EXHIBIT 3.3

                AMENDMENT OF RESTATED ARTICLES OF INCORPORATION

                                       OF

                         LEGGETT & PLATT, INCORPORATED
- --------------------------------------------------------------------------------

TO:  Honorable Rebecca McDowell Cook
     Secretary of State
     State of Missouri
     Corporation Division
     PO Box 778
     Jefferson City, MO 65102

     Pursuant to the provisions of The General and Business Corporation Law of
Missouri, the undersigned Corporation certifies the following:

                                       I.

     The present name of the Corporation is Leggett & Platt, Incorporated.  The
name under which it was originally organized was Leggett & Platt Spring Bed and
Manufacturing Company.

                                      II.

     An amendment to the Corporation's Restated Articles of Incorporation was
adopted by the shareholders on May 12, 1999.

                                      III.

     The amendment is as follows:

     The introductory paragraph of Article III is amended to read in its
entirety as follows:

          "The aggregate number of shares which the corporation shall have the
          authority to issue is Six Hundred Million (600,000,000) shares of
          Common Stock of One Cent ($.01) par value and One Hundred Million
          (100,000,000) shares of Preferred Stock without par value."

                                      IV.

     The only class of the Corporation's securities entitled to vote on this
amendment was the Corporation's Common Stock, $.01 par value.  Of the
197,803,977 shares of Common Stock, $.01 par value, issued and outstanding,
173,772,729 shares were entitled to vote on the amendment.  No outstanding
shares in any class of securities were entitled to vote as a class on the
amendment.

     The number of shares of Common Stock, $.01 par value, voted for and against
the amendment was as follows:



     No. of Shares Voted For   No. of Shares Voted Against   No. of Shares Abstained
     -----------------------   ---------------------------   -----------------------
          145,869,529                  27,449,683                   453,517
                                                       



     IN WITNESS WHEREOF, the undersigned, Ernest C. Jett, Vice President of
Leggett & Platt, Incorporated, has executed this instrument and Shonna L. Koch,
Assistant Secretary of Leggett & Platt, Incorporated, has affixed its corporate
seal hereto and attested said seal on the 20th day of May, 1999.


(CORPORATE SEAL)                         LEGGETT & PLATT, INCORPORATED
ATTEST:


/s/ SHONNNA L. KOCH                      /s/ ERNEST C. JETT
- ------------------------------------     ---------------------------------------
Shonna L. Koch, Assistant Secretary      Ernest C. Jett, Vice President


State of MISSOURI  )
                   )  ss.
County of JASPER   )

     I, Valerie L. Day, a Notary Public, do hereby certify that on this 20th day
of May, 1999, personally appeared before me Ernest C. Jett who, being by me
first duly sworn, declared that he is the Vice President of Leggett & Platt,
Incorporated, that he signed the foregoing documents as Vice President of the
Corporation, and that the statements therein contained are true.


(Notarial Seal)                         /s/ VALERIE L. DAY
                                        ----------------------------------------
                                                    Notary Public

                                        My Commission Expires: 6/27/2000