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                                                                EXHIBIT 10.22

               INCENTIVE STOCK OPTION (FORM S.C.) COVER SHEET

                                  UNDER THE
                       ANHEUSER-BUSCH COMPANIES, INC.
                          1998 INCENTIVE STOCK PLAN
                              GRANT INFORMATION

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                                                   Option Price
 GRANTED TO     Grant Date    Number of Options    $ Per Share    SAP ID Number

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             Expiration Date

                                  AGREEMENT

        This Incentive Stock Option Cover Sheet (the "ISO Cover Sheet") and
the Standard Incentive Stock Option Form Agreement (Version 11/05) (the
"Standard ISO Form"), which is incorporated herein by this reference,
together constitute a single Incentive Stock Option Agreement (this "ISO
Agreement") under the Anheuser-Busch Companies, Inc. 1998 Incentive Stock
Plan (the "Plan"). This ISO Agreement is between Anheuser-Busch Companies,
Inc. (the "Company") and the person named above under the caption "Granted
To" (the "Optionee"). By signing below, Optionee accepts the Options granted
under this ISO Agreement, agrees to be bound by the terms of this ISO
Agreement, and acknowledges that he or she has received, read, and
understood a complete copy of the Standard ISO Form which is part of this
ISO Agreement. Optionee understands that he or she may request another copy
of the Standard ISO Form from the Company as long as this ISO Agreement
remains outstanding.

        THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION THAT APPLIES
TO ALL DISPUTES RELATED TO THIS AGREEMENT, AND MAY BE ENFORCED BY THE
PARTIES.

        In witness whereof, the Company and the Optionee have executed this
ISO Agreement in duplicate as of its Grant Date.

        Anheuser-Busch Companies, Inc.


        By:                                By:
           ------------------------------     ------------------------------
                  Vice President                        Optionee


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               STANDARD INCENTIVE STOCK OPTION FORM AGREEMENT
                          (VERSION 11/05 FORM S.C.)
                  UNDER THE ANHEUSER-BUSCH COMPANIES, INC.
                          1998 INCENTIVE STOCK PLAN

         This Standard Incentive Stock Option Form Agreement (the "Standard
ISO Form"), and the Incentive Stock Option Cover Sheet (the "Cover Sheet")
which specifically incorporates this Standard ISO Form by reference,
together constitute a single Incentive Stock Option Agreement (this "ISO
Agreement" or this "Agreement") under the Anheuser-Busch Companies, Inc.
1998 Incentive Stock Plan (the "Plan"). This ISO Agreement is between
Anheuser-Busch Companies, Inc., a Delaware corporation (the "Company"), and
the person designated on the Cover Sheet under the caption "Granted To" (the
"Optionee"). The parties agree as follows:

         Section 1. GRANT. In conformity with the Plan, the provisions of
which are incorporated herein by this reference, and pursuant to action by
the Compensation Committee which administers the Plan (the "Committee"), the
Company hereby irrevocably grants to the Optionee Incentive Stock Options
(the "Options"), which are "incentive stock options" under Section 422 of
the Internal Revenue Code of 1986 ("Code"), as amended, to purchase all or
any part of the number of shares of common stock of the Company ("Stock")
equal to the number set forth on the Cover Sheet under the caption "Number
of Options", on the terms and conditions herein set forth. The grant
hereunder is made as of the Grant Date set forth on the Cover Sheet (the
"Grant Date").

         Section 2. OPTION PRICE. The purchase price per share of the Stock
covered by the Options (the "Option Price") shall be the price specified on
the Cover Sheet under the caption "Option Price $ Per Share".

         Section 3.  EXERCISABILITY.

                  (A) EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, THE
         OPTIONEE SHALL HAVE THE RIGHT TO EXERCISE ONE-THIRD OF THE OPTIONS
         ON AND AFTER THE FIRST ANNIVERSARY OF THE GRANT DATE, THE NEXT
         ONE-THIRD OF THE OPTIONS ON AND AFTER THE SECOND ANNIVERSARY OF THE
         GRANT DATE, AND THE REMAINING ONE-THIRD ON AND AFTER THE THIRD
         ANNIVERSARY OF THE GRANT DATE.

                  (b) Optionee shall not exercise and shall forfeit any of
         the Options which are not exercisable on the date Optionee ceases
         to be employed by any of the Company, a Subsidiary, or an
         Affiliate, unless such exercise dates are accelerated as provided
         herein.

                  (c) All outstanding Options shall become immediately
         exercisable:

                           (i)   on the date of the Optionee's Retirement or
                           Disability;

                           (ii)  on the date of Optionee's death while
                           employed by Company;

                           (iii) on the occurrence of an Acceleration Date;
                           or

                           (iv)  as contemplated in Section 3(h).


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                  (d) Optionee (or Optionee's guardian or legal
         representative in the case of Section 3(d)(iv)) may exercise any or
         all exercisable Options through the Expiration Date set forth on
         the Cover Sheet (the "Expiration Date") if:

                           (i)   the Optionee remains an employee of the
                           Company or any Subsidiary or an Affiliate through
                           the Expiration Date;

                           (ii)  the Optionee voluntarily terminates his or
                           her employment due to Retirement;

                           (iii) the Optionee's employment is involuntarily
                           terminated by any of the Company, a Subsidiary,
                           or an Affiliate because of a sale of a Subsidiary
                           or Interest in an Affiliate, or a sale of assets
                           of any business operation owned by the Company, a
                           Subsidiary or an Affiliate, or because of a
                           liquidation, shutdown, spin-off, distribution,
                           reorganization, reduction in force, lay-off or
                           similar event and the Optionee is not
                           contemporaneously hired by another of the
                           Company, a Subsidiary or an Affiliate; or

                           (iv)  the Optionee's employment is terminated as a
                           result of a Disability.

                  (e) If Optionee voluntarily terminates his or her
         employment other than due to Retirement, Optionee may exercise any
         or all Options that are exercisable on the date of such termination
         through the earlier of the Expiration Date or the period ending
         three (3) months following the date of such termination.

                  (f) If Optionee dies prior to the Expiration Date (whether
         or not Optionee is then employed by the Company, a Subsidiary or an
         Affiliate), all Options the Optionee (or Optionee's guardian or
         legal representative in the case of Section 3(d)(iv)) had the right
         to exercise at the date of death (including all Options that become
         exercisable at the date of death pursuant to Section 3(c)(ii)
         hereof) may be exercised by Optionee's "Post Death Representatives"
         (as defined in Section 5(a) hereof) but only until the earlier to
         occur of the Expiration Date or the date three (3) years after the
         date of death, and shall not be exercised thereafter.

                  (g) Optionee shall forfeit all Options, regardless of
         whether or not exercisable, if such Optionee's employment is
         terminated for cause or for any other reason not set forth Section
         3(d)(ii), (iii), (iv), (e) or (f).

                  (h) The Committee may accelerate the dates on which the
         Options become exercisable at any time and for any reason.

                  (i) The exercisability of the Options shall not be
         affected by any change of duties or position of Optionee so long as
         Optionee continues to be an employee of at least one of the
         Company, a Subsidiary or an Affiliate.

                  (j) An Optionee who is as of the Grant Date on, or
         following the Grant Date commences, an Employer-authorized leave of
         absence for any reason (a "Leave of Absence") shall be deemed to
         remain employed by the Employer for purposes of this Option grant
         unless (i) the Leave of Absence extends beyond the second
         anniversary (the "Leave of Absence Expiration Date") of the date on
         which the Leave of Absence

FORM ISO - SC                          3                             v. 11/05



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         commenced, and (ii) the Leave of Absence Expiration Date occurs
         prior to the Expiration Date, in which event the Optionee will be
         deemed to have terminated his or her employment with the effect set
         forth in Section 3(e) on and as of the Leave of Absence Expiration
         Date.

                  (k) An Optionee who is as of the Grant Date on, or
         following the Grant Date commences, an Employer-authorized special
         assignment shall be deemed to remain employed by the Employer
         throughout the term of the special assignment for all purposes
         under this Agreement.

         Section 4. TERMINATION. The Options shall terminate and cease to be
exercisable in accordance with the following provisions:

         (a) Notwithstanding any other provisions of this Agreement, the
Options shall terminate at the close of business on the Expiration Date,
unless sooner terminated as provided below.

         (b) The Options shall terminate when they no longer may be
exercised pursuant to Section 3, if sooner than the Expiration Date.

         Section 5. EXERCISES.

         (a) Optionee may exercise some or all of the Options, to the extent
exercisable, by paying the Option Price of the Options exercised and taking
all other required actions in accordance with Section 5(b). The Options may
be exercised only by Optionee or his or her guardian or legal representative
during his or her lifetime, and only by Optionee's Post-Death
Representatives after Optionee's death. The term "Post-Death
Representatives" means the executor or administrator of Optionee's estate or
the person or persons to whom Optionee's rights under this Agreement shall
pass by his or her will or the laws of descent and distribution.

         (b) Any exercise of the Options shall be made only in accordance
with those procedures required or expressly permitted by the Secretary at
the time of the exercise. Exercise procedures may be changed by the
Secretary during the term of the Options. The Secretary's exercise
procedures may impose restrictions and requirements concerning payment of
the Option Price, payment of taxes, issuance and delivery of Stock,
communications between the Company (or its agents) and the Optionee, the
effectiveness and effective date of the exercise, and all other matters
pertaining to the exercise. Optionee may request from the Secretary's office
at any time a summary of those exercise procedures which then are in effect;
it is Optionee's responsibility to ascertain and follow those exercise
procedures in effect at the time of each exercise. Any deviation from the
Secretary's procedures permitted in one exercise shall not entitle the
Optionee to utilize or rely upon that deviation in a later exercise.

         Section 6. WITHHOLDING TAXES. If and when Optionee's Employer
becomes required to collect Required Withholding Taxes, the Optionee shall
promptly pay to the Company or Employer (as required by the Committee or the
Company at the time) the amount of such Required Withholding Taxes in cash.
If at the time of exercise the Options have for any reason become
Non-Qualified Stock Options, cash payment shall not be required if Optionee
makes a Tax Election in accordance with the following terms and conditions:

         (a) General Rules for Tax Elections. Optionee may make an election
(a "Tax Election") to have the Company withhold from the shares of Stock
payable to Optionee that number of shares determined in accordance with
paragraph (b) below. Optionee may make a Tax Election

FORM ISO - SC                          4                             v. 11/05



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only at the time of an exercise; such Election may relate only to such
exercise. Each Tax Election shall be governed by the rules of the Committee
or Secretary as in effect at the time of the Election. If a Tax Election is
duly made, the Company will make a cash payment to the appropriate taxing
authorities equal to the aggregate value on the exercise date of all shares
of Stock withheld, even if (as a result of rounding) the amount paid exceeds
the amount of Required Withholding Taxes. For purposes of this Section 6,
the value of Stock on the exercise date may be determined in any manner
approved by the Committee or Secretary at that time and need not be based on
"Fair Market Value" as defined in the Plan. Moreover the Secretary shall
establish rounding and all other administrative rules from time to time,
which shall govern all Tax Elections.

         (b) Number of Shares Withheld. The number of shares of Stock to be
withheld with respect to an exercise as to which a Tax Election is duly made
will be determined by dividing the amount of Required Withholding Taxes
related to the exercise by the value of a share of Stock on the exercise
date.

         Section 7. ADJUSTMENTS. In the event of (a) any change in the
outstanding shares of Stock by reason of any stock split, combination of
shares, stock dividend, reorganization, merger, consolidation, or other
corporate change having a similar effect, (b) any separation of the Company
including a spin-off or other distribution of stock or property by the
Company, or (c) any distribution to stockholders generally other than a
normal dividend, the Committee shall make such equitable adjustment to the
Options (to the extent then outstanding) as it shall deem appropriate in
order to prevent the dilution or enlargement of (i) the shares of Stock
which may be issued pursuant to the Options or (ii) the economic value of
the Options, subject to the limitations and requirements of the Plan from
time to time. Any such determination by the Committee shall be conclusive
and binding on all concerned.

         Section 8. COMPLIANCE WITH SECURITIES LAWS, ETC. In its discretion,
the Company may place legends upon any Stock certificates issued hereunder,
and otherwise may restrict Optionee's ability to transfer such Stock, if and
to the extent necessary to comply with, or facilitate the Company's
compliance with, federal or state securities laws or any regulations or
rules thereunder, or the requirements of the New York Stock Exchange or
other exchange upon which the Stock is listed or approved for listing. The
provisions of this Section shall terminate upon the occurrence of an
Acceleration Date described in Section 3(c) above.

         Section 9. LIMITATION ON RIGHTS IN COMPANY STOCK. Neither Optionee
nor his or her executor or administrator, legatees or distributees, as the
case may be, shall have any of the rights of a shareholder with respect to
shares of Stock covered by the Options until shares of Stock are issued to
him, her or them upon exercise of the Options.

         Section 10. LIMITATIONS ON TRANSFERS. The Options shall not be
transferable by Optionee otherwise than by will or by the laws of descent
and distribution. If, at the time of exercise, the Options continue to be
Incentive Stock Options, the certificate representing the shares of Stock
issued upon exercise of the Options shall not be issued in the name of a
nominee for the Optionee, and may be legended, as required by the Company,
to prevent transfer into the name of a nominee; provided, however, that the
restrictions stated in the legend shall terminate no later than the
expiration of the restrictions on disposition of such shares specified in
Section 422(a)(1) of the Code.

         Section 11. NO RIGHT TO EMPLOYMENT. Nothing in this Agreement or
the Plan shall confer on the Optionee any right or expectation to continue
in the employ of his or her Employer or the Company, or to interfere in any
manner with the absolute right of the Employer

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or the Company to change or terminate the Optionee's employment at any time
for any reason or no reason.

         Section 12. DEFINITIONS.

         "Act" means the Securities Exchange Act of 1934, as amended from
time to time.

         "Disability" means the condition of being "disabled" within the
meaning of Section 422(c)(6) of the Code, or any successor to such Section.

         "Reporting Person" as of a given date, means an Optionee who would
be required to report a purchase or sale of Stock occurring on such date to
the Securities and Exchange Commission pursuant to Section 16(a) of the Act
and the rules and regulations thereunder.

         "Retirement" means voluntary termination of employment from the
Company or a Subsidiary (i) after an individual attains age sixty (60); or
(ii) after completion of twenty (20) years of service with the Company
and/or its Subsidiaries or Affiliates.

         "Rule 16b-3" means Rule 16b-3 (as amended from time to time)
promulgated by the Securities and Exchange Commission under the Act, and any
successor thereto.

         Other capitalized terms not defined in this Agreement shall have
the meanings given in the Plan.

         Section 13. RULE 16b-3. If and as long as Optionee is a Reporting
Person, he or she shall not act with respect to the Options in a manner
which, in the Company's or Committee's judgment, would contravene any
requirement of Rule 16b-3 as in effect at the time of such action. However,
the Company or Committee may permit Optionee to contravene Rule 16b-3 if
Optionee has been fully apprised of the legal consequences of such action.

         Section 14. AMENDMENTS. This Agreement may be amended in writing by
mutual agreement of the Company and Optionee, provided that the Company may
amend this Agreement unilaterally (i) if the amendment does not adversely
affect or impair the rights of the Optionee, (ii) if the Company determines
that the amendment is necessary to comply with Rule 16b-3, or (iii) if the
Company determines that the amendment is necessary to prevent benefits under
this Agreement from constituting "applicable employee remuneration" within
the meaning of Section 162(m) of the Code. The Company shall give notice to
the Optionee of any such unilateral amendment either before or promptly
after the effective date thereof. Notwithstanding the foregoing, no
amendment shall be made unilaterally if at that time the Options continue to
be Incentive Stock Options and if such amendment would cause the Options to
become Non-Qualified Stock Options.

         Section 15. INTERPRETATION. It is intended that the Options granted
herein shall in all respects be subject to and governed by the provisions of
the Plan and that, when granted, they shall meet the requirements of the
"incentive stock option" provisions presently embodied in Section 422 of the
Code. This Agreement shall in all respects be so interpreted and construed
as to be consistent with this intention. If the Options cease meeting the
requirements of the incentive stock option provisions in Section 422 of the
Code, they shall become "Non-Qualified Stock Options" as defined in the
Plan.

          Section 16. SEVERABILITY. In the event that any provision of this
Agreement shall be held illegal, invalid, or unenforceable for any reason,
such provision shall be fully severable, but shall not affect the remaining
provisions of this Agreement and this Agreement shall be

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construed and enforced as if the illegal, invalid, or unenforceable
provision had never been included herein.

         Section 17. ELECTRONIC DELIVERY AND SIGNATURES. Optionee hereby
consents and agrees to electronic delivery of any Plan documents, proxy
materials, annual reports and other related documents. Optionee hereby
consents to any and all procedures that the Company has established or may
establish for an electronic signature system for delivery and acceptance of
Plan documents (including documents relating to any programs adopted under
the Plan), and agrees that his or her electronic signature is the same as,
and shall have the same force and effect as, his or her manual signature.
Optionee consents and agrees that any such procedures and delivery may be
effected by a third party engaged by the Company to provide administrative
services related to the Plan, including any program adopted under the Plan.

         Section 18. GOVERNING LAW. This Agreement and any other document
delivered hereunder shall be construed in accordance with and governed by
the laws of the state of Missouri without regard to the principles of
conflicts of law. Each party hereto submits to the exclusive jurisdiction of
the Circuit Court for the County of St. Louis, State of Missouri ("County
Court") residing in St. Louis County for purposes of all legal proceedings
(including, but not limited to, actions to compel arbitration under the
provisions of this Agreement) arising out of or relating to this Agreement
or the transactions contemplated hereby. In the event that the County Court
is for any reason not available for purposes of any such legal proceeding,
then each party hereto submits to the exclusive jurisdiction of the United
States District Court for the Eastern District of Missouri, Eastern Division
(St. Louis). Each party hereto irrevocably waives, to the fullest extent
permitted by law, any objections that either party may now or hereafter have
to the aforesaid venue, including without limitation any claim that any such
proceeding brought in either such court has been brought in an inconvenient
forum, provided however, this provision shall not limit the ability of
either party to enforce the other provisions of this Section.

         Section 19. AGREEMENT TO ARBITRATE CLAIMS. Optionee and the Company
acknowledge and agree that any and all disputes relating to or arising out
of this Agreement shall be resolved through binding arbitration under the
procedures specified by the Company's Dispute Resolution Program (DRP). The
results of said arbitration shall be final and binding on both Optionee and
the Company. Each party may enforce this Section. Each party hereto
irrevocably waives, to the fullest extent permitted by law, any and all
rights to a jury trial.

         Section 20. CONFORMITY WITH LOCAL LAWS. Notwithstanding any other
provision of this Agreement, the Company and Optionee agree that: (a) to the
extent that any provision of this Agreement is illegal or void under the
laws of the country or province (other than the United States or its states)
of which Optionee is a citizen or resident ("Local Laws"), such provision
shall be deemed changed to the minimum extent necessary to conform to the
requirements of such Local Laws; (b) to the extent Local Laws require this
Agreement to contain a provision, whether it be a covenant, restriction,
prohibition, or otherwise, that provision shall be deemed included in this
Agreement; and (c) the provisions of this Agreement shall be deemed changed
to the extent necessary to ensure compliance by the Company and Optionee
with all Local Laws governing taxation. This Agreement may be restated by
the Company after the Grant Date to reflect the changes provided in this
Section, and also may be restated by the Company in a language other than
English even if not required by Local Laws. Optionee's consent to any such
changes or restatements shall be required only to the extent required by
Local Laws or by the Company.

FORM ISO - SC                          7                             v. 11/05