

                                                   EXHIBIT 5

              [Letterhead of Bell, Boyd & Lloyd]




                       August 11, 1999


Deere & Company
One John Deere Place
Moline, Illinois 61265-8098


             REGISTRATION STATEMENT ON FORM S-3


Ladies and Gentlemen:

    We have represented Deere & Company, a Delaware
corporation (the "Company"), in connection with the
preparation of a registration statement on Form S-3 (the
"Registration Statement"), filed under the Securities Act of
1933, as amended (the "Act"), for the purpose of registering
under the Act an aggregate of 1,531,957 shares of common
stock, $1.00 par value (the "Shares"), of the Company. In this
connection, we have examined originals, or copies certified or
otherwise identified to our satisfaction, of such documents,
corporate and other records, certificates and other papers,
including the Registration Statement and pertinent resolutions
of the board of directors of the Company, as we deemed it
necessary to examine for the purpose of this opinion.

    Based upon such examination, it is our opinion that the
Shares are legally issued, fully paid and non-assessable.

    We consent to the filing of this opinion as an exhibit to
the Registration Statement and to the use of our name therein
and in the related prospectus under the caption "Legal
Matters". In giving this consent, we do not admit that we are
within the category of persons whose consent is required by
Section 7 of the Securities Act of 1933.

                              Very truly yours,


                              /s/ Bell, Boyd & Lloyd
                              --------------------------


