2003 Audit Charter: BUD

ANHEUSER-BUSCH COMPANIES, INC.
AUDIT COMMITTEE CHARTER

OVERVIEW

The Audit Committee of the Board of Directors assists the full Board in
fulfilling its oversight responsibilities with respect to assuring that the
Company maintains (1) appropriate financial accounting and management
controls, (2) sound financial reporting practices, (3) appropriate and
independent advice from its Independent Accountants, and (4) compliance
with legal and regulatory requirements. The Audit Committee reports on
these matters to the full Board regularly.

The Audit Committee's role and proper functioning requires that it
monitor, review and challenge management and the Independent Accountants.
Although the Audit Committee will exercise the powers set forth in this
Charter, it is the responsibility of management throughout the Company to
ensure that overall controls are adequate to meet operating, financial and
compliance objectives, and it is the responsibility of management and the
Independent Accountants to plan and conduct audits, and to determine that
the Company's financial statements are materially complete and accurate and
are in accordance with U.S. generally accepted accounting principles.

The Audit Committee assists the full Board in independently overseeing
the performance of the internal and external audit functions to ensure
adequate audit coverage is achieved. Specifically, the audit function is
designed to ensure:

* A system of internal controls is maintained throughout the Company
which protects the assets of the Company and provides the proper
authorization and recording of transactions such that the financial
information is reliable and materially accurate; and

* Financial statements present fairly, in all material respects, the
financial condition, results of operations and cash flows of the
Company in accordance with U.S. generally accepted accounting
principles.

MEMBERSHIP

The Board of Directors shall appoint the Audit Committee members, all
of whom shall be Directors, but none of whom may be officers or employees
of Anheuser-Busch Companies, Inc. or any of its subsidiaries. All Audit
Committee members shall meet the independence and experience requirements
of the New York Stock Exchange (NYSE) and the U.S. Securities and Exchange
Commission (SEC).

The Audit Committee shall consist of not less than three members,
including a Chairperson. A majority of the members of the Committee shall
constitute a quorum. The Committee shall generally meet four times a year
or at whatever more frequent interval is considered necessary or
appropriate by the Committee in fulfilling its responsibilities. Audit
Committee members should be objective in spirit and judgment, and willing
to ask the right questions in order to obtain necessary facts and act
accordingly. The Audit Committee shall conduct an annual evaluation of the
Committee's performance.

RESPONSIBILITIES

1. Charter Review

The Audit Committee shall reassess the adequacy of its Charter annually
and recommend any proposed changes to the full Board for approval.

2. Selection of Independent Accountants

The Audit Committee shall recommend to shareholders for approval the
selection of the Company's Independent Accountants. The Committee shall
have the sole authority to select, evaluate, and if necessary, replace
the Independent Accountants. The Independent Accountants report directly
to the Audit Committee.


3. Auditor Evaluation

The Audit Committee shall evaluate and reach conclusions regarding the
qualifications and independence of the Independent Accountants.

The Audit Committee shall:

* Receive and review information from the Independent Accountants on a
periodic basis, including a formal written statement, pertaining to
the Independent Accountants' independence, including matters required
by Independence Standards Board Standard No. 1; discuss such
information with the Independent Accountants; and take appropriate
action as deemed necessary to satisfy itself of such independence.

* Discuss annually with Independent Accountants a report outlining
their internal quality control procedures, including material issues,
if any, cited in the most recent quality-control review, whether an
internal review or peer review. Also obtain and discuss a report
pertaining to any investigation by governmental or professional
authorities within the preceding five years concerning independent
audits carried out by the firm, including resolution of any issues.

* Review, in consultation with management, the terms of the engagement
of the Independent Accountants, including the scope of their audit,
proposed fees and personnel qualifications.

* Pre-approve all services (and related fees) provided by the
Company's Independent Accountants and prohibit the Independent
Accountants from performing any service that is prohibited under NYSE
or SEC auditor independence rules.

* Discuss with the Independent Accountants the matters required to be
discussed by Statement on Auditing Standards No. 61, relating to the
conduct of the audit.

* Receive required communications from the Independent Accountants
including, as necessary, information regarding the timetable for the
rotation of partners under SEC requirements.

* Discuss with the Independent Accountants the quality of the
Company's financial accounting personnel, and any relevant
recommendations of the Independent Accountants.

* Establish clear hiring policies for employees and former employees
of the Independent Auditor and monitor management's compliance with
the policy.

4. Matters Pertaining to the General Auditor

The Audit Committee shall review and make recommendations to the full
Board regarding the overall activities of the General Auditor including:

* Review and concur in the appointment, replacement, reassignment or
dismissal of the General Auditor.

* Review with the General Auditor the planned internal audit
activities and the results of such internal audit activities.

* Review the significant reports to management prepared by the General
Auditor, and management's response.

* Review with the General Auditor the adequacy of the Company's system
of internal accounting and financial controls.

* Review with the General Auditor the extent of compliance with
policies, plans, procedures, laws and regulations which could have a
significant impact on operations and reports.

* Discuss with the Independent Accountants the responsibilities,
budgets and staffing of the Company's internal audit department.


5. Matters Pertaining to Filings with Government Agencies

The Audit Committee shall:

* Review with the Independent Accountants and management the Company's
Form 10-K prior to filing with the Securities and Exchange Commission
and, if satisfied, recommend its approval to the full Board.

* Prepare the Audit Committee Report required by the Rules of the
Securities and Exchange Commission to be included in the Company's
annual proxy statement.

* Review the results of each quarterly review by the Independent
Accountants before the filing of the Company's Form 10-Q with the
Securities and Exchange Commission.

6. Financial Reporting

The Audit Committee shall:

* Review with management and the Independent Accountants the Company's
annual and quarterly financial statements, including disclosures
contained in Management's Discussion and Analysis.

* Review earnings press releases, as well as financial information or
earnings guidance provided to analysts and rating agencies.

* Review with management and the Independent Accountants both the
adequacy and quality of the Company's financial accounting and
reporting policies.

* Review, in connection with its review of the annual financial
statements, an analysis prepared by management and the Independent
Accountants of significant financial reporting issues and judgments
made in connection with the preparation of the Company's financial
statements.

* Review with the Independent Accountants and management the Company's
"Critical Accounting Policies," as defined by the SEC, including an
assessment regarding the adequacy of the Company's disclosures.

* Review with the Independent Accountants and management the results
of the Independent Accountants' year-end audit, including areas of
significant disagreement, if any, between management and the
Independent Accountants.

7. Controls

The Audit Committee shall:

* Review with management, the Independent Accountants and the General
Auditor their separate opinions as to the adequacy and effectiveness
of the Company's system of internal accounting controls, and review
with them the Independent Accountants' Annual Report on Internal
Controls and management's response thereto.

* Review the Company's procedures with respect to accounting and
financial controls, including changes in auditing and/or accounting
principles, practices and procedures.

* Review with management the Company's major financial risk exposures
and the steps management has taken to monitor, mitigate and control
such exposures.

8. Fraud and Illegal Acts

The Audit Committee shall:

* Receive and review reports regarding fraud involving senior
management and any fraud that causes a material misstatement of the
financial statements.

* Review reports of illegal acts that are not "clearly
inconsequential" that have come to the Independent Accountants'
attention in the course of their audits. Ensure, in such cases, that
management has taken timely and appropriate actions regarding reported
illegal acts that could have a material effect on the financial
statements.


9. Other Responsibilities

* Periodically, the Audit Committee will meet separately with
representatives from the Independent Accountants, General Auditor, and
management.

* Review with the Company's General Counsel legal matters that may
have a material impact on the financial statements, any material
reports or inquiries received from regulators or governmental
agencies, and other legal matters as appropriate.

* Receive reports from the Environmental Health and Safety Policy
Committee regarding implementation and compliance with the Company's
environmental policies and discuss with management any concerns the
Audit Committee may have with regard to the Company's environmental
practices.

* Establish procedures for the receipt, retention and treatment of
complaints received by the Company regarding accounting, internal
accounting controls or auditing matters and the confidential,
anonymous submission by employees of concerns regarding questionable
accounting or auditing matters.

10. General Powers

The Audit Committee may conduct or authorize investigations into any
matters within the scope of the Committee's responsibilities.

To carry out and effectuate the purposes of the foregoing resolutions,
the Audit Committee shall have authority it deems necessary to confer
with the Company's Independent Accountants, General Auditor and
Officers and to conduct or authorize investigations. The Audit
Committee shall have the authority to retain independent legal,
accounting or other consultants to advise the Committee.