UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_________________________________
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): October 7, 2008 (October
2, 2008)
MONSANTO
COMPANY
(Exact
Name of Registrant as Specified in its Charter)
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Delaware
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001-16167
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43-1878297
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State
of Incorporation
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(Commission
File Number)
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(IRS
Employer Identification No.)
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800
North Lindbergh Boulevard
St.
Louis, Missouri 63167
(Address of Principal Executive
Offices) (Zip Code)
Registrant's
telephone number, including area code: (314) 694-1000
Not
Applicable
(Former
Name or Former Address, If Changed Since Last Report)
_________________________________
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations under any of the following provisions (see
General Instruction A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13a-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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On
October 2, 2008, Monsanto Company issued a press release updating its guidance
for fiscal year 2008. This press release is furnished as Exhibit 99
hereto and incorporated herein by reference.
The
press release furnished herewith uses the non-GAAP financial measure of earnings
per share (“EPS”) on an ongoing basis. Our ongoing EPS financial
measure excludes certain after-tax items that we do not consider part of ongoing
operations, which are identified as such in the reconciliation. We
believe that our ongoing EPS financial measure presented with these adjustments
best reflects our ongoing performance and business operations during the periods
presented and is more useful to investors for comparative
purposes. In addition, management uses the ongoing EPS financial
measure as a guide in its budgeting and long-range planning processes, and as a
guide in determining incentive compensation. The presentation of EPS
on an ongoing basis is intended to supplement investors’ understanding of our
operating performance. This non-GAAP financial measure may not be
comparable to similar measures used by other companies. Information
concerning Monsanto’s use of the non-GAAP financial measure free cash flow
appears in Monsanto’s most recent Report on Form 10-Q.
We
are furnishing the information contained in this report, including the Exhibit,
pursuant to “Item 2.02 Results of Operations and Financial Condition” of Form
8-K promulgated by the SEC. This information shall not be deemed to
be “filed” for the purposes of Section 18 of the Exchange Act or otherwise
subject to the liabilities of that section, unless we specifically incorporate
it by reference in a document filed under the Securities Act or the Exchange
Act. By filing this report on Form 8-K and furnishing this
information, we make no admission as to the materiality of any information in
this report, including the Exhibit.
ITEM
9.01. FINANCIAL
STATEMENTS AND EXHIBITS.
(d) Exhibits
The
following exhibit is filed herewith:
Exhibit
99 Press
Release, dated October 2, 2008, issued by Monsanto Company
_________________________________
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Dated: October
7, 2008
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MONSANTO
COMPANY
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By: /s/
Jennifer L. Woods
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Name: Jennifer
L. Woods
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Title: Assistant
Secretary
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EXHIBIT
INDEX
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Exhibit
No.
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Description of
Exhibit
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99
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Press
Release, dated October 2, 2008, issued by Monsanto
Company
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