FORM 4          Check this box if no longer subject to Section 16. Form 4
or Form 5 obligations may continue. See Instruction 1(b). (Print or Type Responses)   UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden
hours per response. . . . 0.5  

1. Name and Address of Reporting Person*

2. Issuer Name and Ticker or Trading Symbol  GRO

6. Relationship of Reporting Person(s) to Issuer                 (Check all applicable)      X    Director                                        10% Owner Officer (give title below)                Other (specify below)

Eastland, Woods E.

3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)

4. Statement for Month/Day/Year June 31, 2002

(Last)   (First)     (Middle)

1304 Bayou Drive

5. If Amendment, Date of Original (Month/Day/Year)

7. Individual or Joint/Group Filing       (Check Applicable Line)     X    Form filed by One Reporting Person    Form filed by More than One Reporting Person

(Street) Indianola, MS 38751

(City)     (State)     (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)

2. Transaction Date (Month/Day/Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code (Instr. 8)

4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned Following Reported Transactions(s) (Instr. 3 and 4)

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

Amount

(A) or (D)

Price

Common Stock

06/01/2002

06/01/2002

M4(1)

5,749

A

$1.44

27,729

D

(1) This Form 4 reports a conversation of phantom stock units to common stock, pursuant to a deferred compensation plan, that should have been reported on the reporting person's June 2002 Form 4 by July 10, 2002.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr.3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

6. Date Exerciseable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Securities Beneficially Owned at End of Month (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Phantom Stock Units

1 for 1

06/01/02

06/01/02

M4

D

Common Stock

5,749

$1.44

24,383

24,383

Explanation of Responses:
	Rosalyn B. Glascoe, Attorney in Fact                                           **Signature of Reporting Person	October 1, 2002                     Date
Reminder:	Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, on of which must be manually signed. If space is insufficient, see Instruction 6 for procedure