock Ownership Program, as amended through 
           November 8, 2004, is incorporated by reference from our Form 10-K for 
           the year ended December 31, 2004.
   (10.15) 3M Executive Life Insurance Plan, as amended, is incorporated by 
           reference from our Form 10-K for the year ended December 31, 2003.
   (10.16) Summary of Personal Financial Planning Services for 3M Executives is 
           incorporated by reference from our Form 10-K for the year ended 
           December 31, 2003.
   (10.17) 3M policy on reimbursement of incentive payments is incorporated by 
           reference from our Form 10-K for the year ended December 31, 2006.
   (10.18) Employment agreement dated as of December 6, 2005, between 3M and 
           George W. Buckley is incorporated by reference from our Form 8-K 
           dated December 9, 2005.
   (10.19) Amendment, dated August 14, 2006, to employment agreement between 3M 
           and George W. Buckley is incorporated by reference from our Form 10-Q 
           for the quarter ended September 30, 2006.
   (10.20) Description of compensation plan for Robert S. Morrison is 
           incorporated by reference from our Form 8-K dated August 8, 2005.
   (10.21) Employment agreement dated as of January 23, 2002, between 3M and 
           Patrick D. Campbell is incorporated by reference from our Form 10-K 
           for the year ended December 31, 2001.
   (10.22) Employment agreement dated as of November 19, 2002, between 3M and 
           Richard F. Ziegler is incorporated by reference from our Form 10-K 
           for the year ended December 31, 2002.
   (10.23) Letter Agreement dated as of March 14, 2007, between 3M and Richard 
           F. Ziegler is incorporated by reference from our Form 8-K dated March 
           19, 2007.
   (10.24) Five-year Credit Agreement as of April 30, 2007 is incorporated by 
           reference from our Form 8-K dated May 3, 2007.


Filed electronically herewith:

     (12)  Calculation of ratio of earnings to fixed charges.
     (15)  A letter from the Company's independent registered public accounting 
           firm regarding unaudited interim consolidated financial statements.
    (31.1) Certification of the Chief Executive Officer pursuant to Section 302 
           of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
    (31.2) Certification of the Chief Financial Officer pursuant to Section 302 
           of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
    (32.1) Certification of the Chief Executive Officer pursuant to Section 906 
           of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
    (32.2) Certification of the Chief Financial Officer pursuant to Section 906 
           of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.


                                   46

--------------------------------------------------------------------------------


SIGNATURES

Pursuant to the requirements 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.
                                                      3M COMPANY
                                                     (Registrant)

Date: August 7, 2007
                                               By   /s/ Patrick D.
                                                    Campbell
                                                    Patrick D. Campbell,
                                  Senior Vice President and Chief Financial Officer

                               (Mr. Campbell is the Principal Financial Officer and has
                              been duly authorized to sign on behalf of the Registrant.)



                                   47

--------------------------------------------------------------------------------


                                                                      EXHIBIT 12

                                   3M COMPANY
                                AND SUBSIDIARIES

               CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES
                                   (Millions)
                                             Six         Year        Year        Year        Year        Year
                                             months      2006        2005        2004        2003        2002
                                             Ended
                                             June 30,
                                             2007
EARNINGS

Income before income taxes, minority         $ 3,469     $ 5,625     $ 4,828     $ 4,303     $ 3,448     $ 2,775
interest, and cumulative effect of
accounting change*

Add:

Interest expense                             93          139         101         88          103         100

Interest component of the ESOP benefit       3           8           10          12          14          16
expense

Portion of rent under operating leases       34          70          64          60          53          45
representative of the interest component

Less:
Equity in undistributed income of 20-50%     2           6           4           6           7           10
owned companies

TOTAL EARNINGS AVAILABLE FOR FIXED           $ 3,597     $ 5,836     $ 4,999     $ 4,457     $ 3,611     $ 2,926
CHARGES

FIXED CHARGES

Interest on debt                             99          138         94          78          93          100

Interest component of the ESOP benefit       3           8           10          12          14          16
expense

Portion of rent under operating leases       34          70          64          60          53          45
representative of the interest component

TOTAL FIXED CHARGES                          $ 136       $ 216       $ 168       $ 150       $ 160       $ 161

RATIO OF EARNINGS TO FIXED CHARGES           26.4        27.0        29.8        29.7        22.6        18.2
--------------------
     
*    First six months 2007 results included net pre-tax gains of $675 million, 
     with net benefits from gains related to the sale of businesses partially 
     offset by increases in environmental liabilities and restructuring actions. 
     2006 results included net pre-tax gains of $523 million, with net benefits 
     from gains related to the sale of certain portions of 3M's branded
     pharmaceuticals business partially offset by restructuring actions, 
     acquired in-process research and development expenses, settlement costs of 
     a previously disclosed antitrust class action, and environmental 
     obligations related to the pharmaceuticals business. 2003 includes a $93 
     million pre-tax loss related to an adverse ruling associated with a lawsuit 
     filed by LePage's Inc. 2002 includes net pre-tax losses of $202 million, 
     primarily related to the 2001/2002 corporate restructuring program.

--------------------------------------------------------------------------------


                                                                      EXHIBIT 15

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Commissioners:

We are aware that our report dated August 6, 2007 on our review of interim
consolidated financial information of 3M Company and its subsidiaries for the
three and six-month periods ended June 30, 2007 and 2006, and included in the
Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2007, is
incorporated by reference in the Company's registration statements on Form S-8
(Registration Nos. 33-14791, 33-49842, 33-58767, 333-26957, 333-30689,
333-30691, 333-44760, 333-44692, 333-73192, 333-101727, 333-101751, 333-109282,
333-128251 and 333-130150), and Form S-3 (Registration Nos. 33-48089, 333-42660,
333-98163, 333-109211, 333-112563 and 333-132041).

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Minneapolis, Minnesota
August 7, 2007

--------------------------------------------------------------------------------


                                                                    EXHIBIT 31.1

SARBANES-OXLEY SECTION 302 CERTIFICATION

I, George W. Buckley, certify that:
     
1.   I have reviewed this quarterly report on Form 10-Q of 3M 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.

/s/ George W. Buckley

George W. Buckley
Chief Executive Officer

August 7, 2007



--------------------------------------------------------------------------------


                                                                    EXHIBIT 31.2

SARBANES-OXLEY SECTION 302 CERTIFICATION

I, Patrick D. Campbell, certify that:

1.   I have reviewed this quarterly report on Form 10-Q of 3M 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.

/s/ Patrick D. Campbell

Patrick D. Campbell
Chief Financial Officer

August 7, 2007



--------------------------------------------------------------------------------


                                                                    EXHIBIT 32.1

SARBANES-OXLEY SECTION 906 CERTIFICATION

In connection with the Quarterly Report of 3M Company (the 'Company') on Form
10-Q for the period ended June 30, 2007 as filed with the Securities and
Exchange Commission on the date hereof (the 'Report'), I, George W. Buckley,
Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
that, to my knowledge:
     
1.   The Report fully complies with the requirements of Section 13(a) or 15(d) 
     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/ George W. Buckley

George W. Buckley
Chief Executive Officer

August 7, 2007



--------------------------------------------------------------------------------


                                                                    EXHIBIT 32.2

SARBANES-OXLEY SECTION 906 CERTIFICATION

In connection with the Quarterly Report of 3M Company (the 'Company') on Form
10-Q for the period ended June 30, 2007 as filed with the Securities and
Exchange Commission on the date hereof (the 'Report'), I, Patrick D. Campbell,
Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
that, to my knowledge:
     
1.   The Report fully complies with the requirements of Section 13(a) or 15(d) 
     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/ Patrick D. Campbell

Patrick D. Campbell
Chief Financial Officer

August 7, 2007



--------------------------------------------------------------------------------




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