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Monsanto to sell Stoneville to Hicks, Muse, Tate, & Furst and Emergent Genetics Inc.
St. Louis, Missouri and Dallas, Texas
August 6, 1999

Monsanto Company and Hicks, Muse, Tate & Furst Inc. today announced the signing of a definitive agreement for the sale of Monsanto's cotton seed unit, Stoneville Pedigreed Seed Company, to an affiliate of Hicks Muse. Emergent Genetics, Inc., Hicks Muse's management affiliate for transactions in the seed industry, will invest in the company with Hicks Muse. The transaction, financial terms of which were not disclosed, is a sale for cash involving all Stoneville stock, which is wholly owned by Monsanto.

Stoneville's management team, under the leadership of President Thomas F. (Bud) Hughes, will
remain in place following completion of the transaction. In addition, all Stoneville employees will be offered employment by the new owners.

The acquisition of Stoneville is Hicks Muse's third in the seed industry, all in partnership with
Emergent Genetics. In November 1998, Hicks Muse acquired L. Daehnfeldt A/S, a Danish
horticultural seed company. In February 1999, the firm acquired Indusem S.A., a Chilean seed
production company.

"We're pleased Hicks Muse and Emergent Genetics are investing in Stoneville and intend to ensure that it continues to enhance its competitive position in the marketplace in the future,'' said Hendrik A. Verfaillie, Monsanto's president and chief operating officer. "With the existing management structure in place, the new company will have a management team that has immediate credibility with farmers and the cotton industry, and will be a strong and competitive force in the marketplace.''

Charles W. Tate, president of Hicks Muse, said, "As one of the largest independent cotton seed
companies, Stoneville is an outstanding platform from which to implement a buy-and-build strategy in the seed market, both in the United States and globally. Through our experience over the past several months at Daehnfeldt and Indusem, and our ongoing partnership with Emergent Genetics, we have in place the know-how and capital to provide Stoneville with the support it needs to become a leading player in its market. We look forward to joining forces with Bud Hughes and his management team to realize the company's full potential.''

Mark W. Wong, managing director of emergent genetics, said, "Our primary focus at Stoneville is
to expand the company's U.S. market share and to build its international business. The company is well-positioned to license multiple valuable traits, and to access and commercialize technologies developed by large industry participants. As such, we believe that it has a strong foundation from which to build a formidable competitor.'' Stoneville will operate as an independent cotton seed company devoted entirely to researching, producing and marketing conventional and transgenic cotton seed varieties. It will continue to focus on building a leading cotton crop business through the integration of biotechnology and plant breeding to develop value-added products marketed as agronomically superior seed varieties to cotton producers.

Stoneville was originally obtained by Monsanto during its 1997 acquisition of Calgene Inc. It is the
second largest breeder, producer and marketer of cotton planting seeds in the United States, with
seed production facilities in Arizona, Mississippi and Texas, and research and development sites in Arizona, California, Georgia, Mississippi, Tennessee, Texas and South Africa. Stoneville has been breeding cotton since 1922 and is respected worldwide for its contributions to the cotton industry, including introduction of the world's first genetically engineered cottonseed.

Emergent Genetics is a firm whose principals have been actively involved in the seed and biotech
industries for over 20 years. It has combined its years of experience in the agricultural industry with the financial strength and development capabilities of Hicks, Muse, Tate & Furst. Together, they focus on direct equity investments in established seed and biotech companies, and then grow them with additional capital investment. They provide access to new seed traits through biotechnology and the financial, integration and operation expertise needed for the expansion and growth of Stoneville.

Since its formation in 1989, Hicks, Muse, Tate & Furst has completed or currently has pending
more than 300 transactions with a total capital value in excess of $36 billion. Headquartered in
Dallas, the firm also has offices in New York, London, Mexico City and Buenos Aires.

Monsanto Company is a life sciences company, committed to finding solutions to the growing global needs for food and health by sharing common forms of science and technology among agriculture, nutrition and health. The company's 31,400 employees worldwide research, make and market high-value agricultural products, pharmaceuticals and nutrition-based health products.

Company news release
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