BIOTECHNICA INTERNATIONAL, INC.
          SIXTH AMENDMENT TO SECURED REVOLVING CREDIT AGREEMENT
          AND FOURTH AMENDMENT TO SECURED REVOLVING CREDIT NOTE


Harris Trust and Savings Bank
Chicago, Illinois

Gentlemen:

Reference is hereby made to that certain Secured Revolving Credit 
Agreement dated as of October 26, 1993, as amended (the "Credit 
Agreement") between the undersigned, BioTechnica International, Inc., a 
Delaware corporation (the "Company") and you (the "Bank").  All 
capitalized terms used herein without definition shall have the same 
meanings herein as such terms have in the Credit Agreement.

The Company has requested that the Bank make certain amendments to the 
Credit Agreement and the Bank is willing to do so under the terms and 
conditions set forth in this Amendment.

1.  AMENDMENTS

Upon your acceptance hereof in the space provided for that purpose 
below, and the satisfaction of the conditions precedent set forth in 
Section 2 hereof, the Credit Agreement and the Note shall be and hereby 
are amended as follows:

1.1  Section 1.1 of the Credit Agreement shall be restated in its 
entirety to read as follows:

"SECTION 1.1.  AMOUNT OF OUTSTANDING CREDIT.  (a)  The maximum aggregate 
principal amount of the Revolving Credit at any one time outstanding 
hereunder shall not exceed the lesser of (i) $12,000,000 (such amount, 
as reduced pursuant to this Agreement is referred to as the "Bank's 
Commitment") from the date hereof through December 1, 1996 (the 
"Termination Date"), or (ii) the then Borrowing Base as determined in 
the most recent Borrowing Base Certificate, and may be availed by the 
Company from time to time, be repaid and used again, during the period 
from the date hereof through the Termination Date.  Loans under the 
Revolving Credit may be Domestic Rate Loans or Eurodollar Rate Loans or 
Offered Rate Loans (each as hereinafter defined).  Each Fixed Rate Loan 
shall be in an amount of $1,000,000 or such greater amount as is an 
integral multiple of $100,000 and each Domestic Rate Loan shall be in an 
amount of $100,000 or such greater amount as is an integral multiple of 
$100,000."

1.2  Section 1.2 of the Credit Agreement shall be amended by restating 
the third sentence thereof as follows:

"The Bank shall record on its books or records or on a schedule to the 
Note, the amount of each loan made by it under the Revolving Credit, all 
payments of principal and interest and the principal balance from time 
to time outstanding and the interest rate and Interest Period applicable 
to each Fixed Rate Loan, provided that prior to transfer of the Note all 
such amounts shall be recorded on the schedule to the Note."

1.3  Sections 1.3 and 1.4 of the Credit Agreement shall be restated in 
their entirety to read as follows:

"SECTION 1.3.  APPLICABLE INTEREST RATES.  (a)  All Domestic Rate Loans 
hereunder shall bear interest (computed on the basis of a year of 360 
days and actual days elapsed) on the unpaid principal amount thereof 
from the date such loan is made until maturity (whether by acceleration 
or otherwise) at a rate per annum equal to the Domestic Rate from time 
to time in effect, payable monthly on the last day of each calendar 
month in each year, commencing on the first such date occurring after 
the date of this Agreement, and at maturity (whether by acceleration or 
otherwise).

(b)  Each Eurodollar Rate Loan shall bear interest (computed on the 
basis of a year of 360 days and actual days elapsed) on the unpaid 
principal amount thereof from the date such Eurodollar Rate Loan is made 
until the last day of the Interest Period applicable thereto and at 
maturity (whether by acceleration or otherwise) at the rate per annum 
equal to the sum of three-quarters of one percent (0.75%) plus the 
Adjusted Eurodollar Rate for the Interest Period applicable thereto, 
payable on the last day of the Interest Period applicable thereto and at 
maturity (whether by acceleration or otherwise) and, with respect to 
Interest Periods of greater than three months, on the date occurring 
every three months after the day such Interest Period began.

(c)  Each Offered Rate Loan shall bear interest (computed on the basis 
of a year of 360 days and actual days elapsed) on the unpaid principal 
amount thereof from the date such Offered Rate Loan is made until the 
last day of the Interest Period applicable thereto and at maturity 
(whether by acceleration or otherwise) at the Offered Rate for such 
Interest Period.  Interest on each Offered Rate Loan shall be due and 
payable on the last day of each Interest Period applicable thereto and, 
with respect to any Interest Period applicable to an Offered Rate Loan 
in excess of ninety (90) days, on the date occurring every ninety (90) 
days after the date such Interest Period began and at the end of such 
Interest Period.  The Company shall notify the Bank on or before 11:00 
a.m. (Chicago time) on the Business Day preceding the end of an Interest 
Period applicable to an Offered Rate Loan whether such Offered Rate Loan 
is to continue as an Offered Rate Loan, in which event the Company shall 
notify the Bank of the new Interest Period selected therefor, and in the 
event the Company shall fail to so notify the Bank, such Offered Rate 
Loan shall automatically be converted into and added to the Domestic 
Rate Loan as of and on the last day of such Interest Period.  The 
Company understands and agrees that the Bank has no obligation to quote 
Offered Rates or to make any Offered Rate Loan available to the Company, 
that the Bank may refuse to make any such Offered Rate Loan after 
receiving a request therefor from the Company, and that any such Offered 
Rate Loan made available to the Company shall be subject to such other 
terms and conditions are mutually agreed upon by the Company and the 
Bank.

(d)  If any payment of principal on any loan is not made when due, such 
unpaid amount shall bear interest (computed on the basis of a year of 
360 days and actual days elapsed) from the date such payment was due 
until paid in full, payable on demand, at a rate per annum equal to:

(i)  with respect to any Domestic Rate Loan, the sum of 2% plus the 
Domestic Rate from time to time in effect; and

(ii)  with respect to any Fixed Rate Loan, the sum of 2% plus the rate 
of interest in effect thereon at the time of such default until the end 
of the Interest Period then applicable thereto, and, thereafter, at a 
rate per annum equal to the sum of 2% plus the Domestic Rate from time 
to time in effect.

SECTION 1.4.  MANNER OF BORROWING.  The Company shall notify the Bank 
(i) by 1:30 p.m. (Chicago time) on the date any Domestic Rate Loan is to 
be made, (ii) by 11:00 a.m. (Chicago time) at least three (3) Business 
Days prior to the date upon which the Company requests that any 
Eurodollar Rate Loan be made or that any part of the Domestic Rate Loan 
or any part of an Offered Rate Portion be converted into a Eurodollar 
Rate Loan and (iii) by 11:00 a.m. (Chicago time) at least one (1) 
Business Day prior to the date upon which the Company requests that any 
Offered Rate Loan be made or that any part of the Domestic Rate Loan or 
any part of a Eurodollar Rate Loan be converted into an Offered Rate 
Loan (each such notice to specify in each instance the amount thereof 
and the Interest Period selected therefor).  If any request is made to 
convert a Fixed Rate Loan into another type of loan available hereunder, 
such conversion shall only be made so as to become effective as of the 
last day of the Interest Period applicable thereto.  All requests for 
the creation, continuance and conversion of loans under this Agreement 
shall be irrevocable.  Such requests may be written or oral and the Bank 
is hereby authorized to honor telephonic requests for creations, 
continuances and conversions received by it from any person the Bank in 
good faith believes to be an authorized representative of the Company 
without the need of independent investigation, the Company hereby 
indemnifying the Bank from any liability or loss ensuing from so acting.  
The proceeds of each loan made under the Revolving Credit shall be made 
available to the Company be being deposited in its account with the Bank 
or to such other account as the Company may direct in writing at the 
time a loan is requested as provided in this SECTION 1.4; PROVIDED, 
HOWEVER, that if prior to the time the Bank has disbursed the proceeds 
of such loan an Event of Default or Potential Default shall have 
occurred, the Bank shall not be required to disburse such loan."

1.4  Section 2.2 of the Credit Agreement shall be amended by deleting 
the last sentence thereof and substituting therefor the following:

"The Company may not prepay any Fixed Rate Loan.  Unless the Company 
directs otherwise, principal payments shall first be applied to Domestic 
Rate Loans until payment in full thereof, with any balance applied to 
the Fixed Rate Loans in the order in which their Interest Periods 
expire."

1.5  The definition of the term "Eligible Receivables" appearing in 
Section 4.1 of the Credit Agreement shall be amended by replacing 
subsection (d) thereof with the following:

"(d)  it has not remained unpaid in whole or in part for (i) more than 
sixty (60) days past its due date or (ii) if during the period from July 
1st through November 30th of any calendar year, more than ninety (90) 
days past its due date PROVIDED such Receivable appears on the most 
recent list of past due Receivables delivered to the Bank pursuant to 
Section 7.4(d) hereof;"

1.6  The definition of the term "Interest Period" appearing in Section 
4.1 of the Credit Agreement shall be restated in its entirety to read as 
follows:

""INTEREST PERIOD" means, with respect to (a) any Eurodollar Rate Loan, 
the period commencing on, as the case may be, the creation, continuation 
or conversion date with respect to such Eurodollar Rate Loan and ending 
one (1), two (2), three (3) or six (6) months thereafter as selected by 
the Company in its notice as provided herein and (b) any Offered Rate 
Loan, the period commencing on, as the case may be, the creation, 
continuation or conversion date with respect to such Offered Rate Loan 
and ending five (5) to ninety (90) days thereafter as selected by the 
Company in its notice as provided herein; PROVIDED THAT, all of the 
foregoing provisions relating to Interest Periods are subject to the 
following:

(i) if any Interest Period would otherwise end on a day which is not a 
Business Day, that Interest Period shall be extended to the next 
succeeding Business Day, unless in the case of an Interest Period for a 
Eurodollar Rate Loan the result of such extension would be to carry such 
Interest Period into another calendar month in which event such Interest 
Period shall end on the immediately preceding Business Day;

(ii)  no Interest Period may extend beyond the final maturity date of 
the Note;

(iii)  the interest rate to be applicable to each Fixed Rate Loan for 
each Interest Period shall apply from and including the first day of 
such Interest Period to but excluding the last day thereof; and

(iv)  no Interest Period may be selected if after giving effect thereto 
the Company will be unable to make a principal payment scheduled to be 
made during such Interest Period without paying part of a Fixed Rate 
Loan on a date other than the last day of the Interest Period applicable 
thereto.

For purposes of determining an Interest Period, a month means a period 
starting on one day in a calendar month and ending on a numerically 
corresponding day in the next calendar month, provided, however, if an 
Interest Period begins on the last day of a month or if there is no 
numerically corresponding day in the month in which an Interest Period 
is to end, then such Interest Period shall end on the last Business Day 
of such month."

1.7  Section 4 of the Credit Agreement shall be amended by inserting the 
following new definitions in the appropriate alphabetical order:

""FIXED RATE LOAN" means and includes Eurodollar Rate Loans and Offered 
Rate Loans, unless the context in which such term is used shall 
otherwise require.

"OFFERED RATE" shall mean the rate per annum quoted to the Company by 
the Bank for the applicable Interest Period, such Offered Rate being 
subject at all times to the provisions of Section 1.3(c) hereof.

"OFFERED RATE LOAN" shall mean a loan hereunder bearing interest as 
provided in Section 1.3(c) hereof."

1.8  Section 9 of the Credit Agreement shall be restated in its entirety 
to read as follows:

"SECTION 9.  CHANGE IN CIRCUMSTANCES REGARDING FIXED RATE LOANS.

SECTION 9.1.  CHANGE OF LAW.  Notwithstanding any other provisions of 
this Agreement or the Note, if at any time the Bank shall determine in 
good faith that any change in applicable law or regulation or in the 
interpretation thereof makes it unlawful for the Bank to make or 
continue to maintain any Fixed Rate Loan or to give effect to its 
obligations as contemplated hereby, the Bank shall promptly give notice 
thereof to the Company.  Company shall prepay on demand the outstanding 
principal amount of any such affected Fixed Rate Loan made to it, 
together with all interest accrued thereon and all other amounts due and 
payable to the Bank under this Agreement; PROVIDED, HOWEVER, the Company 
may then elect to borrow the principal amount of such affected Fixed 
Rate Loan by means of another type of loan available hereunder, subject 
to all of the terms and conditions of this Agreement.

SECTION 9.2.  UNAVAILABILITY OF DEPOSITS OR INABILITY TO ASCERTAIN 
ADJUSTED EURODOLLAR RATE.  Notwithstanding any other provision of this 
Agreement or of the Note, if prior to the commencement of any Interest 
Period, the Bank shall determine that deposits in the amount of any 
Eurodollar Rate Loan scheduled to be outstanding during such Interest 
Period are not readily available to the Bank in the relevant market or 
by reason of circumstances affecting the relevant market, adequate and 
reasonable means do not exist for ascertaining the Adjusted Eurodollar 
Rate, then the Bank shall promptly give notice thereof to the Company 
and the obligations of the Bank to create, continue or effect by 
conversion any Eurodollar Rate Loan in such amount and for such Interest 
Period shall terminate until deposits in such amount and for the 
Interest Period selected by the Company shall again be readily available 
in the relevant market and adequate and reasonable means exist for 
ascertaining the Adjusted Eurodollar Rate.

SECTION 9.3.  TAXES AND INCREASED COSTS.  With respect to the Fixed Rate 
Loans, if the Bank shall determine in good faith that any change in any 
applicable law, treaty, regulation or guideline (including, without 
limitation, Regulation D of the Board of Governors of the Federal 
Reserve System) or any new law, treaty, regulation or guideline, or any 
interpretation of any of the foregoing by any governmental authority 
charged with the administration thereof or any central Bank or other 
fiscal, monetary or other authority having jurisdiction over the Bank or 
its lending branch or the Fixed Rate Loans contemplated by this 
Agreement (whether or not having the force of law) ("CHANGE IN LAW") 
shall:

(a)   impose, modify or deem applicable any reserve, special deposit or 
similar requirements against assets held by, or deposits in or for the 
account of, or loans by, or any other acquisition of funds or 
disbursements by, the Bank (other than reserves or assessment rates 
included in the determination of the interest rate applicable to such 
Fixed Rate Loan);

(b)  subject the Bank, any Fixed Rate Loan or the Note to any tax 
(including, without limitation, any United States interest equalization 
tax or similar tax however named applicable to the acquisition or 
holding of debt obligations and any interest or penalties with respect 
thereto), duty, charge, stamp tax, fee deduction or withholding in 
respect of this Agreement, any Fixed Rate Loan or the Note except such 
taxes as may be measured by the overall net income of the Bank or its 
lending branch and imposed by the jurisdiction, or any political 
subdivision or taxing authority thereof, in which the Bank's principal 
executive office or its lending branch is located;

(c)  change the basis of taxation of payments of principal and interest 
due from the Company to the Bank hereunder or under the Note (other than 
by a change in taxation of the overall net income of the Bank); or

(d)  impose on the Bank any penalty with respect to the foregoing or any 
other condition regarding this Agreement, its disbursement, any Fixed 
Rate Loan or the Note;

and the Bank shall determine that the result of any of the foregoing is 
to increase the cost (whether by incurring a cost or adding to a cost) 
to the Bank by making or maintaining any Fixed Rate Loan hereunder or to 
reduce the amount of principal or interest received by the Bank, then 
the Company shall pay to the Bank from time to time as specified by the 
Bank such additional amounts as the Bank shall determine are sufficient 
to compensate and indemnify it for such increased cost or reduced 
amount.  If the Bank makes such a claim for compensation, it shall 
provide to the Company a certificate setting forth such increased cost 
or reduced amount as a result of any event mentioned herein.  Upon the 
imposition of any such cost, the Company may prepay any affected Loan, 
subject to the provisions of Section 2.2 and 9.4 hereof, except the 
provisions of Section 2.2 limiting prepayment of any Fixed Rate Loan.

SECTION 9.4.  FUNDING INDEMNITY.  In the event the Bank shall incur any 
loss, cost, expense or premium (including, without limitation, any lost 
profit and any loss, cost, expense or premium incurred by reason of the 
liquidation or re-employment of deposits or other funds acquired by the 
Bank to fund or maintain any Eurodollar Rate Loan or the relending or 
reinvesting of such deposits or amounts paid or prepaid to the Bank) as 
a result of:

(i)  any payment or prepayment of a Fixed Rate Loan on a date other than 
the last day of the then applicable Interest Period;

(ii)  any failure by the Company to borrow any Fixed Rate Loan on the 
date specified in the notice given pursuant to Section 1.3 hereof; or

(iii)  the occurrence of any Event of Default;

then, upon the demand of the Bank, the Company shall pay to the Bank 
such amount as will reimburse the Bank for such loss, cost or expense.

SECTION 9.5.  LENDING BRANCH.  The Bank may, at its option, elect to 
make, fund or maintain its loans hereunder at the branch or office 
specified in Section 10.6 hereof or such other of its branches or 
offices as the Bank may from time to time elect, subject to the 
provisions of Section 1.3 hereof.

SECTION 9.6.  DISCRETION OF BANK AS TO MANNER OF FUNDING.  
Notwithstanding any provision of this Agreement to the contrary, the 
Bank shall be entitled to fund and maintain its funding of all or any 
part of its loans in any manner it sees fit, it being understood 
however, that for the purposes of this Agreement all determinations 
hereunder shall be made as if the Bank had actually funded and 
maintained each Fixed Rate Loan during each Interest Period for such 
Loan through the purchase of deposits in the relevant interbank market 
having a maturity corresponding to such Interest Period and bearing an 
Interest Rate equal to the Eurodollar Rate or Offered Rate, as the case 
may be, for such Interest Period."

1.9  Section 7.4(d) of the Credit Agreement shall be amended by 
inserting the following phrase immediately before the semicolon 
appearing at the end thereof:

"and, for each of the months of June, July, August, September, October 
and November in each year, a listing of the Account Debtors of the 
Company and each Guarantor Subsidiary showing total Receivables plus 
Receivables over sixty days and under ninety days past due by Account 
Debtor and Location".

1.10  Exhibit A to the Credit Agreement and the Revolving Note of the 
Company payable to the order of Harris Trust and Savings Bank (the 
"Note") shall each be amended by replacing the date "December 1, 1995" 
appearing in the first paragraph therein with the date "December 1, 
1996".

1.11  Exhibit A to the Credit Agreement and the Note shall each be 
further amended by (i) replacing the amount of "$17,000,000" appearing in 
the upper left corner thereof with the amount "$12,000,000" and (ii) 
replacing the phrase "Seventeen Million Dollars ($17,000,000)" appearing 
in the first paragraph thereof with the amount "Twelve Million Dollars 
($12,000,000)".

1.12  Exhibit A to the Credit Agreement and the Note shall each be 
further amended by deleting the third sentence of the second paragraph 
thereof and substituting therefor the following:

"The payee hereof shall record on its books or records or on a schedule 
to this Note, which is a part hereof, the principal amount of each loan 
made under the Credit Agreement, all payments of principal and interest 
on this Note, the principal balance from time to time outstanding 
hereon, and the interest rate and Interest Period applicable to each 
Fixed Rate Loan."

1.13  The Bank shall type the following legend on its Note:

"This Note has been amended pursuant to the terms of a Sixth Amendment 
to Secured Revolving Credit Agreement and Fourth Amendment to Secured 
Revolving Credit Note dated as of November ___, 1995, including an 
extension of the maturity date hereof and a reduction in the principal 
amount hereof, to which reference is hereby made for a statement of 
terms thereof".

1.14  The Attachment to Compliance Certificate attached to Exhibit E to 
the Credit Agreement and Exhibit F to the Credit Agreement shall each be 
amended to read as the Attachment to Compliance Certificate and Exhibit 
F, respectively, attached to this Amendment.

2.  CONDITIONS PRECEDENT.

The effectiveness of this Amendment is subject to the satisfaction of 
all of the following conditions precedent:

2.1  The Company and the Bank shall have executed and delivered this 
Amendment.

2.2  Each of the representations and warranties set forth in Section 5 
of the Credit Agreement shall be true and correct.

2.3  The Company shall be in full compliance with all of the terms and 
conditions of the Credit Agreement and no Event of Default or Potential 
Default shall have occurred and be continuing thereunder or shall result 
after giving effect to this Amendment.

2.4  Each of Genetics, Holding and each Guarantor Subsidiary shall have 
executed and delivered to the Bank its acknowledgment in the form set 
forth below.

3.  REPRESENTATIONS.

In order to induce the Bank to execute and deliver this Amendment, the 
Company hereby represents to the Bank that as of the date hereof, each 
of the representations and warranties set forth in Section 5 of the 
Credit Agreement are and shall be and remain true and correct (except 
that the representations contained in Section 5.4 shall be deemed to 
refer to the most recent financial statements of the Company delivered 
to the Bank) and the Company is in full compliance with all of the terms 
and conditions of the Credit Agreement and no Potential Default or Event 
of Default has occurred and is continuing thereunder or shall result 
after giving effect to this Amendment.

4.  MISCELLANEOUS.

4.1  The Company has heretofore executed and delivered to the Bank that 
certain Security Agreement Re:  Accounts Receivable, General Intangibles 
and Inventory dated as of October 26, 1993 (the "SECURITY AGREEMENT") 
and the Company hereby agrees that notwithstanding the execution and 
delivery of this Amendment, the Security Agreement shall be and remain 
in full force and effect and that any rights and remedies of the Bank 
thereunder, obligations of the Company thereunder and any liens and 
security interests created or provided for thereunder shall be and 
remain in full force and effect and shall not be affected, impaired or 
discharged thereby.  Nothing herein contained shall in any manner affect 
or impair the priority of the liens and security interests created and 
provided for by the Security Agreement as to the indebtedness which 
would be secured thereby prior to giving effect to this Amendment.

4.2  Except as specifically amended herein, the Credit Agreement and the 
Note shall each continue in full force and effect in accordance with its 
original terms.  Reference to this specific Amendment need not be made 
in any note, document, letter, certificate, the Credit Agreement itself, 
the Note or any communication issued or made pursuant to or with respect 
to the Credit Agreement or the Note, any reference in any of such to the 
Credit Agreement or the Note being sufficient to refer to the Credit 
Agreement or the Note, as the case may be, as amended hereby.

4.3  The Company agrees to pay on demand all costs and expenses of or 
incurred by the Bank in connection with the negotiation, preparation, 
execution and delivery of this Amendment, including the fees and 
expenses of counsel for the Bank.

4.4  This Amendment may be executed in any number of counterparts, and 
by the different parties on different counterparts, all of which taken 
together shall constitute one and the same agreement.  Any of the 
parties hereto may execute this Amendment by signing any such 
counterpart and each of such counterparts shall for all purposes be 
deemed to be an original.  This Amendment shall be governed by the 
internal laws of the State of Illinois.

Dated as of November 15, 1995.

BIOTECHNICA INTERNATIONAL, INC.

By:  /s/ J.C. GOUACHE
Its:  President


Accepted and agreed to as of the date and year last above written.

HARRIS TRUST AND SAVINGS BANK

By:  /s/
Its:  Vice President




                     GUARANTORS' ACKNOWLEDGMENT

The undersigned, LG Seeds, Inc., formerly BioTechnica Agriculture, Inc., 
has heretofore executed and delivered to the Bank a Guaranty Agreement 
and a Security Agreement Re:  Accounts Receivable, General Intangible 
and Inventory, each dated October 26, 1993 and each of the undersigned, 
Limagrain Genetics Corp. and Groupe Limagrain Holding S.A. has 
heretofore executed and delivered to the Bank a separate Guaranty 
Agreement dated October 26, 1993.

Each of the undersigned hereby acknowledges the Sixth Amendment to 
Secured Revolving Credit Agreement and Fourth Amendment to Secured 
Revolving Credit Note as set forth above and confirms that its Guaranty 
and, if applicable, its Security Agreement and all of its obligations 
thereunder remain in full force and effect.  Each of the undersigned 
further agrees that its consent to any further amendments of the Credit 
Agreement or the Note shall not be required as a result of this 
acknowledgment having been obtained, except to the extent, if any, 
required by any Guaranty referred to above.

Dated as of November 15, 1995.

LIMAGRAIN GENETICS CORP.

By:  E. ROUGIER
Its:  President and COO

GROUPE LIMAGRAIN HOLDING S.A.

By:  E. ROUGIER
Its:  E.V.P. Field Seeds Division Groupe Limagrain

LG SEEDS, INC.

By:  J.C. GOUACHE
Its:  President