AGWAY INC
424B3, 1999-12-23
GRAIN MILL PRODUCTS
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                       Supplement dated December 27, 1999
                     To Prospectus dated September 21, 1998

         As of December  27,  1999,  the issuer,  Agway  Financial  Corporation,
approved  an  increase  of 1.5% in stated  rates on  Subordinated  Money  Market
Certificates due October 31, 2014 and October 31, 2004, and an increase of 1.75%
in the stated rate on  Subordinated  Money Market  Certificates  due October 31,
2008.
         As amended by the Supplement  dated  November 1, 1999, the  Corporation
changed  the due  dates  on  selected  Money  Market  Certificates  as  follows:
Certificates  due October 31, 2013 changed to October 31, 2014; and Certificates
due October 31, 2006,  changed to October 31, 2008. As amended by the Supplement
dated January 1, 1999, the Corporation approved a decrease of 1% in stated rates
on all Subordinated Money Market Certificates.
         For a complete  description of the  securities  offered please refer to
pages 14 through 18 of the prospectus.


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