As Filed with the Securities and Exchange Commission on April 20, 2000
                                                    Registration No. ___________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
               ---------------------------------------------------
                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
               --------------------------------------------------
                          LEGGETT & PLATT, INCORPORATED
             (Exact Name Of Registrant As Specified In Its Charter)

                                    Missouri
                         (State or other jurisdiction of
                         incorporation or organization)

                                   44-0324630
                                (I.R.S. Employer
                              Identification No.)

                               No. 1 Leggett Road
                            Carthage, Missouri 64836
                                 (417) 358-8131
               (Address, including zip code, and telephone number,
        including area code of, registrant's principal executive office)

        ----------------------------------------------------------------

                LEGGETT & PLATT, INCORPORATED FROZEN 401(k) PLAN
                            (Full Title of the Plan)

                                 ERNEST C. JETT
                  Vice President, General Counsel and Secretary
                          Leggett & Platt, Incorporated
                               No. 1 Leggett Road
                            Carthage, Missouri 64836
                                 (417) 358-8131
            (Name, Address, including Zip Code and Telephone Number,
                   including Area Code, of Agent For Service)


<TABLE>
<CAPTION>
                          CALCULATION OF REGISTRATION FEE
==============================================================================================
<S>                      <C>              <C>                  <C>                <C>
                                                               Proposed Maximum
      Title of               Amount       Proposed Maximum        Aggregate        Amount of
  Securities to be           to be         Offering Price      Offering Price(2)  Registration
     Registered            Registered       Per Share(2)          Per Share(2)       Fee(3)
==============================================================================================
 Common Stock, $.001     40,000 shares(1)    $20.96875             $838,750         $221.43
 par value per share(1)
=============================================================================================
 Preferred Stock
 Purchase Rights(3)      40,000                 N/A                   N/A             N/A
=============================================================================================
<FN>
(1)      The registration  statement also includes an  indeterminable  number of
         additional  shares that may become  issuable  pursuant to  antidilution
         provisions.  In addition,  pursuant to Rule 416(c) under the Securities
         Act of 1933, this  registration  statement also covers an indeterminate
         amount of  interests  to be offered or sold  pursuant  to the  employee
         benefit plan(s) described herein.
(2)      Estimated  solely for the purpose of calculating the  registration  fee
         pursuant  to Rule  457(c) and Rule  457(h)  based on the average of the
         high and low prices for the Common Stock on April 13, 2000, as reported
         by The Wall Street Journal.
(3)      Each  share of  Common  Stock  issued  also  currently  represents  one
         Preferred  Stock Purchase  Right.  Such Rights cannot  currently  trade
         separately from the underlying  Common Stock and therefore do not carry
         a separate price or necessitate an additional registration fee.
=============================================================================================
</FN>
</TABLE>

<PAGE>
                                     PART II


               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.


         The  following  documents,  which are on file with the  Securities  and
Exchange Commission, are incorporated herein by reference:


                  (a) Leggett & Platt,  Incorporated's ("Leggett & Platt" or the
         "Company")  Annual Report on Form 10-K for the year ended  December 31,
         1999 (File No. 1-7845);


                  (b) The Company's Current Report on Form 8-K filed on February
         2, 2000 (File No. 1-7845);

                  (c) The description of the Company's common stock contained in
         Form 8-A dated June 5, 1979,  as amended on Form 8 dated May 10,  1984,
         including  any  amendments or reports filed for the purpose of updating
         such description.

                  (d) The description of the Company's  Preferred Stock Purchase
         Rights  contained  in Form 8 dated  January  25,  1999,  including  any
         amendments   or  reports   filed  for  the  purpose  of  updating  such
         description.

         All  documents  subsequently  filed  by  Leggett  & Platt  and the Plan
pursuant to Sections 13(a),  13(c), 14, and 15(d) of the Securities Exchange Act
of 1934 (the  "1934  Act"),  prior to the filing of a  post-effective  amendment
which indicates that all securities  offered have been sold or which deregisters
all securities  then remaining  unsold,  shall be deemed to be  incorporated  by
reference and to be a part hereof from the date of filing of such documents. Any
statement  contained  herein  or in a  document  incorporated,  or  deemed to be
incorporated,  by reference herein, shall be deemed to be modified or superseded
for purposes  hereof to the extent that a statement  contained  herein or in any
other  subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement. Any such statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part hereof.

Item 4. Description of Securities.

         The  securities  to be offered are  registered  under Section 12 of the
1934 Act.


Item 5. Interests of Named Experts and Counsel.


         Not applicable.


Item 6. Indemnification of Directors and Officers.

         Under the Company's  Restated  Articles of  Incorporation  and Missouri
corporation  laws, each of the present and former  directors and officers of the
Company may be entitled to  indemnification  under  certain  circumstances  from
certain liabilities, claims and expenses arising from any threatened, pending or
completed  action,  suit or  proceeding  (including  any  such  action,  suit or
proceeding  arising under the Securities Act of 1933 as amended),  to which they
are made a party by reason of the fact that he is or was a  director  or officer
of the Company.

         The  Company  insures  its  directors  and  officers   against  certain
liabilities and has insurance  against certain  payments which it may be obliged
to make to such persons  under the  indemnification  provisions  of its Restated
Articles of Incorporation.


Item 7. Exemption from Registration Claimed.


         Not applicable.

                                      II-1
<PAGE>

Item 8. Exhibits.

         See Exhibit Index.

         The  Registrant  undertakes  that  it  will  submit  the  Plan  and any
amendment to the  Internal  Revenue  Service (the "IRS") in a timely  manner and
will make all  changes  required  by the IRS in order to qualify  the Plan under
Section 401 of the Internal Revenue Code.


Item 9. Undertakings.

         (a) The undersigned registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
         being made, a post-effective amendment to this registration statement:

                           (i)  To include any  prospectus  required  by Section
                  10(a)(3) of the  Securities  Act of 1933;

                           (ii) To reflect in the prospectus any facts or events
                  arising after the effective date of the registration statement
                  (or the most recent  post-effective  amendment thereof) which,
                  individually  or in the  aggregate,  represent  a  fundamental
                  change  in the  information  set  forth  in  the  registration
                  statement.  Notwithstanding  the  foregoing,  any  increase or
                  decrease in volume of securities  offered (if the total dollar
                  value of  securities  offered  would not exceed that which was
                  registered)  and any deviation from the low or high end of the
                  estimated  maximum offering range may be reflected in the form
                  of  prospectus  filed  with the  Commission  pursuant  to Rule
                  424(b) if, in the  aggregate,  the changes in volume and price
                  represent  no more than a 20  percent  change  in the  maximum
                  aggregate  offering  price  set forth in the  "Calculation  of
                  Registration   Fee"  table  in  the   effective   registration
                  statement;

                           (iii)  To  include  any  material   information  with
                  respect to the plan of distribution  not previously  disclosed
                  in the  registration  statement or any material change to such
                  information in the registration statement;

         provided,  however,  that  paragraphs  (a)(1)(i) and  (a)(1)(ii) do not
         apply if the  registration  statement is on Form S-3, Form S-8, or Form
         F-3, and the  information  required to be included in a  post-effective
         amendment by those  paragraphs  is contained in periodic  reports filed
         with or  furnished  to the  Commission  by the  Registrant  pursuant to
         Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that
         are incorporated by reference in the registration statement.

                           (2)  That,  for  the  purpose  of   determining   any
         liability  under the Securities Act of 1933,  each such  post-effective
         amendment shall be deemed to be a new registration  statement  relating
         to the securities offered therein,  and the offering of such securities
         at that  time  shall be  deemed to be the  initial  bona fide  offering
         thereof.

                           (3)  To  remove  from  registration  by  means  of  a
         post-effective  amendment any of the securities  being registered which
         remain unsold at the termination of the offering.

                  (b) The undersigned  Registrant  hereby  undertakes  that, for
         purposes of determining any liability under the Securities Act of 1933,
         each filing of the Registrant's annual report pursuant to Section 13(a)
         or 15(d) of the Securities Exchange Act of 1934 (and, where applicable,
         each filing of an employee  benefit  plan's annual  report  pursuant to
         Section  15(d)  of  the  Securities  Exchange  Act  of  1934)  that  is
         incorporated by reference in the registration statement shall be deemed
         to be a new registration  statement  relating to the securities offered
         therein,  and the  offering  of such  securities  at that time shall be
         deemed to be the initial bona fide offering thereof.

                  (c) Insofar as indemnification  for liabilities  arising under
         the Securities Act of 1933 may be permitted to directors, officers, and
         controlling  persons  of  the  Registrant  pursuant  to  the  foregoing
         provisions,  or otherwise,  the Registrant has been advised that in the
         opinion of the Securities and Exchange Commission such  indemnification
         is against  public  policy as expressed  in the Act and is,  therefore,
         unenforceable.  In the event that a claim for  indemnification  against
         such liabilities  (other than the payment by the Registrant of expenses
         incurred or paid by a director,  officer,  or controlling person of the
         Registrant  in  the  successful   defense  of  any  action,   suit,  or
         proceeding)  is  asserted by such  director,  officer,  or  controlling
         person  in  connection  with  the  securities  being  registered,   the

                                      II-2
<PAGE>

         Registrant  will,  unless in the  opinion of its counsel the matter has
         been settled by controlling precedent, submit to a court of appropriate
         jurisdiction the question whether such indemnification by it is against
         public policy as expressed in the Act and will be governed by the final
         adjudication of such issue.













                                      II-3
<PAGE>
                                   SIGNATURES

         The Registrant.  Pursuant to the  requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the  requirements  for filing on Form S-8 and has duly  caused this
registration statement to be signed on its behalf by the undersigned,  thereunto
duly  authorized  in the City of Carthage,  State of Missouri on the 20th day of
April, 2000.

                                      LEGGETT & PLATT, INCORPORATED


                                      By:   /s/ Michael A. Glauber
                                          --------------------------------------
                                          Michael A. Glauber, Senior Vice
                                          President - Finance and Administration


                                POWER OF ATTORNEY

         Each person whose  signature  appears  below  constitutes  and appoints
Harry M. Cornell, Jr., Michael A. Glauber, Robert A. Jefferies,  Jr., and Ernest
C. Jett, or any one of them,  his or her true and lawful  attorneys-in-fact  and
agents, with full power of substitution and  resubstitution,  for him or her and
in his or her name,  place and stead, in any and all capacities,  to sign any or
all  amendments to this  registration  statement and to file the same,  with all
exhibits  thereto  and all other  documents  in  connection  therewith  with the
Securities and Exchange  Commission,  granting unto said  attorneys-in-fact  and
agents full power and  authority  to do and perform each and every act and thing
requisite and necessary to be done in and about the premises,  as fully as he or
she might or could do in person,  hereby  ratifying and confirming all that said
attorneys-in-fact  and  agents  may  lawfully  do or cause to be done by  virtue
hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.

<TABLE>
<CAPTION>
                 Signature                                 Title                                   Date
                 ---------                                 -----                                   ----
<S>                                               <C>                                         <C>
         /s/ Felix E. Wright                      Vice Chairman of the Board, President and
--------------------------------------------      Chief Executive Officer; and Director       April 20, 2000
         Felix E. Wright                          (Principal Executive Officer)

         /s/ Michael A. Glauber                   Senior Vice President - Finance             April 20, 2000
--------------------------------------------      and Administration  (Principal
             Michael A. Glauber                   Financial Officer)

         /s/ Allan J. Ross                        Vice President, Accounting                  April 20, 2000
--------------------------------------------      (Principal Accounting Officer)
                Allan J. Ross

         /s/ Harry M. Cornell, Jr.                Chairman of the Board                       April 20, 2000
--------------------------------------------
            Harry M. Cornell, Jr.

         /s/ Raymond F. Bentele                   Director                                    April 20, 2000
--------------------------------------------
             Raymond F. Bentele

                                      II-4
<PAGE>

                                                  Director                                    April __, 2000
--------------------------------------------
            Robert Ted Enloe, III

         /s/ Richard T. Fisher                    Director                                    April 20, 2000
--------------------------------------------
              Richard T. Fisher

            /s/ Bob L. Gaddy                      Senior Vice President;
--------------------------------------------      Chairman and Chief Executive
               Bob L. Gaddy                       Officer - Aluminum Products Segment;
                                                  Director                                    April 20, 2000

         /s/ David S. Haffner                     Executive Vice President and Chief
--------------------------------------------      Operating Officer; Director                 April 20, 2000
           David S. Haffner

         /s/ Thomas A. Hays                       Director                                    April 20, 2000
--------------------------------------------
            Thomas A. Hays

         /s/ Robert A. Jefferies, Jr.             Senior Vice President -
--------------------------------------------      Mergers, Acquisitions and
         Robert A. Jefferies, Jr.                 Strategic Planning; Director                April 20, 2000

         /s/ Alexander M. Levine                  Director                                    April 20, 2000
--------------------------------------------
            Alexander M. Levine

--------------------------------------------      Director                                    April __, 2000
            Richard L. Pearsall

                                                  Senior Vice President; Director             April __, 2000
--------------------------------------------
             Duane W. Potter

      /s/ Maurice E. Purnell, Jr.                 Director                                    April 20, 2000
--------------------------------------------
          Maurice E. Purnell, Jr.

                                                  Director                                    April __, 2000
--------------------------------------------
               Alice L. Walton
</TABLE>


                                      II-5

<PAGE>



         The Plan.  Pursuant to the  requirements of the Securities Act of 1933,
the trustees (or other persons who  administer  the employee  benefit plan) have
duly  caused  this  registration  statement  to be signed  on its  behalf by the
undersigned,  thereunto  duly  authorized,  in the  City of  Carthage,  State of
Missouri, on April 20, 2000.

                                     LEGGETT & PLATT, INCORPORATED FROZEN 401(K)
                                     PLAN

                                     By:  /s/ Michael A. Glauber
                                         ---------------------------------------
                                         Michael A. Glauber, Senior Vice
                                         President - Finance and Administration
                                         and Authorized Officer of the Plan




















                                      II-6
<PAGE>


                                                   EXHIBIT INDEX

       Exhibit Number               Description

         4.1                        Restated Articles of Incorporation as of May
                                    13,  1987,   incorporated  by  reference  to
                                    Exhibit  3.1  to  the  Registrant's   Annual
                                    Report  on  Form  10-K  for the  year  ended
                                    December 31, 1998 (File No. 1-7845).

         4.2                        Amendment    to    Restated    Articles   of
                                    Incorporation    dated    May   12,    1993,
                                    incorporated  by reference to Exhibit 3.2 to
                                    Registrant's  Annual Report on Form 10-K for
                                    the year ended  December  31, 1998 (File No.
                                    1-7845).

         4.3                        Amendment    to    Restated    Articles   of
                                    Incorporation    dated    May   16,    1999,
                                    incorporated  by reference to Exhibit 3.3 to
                                    the Registrant's  Annual Report on Form 10-K
                                    for the year ended  December  31, 1999 (File
                                    No. 1-7845).

         4.4                        By-Laws of the Company  with all  amendments
                                    through  March  15,  1999,  incorporated  by
                                    reference  to  Exhibit  3.3 to  Registrant's
                                    Annual  Report  on Form  10-K  for the  year
                                    ended December 31, 1998 (File No. 1-7845).

         4.5                        Rights  Agreement  dated as of February  15,
                                    1999 between the Registrant and  ChaseMellon
                                    Shareholder Services,  LLC, as Rights Agent,
                                    which  includes the form of  Certificate  of
                                    Designations, setting forth the terms of the
                                    Series  A  Junior  Participating   Preferred
                                    Stock,  no par value, as Exhibit A, the form
                                    of Rights  Certificate as Exhibit B, and the
                                    Summary of Preferred  Stock Purchase  Rights
                                    as Exhibit C,  incorporated  by reference to
                                    Exhibit 1 to the Registrant's Current Report
                                    on Form 8-K filed December 1, 1998 (File No.
                                    1-7845).

         23.1                       Consent of Independent Accountants.

         24.1                       Power of Attorney executed by members of the
                                    Company's Board of Directors  regarding this
                                    Form S-8 (included on signature page).

                                      II-7
[{"type": "S-8", "sequence": "1", "description": "FORM S-8 RE: FROZEN 401(K) PLAN", "secsgml_size_bytes": 23411}]
{"company-data": {"conformed-name": "LEGGETT & PLATT INC", "cik": "0000058492", "assigned-sic": "2510", "irs-number": "440324630", "state-of-incorporation": "MO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-35280", "film-number": "605910"}, "business-address": {"street1": "NO 1 LEGGETT RD", "city": "CARTHAGE", "state": "MO", "zip": "64836", "phone": "4173588131"}, "mail-address": {"street1": "NO. 1 LEGGETT ROAD", "city": "CARTHAGE", "state": "MO", "zip": "64836"}}
As Filed with the Securities and Exchange Commission on April 20, 2000
                                                    Registration No. ___________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
               ---------------------------------------------------
                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
               --------------------------------------------------
                          LEGGETT & PLATT, INCORPORATED
             (Exact Name Of Registrant As Specified In Its Charter)

                                    Missouri
                         (State or other jurisdiction of
                         incorporation or organization)

                                   44-0324630
                                (I.R.S. Employer
                              Identification No.)

                               No. 1 Leggett Road
                            Carthage, Missouri 64836
                                 (417) 358-8131
               (Address, including zip code, and telephone number,
        including area code of, registrant's principal executive office)

        ----------------------------------------------------------------

                LEGGETT & PLATT, INCORPORATED FROZEN 401(k) PLAN
                            (Full Title of the Plan)

                                 ERNEST C. JETT
                  Vice President, General Counsel and Secretary
                          Leggett & Platt, Incorporated
                               No. 1 Leggett Road
                            Carthage, Missouri 64836
                                 (417) 358-8131
            (Name, Address, including Zip Code and Telephone Number,
                   including Area Code, of Agent For Service)
CALCULATION OF REGISTRATION FEE
==============================================================================================
Proposed Maximum
      Title of               Amount       Proposed Maximum        Aggregate        Amount of
  Securities to be           to be         Offering Price      Offering Price(2)  Registration
     Registered            Registered       Per Share(2)          Per Share(2)       Fee(3)
==============================================================================================
 Common Stock, $.001     40,000 shares(1)    $20.96875             $838,750         $221.43
 par value per share(1)
=============================================================================================
 Preferred Stock
 Purchase Rights(3)      40,000                 N/A                   N/A             N/A
=============================================================================================
(1)      The registration  statement also includes an  indeterminable  number of
         additional  shares that may become  issuable  pursuant to  antidilution
         provisions.  In addition,  pursuant to Rule 416(c) under the Securities
         Act of 1933, this  registration  statement also covers an indeterminate
         amount of  interests  to be offered or sold  pursuant  to the  employee
         benefit plan(s) described herein.
(2)      Estimated  solely for the purpose of calculating the  registration  fee
         pursuant  to Rule  457(c) and Rule  457(h)  based on the average of the
         high and low prices for the Common Stock on April 13, 2000, as reported
         by The Wall Street Journal.
(3)      Each  share of  Common  Stock  issued  also  currently  represents  one
         Preferred  Stock Purchase  Right.  Such Rights cannot  currently  trade
         separately from the underlying  Common Stock and therefore do not carry
         a separate price or necessitate an additional registration fee.
=============================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The  following  documents,  which are on file with the  Securities  and
Exchange Commission, are incorporated herein by reference:

                  (a) Leggett & Platt,  Incorporated's ("Leggett & Platt" or the
         "Company")  Annual Report on Form 10-K for the year ended  December 31,
         1999 (File No. 1-7845);

                  (b) The Company's Current Report on Form 8-K filed on February
         2, 2000 (File No. 1-7845);

                  (c) The description of the Company's common stock contained in
         Form 8-A dated June 5, 1979,  as amended on Form 8 dated May 10,  1984,
         including  any  amendments or reports filed for the purpose of updating
         such description.

                  (d) The description of the Company's  Preferred Stock Purchase
         Rights  contained  in Form 8 dated  January  25,  1999,  including  any
         amendments   or  reports   filed  for  the  purpose  of  updating  such
         description.

         All  documents  subsequently  filed  by  Leggett  & Platt  and the Plan
pursuant to Sections 13(a),  13(c), 14, and 15(d) of the Securities Exchange Act
of 1934 (the  "1934  Act"),  prior to the filing of a  post-effective  amendment
which indicates that all securities  offered have been sold or which deregisters
all securities  then remaining  unsold,  shall be deemed to be  incorporated  by
reference and to be a part hereof from the date of filing of such documents. Any
statement  contained  herein  or in a  document  incorporated,  or  deemed to be
incorporated,  by reference herein, shall be deemed to be modified or superseded
for purposes  hereof to the extent that a statement  contained  herein or in any
other  subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement. Any such statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part hereof.

Item 4. Description of Securities.

         The  securities  to be offered are  registered  under Section 12 of the
1934 Act.

Item 5. Interests of Named Experts and Counsel.

         Not applicable.

Item 6. Indemnification of Directors and Officers.

         Under the Company's  Restated  Articles of  Incorporation  and Missouri
corporation  laws, each of the present and former  directors and officers of the
Company may be entitled to  indemnification  under  certain  circumstances  from
certain liabilities, claims and expenses arising from any threatened, pending or
completed  action,  suit or  proceeding  (including  any  such  action,  suit or
proceeding  arising under the Securities Act of 1933 as amended),  to which they
are made a party by reason of the fact that he is or was a  director  or officer
of the Company.

         The  Company  insures  its  directors  and  officers   against  certain
liabilities and has insurance  against certain  payments which it may be obliged
to make to such persons  under the  indemnification  provisions  of its Restated
Articles of Incorporation.

Item 7. Exemption from Registration Claimed.

         Not applicable.

                                      II-1
Item 8. Exhibits.

         See Exhibit Index.

         The  Registrant  undertakes  that  it  will  submit  the  Plan  and any
amendment to the  Internal  Revenue  Service (the "IRS") in a timely  manner and
will make all  changes  required  by the IRS in order to qualify  the Plan under
Section 401 of the Internal Revenue Code.

Item 9. Undertakings.

         (a) The undersigned registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
         being made, a post-effective amendment to this registration statement:

                           (i)  To include any  prospectus  required  by Section
                  10(a)(3) of the  Securities  Act of 1933;

                           (ii) To reflect in the prospectus any facts or events
                  arising after the effective date of the registration statement
                  (or the most recent  post-effective  amendment thereof) which,
                  individually  or in the  aggregate,  represent  a  fundamental
                  change  in the  information  set  forth  in  the  registration
                  statement.  Notwithstanding  the  foregoing,  any  increase or
                  decrease in volume of securities  offered (if the total dollar
                  value of  securities  offered  would not exceed that which was
                  registered)  and any deviation from the low or high end of the
                  estimated  maximum offering range may be reflected in the form
                  of  prospectus  filed  with the  Commission  pursuant  to Rule
                  424(b) if, in the  aggregate,  the changes in volume and price
                  represent  no more than a 20  percent  change  in the  maximum
                  aggregate  offering  price  set forth in the  "Calculation  of
                  Registration   Fee"  table  in  the   effective   registration
                  statement;

                           (iii)  To  include  any  material   information  with
                  respect to the plan of distribution  not previously  disclosed
                  in the  registration  statement or any material change to such
                  information in the registration statement;

         provided,  however,  that  paragraphs  (a)(1)(i) and  (a)(1)(ii) do not
         apply if the  registration  statement is on Form S-3, Form S-8, or Form
         F-3, and the  information  required to be included in a  post-effective
         amendment by those  paragraphs  is contained in periodic  reports filed
         with or  furnished  to the  Commission  by the  Registrant  pursuant to
         Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that
         are incorporated by reference in the registration statement.

                           (2)  That,  for  the  purpose  of   determining   any
         liability  under the Securities Act of 1933,  each such  post-effective
         amendment shall be deemed to be a new registration  statement  relating
         to the securities offered therein,  and the offering of such securities
         at that  time  shall be  deemed to be the  initial  bona fide  offering
         thereof.

                           (3)  To  remove  from  registration  by  means  of  a
         post-effective  amendment any of the securities  being registered which
         remain unsold at the termination of the offering.

                  (b) The undersigned  Registrant  hereby  undertakes  that, for
         purposes of determining any liability under the Securities Act of 1933,
         each filing of the Registrant's annual report pursuant to Section 13(a)
         or 15(d) of the Securities Exchange Act of 1934 (and, where applicable,
         each filing of an employee  benefit  plan's annual  report  pursuant to
         Section  15(d)  of  the  Securities  Exchange  Act  of  1934)  that  is
         incorporated by reference in the registration statement shall be deemed
         to be a new registration  statement  relating to the securities offered
         therein,  and the  offering  of such  securities  at that time shall be
         deemed to be the initial bona fide offering thereof.

                  (c) Insofar as indemnification  for liabilities  arising under
         the Securities Act of 1933 may be permitted to directors, officers, and
         controlling  persons  of  the  Registrant  pursuant  to  the  foregoing
         provisions,  or otherwise,  the Registrant has been advised that in the
         opinion of the Securities and Exchange Commission such  indemnification
         is against  public  policy as expressed  in the Act and is,  therefore,
         unenforceable.  In the event that a claim for  indemnification  against
         such liabilities  (other than the payment by the Registrant of expenses
         incurred or paid by a director,  officer,  or controlling person of the
         Registrant  in  the  successful   defense  of  any  action,   suit,  or
         proceeding)  is  asserted by such  director,  officer,  or  controlling
         person  in  connection  with  the  securities  being  registered,   the

                                      II-2
Registrant  will,  unless in the  opinion of its counsel the matter has
         been settled by controlling precedent, submit to a court of appropriate
         jurisdiction the question whether such indemnification by it is against
         public policy as expressed in the Act and will be governed by the final
         adjudication of such issue.

                                      II-3
SIGNATURES

         The Registrant.  Pursuant to the  requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the  requirements  for filing on Form S-8 and has duly  caused this
registration statement to be signed on its behalf by the undersigned,  thereunto
duly  authorized  in the City of Carthage,  State of Missouri on the 20th day of
April, 2000.

                                      LEGGETT & PLATT, INCORPORATED

                                      By:   /s/ Michael A. Glauber
                                          --------------------------------------
                                          Michael A. Glauber, Senior Vice
                                          President - Finance and Administration

                                POWER OF ATTORNEY

         Each person whose  signature  appears  below  constitutes  and appoints
Harry M. Cornell, Jr., Michael A. Glauber, Robert A. Jefferies,  Jr., and Ernest
C. Jett, or any one of them,  his or her true and lawful  attorneys-in-fact  and
agents, with full power of substitution and  resubstitution,  for him or her and
in his or her name,  place and stead, in any and all capacities,  to sign any or
all  amendments to this  registration  statement and to file the same,  with all
exhibits  thereto  and all other  documents  in  connection  therewith  with the
Securities and Exchange  Commission,  granting unto said  attorneys-in-fact  and
agents full power and  authority  to do and perform each and every act and thing
requisite and necessary to be done in and about the premises,  as fully as he or
she might or could do in person,  hereby  ratifying and confirming all that said
attorneys-in-fact  and  agents  may  lawfully  do or cause to be done by  virtue
hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.
Signature                                 Title                                   Date
                 ---------                                 -----                                   ----
/s/ Felix E. Wright                      Vice Chairman of the Board, President and
--------------------------------------------      Chief Executive Officer; and Director       April 20, 2000
         Felix E. Wright                          (Principal Executive Officer)

         /s/ Michael A. Glauber                   Senior Vice President - Finance             April 20, 2000
--------------------------------------------      and Administration  (Principal
             Michael A. Glauber                   Financial Officer)

         /s/ Allan J. Ross                        Vice President, Accounting                  April 20, 2000
--------------------------------------------      (Principal Accounting Officer)
                Allan J. Ross

         /s/ Harry M. Cornell, Jr.                Chairman of the Board                       April 20, 2000
--------------------------------------------
            Harry M. Cornell, Jr.

         /s/ Raymond F. Bentele                   Director                                    April 20, 2000
--------------------------------------------
             Raymond F. Bentele

                                      II-4
Director                                    April __, 2000
--------------------------------------------
            Robert Ted Enloe, III

         /s/ Richard T. Fisher                    Director                                    April 20, 2000
--------------------------------------------
              Richard T. Fisher

            /s/ Bob L. Gaddy                      Senior Vice President;
--------------------------------------------      Chairman and Chief Executive
               Bob L. Gaddy                       Officer - Aluminum Products Segment;
                                                  Director                                    April 20, 2000

         /s/ David S. Haffner                     Executive Vice President and Chief
--------------------------------------------      Operating Officer; Director                 April 20, 2000
           David S. Haffner

         /s/ Thomas A. Hays                       Director                                    April 20, 2000
--------------------------------------------
            Thomas A. Hays

         /s/ Robert A. Jefferies, Jr.             Senior Vice President -
--------------------------------------------      Mergers, Acquisitions and
         Robert A. Jefferies, Jr.                 Strategic Planning; Director                April 20, 2000

         /s/ Alexander M. Levine                  Director                                    April 20, 2000
--------------------------------------------
            Alexander M. Levine

--------------------------------------------      Director                                    April __, 2000
            Richard L. Pearsall

                                                  Senior Vice President; Director             April __, 2000
--------------------------------------------
             Duane W. Potter

      /s/ Maurice E. Purnell, Jr.                 Director                                    April 20, 2000
--------------------------------------------
          Maurice E. Purnell, Jr.

                                                  Director                                    April __, 2000
--------------------------------------------
               Alice L. Walton
II-5
The Plan.  Pursuant to the  requirements of the Securities Act of 1933,
the trustees (or other persons who  administer  the employee  benefit plan) have
duly  caused  this  registration  statement  to be signed  on its  behalf by the
undersigned,  thereunto  duly  authorized,  in the  City of  Carthage,  State of
Missouri, on April 20, 2000.

                                     LEGGETT & PLATT, INCORPORATED FROZEN 401(K)
                                     PLAN

                                     By:  /s/ Michael A. Glauber
                                         ---------------------------------------
                                         Michael A. Glauber, Senior Vice
                                         President - Finance and Administration
                                         and Authorized Officer of the Plan

                                      II-6
EXHIBIT INDEX

       Exhibit Number               Description

         4.1                        Restated Articles of Incorporation as of May
                                    13,  1987,   incorporated  by  reference  to
                                    Exhibit  3.1  to  the  Registrant's   Annual
                                    Report  on  Form  10-K  for the  year  ended
                                    December 31, 1998 (File No. 1-7845).

         4.2                        Amendment    to    Restated    Articles   of
                                    Incorporation    dated    May   12,    1993,
                                    incorporated  by reference to Exhibit 3.2 to
                                    Registrant's  Annual Report on Form 10-K for
                                    the year ended  December  31, 1998 (File No.
                                    1-7845).

         4.3                        Amendment    to    Restated    Articles   of
                                    Incorporation    dated    May   16,    1999,
                                    incorporated  by reference to Exhibit 3.3 to
                                    the Registrant's  Annual Report on Form 10-K
                                    for the year ended  December  31, 1999 (File
                                    No. 1-7845).

         4.4                        By-Laws of the Company  with all  amendments
                                    through  March  15,  1999,  incorporated  by
                                    reference  to  Exhibit  3.3 to  Registrant's
                                    Annual  Report  on Form  10-K  for the  year
                                    ended December 31, 1998 (File No. 1-7845).

         4.5                        Rights  Agreement  dated as of February  15,
                                    1999 between the Registrant and  ChaseMellon
                                    Shareholder Services,  LLC, as Rights Agent,
                                    which  includes the form of  Certificate  of
                                    Designations, setting forth the terms of the
                                    Series  A  Junior  Participating   Preferred
                                    Stock,  no par value, as Exhibit A, the form
                                    of Rights  Certificate as Exhibit B, and the
                                    Summary of Preferred  Stock Purchase  Rights
                                    as Exhibit C,  incorporated  by reference to
                                    Exhibit 1 to the Registrant's Current Report
                                    on Form 8-K filed December 1, 1998 (File No.
                                    1-7845).

         23.1                       Consent of Independent Accountants.

         24.1                       Power of Attorney executed by members of the
                                    Company's Board of Directors  regarding this
                                    Form S-8 (included on signature page).

                                      II-7