FORM 8-A/A-1


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                    AMENDMENT NO. 1 TO REGISTRATION STATEMENT
               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(b) OR (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                        CENEX HARVEST STATES COOPERATIVES
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

       MINNESOTA                                                41-0251095
(State of incorporation                                      (I.R.S. Employer
    or organization)                                      Identification Number)

            5500 CENEX DRIVE
     INVER GROVE HEIGHTS, MINNESOTA                               55077
(Address of principal executive offices)                        (ZIP Code)


Securities to be registered pursuant to Section 12(b) of the Act:

            Title of each class          Name of each exchange on which
            to be so registered          each class is to be registered

               Not Applicable                    Not Applicable

If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [ ]

If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [X]

Securities Act registration statement file number to which this Form relates:
333-101916 (if applicable)

Securities to be registered pursuant to Section 12(g) of the Act:

                    8% Cumulative Redeemable Preferred Stock
                                (Title of class)




Item 2 of this Form 8-A  Registration Statement is amended to add the following
exhibits:


Item 2.           Exhibits.
                  --------

Number   Description
------   -----------
4.2      Revised Form of Certificate representing the 8% Cumulative Redeemable
         Preferred Stock (incorporated by reference to Exhibit 4.2 to the
         Registrant's Registration Statement on Form S-2, as amended, File No.
         333-101916).

4.3      Unanimous Written Consent Resolution of the Board of Directors of Cenex
         Harvest States Cooperatives Amending the Amended and Restated
         Resolution creating a series of Preferred Equity to be Designated 8%
         Cumulative Redeemable Preferred Stock (incorporated by reference to
         Exhibit 4.3 to the Registrant's Registration Statement on Form S-2, as
         amended, File No. 333-101916).





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                                    SIGNATURE

         Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this Amendment No. 1 to Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized.



Date: January 23, 2003                         CENEX HARVEST STATES COOPERATIVES


                                               By: /s/ David Kastelic
                                                   -----------------------------
                                                   David Kastelic
                                                   Senior Vice President and
                                                   General Counsel





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