AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 20, 1999

                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

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

                                    Delaware
         (State or other jurisdiction of Incorporation or organization)

                                   43-0420020
                      (I.R.S. Employer Identification No.)

                          800 North Lindbergh Boulevard
                            St. Louis, Missouri 63167
               (Address of Principal Executive Offices) (Zip Code)

             DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
                            (Full title of the Plan)

                            R. William Ide III, Esq.
                                 General Counsel
                                Monsanto Company
                          800 North Lindbergh Boulevard
                            St. Louis, Missouri 63167
                     (Name and address of agent for service)
                                 (314) 694-1000
          (Telephone number, including area code, of agent for service)

<TABLE>
<CAPTION>
                                            Calculation of Registration Fee

------------------------ ---------------------- ---------------------- ---------------------- ---------------------
<S>                      <C>                    <C>                    <C>                    <C>

Title of                 Amount to be           Proposed               Proposed               Amount of
securities to be         registered             maximum offering       maximum                registration
registered                                      price per share        aggregate offering     fee
                                                                         price
Common Stock
($2.00 Par Value) and    100,000 shares         $43.219*               $4,321,900*            $1,202
associated preferred
stock purchase rights

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

</TABLE>


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 described herein.

*     Estimated  solely  for  the  purpose  of  determining  the  amount  of the
registration  fee in accordance with Rule 457(h) and based on the average of the
high and low prices of the Common  Stock as reported in The Wall Street  Journal
for the New York Stock Exchange Composite Transactions for April 15, 1999.



<PAGE>
                                     Part I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

  The documents containing the information  specified in Part I of Form S-8 will
  be sent or given to participating  employees as specified by Rule 428(b)(1) of
  the Securities Act of 1933, as amended (the "Securities  Act"). Such documents
  are not being  filed  with or  included  in this  registration  statement  (by
  incorporation  by reference or  otherwise)  in  accordance  with the rules and
  regulations  of the  Securities  and Exchange  Commission  (the "SEC").  These
  documents and the documents  incorporated by reference into this  registration
  statement pursuant to Item 3 of Part II of this Registration Statement,  taken
  together, constitute a prospectus that meets the requirements of Section 10(a)
  of the Securities Act.

                                     Part II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

  Item 3.  Incorporation of Documents by Reference.

  The documents listed in (a) through (c) below of Monsanto Company (hereinafter
  referred  to as  the  "Company"  or  "registrant")  and  the  DEKALB Genetics
  Corporation  Savings  and  Investment  Plan  (hereinafter  referred  to as the
  "Plan"), and all such other documents subsequently filed by the Company or the
  Plan  pursuant  to  Sections  13(a),  13(c),  14 and  15(d) of the  Securities
  Exchange Act of 1934, as amended (the "Exchange Act"),  prior to the filing of
  a post-effective  amendment which indicates that all securities offered hereby
  have been sold or which  deregisters  all securities  then  remaining  unsold,
  shall be deemed to be incorporated by reference herein and to be a part hereof
  from the date of the filing of such documents.

           (a)      The Company's and the Plan's  latest  annual  report,  filed
                    pursuant to Sections  13(a) or 15(d) of the Exchange Act, or
                    in the case of the Company  either (1) the Company's  latest
                    prospectus   filed   pursuant  to  Rule  424(b)   under  the
                    Securities Act that contains,  either directly or by
                    incorporation by reference, audited financial statements for
                    the Company's  latest fiscal year for which such  statements
                    have been filed, or (2) the Company's effective registration
                    statement  on Form 10 or 20-F filed under the  Exchange  Act
                    containing  audited  financial  statements for the Company's
                    latest fiscal year.

           (b)      All other reports  filed  pursuant to Section 13(a) or 15(d)
                    of the Exchange Act since the end of the fiscal year covered
                    by  the  annual  reports  or  the  prospectus  or  effective
                    registration statement referred to in (a) above.

                                      -1-
<PAGE>

           (c)      The  description  of the common  stock of Monsanto  Company,
                    $2.00 par value per share and the  description of associated
                    Preferred  Stock Purchase  Rights  contained in registration
                    statements  filed  under the  Exchange  Act,  including  any
                    amendment or report  filed for the purpose of updating  such
                    description.

  Any  statement   contained  in  a  document   incorporated  or  deemed  to  be
  incorporated by reference  herein shall be deemed to be modified or superseded
  for  purposes of this  Registration  Statement  to the extent that a statement
  contained  herein or in any  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 of this Registration
  Statement.

  Item 4.  Description of Securities.

  Not applicable.

  Item 5.  Interests of Named Experts and Counsel.

  The  legality  of the  securities  to be issued  pursuant  to the Plan will be
  passed upon for the  Company by R.  William  Ide III,  Senior Vice  President,
  General Counsel and Secretary of the Company. Mr. Ide beneficially owns 54,623
  shares and holds  options to  purchase  an  additional  384,355  shares of the
  Company's Common Stock.

  Item 6.  Indemnification of Directors and Officers.

  Section 145 of the General  Corporation  Law of the State of Delaware  permits
  indemnification of directors,  officers,  employees and agents of corporations
  under certain conditions and subject to certain limitations. Section 60 of the
  Company's  By-Laws  provides for  indemnification  of any  director,  officer,
  employee or agent of the Company,  or any person  serving in the same capacity
  in  any  other  enterprise  at  the  request  of the  Company,  under  certain
  circumstances.   Article  IX  of  the  Company's   Restated   Certificate   of
  Incorporation  eliminates  the  liability of  directors  of the Company  under
  certain  circumstances  for breaches of fiduciary  duty to the Company and its
  shareholders.

  In addition,  the Company has entered into agreements  with certain  directors
  and officers of the Company which provide such  directors and officers will be
  indemnified  against certain civil  liabilities,  including civil  liabilities
  under the  Securities  Act. The Company  maintains  directors'  and  officers'
  liability insurance for the benefit of its directors and officers.

  Item 7.  Exemption from Registration Claimed.

  Not applicable.

                                      -2-

<PAGE>


  Item 8.  Exhibits.

  See Exhibit Index at page 8.

  In lieu of an opinion of counsel  concerning  compliance with the requirements
  of ERISA and an Internal Revenue Service determination letter that the Plan is
  qualified  under  Section 401 of the Internal  Revenue  Code,  the  registrant
  hereby undertakes to submit the Plan and any amendment thereto to the Internal
  Revenue  Service in a timely  manner and to make all  changes  required by the
  Internal Revenue Service in order to qualify the Plan.

  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;

                    (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; and

                    (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)
                    above  do  not  apply  if  the  information  required  to be
                    included in a  post-effective  amendment by those paragraphs
                    is contained  in periodic  reports  filed by the  registrant
                    pursuant to Section 13 or Section  15(d) of the Exchange Act
                    that  are  incorporated  by  reference  in the  registration
                    statement.

           (2)      That, for the purpose of determining any liability under the
                    Securities Act, 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.
   
                                      -3-
<PAGE>

                                      * * *

     (b)  The undersigned  registrant  hereby  undertakes  that, for purposes of
          determining any liability under the Securities Act, each filing of the
          registrant's  annual report pursuant to Section 13(a) or Section 15(d)
          of the Exchange Act (and, where applicable, each filing of an employee
          benefit plan's annual report pursuant to Section 15(d) of the Exchange
          Act) that is incorporated by reference in this 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.

                                     * * *

     (h)  Insofar  as   indemnification   for  liabilities   arising  under  the
          Securities Act 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
          SEC such  indemnification is against public policy as expressed in the
          Securities 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  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  Securities  Act and will be  governed  by the final
          adjudication of such issue.

                                      -4-
<PAGE>


                                   SIGNATURES

  Pursuant to the  requirements of the Securities Act, 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 County of St.  Louis,  and the State of Missouri,  on this
  19th day of April, 1999.

                                    MONSANTO COMPANY
                                    (Registrant)

                                    By: /s/ Barbara L. Blackford 
                                        ----------------------------------------
                                    Name:  Barbara L. Blackford
                                    Title: Assistant Secretary

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

       Signature                  Title                         Date
       ---------                  -----                         ----

          *                   Chairman and Director          April 19, 1999
  (Robert B. Shapiro)         (Principal Executive Officer)

          *                   Senior Vice President          April 19, 1999
  (Gary L. Crittenden)        (Principal Financial Officer)

          *                   Vice President and Controller  April 19, 1999
  (Richard B. Clark)          (Principal Accounting Officer)

          *                   Director                       April 19, 1999
  (Robert M. Heyssel)

          *                   Director                       April 19, 1999
  (Michael Kantor)

          *                   Director                       April 19, 1999
  (Gwendolyn S. King)

          *                   Director                       April 19, 1999
  (Philip Leder)

          *                   Director                       April 19, 1999
  (Jacobus F. M. Peters)

          *                   Director                       April 19, 1999
  (John S. Reed)

          *                   Director                       April 19, 1999
  (John E. Robson)


                                      -5-
<PAGE>

          *                   Director                       April 19, 1999
  (William D. Ruckelshaus)


  *        Barbara L.  Blackford,  by signing  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 Registration Statement.

                                       /s/ Barbara L. Blackford
                                       -----------------------------------------
                                       By:  Barbara L. Blackford
                                            Attorney-in-Fact

  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 County of St. Louis, State of Missouri,  on
  April 19, 1999.

                                DEKALB GENETICS CORPORATION
                                SAVINGS AND INVESTMENT PLAN
                                (Plan)

                                By: /s/ Madonna A. Kindl                        
                                    --------------------------------------------
                                    Madonna A. Kindl, Chair,
                                    Monsanto Company
                                    Employee Benefits Plans Committee

                                      -6-
<PAGE>


                                  EXHIBIT INDEX


  Exhibit No.     Description
  ----------      -----------

      4          Form of Rights Agreement, dated as of January 26, 1990 between
                 the Company and The First National Bank of Boston
                 (incorporated herein by reference to Form 8-A filed by the
                 Company on January 31, 1990 (File No. 001-2516))

      5          Opinion re legality

      23.1       Consent of Deloitte & Touche

      23.2       Consent of Arthur Andersen LLP

      23.3       Consent of Company Counsel (See Exhibit 5)

      24         Powers of Attorney (incorporated herein by reference to Exhibit
                 24.1 to the Company's Form 10-K for the year ended December 31,
                 1998)
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18680}]
{"company-data": {"conformed-name": "MONSANTO CO", "cik": "0000067686", "assigned-sic": "2800", "irs-number": "430420020", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-76653", "film-number": "99597700"}, "business-address": {"street1": "800 N LINDBERGH BLVD", "city": "ST LOUIS", "state": "MO", "zip": "63167", "phone": "3146941000"}, "mail-address": {"street1": "800 NORTH LINDBERGH BLVD", "city": "ST LOUIS", "state": "MO", "zip": "63167"}, "former-company": {"former-conformed-name": "MONSANTO CHEMICAL CO", "date-changed": "19711003"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 20, 1999

                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

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

                                    Delaware
         (State or other jurisdiction of Incorporation or organization)

                                   43-0420020
                      (I.R.S. Employer Identification No.)

                          800 North Lindbergh Boulevard
                            St. Louis, Missouri 63167
               (Address of Principal Executive Offices) (Zip Code)

             DEKALB GENETICS CORPORATION SAVINGS AND INVESTMENT PLAN
                            (Full title of the Plan)

                            R. William Ide III, Esq.
                                 General Counsel
                                Monsanto Company
                          800 North Lindbergh Boulevard
                            St. Louis, Missouri 63167
                     (Name and address of agent for service)
                                 (314) 694-1000
          (Telephone number, including area code, of agent for service)
Calculation of Registration Fee

------------------------ ---------------------- ---------------------- ---------------------- ---------------------
Title of                 Amount to be           Proposed               Proposed               Amount of
securities to be         registered             maximum offering       maximum                registration
registered                                      price per share        aggregate offering     fee
                                                                         price
Common Stock
($2.00 Par Value) and    100,000 shares         $43.219*               $4,321,900*            $1,202
associated preferred
stock purchase rights

------------------------ ---------------------- ---------------------- ---------------------- ---------------------
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 described herein.

*     Estimated  solely  for  the  purpose  of  determining  the  amount  of the
registration  fee in accordance with Rule 457(h) and based on the average of the
high and low prices of the Common  Stock as reported in The Wall Street  Journal
for the New York Stock Exchange Composite Transactions for April 15, 1999.
Part I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

  The documents containing the information  specified in Part I of Form S-8 will
  be sent or given to participating  employees as specified by Rule 428(b)(1) of
  the Securities Act of 1933, as amended (the "Securities  Act"). Such documents
  are not being  filed  with or  included  in this  registration  statement  (by
  incorporation  by reference or  otherwise)  in  accordance  with the rules and
  regulations  of the  Securities  and Exchange  Commission  (the "SEC").  These
  documents and the documents  incorporated by reference into this  registration
  statement pursuant to Item 3 of Part II of this Registration Statement,  taken
  together, constitute a prospectus that meets the requirements of Section 10(a)
  of the Securities Act.

                                     Part II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

  Item 3.  Incorporation of Documents by Reference.

  The documents listed in (a) through (c) below of Monsanto Company (hereinafter
  referred  to as  the  "Company"  or  "registrant")  and  the  DEKALB Genetics
  Corporation  Savings  and  Investment  Plan  (hereinafter  referred  to as the
  "Plan"), and all such other documents subsequently filed by the Company or the
  Plan  pursuant  to  Sections  13(a),  13(c),  14 and  15(d) of the  Securities
  Exchange Act of 1934, as amended (the "Exchange Act"),  prior to the filing of
  a post-effective  amendment which indicates that all securities offered hereby
  have been sold or which  deregisters  all securities  then  remaining  unsold,
  shall be deemed to be incorporated by reference herein and to be a part hereof
  from the date of the filing of such documents.

           (a)      The Company's and the Plan's  latest  annual  report,  filed
                    pursuant to Sections  13(a) or 15(d) of the Exchange Act, or
                    in the case of the Company  either (1) the Company's  latest
                    prospectus   filed   pursuant  to  Rule  424(b)   under  the
                    Securities Act that contains,  either directly or by
                    incorporation by reference, audited financial statements for
                    the Company's  latest fiscal year for which such  statements
                    have been filed, or (2) the Company's effective registration
                    statement  on Form 10 or 20-F filed under the  Exchange  Act
                    containing  audited  financial  statements for the Company's
                    latest fiscal year.

           (b)      All other reports  filed  pursuant to Section 13(a) or 15(d)
                    of the Exchange Act since the end of the fiscal year covered
                    by  the  annual  reports  or  the  prospectus  or  effective
                    registration statement referred to in (a) above.

                                      -1-
(c)      The  description  of the common  stock of Monsanto  Company,
                    $2.00 par value per share and the  description of associated
                    Preferred  Stock Purchase  Rights  contained in registration
                    statements  filed  under the  Exchange  Act,  including  any
                    amendment or report  filed for the purpose of updating  such
                    description.

  Any  statement   contained  in  a  document   incorporated  or  deemed  to  be
  incorporated by reference  herein shall be deemed to be modified or superseded
  for  purposes of this  Registration  Statement  to the extent that a statement
  contained  herein or in any  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 of this Registration
  Statement.

  Item 4.  Description of Securities.

  Not applicable.

  Item 5.  Interests of Named Experts and Counsel.

  The  legality  of the  securities  to be issued  pursuant  to the Plan will be
  passed upon for the  Company by R.  William  Ide III,  Senior Vice  President,
  General Counsel and Secretary of the Company. Mr. Ide beneficially owns 54,623
  shares and holds  options to  purchase  an  additional  384,355  shares of the
  Company's Common Stock.

  Item 6.  Indemnification of Directors and Officers.

  Section 145 of the General  Corporation  Law of the State of Delaware  permits
  indemnification of directors,  officers,  employees and agents of corporations
  under certain conditions and subject to certain limitations. Section 60 of the
  Company's  By-Laws  provides for  indemnification  of any  director,  officer,
  employee or agent of the Company,  or any person  serving in the same capacity
  in  any  other  enterprise  at  the  request  of the  Company,  under  certain
  circumstances.   Article  IX  of  the  Company's   Restated   Certificate   of
  Incorporation  eliminates  the  liability of  directors  of the Company  under
  certain  circumstances  for breaches of fiduciary  duty to the Company and its
  shareholders.

  In addition,  the Company has entered into agreements  with certain  directors
  and officers of the Company which provide such  directors and officers will be
  indemnified  against certain civil  liabilities,  including civil  liabilities
  under the  Securities  Act. The Company  maintains  directors'  and  officers'
  liability insurance for the benefit of its directors and officers.

  Item 7.  Exemption from Registration Claimed.

  Not applicable.

                                      -2-
Item 8.  Exhibits.

  See Exhibit Index at page 8.

  In lieu of an opinion of counsel  concerning  compliance with the requirements
  of ERISA and an Internal Revenue Service determination letter that the Plan is
  qualified  under  Section 401 of the Internal  Revenue  Code,  the  registrant
  hereby undertakes to submit the Plan and any amendment thereto to the Internal
  Revenue  Service in a timely  manner and to make all  changes  required by the
  Internal Revenue Service in order to qualify the Plan.

  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;

                    (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; and

                    (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)
                    above  do  not  apply  if  the  information  required  to be
                    included in a  post-effective  amendment by those paragraphs
                    is contained  in periodic  reports  filed by the  registrant
                    pursuant to Section 13 or Section  15(d) of the Exchange Act
                    that  are  incorporated  by  reference  in the  registration
                    statement.

           (2)      That, for the purpose of determining any liability under the
                    Securities Act, 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.
   
                                      -3-
* * *

     (b)  The undersigned  registrant  hereby  undertakes  that, for purposes of
          determining any liability under the Securities Act, each filing of the
          registrant's  annual report pursuant to Section 13(a) or Section 15(d)
          of the Exchange Act (and, where applicable, each filing of an employee
          benefit plan's annual report pursuant to Section 15(d) of the Exchange
          Act) that is incorporated by reference in this 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.

                                     * * *

     (h)  Insofar  as   indemnification   for  liabilities   arising  under  the
          Securities Act 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
          SEC such  indemnification is against public policy as expressed in the
          Securities 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  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  Securities  Act and will be  governed  by the final
          adjudication of such issue.

                                      -4-
SIGNATURES

  Pursuant to the  requirements of the Securities Act, 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 County of St.  Louis,  and the State of Missouri,  on this
  19th day of April, 1999.

                                    MONSANTO COMPANY
                                    (Registrant)

                                    By: /s/ Barbara L. Blackford 
                                        ----------------------------------------
                                    Name:  Barbara L. Blackford
                                    Title: Assistant Secretary

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

       Signature                  Title                         Date
       ---------                  -----                         ----

          *                   Chairman and Director          April 19, 1999
  (Robert B. Shapiro)         (Principal Executive Officer)

          *                   Senior Vice President          April 19, 1999
  (Gary L. Crittenden)        (Principal Financial Officer)

          *                   Vice President and Controller  April 19, 1999
  (Richard B. Clark)          (Principal Accounting Officer)

          *                   Director                       April 19, 1999
  (Robert M. Heyssel)

          *                   Director                       April 19, 1999
  (Michael Kantor)

          *                   Director                       April 19, 1999
  (Gwendolyn S. King)

          *                   Director                       April 19, 1999
  (Philip Leder)

          *                   Director                       April 19, 1999
  (Jacobus F. M. Peters)

          *                   Director                       April 19, 1999
  (John S. Reed)

          *                   Director                       April 19, 1999
  (John E. Robson)

                                      -5-
*                   Director                       April 19, 1999
  (William D. Ruckelshaus)

  *        Barbara L.  Blackford,  by signing  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 Registration Statement.

                                       /s/ Barbara L. Blackford
                                       -----------------------------------------
                                       By:  Barbara L. Blackford
                                            Attorney-in-Fact

  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 County of St. Louis, State of Missouri,  on
  April 19, 1999.

                                DEKALB GENETICS CORPORATION
                                SAVINGS AND INVESTMENT PLAN
                                (Plan)

                                By: /s/ Madonna A. Kindl                        
                                    --------------------------------------------
                                    Madonna A. Kindl, Chair,
                                    Monsanto Company
                                    Employee Benefits Plans Committee

                                      -6-
EXHIBIT INDEX

  Exhibit No.     Description
  ----------      -----------

      4          Form of Rights Agreement, dated as of January 26, 1990 between
                 the Company and The First National Bank of Boston
                 (incorporated herein by reference to Form 8-A filed by the
                 Company on January 31, 1990 (File No. 001-2516))

      5          Opinion re legality

      23.1       Consent of Deloitte & Touche

      23.2       Consent of Arthur Andersen LLP

      23.3       Consent of Company Counsel (See Exhibit 5)

      24         Powers of Attorney (incorporated herein by reference to Exhibit
                 24.1 to the Company's Form 10-K for the year ended December 31,
                 1998)