DEERE & CO
10-Q, 1994-06-10
FARM MACHINERY & EQUIPMENT
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                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D. C. 20549
                            ___________________

                                 FORM 10-Q
                            ___________________

         Quarterly Report Pursuant to Section 13 or 15(d) of the 
                      Securities Exchange Act of 1934
                  For the quarterly period ended April 30, 1994 

                                     
                      ______________________________

                        Commission file no: 1-4121
                      ______________________________

                              DEERE & COMPANY

     Delaware                           36-2382580
(State of incorporation)      (IRS employer identification no.)

                              John Deere Road
                          Moline, Illinois 61265
                 (Address of principal executive offices)

                     Telephone Number:  (309) 765-8000
                      ______________________________

     Indicate by check mark whether the registrant (1) has filed
all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the
preceding 12 months (or for such shorter period that the
registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90 days. 
Yes  x        No     

     At April 30, 1994, 86,315,934 shares of common stock, $1 par
value, of the
registrant were outstanding.


                            Page 1 of 24 Pages.
                       Index to Exhibits:  Page 22.
<PAGE>
PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
         DEERE & COMPANY STATEMENT OF CONSOLIDATED INCOME

CONSOLIDATED
(Deere & Company 
and Consolidated Subsidiaries)
THREE MONTHS ENDED APRIL 30 
                                              Three Months Ended
                                                  April 30
                                             Millions of dollars
(Unaudited)                                  1994      1993
 
Net Sales and Revenues
Net sales of equipment                       $2,128.0  $ 1,788.2
Finance and interest income                  127.8         141.5
Insurance and health care premiums           167.0         139.9
Investment income                            23.7           23.7
Other income                                 13.7           12.0
  Total                                      2,460.2     2,105.3
Costs and Expenses
Cost of goods sold                           1,646.2     1,449.0
Research and development expenses            68.7           67.8
Selling, administrative and 
  general expenses                           225.5         208.5 
Interest expense                             71.3           97.1
Insurance and health care 
  claims and benefits                        144.2         121.5
Other operating expenses                     9.2            13.0
Restructuring costs                                        107.2
  Total                                      2,165.1     2,064.1
Income (Loss) of Consolidated 
  Group Before Income Taxes                  295.1          41.2
Provision for income taxes                   108.0          22.4 
Income (Loss) of Consolidated 
Group                                        187.1         18.8
Equity in Income of Unconsolidated 
  Subsidiaries and Affiliates 
  Credit 
  Insurance and health care                     .8            .7
  Other                                       1.4           1.5
    Total                                     2.2            2.2
Net Income                                   $189.3         $21.0

Return on average assets                      1.6%            .2%

Per share data  
  Primary and fully diluted net
     income                                  $ 2.20        $  .27

                           
  <PAGE>
PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
         DEERE & COMPANY STATEMENT OF CONSOLIDATED INCOME
 
EQUIPMENT OPERATIONS   
(Deere & Company with Financial  
Services on the Equity Basis)
                                             Three Months Ended 
                                                  April 30       
Millions of dollars(Unaudited)     
                                             1994      1993      

    
Net Sales and Revenues
Net sales of equipment                       $2,128.0  $ 1,788.2 

   Finance and interest income                18.9          21.0 

   
Insurance and health care premiums
Investment income              
Other income                                 5.7        3.4      


Total                                        2,152.6    1,812.6  

  
Costs and Expenses
Cost of goods sold                            1,650.0   1,452.5
Research and development expenses            68.7         67.8
Selling, administrative and 
  general expenses                           162.5        146.2  

  
Interest expense                             30.2          48.3  

  
Insurance and health care
  claims and benefits                                
Other operating expenses                     4.0          8.2    


Restructuring costs                                      107.2
  Total                                       1,915.4     1,830.2
Income (Loss) of Consolidated
  Group Before Income Taxes                  237.2       (17.6)
Provision for income taxes                   89.7        2.7 
Income (Loss) of Consolidated 
Group                                        147.5       (20.3)
Equity in Income of Unconsolidated 
  Subsidiaries and Affiliates 
  Credit                                     28.4          29.1
  Insurance and health care                  12.0          10.7
  Other                                       1.4           1.5
 Total                                       41.8          41.3
Net Income                                   $189.3      $ 21.0

<PAGE>
PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
         DEERE & COMPANY STATEMENT OF CONSOLIDATED INCOME
 
FINANCIAL SERVICES
                                           Three Months Ended
                                             April 30 
Millions of dollars (Unaudited)
                                             1994      1993

Net Sales and Revenues
Net sales of equipment
Finance and interest income                  $109.8    $121.2
Insurance and health care premiums           201.9      176.1  
Investment income                            23.7        23.7
Other income                                 9.2         10.0
  Total                                      344.6       31.0 
Costs and Expenses
Cost of goods sold
Research and development expenses
Selling, administrative and 
  general expenses                           66.3      65.4
Interest expense                             42.0      49.5
Insurance and health care 
  claims and benefits                        173.0     152.5
Other operating expenses                     5.3    4.9
Restructuring costs
  Total                                      286.6     272.3 
Income (Loss) of Consolidated 
  Group Before Income Taxes                  58.0      58.7
Provision for income taxes                   18.4      19.6 
Income (Loss) of Consolidated 
Group                                        39.6      39.1
Equity in Income of Unconsolidated 
  Subsidiaries and Affiliates 
  Credit
  Insurance and health care                  .8          .7
  Other                            
    Total                                    .8          .7
Net Income                                   $ 40.4    $ 39.8

See Notes to Interim Financial Statements.  Supplemental
consolidating data are shown for the "Equipment Operations" and
"Financial Services".  Transactions between the "Equipment
Operations" and "Financial Services" have been eliminated to
arrive at the "Consolidated" data. <PAGE>
DEERE & COMPANY STATEMENT OF CONSOLIDATED INCOME
CONSOLIDATED
(Deere & Company 
and Consolidated Subsidiaries)
SIX MONTHS ENDED APRIL 30 
                                            Six Months Ended
                                                April 30
Millions of dollars (Unaudited)            1994         1993
 
Net Sales and Revenues
Net sales of equipment                   $3,534.8    $ 2,903.3
Finance and interest income                 252.7        287.4
Insurance and health care premiums          324.5        266.8
Investment income                            45.9         46.7
Other income                                 29.1         24.7
  Total                                   4,187.0      3,528.9
Costs and Expenses
Cost of goods sold                        2,767.9      2,458.9
Research and development expenses           129.1        131.7
Selling, administrative and 
  general expenses                          423.1        405.2 
Interest expense                            142.5        192.1
Insurance and health care 
  claims and benefits                       279.6        228.6
Other operating expenses                     16.3         19.5
Restructuring costs                                      107.2
  Total                                   3,758.5      3,543.2   

 
Income (Loss) of Consolidated 
  Group Before Income Taxes and
  Changes in Accounting                     428.5        (14.3)  
Provision (credit) for income taxes         156.1          4.1   

Income (Loss) of Consolidated
  Group before Changes in Accounting        272.4        (18.4)
Equity in Income of Unconsolidated 
  Subsidiaries and Affiliates before 
  Changes in Accounting
  Credit                                 
  Insurance and health care                   2.1           .8
  Other                                       1.8          1.7
    Total                                     3.9          2.5
Income (Loss) before Changes 
  in Accounting                             276.3        (15.9)  
Changes in accounting                                 (1,105.3)
Net Income (Loss)                        $  276.3    $(1,121.2)
Return on average assets:
  Before changes in accounting                2.3%         (.1)%
  Total                                       2.3%        (9.4)% 
Per share data  
  Primary and fully diluted:                                     

  Income (loss) before changes 
    in accounting                        $    3.22   $     (.21) 
  Changes in accounting                                  (14.30)
  Net income (loss)                      $    3.22   $   (14.51)

<PAGE>

DEERE & COMPANY STATEMENT OF CONSOLIDATED INCOME
EQUIPMENT OPERATIONS   
(Deere & Company with Financial  
Services on the Equity Basis)
                                           Six Months Ended
                                               April 30      
Millions of dollars (Unaudited)            1994       1993       
    
Net Sales and Revenues
Net sales of equipment                   $3,534.8  $ 2,903.3     
Finance and interest income                  38.6       42.2     
Insurance and health care premiums
Investment income                                       
Other income                                 10.1       11.4     
  Total                                   3,583.5    2,956.9     
Costs and Expenses
Cost of goods sold                        2,775.1    2,464.8
Research and development expenses           129.1      131.7
Selling, administrative and 
  general expenses                          297.3      283.4     
Interest expense                             60.9       93.4     
Insurance and health care 
  claims and benefits                                
Other operating expenses                      5.9       10.6     
Restructuring costs                                    107.2
  Total                                   3,268.3    3,091.1
Income (Loss) of Consolidated
  Group Before Income Taxes and 
  Changes in Accounting                     315.2     (134.2)
Provision (credit) for income taxes         119.7      (35.8)
Income (Loss) of Consolidated Group
  before Changes in Accounting              195.5      (98.4)    
Equity in Income of Unconsolidated 
  Subsidiaries and Affiliates 
  before Changes in Accounting
  Credit                                     54.0       59.9
  Insurance and health care                  25.0       20.9
  Other                                       1.8        1.7     
    Total                                    80.8       82.5     
Income (Loss) before Changes 
  in Accounting                             276.3      (15.9)    
Changes in accounting                               (1,105.3)
Net Income (Loss)                        $  276.3  $(1,121.2)    
    
<PAGE>
DEERE & COMPANY STATEMENT OF CONSOLIDATED INCOME
FINANCIAL SERVICES
                                              Six Months Ended
                                                  April 30 
Millions of dollars (Unaudited)               1994        1993

Net Sales and Revenues
Net sales of equipment
Finance and interest income                  $215.8              

    $246.5
Insurance and health care premiums            386.0       338.3 
Investment income                              45.9            
46.7
Other income                                   21.2        16.3
  Total                                       668.9       647.8
Costs and Expenses
Cost of goods sold
Research and development expenses
Selling, administrative and 
  general expenses                            131.6       127.9 
Interest expense                               83.4           
100.1
Insurance and health care 
  claims and benefits                         330.2       290.9
Other operating expenses                       10.4         8.9
Restructuring costs
  Total                                       555.6       527.8 
Income (Loss) of Consolidated 
  Group Before Income Taxes and 
  Changes in Accounting                       113.3       120.0
Provision (credit) for income taxes            36.4        40.0 
Income (Loss) of Consolidated Group
  before Changes in Accounting                 76.9        80.0
Equity in Income of Unconsolidated 
  Subsidiaries and Affiliates 
  before Changes in Accounting
  Credit                                        
  Insurance and health care                     2.1          .8
  Other                            
    Total                                       2.1          .8
Income (Loss) before Changes 
  in Accounting                                79.0        80.8
Changes in accounting                                      (6.9)
Net Income (Loss)                            $ 79.0      $ 73.9
 

See Notes to Interim Financial Statements.  Supplemental
 consolidating data are shown for the "Equipment Operations" and
 "Financial Services".  Transactions between the "Equipment
 Operations" and "Financial Services" have been eliminated to
 arrive at the "Consolidated" data.

<PAGE>
DEERE & COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
CONSOLIDATED
(Deere & Company and
Consolidated Subsidiaries)
                                   Apr 30    Oct 31    Apr 30
Millions of dollars (Unaudited)       1994      1993      1993   



Assets
Cash and cash equivalents     $   280.0 $   338.2      $450.7
Marketable securities carried 
  at cost                          1,061.7   994.8     976.9
Receivables from unconsolidated
  subsidiaries and affiliates       4.0       4.0      16.5
Dealer accounts and notes 
  receivable - net                  3,153.0    2,793.7   3,123.4
Credit receivables - net           4,163.8     3,754.8   3,851.7
Other receivables                  357.2         393.5     325.1
Equipment on operating
  leases - net                     200.5         195.4     193.5
Inventories (Note 5)               745.5         464.4     729.3
Property and equipment - net        1,200.0    1,240.3   1,261.6
Investments in unconsolidated
  subsidiaries and affiliates      144.9         140.6     119.8
Intangible assets - net            295.3         296.8     332.3
Deferred income taxes              683.7          681.7     635.4
Other assets and deferred charges  202.9       169.0       169.9
    Total                          $12,492.5 $11,467.2 $12,186.1

Liabilities and Stockholders' Equity
Short-term borrowings              $ 2,953.0 $ 1,601.4 $ 3,139.6
Payables to unconsolidated
  subsidiaries and affiliates      26.4      32.8      24.8
Accounts payable and accrued
  expenses                         2,077.0   2,085.9   1,918.3
Insurance and health care
  claims and reserves              712.1         672.5     655.0
Accrued taxes                       86.8          71.0      49.9
Deferred income taxes                8.2           8.6       6.8
Long-term borrowings               1,974.7     2,547.5   2,603.9
Retirement benefit accruals
  and other liabilities            2,345.3     2,362.1   2,336.0
  Total liabilities                10,183.5    9,381.8  10,734.3
  
Common stock, $1 par value 
  (issued shares at April 30,   
  1994 - 86,593,068)               1,473.8     1,436.8     847.9
Retained earnings (Note 3)          1,117.1      926.5     807.0
Minimum pension liability 
  adjustment                       (215.5)     (215.5)    (156.4)
Cumulative translation
  adjustment (Note 4)              (45.0)       (41.5)     (27.5)
Unamortized restricted 
  stock compensation               (6.2)         (8.2)      (5.7)
Common stock in treasury, at cost  (15.2)       (12.7)    (13.5)
  Total stockholders' equity       2,309.0     2,085.4   1,451.8
    Total                          $12,492.5 $11,467.2 $12,186.1


<PAGE>
DEERE & COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET

EQUIPMENT OPERATIONS
(Deere & Company with Financial
Services on the Equity Basis)
                                   Apr 30    Oct 31    Apr 30
Millions of dollars (Unaudited)       1994     1993      1993

Assets
Cash and cash equivalents          $28.2     $71.7     $ 109.6
Marketable securities carried at
  cost 
Receivables from unconsolidated
  subsidiaries and affiliates      174.1      511.9     160.3
Dealer accounts and notes
  receivable - net                 3,153.0   2,793.7   3,123.4
Credit receivables - net           151.9       115.8      140.2
Other receivables                               14.3
Equipment on operating 
  leases - net                     70.4      76.2      75.8
Inventories (Note 5)               745.5     464.4     729.3
Property and equipment - net       1,172.0    1,215.5   1,238.2
Investments in unconsolidated
  subsidiaries and affiliates      1,236.8    1,341.7   1,340.9
Intangible assets - net            277.4        277.8     311.5  
Deferred income taxes              629.3        628.9     581.2
Other assets and deferred charges  117.1        106.3     105.1
    Total                          $7,755.7  $7,618.2  $7,915.5

Liabilities and Stockholders' Equity
Short-term borrowings              $ 493.9   $  476.3  $1,519.7
Payables to unconsolidated 
  subsidiaries and affiliates      41.8     32.8      29.8
Accounts payable and 
  accrued expenses                  1,460.5   1,533.4   1,344.6
Insurance and health care 
  claims and reserves
Accrued taxes                      83.0     66.1      49.1
Deferred income taxes               8.1      8.4       6.4
Long-term borrowings               1,029.5    1,069.3   1,192.5
Retirement benefit accruals 
  and other liabilities            2,329.9    2,346.5   2,321.6
  Total liabilities                5,446.7    5,532.8   6,463.7
Common stock, $1 par value 
  (issued shares at April 30, 
  1994 - 86,593,068)               1,473.8    1,436.8     847.9
Retained earnings (Note 3)         1,117.1      926.5     807.0
Minimum pension liability 
  adjustment      (                215.5)      (215.5)   (156.4)
Cumulative translation 
  adjustment (Note 4)              (45.0)       (41.5)    (27.5) 
Unamortized restricted 
  stock compensation               (6.2)         (8.2)     (5.7)
Common stock in treasury, at cost  (15.2)       (12.7)    (13.5)
  Total stockholders' equity       2,309.0    2,085.4   1,451.8 
     
    Total                          $ 7,755.7 $7,618.2  $7,915.5  

<PAGE>
DEERE & COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET

FINANCIAL SERVICES
                                   Apr 30    Oct 31    Apr 30
Millions of dollars (Unaudited)      1994      1993      1993

Assets
Cash and cash equivalents          $  251.8  $  266.5  $  341.1
Marketable securities carried 
  at cost                          1,061.7      994.8     976.9
Receivables from unconsolidated
  subsidiaries and affiliates      15.4                     15.0
Dealer accounts and notes 
  receivable - net
Credit receivables - net            4,011.9   3,639.0   3,711.5
Other receivables                  358.2        380.2     326.2
Equipment on operating 
  leases - net                     130.1        119.2     117.7
Inventories (Note 5)
Property and equipment - net      28.0      24.8      23.4
Investments in unconsolidated 
  subsidiaries and affiliates     54.7      52.1      35.7
Intangible assets - net            18.0     19.0      20.7
Deferred income taxes              54.4     52.8      54.2
Other assets and deferred charges  85.7     62.8      64.8
    Total                          $6,069.9  $5,611.2  $5,687.2  

Liabilities and Stockholders' Equity
Short-term borrowings              $2,459.1  $1,125.1  $1,619.9
Payables to unconsolidated 
  subsidiaries and affiliates      170.1       507.9      153.7
Accounts payable and accrued 
  expenses                         617.5        553.6     574.8
Insurance and health care 
  claims and reserves              712.1        672.5     655.0
Accrued taxes                      3.8            4.9        .8
Deferred income taxes                             .2         .4
Long-term borrowings               945.2      1,478.2   1,411.4
Retirement benefit accruals 
  and other liabilities            15.4           15.6     14.4
  Total liabilities                4,923.2    4,358.0   4,430.4
Common stock, $1 par value  
  (issued shares at April 30,   
  1994 - 86,593,068)               209.0        208.2     206.6
Retained earnings (Note 3)         942.5      1,046.5   1,048.8
Minimum pension liability 
  adjustment
Cumulative translation 
  adjustment (Note 4)              (4.8)         (1.5)      1.4
Unamortized restricted 
  stock compensation
Common stock in treasury, at cost
  Total stockholders' equity   1,146.7   1,253.2   1,256.8
    Total                     $6,069.9  $5,611.2  $5,687.2

See Notes to Interim Financial Statements.  Supplemental
consolidating data are shown for the "Equipment Operations" and
"Financial Services".  Transactions between the "Equipment
Operations" and "Financial Services" have been eliminated to
arrive at the "Consolidated" data.
<PAGE>
DEERE & COMPANY
CONDENSED STATEMENT OF CONSOLIDATED CASH FLOWS
CONSOLIDATED
(Deere & Company and Consolidated Subsidiaries)
SIX MONTHS ENDED APRIL 30

                                        Six Months Ended 
                                             April 30
Millions of dollars (Unaudited)               1994        1993 

Cash Flows From Operating
  Activities
Net income (loss)                       $  276.3       $(1,121.2)

     Adjustments to reconcile net 
  income (loss) to net cash 
  provided by (used for) 
  operating activities                  (548.4)       862.9
Net cash provided by (used for) 
       operating activities             (272.1)      (258.3)

Cash Flows From Investing
  Activities                           
Collections and sales of 
  credit receivables                    1,588.5     2,226.7
Proceeds from sales of
  marketable securities                 146.7         138.4
Cost of credit 
  receivables acquired                  (1,986.5)  (1,735.3)
Purchases of marketable
  securities                            (209.3)      (158.0)
Purchases of property and 
  equipment                             (73.5)        (80.6)
Cost of operating leases 
  acquired                              (45.4)        (59.5)
Other                                   58.3           22.6
     Net cash provided by (used for) 
       investing activities             (521.2)       354.3

Cash Flows From Financing 
  Activities   
Increase (decrease) in 
  short-term borrowings                 1,265.8      (180.5)
Change in intercompany 
  receivables/payables          
Proceeds from issuance of 
  long-term borrowings                       10.0     442.0
Principal payments on 
  long-term borrowings                       (486.9)       (50.1)
Proceeds from issuance of
  common stock                               35.5       7.8   
Dividends paid                               (85.5)        (76.3)

Other                                        (4.1)          (4.7)
Net cash provided by 
(used for) financing
activities                                   734.8          138.2

Effect of Exchange Rate 
  Changes on Cash                             .3            (.3)

Net Increase (Decrease) 
  in Cash and Cash Equivalents               (58.2)         233.9
Cash and Cash Equivalents
  at Beginning of Period                     338.2          216.8
Cash and Cash Equivalents
  at End of Period                           $ 280.0       $450.7


<PAGE>
DEERE & COMPANY CONDENSED STATEMENT OF CONSOLIDATED CASH FLOWS

EQUIPMENT OPERATIONS
(Deere & Company with Financial Services
on the Equity Basis)
          Six Months Ended 
              April 30  
                                        Millions of dollars
                                              (Unaudited
                                        1994           1993

Cash Flows From Operating 
  Activities
Net income (loss)                       $ 276.3        $(1,121.2)
Adjustments to reconcile net 
  income (loss) to net cash 
  provided by (used for) 
  operating activities                  (491.4)     760.2      
Net cash provided by (used for) 
 operating activities                   (215.1)    (361.0)

Cash Flows From Investing
  Activities      
Collections and sales of 
  credit receivables                    32.5      42.5
Proceeds from sales of 
  marketable securities
Cost of credit 
  receivables acquired                  (67.9)      (103.2)
Purchases of marketable
  securities
Purchases of property and 
  equipment                             (68.1)        (75.6)
Cost of operating leases 
  acquired                              (12.3)         (8.7)
Other                                   13.1           12.7
Net cash provided by (used for)
investing activities                    (102.7)      (132.3)

Cash Flows From Financing 
  Activities
Increase (decrease) in 
  short-term borrowings                 144.8         666.5
Change in intercompany 
  receivables/payables                   353.2           .2
Proceeds from issuance of 
  long-term borrowings
Principal payments on 
  long-term borrowings                  (169.9)       (30.7)
Proceeds from issuance of
  common stock                          35.5            7.8
Dividends paid                          (85.5)        (76.3)
Other                                   (4.1)          (4.7)
Net cash provided by
(used for) financing
activities                              274.0         562.8

Effect of Exchange Rate 
  Changes on Cash                       .3              (.3) 

Net Increase (Decrease) 
  in Cash and Cash Equivalents          (43.5)         69.2
Cash and Cash Equivalents
  at Beginning of Period                 71.7          40.4
Cash and Cash Equivalents 
  at End of Period                      $ 28.2         $   109.6

<PAGE>
DEERE & COMPANY CONDENSED STATEMENT OF CONSOLIDATED CASH FLOWS

FINANCIAL SERVICES

                                             Six Months Ended
                                                  April 30
                                             Millions of dollars
                                                  (Unaudited)
                                             1994           1993

Cash Flows From Operating 
  Activities
Net income (loss)                       $     79.0     $    73.9 

Adjustments to reconcile net 
  income (loss) to net cash 
  provided by (used for) 
  operating activities                       47.0           28.8 


     Net cash provided by (used for) 
       operating activities                  126.0         102.7

Cash Flows From Investing 
  Activities
Collections and sales 
  of credit receivables                      1,566.7     2,192.9
Proceeds from sales of
  marketable securities                      146.7         138.4
Cost of credit 
  receivables acquired                       (1,929.3)  (1,640.8)
Purchases of marketable
  securities                                 (209.3)      (158.0)
Purchases of property and 
  equipment                                  (5.4)          (5.0)
Cost of operating 
  leases acquired                            (33.1)        (50.8)
Other                                        45.2       9.9
     Net cash provided by (used for) 
       investing activities                  (418.5)       486.6

Cash Flows From Financing 
  Activities
Increase (decrease) in 
  short-term borrowings                      1,121.0      (847.0)
Change in intercompany 
  receivables/payables                       (353.2)         (.2)
Proceeds from issuance of
  long-term borrowings                       10.0           442.0
Principal payments on 
  long-term borrowings                       (316.9)       (19.4)
Proceeds from issuance of
  common stock
Dividends paid                               (183.1)
Other
Net cash provided by 
(used for)financing 
activities                                   277.8        (424.6)

Effect of Exchange Rate 
  Changes on Cash            

Net Increase (Decrease)
  in Cash and Cash Equivalents               (14.7)        164.7
Cash and Cash Equivalents 
  at Beginning of Period                      266.5        176.4
Cash and Cash Equivalents 
  at End of Period                           $ 251.8   $   341.1


See Notes to Interim Financial Statements.  Supplemental
consolidating data are shown for the "Equipment Operations" and
"Financial Services". Transactions between the "Equipment
Operations" and "Financial Services" have been eliminated to
arrive at the "Consolidated" data.
<PAGE>
                  Notes to Interim Financial Statements 

(1)  The consolidated financial statements of Deere & Company and
     consolidated subsidiaries have been prepared by the Company,
     without audit, pursuant to the rules and regulations of the
     Securities and Exchange Commission.  Certain information and
     footnote disclosures normally included in annual financial
     statements prepared in accordance with generally accepted
     accounting principles have been condensed or omitted as
     permitted by such rules and regulations.  All adjustments,
     consisting of normal recurring adjustments, have been
     included.  Management believes that the disclosures are
     adequate to present fairly the financial position, results
     of operations and cash flows at the dates and for the
     periods presented.  It is suggested that these condensed
     financial statements be read in conjunction with the
     financial statements and the notes thereto included in the
     Company's latest annual report on Form 10-K.  Results for
     interim periods are not necessarily indicative of those to
     be expected for the fiscal year.                       

(2)  The Company's consolidated financial statements and some 
     information in the notes and related commentary are
     presented in a format which includes data grouped as
     follows:

     Equipment Operations - These data include the Company's 
     agricultural equipment, industrial equipment and lawn and
     grounds care equipment operations with Financial Services
     reflected on the equity basis.  Data relating to the above
     equipment operations, including the consolidated group data
     in the income statement, are also referred to as "Equipment
     Operations" in this report.

     Financial Services - These data include the Company's
     credit, insurance and health care operations. 

     Consolidated - These data represent the consolidation of the
     Equipment Operations and Financial Services in conformity
     with Financial Accounting Standards Board (FASB) Statement
     No. 94.  References to "Deere & Company" or "the Company"
     refer to the entire enterprise. 

(3)  An analysis of the Company's retained earnings follows in
     millions of dollars:
                              Three Months           Six Months
                                 Ended                  Ended
                                April 30               April 30  

                             1994      1993        1994      1993
     Balance, beginning
       of period........  $  970.8    $824.0    $  926.5 $2,004.3
     Net income (loss)..     189.3      21.0       276.3(1,121.2)

     Dividends declared.     (43.0)    (38.0)      (85.7)  (76.1)
     Balance, end of
       period...........  $1,117.1    $807.0    $1,117.1 $  807.0




(4)  An analysis of the Cumulative Translation Adjustment in     


     millions of dollars follows:

                                   Three Months       Six Months
                                      Ended             Ended
                                     April 30          April 30  
                                  1994     1993     1994     1993

     Balance, beginning
       of period................  $40.4    $21.4    $41.5   $19.4

 
     Translation adjustments....    5.4      4.5      3.6     8.0

 
     Income taxes applicable to                           
       translation adjustments..    (.8)     1.6      (.1)     .1
     Balance, end of period.....  $45.0    $27.5    $45.0   $27.5

 
     
(5)  Substantially all inventories owned by Deere & Company and
     its United States equipment subsidiaries are valued at cost
on
     the last-in, first-out (LIFO) method.  Under this method,
cost
     of goods sold ordinarily reflects current production costs,
     thus providing a matching of current costs and current
revenues
     in the income statement.  However, when LIFO-valued
inventories
     decline, lower costs that prevailed in prior years are
matched
     against current year revenues, resulting in higher reported
net
     income.  In the first six months of 1993, the Company
     recognized a proportionate part of the lower, prior-year
costs
     relating to the estimated reduction in LIFO inventories. 
     Consequently, the after-tax results for the second quarter
and
     first six months of 1993 benefited by $6.6 million or $.09
per
     share and $15.3 million or $.20 per share, respectively.  A
     LIFO benefit was not recognized in 1994.

     If all of the Company's inventories had been valued on a
first-
     in, first-out (FIFO) method, estimated inventories by major
     classification in millions of dollars would have been as
     follows:                           

                                 April 30   October 31   April 30

   
                                    1994        1993        1993 

     Raw materials and
       supplies................   $  196      $  192       $  192

       
     Work-in-process...........      374         295          396
     Finished machines and                        
       parts...................    1,140         919        1,189
     Total FIFO value..........    1,710       1,406        1,777
     Adjustment to LIFO                                          

  
       basis...................      964         942        1,048
     Inventories...............   $  746      $  464       $  729



                                              





(6)  During the first six months of 1994, the Financial Services
     subsidiaries and the Equipment Operations received proceeds
from
     the sale of retail notes in the public market and to other
     financial institutions of $39 million.  At April 30, 1994,
the
     net unpaid balance of all retail notes previously sold by
the
     Financial Services subsidiaries and the Equipment Operations
was
     $900 million.  The Company was contingently liable for
recourse
     on credit receivable sales in the maximum amount of $90
million
     at April 30, 1994.

     Certain foreign subsidiaries have pledged assets with a
     balance sheet value of $35 million as collateral for bank
     advances of $1 million as of April 30, 1994.  

     At April 30, 1994, the Company had commitments of
approximately
     $73 million for construction and acquisition of property and
     equipment.  

(7)  Dividends declared and paid on a per share basis were as 
     follows:

                               Three Months           Six Months 

    
                                 Ended                  Ended
                                April 30              April 30   


                             1994       1993       1994      1993

     Dividends declared      $.50       $.50      $1.00     $1.00


     Dividends paid          $.50       $.50      $1.00     $1.00




(8)  The calculation of primary net income per share is based on
     the average number of shares outstanding during the six 
     months ended April 30, 1994 and 1993 of 85,867,000 and 
     77,291,000, respectively.  The calculation of fully diluted 
     net income per share recognizes the dilutive effect of the
     assumed exercise of stock options, stock appreciation rights
and
     conversion of convertible debentures.  The effect of the
fully
     diluted calculation was either immaterial or anti-dilutive.

(9)  In the first quarter of 1994, the Company adopted FASB
Statement
     No. 113, Accounting and Reporting for Reinsurance of Short-
     Duration and Long-Duration Contracts.  This Statement
eliminates
     the practice of reporting amounts for reinsured contracts
net of
     the effects of reinsurance.  The consolidated balance sheets
for
     prior periods were restated which increased total assets and
     liabilities by immaterial amounts.  There were no effects on
     stockholders' equity or the consolidated income statement.

(10) In the fourth quarter of 1993, the Company adopted FASB
Statement
     No. 106, Employers' Accounting for Postretirement Benefits
Other
     Than Pensions, and FASB Statement No. 112, Employers'
Accounting
     for Postemployment Benefits, effective November 1, 1992. 
     Previous periods of 1993 were restated as required by these
     Statements.  As a result, the first six months of 1993 have
been
     restated for the cumulative pretax effect of these changes
in
     accounting of $1,728 million ($1,105 million or $14.30 per
share
     after income taxes).  The second quarter and first six
months of
     1993 have also been restated to reflect an incremental
pretax
     benefits expense of $14.4 million ($9.2 million or $.12 per
share
     after income taxes) and $29.0 million ($18.5 million or $.24
per
     share after income taxes), respectively.

(11) During the second quarter of 1993, the Company initiated
plans to
     downsize and rationalize its European operations.  This
resulted
     in a second quarter restructuring charge of $107.2 million
($80.0
     million or $1.03 per share after income taxes).  The charge
     mainly represents the cost of employment reductions to be
     implemented during 1993 and the next few years.

(12) In February 1994, the Company granted 1,800 shares of stock
     under the Company's restricted stock plan for nonemployee
     directors.  The market value of the restricted stock at the
     time of grant totaled $.2 million.

     At April 30, 1994, a total of 243,348 restricted shares were
     outstanding and 443,007 shares remained available for award
     under both the Plans for employees and nonemployee
directors.

(13) The Company is subject to various unresolved legal actions
     which arise in the normal course of its business, the most
     prevalent of which relate to product liability and retail
     credit matters.  The Company and certain subsidiaries of the
     Capital Corporation are currently involved in legal actions
     relating to alleged violations of certain technical
provisions
     of Texas consumer credit statutes in connection with John
     Deere Company's financing of the retail purchase of
     recreational vehicles and boats in that state.  On May 23,
     1994, the 162nd Judicial District Court, Dallas County,
Texas
     approved a settlement of a class action brought by Russell
     Durrett individually and on behalf of others against John
     Deere Company (remanded on March 22, 1994 from the United
     States District Court for the Northern District of Texas,
     Dallas Division).  The estimated cost of this settlement is
     not material.  Although this settlement resolved all claims
     arising from 95 percent of the contracts at issue, certain
     cases related to the remaining five percent of the contracts
     are still pending.  The Company and the Capital Corporation
     subsidiaries believe that they have substantial defenses and
     intend to defend the remaining actions vigorously.  Although
     it is not possible to predict with certainty the outcome of
     these unresolved legal actions or the range of possible loss
     and the amounts of claimed damages and penalties are
     unspecified, the Company believes these unresolved legal
     actions will not be material.

(14) Certain amounts for 1993 have been reclassified to conform
     with 1994 financial statement presentations.  






Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

Deere & Company's record worldwide net income for the second
quarter of
the 1994 fiscal year totaled $189.3 million or $2.20 per share
compared
with last year's restated second quarter income of $101.0 million
or
$1.30 per share before restructuring charges.  Results for the
quarter
were significantly better than last year primarily due to higher
North
American production and sales volumes, improved operating
efficiencies
and substantially improved results from the overseas operations. 
Price
realization continued to improve during the quarter compared with
last
year as sales incentive costs declined.  Additionally, net income
from
the Financial Services subsidiaries remained at a very strong
level
during the quarter.  The 1993 second quarter restated net income
was
$21.0 million or $.27 per share including overseas restructuring
charges
of $80.0 million or $1.03 per share.  

The 1993 second quarter and six-month results were restated as
follows
for accounting changes relating to Financial Accounting Standards
Board
(FASB) Statement No. 106, Employers' Accounting for
Postretirement
Benefits Other Than Pensions, and FASB Statement No. 112,
Employers'
Accounting for Postemployment Benefits, which were adopted in the
fourth
quarter of 1993, effective November 1, 1992.

                               Three Months        Six Months
                                   Ended              Ended 
                                  April 30           April 30    

                               1994    1993       1994       1993

Net income as originally
  reported                    $189.3  $ 30.2     $276.3  $    2.6

 

Restatement of income 
  for the incremental
  effect of changes in
  accounting                            (9.2)              (18.5)



Income (loss) before 
  cumulative effect of
  changes in accounting        189.3    21.0      276.3    (15.9)

Cumulative effect of changes
  in accounting                                         (1,105.3)

Net income (loss) as restated $189.3  $ 21.0   $276.3  $(1,121.2)

The Company also recorded restructuring charges of $80.0 million
($107.2
million before income taxes) during the second quarter of last
year. 
The restructuring charges were mainly in response to the
continuing
long-term decline in agricultural equipment volumes in Western
Europe. 
These charges consisted mainly of the cost of employment
reductions
resulting from the downsizing and rationalizing of the Company's
European operations.  These actions were to be implemented during
1993
and the next few years.  As of April 30, 1994, the expected
employment
reductions from the restructuring in Europe were approximately 53
percent complete and approximately 52 percent of the $107 million
accrual established during the second quarter of 1993 had been
disbursed.

Total worldwide production tonnage for the quarter was up 17
percent
compared with the second quarter of 1993.  Worldwide net sales
and
revenues increased 17 percent to $2,460 million in the second
quarter of
1994 from $2,105 million during the same period last year.  Net
sales of
equipment were $2,128 million in the quarter, an increase of 19
percent
compared with $1,788 million in the second quarter of 1993.  The
physical volume of worldwide net sales to dealers increased
approximately 16 percent in the second quarter.  Net sales and
revenues
also include revenues of the Company's credit, insurance and
health care
operations, which totaled $309 million in the second quarter of
1994
compared with $295 million last year. 

Worldwide net income for the first six months of 1994 totaled
$276.3
million or $3.22 per share compared with restated income of $64.1
million or $.82 per share before special items during the same
period
last year.  The increase was primarily due to higher production
and
sales volumes reflecting higher retail sales and reduced factory
production shutdowns in 1994.  Operating efficiencies also
continued to
improve compared to the same period last year.  For the first six
months
of 1993, the restated net loss after special items was $1,121
million or
$14.51 per share, which included $1,105 million for the
cumulative
effect of accounting changes and $80.0 million of overseas
restructuring
charges.

Worldwide production tonnage during the first six months of 1994
was 20
percent higher than in the same 1993 period.  Worldwide net sales
and
revenues were $4,187 million for the initial six months of 1994,
a 19
percent increase compared to $3,529 million over the same period
last
year.  Net sales of equipment increased 22 percent to $3,535
million for
the first six months of 1994 from $2,903 million during the same
period
of 1993.  The physical volume of worldwide net sales increased
approximately 18 percent in the first six months of this year. 
The
Company's Financial Services revenues totaled $607 million during
the
first six months of 1994, a five percent increase compared with
$576
million during the same period last year.  
 <PAGE>
Worldwide net sales and revenues in millions of dollars follow:
 
                                                                 

       
                            Three Months        
                          Ended April 30    %  
                           1994    1993  Change  
Net sales:                    
  Agricultural equipment  $1,332  $1,117  +19   
  Industrial equipment       432     339  +27     
  Lawn and grounds care   
    equipment                364     332  +10    
       Total net sales     2,128   1,788  +19    
Financial Services          
  revenues                   309     295  + 5     
Other revenues                23      22  + 5   
       Total net sales 
         and revenues     $2,460  $2,105  +17                    

      

United States and Canada:  
  Equipment net sales     $1,663  $1,340  +24   
  Financial Services
    revenues                 309     295  + 5
       Total               1,972   1,635  +21   
Overseas net sales           465     448  + 4    
Other revenues                23      22  + 5   
   Total net sales
         and revenues     $2,460  $2,105  +17   
        
<PAGE>
 
                                                                 

       
                          Six Months         
                          Ended April 30    %
                          1994    1993  Change      
Net sales:                    
  Agricultural equipment  $2,219  $1,806  +23           
Industrial equipment         740     570  +30
  Lawn and grounds care   
    equipment                576     527  + 9
       Total net sales     3,535   2,903  +22
Financial Services          
  revenues                   607     576  + 5
Other revenues                45      50  -10
       Total net sales 
         and revenues     $4,187  $3,529  +19                    

     

United States and Canada:  
  Equipment net sales      $2,783  $2,169  +28           
Financial Services
    revenues                  607     576  + 5                
Total                       3,390   2,745  +23
Overseas net sales            752     734  + 2
Other revenues                 45      50  -10               
Total net
sales
         and revenues      $4,187  $3,529  +19
        
                                                                 

     <PAGE>

North American retail sales of John Deere agricultural equipment
during the second quarter and the first six months were higher
than
last year reflecting strong customer demand.  North American lawn
and
grounds care retail sales for both the quarter and the first six
months were substantially higher than last year as a result of
the
continuing strength in the general economy.  North American
retail
sales of John Deere industrial equipment were significantly
higher in
both the quarter and first six months compared with a year ago
primarily resulting from increases in residential and public
construction activity.  Overseas industry retail demand for
agricultural equipment remained relatively weak. 

The Company's worldwide Equipment Operations, which exclude the
Financial Services subsidiaries, had income of $147.5 million for
the
quarter and $195.5 million year-to-date in 1994 compared with
income
before special items of $59.7 million for the quarter and a loss
of
$18.4 million year-to-date last year.  Including the
restructuring
charges and the cumulative effect of the accounting changes,
these
operations had a net loss of $20.3 million for the second quarter
last year and incurred a net loss of $1,196.8 million for the
first
half of 1993.  Results in the second quarter and first six months
of
1993 benefited by $6.6 million and $15.3 million after income
taxes,
respectively, from the expected reduction of inventories valued
on a
last-in, first-out (LIFO) basis.  The income tax provisions
relating
to the Equipment Operations for the second quarter and first half
of
1993 were affected by losses, including restructuring charges,
recorded in taxing jurisdictions having low tax rates or where
the
Company could not record tax benefits, coupled with income
realized
in countries having higher income tax rates. 

The ratio of cost of goods sold to net sales of the Equipment
Operations decreased from 81.2 percent in the second quarter of
1993
to 77.5 percent in the same period this year.  During the first
six
months of 1994, the ratio of cost of goods sold to net sales was
78.5
percent compared with 84.9 percent in the first half of last
year. 
The North American operations' cost ratios were lower due mainly
to
significantly higher production volume and improved productivity
compared with last year.  The overseas operations also had lower
cost
ratios this year due mainly to lower operating costs and somewhat
higher production volume.

Operating profit is defined as income before interest expense,
foreign exchange gains and losses, income taxes and certain
corporate
expenses, except for the operating profit of the credit segment
which
includes the effect of interest expense.  All of the Company's
equipment businesses reported higher operating profits for both
the
quarter and first six months compared with last year.

The North American agricultural equipment division generated
substantially larger operating profits in both the current
quarter
and first six months of 1994 compared with a year ago, reflecting
higher production and sales volumes and continued improvements in
operating efficiencies.  North American agricultural equipment
production tonnage was 19 percent higher and sales increased 26
percent for the second quarter of 1994 compared with last year. 
Year-to-date tonnage was up 28 percent and sales were 32 percent
higher compared to last year.  

The North American lawn and grounds care equipment division
generated
higher operating profits in both the second quarter and first six
months of 1994 compared with last year primarily due to higher
production and sales volumes.  North American lawn and grounds
care
equipment production tonnage was up 17 percent and sales
increased 11
percent in the second quarter of 1994 compared with last year. 
Production increased 18 percent and sales were 11 percent higher
in
the first six months compared with last year.

The North American industrial equipment division generated
improved
operating profits in both the second quarter and first six months
of
1994 compared with last year's small second quarter operating
profit
and year-to-date operating loss, mainly as a result of higher
production and sales volumes and lower operating costs.  North
American industrial equipment production was 24 percent higher in
the
second quarter while sales were up 31 percent compared with last
year.  For the first half of 1994, production tonnage increased
23
percent while sales were 34 percent higher compared with the same
period of 1993. 

The overseas equipment division had an operating profit in both
the
second quarter and first six months of 1994 compared with an
operating profit before restructuring charges for the quarter
last
year and an operating loss year-to-date.  The improvement in
overseas
profitability resulted from lower operating costs due to the
restructuring of these operations, and sales volumes which were
slightly higher than a year ago.  Including the restructuring
charge,
the overseas division incurred large operating losses in both the
second quarter and the first six months of 1993.  Production
tonnage
increased four percent in the second quarter and two percent in
the
first six months of 1994 compared with the same periods last
year. 
The physical volume of overseas sales was approximately two
percent
higher in the current quarter and one percent higher in the first
half of 1994 compared with the same periods last year.

Net income of the Company's credit operations was $28.4 million
in
the second quarter of 1994 compared with $29.1 million in last
year's
second quarter.  For the first six months of 1994, net income of
these subsidiaries was $54.0 million compared with income of
$59.9
million last year before the cumulative effect of accounting
changes. 
Compared with last year, earnings for both the quarter and the
first
six months were unfavorably affected by lower margins from a
smaller
average receivable and lease portfolio caused mainly by the sale
of
retail notes in 1993.  These lower margins were partially offset
by
higher securitization and servicing fee income from retail notes
previously sold but still administered.  Administrative and
operating
expenses also increased as a result of an additional provision
related to a legal settlement.  Additionally, the provision for
credit losses decreased as a result of a reduction in the credit
loss
provision for agricultural loans based on current and future
expected
credit losses.  Net income of the credit operations totaled $56.1
million in the first half of 1993 including the cumulative effect
of
the accounting changes.

Total revenues of the credit operations decreased nine percent
from
$131 million in the second quarter of 1993 to $119 million in the
current quarter and decreased 10 percent in the first half from
$263
million last year to $237 million this year.  Revenues were
affected
by the sale of receivables during 1993 and lower levels of
interest
rates in 1994 resulting in lower finance charges earned on the
receivable and lease portfolio compared to last year.  These
decreases were partially offset by securitization and servicing
fee
income from retail notes previously sold, which increased from $6
million in the second quarter of 1993 to $7 million in the
current
quarter and from $8 million in the first half of 1993 to $17
million
this year.  The average balance of total net receivables and
leases
financed was seven percent lower in the second quarter and 10
percent
lower in the first six months of 1994 compared with the same
periods
last year.  Lower borrowing rates and a decrease in average
borrowings this year also resulted in a 16 percent decrease in
interest expense in the current quarter and a 17 percent decrease
in
the first half of 1994 compared with 1993.  The credit
subsidiaries'
consolidated ratio of earnings before fixed charges to fixed
charges
was 2.11 to 1 for the second quarter this year compared with 1.91
to
1 in 1993.  This ratio was 2.00 to 1 for the first six months
this
year compared with 1.92 to 1 in the comparable period of 1993.  

Net income from insurance and health care operations was $12.0   

million in the second quarter of 1994 compared with $10.7 million
in
the same quarter last year.  For the first six months, net income
from these operations increased to $25.0 million this year
compared
with income of $20.9 million in 1993 before the cumulative effect
of
accounting changes.  Insurance and health care results for both
the
second quarter and the first half of 1994 have improved,
reflecting
the continued profitable growth of these businesses.  For the
second
quarter, insurance and health care premiums earned increased 14
percent in 1994 compared with the same period last year, while
expenses and the provision for losses increased 13 percent this
year. 
For the six-month period, insurance and health care premiums
earned
increased by 13 percent in 1994, while expenses and the provision
for
losses increased 12 percent compared with last year.  Net income
of
the insurance and health care operations totaled $17.8 million in
the
first six months of 1993 including the cumulative effect of the
accounting changes.  

North American retail sales activity during the first two
quarters of
1994 provides a sound base for operations during the remainder of
the
year.  For 1994, the United States Department of Agriculture has
projected substantial increases in planted acreages of corn and
soybeans, and is forecasting that farm net cash income will be at
one
of the highest levels in history.  These factors are expected to
result in continued strong retail sales activity for agricultural
equipment throughout 1994, assuming normal weather patterns and
reasonably stable levels in both interest rates and farm
commodity
prices.

The European agricultural industry remains in the midst of
fundamental change due to revisions to government agricultural
policies.  Although the long-term downward trend of European
industry
retail sales of agricultural equipment is expected to continue,
the
current outlook for 1994 anticipates the Company's retail sales
being
approximately equal to 1993 levels.  The North American economy
in
1994 has continued to strengthen despite recent increases in
interest
rates, providing a solid base for industrial and lawn and grounds
care equipment retail sales during the remainder of the year. 
Housing starts are expected to remain strong, which should
further
support increases in retail activity.

In response to strong retail demand, the Company has increased
its
North American production schedules.  As a result, 1994 worldwide
production tonnage is now anticipated to be 16 percent higher
than
1993 output, up from the Company's prior estimate of 13 percent. 
Worldwide agricultural equipment production tonnage is expected
to be
up approximately 13 percent from last year, when dealer
receivables
were reduced by $146 million.  Lawn and grounds care equipment
production is expected to be 19 percent higher than 1993 and
industrial equipment production 23 percent higher than a year
ago. 
Worldwide production during the last six months of 1994 is
expected
to be up 13 percent over the same period last year.  However, it
is
important to note that production in the last half of 1994 is
expected to be three percent lower than in the first six months
of
the year, reflecting the effects of normal seasonal vacation
shutdown
periods and the start-up of production of a major new tractor
line.

CAPITAL RESOURCES AND LIQUIDITY

The discussion of capital resources and liquidity focuses on the
balance sheet and statement of cash flows.  The nature of the
Company's Equipment Operations and Financial Services businesses
are
so different that most of the asset, liability and cash flow
categories do not lend themselves to simple combination. 
Additionally, the fundamental differences between these
businesses
are reflected in different financial measurements commonly used
by
investors, rating agencies and financial analysts.  In
recognition of
these differences and to provide greater clarity with respect to
the
analyses of the capital resources and liquidity of these
different
businesses, the following discussion has been organized to
discuss
separately, where appropriate, the Company's Equipment
Operations,
Financial Services operations and the consolidated totals.

Equipment Operations

The Company's equipment businesses are capital intensive and are
subject to large seasonal variations in financing requirements
for
receivables from dealers and inventories.  Accordingly, to the
extent
necessary, funds provided from operations are supplemented from
external sources.  

Negative cash flows from operating activities of $215 million in
the
first six months of 1994 resulted from the normal seasonal
increases
in dealer receivables and Company-owned inventories, annual
volume
discount program payments made to dealers and contributions to
the
pension fund.  Partially offsetting these operating cash outflows
were positive cash flows from net income and dividends received
from
the Financial Services operations.  The resulting net cash
requirement for operating activities, along with cash required
for
payment of dividends, purchases of property and equipment and a
decrease in borrowings were provided primarily from a decrease in
receivables from the Financial Services operations and a decrease
in
cash and cash equivalents.

In the first half of 1993, the normal seasonal increases in
dealer
receivables and Company-owned inventories, annual volume discount
payments to dealers and contributions to the pension fund
resulted in
negative cash flows from operating activities of $361 million. 
Partially offsetting these operating cash outflows was the
positive
cash flow from income, excluding the noncash effects of
accounting
changes and restructuring charges.  The resulting net cash
requirement for operating activities, along with cash required
for
purchases of property and equipment, payment of dividends and an 
increase in cash and cash equivalents were provided primarily by
an 
increase in borrowings.

Net dealer accounts and notes receivable, which largely represent
dealers' inventories financed by the Company, have increased
seasonally since October 31, 1993 and were comparable to a year
ago
despite the sizeable increase in retail demand for the Company's
products.  North American agricultural equipment dealer
receivables
increased approximately $100 million, while North American
industrial
equipment dealer receivables and North American lawn and grounds
care
dealer receivables were comparable with the levels 12 months
earlier. 
Total overseas dealer receivables were approximately $70 million
lower than a year ago.  The ratios of worldwide net dealer
accounts
and notes receivable to the last 12 months' net sales were 44
percent
at April 30, 1994, 43 percent at October 31, 1993 and 53 percent
at
April 30, 1993.  The percentage of total worldwide dealer
receivables
outstanding for periods exceeding 12 months was eight percent at
April 30, 1994, 11 percent at October 31, 1993 and 11 percent at
April 30, 1993.  

Company-owned inventories at April 30, 1994 have increased
seasonally
by $281 million compared with the end of the previous fiscal year
and
are comparable to the levels one year ago.

Capital expenditures for the first six months of 1994 were $68
million compared with $76 million during the same period last
year. 
Capital expenditures were $196 million for the 1993 fiscal year
and
are currently expected to approximate $230 million in 1994.

Total interest-bearing debt of the Equipment Operations was
$1,523
million at April 30, 1994 compared with $1,546 million at the end
of
fiscal year 1993 and $2,712 million at April 30, 1993.  The ratio
of
total debt to total capital (total interest-bearing debt and
stockholders' equity) was 40 percent, 43 percent and 51 percent
at
April 30, 1994, October 31, 1993 and April 30, 1993,
respectively.

In January 1994, Deere & Company redeemed $80 million of its 8%
debentures due 2002 and in March 1994 redeemed $37 million of its
8.45% debentures due 2000.  During the first six months of 1994,
Deere & Company also retired $16 million of medium-term notes.

Financial Services

The Financial Services' credit subsidiaries rely on their ability
to
raise substantial amounts of funds to finance their receivable
and
lease portfolios.  Their primary sources of funds for this
purpose
are a combination of borrowings and equity capital. 
Additionally,
the John Deere Capital Corporation (Capital Corporation), the
Company's United States credit subsidiary, periodically sells
substantial amounts of retail notes in the public market.  The
insurance and health care operations generate their funds through
internal operations and have no external borrowings.    


During the first six months of 1994, the aggregate cash provided
from
operating and financing activities was used primarily to increase
credit receivables.  Cash provided from Financial Services
operating
activities was $126 million during the first six months of 1994. 
Financing activities provided $278 million during the same
period,
resulting from an $814 million increase in outside borrowings
which
was partially offset by a $353 million decrease in payables to
the
Equipment Operations and payment of a $183 million dividend to
the
Equipment Operations.  Cash used for investing activities totaled
$419 million in the first six months, primarily due to the cost
of
credit receivables acquired exceeding collections.  Other cash
flows
from investing activities increased in 1994 mainly due to
collections
on receivables previously sold that were being held for payment
to
trusts.  Cash and cash equivalents also decreased $15 million in
the
first six months of 1994.

In the first six months of last year, the aggregate cash provided
from operating and investing activities was used primarily to
reduce
outside borrowings and increase cash and cash equivalents.  Cash
provided from Financial Services operating activities was $103
million during the first six months of 1993.  Investing
activities
provided $487 million of cash in the first six months of 1993,
primarily due to net proceeds of $560 million received from the
sale
of receivables in the public market, which was partially offset
by
the cost of operating leases acquired of $51 million.  Cash used
for
financing activities totaled $425 million in the first half of
1993,
representing a net decrease in outside borrowings.  Additionally,
there was a $165 million increase in cash and cash equivalents
during
the first six months of 1993.

The positive cash flows from insurance and health care operations
have been primarily invested in marketable securities. 
Marketable
securities carried at cost consist primarily of debt securities
held
by the insurance and health care operations in support of their
obligations to policyholders.  These investments increased in the
first six months of 1994 and during the past 12 months, resulting
primarily from the continuing growth in the insurance and health
care
operations.

Net credit receivables increased by $373 million in the first six
months of 1994 and by $300 million during the past 12 months. 
These
receivables consist of retail notes originating in connection
with
retail sales by dealers of John Deere products, retail notes from
non-Deere-related customers, revolving charge accounts, financing
leases and wholesale notes receivable. 

The credit subsidiaries' receivables increased during the first
six
months of 1994 and the past 12 months due to the cost of credit
receivables acquired exceeding collections.  Total acquisitions
of
credit receivables were 18 percent higher in the first six months
of
1994 compared with the same period last year.  This significant
increase resulted mainly from improvements in the general
economy,
increased retail sales of John Deere equipment and recreational
products, and a higher revolving charge account and wholesale
note
volume.  The increase in the credit receivable balance during the
past 12 months was partially offset by the sale of John Deere
retail
notes for which net proceeds of $622 million were received.  The
levels of retail notes, revolving charge accounts and financing
lease
receivables were higher than one year ago, while wholesale
receivables decreased slightly.  Net credit receivables
administered
by the credit subsidiaries, which include receivables previously
sold, amounted to $4,949 million at April 30, 1994 compared with
$5,076 million at October 31, 1993 and $4,756 million at April
30,
1993.  At April 30, 1994, the net unpaid balance of all retail
notes
previously sold was $896 million compared with $1,394 million at
October 31, 1993 and $1,001 million at April 30, 1993. 
Additional
sales of retail notes are expected to be made in future periods.

Total interest-bearing debt of the credit subsidiaries was $3,404
million at April 30, 1994 compared with $2,603 million at the end
of
fiscal year 1993 and $3,031 million at April 30, 1993.  Total
outside
borrowings increased during the first six months of 1994 and the
past
12 months, generally corresponding with the levels of the net
credit
receivable and lease portfolio financed and the changes in the
amounts of payables owed and dividends paid to the Equipment
Operations.  The credit subsidiaries' ratio of total
interest-bearing
debt to stockholder's equity was 5.1 to 1 at April 30, 1994
compared
with 3.8 to 1 at October 31, 1993 and 3.8 to 1 at April 30, 1993.

In January 1994, the Capital Corporation redeemed $40 million of
its
9.35% subordinated debentures due 2003.  During the first six
months
of 1994, the Capital Corporation also issued $10 million and
retired
$267 million of medium-term notes.

Consolidated

The parent, Deere & Company, maintains unsecured lines of credit
with
various banks in North America and overseas.  Some of the lines
are
available to both the Equipment Operations and certain credit
subsidiaries.  Worldwide lines of credit totaled $3,357 million
at
April 30, 1994, $1,054 million of which were unused.  For the
purpose
of computing unused credit lines, total short-term borrowings,
excluding the current portion of long-term borrowings, were
considered to constitute utilization.  Included in the total 
credit lines are two long-term credit agreement commitments
totaling
$2,417 million.

Stockholders' equity was $2,309 million at April 30, 1994
compared
with $2,085 million at October 31, 1993 and $1,452 million at
April
30, 1993.  The increase of $224 million in the first six months
of
1994 resulted primarily from net income of $276 million and an
increase in common stock of $37 million, partially offset by
dividends declared of $86 million.   

The Board of Directors at its meeting on May 25, 1994 declared a
quarterly dividend of 50 cents per share payable August 1, 1994
to
stockholders of record on June 30, 1994.<PAGE>
PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings

             See Note (13) to the Interim Financial Statements.

Item 2.   Changes in Securities

             On March 1, 1994, Deere & Company redeemed all of
its
             outstanding 8.45% debentures due 2000.

Item 3.   Defaults upon Senior Securities

             None

Item 4.   Submission of Matters to a Vote of Security Holders

  (a,c)      At the annual meeting of stockholders held February
23,
             1994 the following directors were elected:

                                     Votes For   Votes Withheld

           Samuel C. Johnson      72,288,699      233,683
           Arthur L. Kelly        72,306,215      216,167
           William A. Schreyer    72,277,309      245,073

           Hans W. Becherer, Agustin Santamarina, David H. Stowe,
Jr.
           and John R. Walter continue to serve as directors of
the
           Company for terms expiring at the annual meeting in
1995. 
           John R. Block and Regina E. Herzlinger continue to
serve
           as directors of the Company for terms expiring at the
           annual meeting in 1996.  Owen B. Butler resigned from
the
           Board of Directors, effective May 25, 1994.
              
Item 5.    Other Information

           None

Item 6.    Exhibits and Reports on Form 8-K

  (a)      Exhibits

           See the index to exhibits immediately preceding the
           exhibits filed with this report.

           Certain instruments relating to long-term debt
           constituting less than 10% of the registrant's total
           assets are not filed as exhibits herewith pursuant to
Item
           601(b)(4)(iii) of Regulation S-K.  The registrant will
           file copies of such instruments upon request of the
           Commission.

  (b)      Reports on Form 8-K

           Current Report on Form 8-K dated February 22, 1994 
           (item 7). 






                                SIGNATURES




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 thereunto duly authorized.













                                DEERE & COMPANY



Date:  June 9, 1994            By   s/   P. E. Leroy       
                                         P. E. Leroy
                                     Senior Vice President
                                   (Chief Financial Officer)
<PAGE>
                                         INDEX TO EXHIBITS






Number                                                      Page

 2       Not applicable                                       -

 4       Not applicable                                       - 

10       Not applicable                                       -

11       Computation of per share earnings                   23

12       Computation of ratio of earnings to
           fixed charges                                     24

15       Not applicable                                       -

18       Not applicable                                       -

19       Not applicable                                       -

22       Not applicable                                       -

23       Not applicable                                       -

24       Not applicable                                       -

27       Not applicable                                       -

99       Not applicable                                       -
<PAGE>


                                                              
Exhibit 11


                                                               
DEERE & COMPANY AND CONSOLIDATED SUBSIDIARIES
                                                                 

  COMPUTATION OF NET INCOME PER SHARE
                                                         (Shares
and dollars in thousands except per share amounts)


                                        For the Six Months Ended
                                                     April 30    

     
                                            1994            1993

1.  Net income (loss)                      $276,265  $(1,121,201)
2.  Adjustment - Interest expense, 
     after tax benefit, applicable 
     to convertible debentures 
     outstanding                              22               31

  
3.  Net income (loss) applicable to 
     common stock - before interest 
     applicable to convertible debentures  $276,287  $(1,121,170)

                                                         
PRIMARY NET INCOME PER COMMON SHARE:
    Shares:
4.    Weighted average number of common
        shares outstanding                   85,867       77,291

5.    Incremental shares:
        Dilutive common stock options        916              917
        Dilutive stock appreciation rights   57               12 
          Total incremental shares           973              929

6.  Primary net income (loss) per common 
      share (1 divided by 4)              $   3.22*     $(14.51)*

                                                             
FULLY DILUTED NET INCOME PER COMMON SHARE:
    Shares:                
7.    Weighted average number of common 
        shares outstanding                   85,867        77,291
8.    Incremental shares:
        Dilutive common stock options           916           917
        Dilutive stock appreciation rights        57           26

 
  9.      Common equivalent shares from assumed 
         conversion of convertible debentures:
          5-1/2% debentures due 2001              28           53

10.       Total                              86,868        78,287

11.   Fully diluted net income (loss) per                
      common share (3 divided by 10)         $   3.22*  $(14.51)*

                                                           
____________
*  Net income per common share outstanding was used in the
designated
   calculations since the dilutive effect of common stock
options,
   stock appreciation rights and assumed conversion of
convertible
   debentures was immaterial or anti-dilutive.


<PAGE>

EXHIBIT  12


DEERE & COMPANY AND CONSOLIDATED SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

                                          
                                          Six Months Ended
                                              April 30        
                                          1994        1993       
                                                                 
Earnings:
   Pretax income (loss) of                                
      consolidated group............   $428,527    $(14,311)    
   Dividends received from
      less-than-fifty-percent
      owned affiliates..............        782         286      


                Fixed charges net of                             

      
      capitalized interest..........    145,586     195,467     
Total earnings......................   $574,895    $181,442    
                                                             
                                                                 

      
Fixed charges:                                                 
   Interest expense of con-                                    
      solidated group (includes                                  

 
      capitalized interest).........   $142,522    $192,229     
   Portion of rental charges                                     

 
      deemed to be interest.........      3,064       3,360     
                                                                 

      
      Total fixed charges...........   $145,586    $195,589   
                                                            
                                                                 

      
Ratio of earnings to                                           
   fixed charges **.................       3.95        *   

<PAGE>
EXHIBIT  12

DEERE & COMPANY AND CONSOLIDATED SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

                                          
                                        
                                      Year Ended October 31      

        
                                   1993       1992         1991  

                                     (In thousands of dollars)
Earnings:
Pretax income
(loss) of 
consolidated group                 $272,345  $ 43,488   $(26,176)
 
Dividends received from
less-than-fifty-percent
owned affiliates                   1,706      2,325        6,229 


            
Fixed charges net of                                      
capitalized interest               375,238    420,133     454,092
  
                                                                 

 
Total earnings                     $649,289   $465,946   $434,145

Fixed charges:                                            
Interest expense
of consolidated 
group (includes 
capitalized 
interest)                          $369,325   $415,205   $451,936
Portion of rental
charges deemed to 
be interest                        6,127      6,720        4,088 

  
                                                                 

 
Total fixed charges                $375,452   $421,925   $456,024
                                                            
                                                                 

 
Ratio of earnings to                                      
fixed charges **                     1.73      1.10         *
<PAGE>
EXHIBIT  12

DEERE & COMPANY AND CONSOLIDATED SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

                                          
                                        
                                     Year Ended October 31
                                     1990       1989
                                       (In thousands of dollars)
Earnings:
Pretax income
(loss) of 
consolidated group                     $  587,528   $539,126    
Dividends received from
less-than-fifty-percent
owned affiliates                            7,775      1,200      
 
        
Fixed charges net of                                     
capitalized interest                   439,200    412,041     
                                                    
Total earnings                            $1,034,503   $952,367   


Fixed charges:                                      
Interest expense
of consolidated 
group (includes 
capitalized 
interest)                               $  435,217   $406,583  
Portion of rental
charges deemed to 
be interest                              3,983      5,468
                                                    
Total fixed charges                     $  439,200  $412,051
                                                            
                                                    
Ratio of earnings to                                     
fixed charges **                         2.36            2.31
<PAGE>
   The computation of the ratio of earnings to fixed charges is
based on
   applicable amounts of the Company and its consolidated
subsidiaries plus
   dividends received from less-than fifty percent owned
affiliates. 
   "Earnings" consist of income before income taxes, the
cumulative effect of
   accounting changes and fixed charges excluding capitalized
interest. 
   "Fixed charges" consist of interest on indebtedness,
amortization of debt
   discount and expense, an estimated amount of rental expense
which is deemed
   to be representative of the interest factor, and capitalized
interest.

 * For the six months ended April 30, 1993 and the year ended
October 31,
   1991, earnings available for fixed charges coverage were $14
million less
   and $22 million less, respectively, than the amount required
for a ratio of
   earnings to fixed charges of 1.0.

** The Company has not issued preferred stock.  Therefore, the
ratios of
   earnings to combined fixed charges and preferred stock
dividends are the
   same as the ratios presented above.
     


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