<PAGE>
<PAGE>

                                    1998
============================================================================

                                FORM 10-K/A
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549
         (MARK ONE)
         [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934
                For the fiscal year ended December 31, 1998
                                          -----------------
                                     OR
         [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934
                       Commission file number 1-2516

                              MONSANTO COMPANY
                              ----------------
          (Exact name of Registrant as specified in its charter)

             DELAWARE                                   43-0420020
             --------                                   ----------
 (State or other jurisdiction of                     (I.R.S. Employer
  incorporation or organization)                    Identification No.)

800 NORTH LINDBERGH BLVD., ST. LOUIS, MO                  63167
----------------------------------------                  -----
(Address of principal executive offices)                (Zip Code)

    Registrant's telephone number, including area code (314) 694-1000
                                                       --------------

       Securities Registered Pursuant to Section 12(b) of the Act:

                                                      Name of each exchange
     Title of each class                               on which registered
     -------------------                              ---------------------
Common Stock $2 par value                            New York Stock Exchange
Preferred Stock Purchase Rights                      New York Stock Exchange
Adjustable Conversion-Rate Equity Security Units     New York Stock Exchange

       Securities Registered Pursuant to Section 12(g) of the Act:
                                  None

     Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
YES [X]  NO [ ]
     Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [ ]
     State the aggregate market value of the voting stock held by
nonaffiliates of the registrant:  approximately $29.0 billion as of the
close of business on February 26, 1999.
     Indicate the number of shares outstanding of each of the
registrant's classes of common stock, as of the latest practicable date:
628,044,729 shares of Common Stock, $2 par value, outstanding at
February 26, 1999.

                  Documents Incorporated by Reference

Portions of Monsanto Company Notice of Annual Meeting and Proxy Statement
dated March 15, 1999. (Part III of Form 10-K.)
============================================================================


<PAGE>
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                              PART I

ITEM 1. BUSINESS.

     Monsanto Company is a life sciences company, committed to finding
solutions to the growing global needs for food and health by applying
common forms of science and technology among agriculture, nutrition and
health.  Monsanto makes, researches and markets high-value agricultural
products, pharmaceuticals and nutrition-based health products.  Monsanto
Company was incorporated in 1933 under Delaware law and is the successor
to a Missouri corporation, Monsanto Chemical Works, organized in 1901.
"Monsanto" and the "Company" are used interchangeably to refer to
Monsanto Company or to Monsanto Company and its subsidiaries, as
appropriate to the context.  Trademarks and service marks owned or
licensed by Monsanto and its subsidiaries are indicated by special type.

     For 1998, Monsanto reported its business under four segments:
Agricultural Products, Nutrition and Consumer Products, Pharmaceuticals,
and Corporate and Other. In 1999, Monsanto announced its intention to
sell the artificial sweetener and biogum businesses.  The results of
operations, financial position, and cash flows of these businesses, and
of the alginates and Ortho(R) lawn-and-garden products businesses the
divestiture of which was approved by Monsanto's Board of Directors in
1998, have been reclassified as discontinued operations; and, for all
periods presented, the consolidated financial statements and notes have
been reclassified to conform to this presentation.  The Company expects
to sell these businesses for a gain by July 2000.  In addition, Monsanto
transferred the Roundup(R) lawn-and-garden and nutrition research
operations of the former Nutrition and Consumer Products segment to the
Agricultural Products and Corporate and Other segments, respectively

     The four paragraphs appearing under "Definitions" on page 1, the
tabular and narrative information appearing under "Geographic Data" on
page 14, and the tabular and narrative information appearing under
"Segment Data" on page 15 and the top of page 16, appearing in Exhibit
99 of this Report, are incorporated herein by reference.

PRINCIPAL PRODUCTS

     Monsanto's principal products for 1998, categorized by segments
reclassified as described above, include the following:

<TABLE>
--------------------------------------------------------------------------------------------------
                                    AGRICULTURAL PRODUCTS
--------------------------------------------------------------------------------------------------
<CAPTION>
                  MAJOR PRODUCTS                          END-USE PRODUCTS AND APPLICATIONS
--------------------------------------------------------------------------------------------------
<S>                                                <C>
Roundup(R) herbicide and other glyphosate-based    Nonselective agricultural and industrial
herbicides                                         applications
--------------------------------------------------------------------------------------------------
Roundup(R) herbicide<F*>                           Residential lawn and garden applications

<FN>
<F*>Previously reported in Nutrition and Consumer
Products segment
--------------------------------------------------------------------------------------------------

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<PAGE>
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--------------------------------------------------------------------------------------------------
Lasso(R) and Harness(R)<F*> herbicides and other   Corn, soybean, peanut and milo (sorghum)
acetanilide-based herbicides                       crops

<FN>
<F*> Corn only
--------------------------------------------------------------------------------------------------
Avadex(R) BW herbicide, Far-Go(R) herbicide        Wheat crops
--------------------------------------------------------------------------------------------------
Machete(R) herbicide                               Rice crops
--------------------------------------------------------------------------------------------------
Permit(R), Manage(R) and Sempra(R) herbicides      Postemergence control of sedges and broadleaf
                                                   weeds in corn and grain sorghum, turf and
                                                   sugarcane crops
--------------------------------------------------------------------------------------------------
Roundup Ready(R) canola,                           Crops tolerant of Roundup(R) herbicide
Roundup Ready(R) cotton,
Roundup Ready(R) soybeans
Roundup Ready(R) corn
--------------------------------------------------------------------------------------------------
Bollgard(R) insect-protected cotton,               Crops protected against certain insect pests
NewLeaf(R) insect-protected potatoes,
YieldGard(R) insect-protected corn
--------------------------------------------------------------------------------------------------
AgriPro(R), Agroceres(TM), Asgrow(R), Cargill(R),  Corn hybrids, soybean varieties, alfalfa,
DEKALB(R), Hartz(R), Hybritech(R), Monsoy(TM) and  grain sorghum and forage varieties,
Stoneville(R)<F*> branded seeds; Holden's(TM) and  sunflowers, oilseed rape and barley
PBi(R) foundation seed                             varieties, cotton varieties, wheat varieties
                                                   and hybrids

<FN>
<F*>The Company has sold this business.
--------------------------------------------------------------------------------------------------
Posilac(R) bovine somatotropin                     Increase efficiency of milk production in
                                                   dairy cows
--------------------------------------------------------------------------------------------------
<CAPTION>
                                        PHARMACEUTICALS
--------------------------------------------------------------------------------------------------
             MAJOR PRODUCTS                                END-USE PRODUCTS AND APPLICATIONS
--------------------------------------------------------------------------------------------------
<S>                                                <C>
Daypro(R) (oxaprozin),                             Anti-inflammatory
Arthrotec(R) (misoprostol/diclofenac)
--------------------------------------------------------------------------------------------------
Aldactone(R) (spironolactone),                     Cardiovascular
Aldactazide(R) (spironolactone/
hydrochlorothiazide),
Calan(R) formulations and
Covera-HS(R) (verapamil hydrochloride)
--------------------------------------------------------------------------------------------------
Ambien(R) (zolpidem tartrate)                      Central nervous system (sleep)
--------------------------------------------------------------------------------------------------
Cytotec(R) (misoprostol),                          Gastrointestinal
Lomotil(R) (diphenoxylate hydrochloride)
--------------------------------------------------------------------------------------------------
Demulen(R) (ethynodiol diacetate),                 Women's health
Flagyl(R) formulations (metronidazole),
Synarel(R) (nafarelin acetate)
--------------------------------------------------------------------------------------------------
<CAPTION>
                                       CORPORATE AND OTHER
--------------------------------------------------------------------------------------------------
            MAJOR PRODUCTS                                 END-USE PRODUCTS AND APPLICATIONS
--------------------------------------------------------------------------------------------------
<S>                                                <C>
Enviro-Chem(R) engineering and construction        Processing plants for fertilizer producers,
management services for processing plants using    basic metals production, oil refining
sulfuric acid; proprietary equipment and air
pollution control systems
--------------------------------------------------------------------------------------------------
</TABLE>

The businesses related to the following products were formerly
classified within the Nutrition & Consumer Products segment and are now
classified as discontinued operations.  Monsanto has sold the algins
business and announced its intention to sell the other businesses.

                                3



<PAGE>
<PAGE>

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------
           MAJOR PRODUCTS                                END-USE PRODUCTS AND APPLICATIONS
--------------------------------------------------------------------------------------------------
<S>                                                <C>
NutraSweet(R) brand sweetener                      High-intensity sweetener used primarily in
                                                   beverages and food products
--------------------------------------------------------------------------------------------------
Alginate products, under various tradenames        Soups, sauces, gravies, dressings, beverages,
such as Keltone(R) and Manugel(R) sodium           snack foods, breadings, batters, bakery
alginates, and Kelcoloid(R) propylene glycol       products, dairy products, pet foods
alginate;
Xanthan gum products under various tradenames
such as Keltrol(R);
Kelcogel(R) gellan gum
--------------------------------------------------------------------------------------------------
Equal(R), Canderel(R), NutraSweet(R),              Tabletop sweeteners
SweetMate(R), Chuker(R), Misura(R) and other
tabletop sweeteners
--------------------------------------------------------------------------------------------------
Alginate products, under various tradenames        Cleaners, textile printing, paper sizings and
such as Manutex(R) and Kelgin(R) sodium alginates; coatings, firefighting foams
Xanthan gum products, under various
tradenames such as Kelzan(R) AR
--------------------------------------------------------------------------------------------------
Xanthan gum products, under various                Oil and gas well drilling applications
tradenames such as  Kelzan(R) and Xanvis(R);
Biozan(R) welan gum
--------------------------------------------------------------------------------------------------
</TABLE>

     On December 31, 1998, G. D. Searle & Co. ("Searle"), a subsidiary
of the Company, received approval from the U.S. Food and Drug
Administration ("FDA") to market Celebrex(R), a new arthritis treatment
for the signs and symptoms of osteoarthritis and adult rheumatoid
arthritis.  Celebrex(R) was launched in the United States in February
1999.

PRINCIPAL EQUITY AFFILIATES

     Monsanto participates in a number of joint ventures in which it
shares management control with other companies. For example, aspartame
is manufactured and sold in Europe by fifty percent-owned joint
ventures; and Monsanto has a 60% ownership interest in a joint venture
with Solutia Inc., from which it purchases elemental phosphorus. In
addition, on January 7, 1999, Monsanto and Cargill Incorporated formed
Renessen LLC, a worldwide joint venture in which Monsanto has a 50%
interest, to create and market new products enhanced through
biotechnology for the crop processing and animal feed markets.

SALE OF PRODUCTS

     Monsanto's products are sold directly to customers in various
industries, to wholesalers and other distributors, to retailers and to
the ultimate user or consumer, principally by its own sales force, or,
in some cases, through third parties. With respect to pharmaceuticals,
such sales force concentrates on detailing to physicians and managed
health care providers.  The Pharmaceuticals segment's new anti-arthritis
product Celebrex(R) will be co-promoted with Yamanouchi Pharmaceutical
Co. Ltd. in Japan and with Pfizer Inc. in most other countries of the
world.

     Monsanto's net income has been historically higher during the
first half of the year, primarily because of the concentration of
generally more profitable sales of the Agricultural Products segment
during that part of the year. Monsanto's marketing and distribution
practices do not result in unusual working capital requirements on a
consolidated basis,

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although the seasonality of sales of the Agricultural Products segment
results in short-term borrowings to finance customer accounts receivable
and inventories. Inventories of finished goods, goods in process and raw
materials are maintained to meet customer requirements and Monsanto's
scheduled production. In general, Monsanto does not manufacture its
products against a backlog of firm orders; production is geared
primarily to the level of incoming orders and to projections of future
demand.

     Monsanto generally is not dependent upon one or a group of
customers and Monsanto has no material contracts with the government of
the United States or any state, local or foreign government. However,
pursuant to contracts executed under U.S. federal and state laws, the
Pharmaceuticals segment pays rebates to state governments for
pharmaceuticals sold under state Medicaid programs and under state-
funded programs for the indigent. The Pharmaceuticals segment also
grants discounts to certain managed health care providers. Sales through
managed health care providers constitute an increasing percentage of
that segment's sales.

     Introduction of new products by the Agricultural Products and
Pharmaceuticals segments typically is, and introduction of new products
by other segments may be, subject to prior review and approval by the
FDA, the U.S. Environmental Protection Agency and/or the U.S. Department
of Agriculture (or comparable agencies of  governments outside the
United States) before they can be sold. Such reviews are often time-
consuming and costly. These agencies also have continuing jurisdiction
over many existing products of these segments. Governmental actions may
also affect or determine the pricing of certain products, particularly
in the Pharmaceuticals segment.

RAW MATERIALS AND ENERGY RESOURCES

     Monsanto is both a producer and significant purchaser of a wide
spectrum of its basic and intermediate raw material requirements. Major
requirements for key raw materials and fuels are typically purchased
pursuant to long-term contracts.  Monsanto is not dependent on any one
supplier for a material amount of its raw materials or fuel
requirements, but certain important raw materials are obtained from a
few major suppliers. Monsanto purchases its North American supply, and
has the option to purchase its ex-North American supplies, of elemental
phosphorus, a key raw material for the production of Roundup(R) brand
herbicides, from P4 Production, L.L.C., a joint venture between the
Company and Solutia Inc. In general, where Monsanto has limited sources
of raw materials, it has developed contingency plans to minimize the
effect of any interruption or reduction in supply.

     While temporary shortages of raw materials and fuels may
occasionally occur, these items are generally sufficiently available to
cover current and projected requirements. However, their continuing
availability and price are subject to unscheduled plant interruptions
occurring during periods of high demand, or due to domestic and world
market and political conditions, as well as to the direct or indirect
effect of U.S. and other countries' government regulations. The impact
of any future raw material and energy shortages on Monsanto's business
as a whole or in specific world areas cannot be accurately predicted.
Operations and products may, at times, be adversely affected by
legislation, shortages or international or domestic events.

                                5




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PATENTS, TRADEMARKS, LICENSES, FRANCHISES AND CONCESSIONS

     Monsanto owns a large number of patents which relate to a wide
variety of products and processes and has pending a substantial number
of patent applications. In addition, Monsanto holds a number of licenses
granted by other parties, some of which may be significant. Also,
Monsanto owns a considerable number of established trademarks in many
countries under which it markets its products. Monsanto's patents and
trademarks in the aggregate are of material importance in the operation
of its business, particularly in the Agricultural Products and
Pharmaceuticals segments and with respect to NutraSweet(R) brand
sweetener. Certain proprietary products such as Roundup(R) herbicide are
covered by patents. Certain of Monsanto's patents and licenses are
currently the subject of litigation; see "Legal Proceedings" below.

     Although patents protecting Roundup(R) herbicide have expired in
most countries, compound per se patent protection for the active
ingredient in Roundup(R) herbicide continues in the United States until
September 20, 2000. Monsanto's insect-resistant plant products
(including NewLeaf(R) potato, YieldGard(R) corn and Bollgard(R) cotton)
are protected by patents which extend until at least 2013. Monsanto's
herbicide-resistant plant products, Roundup Ready(R) cotton, corn,
canola and soybeans, are protected by patents which extend until at
least 2014. Posilac(R) bovine somatotropin is protected by a United
States patent that expires in 2008, and by corresponding patents in
other countries, most of which expire in 2005. Other patents protect
various aspects of bovine somatotropin manufacture in the United States
and expire as late as 2012; corresponding patents in other countries
have varying terms.

     Calan(R) SR, an antihypertensive pharmaceutical, is licensed
through the year 2004 to Searle by a third party, which has retained
co-marketing rights. The product no longer has patent protection nor
non-patent regulatory exclusivity conferred by the Waxman-Hatch
amendments to the U.S. Food, Drug and Cosmetics Act. Cytotec(R) ulcer
preventive drug is protected by a U.S. composition patent until July 29,
2000. Ambien(R) short-term treatment for insomnia is licensed to a joint
venture, of which Searle is a general partner for the duration of the
venture. Pursuant to the joint venture agreement, the other partner will
purchase Searle's interest and thereby terminate the venture in April
2002.  Ambien(R) is protected by a U.S. patent until October 21, 2006.
Daypro(R) once-a-day arthritis treatment is licensed to Searle until
January 5, 2003 in the U.S. and varying dates in other countries. This
product is protected by a U.S. process patent that expires on February
26, 2002, and by non-patent regulatory exclusivity extending to October
29, 1999.  Arthrotec(R) an arthritis treatment is protected by a U.S.
patent until February 11, 2014.  Celebrex(R), a COX-2 inhibitor for the
treatment of osteoarthritis and rheumatoid arthritis is protected by a
U.S. patent to November 30, 2013 and by regulatory exclusivity under the
Waxman-Hatch Act to December 31, 2003.

COMPETITION

     Monsanto encounters substantial competition in each of its
industry segments. This competition, from other manufacturers of the
same products and from manufacturers of different products designed for
the same uses, is expected to continue in both U.S. and ex-U.S. markets.

                                6



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<PAGE>

Depending on the product involved, various types of competition are encountered,
including price, delivery, service, performance, product innovation, product
recognition and quality.

     The number of Monsanto's principal competitors varies from product
to product. It is not practical to discuss Monsanto's numerous
competitors because of the large variety of Monsanto's products, the
markets served and the worldwide business interests of Monsanto.
Overall, however, Monsanto regards its principal product groups to be
competitive with many other products of other producers and believes
that it is an important producer of many of such product groups.

RESEARCH AND DEVELOPMENT

     Research and development constitute an important part of
Monsanto's activities. See "Review of Consolidated Results of
Operations--Development and Commercialization of New Products Remain
Priorities," "Agricultural Products--Outlook," "Pharmaceutical Products"
and "Notes to Financial Statements--Supplemental Data" on pages 10, 18-
19, 20-22  and 63, respectively, appearing in Exhibit 99 of this Report
and incorporated herein by reference.

ENVIRONMENTAL MATTERS

     Monsanto remains strongly committed to complying with various laws
and government regulations concerning environmental matters and employee
safety and health in the United States and other countries. Monsanto is
dedicated to long-term environmental protection and compliance programs
that reduce and monitor emissions of hazardous materials into the
environment, as well as to the remediation of identified existing
environmental concerns. While the costs of compliance with environmental
laws and regulations cannot be predicted with certainty, Monsanto does
not expect such costs to have a material adverse effect upon its capital
expenditures, earnings, or competitive position. See information
regarding remediation of waste disposal sites appearing under "Notes to
Financial Statements--Commitments and Contingencies" on pages 61 and 62
appearing in Exhibit 99 of this Report and incorporated herein by
reference.

EMPLOYEE RELATIONS

     As of December 31, 1998, Monsanto had approximately 31,800
employees worldwide. Satisfactory relations have prevailed between
Monsanto and its employees.

INTERNATIONAL OPERATIONS

     Monsanto and affiliated companies are engaged in manufacturing,
sales and/or research and development in the United States, Europe,
Canada, Latin America, Australia, Asia and Africa. A number of products
are manufactured abroad. Ex-U.S. operations are potentially subject to a
number of unique risks and limitations, including: fluctuations in
currency values; exchange control regulations; import and trade
restrictions, including embargoes; governmental instability; economic
conditions in other countries; and other potentially detrimental
domestic and foreign governmental practices or policies affecting

                                7




<PAGE>
<PAGE>

U.S. companies doing business abroad. See "Geographic Data" on page 14
appearing in Exhibit 99 of this Report and incorporated herein by
reference.

LEGAL PROCEEDINGS

     Because of the size and nature of its business, Monsanto is a
party to numerous legal proceedings. Most of these proceedings have
arisen in the ordinary course of business and involve claims for money
damages or seek to restrict the Company's business activities. While the
results of litigation cannot be predicted with certainty, Monsanto does
not believe these matters or their ultimate disposition will have a
material adverse effect on Monsanto's financial position, profitability
or liquidity in any one year, as applicable.

     In 1974, Searle introduced in the United States an intrauterine
contraceptive product, commonly referred to as an intrauterine device
("IUD"), under the name Cu-7(R). Following extensive testing by Searle
and review by the FDA, the Cu-7(R) was approved for sale as a
prescription drug in the United States.  It was marketed internationally
as the Gravigard(R). Searle has been named as a defendant in a number of
product liability lawsuits alleging that this IUD caused personal injury
resulting from pelvic inflammatory disease, perforation, pregnancy or
ectopic pregnancy. As of October 28, 1999, there remains 1 case pending
in the United States, and approximately 270 cases filed outside the
United States (the vast majority in Australia). On February 22, 1999,
Searle received a defense verdict after a trial of the nine lead
Australian plaintiffs.  Though not technically a class action, these
nine individuals are considered representative of the entire group of
Australian plaintiffs. Plaintiffs' are appealing that verdict.  The
lawsuits seek damages in varying amounts, including compensatory and
punitive damages, with most suits seeking at least $50,000 in damages.
Searle believes it has meritorious defenses and is vigorously defending
each of these lawsuits. On January 31, 1986, Searle voluntarily
discontinued the sale of the Cu-7(R) in the United States, citing the
cost of defending such litigation.  Ex-U.S. sales were discontinued in
1990.

     Searle has been named, together with numerous other prescription
pharmaceutical manufacturers and in some cases wholesalers or
distributors, as a defendant in a large number of related actions
brought in federal and/or state court, based on the practice of
providing discounts or rebates to managed care organizations and certain
other large purchasers. The federal cases have been consolidated for
pre-trial proceedings in the Northern District of Illinois. The federal
suits include a certified class action on behalf of retail pharmacies
representing the majority of retail pharmacy sales in the United States.
The class plaintiffs alleged an industry-wide agreement in violation of
the Sherman Act to deny favorable pricing on sales of brand-name
prescription pharmaceuticals to certain retail pharmacies in the United
States. The other federal suits, brought as individual claims by several
thousand pharmacies, allege price discrimination in violation of the
Robinson-Patman Act as well as Sherman Act claims.  Several defendants,
not including Searle, settled the federal class action case.  Trial of
the federal class action case commenced on September 14, 1998.  On
November 30, 1998, Searle and its co-defendants received a verdict for
the defense and all claims were dismissed.  On January 4, 1999, the
class plaintiffs filed a notice of appeal with the U. S. Court of
Appeals for the Seventh Circuit.  Following oral arguments in June 1999,
the Seventh Circuit Court of Appeals ruled on July 13, 1999.  The
opinion upheld most of the lower court's decision to throw out

                                8




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price fixing charges against the manufacturers as well as the
wholesalers.  The court reversed the trial judge on one discrete issue
involving the Consumer Price Index.  Petitions for a rehearing on that
issue have been denied.  Cases relating to the chain pharmacies that had
opted out of the class are in the final stages of discovery.  In
addition, consumers and a number of retail pharmacies have filed suit in
various state courts throughout the country alleging violations of state
antitrust and pricing laws. While many of these suits have been settled,
suits remain pending in a number of states including California, Alabama
and North Dakota.

     On December 14, 1999, suit was filed against the Company in the
United States District Court for the District of Columbia (Cause No.
1:99CV03337) by six farmers as representative of a putative class action
alleging that purchasers of genetically modified soybean and corn seed
may assert antitrust and other claims against Monsanto.  The suit
alleges that Monsanto has violated various antitrust laws and
unspecified international laws through its patent license agreements and
has breached an implied warranty of merchantability by offering for sale
genetically modified seed.  Nine other companies are accused in the
lawsuit of participating in an international cartel to violate the
antitrust laws but Monsanto is the only named defendant.  The suit
claims anti-competitive behavior and monopolistic practices by
artificially inflating the prices of genetically modified seed and
imposing excessive technology fees, prohibiting the reuse of modified
seed, or requiring the use of specified herbicides with the seed. The
suit claims that despite governmental approval for the sale of the
genetically modified products there are uncertain risks posed by the
technology which subjects the Company to liability regardless of the
actual safety of the products. Plaintiffs seek declaratory and
injunctive relief in addition to antitrust, treble, compensatory and
punitive damages and attorneys' fees.  On November 8, 1999, a similar
lawsuit was filed (Cause No. 2:99CV218-P-B) by a single plaintiff in
Federal District Court for the Northern District of Mississippi alleging
to represent a putative class of soybean farmers who have purchased
genetically-modified soybeans which contain Monsanto's patented
technology.  The complaint asserts claims under the Racketeer Influenced
and Corrupt Organizations Act (RICO) and various antitrust acts and also
asserts claims for breach of contract.  The suit seeks an award of
antitrust damages, treble damages  and compensatory damages and
attorneys' fees.  Monsanto has meritorious defenses to all claims in the
lawsuits including:  failure to state any claim under existing law, no
breach of any legal duty, lack of damage, legal authorization to extend
technology licenses under the patent laws and other defenses.  Monsanto
will maintain in the litigation that its products are safe, approved for
sale by regulatory authorities and that its actions have been pro-
competitive under the antitrust laws and protected under the patent
laws.  Monsanto is vigorously defending both of these lawsuits.

     In 1996 the Company was the first to commercially introduce cotton
containing a gene encoding for Bacillus thuringiensis ("Bt") endotoxin.
Monsanto is a leader in this scientific field and has engaged in Bt
research and biotechnology development over many years and owns a number
of present and pending patents which relate to this technology. On
October 22, 1996, Mycogen Corporation ("Mycogen") filed suit in U.S.
District Court in Delaware seeking damages and injunctive relief against
the Company, DEKALB Genetics Corporation ("DEKALB") (subsequently
acquired by Monsanto) and Delta & Pine Land Company alleging
infringement of Bt related U.S. Patent Nos. 5,567,600 and 5,567,862
issued to Mycogen on that date. Jury trial in this matter concluded on
February 3, 1998

                                9




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<PAGE>

with a verdict in favor of all defendants. The patents of Mycogen were
found invalid on the basis that Monsanto was a prior inventor. On
September 8, 1999, the District Court issued a revised order which
upheld the jury verdict and also ruled that Mycogen's patents were
invalid due to their lack of enablement.  Mycogen's appeal was filed in
the Court of Appeals for the Federal Circuit on December 6, 1999, as
appeal number 00-1001-1051.  Monsanto has meritorious legal positions
and will continue to vigorously oppose Mycogen's claims in the appeal.

     On May 19, 1995, Mycogen initiated suit in U.S. District Court in
California against the Company alleging infringement of U.S. Patent No.
5,380,831 involving synthetic Bt genes and seeking damages and
injunctive relief. On November 10, 1999, the District Court granted
summary judgment in Monsanto's favor dismissing all of Mycogen's patent
claims and finding the patent invalid on the basis of prior invention
by Monsanto.  Previously, the District Court had also held that
products containing Bt genes made prior to January 1995 did not
infringe the patent.  Mycogen has filed an appeal  with the Court of
Appeals for the Federal Circuit (Appeal Number 00-1127) seeking to
overturn the dismissal.  Monsanto has various meritorious defenses
against all claims of Mycogen including non-infringement, lack of
validity, prior invention and collateral estoppel as a result of the
outcome in the jury trial in which Mycogen's related patents were found
invalid.  Monsanto will continue to vigorously oppose the claims of
Mycogen in the litigation.  The Company is also a party in interference
proceedings against Mycogen in the U.S. Patent and Trademark Office to
determine the first party to invent certain inventions related to Bt
technology and has requested a stay of the interference pending
determination of the appeals. In all of the foregoing actions the
Company has meritorious legal positions which it is vigorously
litigating to establish that the final judgment in the Delaware
litigation is dispositive of Mycogen's claims and that all Mycogen Bt
patents are invalid as a result of prior judicial determinations.

     On December 22, 1999, Mycogen Plant Science, Inc., filed a patent
suit in the Federal Court of Australia, Victoria District Registry as Cause
No. V746 of 1999, against Monsanto Australia Limited and DeltaPine
Australia Limited.  The suit alleges that the respondents have infringed
certain claims of two Australian patents (574101 and 623429) associated
with Bt technology.  These patents are Australian counterparts to patents
and inventions found invalid in other jurisdictions.  Monsanto has
meritorious defenses against the lawsuit, including patent invalidity due
to lack of enablement, prior art and obviousness.  The Company will
vigorously defend against Mycogen Plant Science Inc's. claims in the
action.

     In 1997 the Company commercially introduced corn containing a gene
encoding for Bt endotoxin. Monsanto is a leader in this scientific field
and has engaged in Bt research and biotechnology development over many
years and owns a number of present and pending patents which relate to
this technology. On January 21, 1997, Novartis Seeds, Inc. ("Novartis")
filed suits in U.S. District Court in Delaware seeking damages and
injunctive relief against the Company and DEKALB, alleging infringement
of Bt related U.S. Patent No. 5,595,733 issued to Ciba-Geigy Corporation
(Seed Division) and now held by Novartis. The cases of Monsanto and
DeKalb were consolidated and tried to jury verdict in favor of
defendants on November 9, 1998.  The jury determined that the Novartis
patent was invalid and not enabled.  As part of a settlement of all
pending litigation between the Company and Novartis, in November 1999
the parties stipulated to the entry of final

                                10




<PAGE>
<PAGE>

judgment on the jury verdict. Claims by or against Novartis or
Novartis entities in other lawsuits (USDC MN CA 97-2925; USDC MO
4:98CV00286CDP; and the "Rockford Litigation" described herein) were
also part of the settlement.  Under the settlement, various royalty-
bearing licenses were extended to Novartis for Bt corn technology,
genetic transformation of corn and gluphosinate herbicide tolerance in
addition to the other consideration to be provided by Novartis, which
will include licenses to certain Novartis corn transformation technology
and monetary payment for prior infringement of patents owned by the
Company. All of the claims specified herein which were filed by or
against Novartis were settled and dismissed on or about November 12,
1999, pursuant to the agreement between Novartis and Monsanto.

     The Company and/or DEKALB are involved in various legal actions
involving Bt technology, herbicide-resistant and/or insect-resistant
transgenic corn, or corn transformation patents.  (a) The DEKALB patents
involved in the most significant DEKALB-initiated transactions are: U.S.
Patent No. 5,484,956 covering fertile, transgenic corn plants expressing
genes encoding Bacillus thuringiensis (Bt) insecticidal proteins; U.S.
Patent No. 5,489,520 covering the microprojectile method for producing
fertile, transgenic corn plants covering a bar or pat gene, as well as
the production and breeding of progeny of such plants; U.S. Patent Nos.
5,538,880 and 5,538,877 directed to methods of producing either
herbicide-resistant or insect-resistant transgenic corn; and U.S. Patent
No. 5,550,318 directed to transgenic corn plants containing a bar or pat
gene (all lawsuits related to this patent have been stayed pending
resolution of an interference proceeding at the U.S. Patent and
Trademark Office).  In each case DEKALB has asked the court to determine
that infringement has occurred, to enjoin further infringement and to
award unspecified compensatory and exemplary damages.  Most of these
actions have been filed in U.S. District Court for the Northern District
of Illinois (the "Rockford Litigation").  By order dated June 30, 1999,
a special master appointed in the Rockford Litigation construed the
patent claims in a manner largely in accord with the position of DEKALB.
The judge has adopted the findings of the special master and appointed a
settlement mediator to conduct discussions among the parties.  The
actions in the Rockford Litigation were initially filed on April 30,
1996, against Pioneer Hi-Bred International, Inc. ("Pioneer"), Mycogen
Corporation (and two of its subsidiaries) and Ciba-Geigy Corporation (a
Novartis entity).  Additional actions were filed in the Rockford
Litigation against:  Northrup King Co. (a Novartis entity) on June 10,
1996 and several Hoechst Schering AgrEvo GmbH entities on August 27,
1996.  On July 2, 1999, DEKALB sued Pioneer in a patent interference
action to declare that DEKALB was the first inventor of the
microprojectile method of producing fertile transgenic corn; on July 30,
1999, DEKALB moved to consolidate the new suit with the remainder of the
Rockford Litigation for purposes of trial but the consolidation request
has been provisionally denied.  On November 23, 1999, Pioneer was issued
United States Patent No. 5,990,387 pertaining to microprojectile
transformation of corn and Pioneer sued Monsanto, DEKALB and Novartis
Seeds Inc. in USDC in Iowa (Cause No 4-99-CV00988) for alleged
infringment of the new patent. Suit was also filed by DEKALB
(CA 99-C-50385) on the same date in the federal court responsible for
the Rockford Litigation. The DEKALB suit seeks an interference action to
declare that DEKALB was the first inventor of the microprojectile method
of producing fertile transgenic corn. In addition to the Rockford
Litigation, DEKALB sued Beck's Hybrids, Inc. and Countrymark
Cooperative, Inc. on July 23, 1996, in U. S. District Court for the
Northern District of Indiana (Indianapolis Division); this action has
been stayed

                                11




<PAGE>
<PAGE>

awaiting decision on the Rockford Litigation.  (b) On March 19, 1996,
Monsanto was issued U.S. Patent No. 5,500,365 and filed suit in U.S.
District Court in Delaware seeking damages and injunctive relief against
Mycogen Plant Science, Inc., Agrigenetics, Inc. and Ciba-Geigy
Corporation (Seed Division) (now Novartis Seeds, Inc.) for infringement
of that patent. Trial of this matter ended June 30, 1998, with a jury
verdict  that while the patent was literally infringed by defendants,
the patent was not enforceable  due to a finding of prior invention (now
owned by Monsanto) by another party, and not infringed due to the
defense of the reverse  doctrine of  equivalents. On September 8, 1999
the District Court affirmed in part the jury's verdict on the issue of
prior invention but overturned the finding of non-infringment on the
reverse doctrine of equivalents.  The matter remains pending on appeal
and Monsanto  is continuing to litigate vigorously its position on
appeal.  In November 1999, all claims by Monsanto and DEKALB against
Novartis were dismissed, in recognition of patent license agreements
among those parties.

     Pioneer Hi-Bred International Inc. filed an action against
Monsanto which is now pending in U.S. District Court for the Eastern
District of Missouri (4:97CV01609-ERW).  In the lawsuit, Pioneer alleged
that it was entitled to obtain via Monsanto a license to the corn
transformation patents of DEKALB which were being enforced against
Pioneer in the Rockford Litigation.  Pioneer's license claims all have
been denied by the District Court and Pioneer's claims have been
dismissed.  The litigation remains pending only to consider Monsanto's
counterclaim to terminate the 1993 license to Pioneer pertaining to Bt
corn technology, including the Yieldgard(R) corn product which is
currently sold by Pioneer.  Monsanto's counterclaims allege that
Pioneer's actions breached the contract.  All of Pioneer's summary
judgment motions have been denied.  Compensatory damages and equitable
relief to terminate Pioneer's existing rights under the 1993 license for
Yieldgard(R) Bt corn product and technology are sought by Monsanto in
the litigation.  The case is set for jury trial commencing in August
2000.

     On November 30, 1999, Monsanto filed suit against Pioneer Hi-Bred
International Inc. (4:99CV0917-LOD) in U.S. District Court for the
Eastern District of Missouri to terminate a technology license for
glyphosate tolerant soybeans and canola which had been previously
extended to Pioneer and was assigned by Pioneer in connection with its
merger with E.I. DuPont DeNemours.  The lawsuit alleges that the
assignment resulted in unauthorized sales of herbicide tolerant soybeans
and canola and thereby infringed Monsanto patents and violated certain
of its trademark rights.  Monsanto seeks injunctive relief and is
vigorously pursuing its claims against Pioneer in the lawsuit.

     In 1997 Monsanto commercially introduced corn containing a gene
providing glyphosate resistance. On November 20, 1997, Rhone Poulenc
Agrochimie S. A. ("Rhone Poulenc") filed suit in the U. S. District
Court in North Carolina (Charlotte) against the Company and DEKALB (now
a subsidiary of the Company) alleging that a 1994 license agreement (the
"1994 Agreement") between DEKALB and Rhone Poulenc was induced by fraud
stemming from DEKALB's nondisclosure of a research report involving
testing of plants to determine glyphosate tolerance.  Rhone Poulenc also
alleged that neither DEKALB nor Monsanto has a right to license, make or
sell products using Rhone Poulenc technology for glyphosate resistance
under the terms of the 1994 Agreement.  On April 5, 1999, the trial
court rejected Rhone Poulenc's claim that the contract language did not
convey a license but found that a disputed issue of fact existed as to
whether the contract

                                12



<PAGE>
<PAGE>

was obtained by fraud.  Jury trial of the fraud claims ended April 22,
1999, with a verdict for Rhone Poulenc and against DEKALB.  Monsanto was
dismissed from the trial prior to verdict since it was not involved in
the inducement allegation and was involved in the case only due to the
fact that in 1996, DEKALB sublicensed to Monsanto certain technology
previously licensed by Rhone Poulenc.  The jury awarded $15 million in
actual damages for "unjust enrichment" and $50 million in punitive
damages.  DEKALB has filed motions with the trial court to set aside the
damage award.  DEKALB has meritorious grounds to overturn the jury
verdict and  has filed a Motion for Judgment as a Matter of Law to
overturn the jury verdict.  The trial was bifurcated to allow claims
against DEKALB and Monsanto for patent infringement and misappropriation
of trade secrets to be tried before a different jury.  On May 6, 1999,
the District Court dismissed Monsanto from all remaining claims and
granted Monsanto's motion for summary judgment  holding that Monsanto
was a bona fide purchaser which retained all license rights to the Rhone
Poulenc technology notwithstanding the prior verdict against DEKALB.
The Court concurred that Monsanto was not liable for trade secret or
patent infringement claims  since Monsanto obtained its license from
DEKALB without any knowledge of the claims that allegedly gave rise to
the jury verdict against DEKALB.  Jury trial of the patent infringement
and misappropriation claims ended June 3, 1999, with a verdict for Rhone
Poulenc and against DEKALB.  DEKALB is continuing to defend the
litigation and maintains that it remains licensed to use the Rhone
Poulenc technology notwithstanding the verdict or any subsequent action
that may occur to rescind the 1994 license between Rhone Poulenc and
DEKALB.  In addition to the claim of license, DEKALB believes that it
has other meritorious defenses to the patent and trade secret
allegations, including patent invalidity and absence of trade secret
status due to Rhone Poulenc's own public disclosure of the alleged trade
secret.  On July 16, 1999, a hearing occurred on all post-trial motions
including the request by Rhone Poulenc for injunctive relief against
future sales of DEKALB-brand RoundupReady(R) corn products if the
material was not currently in inventory or within the scope of the prior
damage verdict.  No ruling has occurred on the post-trial motions.
Pursuant to an agreement between the Company and Rhone Poulenc, certain
RoundupReady(R) corn products are being sold under a royalty bearing
arrangement.  DEKALB will vigorously appeal the verdict to the Federal
Circuit and will assert its meritorious defenses to all remaining claims
in the litigation and will vigorously seek to avoid further claims of
liability, the possible entry of injunctive relief and will seek to
overturn by appeal any judgment entered in the lawsuit.

     In June 1996, Mycogen Corporation,  Agrigenetics Inc. and Mycogen
Plant Sciences, Inc.  filed suit against Monsanto in California State
Superior Court in San Diego, alleging damage by an alleged  failure of
Monsanto to license, under an option agreement, technology relating to
Bt corn and to glyphosate resistant corn, cotton and canola. On
September 9, 1996, Monsanto successfully demurred to all claims but
plaintiffs were permitted to amend to file a damage claim seeking
recovery under a theory of continuing breach.  On October 20, 1997, the
court construed the contract as involving only a license to receive
genes rather than a license to receive germplasm.  Jury trial of the
remaining damage claim for lost future profits from the alleged delay in
performance ended March 20, 1998, with a verdict against the Company
awarding damages totaling $174.9 million. The case is now on appeal as
Appeal No. D031336 before the California Court of Appeal for the Fourth
Appellate District.  Mycogen and Agrigenetics Inc. have filed a cross
appeal seeking to reinstate claims for damages that were dismissed prior
to trial.  This cross appeal has

                                13




<PAGE>
<PAGE>

been consolidated for all purposes on appeal.  The Company has  numerous
meritorious defenses and grounds to overturn the award, including the
speculative nature of the damages for lost future profits, improper
splitting of the causes of action, lack of continuing breach, and trial
error in directing a verdict against the Company on the issue of
liability.  Mycogen is also seeking to overturn an award of sanctions
against it in connection with this litigation and to obtain a
determination that the contract entititles Mycogen to a license to
germplasm not genes from Monsanto.  The Company will continue to
vigorously litigate its position on appeal.

     On October 28, 1998, two related lawsuits were filed in U.S.
District Court in Iowa:  one against Asgrow Seed Company, L.L.C.
("Asgrow"), a subsidiary of the Company (No. 4-98-CV-70577); and the
other against DEKALB (since acquired by the Company) (No. 4-98-CV-90578).
The lawsuits allege that defendants misappropriated trade secrets of
Pioneer in their corn breeding programs.  On October 8, 1999, Pioneer
added the prior owners of Asgrow and DEKALB (The Upjohn Company and
Pfizer Inc.) and Monsanto as defendants in the litigation.  In addition
to claims under Iowa state law for trade secret misappropriation, Pioneer
alleges violations of the Lanham Act and the patent law.  Actual and
exemplary damages and injunctive relief are sought.  Pioneer also asserts
that defendants have violated an unspecified contractual obligation not
to breed with Pioneer germplasm.  On July 17, 1999, the court denied
without prejudice defendants' motions to dismiss the initial trade secret
claims.  On January 4, 2000, the District Court allowed Pioneer to amend
its claims in the litigation to assert claims that the defendants infringed
numerous patents.  As a consequence of the new claims the prior trial date
has been vacated and no trial date has been assigned.  The defendants have
meritorious defenses including non-infringement of patents, lack of validity
of the patents on numerous grounds, preemption, laches, statute of
limitations, lack of trade secrets, ownership of the germplasm, bona fide
purchaser status and other defenses.  The defendants will vigorously defend
against Pioneer's claims in the litigation.

     Following the announcement on May 11, 1998, of the merger
agreement between Monsanto and Delta and Pine Land Company ("Delta and
Pine Land"), five alleged holders of Delta and Pine Land common stock
filed suits, now consolidated (the "Delta and Pine Land Suit"), in the
Delaware Court of Chancery in and for New Castle County against
Monsanto, Delta and Pine Land, and members of the Delta and Pine Land
Board of Directors (the "Delta and Pine Land Board"). Seeking to
represent a purported class of Delta and Pine Land shareowners,
plaintiffs in the Delta and Pine Land Suit allege that the consideration
to be received by holders of Delta and Pine Land common stock in the
merger is unfair and inadequate, that the members of the Delta and Pine
Land Board have breached their fiduciary  duties by approving the
transaction and that Monsanto has aided and abetted such breaches.
Plaintiffs in the Delta and Pine Land Suit seek judgment declaring that
each Delaware Action is maintainable as a class action, preliminarily
and permanently enjoining consummation of the merger or rescinding the
transaction in the event that it is consummated, awarding unspecified
compensatory damages against defendants, and awarding plaintiffs their
attorneys' fees and expenses. On December 30, 1999, a derivative and
class action lawsuit was filed, as Civil Action 17707, by two alleged
holders of Delta and Pine Land common stock, in the Delaware Court of
Chancery. Defendants include Monsanto, Delta and Pine Land and members
of the Delta and Pine Land Board. The suit seeks a declaration that the
individual defendants have violated

                                14




<PAGE>
<PAGE>

their fiduciary duties and to direct the individual defendants to take
certain actions to maximize shareholder value.  The suit also requests
compensatory damages, costs, disbursements and fees.  The suit relates
to Monsanto's withdrawal of its filing for U.S. antitrust clearance of
its proposed merger with Delta and Pine Land in light of the U.S.
Department of Justice's unwillingness to approve the transaction on
commercially reasonable terms. The Delaware lawsuit alleges that Delta
and Pine Land has been harmed by the termination of the effort to
complete the transaction and that the individual defendants have a
continuing duty to seek a value-maximizing transaction for the
shareholders.  On January 3, 2000, Monsanto paid Delta and Pine Land $80
million in cash, equal to the amount of a termination fee set forth in
the merger agreement, plus reimbursement of $1 million in expenses.  On
January 18, 2000, suit was filed against Monsanto by Delta and Pine Land
(Cause No. 2000-2) in Circuit Court of the First Judicial District of
Bolivar County, Mississippi, seeking compensatory and punitive damages
allegedly as a result of the failure to complete the acquisition
pursuant to the exercise of reasonable efforts.  Monsanto did exercise
commercially reasonable efforts to complete the transaction and has
meritorious defenses to the claims in the lawsuits and will vigorously
defend the actions.

     On April 15, 1996, one hundred ten (110) current and former
employees of Fisher Controls International, Inc. ("Fisher"), a former
subsidiary of Monsanto, filed suit against the Company in the District
Court of Brazoria County, Texas, 149th Judicial District (Cause No.
96M0975), alleging breach of contract, breach of a duty of good faith
and fair dealing, and fraud.  Plaintiffs challenged  Monsanto's
decision, pursuant to the terms of the stock option plans in effect, to
curtail the duration of plaintiffs' options to purchase common stock of
Monsanto following the divestiture of Fisher from the Monsanto corporate
family in 1992.  On June 24, 1997, the trial court granted Monsanto's
motion for summary judgment and dismissed the case with prejudice.
Plaintiffs appealed the judgment to the Court of Appeals for the First
District of Texas (No. 01-97-01142-CV).  On September 7, 1999, the Court
of Appeals issued an opinion reversing the summary judgment and
remanding the case to the trial court for further proceedings.  On
October 1, 1999, Monsanto filed a motion for rehearing or, in the
alternative, for rehearing en banc and the motion was denied on January
4, 2000.  Monsanto believes that the decision of the trial court was
correct and that its actions regarding the Fisher employees were in
accordance with the terms of the stock option plans and entitled to
substantial deference under Delaware law.  Monsanto intends to pursue
its efforts to overturn the decision of the Court of Appeals and will
continue to vigorously defend against all claims of plaintiffs.

RISK MANAGEMENT

     Monsanto continually evaluates risk retention and insurance levels
for product liability, property damage and other potential areas of
risk. Monsanto devotes significant effort to maintaining and improving
safety and internal control programs, which reduce its exposure to
certain risks. Management decides the amount of insurance coverage to
purchase from unaffiliated companies and the appropriate amount of risk
to retain, based on the cost and availability of insurance and the
likelihood of a loss. Since 1986, Monsanto's liability insurance has
been on the "claims made" policy form. Management believes that the
current levels of risk retention are consistent with those of other
companies in the various industries in which Monsanto operates and are
reasonable for

                                15




<PAGE>
<PAGE>

Monsanto. There can be no assurance that Monsanto will not incur losses
beyond the limits of, or outside the coverage of, its insurance.
Monsanto's liquidity, financial position and profitability are not
expected to be affected materially by the levels of risk retention that
the Company accepts.

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

     Information regarding forward-looking statements, and factors that
could cause actual performance or results to differ materially from
those described, are set forth under the heading "Cautionary Statements
Regarding Forward-Looking Information" in Exhibit 99, accompanying this
Report and incorporated herein by reference.

ITEM 2. PROPERTIES.

     The General Offices of the Company are located on a 285-acre tract
of land in St. Louis County, Missouri. The Company also owns a 210-acre
tract in St. Louis County on which additional research facilities are
located.  In addition, Monsanto and its subsidiaries own or lease
manufacturing facilities, laboratories, agricultural facilities, office
space, warehouses, and other land parcels in North America, South
America, Europe, Asia, Australia and Africa.

     In addition to the facilities in St. Louis County, Missouri,
Monsanto's principal properties include the following locations, serving
the sectors noted:  Alvin, Texas (Agricultural Products); Antwerp,
Belgium (Agricultural Products); Augusta, Georgia (Agricultural
Products, Pharmaceuticals); Barceloneta, Puerto Rico (Pharmaceuticals);
Caguas, Puerto Rico (Pharmaceuticals); Fayetteville, North Carolina
(Agricultural Products); Feucht, Germany (Pharmaceuticals); Luling,
Louisiana (Agricultural Products); Mt. Prospect, Illinois (Pharmaceuticals);
Morpeth, United Kingdom (Pharmaceuticals); Muscatine, Iowa (Agricultural
Products); Sao Jose dos Campos, Brazil (Agricultural Products); Skokie
(Old Orchard), Illinois (Pharmaceuticals, Corporate and Other); Skokie
(Searle Parkway), Illinois (Pharmaceuticals); and Zarate, Argentina
(Agricultural Products).  All of these properties are manufacturing
facilities, except for the research buildings in Mt. Prospect, Illinois
and Skokie (Searle Parkway), Illinois, and the office building in Skokie
(Old Orchard), Illinois.

     Monsanto's principal properties are suitable and adequate for
their use. Utilization of these facilities may vary with seasonal,
economic and other business conditions, but none of the principal
properties is substantially idle. The facilities generally have
sufficient capacity for existing needs and expected near-term growth,
and expansion projects are undertaken as necessary to meet future needs.
Most of these properties are owned in fee. However, the Company leases
the land underlying facilities that it owns at Alvin, Texas. In certain
instances, Monsanto has granted leases on portions of plant sites not
required for current operations.

                                16


<PAGE>
<PAGE>

ITEM 3. LEGAL PROCEEDINGS.

     For information concerning certain legal proceedings involving
Monsanto, see "Business--Environmental Matters", "Business--Legal
Proceedings" and "Business--Disclosure of Forward-Looking Statements"
in Item 1 of this Report.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

     No matters were submitted to the security holders during the
fourth quarter of 1998.

EXECUTIVE OFFICERS OF THE REGISTRANT.

     Information regarding executive officers is contained in Item 10
of Part III of this Report (General Instruction G) and is incorporated
herein by reference.

                                17




<PAGE>
<PAGE>

                                PART II

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.

     The narrative information appearing under "Review of Cash Flow--
Dividend Policy is Unchanged" on page 29, and the tabular information
regarding Dividends Per Share and Common Stock Price (for the years 1997
and 1998) appearing under "Quarterly Data" on page 36, all appearing in
Exhibit 99 of this Report, are incorporated herein by reference.

ITEM 6. SELECTED FINANCIAL DATA.

     The following information, appearing on the pages indicated of
Exhibit 99 of this Report, are incorporated herein by reference:  the four
paragraphs under "Definitions" on page 1; and the tabular information
under "Financial Summary--Operating Results, Earnings (Loss) per Share and
Year-End Financial Position" and the amounts of Dividends per Share, all
for the years 1994 through 1998, on page 70.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION.

     The following information, appearing on the pages indicated of
Exhibit 99 of this Report, is incorporated herein by reference:  (a) the
four paragraphs under "Definitions" on page 1; (b) the tabular and
narrative information appearing under "Review of Consolidated Results of
Operations" on pages 4 through 12, "Review of Consolidated Results of
Operations--Analysis of Change in Earnings (Loss) Per Share from
Continuing Operations" on page 13, "Segment Data" and information
regarding segments on pages 15 through 24, "Review of Changes in Financial
Position" on page 26, "Review of Cash Flow" on page 29 and "Additional
Financial Information" on pages 30 through 32; and (c) the narrative
information appearing under "Geographic Data" on page 14 and "Cautionary
Statements Regarding Forward-Looking Information" on pages 65 through 69.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS.

     The tabular and narrative information appearing under "Financial
Instruments" on pages 33 -34 of Exhibit 99 of this Report is
incorporated herein by reference.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

     The following information, appearing on the pages indicated of
Exhibit 99 of this Report, is incorporated herein by reference:  (a) the
four paragraphs under "Definitions" on page 1; (b) the consolidated
financial statements of Monsanto appearing on pages 3, 25, 28, 30, 35, and
38 through 63; (c) the Independent Auditors' Report appearing on page 2;
and (d) the tabular and narrative information appearing under "Quarterly
Data" on pages 36 -37.

                                18




<PAGE>
<PAGE>

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.

None.

                                19





<PAGE>
<PAGE>

                             PART III

     ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

     Information regarding directors and executive officers appearing
under "Election of Directors" on pages 2 through 4, and "Other
Information Regarding Management--Section 16(a) Beneficial Ownership
Reporting Compliance" on pages 18-19, of the Monsanto Company Notice of
Annual Meeting and Proxy Statement (the "1999 Proxy Statement") dated
March 15, 1999, is incorporated herein by reference. The following
information with respect to the Executive Officers of the Company on
March 1, 1999, is included pursuant to Instruction 3 of Item 401(b) of
Regulation S-K:

<TABLE>
<CAPTION>
                                                                 Year
                                                                 First
                                                                Became
                                                                  an
                                     Present Position          Executive
     Name--Age                        with Registrant           Officer        Other Business Experience since January 1, 1994
     ---------                       ----------------          ---------       -----------------------------------------------
<S>                              <C>                              <C>          <C>
Bruce P. Bickner, 55             Co-President, Global Seed        1999         Chairman and Chief Executive Officer - DEKALB
                                 Group - Monsanto Company                      Energy Co., 1986; Chairman and Chief Executive
                                                                               Officer - DEKALB Genetics Corporation,1988 to
                                                                               present.

Martin E. Blaylock, 58           Vice President,                  1999         Director, Manufacturing Operations - Monsanto
                                 Manufacturing Operations -                    Company, 1993; and present position, 1995.
                                 Monsanto Company

Gary L. Crittenden, 45           Senior Vice President, Chief     1998         Executive Vice President and Chief Financial
                                 Financial Officer - Monsanto                  Officer - Melville Corp., 1994; Executive Vice
                                 Company                                       President, Strategy and Business Development -
                                                                               Sears Roebuck & Co., 1996; President, Hardware
                                                                               Stores Division - Sears Roebuck & Co., 1996;
                                                                               Executive Vice President and Chief Financial
                                                                               Officer - Sears Roebuck & Co., 1998; and present
                                                                               position, 1998.

Richard U. De Schutter, 57       Vice Chairman - Monsanto         1995         President and Chief Operating Officer -  G.D.
                                 Company; Chairman, Chief                      Searle & Co., 1993; Chairman, Chief Executive
                                 Executive Officer and                         Officer and President -  G.D. Searle & Co.;
                                 President - G.D. Searle & Co.                 Advisory Director-Monsanto Company, 1995; and
                                                                               present position, 1997.

Arnold W. Donald, 44             Senior Vice President;  Co-      1998         Group Vice President North America Division -
                                 President, Nutrition and                      Monsanto Company, 1993; Group Vice President and
                                 Consumer Products -                           General Manager - Monsanto Company, 1994;
                                 Monsanto Company                              President, Crop Protection -Monsanto Company,
                                                                               1995; Co-President, Agricultural Sector - Monsanto
                                                                               Company, 1997; Senior Vice President - Monsanto
                                                                               Company, 1998; and present position, 1999.


                                20



<PAGE>
<PAGE>

<CAPTION>
                                                                 Year
                                                                 First
                                                                Became
                                                                  an
                                     Present Position          Executive
     Name--Age                        with Registrant           Officer        Other Business Experience since January 1, 1994
     ---------                       ----------------          ---------       -----------------------------------------------
<S>                              <C>                              <C>          <C>
Steven L. Engelberg, 55          Senior Vice President -          1995         Partner-in-Charge, Keck, Mahin & Cate Washington,
                                 Monsanto Company                              D.C. office, 1986; Chief of Staff of Office of the
                                                                               United States Trade Representative (on leave from
                                                                               Keck, Mahin & Cate until May 1993), 1993; Vice
                                                                               President, Worldwide Government Affairs - Monsanto
                                                                               Company, 1994; and present position, 1996.

Patrick J. Fortune, 50           Vice President and Chief         1997         Corporate Vice President, Information Management -
                                 Knowledge Officer - Monsanto                  Bristol-Myers Squibb, 1991; President and Chief
                                 Company                                       Operation Officer - Coram Healthcare Corporation,
                                                                               1994; Vice President, Information Technology -
                                                                               Monsanto Company, 1995; Vice President and Chief
                                                                               Information Officer - Monsanto Company, 1997; and
                                                                               present position, 1998.

Robert Fraley, 46                Co-President, Agricultural       1999         Group Vice President and General Manager, New
                                 Sector - Monsanto Company                     Products Division - Monsanto Company, 1993;
                                                                               President, Ceregen-Monsanto Company, 1995; and
                                                                               present position, 1997.

Hugh Grant, 40                   Co-President, Agricultural       1999         Director, Global Roundup(R) Product Strategy -
                                 Sector - Monsanto Company                     Monsanto Company, 1994; General Manager,
                                                                               Agricultural Sector for Southeast Asia, Australia,
                                                                               New Zealand & South Korea - Monsanto Company,
                                                                               1995; and present position, 1998.

Alan L. Heller, 45               Chief Operating Officer-G.D.     1999         Vice President, Sales - G.D. Searle & Co., 1992;
                                 Searle & Co.                                  Vice President, Finance - G.D. Searle & Co. 1994;
                                                                               President, Americas, G.D. Searle & Co.; 1995; and
                                                                               present position, 1997.

R. William Ide III, 58           Senior Vice President,           1996         President, American Bar Association, 1993-1994;
                                 General Counsel and                           partner, Long, Aldridge & Norman, 1993; and
                                 Secretary - Monsanto                          present position, 1996.
                                 Company

Madonna A. Kindl, 40             Vice President, Human            1996         Director of Human Resources, Staff of the Vice
                                 Resources - Monsanto                          Chairman - Monsanto Company, 1993; Director,
                                 Company                                       Human Resources, Crop Protection Business Unit -
                                                                               Monsanto Company, 1995; and present position,
                                                                               1996.

                                21




<PAGE>
<PAGE>
<CAPTION>
                                                                 Year
                                                                 First
                                                                Became
                                                                  an
                                     Present Position          Executive
     Name--Age                        with Registrant           Officer        Other Business Experience since January 1, 1994
     ---------                       ----------------          ---------       -----------------------------------------------
<S>                              <C>                              <C>          <C>
Ganesh M. Kishore, 45            Co-President, Nutrition and      1999         Director of Technology, Agricultural Sector -
                                 Consumer Products -                           Monsanto Company, 1994; Director of Technology,
                                 Monsanto Company                              Ceregen-Monsanto Company, 1995; Director of Crop
                                                                               Enhancement, Ceregen-Monsanto Company, 1996;
                                                                               Distinguished Science Fellow - Monsanto Company,
                                                                               1996; and present position, 1997.

Philip Needleman, 60             Senior Vice President,           1991         Vice President, Research and Development; Advisory
                                 Research and Development                      Director - Monsanto Company; President, Research
                                 and Chief Scientist; Co-                      and Development-G.D. Searle & Co., 1992; Senior
                                 President, Pharmaceuticals                    Vice President, Research and Development and Chief
                                 Sector-Monsanto Company                       Scientist-Monsanto Company; President, Research
                                                                               and Development- G.D. Searle & Co., 1993; and
                                                                               present position, 1996.

Robert W. Reynolds, 54           Vice Chairman - Monsanto         1994         Vice President and Managing Director, Latin
                                 Company                                       America World Area - Monsanto Company, 1992; Vice
                                                                               President, International Operations and
                                                                               Development - Monsanto Company, 1995; and present
                                                                               position, 1997.

Nicholas E. Rosa, 47             Co-President, Nutrition and      1999         President - NutraSweet Europe, 1991; Executive
                                 Consumer Products                             Vice President - The NutraSweet Company, 1994;
                                                                               President, Benevia-Monsanto Company, 1996;
                                                                               President, Nutrition and Consumer Products -
                                                                               Monsanto Company, 1997; and present position,
                                                                               1999.

Robert B. Shapiro, 60            Director; Chairman and Chief     1987         Director, President and Chief Operating Officer -
                                 Executive Officer - Monsanto                  Monsanto Company, 1993; Director, Chairman, Chief
                                 Company                                       Executive Officer and President - Monsanto
                                                                               Company, 1995; and present position, 1997.

Hendrik A. Verfaillie, 53        President - Monsanto Company     1993         Vice President and Advisory Director - Monsanto
                                                                               Company; President - The Agricultural Group -
                                                                               Monsanto Company, 1993; Vice President and
                                                                               Advisory Director - Monsanto Company, 1995;
                                                                               Executive Vice President and Advisory Director -
                                                                               Monsanto Company, 1995; and present position,
                                                                               1997.
</TABLE>

Effective April 9, 1999, Patrick J. Fortune is no longer an executive
officer of Monsanto Company.  Effective April 23, 1999, Madonna A. Kindl
and Nicholas E. Rosa were elected Senior Vice Presidents of Monsanto
Company.  Effective April 30, 1999, Robert W. Reynolds retired as an
employee and

                                22



<PAGE>
<PAGE>

officer of Monsanto Company.  Effective June 25, 1999:  Richard U. De
Schutter was elected Chief Administrative Officer and a Director of
Monsanto Company, in addition to his other responsibilities; Hendrik A.
Verfaillie was elected Chief Operating Officer and a Director of
Monsanto Company, in addition to his duties as President; and Alan L.
Heller was elected Co-President of G. D. Searle & Co.  Effective August
1, 1999, David L. Morley, Senior Vice President of Monsanto Company,
became an executive officer.  Mr. Morley initially became an executive
officer of Monsanto Company in 1998.  His prior positions with Monsanto
(comprising his other business experience since January 1,1994) were:
Group Vice President and General Manager, Global Strategies and
Operations - The Agricultural Group, 1993; Group Vice President and
General Manager, Americas Division, Crop Protection Business Unit, 1995;
President, Nutrition and Consumer Products, 1997; and present position,
1998.  Effective November 1, 1999, Joan H. Walker, became Senior Vice
President of Monsanto Company and an executive officer.  Her prior
positions since January 1, 1994 include:  President and Chief Executive
Officer - Bozell Public Relations, 1993 to August 1996; and Senior Vice
President, Corporate Communications - Ameritech Corporation, August 1996
to November 1999.

                                23




<PAGE>
<PAGE>

ITEM 11. EXECUTIVE COMPENSATION.

     Information appearing under "Directors' Fees and Other
Arrangements" on pages 8-9, and under "Executive Compensation" beginning
on page 15 and continuing through "Certain Agreements" on page 18 of the
1999 Proxy Statement is incorporated herein by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     Information appearing under "Stock Ownership of Management and
Certain Beneficial Owners" on pages 5 and 6 of the 1999 Proxy Statement
is incorporated herein by reference.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     Information appearing under "Other Information Regarding
Management--Transactions and Relationships" and "--Indebtedness" on
pages 18 through 20 of the 1999 Proxy Statement is incorporated herein
by reference.

                                24




<PAGE>
<PAGE>

                              PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM
8-K.

(a)  Documents filed as part of this Report:

     1.   The financial statements set forth at pages 3, 25, 28, 30,
          35, and 38 through 63 of Exhibit 99 to this Report

     2.   Financial Statement Schedules

          None required

     3.   Exhibits--See the Exhibit Index beginning at page 28 of this
          Report. For a listing of all management contracts and
          compensatory plans or arrangements required to be filed as
          exhibits to this Form 10-K, see the Exhibits listed under
          Exhibit No. 10, items 4 through 32 on pages 29 through 32 of
          the Exhibit Index. The following Exhibits listed in the
          Exhibit Index are filed with this Report:

          3    2.   By-Laws of the Company, as amended effective
                    December 10, 1999

          10   24.  1999 Form of Employment Agreement for Executive
                    Officers

          23   Consent of Independent Auditors

          24   2.   Powers of attorney submitted by Richard U. De
                    Schutter and Hendrik A. Verfaillie.

          27   Financial Data Schedule (part of electronic submission
               only)

          99   Amended Financial Information for Fiscal Year Ended
               December 31, 1998

(b)  Reports on Form 8-K during the quarter ended December 31, 1998:

     The following reports on Form 8-K were filed by the Company on the
dates indicated:  October 13, 1998 (termination of merger agreement with
American Home Products Corporation); October 19, 1998 (information
presented to the financial community); October 30, 1998 (financial
information for quarter ended September 30, 1998);  November 13 and 16,
1998; (announcement of financing plans); November 27, 1998 (offerings of
common stock and Adjustable Conversion-rate Equity Security Units);
December 8, 1998 (acquisition of DEKALB Genetics Corporation); and
December 14, 1998 (closings of financings and filing of related
documents).

                                25




<PAGE>
<PAGE>

                             SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.

                                         MONSANTO COMPANY
                                 --------------------------------
                                           (Registrant)

                                 By
                                   ------------------------------
                                         Richard B. Clark
                                   Vice President and Controller
                                   (Principal Accounting Officer)
Date: January 21, 2000

    Pursuant to the requirements of the Securities Exchange Act of
1934, the Report has been signed below by the following persons on
behalf of the registrant and in the capacities and on the dates
indicated.

<TABLE>
<CAPTION>
          SIGNATURE                       TITLE                       DATE
          ---------                       -----                       ----
<S>                              <C>                              <C>
  _________________________              Chairman                 _______, 2000
     (Robert B. Shapiro)          President and Director
                                   (Principal Executive
                                         Officer)


  _________________________        Vice Chairman, Chief           _______, 2000
   (Richard U. De Schutter)       Administrative Officer,
                                       and Director


  _________________________              Director                 _______, 2000
       (Michael Kantor)


  _________________________              Director                 _______, 2000
     (Gwendolyn S. King)


  _________________________              Director                 _______, 2000
        (Philip Leder)


  _________________________              Director                 _______, 2000
    (Jacobus F. M. Peters)


  _________________________              Director                 _______, 2000
        (John S. Reed)


  _________________________              Director                 _______, 2000
       (John E. Robson)


  _________________________              Director                 _______, 2000
  (William D. Ruckelshaus)
                                26



<PAGE>
<PAGE>


  _________________________       Senior Vice President,          _______, 2000
     (Gary L. Crittenden)        Chief Financial Officer
                                   (Principal Financial
                                         Officer)


  _________________________     President, Chief Operating        _______, 2000
   (Hendrik A. Verfaillie)         Officer and Director


  _________________________         Vice President and            _______, 2000
      (Richard B. Clark)          Controller (Principal
                                   Accounting Officer)

<FN>
<F*> ____________, by signing his or her name hereto, does sign this
document on behalf of the above noted individuals, pursuant to powers of
attorney duly executed by such individuals which have been filed as an
Exhibit to this Report.
</TABLE>



                                  _____________________________

                                        Attorney-in-Fact

                                     27



<PAGE>
<PAGE>

                           EXHIBIT INDEX

These Exhibits are numbered in accordance with the Exhibit Table of Item
601 of Regulation S-K.

EXHIBIT NO.       DESCRIPTION
-----------       -----------

2                 Omitted--Inapplicable

3                 1. Restated Certificate of Incorporation of the
                  Company as of  October 28, 1997 (incorporated herein
                  by reference to Exhibit 3(i) of the Company's Form 10-
                  Q for the quarter ended September 30, 1997)

                  2. By-Laws of the Company, as amended effective
                  December 10, 1999

4                 1. Form of Rights Agreement, dated as of January 26,
                  1990 between the Company and First Chicago Trust
                  Company as successor to The First National Bank of
                  Boston (incorporated herein by reference to Form 8-A
                  filed on January 31, 1990)

                  2. Form of Rights Agreement, dated as of December 19,
                  1999 between the Company and EquiServe Trust Company
                  N.A., First Chicago Trust Company as successor to The
                  First National Bank of Boston (incorporated herein by
                  reference to Form 8-A filed on December 30, 1999)

                  3. Master Unit Agreement, dated as of November 30,
                  1998, by and between the Company and The First
                  National Bank of Chicago, as Unit Agent (incorporated
                  herein by reference to Exhibit 4.2 of the Company's
                  Form 8-K filed on December 14, 1998)

                  4. Call Option Agreement, dated as of November 30,
                  1998, by and between Goldman, Sachs & Co., as Call
                  Option Holder, and The First National Bank of Chicago,
                  as Unit Agent and as Attorney-In- Fact (incorporated
                  herein by reference to Exhibit 4.3 of the Company's
                  Form 8-K filed on December 14, 1998)

                  5. Pledge Agreement, dated as of November 30, 1998, by
                  and among the Company, Goldman, Sachs & Co., as Call
                  Option Holder, First Union National Bank, as
                  Collateral Agent and Securities Intermediary, and The
                  First National Bank of Chicago, as Unit Agent and as
                  Attorney-In-Fact (incorporated herein by reference to
                  Exhibit 4.4 of the Company's Form 8-K filed on
                  December 14, 1998)

                  6. Registrant agrees to furnish to the Securities and
                  Exchange Commission upon request copies of instruments
                  defining the rights of holders of certain long-term
                  debt not being registered of the registrant and all
                  subsidiaries for which consolidated or unconsolidated
                  financial statements are required to be filed.

                                28



<PAGE>
<PAGE>

9                 Omitted--Inapplicable

10                1. Distribution Agreement by and between Monsanto
                  Company and Solutia Inc., as of September 1, 1997,
                  plus identification of contents of omitted schedules
                  and exhibits and agreement to furnish supplementally a
                  copy of any omitted schedule or exhibit to the
                  Securities and Exchange Commission upon request
                  (incorporated herein by reference to Exhibit 2.1 of
                  the Company's Form 8-K filed September 16, 1997)

                  2. Employee Benefits and Compensation Allocation
                  Agreement between Monsanto Company and Solutia Inc.,
                  dated as of September 1, 1997 (incorporated herein by
                  reference to Exhibit 99.1 of the Company's Form 8-K
                  filed September 16, 1997)

                  3. Tax Sharing and Indemnification Agreement dated as
                  of September 1, 1997, by and between Monsanto Company
                  and Solutia Inc. (incorporated herein by reference to
                  Exhibit 99.2 of the Company's Form 8-K filed September
                  16, 1997)

                  4. Monsanto Company Non-Employee Director Deferred
                  Compensation Plan (incorporated herein by reference to
                  Exhibit 10.3 of the Company's Form 10-Q for the
                  quarter ended September 30, 1997)

                  5. Monsanto Company Non-Employee Director Equity
                  Incentive Compensation Plan (incorporated herein by
                  reference to Exhibit 10.4 of the Company's Form 10-Q
                  for the quarter ended September 30, 1997)

                  6. Non-Employee Directors Stock Plan, as amended in
                  1991 (incorporated herein by reference to Exhibit
                  19(ii)1 of the Company's Form 10-Q for the quarter
                  ended June 30, 1991)

                  7. Amendment to Non-Employee Directors Stock Plan
                  (incorporated herein by reference to Exhibit 10.8 of
                  the Company's Form 10-Q for the quarter ended June 30,
                  1997)

                  8. Charitable Contribution Program effective April 1,
                  1992 (incorporated herein by reference to Exhibit
                  19(i)1 of the Company's Form 10-K for the year ended
                  December 31, 1991)

                  9. Deferred Compensation Plan for Non-Employee
                  Directors, as amended in 1983 and 1991 (incorporated
                  herein by reference to Exhibit 19(ii)1 of the
                  Company's Form 10-K for the year ended December 31,
                  1991)

                                29



<PAGE>
<PAGE>

                  10. Excerpt of Resolutions of Monsanto Company Board
                  of Directors Regarding Directors' Compensation,
                  adopted by Unanimous Consent effective August 4, 1997
                  (incorporated herein by reference to Exhibit 10.5 of
                  the Company's Form 10-Q for the quarter ended
                  September 30, 1997)

                  11. Consulting Agreement between the Company and
                  Philip Leder dated January 17, 1990 (incorporated
                  herein by reference to Exhibit 19(i)3 of the Company's
                  Form 10-K for the year ended December 31, 1989)

                  12. Monsanto Management Incentive Plan of 1988/I, as
                  amended in 1988, 1989, 1991, 1992, April 1997, July
                  1997, and 1999 (incorporated herein by reference to
                  Exhibit 10.2 of the Company's Form 10-Q for the
                  quarter ended September 30, 1999)

                  13. Monsanto Management Incentive Plan of 1988/II, as
                  amended in 1989, 1991, 1992, April 1997, July 1997,
                  and 1999 (incorporated herein by reference to Exhibit
                  10.3 of the Company's Form 10-Q for the quarter ended
                  September 30, 1999)

                  14. Monsanto Management Incentive Plan of 1994, as
                  amended in April 1997, July 1997, and 1999
                  (incorporated herein by reference to Exhibit 10.4 of
                  the Company's Form 10-Q for the quarter ended
                  September 30, 1999)

                  15. Monsanto Management Incentive Plan of 1996 as
                  amended April 25, 1997, July 25, 1997, August 18,
                  1997, February 26, 1998, September 25, 1998, April 23,
                  1999, and October 22, 1999, and as Adjusted to Reflect
                  Stock Split as of May 15, 1996 and Spinoff as of
                  September 1, 1997 (incorporated herein by reference to
                  Exhibit 10.1 of the Company's Form 10-Q for the
                  quarter ended September 30, 1999)

                  16. Monsanto Executive Stock Purchase Incentive Plan
                  (incorporated herein by reference to Appendix B of the
                  Monsanto Company Notice of Annual Meeting and Proxy
                  Statement dated March 14, 1996)

                  17. Form of Non-Qualified Purchased and Year 2000
                  Premium Stock Option Certificate (incorporated herein
                  by reference to Exhibit 10 of the Company's Form 10-Q
                  for the quarter ended March 31,1999)

                  18. Form of Non-Qualified Premium Stock Option
                  Certificate (incorporated herein by reference to
                  Exhibit 10.2 of the Company's Form 10-Q for the
                  quarter ended June 30, 1998)

                                30




<PAGE>
<PAGE>

                  19. Form of Monsanto Company 1999 Non-Qualified
                  Premium Stock Option Certificate (incorporated herein
                  by reference to Exhibit 10.5 of the Company's Form 10-
                  Q for the quarter ended September 30, 1999)

                  20. Annual Incentive Program for Executive Officers
                  (incorporated herein by reference to the description
                  on pages 25-26 of the Monsanto Company Notice of
                  Annual Meeting and Proxy Statement dated March 15,
                  1999)

                  21. Long-Term Incentive Program and Premium Option
                  Purchase Program for Executive Officers (incorporated
                  herein by reference to the description on pages 12-13
                  of the Monsanto Company Notice of Annual Meeting and
                  Proxy Statement dated March 15, 1999)

                  22. Split-dollar Life Insurance Plan (incorporated
                  herein by reference to Exhibit 10(iii)19 of the
                  Company's Form 10-K for the year ended December 31,
                  1987)

                  23. Form of Employment Agreement for Executive
                  Officers (incorporated herein by reference to Exhibit
                  10.7 of the Company's Form 10-Q for the quarter ended
                  September 30, 1997)

                  24.  1999 Form of Employment Agreement for Executive
                  Officers

                  25. Letter Agreement between the Company and Robert B.
                  Shapiro entered into as of July 23, 1990 (incorporated
                  herein by reference to Exhibit 19(i)3 of the Company's
                  Form 10-Q for the quarter ended September 30, 1990)

                  26. Amendment to Letter Agreement between the Company
                  and Robert B. Shapiro entered into as of July 23, 1990
                  (incorporated herein by reference to Exhibit 10.23 of
                  the Company's Form 10-K for the year ended December
                  31, 1996)

                  27. Letter Agreement between the Company and Hendrik
                  A. Verfaillie entered into as of June 27, 1988
                  (incorporated herein by reference to Exhibit 10.20 of
                  the Company's Form 10-K for the year ended December
                  31, 1996)

                  28. Supplemental Retirement Plan regarding Richard U.
                  De Schutter (incorporated herein by reference to
                  Exhibit 10.26 of the Company's Form 10-K for the year
                  ended December 31, 1996)

                  29. Letter Agreement between the Company and Richard
                  U. De Schutter, dated February 7, 1997 (incorporated
                  herein by reference to Exhibit 10.2 of the Company's
                  Form 10-Q for the quarter ended June 30, 1999)

                                31



<PAGE>
<PAGE>

                  30. Searle/Monsanto Stock Plan of 1994, as amended in
                  1995, April 1997 and July 1997 (incorporated herein by
                  reference to Exhibit 10.6 of the Company's Form 10-Q
                  for the quarter ended June 30, 1997)

                  31. G. D. Searle & Co. Split Dollar Life Insurance
                  Plan, as amended in 1989 (incorporated herein by
                  reference to Exhibit 19(ii)3 of the Company's Form 10-
                  Q for the quarter ended June 30, 1989)

                  32. G. D. Searle & Co. Legal/Tax/Financial Counseling
                  Plan (incorporated herein by reference to Exhibit
                  19(i)8 of the Company's Form 10-Q for the quarter
                  ended June 30, 1988)

11                Omitted--Inapplicable; see "Earnings per Share" on
                  page 61 of Exhibit 99 to this Report

13                Omitted -- Inapplicable

18                Omitted--Inapplicable

21                Subsidiaries of the registrant (incorporated by
                  reference to Exhibit 24.1 of the Company's Form 10-K
                  for the year ended December 31, 1998)

22                Omitted--Inapplicable

23                Consent of Independent Auditors

24                1. Powers of attorney submitted by Gwendolyn S. King,
                  Philip Leder, Jacobus F.M. Peters, John S. Reed, John
                  E. Robson, William D. Ruckelshaus, Robert B. Shapiro
                  Gary L. Crittenden and Richard B. Clark (incorporated
                  by reference to Exhibit 24.1 of the Company's Form 10-
                  K for the year ended December 31, 1998)

                  2. Powers of attorney submitted by Richard U. De
                  Schutter and Hendrik A.Verfaillie

                  3. Certified copy of Board resolution authorizing Form
                  10-K filing utilizing powers of attorney
                  (incorporated by reference to Exhibit 24.1 of the
                  Company's Form 10-K for the year ended December 31,
                  1998)

27                Financial Data Schedule (part of electronic submission
                  only)

99                Amended Financial Information for Fiscal Year Ended
                  December 31, 1998

_____________

Only Exhibits Nos. 23 and 99 have been included in the printed copy of
this Report.

                                32