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Wooed by numerous corporate suitors, Conoco has steadfastly proclaimed its love for Du Pont. What does the chemicals giant have that Seagrams and Mobil don't?

Du Pont's promise not to fire Conoco's top management has been one attraction. Another: Many of Conoco's principal stockholders also own large chunks of Du Pont. A just-released study by the Corporate Data Exchange found 34 stockholders -- including Capital Group, Manufacturers Hanover, and Citicorp -- who hold 23 percent of Conoco and 19 percent of Du Pont.

"In effect, the same shareholders will be deciding the fate of this merger on both sides of the transaction," says the report.

So, to stretch an analogy, Conoco may end up marrying itself .m

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