dplforms8060507.htm
As
filed
with the Securities and Exchange Commission on June 5, 2007. Registration
No.
333-132985
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
__________________
POST
EFFECTIVE AMENDMENT NO. 1 TO
FORM
S-8
__________________
REGISTRATION
STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
DELTA
AND PINE LAND COMPANY
(Exact
name of Registrant as specified in its charter)
Delaware 62-1040440
(State
or
other jurisdiction of incorporation or organization) (I.R.S.
Employer
Identification No.)
One
Cotton Row
Scott,
Mississippi 38772
(Address
of Principal Executive Offices including zip code)
DELTA
AND PINE LAND COMPANY DEFINED CONTRIBUTION PLAN
(Full
title of the plan)
Kenneth
M. Avery
Vice
President of Finance and Treasurer
One
Cotton Row
Scott,
MS 38772
(662)
742-4000
(Name,
address, including zip code, and telephone number, including area code, of
agent
for service)
Copy
to:
Sam
D.
Chafetz, Esq.
Baker,
Donelson, Bearman, Caldwell & Berkowitz, PC
165
Madison Avenue
Memphis,
TN 38103
TERMINATION
OF REGISTRATION
This
Post-Effective Amendment No. 1 relates to the Registration Statement on
Form S-8 (Registration No. 333-132985) of Delta and Pine Land Company (the
“Company”) filed with the Securities and Exchange Commission on April 4, 2006
(the “Registration Statement”).
The
Company entered into an Agreement and Plan of Merger, dated as of August 14,
2006, by and among Monsanto Company, a Delaware corporation ("Monsanto"),
Monsanto Sub, Inc., a Delaware corporation and a wholly owned subsidiary of
Monsanto (the "Merger Sub"), and the Company (the "Merger Agreement"), providing
for the merger of the Merger Sub with and into the Company, with the Company
continuing as the surviving corporation.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933, as amended, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Post-Effective
Amendment No. 1 to the Registration Statement to be signed on its behalf by
the
undersigned, thereunto duly authorized, in City of Scott, State of Mississippi,
on this 5th day
of June, 2007.
DELTA
AND
PINE LAND COMPANY
By:
/s/ Kenneth M.
Avery
Name:
Kenneth M. Avery
Title: Vice
President - Chief Financial Officer and
Assistant
Secretary
Pursuant
to the requirements of the Securities Act of 1933, as amended, this
Post-Effective Amendment No. 1 to the Registration Statement has been signed
by
the following persons in the capacities indicated, and as of the date first
written above.
| Signature |
Title |
| |
|
| /s/
Jon E. M. Jacoby* |
Chairman
of the Board |
| Jon
E. M. Jacoby |
|
| |
|
| /s/
W. Thomas Jagodinski* |
President,
Chief Executive Officer and Director |
| W.
Thomas Jagodinski |
(Principal
Executive Officer) |
| |
|
| /s/
Kenneth M. Avery |
Vice
President - Chief Financial Officer and Assistant |
| Kenneth
M. Avery |
Secretary
(Principal Financial Officer) |
| |
|
| /s/
F. Murray Robinson* |
Vice
Chairman and Director |
| F.
Murray Robinson |
|
| |
|
| /s/
Stanley P. Roth* |
Vice
Chairman and Director |
| Stanley
P. Roth |
|
| |
|
| /s/
Nam-Hai Chua* |
Director |
| Nam-Hai
Chua |
|
| |
|
| /s/
Joseph M. Murphy* |
Director |
| Joseph
M. Murphy |
|
| |
|
| /s/
Rudi E. Scheidt* |
Director |
| Rudi
E. Scheidt |
|
| |
|
| |
|
*By:
/s/ Kenneth M.
Avery
Kenneth
M.
Avery
Attorney
–
in
– fact
June
5,
2007