SECURITIES AND EXCHANGE COMMISSION

AGCO Corporation

AGCO Corporation

1³/4% Convertible Senior Subordinated Notes due 2033
(Title of Class of Securities)

001084AJ1 and US001084AH57
(CUSIP Number of Class of Securities)

C. Stephen D. Lupton, Esquire
Senior Vice President and General Counsel
AGCO Corporation
4205 River Green Parkway
Duluth, Georgia 30096
(770) 813-9200
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of the Person(s) Filing Statement)

Copies to:

CALCULATION OF FILING FEE

Check the appropriate boxes to designate any transactions to which this statement relates:

Check the following box if the filing is a final amendment reporting the results of the tender offer: o

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     This Issuer Tender Offer Statement on Schedule TO (“Schedule TO”) relates to an offer by AGCO Corporation (the “Company”), a Delaware corporation, to exchange $1,000 original principal amount of the Company’s 1³/4% Convertible Senior Subordinated Notes, Series B, due 2023 (the “New Securities”) for each $1,000 original principal amount of validly tendered and accepted outstanding 1³/4% Subordinated Notes due 2033 of the Company (the “Old Notes”) upon the terms and subject to the conditions contained in the prospectus dated May 26, 2005 (as may be amended and supplemented from time to time, the “Prospectus”) and the related Letter of Transmittal, which are parts of the Company’s Registration Statement on Form S-4 (File No. 333-125255), dated the date hereof (the “Registration Statement”), and are incorporated herein by reference.

     This Schedule TO is being filed in satisfaction of the reporting requirements of Rule 13e-4(c)(2) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 1. Summary Term Sheet.

     The information under the heading “Summary” in the Prospectus is incorporated herein by reference in answer to Item 1 of this Schedule TO.

Item 2. Subject Company Information.

     (a) Name and Address. The name of the issuer of the New Securities and Old Notes is AGCO Corporation. The address of the principal executive offices of AGCO Corporation is 4205 River Green Parkway, Duluth, Georgia 30096. Its telephone number is (770) 813-9200.

     (b) Securities. This Schedule TO relates to the offer by the Company to exchange $1,000 original principal amount of its New Securities for each $1,000 original principal amount of validly tendered and accepted outstanding Old Notes. As of May 26, 2005, there was $201,250,000 aggregate principal amount of the Old Notes outstanding.

     (c) Trading Market and Price. The Old Notes that have not been sold pursuant to the Company’s resale Registration Statement on Form S-3 (No. 333-113560) are traded on the PORTAL market. The Old Notes which have been transferred under the resale registration statement are traded in the over-the-counter market. Set forth below are the high and low sales prices for the Old Notes based on each $1,000 original principal amount for the quarterly periods set forth below as reported on the TRACE system. The Old Notes commenced trading on December 17, 2003.

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Item 3. Identity and Background of Filing Person.

     (a) Name and Address. This is an issuer tender offer. The Company is the filing person. The information set forth in Item 2(a) above is incorporated herein by reference in answer to Item 3 of this Schedule TO.

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Item 4. Terms of the Transaction.

     (a) Material Terms.

     (1) Tender offers. The information under the headings “Summary—The Exchange Offer,” “Summary—Material Differences Between the Old Notes and the New Securities,” “Summary—Summary of New Securities,” “The Exchange Offer,” “Description of the New Securities,” “Description of Capital Stock” and “United States Federal Tax Considerations” in the Prospectus is incorporated herein by reference in partial answer to Item 4 of this Schedule TO.

     (2) Mergers or Similar Transactions. Not applicable.

     (b) Purchases. To the best knowledge of the Company, no Old Notes are to be purchased from any officer, director or affiliate of the Company.

Item 5. Past Contacts, Transactions, Negotiations and Agreements.

     (e) Agreements Involving Subject Company’s Securities. The discussion of the Company’s Non-employee Director Stock Incentive Plan, Long Term Incentive Plan and options plans contained in the Company’s proxy statement filed with the Commission on March 28, 2005 is incorporated herein by reference in answer to Item 5(e) of this Schedule TO.

Item 6. Purposes of the Transaction and Plans or Proposals.

     (a) Purposes. The information set forth under the headings “Summary—The Exchange Offer-Purpose of the Exchange Offer” and “The Exchange Offer-Purpose of the Exchange Offer” in the

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Prospectus is incorporated herein by reference.

     (b) Use of Securities Acquired. Any Old Notes submitted for exchange will be canceled and retired.

Item 7. Source and Amount of Funds or Other Consideration.

     The consideration for the Old Notes to be purchased by the Company is the issuance of $1,000 original principal amount of New Securities for each $1,000 original principal amount of Old Notes. The total consideration required to purchase all of the outstanding Old Notes is New Securities in the original principal amount of $201,250,000. It is not expected that alternative financing arrangements or plans will be required.

Item 8. Interest in Securities of the Subject Company.

     (a) Securities Ownership. To the best knowledge of the Company, no Old Notes are beneficially owned by any person whose ownership would be required to be disclosed by this item.

     (b) Securities Transactions. To the best knowledge of the Company, none of the persons referenced in this item has engaged in any transactions in the Old Notes during the 60 days preceding the date of this Schedule TO.

Item 9. Persons/Assets, Retained, Employed, Compensated or Used.

     (a) Solicitations or Recommendations. The information under the subheadings “Summary-The Exchange Offer-Fees and Expenses of the Exchange Offer,” “—Dealer Manager,” “—Exchange Agent” and "—Information Agent” in the Prospectus is incorporated herein by reference in answer to Item 9 of this Schedule TO.

Item 10. Financial Statements.

     Not applicable.

Item 11. Additional Information.

     Not applicable.

Item 12. Exhibits.

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Item 13. Information required by Schedule 13E-3.

     Not applicable.

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SIGNATURE

     After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: June 27, 2005

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		AGCO Corporation 4205 River Green Parkway    Duluth, GA USA 30096-2568 www.agcocorp.com Telephone 770.813.9200

FOR IMMEDIATE RELEASE
Thursday, June 23, 2005

AGCO ANNOUNCES EXTENSION OF EXCHANGE OFFER

DULUTH, GA — June 23, 2005 — AGCO Corporation (NYSE:AG), a global manufacturer and distributor of agricultural equipment, announced today that it has extended its offer to holders of its $201,250,000 aggregate principal amount of 1³/4% Convertible Senior Subordinated Notes due 2033 (CUSIP Nos. 001084AJ1 and US001084AH57) (the “Old Notes”) to exchange an equivalent principal amount of its 1³/4% Convertible Senior Subordinated Notes, Series B, due 2033 (the “New Notes”). The New Notes provide for (i) the settlement upon conversion in cash up to the principal amount of the converted New Notes with any excess conversion value settled in shares of AGCO common stock, and (ii) the conversion rate to be increased under certain circumstances if the New Notes are converted in connection with certain change of control transactions occurring prior to December 10, 2010, and otherwise are substantially the same as the Old Notes.

The expiration date for the exchange offer has been extended from 5:00 p.m., New York City time, on Thursday, June 23, 2005 to midnight, New York City time, on Wednesday, June 29, 2005. Except for the extension of the expiration date, all other terms and conditions of the exchange offer remain as set forth in the exchange offer prospectus previously furnished to holders of the Old Notes.

To date, an aggregate of approximately $201,230,000 of Old Notes have been tendered for exchange.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission (“SEC”) but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This news release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer, solicitation or sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

You are urged to read the prospectus and related materials, which have been filed as part of the registration statement, and our tender offer statement on Schedule TO because they contain important information. You may obtain a copy of these documents for free at the SEC’s website at http://www.sec.gov. A copy of the written prospectus and other materials relating to the exchange offer also can be obtained for free from the information agent, Morrow & Co., Inc., 445 Park Avenue, New York, New York 10022, Phone: 1-800-654-2468, or from Morgan

Stanley, 1585 Broadway, New York, New York 10036, Attention: Arthur Rubin, Phone: 1-800-624-1808.

AGCO Corporation, headquartered in Duluth, Georgia, is a global manufacturer and distributor of agricultural equipment and related replacement parts. AGCO products are distributed in more than 140 countries. AGCO offers a full product line including tractors, combines, hay tools, sprayers, forage, tillage equipment and implements through more than 3,900 independent dealers and distributors around the world. AGCO products are distributed under the various well-known brand names AGCO^Ò, Challenger^Ò, Fendt^®, Gleaner^Ò, Hesston^Ò, Massey Ferguson^Ò, New Idea^Ò, RoGator^Ò, Spra-Coupe^Ò, Sunflower^Ò, TerraGator^Ò, Valtra^Ò, and White^™ Planters. AGCO provides retail financing through AGCO Finance in North America and through Agricredit in Australia, the United Kingdom, France, Germany, Ireland, and Brazil. In 2004, AGCO had net sales of $5.3 billion.

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