Monsanto's Disclosure Documents to the Securities
and Exchange Commission

Dear GE Activists,

Posted below is the disclosure information from Monsanto's stock offering
showing all the reasons investing in their stock may not be a good idea. It
is dry, but enjoyable reading.

Craig Winters
Executive Director
The Campaign to Label Genetically Engineered Foods

The Campaign
PO Box 55699
Seattle, WA 98155
Tel: 425-771-4049
Fax: 603-825-5841
E-mail: mailto:label@thecampaign.org
Web Site: http://www.thecampaign.org

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------
AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT
OF 1933 --------------

MONSANTO COMPANY (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 2879 43-1878297 (PRIMARY STANDARD INDUSTRIAL (STATE OR OTHER
JURISDICTION CLASSIFICATION (I.R.S. EMPLOYER OF INCORPORATION OR
ORGANIZATION) CODE NUMBER) IDENTIFICATION NUMBER)
800 NORTH LINDBERGH BOULEVARD ST. LOUIS, MISSOURI 63167 (314) 694-1000
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF
REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) --------------

R. WILLIAM IDE III, ESQ. MONSANTO COMPANY 800 NORTH LINDBERGH BOULEVARD ST.
LOUIS, MISSOURI 63167 (314) 694-1000 (NAME, ADDRESS, INCLUDING ZIP CODE, AND
TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE) --------------

RISK FACTORS

RISK FACTORS YOU SHOULD CAREFULLY CONSIDER THE FOLLOWING RISKS AND THE OTHER
INFORMATION CONTAINED IN THIS DOCUMENT, INCLUDING THE FINANCIAL STATEMENTS
AND RELATED NOTES, BEFORE INVESTING IN OUR COMMON STOCK. THE TRADING PRICE
OF OUR COMMON STOCK COULD DECLINE DUE TO ANY OF THESE RISKS, AND YOU COULD
LOSE ALL OR PART OF YOUR INVESTMENT. IF ANY OF THE EVENTS DESCRIBED BELOW
WERE TO OCCUR, OUR BUSINESS, PROSPECTS, FINANCIAL CONDITION, RESULTS OF
OPERATIONS OR CASH FLOW COULD BE MATERIALLY ADVERSELY AFFECTED. RISKS
RELATED TO OUR BUSINESS NEGATIVE PUBLICITY CONCERNING, OPPOSITION TO, AND
LEGAL DEVELOPMENTS AFFECTING, PRODUCTS DEVELOPED THROUGH BIOTECHNOLOGY COULD
HAVE A NEGATIVE IMPACT ON OUR SALES, PROFITS OR STOCK PRICE The commercial
success of our products developed through biotechnology may be adversely
affected by claims that genetically modified plant products are unsafe for
consumption, pose risks of damage to the environment and create legal,
social and ethical dilemmas. The development and sales of our products have
been, and may in the future be, delayed or impaired because of adverse
public perception or regulatory concerns about the safety of our products
and the potential effects of these products on other plants, animals, human
health and the environment. For instance: . some countries, primarily in the
European Union, have instituted a de facto moratorium on the planting of
some genetically modified seeds or on the import of grain produced from
these seeds; . some countries, including Japan, and the European Union have
imposed labeling requirements on genetically modified agricultural and food
products, which may affect the acceptance of these products; . court
decisions in Brazil have delayed planting of Roundup Ready soybeans in that
country; . two university studies have found that a competitor's Bt corn,
which contains traits resistant to certain insects, is harmful to the
Monarch butterfly, a non-target species, and these findings could lead to
further restrictions on the planting of Bt corn generally; . partly in
response to criticism by opponents of biotechnology, the Clinton
Administration has recently announced steps to strengthen science-based
governmental regulation of agricultural biotechnology products and
consumers' access to information about the products of agricultural
biotechnology; . companies in food-related industries, such as the Archer
Daniels Midland Company, have paid premiums for non-genetically modified
crops, and other companies, such as Gerber Products Company, have announced
that they will not use genetically modified crops; and . advocacy groups
have engaged in publicity campaigns and filed lawsuits in various countries
against companies, including ours, seeking to halt biotechnology approval
activities or influence public opinion against products developed through
biotechnology. Failure to maintain or secure consumer confidence in, or to
receive governmental approvals for, our products could have a significant
negative impact on our sales, profits or stock price. OUR HEAVY DEPENDENCE
ON SALES OF OUR ROUNDUP HERBICIDES COULD ADVERSELY AFFECT OUR BUSINESS AND
PLACE US AT A COMPETITIVE DISADVANTAGE Our business is substantially
dependent upon the sale of our family of Roundup and other glyphosate-based
herbicides, which in 1999 accounted for approximately 73% of our
Agricultural Productivity segment sales and approximately 50% of our total
sales. Further, our agricultural chemicals business is less diversified with
respect to product offerings than the agricultural chemicals businesses of
our principal competitors, which may give these competitors an advantage in
meeting 10 customer needs. Should an event occur that adversely affects
nonselective herbicides in general, or Roundup in particular, our business
would be adversely affected and our competitors that offer a broader array
of products may have a competitive advantage. INCREASED GENERIC AND BRANDED
COMPETITION FOR ROUNDUP HERBICIDES FOLLOWING THE EXPIRATION OF OUR U.S.
PATENT PROTECTION IN SEPTEMBER 2000 COULD NEGATIVELY AFFECT OUR SALES AND
PROFITS Our sales and profits could be adversely affected because our patent
protecting glyphosate, the active ingredient in Roundup, expires in the
United States in September 20, 2000. Sales of the family of Roundup
herbicides protected by this patent in the United States, excluding our
Roundup lawn and garden products, represented approximately 20% of our total
company sales in 1999. Following the expiration of our patent, these
herbicides are likely to face increasing competition from lower-priced
generic and branded glyphosate products. Our sales and profits may decline
as we reduce our prices on Roundup herbicides. We reduced our prices on
Roundup products in the United States by 16% to 22% in September 1998 for
the following growing season and expect to reduce such prices further. There
is no assurance that any increase in volumes will offset price reductions.
If they do not, our profits will decline. OUR PRODUCT DEVELOPMENT EFFORTS
DEPEND ON NEW TECHNOLOGIES THAT MAY NOT BE SUCCESSFUL, WHICH COULD HAVE A
NEGATIVE IMPACT ON OUR GROWTH Our failure to develop successful new or
improved products, which require substantial time and resources to develop,
could adversely affect our sales, business growth and stock price. We
invested $409 million, $536 million and $695 million in research and
development in 1997, 1998 and 1999, respectively. Our substantial
investments may not result in significant increased revenues, particularly
over the next several years. To date, companies have developed and
commercialized relatively few genetically enhanced agricultural products.
Commercialization requires years of development and involves risks of
failure inherent in the development of products based on innovative
technologies. These risks include the possibility that: . these technologies
or any or all of the products based on these technologies will be
ineffective, or otherwise will fail to receive necessary regulatory
clearances; . the products will be difficult to produce on a large scale or
will be uneconomical to market; . proprietary rights of third parties will
prevent us or our collaborators from marketing products; and . third parties
will market superior or equivalent products or will reach the market with
their products first. THE VALUE OF OUR INTELLECTUAL PROPERTY COULD DIMINISH
DUE TO TECHNOLOGICAL DEVELOPMENTS OR CHALLENGES BY COMPETITORS, MAKING OUR
PRODUCTS LESS COMPETITIVE The increasing importance of technology
development and intellectual property protection in the agricultural
industry increases the risk that technological advances by others could
render our products less competitive. Our intellectual property rights are
material to the operation of our business. We rely on a combination of
patents, copyrights, trademarks and trade secrets, confidentiality
provisions, Plant 11 Variety Protection Act registrations and licensing
arrangements to establish and protect our intellectual property. However,
our business could be negatively affected by any of the following: . our
pending patent, Plant Variety Protection and trademark registration
applications may not be allowed or may be challenged successfully by our
competitors; . our products may rely on the technology of others and,
therefore, require us to obtain intellectual property licenses from other
parties in order for us to sell our products; . we may be unable to obtain
such intellectual property licenses that are necessary or useful to our
business on favorable terms, or at all; or . litigation involving our
intellectual property rights may have adverse results. Claims of
intellectual property infringement may require us to enter into costly
royalty or license agreements, subject us to substantial damage claims or
cause us to stop using such technology absent a license agreement. See
"Business--Legal Proceedings" for a summary of our material pending
litigation. THIRD PARTIES MAY INFRINGE ON OUR INTELLECTUAL PROPERTY RIGHTS,
AND WE MAY EXPEND SIGNIFICANT RESOURCES ENFORCING OUR RIGHTS OR BE
COMPETITIVELY DISADVANTAGED If we fail to protect our intellectual property
rights from infringement by third parties, our competitive position could
suffer, which could harm our profits. We spend significant resources to
monitor and deter unauthorized use of our intellectual property rights. We
may not be able to detect or prevent infringement or may lose our
competitive position in the market before we do so. See "Business--Legal
Proceedings" for a summary of material suits we have filed against our
competitors alleging patent infringement. THE SCOPE OF PATENT PROTECTION FOR
OUR BIOTECHNOLOGY AND GENOMICS INTELLECTUAL PROPERTY IS UNCERTAIN, AND
CHANGES IN PATENT LAW COULD DIMINISH THE VALUE OF OUR INTELLECTUAL PROPERTY
Patent positions in biotechnology and genomics generally are uncertain and
involve complex legal and factual questions that will determine which
company has the right to develop a particular product. Our competitors may
be able to commercialize our biotechnology or genomics discoveries. Very
little case law now exists regarding the enforceable breadth of claims in
biotechnology and genomics patents. There has been, and continues to be,
intense debate on the scope and appropriateness of patent protection for
both partial gene sequences and full-length genes. The biotechnology and
genomics patent situation outside the United States is even more uncertain
and currently is undergoing review and revision in many countries. Changes
in either the patent laws or in interpretations of patent laws in the United
States and other countries may diminish the value of our intellectual
property. FAILURE TO OBTAIN REGULATORY APPROVALS COULD DELAY OR PREVENT
SALES OF OUR PRODUCTS The field-testing, production and marketing of our
products are subject to extensive regulations and numerous governmental
approvals, which substantially increase our costs and the time it takes to
bring our products to market. Regulatory authorities can block the sale or
import of our products or order a recall of products already on the market,
which could adversely affect our business. For example, we failed to obtain
approval to market our bovine growth hormone in the European Union. As a
result, our bovine growth hormone has not yet been sold in the European
Union and will not be sold unless approval is obtained. Regulatory
authorities also can impose conditions that delay production and sale of our
products, or that make the sale of our products technically or commercially
unfeasible. For instance, legal, regulatory and political hurdles have
delayed approval of the planting or importing of our Roundup Ready corn in
the European Union and our Roundup Ready soybeans in Brazil. 12 Regulations
and government policies concerning genetically modified products vary widely
among jurisdictions where our products are sold. The proliferation of
Bacillus thuringiensis (Bt) products, which contain traits resistant to
certain insects, in multiple crops could result in significant regulatory
restrictions on the total acres planted with such crops in order to prevent
the development of insect resistance. For example, the U.S. Environmental
Protection Agency (EPA) imposed limitations on the planting of Bt corn,
including minimum acreage requirements for non-genetically modified corn.
Separately, the U.S. Department of Agriculture (USDA) has proposed a rule
defining the term "organic" that excludes genetically modified crops. The
scope and content of these regulations are subject to varying degrees of
controversy, public interest and political circumstances, and, as a result,
regulations have changed and may change substantially in the future. For
example, the EPA has required us and other Bt producers to conduct
additional monitoring of the effects of Bt-related products on non-target
species. The U.S. Food and Drug Administration (FDA) has announced that it
will strengthen its review of foods produced from agricultural biotechnology
to include a mandatory procedure for notification of the FDA at least 120
days prior to marketing a product, to make supporting scientific information
available to the public, and to include guidelines for voluntary labeling of
non-biotech food. In addition, the establishment of new organizations at the
national and international levels responsible for monitoring or studying the
safety and environmental effects of genetically modified crops and foods
could lead to the adoption of more burdensome regulations. WE FACE
AGGRESSIVE COMPETITION IN ALL AREAS OF OUR BUSINESS, AND IF WE DO NOT
COMPETE EFFECTIVELY, OUR BUSINESS WILL BE HARMED The agricultural industry
is highly competitive, rapidly changing and undergoing consolidation, and we
may not be able to compete effectively. Our principal competitors are major
international agrochemical and agricultural biotechnology corporations,
including companies that are part of much larger pharmaceutical or chemical
companies, with substantially greater resources than we have for research
and development, production or marketing. In addition, we face competition
from biotechnology and genomics companies, from academic research
institutions, and from seed and food companies with conventional
biotechnology research and development programs. We are unable to predict
what effect consolidations in the industry may have on price, selling
strategies, intellectual property or our competitive position. As new
products enter the market, our products may become obsolete or our
competitors' products may be more effective, or more effectively marketed
and sold, than our products. Changes in technology and customer preferences
may result in short product life cycles. To remain competitive, we will need
to develop new products and enhance our existing products in a timely
manner. We anticipate that we may have to adjust prices on many of our
products to stay competitive and our profit margins may fall. In addition,
new competitors may emerge, and entire product lines may be threatened by
new technologies or market trends that reduce the value of these product
lines. Our failure to maintain our competitive position could have a
material adverse effect on our business and results of operations. OUR
BUSINESS IS HIGHLY SEASONAL AND WE HAVE HISTORICALLY INCURRED LOSSES IN OUR
THIRD AND FOURTH QUARTERS The sale of agricultural chemicals and seeds is
dependent upon the planting and growing season, which varies from year to
year, resulting in both highly seasonal patterns and substantial
fluctuations in our quarterly sales and profitability. For example, in 1999,
approximately 60% of our sales were recorded in the first half of the year,
which corresponds to the period that farmers in the northern hemisphere
purchase most of their seeds and chemicals for the planting season. We had
net income of approximately $369 million in the first half of 1999 compared
to a net loss of 13 approximately $219 million in the second half of 1999.
The net loss for the second half of 1999 included $81 million of unusual
items. See Note 17 of Notes to our Combined Financial Statements included
elsewhere in this document.