EXHIBIT
99.1

CAUTIONARY
STATEMENT

Cenex Harvest States Cooperatives
(the Company, we, our,
us) and its representatives and agents may from time to
time make written or oral forward-looking statements as
defined under the Private Securities Litigation Reform Act of 1995 (the
Act). Words and phrases such as will likely result,
are expected to, will continue, is
anticipated, estimate, project and
similar expressions identify forward-looking statements. The Company
wishes to caution readers not to place undue reliance on any
forward-looking statements, which speak only as of the date
made.

The Companys forward-looking
statements are subject to risks and uncertainties that could cause
actual results to differ materially from those discussed in the
forward-looking statements. This Cautionary Statement is for the
purpose of qualifying for the safe harbor provisions of
the Act and is intended to be a readily available written document that
contains factors which could cause results to differ materially from
those projected in the forward-looking statements. The following
matters, among others, may have a material adverse effect on the
business, financial condition, liquidity, results of operations or
prospects, financial or otherwise, of the Company. Reference to this
Cautionary Statement in the context of a forward-looking statement
shall be deemed to be a statement that any one or more of the following
factors may cause actual results to differ materially from those which
might be projected, forecasted, estimated or budgeted by the Company in
the forward-looking statement or
statements:

The following factors are in
addition to any other cautionary statements, written or oral, which may
be made or referred to in connection with any forward-looking
statement. The foregoing review of factors pursuant to the Act should
not be construed as exhaustive or as an admission regarding the
adequacy of disclosures made by the Company prior to the effective date
of the Act.

The Company undertakes no
obligation to publicly revise any forward-looking statements to reflect
future events or circumstances.

Our revenues
and operating results could be adversely affected by changes in
commodity prices. Our revenues and earnings are affected by
market prices for commodities such as crude oil, natural gas, grain,
oilseeds, and flour. Commodity prices generally are affected by a wide
range of factors beyond our control, including the weather, disease,
insect damage, drought, the availability and adequacy of supply,
government regulation and policies, and general political and economic
conditions. Increases in market prices for commodities that we purchase
without a corresponding increase in the prices of our products or our
sales volume or a decrease in our other operating expenses could reduce
our revenues and net income. We are also exposed to fluctuating
commodity prices as the result of our inventories of commodities,
typically grain and crude oil, and purchase and sale contracts at fixed
or partially fixed prices. At any time, our inventory levels and
unfulfilled fixed or partially fixed price contract obligations may be
substantial.

Our operating results could be adversely
affected if our members were to do business with others rather than
with us. We do not have an exclusive relationship with our
members and our members are not obligated to supply us with their
products or purchase products from us. Our members often have a variety
of distribution outlets and product sources available to them. If our
members were to sell their products to other purchasers or purchase
products from other sellers, our revenues would decline and our results
of operations could be adversely affected.

We
participate in highly competitive business markets in which we may not
be able to continue to compete successfully. We operate in
several highly competitive business segments. Competitive factors
include price, service level, proximity to markets, product quality and
marketing. In some of our business segments, such as Energy, we compete
with companies that are larger, better known and have greater
marketing, financial, personnel and other resources. Our competitors
may succeed in developing new or enhanced products that are better than
ours, and may be more successful in marketing and selling their
products than we are with ours. As a result, we may not be able to
continue to compete successfully with our
competitors.

Changes in federal income tax laws or in
our tax status could increase our tax liability and reduce our net
income. Current federal income tax laws, regulations and
interpretations regarding the taxation



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of cooperatives, which allow us to exclude
income generated through business with or for a member (patronage
income) from our taxable income, could be changed. If this occurred, or
if in the future we were not eligible to be taxed as a cooperative, our
tax liability would significantly increase and our net income
significantly decrease.

We incur significant costs in
complying with applicable laws and regulations. Any failure to make the
capital investments necessary to comply with these laws and regulations
could expose us to financial liability. We are subject to
numerous federal, state and local provisions regulating our business
and operations. We incur and expect to incur significant capital and
operating expenses to comply with these laws and regulations, but may
be unable to pass on those expenses to customers without experiencing
volume and margin losses. For example, in the next three years, we
anticipate spending approximately $324 million at NCRAs
McPherson, Kansas refinery and $87 million at our Laurel, Montana
refinery on upgrading the facilities, largely to comply with
regulations requiring the reduction of sulfur levels in refined
petroleum products, of which $2.1 million has been spent at the Laurel
refinery and $25.6 million has been spent by NCRA at the McPherson
refinery as of May 31, 2003.

We establish reserves for the
future cost of meeting known compliance obligations, such as
remediation of identified environmental issues. However, these reserves
may prove inadequate to meet our actual liability. Moreover, amended,
new or more stringent requirements, stricter interpretations of
existing requirements or the future discovery of currently unknown
compliance issues may require us to make material expenditures or
subject us to liabilities that we currently do not anticipate.

Our failure to comply with applicable laws and regulations could
subject us to administrative penalties and injunctive relief, civil
remedies including fines and injunctions, and recalls of our products.
We cannot predict what impact, if any, future laws or regulations may
have on our potential business and
operations.

Environmental liabilities could adversely
affect our results and financial condition. Many of our current
and former facilities have been in operation for many years and, over
that time, we and other operators of those facilities have generated,
used, stored and disposed of substances or wastes that are or might be
considered hazardous under applicable environmental laws, including
chemicals and fuels stored in underground and above-ground tanks. Any
past or future actions in violation of those environmental laws could
subject us to administrative penalties, fines and injunctions.
Moreover, future or unknown past releases of hazardous substances could
subject us to private lawsuits claiming damages and to adverse
publicity.

Actual or perceived quality, safety or
health risks associated with our products could subject us to liability
and damage our business and reputation. If any of our food
products became adulterated or misbranded, we would need to recall
those items and could experience product liability claims if consumers
were injured as a result. A widespread product recall or a significant
product liability judgment could cause our products to be unavailable
for a period of time or a loss of consumer confidence in our products.
Even if a product liability claim is unsuccessful or is not fully
pursued, the negative publicity surrounding any assertion that our
products caused illness or injury could adversely affect our reputation
with existing and potential customers and our corporate and brand
image. Moreover, claims or liabilities of this sort might not be
covered by our insurance or by any rights of indemnity or contribution
that we may have against others. In addition, general public
perceptions regarding the quality, safety or health risks associated
with particular food products, such as the concern in some quarters
regarding genetically modified crops, could reduce demand and prices
for some of the products associated with our businesses. To the extent
that consumer preferences evolve away from products that our members or
we produce for health or other reasons, such as the growing demand for
organic food products, and we are unable to develop products that
satisfy new consumer preferences, there will be a decreased demand for
our products.



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Our operations are subject to
business interruptions and casualty losses; we do not insure against
all potential losses and could be seriously harmed by unexpected
liabilities. Our operations are subject to business
interruptions due to unanticipated events such as explosions, fires,
pipeline interruptions, transportation delays, equipment failures,
crude oil or refined product spills, inclement weather or labor
disputes. For
example:


Our oil
refineries and other facilities are potential targets for terrorist
attacks that could halt or discontinue
production.
Our inability to negotiate
acceptable contracts with unionized workers in our operations could
result in strikes or work
stoppages.
The significant inventories
that we carry could be damaged or destroyed by catastrophic events,
extreme weather conditions or contamination.


We maintain insurance against many, but not all, potential losses
or liabilities arising from these operating hazards, but uninsured
losses or losses above our coverage limits are possible. Uninsured
losses and liabilities arising from operating hazards could have a
material adverse effect on our financial position or results of
operations.

Our cooperative structure limits our
ability to access equity capital. As a cooperative, we may not
sell common equity in our company. In addition, existing laws and our
articles of incorporation and bylaws contain limitations on dividends
of 8% of any preferred stock that we may issue. These
limitations restrict our ability to raise equity capital and may
adversely affect our ability to compete with enterprises that do not
face similar restrictions.

Consolidation among the
producers of products we purchase and customers for products we sell
could adversely affect our revenues and operating results.
Consolidation has occurred among the producers of products we purchase,
including crude oil and grain. Consolidation could increase the price
of these products and allow suppliers to negotiate pricing and other
contract terms that are less favorable to us. Consolidation also may
increase the competition among consumers of these products to enter
into supply relationships with a smaller number of
producers.

Consolidation among purchasers of our products
and in wholesale and retail distribution channels has resulted in a
smaller customer base for our products and intensified the competition
for these customers. For example, ongoing consolidation among
distributors and brokers of food products and food retailers has
altered the buying patterns of these businesses, as they have
increasingly elected to work with product suppliers who can meet their
needs nationwide rather than just regionally or locally. If these
distributors, brokers, and retailers elect not to purchase our
products, our sales volumes, revenues, and profitability could be
significantly reduced.

Fluctuations in prices for
crude oil and refined fuel products may adversely affect our
earnings. Prices for crude oil and for gasoline, diesel fuel,
and other refined petroleum products fluctuate widely. The
profitability of our energy operations depends largely on the margin
between the cost of crude oil that we refine and the selling prices
that we obtain for our refined products. Factors influencing these
prices, many of which are beyond our control,
include:


levels of
worldwide and domestic
supplies;
capacities of domestic and
foreign refineries;
the ability of the
members of OPEC to agree to and maintain oil price and production
controls, and the price and level of foreign imports
generally;
political instability or
armed conflict in oil-producing
regions;
the level of consumer
demand;
the price and availability of
alternative fuels;
the availability of
pipeline capacity; and      
domestic and foreign
governmental regulations and taxes.


The
long-term effects of these and other conditions on the prices of crude
oil and refined petroleum products are uncertain and ever-changing.
Accordingly, we expect our margins on and the profitability of our
energy business to fluctuate, possibly significantly, over
time.

If our customers chose alternatives to our
refined petroleum products our revenues and profits may decline.
Numerous alternative energy sources currently are being developed that
could serve as alternatives to our gasoline, diesel fuel and other
refined petroleum products. If any of these alternative products become
more economically viable or preferable to our products for
environmental or other reasons, demand for our energy products would
decline. Demand for our gasoline, diesel fuel and other refined
petroleum products also could be adversely affected by increased fuel
efficiencies.

Our agronomy business is depressed and
could continue to underperform in the future. Demand for
agronomy products in general has been adversely affected in recent
years by drought and poor weather conditions, depressed grain prices,
idle acreage and development of insect and disease-resistant crops.
These factors could cause Agriliance, LLC, an agronomy marketing and
distribution venture in which we own a minority interest, to be unable
to operate at profitable margins. In addition, these and other factors,
including fluctuations in the price of natural gas and other raw
materials, an increase in recent years in domestic and foreign
production of fertilizer and intense competition within the industry,
in particular from lower-cost foreign producers, have created
particular pressure on producers of fertilizers. As a result, CF
Industries, Inc. a fertilizer manufacturer in which we hold a minority
cooperative interest, has suffered significant losses in recent years
as it has incurred increased prices for raw materials but has been
unable to pass those increased costs on to its
customers.

Technological improvements in agriculture
could decrease the demand for our agronomy products. Improved
technological advances in agriculture could decrease the demand for
crop nutrients, and other crop input products and services. Genetically
engineered seeds that resist disease and insects or meet certain
nutritional requirements could affect the demand for crop nutrients and
crop protection products, as well as the demand for fuel to operate
application equipment.

We operate some of our
business through joint ventures in which our rights to control business
decisions are limited. Several parts of our business, including
in particular our agronomy business segment and portions of our grain
marketing, wheat milling and foods businesses, are operated through
joint ventures with unaffiliated third parties. Operating a business
through a joint venture means that we have less control over business
decisions than we have in our wholly owned businesses. In particular,
we generally cannot act on major business initiatives in our joint
ventures without the consent of the other party or parties in that
venture.



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