AGWAY INC
424B3, 2000-12-11
GRAIN MILL PRODUCTS
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                       Supplement dated December 1, 2000
                     To Prospectus dated September 21, 1998

As of  December  1, 2000,  the  issuer, Agway  Financial  Corporation,  approved
         the  following  changes:  8.50% and  8.75%  Subordinated  Money  Market
         Certificates due October 31, 2015, authorized principal amount
decreased from $35,000,000 to $33,000,000.
         9.00% and 9.25%  Subordinated  Member  Money  Market  Certificates  due
October 31, 2015,  authorized  principal  amount  increased from  $75,000,000 to
$83,000,000.
         9.75%  Subordinated  Money  Market  Certificates  due October 31, 2009,
authorized principal amount decreased from $60,000,000 to $54,000,000.

As of November 1, 2000, the issuer,  Agway Financial  Corporation,  approved the
         following changes:
         Subordinated Money Market Certificates originally due October 31, 2013:
rates increased from 6.75% to 8.50% and from 7.00% to 8.75%, due date changed to
October 31, 2015, and authorized  principal amount increased from $30,000,000 to
$35,000,000.
         Subordinated  Member Money Market  Certificates  originally due October
31, 2013:  rates increased from 7.25% to 9.00% and from 7.50% to 9.25%, due date
changed to October 31, 2015,  and  authorized  principal  amount  decreased from
$80,000,000 to $75,000,000.
          Subordinated  Money  Market  Certificates  due  October 31, 2004: rate
increased  from  7.75% to  9.50%, and authorized principal amount decreased from
$40,000,000 to $30,000,000.
         Subordinated Money Market Certificates originally due October 31, 2006:
rate  increased  from 8.00% to 9.75%,  due date changed to October 31, 2009, and
authorized principal amount increased from $50,000,000 to $60,000,000.
         The original principal amount of Subordinated Money Market Certificates
registered   under  the  Securities  Act  of  1933  pursuant  to  the  foregoing
registration statement is unchanged.



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