DEERE & CO
10-Q, 1999-03-10
FARM MACHINERY & EQUIPMENT
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                          UNITED STATES
               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 January 31, 1999


                   --------------------------

                   Commission file no: 1-4121

                   --------------------------

                        DEERE & COMPANY


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

                     One John Deere Place
                    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 January 31, 1999, 231,713,393 shares of common stock, $1 
par value, of the registrant were outstanding.

- ----------------------------------------------------------------


<PAGE>

                  PART 1. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

DEERE & COMPANY                     CONSOLIDATED
STATEMENT OF CONSOLIDATED INCOME   (Deere & Company and
                                    Consolidated
                                    Subsidiaries)
Millions of dollars except per      Three Months Ended
  share amounts                     January 31
(Unaudited)                         1999     1998
Net Sales and Revenues
Net sales of equipment              $1,973.2 $2,404.7
Finance and interest income            259.0    233.2
Insurance and health care premiums     179.8    169.0
Investment income                       18.7     17.1
Other income                            27.8     22.1
    Total                            2,458.5  2,846.1

Costs and Expenses
Cost of goods sold                   1,653.8  1,866.5
Research and development expenses       95.9     94.7
Selling, administrative and general
  expenses                             301.8    283.1
Interest expense                       134.1    114.7
Insurance and health care claims
  and benefits                         153.9    138.6
Other operating expenses                42.7     27.6
    Total                            2,382.2  2,525.2

Income of Consolidated Group
  Before Income Taxes                   76.3    320.9
Provision for income taxes              26.5    117.8
Income of Consolidated Group            49.8    203.1

Equity in Income (Loss) of Unconsolidated
  Subsidiaries and Affiliates
  Credit                                  .4      (.2)
  Insurance
  Health Care
  Other                                  (.5)      .4
      Total                              (.1)      .2

Net Income                          $   49.7 $  203.3

Per Share:
  Net income                        $    .21 $    .81
  Net income - diluted              $    .21 $    .81

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.



DEERE & COMPANY                     EQUIPMENT OPERATIONS
STATEMENT OF CONSOLIDATED INCOME   (Deere & Company with
                                    Financial Services
                                    on the Equity Basis)
Millions of dollars except per      Three Months Ended
share amounts                       January 31
(Unaudited)                         1999     1998
Net Sales and Revenues
Net sales of equipment              $1,973.2 $2,404.7
Finance and interest income             21.8     32.1
Insurance and health care premiums
Investment income
Other income                            15.5     10.9
    Total                            2,010.5  2,447.7

Costs and Expenses
Cost of goods sold                   1,658.5  1,871.0
Research and development expenses       95.9     94.7
Selling, administrative and general
  expenses                             207.8    194.6
Interest expense                        39.9     21.7
Insurance and health care claims
  and benefits
Other operating expenses                (2.2)     1.6
    Total                            1,999.9  2,183.6

Income of Consolidated Group
  Before Income Taxes                   10.6    264.1
Provision for income taxes               3.8     97.2
Income of Consolidated Group             6.8    166.9

Equity in Income (Loss) of Unconsolidated
  Subsidiaries and Affiliates
  Credit                                41.6     32.9
  Insurance                             (1.1)     5.5
  Health Care                            2.9     (2.4)
  Other                                  (.5)      .4
      Total                             42.9     36.4

Net Income                          $   49.7 $  203.3



DEERE & COMPANY                     FINANCIAL SERVICES
STATEMENT OF CONSOLIDATED INCOME

Millions of dollars except per      Three Months Ended
  share amounts                     January 31
(Unaudited)                         1999     1998
Net Sales and Revenues
Net sales of equipment
Finance and interest income         $  240.7  $  203.2
Insurance and health care premiums     186.6     175.4
Investment income                       18.7      17.1
Other income                            20.7      12.5
    Total                              466.7     408.2

Costs and Expenses
Cost of goods sold
Research and development expenses
Selling, administrative and general
  expenses                              95.2      90.9
Interest expense                        97.6      95.1
Insurance and health care claims
  and benefits                         155.7     139.4
Other operating expenses                52.5      25.9
    Total                              401.0     351.3

Income of Consolidated Group
  Before Income Taxes                   65.7      56.9
Provision for income taxes              22.7      20.7
Income of Consolidated Group            43.0      36.2

Equity in Income (Loss) of Unconsolidated
  Subsidiaries and Affiliates
  Credit                                  .4       (.2)
  Insurance
  Health Care
  Other
      Total                               .4       (.2)
Net Income                          $   43.4  $   36.0

<PAGE>

DEERE & COMPANY               CONSOLIDATED
CONDENSED CONSOLIDATED       (Deere & Company and
  BALANCE SHEET               Consolidated Subsidiaries)
Millions of dollars           January 31 October 31 January 31
(Unaudited)                   1999       1998       1998
Assets
Cash and short-term
  investments                 $   325.5  $   309.7  $   319.2
Cash deposited with
  unconsolidated subsidiaries
    Cash and cash equivalents     325.5      309.7      319.2
Marketable securities             870.8      867.3      867.6
Receivables from 
  unconsolidated subsidiaries
  and affiliates                   48.4       36.2       14.9
Trade accounts and notes
  receivable - net              3,828.8    4,059.2    3,526.4
Financing receivables - net     6,696.7    6,332.7    6,613.6
Other receivables                 519.3      536.8      395.3
Equipment on operating
  leases - net                  1,256.5    1,209.2      820.8
Inventories                     1,614.7    1,286.7    1,464.3
Property and equipment - net    1,674.3    1,700.3    1,534.8
Investments in unconsolidated
  subsidiaries and affiliates     173.8      172.0      148.2
Intangible assets - net           212.0      217.6      183.8
Prepaid pension costs             662.3      674.3      574.7
Deferred income taxes             400.2      396.3      528.9
Other assets and
  deferred charges                219.9      203.2      194.8
    Total                     $18,503.2  $18,001.5  $17,187.3

Liabilities and Stockholders'
  Equity
Short-term borrowings         $ 5,871.2  $ 5,322.1  $ 4,934.0
Payables to unconsolidated
  subsidiaries and affiliates      31.9       31.1       43.2
Accounts payable and
  accrued expenses              2,359.5    2,853.2    2,458.1
Insurance and health care
  claims and reserves             402.9      411.3      405.1
Accrued taxes                     141.7      144.9      178.3
Deferred income taxes              18.3       19.7       21.3
Long-term borrowings            3,275.7    2,791.7    2,642.3
Retirement benefit accruals
  and other liabilities         2,373.5    2,347.7    2,359.0
    Total liabilities          14,474.7   13,921.7   13,041.3

Common stock, $1 par value 
  (issued shares at January 31,
  1999 - 263,852,871)           1,788.5    1,789.8    1,778.5
Retained earnings               3,824.3    3,839.5    3,194.3
Minimum pension liability 
  adjustment                      (18.7)     (18.7)     (14.0)
Cumulative translation
  adjustment                      (89.6)     (80.5)     (87.5)
Unrealized gain on marketable
  securities                       29.0       24.5       26.6
Unamortized restricted
  stock compensation              (25.1)      (7.2)     (16.1)
Common stock in treasury       (1,479.9)  (1,467.6)    (735.8)
Stockholders' equity            4,028.5    4,079.8    4,146.0
    Total                     $18,503.2  $18,001.5  $17,187.3

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.



DEERE & COMPANY               EQUIPMENT OPERATIONS
CONDENSED CONSOLIDATED       (Deere & Company with Financial
  BALANCE SHEET               Services on the Equity Basis)
Millions of dollars           January 31 October 31 January 31
(Unaudited)                   1999       1998       1998
Assets
Cash and short-term
  investments                 $    80.3  $    68.3  $   73.5
Cash deposited with
  unconsolidated subsidiaries      92.8      139.6     180.5
    Cash and cash equivalents     173.1      207.9     254.0
Marketable securities
Receivables from
  unconsolidated subsidiaries
  and affiliates                  227.4       95.5     107.7
Trade accounts and notes
  receivable - net              3,828.8    4,059.2   3,526.4
Financing receivables - net        83.4       85.8      82.7
Other receivables                  42.2      139.4
Equipment on operating
  leases - net                               218.6     186.6
Inventories                     1,614.7    1,286.7   1,464.3
Property and equipment - net    1,625.7    1,653.9   1,491.0
Investments in unconsolidated
  subsidiaries and affiliates   1,693.9    1,620.4   1,510.5
Intangible assets - net           204.8      210.1     174.4
Prepaid pension costs             662.3      674.3     574.7
Deferred income taxes             379.1      372.6     485.6
Other assets and
  deferred charges                159.4      141.6     125.9
    Total                     $10,694.8  $10,766.0  $9,983.8

Liabilities and Stockholders'
  Equity
Short-term borrowings         $ 2,076.2  $ 1,512.4  $1,036.6
Payables to unconsolidated
  subsidiaries and affiliates      31.9       43.0      43.2
Accounts payable and
  accrued expenses              1,473.8    2,098.1   1,693.1
Insurance and health care
  claims and reserves
Accrued taxes                     136.3      142.1     165.9
Deferred income taxes               5.5       19.7      20.8
Long-term borrowings              601.2      552.9     551.9
Retirement benefit accruals
  and other liabilities         2,341.4    2,318.0   2,326.3
    Total liabilities           6,666.3    6,686.2   5,837.8

Common stock, $1 par value 
  (issued shares at January 31,
  1999 - 263,852,871)           1,788.5    1,789.8   1,778.5
Retained earnings               3,824.3    3,839.5   3,194.3
Minimum pension liability 
  adjustment                      (18.7)     (18.7)    (14.0)
Cumulative translation
  adjustment                      (89.6)     (80.5)    (87.5)
Unrealized gain on marketable
  securities                       29.0       24.5      26.6
Unamortized restricted
  stock compensation              (25.1)      (7.2)    (16.1)
Common stock in treasury       (1,479.9)  (1,467.6)   (735.8)
Stockholders' equity            4,028.5    4,079.8   4,146.0
    Total                     $10,694.8  $10,766.0  $9,983.8



DEERE & COMPANY               FINANCIAL SERVICES
CONDENSED CONSOLIDATED
  BALANCE SHEET
Millions of dollars           January 31 October 31 January 31
(Unaudited)                   1999       1998       1998
Assets
Cash and short-term
  investments                 $  245.2   $  241.5   $  245.7
Cash deposited with
  unconsolidated subsidiaries
    Cash and cash equivalents    245.2      241.5      245.7
Marketable securities            870.8      867.3      867.6
Receivables from 
  unconsolidated subsidiaries
  and affiliates                   6.7
Trade accounts and notes
  receivables - net
Financing receivables - net    6,613.2    6,246.9    6,530.9
Other receivables                477.1      397.3      395.3
Equipment on operating
  leases - net                 1,256.5      990.6      634.2
Inventories
Property and equipment - net      48.6       46.4       43.8
Investments in unconsolidated
  subsidiaries and affiliates     20.9       20.3       12.7
Intangible assets - net            7.2        7.6        9.4
Prepaid pension costs
Deferred income taxes             21.0       23.7       43.4
Other assets and
  deferred charges                60.5       61.5       68.9
    Total                     $9,627.7   $8,903.1   $8,851.9

Liabilities and Stockholders'
  Equity
Short-term borrowings         $3,795.0   $3,809.7   $3,897.4
Payables to unconsolidated
  subsidiaries and affiliates    278.5      187.0      273.3
Accounts payable and
  accrued expenses               885.6      755.1      765.0
Insurance and health care
  claims and reserves            402.9      411.3      405.1
Accrued taxes                      5.4        2.8       12.4
Deferred income taxes             12.8                    .5
Long-term borrowings           2,674.6    2,238.8    2,090.4
Retirement benefit accruals
  and other liabilities           32.1       29.7       32.7
    Total liabilities          8,086.9    7,434.4    7,476.8

Common stock, $1 par value 
  (issued shares at January 31,
  1999 - 263,852,871)            247.5      237.1      237.1
Retained earnings              1,284.5    1,223.2    1,121.5
Minimum pension liability 
  adjustment
Cumulative translation
  adjustment                     (20.2)     (16.1)     (10.1)
Unrealized gain on marketable
  securities                      29.0       24.5       26.6
Unamortized restricted
  stock compensation
Common stock in treasury
Stockholders' equity           1,540.8    1,468.7    1,375.1
    Total                     $9,627.7   $8,903.1   $8,851.9

<PAGE>

DEERE & COMPANY                     CONSOLIDATED
CONDENSED STATEMENT OF             (Deere & Company and
  CONSOLIDATED CASH FLOWS           Consolidated Subsidiaries)
                                    Three Months Ended
                                    January 31
Millions of dollars (Unaudited)     1999       1998
Cash Flows from Operating Activities
Net income                          $   49.7   $  203.3
Adjustments to reconcile net income
  to net cash provided by (used for)
  operating activities                (446.8)    (809.0)
    Net cash provided by (used for)
      operating activities            (397.1)    (605.7)

Cash Flows from Investing Activities
Collections and sales of
  financing receivables              1,700.5    1,492.7
Proceeds from maturities and
  sales of marketable securities        37.3       36.9
Cost of financing receivables
  acquired                          (2,042.2)  (1,725.7)
Purchases of marketable securities     (33.8)     (76.8)
Purchases of property and
  equipment                            (54.9)     (73.0)
Cost of operating leases acquired     (125.2)    (117.9)
Acquisitions of businesses                        (38.5)
Other                                  109.9       82.6
  Net cash used for investing
    activities                        (408.4)    (419.7)

Cash Flows from Financing Activities
Increase (decrease) in short-term 
  borrowings                           541.7      979.5
Change in intercompany
  receivables/payables
Proceeds from long-term borrowings     675.0      306.0
Principal payments on long-term
  borrowings                          (297.5)     (92.6)
Proceeds from issuance of 
  common stock                            .4        6.6
Repurchases of common stock            (46.1)    (132.8)
Dividends paid                         (51.7)     (50.2)
Other
  Net cash provided by
    financing activities               821.8    1,016.5

Effect of Exchange Rate
  Changes on Cash                        (.5)      (1.9)

Net Increase (Decrease) in Cash
  and Cash Equivalents                  15.8      (10.8)
Cash and Cash Equivalents at
  Beginning of Period                  309.7      330.0
Cash and Cash Equivalents at
  End of Period                     $  325.5  $   319.2

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.



DEERE & COMPANY                     EQUIPMENT OPERATIONS
CONDENSED STATEMENT OF             (Deere & Company with
  CONSOLIDATED CASH FLOWS           Financial Services on the
                                    Equity Basis)
                                    Three Months Ended
                                    January 31
Millions of dollars (Unaudited)     1999         1998
Cash Flows from Operating Activities
Net income                          $ 49.7       $203.3
Adjustments to reconcile net income
  to net cash provided by (used for)
  operating activities              (566.4)      (879.8)
    Net cash provided by (used for)
      operating activities          (516.7)      (676.5)

Cash Flows from Investing Activities
Collections and sales of
  financing receivables                7.5         10.1
Proceeds from maturities and
  sales of marketable securities
Cost of financing receivables
  acquired                            (9.0)       (10.3)
Purchases of marketable securities
Purchases of property and
  equipment                          (50.9)       (71.2)
Cost of operating leases acquired                 (16.1)
Acquisitions of businesses                        (38.5)
Other                                  3.5         10.9
  Net cash used for investing
    activities                       (48.9)      (115.1)

Cash Flows from Financing Activities
Increase (decrease) in short-term
  borrowings                         561.2        869.9
Change in intercompany
  receivables/payables                17.6       (56.1)
Proceeds from long-term borrowings    50.0
Principal payments on long-term
  borrowings                                       (1.1)
Proceeds from issuance of
  common stock                          .4          6.6
Repurchases of common stock          (46.1)      (132.8)
Dividends paid                       (51.7)       (50.2)
Other                                  (.1)
  Net cash provided by
    financing activities             531.3        636.3

Effect of Exchange Rate
  Changes on Cash                      (.5)        (1.9)

Net Increase (Decrease) in Cash
  and Cash Equivalents               (34.8)      (157.2)
Cash and Cash Equivalents at
  Beginning of Period                207.9        411.2
Cash and Cash Equivalents at
  End of Period                     $173.1       $254.0



DEERE & COMPANY                     FINANCIAL SERVICES
CONDENSED STATEMENT OF              Three Months Ended
  CONSOLIDATED CASH FLOWS           January 31
Millions of dollars (Unaudited)     1999         1998
Cash Flows from Operating Activities
Net income                          $ 43.4       $ 36.0
Adjustments to reconcile net income
  to net cash provided by (used for)
  operating activities                81.2         54.1
    Net cash provided by (used for)
      operating activities           124.6         90.1

Cash Flows from Investing Activities
Collections and sales of
  financing receivables            1,693.0      1,482.6
Proceeds from maturities and
  sales of marketable securities      37.3         36.9
Cost of financing receivables
  acquired                        (2,033.2)    (1,715.4)
Purchases of marketable securities   (33.8)       (76.8)
Purchases of property and
  equipment                           (4.0)        (1.8)
Cost of operating leases acquired   (125.2)      (101.8)
Acquisitions of businesses
Other                                106.4         72.9
  Net cash used for investing
    activities                      (359.5)      (303.4)

Cash Flows from Financing Activities
Increase (decrease) in short-term
  borrowings                         (19.5)       109.6
Change in intercompany 
  receivables/payables               (64.4)      (113.3)
Proceeds from long-term borrowings   625.0        306.0
Principal payments on long-term
  borrowings                        (297.5)       (91.5)
Proceeds from issuance of
  common stock
Repurchases of common stock
Dividends paid                        (5.0)       (19.3)
Other                                              (1.3)
  Net cash provided by
    financing activities             238.6        190.2

Effect of Exchange Rate
  Changes on Cash

Net Increase (Decrease) in Cash
  and Cash Equivalents                 3.7        (23.1)
Cash and Cash Equivalents at
  Beginning of Period                241.5        268.8
Cash and Cash Equivalents at End
  of Period                         $245.2       $245.7

<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 interim 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.

The preparation of financial statements in conformity with 
generally accepted accounting principles requires management 
to make estimates and assumptions that affect the reported 
amounts and related disclosures.  Actual results could differ 
from those estimates.

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, construction equipment and commercial 
and consumer 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 subsidiaries. 

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 Ended
                                    January 31
                                    1999        1998
Balance, beginning of period        $3,839.5    $3,048.4
Net income                              49.7       203.3
Dividends declared                     (50.7)      (54.8)
Other                                  (14.2)       (2.6)
Balance, end of period              $3,824.3    $3,194.3

<PAGE>

4.  An analysis of the cumulative adjustment follows in 
millions of dollars:

                                    Three Months Ended
                                    January 31
                                    1999       1998
Balance, beginning of period        $(80.5)    $(57.4)
Translation adjustment                (7.4)     (29.9)
Income taxes applicable to 
  translation adjustments             (1.7)       (.2)
Balance, end of period              $(89.6)    $(87.5)

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. 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:

                            January 31  October 31  January 31
                            1999        1998        1998
Raw Materials and supplies  $  341      $  250      $  259
Work-in-process                555         475         532
Finished machines and parts  1,776       1,612       1,686
Total FIFO value             2,672       2,337       2,477
Adjustment to LIFO basis     1,057       1,050       1,013
Inventories                  1,615       1,287       1,464

6.  During the first three months of 1999, the Financial 
Services operations received proceeds from the sale of retail 
notes of $102 million.  At January 31, 1999, the net unpaid 
balance of all retail notes previously sold by the Financial 
Services operations was $1,951 million and the Company's 
maximum exposure under all related recourse provisions was 
$184 million.

At January 31, 1999, the Company had commitments of 
approximately $85 million for construction and acquisition of 
property and equipment.

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

                                       Three Months Ended
                                       January 31
                                       1999       1998
Dividends declared                     $.22       $.22
Dividends paid                         $.22       $.20

<PAGE>

8.  Worldwide net sales and revenues and operating profit in 
millions of dollars follow:

                                       Three Months Ended
                                       January 31
                                                         %
                                       1999    1998    Change
Net sales:
  Agricultural equipment              $1,123   $1,451  -23
  Construction equipment                 443      578  -23
  Commercial and consumer equipment      407      376  + 8
    Total net sales                    1,973    2,405  -18
Financial Services revenues              460      401  +15
Other revenues                            26       40  -35
  Total net sales and revenues        $2,459   $2,846  -14

United States and Canada:
  Equipment net sales                 $1,401   $1,815  -23
  Financial Services revenues            460      401  +15
    Total                              1,861    2,216  -16
Overseas net sales                       572      590  - 3
Other revenues                            26       40  -35
  Total net sales and revenues        $2,459   $2,846  -14

Operating profit**:
  Agricultural equipment              $   25   $  206  -88
  Construction equipment                  12       64  -81
  Commercial and consumer equipment       14       18  -22
  Equipment Operations                    51      288  -82
  Financial Services                      66       57  +16
    Total operating profit*              117      345  -66
Interest and corporate expenses-net      (40)     (24) +67
Income taxes                             (27)    (118) -77
  Net income                          $   50    $ 203  -75

*   Includes overseas operating 
    profit as follows:                $   54    $  57  - 5

**  Operating profit is income before interest expense,
    foreign exchange gains and losses, income taxes and 
    certain corporate expenses.  However, operating profit of 
    Financial Services includes the effect of interest 
    expense.

<PAGE>

9.  A reconciliation of basic and diluted net income per share 
in millions, except per share amounts, follows:

                                       Three Months Ended
                                       January 31
                                       1999     1998
Net income                             $49.7    $203.3
Average shares outstanding             231.7     249.5
Basic net income per share             $ .21    $  .81

Average shares outstanding             231.7     249.5
Effect of dilutive securities:
  Stock options                           .9       2.6
  Other                                   .1        .3
    Total potential shares outstanding 232.7     252.4
Diluted net income per share           $ .21     $ .81

Stock options to purchase 4.3 million shares during the first 
quarter of 1999 and 2.2 million shares during the first 
quarter of 1998 were outstanding, but not included in the 
above diluted per share computation because the options' 
exercise prices were greater than the average market price of 
the Company's common stock during the period.

10.  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, retail 
credit, software licensing, patent and trademark matters.  
Although it is not possible to predict with certainty the 
outcome of these unresolved legal actions or the range of 
possible loss, the Company believes these unresolved legal 
actions will not have a material effect on its financial 
position or results of operations.

11.  In the first quarter of 1999, the Company adopted FASB 
Statement No. 130, Reporting Comprehensive Income.  
Comprehensive income includes all changes in the Company's 
equity during the period, except transactions with stockholders 
of the Company.  Comprehensive income for the first quarter of 
1999 and 1998 consisted of the following in millions of 
dollars:

                                            Three Months Ended
                                            January 31
                                            1999    1998
Net income                                  $49.7   $203.3
Change in cumulative translation adjustment  (9.1)   (30.1)
Unrealized gain on marketable securities      4.5      4.4

Comprehensive income                        $45.1   $177.6

12. In December 1998, the Company granted options to employees 
for the purchase of 3.8 million shares of common stock at an 
exercise price of $32.53 per share and .7 million shares at an 
exercise price of $50.97 per share.  At January 31, 1999, 
options for 12.1 million shares were outstanding at option 
prices in a range of $13.63 to $82.19 per share and a 
weighted-average exercise price of $38.37 per share.  A total 
of 8.1 million shares remained available for the granting of 
future options.

<PAGE>

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

RESULTS OF OPERATIONS

Deere & Company's net income in the first quarter of 1999 was 
$49.7 million, or $.21 per share (basic and diluted), compared 
with $203.3 million, or $.81 per share (basic and diluted), 
last year.  The farm sector is continuing to feel the effects 
of depressed agricultural commodity prices and demand for 
agricultural equipment, especially large tractors, remained 
extremely weak during the quarter.  In support of the 
Company's emphasis on cash flow and asset management, 
agricultural equipment production schedules have been set 
below the level of retail demand, resulting in a decline in 
trade receivables for the quarter.  Although earnings were 
adversely affected by the lower production, all equipment 
businesses remained profitable.

Worldwide net sales and revenues for the quarter decreased 14 
percent, to $2,459 million, compared with $2,846 million last 
year.  Net sales to dealers of agricultural, construction, and 
commercial and consumer equipment were $1,973 million, 
compared to $2,405 million last year.  Overseas sales were 
down 3 percent in comparison with the previous year.  Overall, 
the Company's worldwide physical volume of sales decreased 18 
percent for the quarter.

The Company's worldwide Equipment Operations, which exclude 
the Financial Services operations and unconsolidated 
affiliates, had income of $6.8 million for the first quarter, 
compared with $166.9 million last year.  Contributing to the 
lower results were reduced sales and production volumes, lower 
margins and higher interest costs.  Worldwide equipment 
operating profit, which excludes certain corporate expenses, 
interest and taxes, was $51 million, compared with $288 
million last year.

 .  Worldwide agricultural equipment operating profit totaled 
$25 million for the quarter, compared with $206 million last 
year.  Results were severely affected by lower sales and 
production levels, especially of large tractors and combines, 
as well as by inefficiencies related to the production 
cutbacks.  In addition, sales incentive costs moved higher, 
with a particular emphasis on used goods.  Overseas 
operations, which continued to benefit from many management 
initiatives, were primary contributors to the segment's 
profit.
 
 .  Worldwide construction equipment operating profit totaled 
$12 million for the quarter, compared with $64 million last 
year.  During the quarter, the segment began implementation of 
its Estimate to Cash program, which is aimed at better 
matching product availability to customer requirements while 
reducing field inventories.  Initial stages of the program, as 
expected, resulted in lower sales to dealers and had an 
adverse impact on the first quarter's operating results.  
Retail demand, however, remained at favorable levels.

 .  Worldwide commercial and consumer equipment operating profit 
was $14 million for the quarter, compared with $18 million last 
year.  Results were negatively affected by higher costs 
associated with the start-up of new facilities and the 
introduction of new products, as well as by the impact of a 
strengthening Japanese yen.  Partly offsetting these factors were 
higher worldwide sales and production volumes, resulting from the 
success of many new products and a continuation of strong retail 
demand.

Additional information on business segments is presented in Note 
8 to the interim financial statements.

<PAGE>

Net income of the Company's credit operations was $41.6 million 
in the first quarter of 1999, compared with $32.9 million in last 
year's first quarter.  The 1999 first quarter results benefited 
from higher income on a larger average receivable and lease 
portfolio, higher gains on retail note sales, a temporary 
reduction in leverage position and improved financing spreads, 
partially offset by higher operating expenses.  Total revenues of 
the credit operations increased 21 percent from $216 million in 
the first quarter of 1998 to $261 million in the current quarter.  
The average balance of receivables and leases financed was 11 
percent higher in the first quarter, compared with the same 
period last year.  Interest expense increased 3 percent in the 
current quarter, compared with 1998, primarily as a result of an 
increase in average borrowings.  The credit operations' 
consolidated ratio of earnings to fixed charges was 1.63 to 1 for 
the first quarter this year, compared with 1.54 to 1 in 1998.

The insurance operations had a net loss of $1.1 million in the 
first quarter of 1999, compared with net income of $5.5 million 
last year.  The quarterly decrease primarily reflected 
unfavorable underwriting results and lower investment income.  
For the first quarter, insurance premiums increased 3 percent in 
1999, compared with the same period last year, while total 
claims, benefits, and selling, administrative and general 
expenses increased 17 percent this year.

Net income from health care operations was $2.9 million in the 
first quarter of 1999, compared with a net loss of $2.4 million 
last year.  The 1999 results benefited primarily from improved 
margins, higher premium revenues and higher investment income.  
For the first quarter, health care premiums and administrative 
services revenues increased 9 percent in 1999, compared with the 
same period last year, while total claims, benefits, and selling, 
administrative and general expenses increased 4 percent this 
year.

MARKET CONDITIONS AND OUTLOOK

 .  AGRICULTURAL EQUIPMENT.  Farm commodity prices remain under 
pressure due to large supplies of grains, oilseeds and livestock 
and the effects of slowing growth in global demand.  While the 
United States government has supplemented farm income through 
additional direct payments, farmers' net cash income is expected 
to fall by approximately 9 percent this year with declines also 
anticipated in other parts of the world.  Credit availability for 
equipment purchases in emerging markets also should remain under 
pressure.  As a result, retail demand for farm equipment is 
projected to decline by 20 to 25 percent in North America this 
year, with declines of 10 to 15 percent expected in other major 
markets.

 .  CONSTRUCTION EQUIPMENT.  Slower United States economic growth 
is expected in 1999.  However, low inflation and interest rates 
should help keep housing starts near last year's levels.  
Nonresidential construction is expected to show little growth 
this year, but public construction, led by highway expenditures, 
is expected to grow 3 to 4 percent.  In this environment, 
construction machinery sales should remain near 1998 levels.

 .  COMMERCIAL AND CONSUMER EQUIPMENT.  A continuation of current 
economic conditions, strong retail sales momentum, and the 
introduction of a number of innovative products are expected to 
support higher sales of commercial and consumer equipment during 
the year.

 .  FINANCIAL SERVICES.  A larger overall receivable and lease 
portfolio should support continued improvement in the credit 
operations in 1999.  Health care is also well positioned for 
improved results, while the Company's insurance organization 
continues to face severe competitive pressures.

<PAGE>

Based on these conditions, the Company's worldwide physical 
volume of sales is currently projected to decrease by 
approximately 13 to 15 percent in 1999, compared with 1998.  
Physical volumes in the second quarter of 1999 are projected to 
be 13 percent lower than in the comparable 1998 period.

The Company enters this period of weakening demand for farm 
machinery in strong financial condition.  Furthermore, 
performance is being supported by the Company's nonagricultural 
businesses and overseas operations, which are seeing benefits 
from many growth and quality initiatives.  Aggressive asset 
management actions, as well, are having a positive impact.  Steps 
to reduce agricultural equipment receivables, while contributing 
to lower earnings, are helping the Company generate solid levels 
of cash flow in support of its long-range global growth 
objectives.

YEAR 2000

The Company has established a global program (the "Year 2000 
Program") to address the inability of certain computer and 
infrastructure systems to process dates in the Year 2000 and 
later.  The major assessment areas include business information 
systems, mainframe and personal computers, software, the 
distributed network, the shop floor, facilities systems, the 
Company's products, product research and development facilities, 
and the readiness of the Company's suppliers and distribution 
network.  The program includes the following phases:  
identification and assessment, business criticality analysis, 
project work prioritization, compliance plan development, 
remediation and testing, production implementation, and 
contingency plan development for mission critical systems.

The Company is on schedule to become Year 2000 ready with its 
mission critical activities and systems, allowing substantial 
time for further testing, verification and the final conversion 
of less important systems.  Over 95 percent of the Company's 
systems identified as being mission critical have been tested and 
verified as being Year 2000 compliant.  The Company's goal has 
been to have all remaining mission critical and non-mission 
critical systems compliant by October 31, 1999, and the progress 
to date makes this goal realistic.  The Company has initiated 
information and infrastructure systems modifications in its 
effort to ensure that both information technology (IT) and non-IT 
systems are compliant.  The Company is requiring suppliers of new 
software or equipment and third parties who develop or modify 
software to provide written certification that their products are 
Year 2000 compliant and have been tested accordingly.  In some 
instances, the Company is independently testing the software.  
The Company is also working with suppliers to confirm embedded 
systems are compliant and perform the necessary testing.

The Company is assessing the Year 2000 readiness of its product 
suppliers and dealers, raising awareness among its supply base by 
sponsoring seminars and developing contingency plans for its 
mission critical suppliers.  The Company has surveyed its major 
suppliers and is following up as appropriate with risk assessment 
and prioritization based on mission criticality.  Date testing is 
in process with many suppliers.  A survey of the Company's 
dealers is also in process and readiness progress will be 
assessed throughout 1999.  A dealer communications team has been 
established to provide dealers with pertinent information, 
possible areas of investigation and follow-up on dealers' 
readiness.

The total cost of the modifications and upgrades to date has not 
been material and the future costs to become Year 2000 ready are 
not expected to be material.  These costs are expensed as 
incurred and do not include the cost of scheduled replacement 
software.  Other major systems projects have not been deferred 
due to the Year 2000 compliance projects.

Although no assurances can be given as to the Company's 
readiness, particularly as it relates to third parties, based 
upon the progress to date, the Company does not expect the 
consequences of any of the Company's unanticipated or 
unsuccessful modifications to have a material adverse effect on 
its financial position or 

<PAGE>

results of operations.  However, the failure to correct a 
material Year 2000 problem could result in the interruption of 
certain normal business activities and operations.  The Company's 
most reasonably likely worst case scenario is that the Year 2000 
noncompliance of a critical third party could cause the supplier 
to fail to deliver, with the result that production is 
interrupted at one or more facilities.  Such a disruption in 
production could result in lost sales or profits.  The Company is 
developing contingency plans, which will be an ongoing activity 
for the first three calendar quarters of 1999, should any Year 
2000 failures occur in any of the assessment areas noted above.

EURO CONVERSION

The Company is well advanced in the process of identification, 
implementation and testing of its systems to adopt the euro 
currency in its operations affected by this change.  The 
Company's affected suppliers, distribution network and 
financial institutions have been contacted and the Company 
does not believe the currency change will significantly impact 
these relationships.  As a result, the Company expects to have 
its systems ready to process the euro conversion during the 
transition period from January 1, 1999 through January 1, 
2002.  The cost of information systems modifications, effects 
on product pricing and purchase contracts, and the impact on 
foreign currency financial instruments, including derivatives, 
are not expected to be material.

SAFE HARBOR STATEMENT

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION 
REFORM ACT OF 1995:  Statements under the "Outlook," "Year 2000" 
and "Euro Conversion" headings and other statements herein that 
relate to future operating periods are subject to important risks 
and uncertainties that could cause actual results to differ 
materially.  Forward-looking statements relating to the Company's 
businesses involve certain factors that are subject to change, 
including:  the many interrelated factors that affect farmers' 
confidence, including worldwide demand for agricultural products 
(including the impact on United States grain and meat exports of 
economic difficulties in Asia and other parts of the world), 
world grain stocks, commodities prices, weather conditions, real 
estate values, animal diseases, crop pests, harvest yields and 
government farm programs; general economic conditions and housing 
starts; legislation, primarily legislation relating to 
agriculture, the environment, commerce and government spending on 
infrastructure; actions of competitors in the various industries 
in which the Company competes; production difficulties, including 
capacity and supply constraints; dealer practices; labor 
relations; interest and currency exchange rates (including the 
effect of conversion to the euro); technological difficulties 
(including Year 2000 compliance); accounting standards; and other 
risks and uncertainties.  Economic difficulties in Asia and other 
parts of the world could continue to adversely affect North 
American grain and meat exports.  The number of housing starts is 
especially important to sales of construction equipment.  Sales 
of commercial and consumer equipment during the spring are 
affected by spring weather patterns.  The company's outlook is 
based upon assumptions relating to the factors described above, 
which are sometimes based upon estimates and data prepared by 
government agencies.  Such estimates and data are often revised.  
Further information concerning the Company and its businesses, 
including factors that potentially could materially affect the 
Company's financial results, is included in the Company's most 
recent annual report on Form 10-K and other filings with the 
Securities and Exchange Commission.

<PAGE>

CAPITAL RESOURCES AND LIQUIDITY

The discussion of capital resources and liquidity has been 
organized to review 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 trade receivables from dealers and inventories.  Accordingly, 
to the extent necessary, funds provided from operations are 
supplemented from external borrowing sources.

In the first three months of 1999, negative cash flows from 
operating activities of $517 million resulted primarily from a 
decrease in accounts payable and accrued expenses and an increase 
in Company-owned inventories.  Partially offsetting these 
operating cash outflows were positive cash flows from a decrease 
in trade receivables and net income.  The resulting net cash 
requirement for operating activities, along with payment of 
dividends, purchases of property and equipment and repurchases of 
common stock were provided primarily from an increase in 
borrowings.

Negative cash flows from operating activities in the first three 
months of 1998 of $677 million resulted primarily from an 
increase in trade receivables and Company-owned inventories, and 
a decrease in accounts payable and accrued expenses.  Partially 
offsetting these operating cash outflows were positive cash flows 
from net income.  The resulting net cash requirement for 
operating activities, along with repurchases of common stock, 
purchases of property and equipment, an increase in receivables 
from Financial Services and payment of dividends, were provided 
primarily from an increase in borrowings and a decrease in cash 
and cash equivalents.

Net trade accounts and notes receivable result mainly from sales 
to dealers of equipment that is being carried in their 
inventories.  Trade receivables decreased $230 million during the 
first three months of 1999 and increased $302 million, compared 
to one year ago.  While remaining above year-ago levels, trade 
receivables for agricultural and construction equipment declined 
for the quarter as production volumes trailed retail demand.  
Receivables related to used agricultural equipment continued at a 
high level.  Commercial and consumer equipment trade receivables 
increased seasonally in the current quarter, and were higher than 
a year ago primarily due to higher sales volumes.  North American 
agricultural, and commercial and consumer equipment trade 
receivables increased approximately $260 million and $105 
million, respectively, while construction equipment receivables 
decreased approximately $155 million, compared with the levels 12 
months earlier.  Total overseas trade receivables were 
approximately $90 million higher than a year ago.  The ratios of 
worldwide net trade accounts and notes receivable to the last 12 
months' net sales were 33 percent at January 31, 1999, compared 
to 34 percent at October 31, 1998 and 31 percent at January 31, 
1998.  The percentage of total worldwide trade receivables 
outstanding for periods exceeding 12 months was 7 percent, 8 
percent and 5 percent at January 31, 1999, October 31, 1998 and 
January 31, 1998, respectively.

Company inventories at January 31, 1999 increased by $328 million 
during the first three months and $150 million during the past 12 
months, primarily reflecting a seasonal increase in the first 
quarter and the start-up of new facilities and the introduction 
of new products, compared to a year ago.  Most of the Company's 
inventories are valued on the last-in, first-out (LIFO) basis.  
Inventories valued on an approximate current cost basis increased 
by 8 percent from a year ago.

Total interest-bearing debt of the Equipment Operations was 
$2,677 million at January 31, 1999, compared with $2,065 million 
at the end of fiscal year 1998 and $1,588 million at January 31, 
1998, generally corresponding to the levels of trade receivables, 
inventories, accounts payable and accrued expenses, and 

<PAGE>

treasury stock.  The ratio of total debt to total capital (total 
interest-bearing debt and stockholders' equity) was 40 percent, 
34 percent and 28 percent at January 31, 1999, October 31, 1998 
and January 31, 1998, respectively.  During the first three 
months, Deere & Company received proceeds of $50 million from the 
issuance of medium-term notes.

FINANCIAL SERVICES

The Financial Services' credit operations 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 credit operations periodically sell substantial 
amounts of retail notes.  The insurance and health care 
operations generate their funds through internal operations and 
intercompany loans.

During the first quarter of 1999, the aggregate cash provided 
from operating and financing activities was used primarily to 
increase financing receivables and leases.  Cash provided from 
Financial Services operating activities was $125 million in the 
current quarter.  Cash provided by financing activities totaled 
$239 million in the first three months of 1999, primarily 
resulting from $244 million of proceeds from total borrowings, 
which was partially offset by payment of a $5 million dividend to 
the Equipment Operations.  Cash used for investing activities 
totaled $360 million in the current quarter, primarily due to the 
cost of financing receivables and leases acquired exceeding 
collections and sales of retail notes.

In the first quarter of 1998, the aggregate cash provided from 
operating and financing activities was used primarily to increase 
financing receivables.  Cash provided from Financial Services 
operating activities was $90 million in the first quarter of 
1998.  Cash provided by financing activities totaled $190 million 
in 1998, primarily resulting from a $211 million increase in 
total borrowings, which was partially offset by payment of a $19 
million dividend to the Equipment Operations.  Cash used for 
investing activities totaled $303 million in the first quarter of 
1998, primarily due to the cost of financing receivables and 
leases acquired exceeding collections.  Cash and cash equivalents 
decreased $23 million during the first quarter of 1998.

Marketable securities consist primarily of debt securities held 
by the insurance and health care operations in support of their 
obligations to policyholders.  During the first three months of 
1999 and the last 12 months, the balance has not changed 
significantly.

Financing receivables and leases held by the credit operations 
consist of retail notes originating in connection with retail 
sales of new and used equipment by dealers of John Deere 
products, retail notes from non-Deere-related customers, 
revolving charge accounts, wholesale notes receivable, and 
financing and operating leases.  These receivables and leases 
increased by $632 million in the first three months of 1999 and 
$705 million during the past 12 months due to the cost of 
acquisitions exceeding collections and sales of retail notes.  
Total acquisitions of financing receivables and leases were 19 
percent higher in the first three months of 1999, compared with 
the same period last year.  Acquisition volumes of retail notes, 
wholesale notes, revolving charge accounts and leases were all 
higher in the first three months of 1999, compared to the same 
period last year.  Financing receivables and leases administered 
by the credit operations, which include receivables previously 
sold, amounted to $9,820 million at January 31, 1999, compared 
with $9,625 million at October 31, 1998 and $8,347 million at 
January 31, 1998.  At January 31, 1999, the unpaid balance of all 
retail notes previously sold was $1,951 million, compared with 
$2,388 million at October 31, 1998 and $1,182 million at January 
31, 1998.

Total outside interest-bearing debt of the credit operations was 
$6,470 million at January 31, 1999, compared with $6,049 million 
at the end of fiscal year 1998 and $5,988 million at January 31, 
1998. Total outside borrowings increased during the first three 
months of 1999 and the past 12 months, generally corresponding 
with the level of the financing receivable and lease portfolio, 
the level of cash and cash equivalents and the 

<PAGE>

change in payables owed to the Equipment Operations.  The credit 
operations' ratio of total interest-bearing debt to stockholder's 
equity was 6.2 to 1 at January 31, 1999, compared with 6.1 to 1 
at October 31, 1998 and 6.7 to 1 at January 31, 1998.

During the first quarter of 1999, the Capital Corporation retired 
$150 million of 9-5/8% subordinated notes, $97 million of 5% 
Swiss franc bonds and $50 million of medium-term notes all due in 
the first quarter.  The Capital Corporation also received 
proceeds of $625 million from the issuance of medium-term notes 
during the first three months of 1999.

CONSOLIDATED

The 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 
operations.  Worldwide lines of credit totaled $5,475 million at 
January 31, 1999, $1,463 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 is a long-term credit agreement 
commitment totaling $3,500 million.

Stockholders' equity was $4,029 million at January 31, 1999, 
compared with $4,080 million at October 31, 1998 and $4,146 
million at January 31, 1998.  The decrease of $51 million for the 
first three months of 1999 resulted primarily from dividends 
declared of $51 million, a change in unamortized restricted stock 
compensation of $18 million, other adjustments to retained 
earnings of $14 million for treasury stock transactions and an 
increase in common stock in treasury of $12 million, partially 
offset by net income of $50 million.

The Board of Directors at its meeting on February 24, 1999 
declared a quarterly dividend of 22 cents per share payable May 
3, 1999 to stockholders of record on March 31, 1999.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET 
         RISK

See the Company's most recent annual report filed on Form 10-K 
(Item 7A).  There has been no material change in this 
information.

<PAGE>

                 PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

See Note (10) to the Interim Financial Statements.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

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) (A) 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 November 24, 1998 (Item 7).

<PAGE>

                         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:  March 9, 1999     By:  s/ Nathan J. Jones
                              Nathan J. Jones
                              Senior Vice President
                              Principal Financial Officer
                              and Principal Accounting Officer

<PAGE>

                     INDEX TO EXHIBITS

Number

2  Not applicable

3  Not applicable

4  Not applicable

10  Not applicable

11  Not applicable

12  Computation of ratio of earnings to fixed charges

15  Not applicable

18  Not applicable

19  Not applicable

22  Not applicable

23  Not applicable

24  Not applicable

27  Financial data schedule

99  Not applicable



                                                   EXHIBIT 12

DEERE & COMPANY AND CONSOLIDATED SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

                              Three Months        Year
                              Ended               Ended
                              January 31,         October 31,
                              1999      1998      1998
                              (In thousands of dollars)
Earnings:
 Income of consolidated group 
  before income taxes
  and changes in accounting   $ 76,315  $320,896  $1,560,032
 Dividends received from less-
  than-fifty percent owned
  affiliates                       394       329       5,555
 Fixed charges excluding
  capitalized interest         137,187   117,912     531,817
Total earnings                $213,896  $439,137  $2,097,404


Fixed charges:
 Interest expense of con-
  solidated group including
  capitalized interest        $134,497   $115,372  $  521,418
 Portion of rental charges
  deemed to be interest          3,113      3,184      12,451
Total fixed charges           $137,610   $118,556  $  533,869


Ratio of earnings to
 fixed charges*                   1.55       3.70        3.93

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 changes 
in accounting 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.

*  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.

<PAGE>

DEERE & COMPANY AND CONSOLIDATED SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

                                     Year Ended
                                     October 31,
                                     1997        1996
                                     (In thousands of dollars)

Earnings:
 Income of consolidated group 
  before income taxes
  and changes in accounting          $1,507,070  $1,286,634
 Dividends received from less-
  than-fifty percent owned
  affiliates                              3,591       7,937
 Fixed charges excluding
  capitalized interest                  433,673     410,764
Total earnings                       $1,944,334   1,705,335


Fixed charges:
 Interest expense of con-
  solidated group including
  capitalized interest               $  422,588  $  402,168
 Portion of rental charges
  deemed to be interest                  11,497       8,596
Total fixed charges                  $  434,085  $  410,764


Ratio of earnings to
 fixed charges*                            4.48        4.15

<PAGE>


DEERE & COMPANY AND CONSOLIDATED SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES


                                     Year Ended
                                     October 31,
                                     1995        1994
                                     (In thousands of dollars)


Earnings:
 Income of consolidated group
  before income taxes
  and changes in accounting          $1,092,751  $  920,920
Dividends received from less-
  than-fifty percent owned
  affiliates                              2,023       2,329
Fixed charges excluding
  capitalized interest                  399,056     310,047
Total earnings                       $1,493,830  $1,233,296


Fixed charges:
 Interest expense of con-
  solidated group including
  capitalized interest               $  392,408  $  303,080
Portion of rental charges
  deemed to be interest                   6,661       7,008
Total fixed charges                  $  399,069     310,088


Ratio of earnings to
 fixed charges*                            3.74        3.98



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Form 10-Q and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<RESTATED> 
<CIK> 0000315189
<NAME> DEERE&COMPANY
<MULTIPLIER> 1,000,000
<CURRENCY> U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          OCT-31-1999
<PERIOD-START>                             NOV-01-1998
<PERIOD-END>                               JAN-31-1999
<EXCHANGE-RATE>                                    1.0
<CASH>                                             326
<SECURITIES>                                       871
<RECEIVABLES>                                   11,215
<ALLOWANCES>                                       122
<INVENTORY>                                      1,615
<CURRENT-ASSETS>                                     0
<PP&E>                                           4,700
<DEPRECIATION>                                   3,026
<TOTAL-ASSETS>                                  18,503
<CURRENT-LIABILITIES>                                0
<BONDS>                                          3,276
                                0
                                          0
<COMMON>                                         1,789
<OTHER-SE>                                       2,240
<TOTAL-LIABILITY-AND-EQUITY>                    18,503
<SALES>                                          1,973
<TOTAL-REVENUES>                                 2,459
<CGS>                                            1,654
<TOTAL-COSTS>                                    1,946
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                    10
<INTEREST-EXPENSE>                                 134
<INCOME-PRETAX>                                     76
<INCOME-TAX>                                        26
<INCOME-CONTINUING>                                 50
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                        50
<EPS-PRIMARY>                                      .21
<EPS-DILUTED>                                      .21
        

</TABLE>


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