As filed with the Securities and Exchange Commission on January 24, 2003
                                                       Registration No. 33-62729
                             WASHINGTON, D.C. 20549

                         POST-EFFECTIVE AMENDMENT NO. 1
                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                               GENERAL MILLS, INC.
             (Exact name of registrant as specified in its charter)

                Delaware                                   41-0274440
     (State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization)                    Identification No.)

                       Number One General Mills Boulevard
                          Minneapolis, Minnesota 55426
          (Address, including zip code, of principal executive offices)
                                 (763) 764-7600
              (Registrant's telephone number, including area code)

                               General Mills, Inc.
                    1995 Salary Replacement Stock Option Plan
                            (Full title of the plan)

                             SIRI S. MARSHALL, Esq.
              Senior Vice President, General Counsel and Secretary
                         Number One General Mills Blvd.
                          Minneapolis, Minnesota 55426
                                 (763) 764-7230
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

        This Post-Effective Amendment No. 1 is being filed to de-register
389,739 shares of Common Stock of General Mills, Inc. (the "Registrant"). Such
shares were registered under a Registration Statement on Form S-8, Registration
No. 33-62729, for purchase under the Registrant's 1995 Salary Replacement Stock
Option Plan. The Plan has been terminated, and all rights to purchase shares
under the Plan have been exercised or have expired. The Registrant intends to
carry forward 260,000 of the deregistered shares to a new Registration Statement
on Form S-8 covering a separate benefit plan of 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
Post-Effective Amendment No. 1 to Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Golden
Valley (Minneapolis), State of Minnesota, on the 24th day of January, 2003.

       GENERAL MILLS, INC.                )
       By         Stephen W. Sanger       )       /s/ Siri S. Marshall
         -------------------------------- )      ---------------------------
           Chairman of the Board and      )           Siri S. Marshall
            Chief Executive Officer       )           Attorney-in-fact

        Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to Registration Statement has been signed below
by the following persons in the capacities and on the dates indicated.

              Signature                   Title
              ---------                   -----

/s/ Kenneth L. Thome           Senior Vice President,    January 21, 2003
---------------------------    Financial Operations
Kenneth L. Thome               (Principal Accounting Officer)

/s/ Stephen R. Demeritt        Vice Chairman             January 21, 2003
Stephen R. Demeritt

/s/ Raymond G. Viault          Vice Chairman             January 21, 2003
Raymond G. Viault

Stephen W. Sanger              Chairman of the Board       )
                                and Chief Executive Officer)
L. D. DeSimone                 Director                    )
William T. Esrey               Director                    )/s/ Siri S. Marshall
Judith Richards Hope           Director                    )----------------
A. Michael Spence              Director                    )Siri S. Marshall
Dorothy A. Terrell             Director                    )Attorney-in-fact
                                                           )January 24, 2003

Paul S. Walsh
Raymond V. Gilmartin
Robert L. Johnson
John M. Keenan
Heidi G. Miller
Hilda Ochoa-Brillembourg

s8/1995 Salary Replacement SOP