S-8

As filed with the Securities and Exchange Commission on March 1, 2007

Registration No. 333-

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM S-8

REGISTRATION STATEMENT
Under
The Securities Act of 1933

DEERE & COMPANY(Exact name of registrant as specified in its charter)

Delaware	36-2382580
(State or other jurisdiction of	(I.R.S. employer identification no.)
incorporation or organization)

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

JOHN DEERE SAVINGS AND INVESTMENT PLAN(Full title of the plan)

Marc A. Howze
Corporate Secretary
Deere & Company
One John Deere Place
Moline, Illinois 61265
309-765-5467
(Name and address and telephone number of agent for service)

Calculation of Registration Fee

Title of securities to be registered	Amount to be registered	Proposed maximum offering price per share		Proposed maximum aggregate offering price		Amount of Registration Fee
Common Stock, $1 par value	4,000,000 Shares(1)	$113.40(2	)	$453,600,000(2	)	$13,925.52(2	)

(1)In addition, pursuant to Rule 416(c) under the Securities Act of 1933, the registration statement also covers an   indeterminate amount of interests to be offered or sold pursuant to the John Deere Savings And Investment Plan.

(2)The proposed maximum offering price, per share and in the aggregate, is being estimated solely for the purpose of computing the registration fee. In accordance with Rule 457(h) and (c), the per share maximum offering price used in this computation is equal to the average of the high and low prices of the common stock of the registrant reported on the New York Stock Exchange Composite Tape on February 26, 2007.

In accordance with rule 429, the prospectus contained in this registration statement also relates to the securities registered on form S-8 nos. 333-62665, 33-55549, 33-49742 and 2-90384 (the “Prior Registration Statements”).

PART I - INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Information required by Part I to be contained in the Section 10(a) prospectus is omitted from this Registration Statement in accordance with Rule 428 under the Securities Act of 1933 General Instruction E and the Note to Part I of Form S-8.

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Registration of Additional Securities

This Registration Statement is being filed to register additional securities of the same class as those for which registration statements on Form S-8, file number 333-62665, 33-55549, 33-49742 and 2-90384 relating to the John Deere Savings and Investment Plan are effective.

Item 3.    Incorporation of Documents by Reference.

The Prior Registration Statements (as defined above) heretofore filed with the Securities and Exchange Commission (the “Commission”) by Deere & Company (“Deere”) are incorporated by reference in this Registration Statement. In addition, the following documents filed by Deere with the Commission are incorporated herein by reference:

1.Deere’s annual report on Form 10-K for the fiscal year ended October 31, 2006;

2.Deere’s definitive proxy statement dated January 16, 2007 filed in connection with its annual meeting held February 28, 2007;

3.Deere’s current reports on Form 8-K dated November 21, 2006 (Items 2.02 and 8.01, and Item 9.01), November 29, 2006 (Item 5.02), November 29, 2006 (Items 5.03 and 9.01) and February 14, 2007 (Items 2.02 and 8.01, and Item 9.01);

4.The description of Deere’s common stock contained in Deere’s registration statement on Form 8-B dated July 3, 1958 as amended on Form 8 dated February 17, 1981, including any amendment or supplement updating such description; and

5.The description of Deere’s Preferred Stock Purchase Rights included in the registration statement on Form 8-A filed December 10, 1997.

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All documents subsequently filed by Deere pursuant to Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934 prior to the filing of a post-effective amendment which indicates that all the shares of Deere’s Common Stock offered hereby have been sold or which deregisters all the shares of Deere’s Common Stock then remaining unsold, shall be deemed to be incorporated by reference into this Registration Statement and to be a part hereof from the date of filing of such documents.

Any statement contained in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this Registration Statement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by reference herein modifies or supersedes such statement.  Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Registration Statement.

Item 4.    Description of Securities.

Not applicable.

Item 5.    Interests of Named Experts and Counsel.

The validity of the shares offered under the Registration Statement is being passed upon for Deere by James R. Jenkins, Senior Vice President and General Counsel of Deere.  Mr. Jenkins is an officer and employee of Deere and, as such, participates in various stock benefit plans of Deere. By reason of such participation, Mr. Jenkins owns and holds options to purchase and shares of Common Stock of Deere.

Item 6.    Indemnification of Directors and Officers.

Section 145 of the General Corporation Law of Delaware authorizes a corporation to indemnify directors and officers under certain prescribed circumstances and, subject to certain limitations, against certain costs and expenses, including attorneys’ fees, actually and reasonably incurred in connection with any action, suit or proceeding, whether civil, criminal, administrative or investigative, to which any of them is a party by reason of his being a director or officer of the corporation if it is determined that he acted in accordance with the applicable standard of conduct set forth in such statutory provision. Article Seventh of the Certificate of Incorporation of Deere provides in effect that Deere shall provide certain indemnification to such persons.

Deere has contracts of indemnification with its directors and officers providing that they shall be indemnified to the fullest extent permitted by law.  The contracts also provide: (1) that, in the event of a change in control, determinations concerning indemnification shall thereafter be made by independent counsel, instead of the board of directors; (2) that, if indemnification is not available, in whole or in part, contribution shall be paid by Deere in a proportion based upon the relative benefits to, and relative fault of, Deere and the director or officer in the action or inaction, and other equitable considerations; and (3) that any legal action, brought by or on behalf of Deere against any director or officer party to such contract, shall be brought within the shorter of two years from the date of accrual of such cause of action or the applicable period of limitations for such cause of action.

The directors and officers of Deere are insured, under policies of insurance maintained by Deere, within the limits and subject to the limitations of the policies, against certain expenses in connection with the defense of actions, suits or proceedings, to which they are parties by reason of being or having been such directors or officers.

Item 7.    Exemption from Registration Claimed.

Not applicable.

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Item 8.    Exhibits.

4.1Certificate of Incorporation of Deere, as amended (incorporated by reference to Exhibit 3.1 to Deere’s annual report on Form 10-K for the fiscal year ended October 31, 1999, Securities and Exchange Commission File Number 1-4121).

4.2By-Laws of Deere, as amended (incorporated by reference to Exhibit 3 to Deere’s report on Form 8-K dated November 29, 2006).

5.1           Opinion and consent of James R. Jenkins, Senior Vice President and General Counsel of Deere.

5.2           Internal Revenue Service Determination Letter.

15            Not applicable.

23.1         Consent of James R. Jenkins, Senior Vice President and General Counsel of Deere (included in Exhibit 5.1).

23.2         Consent of Deloitte & Touche LLP.

24            Power of Attorney (included on signature page).

Item  9.   Undertakings.

    (a)       Rule 415 Offering.

Deere hereby undertakes

(1)To file, during any period in which offers or sales are being made, a post-effective  amendment to this Registration Statement:

(i)To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;

(ii)To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement.  Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement;

(iii)To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;

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provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) of this section do not apply if the registration statement is on Form S-8, and the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the registrant pursuant to section 13 or section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement.

(2)That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof;

(3)To remove from registration by means of post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(4)-(6)Not applicable.

(b)Filings Incorporating Subsequent Exchange Act Documents by Reference.

The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrant’s annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in this Registration Statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(c)-(g)Not applicable.

(h)Undertaking Regarding Indemnification Provisions.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable.  In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

(i)-(l)Not applicable.

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SIGNATURES

The Registrant. Pursuant to the requirements of the Securities Act of 1933, 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 registration statement or amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of Rock Island, State of Illinois, on March 1, 2007.

DEERE & COMPANY
By:	/s/ R. W. Lane
	Robert W. Lane
	Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this registration statement or amendment has been signed by the following persons in the capacities and on the date indicated.

Each person signing below hereby appoints Robert W. Lane, Marc A. Howze and Samuel R. Allen, and each of them singly, his or her lawful attorney-in-fact with full power to execute and file all amendments to this registration statement, and generally to do all such things, as such attorney-in-fact may deem appropriate to enable Deere & Company to comply with the provisions of the Securities Act of 1933 and all requirements of the Securities and Exchange Commission.

Signature	Title	Date
/s/ C. C. Bowles	Director	)
Crandall C. Bowles		)
		)
/s/ Vance D. Coffman	Director	) March 1, 2007
Vance D. Coffman		)
		)
/s/ T. Kevin Dunnigan	Director	)
T. Kevin Dunnigan		)
		)
/s/ Dipak C. Jain	Director	)
Dipak C. Jain		)

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Signature	Title	Date
/s/ Arthur L. Kelly	Director	)
Arthur L. Kelly		)
		)
/s/ R.W. Lane	Chairman, Chief Executive Officer and	)
R. W. Lane	Director (principal executive officer)	)
		)
/s/ Michael J. Mack, Jr.	Senior Vice President and Chief	)
Michael J. Mack, Jr.	Financial Officer (principal financial	)
	officer and principal accounting officer)	)
		)
/s/ Antonio Madero B.	Director	)  March 1, 2007
Antonio Madero B.		)
		)
/s/ Joachim Milberg	Director	)
Joachim Milberg		)
		)
/s/ Richard B. Myers	Director	)
Richard B. Myers		)
		)
/s/ Thomas H. Patrick	Director	)
Thomas H. Patrick		)
		)
/s/ Aulana L. Peters	Director	)
Aulana L. Peters		)
		)

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The Plan. Pursuant to the requirements of the Securities Act of 1933, the plan administrator has duly caused this registration statement or amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the county of Rock Island, State of Illinois on March 1, 2007.

JOHN DEERE SAVINGS AND INVESTMENT  PLAN, DEERE & COMPANY, PLAN ADMINISTRATOR

By:          /s/ Samuel R. Allen                             

Samuel R. Allen, President, Worldwide
Construction & Forestry Division, John Deere
Power Systems and Corporate Human Resources

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INDEX TO EXHIBITS
Exhibit Number		Description of Exhibit	Page
	4.1	Certificate of Incorporation of Deere, as amended (incorporated by reference to Exhibit 3.1 to Deere’s annual report on Form 10-K for the fiscal year ended October 31, 1999, Securities and Exchange Commission File Number 1-4121).
	4.2	By-Laws of Deere, as amended (incorporated by reference to Exhibit 3 to Deere’s report on Form 8-K dated November 29, 2006).
	5.1	Opinion and consent of James R. Jenkins, Senior Vice President and General Counsel of Deere.	A-1
	5.2	Internal Revenue Service Determination Letter.	B-1
	15	Not Applicable.
	23.1	Consent of James R. Jenkins, Senior Vice President and General Counsel of Deere (included in Exhibit 5.1).
	23.2	Consent of Deloitte & Touche LLP.	C-1
	24	Power of Attorney (included on signature page).

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EX-5.1

EXHIBIT 5.1

DEERE  &  COMPANY

One John Deere Place, Moline, IL 61265 USA

Phone: 309-765-4675

JenkinsJamesR@johndeere.com

James R. Jenkins

Senior Vice President and General Counsel

1 March 2007
Deere & Company
One John Deere Place
Moline, IL  61265

Shares of Deere & Company Common Stock, $1 Par Value

In connection with the proposed issuance of shares of Deere & Company (Deere) common stock, $1 par value (the “Shares”), which may be issued under the John Deere Savings and Investment Plan (the “Plan”), I have examined, or caused to be examined, originals, or copies certified or otherwise identified to my satisfaction, of such corporate  and other records, certificates, documents and other papers and have made or caused to be made such examination of law, as I deemed necessary for the purpose of this opinion.

Based upon such examination, it is my opinion as Senior Vice President and General Counsel of Deere that the Shares being registered, when issued and paid for in accordance with the provisions of the Plan, will be legally issued, fully paid and nonassessable.

I am qualified to practice law in the State of Illinois and the State of Michigan and do not purport to be an expert on any laws other than the laws on the State of Illinois and the State of Michigan, the General Corporation Law of the State of Delaware and the Federal laws of the United States.

I hereby consent to the filing of this opinion as an exhibit to the Registration Statement (Registration Statement) of the Plan on Form S-8, and further consent to the use of my name wherever appearing in the Registration Statement.

Sincerely,

/s/ James R. Jenkins

James R. Jenkins

A-1

EX-5.2

EXHIBIT 5.2

INTERNAL REVENUE SERVICE	DEPARTMENT OF THE TREASURY
P.O. BOX 2508
CINCINNATI, OH 45201
	Employer Identification Number:
Date:  April 2, 2004		36-2382580
	DLN:
		17007310002012
DEERE & COMPANY	Person to Contact:
ONE JOHN DEERE PL		SANDRA BARNES	ID# 31013
MOLINE, IL  61265-8098	Contact Telephone Number:
		(877) 829-5500
	Plan Name:
	JOHN DEERE SAVINGS & INVESTMENT PLAN
	Plan Number: 003

Dear Applicant:

We have made a favorable determination on the plan identified above based on the information you have supplied. Please keep this letter, the application forms submitted to request this letter and all correspondence with the Internal Revenue Service regarding your application for a determination letter in your permanent records.  You must also maintain this information to preserve your reliance on this letter.

Continued qualification of the plan under its present form will depend on its effect in operation. See section 1.401-1(b)(3) of the Income Tax Regulations. We will review the status of the plan in operation periodically.

The enclosed Publication 794 explains the significance and the scope of this favorable determination letter based on the determination requests selected on your application forms. Publication 794 describes the information that must be retained to have reliance on this favorable determination letter. The publication also provides examples of the effect of a plan’s operation on its qualified status and discusses the reporting requirements for qualified plans. Please read Publication 794.

This letter relates only to the status of your plan under the Internal Revenue Code. It is not a determination regarding the effect of other federal or local statutes.

This determination is subject to your adoption of the proposed amendments submitted in your letter dated December 9, 2003. The proposed amendments should be adopted on or before the date prescribed by the regulations under Code section 401(b).

This determination letter is applicable for the amendment(s)executed on 10/25/02 & 6/24/02.

This determination letter is also applicable for the amendment(s) dated 10/1/01 & 4/20/01.

This letter considers the changes in qualification requirements made by

B-1

Deere & Company

the Uruguay Round Agreements Act, Pub. L. 103-465, the Small Business Job Protection Act of 1996, Pub. L. 104-188, the Uniformed Services Employment and Reemployment Rights Act of 1994, Pub. L. 103-353, the Taxpayer Relief Act of 1997, Pub. L. 105-34, the Internal Revenue Service Restructuring and Reform Act of 1998, Pub. L. 105-206, and the Community Renewal Tax Relief Act of 2000, Pub. L. 106-554.

This letter may not be relied on with respect to whether the plan satisfies the requirements of section 401(a) of the Code, as amended by the Economic Growth and Tax Relief Reconciliation Act of 2001, Pub. L. 107-16.

The requirement for employee benefits plans to file summary plan descriptions (SPD) with the U.S. Department of Labor was eliminated effective August 5, 1997.  For more details, call 1-800-998-7542 for a free copy of the SPD card.

The information on the enclosed addendum is an integral part of this determination. Please be sure to read and keep it with this letter.

If you have any questions concerning this matter, please contact the person whose name and telephone number are shown above.

Sincerely yours,

/s/ Paul T. Shultz

Paul T. Shultz

Director,

Employee Plans Rulings & Agreements

Enclosures:
Publication 794
Addendum

Letter 835 (DO/CG)

B-2

DEERE & COMPANY

This determination also applies to amendments adopted 11/28/00, 1/12/00, 10/6/99, 11/23/98, 7/1/98, 1/7/98, 11/5/97, 9/3/97, 1/23/01, 12/10/00, 4/27/00, 2/16/00, 10/13/99, 8/11/99, 10/12/99, 9/9/97, 4/2/97 & 8/28/00.

This determination letter acknowledges receipt of the provisions intended to satisfy the requirements of section 401(a) of the Code, as amended by the Economic Growth and Tax Relief Reconciliation Act of 2001, Pub. L. 107-16.

Letter 835 (DO/CG)

B-3

EX-23.2

EXHIBIT 23.2

[Letterhead]

Deloitte &
Touche LLP

111 S. Wacker Drive
Chicago, Illinois 60606-4301

USA

Tel: +1 312 486 1000

Fax: +1 312 486 1486

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in this Registration Statement of the John Deere Savings and Investment Plan on Form S-8 of our report relating to the financial statements and financial statement schedule of Deere & Company and subsidiaries, and management’s report of the effectiveness of internal control over financial reporting dated December 18, 2006, appearing in the Annual Report on Form 10-K of Deere & Company and subsidiaries for the year ended October 31, 2006 and our report dated February 27, 2007 appearing in the Annual Report on Form 11-K of the John Deere Savings and Investment Plan for the year ended October 31, 2006.

/s/ DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP

February 27, 2007

C-1