SCHEDULE 14A
                              (RULE 14A-101)
                  INFORMATION REQUIRED IN PROXY STATEMENT

                         SCHEDULE 14A INFORMATION

                PROXY STATEMENT PURSUANT TO SECTION 14 (a)
                  OF THE SECURITIES EXCHANGE ACT OF 1934


[X]  Filed by the registrant
[  ] Filed by a party other than the registrant
Check the appropriate box:
[  ] Preliminary Proxy Statement
[  ] CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE
     14a-6(e) (2))
[X]  Definitive Proxy Statement
[  ] Definitive Additional Materials
[  ] Soliciting Material Pursuant to Rule 14a--11 (c) or Rule 14a-12

                        PILGRIM'S PRIDE CORPORATION

             (NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                (NAME OF PERSONS{S} FILING PROXY STATEMENT,
                       IF OTHER THAN THE REGISTRANT)

Payment of filing fee (Check the appropriate box):
[X]  No Fee Required
[  ] Fee computed on table below per Exchange Act Rules 14a-6(I) (1) and 0-
     11.
     (1)  Title of each class of securities to which transaction applies.
     (2)  Aggregate number of securities to which transaction applies.
     (3)  Per unit price or other underlying value of transaction computed
          pursuant to Exchange Act Rule 0-11 (Set forth the amount on which
          the filing fee is calculated and state how it was determined):
     (4)  Proposed maximum aggregate value of transaction:
     (5)  Total fee paid:

[  ] Fee paid previously with preliminary materials:
[  ] Check box if any part of the fee is offset as provided by Exchange Act
     Rule 0-11(a) (2) and identify the filing for which the offsetting fee
     was paid previously.  Identify the previous filing by registration
     statement number, or the Form or Schedule and the date of its filing.
     (1)  Amount Previously Paid:
     (2)  Form, Schedule or Registration Statement No.:
     (3)  Filing Party:
     (4)  Date Filed:







                          PILGRIM'S PRIDE CORPORATION
                            110 SOUTH TEXAS STREET
                            PITTSBURG, TEXAS 75686


               NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

                TO BE HELD WEDNESDAY, FEBRUARY 2, 2000

      The  Annual  Meeting  of Stockholders of Pilgrim's Pride Corporation (the
"Company") will be held at the Company's headquarters building, 110 South Texas
Street, Pittsburg, Texas, Wednesday,  February  2,  2000,  at 11:00 a.m., local
time, to consider the following matters:

     1. The election of ten Directors for the ensuing year;

     2. The approval of the Company's Senior Executive Performance Bonus Plan;

     3. The appointment of Ernst & Young LLP as the Company's independent
       auditors for the
           fiscal year ending September 30, 2000; and

     4. To transact such other business as may be properly brought before the
       meeting or any
           adjournment.  No other matters are expected to be voted on at the
     meeting.

      The  Board of Directors has fixed the close of business  on  December  6,
1999, as the  record  date  for  determining stockholders of record entitled to
notice of, and to vote at, the meeting.





                                       RICHARD A. COGDILL
Pittsburg, Texas        EXECUTIVE   VICE  PRESIDENT,  CHIEF  FINANCIAL OFFICER,
D
ecember 13, 1999                      SECRETARY AND TREASURER


                        YOUR VOTE IS IMPORTANT!
            PLEASE SIGN AND RETURN THE ACCOMPANYING PROXY.




                    PILGRIM'S PRIDE CORPORATION
                      110 SOUTH TEXAS STREET
                            PITTSBURG, TEXAS 75686


                                PROXY STATEMENT
                              GENERAL INFORMATION

      The  Board of Directors of Pilgrim's Pride  Corporation  (the  "Company")
solicits stockholders'  proxies  in the accompanying form for use at the Annual
Meeting of Stockholders to be held  on  February  2, 2000, at 11:00 a.m., local
time, at the Company's headquarters at 110 South Texas Street, Pittsburg, Texas
and  at any adjournments thereof (the "Meeting").  This  Proxy  Statement,  the
accompanying  proxy  card  and the Company's 1999 Annual Report to Stockholders
are being mailed, beginning  on or about December 13, 1999, to all stockholders
entitled to receive notice of, and to vote at, the Meeting.

     The principal executive offices  of  the  Company are located at 110 South
Texas Street, Pittsburg, Texas 75686.  Any writing  required  to be sent to the
Company should be mailed to this address.

OUTSTANDING VOTING SECURITIES

      Each stockholder of record at the close of business on December  6,  1999
(the "Record  Date"),  will  be  entitled  to  one  vote  for each share of the
Company's Class A common stock, $.01 par value per share, and  twenty votes for
each  share  of the Company's Class B common stock, $.01 par value  per  share,
held on the Record  Date.   The accompanying proxy card indicates the number of
shares to be voted.  On December  6,  1999, there were 13,794,529 shares of the
Company's Class A common stock issued and outstanding and there were 27,589,250
shares of the Company's Class B common  stock  issued  and outstanding. For all
proposals  at the Meeting, the votes of holders of Class  A  common  stock  and
Class B common stock will be counted together as a single class.

VOTING OF PROXIES

     Because  many  of  the  Company's  stockholders  are  unable to attend the
Meeting,  the  Board  of  Directors  solicits  proxies  by  mail to  give  each
stockholder an opportunity to vote on all items of business scheduled  to  come
before the Meeting.  Each stockholder is urged to:

     (1) read carefully the material in this Proxy Statement;

      (2)  specify  his  or  her voting instruction on each item by marking the
appropriate                    boxes                   on                   the
   accompanying proxy card; and

      (3) sign, date and return the  card  in  the  enclosed,  postage  prepaid
envelope.

     The accompanying proxy card provides a space, with respect to the election
of Directors,  for a stockholder to withhold voting for any or all nominees for
the Board of Directors,  but  does  not  permit  a  stockholder to vote for any
nominee  not named on the proxy card.  The card also allows  a  stockholder  to
abstain from voting on any other item if the stockholder chooses to do so.

     When  the  accompanying  proxy card is properly executed and returned with
voting instructions with respect  to  any  of  the  items to be voted upon, the
shares  represented  by  the  proxy  will  be  voted  in  accordance  with  the
stockholder's directions by the persons named on the proxy  card  as proxies of
the  stockholders.   If  a  proxy  card is signed and returned, but no specific
voting instructions are given, the shares represented by the proxy card will be
voted  for  the  election  of  the ten nominees  for  Directors  named  on  the
accompanying  proxy  card,  for approval  of  the  Company's  Senior  Executive
Performance Bonus Plan (the "Plan")  and  for  the appointment of Ernst & Young
LLP as the Company's independent auditors.

     Unless otherwise indicated by the stockholder,  returned  proxy cards also
confer  upon  the  persons  named  on the card, as proxies for the stockholder,
discretionary authority to vote all  shares  of  stock represented by the proxy
card  on  any item of business that is properly presented  for  action  at  the
Meeting, even if not described in this Proxy Statement.  If any of the nominees
for Director  named  below  should be unable or unwilling to accept nomination,
the proxies will be voted for  the  election  of  such  other  person as may be
recommended by the Board of Directors.  The Board of Directors, however, has no
reason  to  believe  that  any  item  of  business not set forth in this  Proxy
Statement will come before the Meeting or that any of the nominees for Director
will be unavailable for election.

     The proxy does not affect a stockholder's  right  to vote in person at the
Meeting.  If a stockholder executes a proxy, he or she may  revoke  it  at  any
time before it is voted by submitting a new proxy card, or by communicating his
or  her  revocation  in writing to the Secretary of the Company or by voting by
ballot at the Meeting.

VOTES REQUIRED

     The holders of at  least  a  majority  of the combined voting power of the
Company's  Class A common stock and Class B common  stock  outstanding  on  the
Record Date  must  be  present  in  person  or  by proxy at the Meeting for the
Meeting  to  be  held.   Abstentions  and  broker  non-votes   are  counted  in
determining  whether  at least a majority of the voting power of the  Company's
Class A common stock and  Class  B  common stock outstanding on the Record Date
are present at the Meeting.

     Directors will be elected by a plurality of the votes cast at the Meeting.
The affirmative vote of a majority of  the  voting  power  of each class of the
Company's  common stock outstanding on the Record Date is required  to  approve
the Plan.  The  affirmative  vote  of  a  majority  of  the voting power of the
Company's  Class  A  common  stock  and  Class  B common stock represented  and
entitled  to  vote  at  the  Meeting  is required for the  appointment  of  the
Company's independent auditors and approval of any other item of business to be
voted upon at the Meeting. Abstentions  from  voting  on  any  matter  will  be
included  in the voting tally.  Abstentions will have no effect on the election
of Directors.   Abstentions  will  have  the  same  effect as votes against the
proposal  to  approve  the  Plan  and  the  proposal to appoint  the  Company's
independent auditors. Broker non-votes are shares  held  by a broker or nominee
which are represented at the Meeting, but with respect to  which such broker or
nominee  is not empowered to vote on a particular proposal.   Broker  non-votes
will have no effect on the election of Directors or the proposal to appoint the
Company's  independent auditors.  Broker non-votes will have the same effect as
votes against  the  proposal  to approve the Plan. Lonnie "Bo" Pilgrim owned or
controlled 8,390,318 shares (60.8%)  of  the Company's Class A common stock and
16,773,492 shares (60.8%) of the Company's  Class  B common stock on the Record
Date, or 60.8% of the combined voting power of both  classes of stock, and thus
will be able to elect all of the nominees for Directors,  approve  the Plan and
approve Ernst & Young LLP as independent auditors for the Company.


STOCKHOLDER PROPOSALS FOR 2001 ANNUAL MEETING

      The  Company's  Amended  and  Restated  Corporate  Bylaws  state  that  a
stockholder  must  give  the  Secretary  of  the Company written notice, at the
Company's principal executive offices, of its  intent  to present a proposal at
the Company's 2001 Annual Meeting of Stockholders by October  5,  2000, but not
before May 8, 2000.  Additionally, in order for stockholder proposals which are
submitted  pursuant to Rule 14a-8 of the Securities Exchange Act of  1934  (the
"Exchange Act")  to be considered by the Company for inclusion in the Company's
proxy materials for  the  2001  Annual  Meeting  of  Stockholders, they must be
received by the Secretary of the Company no later than the close of business on
August 15, 2000 and no earlier than May 8, 2000.

COST OF PROXY SOLICITATION

     The Company will bear the cost of the Meeting and  the  cost of soliciting
proxies  in  the  accompanying  form, including the cost of mailing  the  proxy
material.  In addition to solicitation  by  mail, Directors, officers and other
employees of the Company may solicit proxies  by  telephone or otherwise.  They
will  not  be  specifically compensated for such services.   The  Company  will
request brokers  and  other  custodians,  nominees  and  fiduciaries to forward
proxies and proxy soliciting material to the beneficial owners of the Company's
Class  A  common  stock  and  Class B common stock and to secure  their  voting
instructions, if necessary.  The  Company  will reimburse them for the expenses
in so doing.

BOARD OF DIRECTORS

      The  Board  of Directors has the responsibility  for  establishing  broad
corporate policies and for the overall performance of the Company.  However, it
is not involved in day-to-day operating details.  Members of the Board are kept
informed of the Company's  business  through  discussions with the Chairman and
other officers, by reviewing analyses and reports  sent  to them each month, as
well as by participating in Board and committee meetings.

BOARD COMMITTEES

     To assist in carrying out its duties, the Board of Directors has delegated
certain  authority  to  the Audit and Compensation Committees.   The  Board  of
Directors does not maintain  a  Nominating Committee.  The members of the Audit
Committee are Charles L. Black, Robert  E.  Hilgenfeld,  Vance  C. Miller, Sr.,
James  G.  Vetter,  Jr.,  and  Donald L. Wass.  The members of the Compensation
Committee are Lonnie "Bo" Pilgrim,  Robert E. Hilgenfeld, Vance C. Miller, Sr.,
Lonnie Ken Pilgrim, James G. Vetter, Jr., and Charles L. Black.  Each Committee
meets  to  examine  various  facets  of  the   Company's  operations  and  take
appropriate  action or make recommendations to the  Board  of  Directors.   The
Audit Committee's  responsibilities include making recommendations to the Board
of Directors regarding  the  selection  of  independent  public accountants and
reviewing the plan and results of the audit performed by the public accountants
of the Company and the adequacy of the Company's systems of internal accounting
controls,  and monitoring compliance with the Company's conflicts  of  interest
and business ethics policies.  The Compensation Committee reviews the Company's
remuneration  policies  and  practices  and  establishes  the  salaries  of the
Company's officers. In connection with its adoption of the Plan, for which  the
Company  is  seeking stockholder approval at the Meeting, a subcommittee of the
Compensation Committee consisting of Charles L. Black and Vance C. Miller, Sr.,
was established.   This  subcommittee  will  be  responsible  for administering
certain aspects of the Plan, as more fully described under the caption "Item 2.
Proposal to Approve the Senior Executive Performance Bonus Plan."

MEETINGS

     During the Company's fiscal year ending October 2, 1999, there  were  nine
meetings  of  the  Board of Directors, two meetings of the Audit Committee, and
one meeting of the Compensation  Committee.  During fiscal 1999, each member of
the  Board  of  Directors  attended at least 75% of  the  aggregate  number  of
meetings of the Board and Board Committees on which the Director served.

                         ELECTION OF DIRECTORS

    At the Meeting, ten Directors  are  to  be elected, each to hold office for
one year or until his successor is duly elected and qualified. Unless otherwise
specified on the proxy card, the shares represented  by the enclosed proxy will
be  voted  for  the  election of the ten nominees named below.   The  Board  of
Directors has no reason  to believe that any nominee will be unable to serve if
elected.  In the event any nominee shall become unavailable for election, it is
intended that such shares  will  be  voted  for  the  election  of a substitute
nominee selected by the Board of Directors.

                         NOMINEES FOR DIRECTOR

   LONNIE  "BO"  PILGRIM,  71,  has  served as Chairman of the Board since  the
organization of the Company in July 1968.   He  was  previously Chief Executive
Officer  from  July  1968  to  June  1998.  Prior to the incorporation  of  the
Company, Mr. Pilgrim was a partner in  the  Company's  predecessor  partnership
business founded in 1946.

   CLIFFORD E. BUTLER, 57, serves as Vice Chairman of the Board.  He joined the
Company as Controller and Director in 1969, was named Senior Vice President  of
Finance  in 1973, became Chief Financial Officer and Vice Chairman of the Board
in July 1983,  became  Executive  President  in January 1997 and served in such
capacity through July 1998.

   DAVID VAN HOOSE, 58, serves as Chief Executive  Officer, President and Chief
Operating Officer (Principal Executive Officer) of the  Company.  He  became  a
Director in July 1998. He was named Chief Executive Officer and Chief Operating
Officer  in  June 1998 and President in July 1998.  He was previously President
of Mexico Operations  from  April  1993 to June 1998 and Senior Vice President,
Director General, Mexico Operations  from  August  1990 to April 1993.  Mr. Van
Hoose was employed by the Company in September 1988  as  Senior Vice President,
Texas Processing.  Prior to that, Mr. Van Hoose was employed  by  Cargill, Inc.
as General Manager of one of its chicken operations.

   RICHARD  A.  COGDILL,  39,  has  served  as Executive Vice President,  Chief
Financial Officer, Secretary and Treasurer (Principal  Financial and Accounting
Officer)  since  January  1997.   He  became  a  Director  in  September  1998.
Previously  he  served  as  Senior  Vice President, Corporate Controller,  from
August 1992 through December 1996 and  as Vice President, Corporate Controller,
from October 1991 through August 1992.   Prior  to October 1991 he was a Senior
Manager with Ernst & Young LLP.  He is a Certified Public Accountant.

   LONNIE KEN PILGRIM, 41, has been employed by the  Company since 1977 and has
been Senior Vice President, Transportation since August 1997.  Prior to that he
served the Company as its Vice President, Director of  Transportation.   He has
been  a  member  of  the  Board  of Directors since March 1985.  He is a son of
Lonnie "Bo" Pilgrim.

   Charles  L.  Black,  70, was Senior  Vice  President,  Branch  President  of
NationsBank, Mt. Pleasant,  Texas,  from  December  1981  to  his retirement in
February 1995. He previously was a Director of the Company from  1968 to August
1992 and has served as a Director since his re-election in February 1995.

   ROBERT  E.  HILGENFELD,  74,  was elected a Director in September 1986.  Mr.
Hilgenfeld was Senior Vice President-Marketing-Processing  for the Company from
1969 to 1972 and for seventeen years prior to that worked in  various sales and
management positions for the Quaker Oats Company. From 1972 until  April  1986,
he  was  employed  by  Church's  Fried  Chicken  Company  ("Church's")  as Vice
President-Purchasing  Group,  Vice President and Senior Vice President. He  was
elected a Director of Church's in 1985 and retired from Church's in April 1986.
Since retirement he has served  as  a consultant to various companies including
the Company.

   VANCE C. MILLER, SR., 65, was elected  a  Director  in  September  1986. Mr.
Miller  has  been  Chairman  of  Vance  C.  Miller  Interests,  a  real  estate
development company formed in 1977, and has served as the Chairman of the Board
and  Chief  Executive  Officer  of  Henry S. Miller Cos., a Dallas, Texas, real
estate services firm, since 1991. Mr.  Miller  also  serves  as  a  director of
Resurgence Properties, Inc.

   JAMES G. VETTER, JR., 65, has practiced law in Dallas, Texas, since 1966. He
is  a  shareholder  of  the  Dallas  law  firm  of Godwin, White & Gruber, P.C.
(formerly Godwin & Carlton, P.C.), and has served  as  general  counsel  and  a
Director  since  1981.  Mr.  Vetter is a Board Certified-Tax Law Specialist and
serves as a lecturer and author in tax matters.

   DONALD L. WASS, PH. D., 67,  was  elected  a  Director of the Company in May
1987. He has been President of the William Oncken  Company  of  Texas,  a  time
management consulting company, since 1970.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

      During  fiscal  1999, the members of the Company's Compensation Committee
were Lonnie "Bo" Pilgrim,  Robert  E.  Hilgenfeld, Vance C. Miller, Sr., Lonnie
Ken Pilgrim, James G. Vetter, Jr., and Charles L. Black.

     The Company has been and continues  to  be a party to certain transactions
with Lonnie "Bo" Pilgrim and a law firm affiliated  with  James  G. Vetter, Jr.
These transactions, along with all other transactions between the  Company  and
affiliated  persons,  require  the prior approval of the Audit Committee of the
Board of Directors.

     The Company's transactions with Lonnie "Bo" Pilgrim, Chairman of the Board
of  the  Company, have allowed the  Company  to  obtain  the  use  of  required
production  facilities and equipment on terms which management believes are not
less favorable  to  the Company than could have been arranged with unaffiliated
persons.  Since 1985,  Lonnie  "Bo"  Pilgrim,  Chairman  of  the  Board  of the
Company,  has  engaged  in  chicken  grow-out operations with the Company which
involve the purchase of chicks, feed and veterinary and technical services from
the Company and the growing-out of chickens  to maturity at which time they are
purchased by the Company.  Chicks, feed and services  are  purchased  from  the
Company  for  their  fair  market  value,  and the Company purchases the mature
chickens from Mr. Pilgrim at market-quoted prices  at  the  time  of  purchase.
Management  of  the Company believes that this operation is conducted on  terms
not less favorable  to  the  Company  than  those  which could be arranged with
unaffiliated persons. During fiscal year 1999, the Company  paid  Mr.  Pilgrim,
doing  business  as  Pilgrim  Poultry  G.P.  ("PPGP"), $26,899,000 for chickens
produced in his grow-out operations, and PPGP  paid the Company $25,076,000 for
chicks, feed and services.  Lonnie "Bo" Pilgrim is the sole proprietor of PPGP.

     PPGP also produces eggs for the Company.  In addition to the chicken grow-
out operations described above, PPGP contracts with  the  Company  to house and
care  for Company flocks used for egg production and is paid an egg grower  fee
based on  actual  production.   The  egg  grower  contract between PPGP and the
Company renews automatically as each expended flock  of laying hens is replaced
by a new flock.  The contract is cancelable by either  party  at any time prior
to the time when the then current producing flock is 48 weeks old.  Flocks  are
normally  replaced  every  14  months.  Management of the Company believes that
these relationships are on terms  not  less favorable to the Company than those
which could be arranged with unaffiliated persons. During fiscal year 1999, the
Company paid contract egg grower's fees to PPGP of $4,501,000.

     Since 1985, the Company has leased  an  airplane  from Lonnie "Bo" Pilgrim
under a lease agreement which provides for monthly lease  payments  of  $33,000
plus  operating expenses, which terms management of the Company believes to  be
substantially  similar  to  those obtainable from unaffiliated parties.  During
fiscal 1999, the Company had  lease expenses of $396,000 and operating expenses
of $136,000 associated with the use of this airplane.

     Historically, much of the  Company's debt has been guaranteed by the major
stockholders of the Company. In consideration  of  such guarantees, the Company
has  paid  such  stockholders  a quarterly fee equal to  .25%  of  the  average
aggregate outstanding balance of such guaranteed debt.  During fiscal 1999, the
Company incurred $771,000 for such  guarantees and paid $759,000 to Lonnie "Bo"
Pilgrim and $40,000 to Lonnie Ken Pilgrim,  a  Director  of the Company. During
fiscal 1999, Lonnie "Bo" Pilgrim and his three children created  a  new  entity
named  Pilgrim  Interests,  Ltd.  and beginning in the fourth quarter of fiscal
1999, Pilgrim Interests, Ltd., began  guaranteeing certain debt of the Company.
This new entity will take the place of  and  will  be paid on the same basis as
the stockholders were above.

     Godwin, White & Gruber, P.C., has represented and currently represents the
Company in connection with a variety of legal matters.   James  G. Vetter, Jr.,
is  a Director of the Company and is a shareholder of Godwin, White  &  Gruber,
P.C.   During  fiscal year 1999, the Company paid Godwin, White & Gruber, P.C.,
legal fees of $164,501 in connection with such matters.

   Mr. Hilgenfeld,  a member of the Company's Compensation Committee, served as
an officer of the Company prior to 1973.





                                 COMPENSATION
EXECUTIVE COMPENSATION

     The following table  sets  forth  a  summary  of  compensation paid to the
Company's  Chief Executive Officer and its four other most  highly  compensated
executive officers.

                      SUMMARY COMPENSATION TABLE

ANNUAL COMPENSATION


<TABLE>
<CAPTION>
                                                      Other           All
                            Fiscal                    Annual         Other
NAME AND PRINCIPAL POSITION  Year  SALARY   BONUS  COMPENSATION COMPENSATION(1)
<S>                         <C>    <C>      <C>       <C>           <C>    
Lonnie "Bo" Pilgrim          1999  $717,191 $748,417    $22,594         $8,349
 Chairman of the Board       1998   501,314  210,975     36,558         11,430
                             1997   487,672  139,571     28,127         11,123

David Van Hoose              1999   419,468  503,921     10,486          9,689
 Chief Executive Officer,    1998   283,395  200,000      6,579          6,704
 President and               1997   254,992   72,978      6,000          7,042
 Chief Operating Officer

Clifford E. Butler           1999   395,819  386,722      9,868          3,032
 Vice Chairman of the Board  1998   372,267  156,666      9,304          3,213
                             1997   344,679   98,647     14,651          2,596

Robert L. Hendrix            1999   280,364  336,813      6,987          6,570
 Executive Vice President-   1998   262,119  110,356      6,523          4,801
 Growout and Processing      1997   254,992   72,978     15,200          7,276

Richard A. Cogdill           1999   220,328  310,000      5,489          1,075
 Executive Vice President    1998   204,905  100,000      5,115            776
 Chief Financial Officer     1997   190,575   54,542     10,540            458
 Secretary and Treasurer

</TABLE>

_____________________


(1) Includes the following items of compensation:
  a. Company's  contributions  to  the named individual under its 401(k) Salary
     Deferral Plan in the following  amounts:  Lonnie  "Bo" Pilgrim, $52 (1999,
     1998 & 1997); Clifford E. Butler, $318 (1999), $312  (1998),  $792 (1997);
     David Van Hoose, $318 (1999), $312 (1998), $707 (1997); Robert L. Hendrix,
     $318  (1999),  $318  (1998),  $792  (1997);  and Richard A. Cogdill,  $318
     (1999), $312 (1998), $260 (1997); and

  b. Section 79 income to the named individual due to group term life insurance
     in  excess  of  $50,000  in the following amounts:  Lonnie  "Bo"  Pilgrim,
     $8,296 (1999), $11,379 (1998),  $11,071 (1997); Clifford E. Butler, $2,714
     (1999), $2,901 (1998), $1,804 (1997);  David  Van  Hoose,  $6,392  (1999),
     $6,392  (1998),  $6,335  (1997);  Robert L. Hendrix, $6,252 (1999), $4,482
     (1998), $6,484 (1997); Richard A. Cogdill,  $757 (1999), $464 (1998), $198
     (1997).

DIRECTORS' FEES

    The Company pays its Directors who are not employees  of the Company $4,000
per meeting attended, plus expenses.
R
EPORT OF COMPENSATION COMMITTEE

     The Compensation Committee establishes executive compensation and oversees
the  administration  of  the bonus plan for key members of management  and  the
Company's employee benefit plans.

     The following is a report  submitted by the Compensation Committee members
in  their  capacity  as  the Board's  Compensation  Committee,  addressing  the
Company's compensation policy as it related to the named executive officers for
fiscal 1999.

PERFORMANCE MEASURES

       The  Compensation  Committee's   establishment   of   annual   executive
compensation  is  a  subjective  process  in which the Committee considers many
factors including the Company's performance  as  measured  by  earnings for the
year,  each  executive's  specific  responsibilities, the contribution  to  the
Company's profitability by each executive's  specific  areas of responsibility,
the level of compensation believed necessary to motivate  and  retain qualified
executives, and the executive's length of time with the Company.

FISCAL  COMPENSATION

     For fiscal 1999, the Company's executive compensation program consisted of
(a)  base  salary,  (b) a discretionary bonus based upon the factors  described
above, (c) the bonus  plan  described  below,  (d) Company contributions to the
Company's  401(k)  salary  deferral  plan  which  are   made  up  of  mandatory
contributions of one dollar per week and matching contributions  of  up to five
dollars per week and additional matching contributions of up to four percent of
an executive's compensation subject to an overall Company contribution limit of
five percent of domestic income before taxes, and (e) Company contributions  to
the  Employee Stock Investment Plan in an amount equal to 33 1/3 percent of the
officers'  payroll  deduction for purchases of the Company's common stock under
the plan, which deductions  are  limited to 7 1/2 percent of the officer's base
pay.

     In establishing the fiscal 1999  compensation for Lonnie "Bo" Pilgrim, the
Company's  Chairman  of  the  Board, the Compensation  Committee  adjusted  Mr.
Pilgrim's  annual  base salary from  $501,549  to  $1,040,000  to  reflect  his
contribution to the  Company's  excellent performance in fiscal 1998 and fiscal
1999 and his bonus was determined  pursuant  to the bonus plan discussed below.
No discretionary bonuses were awarded to Mr. Pilgrim for fiscal 1999.

     In establishing the fiscal 1999 compensation  for  David  Van Hoose as the
Company's Chief Executive Officer, President and Chief Operating  Officer,  the
Compensation  Committee  adjusted  Mr.  Van  Hoose's  annual  base  salary from
$400,000 to $412,000 to reflect changes in the cost of living.  Mr. Van Hoose's
bonus  for fiscal 1999 consisted of a bonus awarded pursuant to the bonus  plan
discussed  below,  plus  a  discretionary bonus of $26,553.  This discretionary
bonus  was  made  in  response  to   the  Compensation  Committee's  subjective
assessment of Mr. Van Hoose's contribution  to  the  Company's  performance  in
fiscal 1999.

      The  Company's objective is to obtain financial performance that achieves
increased return  on  equity,  sales volume, earnings per share and net income.
The  Committee  believes  that  linking  executive  compensation  to  corporate
performance results in a better alignment  of compensation with corporate goals
and stockholder interests.

     The Company has maintained a bonus plan which provides for five percent of
the Company's U.S. income before income taxes{  } to be allocated among certain
key  members  of  management.   Such  amount  is  allocated   among   all  plan
participants based upon the ratio of each participant's eligible salary  to the
aggregate  salaries  of all participants and the number of months of the fiscal
year  the  participant  was   approved   for  participation,  subject  to  such
adjustments as the Compensation Committee  deems  appropriate.  In fiscal 1999,
there  were 16 participants in the plan, including the Chairman of  the  Board,
the Vice  Chairman  of  the  Board,  the Chief Executive Officer, President and
Chief Operating Officer, the four Executive  Vice  Presidents,  the  six Senior
Vice  Presidents and three other employees. This bonus plan has been terminated
with respect  to  fiscal  years  ending  after October 2, 1999, and, subject to
stockholder approval at the Meeting, will  be  replaced  by  the Plan described
elsewhere in this Proxy Statement.


                                            Lonnie "Bo" Pilgrim
                                            Robert E. Hilgenfeld
                                            Vance C. Miller, Sr.
                                            Lonnie Ken Pilgrim
                                            James G. Vetter, Jr.
                                            Charles L. Black


<PAGE>
                          COMPANY PERFORMANCE

      The  following  graph  shows  a five year comparison of cumulative  total
returns for the Company, the Russell  2000  composite  index  and  a peer group
selected by the Company.


            COMPARISON OF FIVE YEAR CUMULATIVE TOTAL RETURN
          AMONG THE COMPANY, THE RUSSELL 2000 INDEX AND A PEER GROUP




                                             Cumulative Total Return

<TABLE>
<CAPTION>

                         10/1/94   9/30/95  9/28/96  9/27/97  9/26/98  10/2/99
<S>                      <C>       <C>      <C>      <C>      <C>      <C>
PILGRIM'S PRIDE 
 CORPORATION-CLASS A(1)        -         -        -        -      100       58

PILGRIM'S PRIDE 
 CORPORATION-CLASS B(1)      100        82       91      163      204       92

PEER GROUP                   100       104       96      135      133       89

RUSSELL 2000                 100       123      140      186      154      177
</TABLE>


     (1)On July 30, 1999, the Company issued a stock dividend of one  share  of
Class  A  common  stock  for  every  two shares of Class B common stock held to
stockholders of record on June 30, 1999.  This  was  the  first issuance of the
Company's  Class  A common stock. The above results for the Company's  Class  B
common stock were adjusted for the Class A common stock dividend. The Company's
Class A common stock was not outstanding at the beginning of fiscal 1999 and is
presented on a separate line of the graph.

     The total cumulative  return  on  investment (change in the year end stock
price plus reinvested dividends) for each  of  the periods for the Company, the
Russell 2000 composite index and the peer group  is based on the stock price or
composite index at the end of fiscal 1995.

     The above graph compares the performance of the  Company  with that of the
Russell 2000 composite index and a group of peer companies with  the investment
weighted  on  market capitalization. Companies in the peer group are  Sanderson
Farms, Inc., WLR  Foods,  Inc.,  Cagles,  Inc.,  Seaboard  Corporation  and the
Company. These companies were selected because of their similar operations  and
market  capitalizations  relative  to  the  Company  and  were  approved by the
Compensation Committee.


                      CERTAIN OTHER TRANSACTIONS

      The  Company  has  entered into chicken grower contracts involving  farms
owned by certain of its officers,  providing  the  placement  of  Company-owned
flocks  on their farms during the grow-out phase of production.  The  contracts
are on terms  substantially  the  same as contracts entered into by the Company
with unaffiliated parties and can be terminated by either party upon completion
of the grow-out of each flock.  The  aggregate  amounts  paid by the Company to
its officers and Directors under grower contracts during the  fiscal  year 1999
were  as  follows:  Clifford  E. Butler--$180,476, O.B. Goolsby--$139,656,  and
James J. Miner--$208,194.  See  "Compensation  Committee Interlocks and Insider
Participation" for a discussion of the Company's  transactions with Lonnie "Bo"
Pilgrim, Lonnie Ken Pilgrim and James G. Vetter, Jr.


                          SECURITY OWNERSHIP

      The  following  table  sets  forth,  as  of  December  7,  1999,  certain
information with respect to the beneficial ownership  of  the Company's Class A
common  stock  and  Class  B common stock by (a) each stockholder  beneficially
owning at least 5% of the Company's  outstanding Class A common stock and Class
B common stock; (b) each Director of the  Company  who  is a stockholder of the
Company;   (c)  each  of  the  executive  officers  listed  in  the   executive
compensation  table  who is a stockholder of the Company; and (d) all executive
officers and Directors of the Company as a group.


<TABLE>
<CAPTION>
 
                          Amount and                 Amount and
                           Nature of                  Nature of
                           Beneficial     Percent     Beneficial     Percent
                          Ownership of       of      Ownership of      of
                            Class A       Class A      Class B      Class B
NAME OF BENEFICIAL OWNER  COMMON STOCK  COMMON STOCK COMMON STOCK COMMON STOCK
<S>                          <C>           <C>         <C>             <C>
Pilgrim Interests, Ltd.      7,200,474     52.2%       14,395,385      52.2%
  110 South Texas Street
  Pittsburg, Texas 75686
Lonnie "Bo" Pilgrim          8,390,313     60.8%       16,773,492       60.8%
  110 South Texas Street
  Pittsburg, Texas 75686  
Lonnie Ken Pilgrim(a)(b)(c)  7,490,141     54.3%       14,951,372       54.2%
  110 South Texas Street
  Pittsburg, Texas 75686   
Clifford E. Butler(b)           21,041       (d)           35,121          (d)
Robert L. Hendrix(b)            13,596       (d)           27,153          (d)
Richard A. Cogdill(b)            7,009       (d)            9,167          (d)
David Van Hoose(b)              33,888       (d)            8,195          (d)
James G. Vetter, Jr.               975       (d)            1,550          (d)
Donald L. Wass                     150       (d)              300          (d)
Robert Hilgenfeld                9,100       (d)                -            -
All executive officers and
 Directors as a group
 (18 persons)                8,730,114     62.9%       17,337,268        62.8%
</TABLE>

___________________

(a)  Includes 7,200,474 shares of Class A common stock and 14,395,385 shares of
     Class  B common stock  held  of  record  by  Pilgrim  Interests,  Ltd.,  a
     partnership  formed by Mr. Pilgrim's family of which Lonnie A. Pilgrim and
     Lonnie Ken Pilgrim  are  managing partners. Also includes 30,193 shares of
     Class A common stock and 60,387  shares  of  Class  B common stock held of
     record  by  Pilgrim Family Trust I, an irrevocable trust  dated  June  16,
     1987, for the  benefit  of  Lonnie  "Bo"  Pilgrim's  surviving  spouse and
     children,  of  which Lonnie Ken Pilgrim and Patty R. Pilgrim, Lonnie  "Bo"
     Pilgrim's wife, are co-trustees, and 30,193 shares of Class A common stock
     and 60,386 shares of Class B common stock held of record by Pilgrim Family
     Trust II, an irrevocable trust dated December 23, 1987, for the benefit of
     Lonnie "Bo" Pilgrim  and  his  children,  of which Lonnie "Bo" Pilgrim and
     Lonnie Ken Pilgrim are co-trustees.  Each of  Lonnie A. Pilgrim and Lonnie
     Ken Pilgrim disclaim beneficial ownership of the  Company's Class A common
     stock and Class B common stock held by Pilgrim Interests,  Ltd., except to
     the extent of their respective pecuniary interest therein.

(b)   Includes  shares  held  in trust by the Company's 401(k) Salary  Deferral
     Plan.

(a)  Includes 3,232 shares of Class  A common stock and 6,465 shares of Class B
     common stock held by his wife.  Also  includes  12,674  shares  of Class A
     common  stock  and  25,350  shares  of  Class  B  common stock held in two
     irrevocable trusts dated December 15, 1994 and October  31, 1989, of which
     Lonnie  Ken  Pilgrim  is  a  co-trustee  for the benefit of his  children.
     Lonnie  Ken Pilgrim disclaims any beneficial  interest  in  the  foregoing
     shares.

(b)   Less than 1%.



SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     Section 16(a)  of  the  Exchange  Act  requires the Company's officers and
Directors, and persons who own more than ten  percent  of the Company's Class A
common stock and Class B common stock, to file reports of ownership and changes
in ownership with the Securities and Exchange Commission  ("SEC")  and  the New
York   Stock  Exchange.   Officers,  Directors  and  greater  than  ten-percent
stockholders  are required by SEC regulation to furnish the Company with copies
of all Section 16(a) forms they file.

     Based on its  review  of  the  copies  of  such  forms received by it, the
Company  believes  that  all filing requirements applicable  to  its  officers,
Directors  and greater than  ten-percent  stockholders  for  fiscal  1999  were
complied with.

 
                        ITEM 2.  PROPOSAL TO APPROVE
                    SENIOR EXECUTIVE PERFORMANCE BONUS PLAN

     The Pilgrim's Pride Corporation Senior Executive Performance Bonus Plan is
being submitted  for  stockholder  approval  pursuant  to  requirements  of the
Internal  Revenue Code of 1986, as amended (the "Code"), and specifically those
amendments  to  the Code added by the Omnibus Budget Reconciliation Act of 1993
("OBRA") regarding  executive  compensation.   Under  OBRA, which became law in
August 1993, publicly-held companies may be limited as to income tax deductions
to  the  extent total remuneration (including cash and/or  stock  bonuses)  for
certain executive  officers  exceeds $1 million in any one year.  However, OBRA
provides an exception for "performance-based"  remuneration,  including amounts
paid under qualifying bonus plans.  OBRA requires that certain actions be taken
by  a  compensation  committee  of two or more outside directors and  that  the
material terms of such remuneration  be  approved  by  a  majority  vote of the
stockholders  in  order  for compensation paid under bonus plans to qualify  as
"performance-based" remuneration.   After such approval, no additional approval
is required unless the compensation committee changes the material terms of the
performance goal.  If, however, the compensation  committee  has  authority  to
change  the  targets under a performance goal after stockholder approval of the
goal, material  terms  of  the  performance  goal  must  be  disclosed  to  and
reapproved  by  stockholders  no  later than the first stockholder meeting that
occurs in the fifth year following  the  year  in which stockholders previously
approved the performance goal.

     The  Plan  is  similar  to and replaces the Company's  previously  adopted
senior executive bonus plan (the  "Predecessor Plan") which has been terminated
with respect to all fiscal years ending  after  October 2, 1999.  A copy of the
Plan is attached hereto as Exhibit A and is incorporated  herein  by reference.
The  following summary of the Plan is subject to and qualified in its  entirety
by the Plan.
GENERAL

     The  Plan  is  designed  to  promote  the interests of the Company and its
stockholders by stimulating the efforts of the  Participants (as defined below)
on  behalf  of the Company by establishing a direct  relationship  between  the
payment  of  cash  bonuses  to  certain  of  the  Company's  officers  and  the
profitability of the Company.

ADMINISTRATION

     Except as  provided  below, the Plan will be administered by the Company's
Compensation Committee (the  "Committee");  provided  that any determination of
which Participants will participate in the Plan and any reductions in the bonus
amounts payable to the Section 162(m) Participants (as  defined  below) will be
determined  solely  by  a  special  subcommittee  (the  "Subcommittee") of  the
Committee,  which  will  at all times consist solely of at least  two  "outside
directors" as such phrase  is  defined  by Section 162(m) ("Section 162(m)") of
the  Code,  and the rules and regulations promulgated  pursuant  thereto.   The
Subcommittee currently consists of Charles L. Black and Vance C. Miller, Sr.

     The Subcommittee  will  have the authority, subject to the limitations set
forth in the Plan or otherwise imposed by Section 162(m), to interpret the Plan
and to adopt, amend and rescind  such rules and regulations as, in its opinion,
are necessary for the administration  of  the  Plan  and  to  make  such  other
determinations  deemed  necessary  or  advisable  for the administration of the
Plan.  All decisions, determinations and interpretations  of  the  Committee or
the  Subcommittee  relating  to  the  Plan will be final and conclusive on  the
Company and all Participants under the Plan.

     Each of the Committee and the Subcommittee  may  employ  such accountants,
legal  counsel,  consultants  and  agents  as  it  may deem desirable  for  the
administration  of  the Plan and may rely upon any opinion  received  from  any
counsel or consultant  and  any  computation  received  from  any consultant or
agent.   Expenses  incurred  by  the  Committee  and  the Subcommittee  in  the
engagement of such counsel, consultants or agents will  be paid by the Company.
No member or former member of the Committee or Subcommittee  will be liable for
any action or determination made in good faith with respect to the Plan.

PARTICIPANTS

     The persons eligible to participate in the Plan in any given  fiscal  year
("Fiscal  Year")  of  the  Company  will  be  comprised  of two groups: (a) the
Company's Chairman of the Board, Chief Executive Officer, if any, and President
and  such  other  officers of the Company as the Subcommittee  may  specify  as
Section  162(m)  Participants   on   or  before  the  90th  day  following  the
commencement of such Fiscal Year (the  "Section  162(m) Participants"); and (b)
such other officers of the Company as the Subcommittee may specify on or before
the 90th day following the commencement of such Fiscal  Year, including, unless
otherwise  specified  by  the  Subcommittee  as aforesaid, the  Company's  Vice
Chairman,  Executive  Vice Presidents and Senior  Vice  Presidents  (the  "Non-
Section 162(m) Participants")  (collectively, the "Participants").  The Company
currently has 14 officers, all of which have been designated as Participants in
the  Plan  (2  as Section 162(m) Participants  and  12  as  Non-Section  162(m)
Participants).

CALCULATION OF BONUS AMOUNT

     Each Fiscal  Year,  commencing  with  the Fiscal Year ending September 30,
2000,  each  Participant  who  is  employed  by  the  Company  or  one  of  its
subsidiaries  on  the  January 1 immediately following  the  Fiscal  Year  with
respect to which the bonus  is  being  determined will be entitled to receive a
cash bonus with respect to such Fiscal Year  equal  to  (a)  the sum of (i) the
amount  of such Participant's base salary accrued with respect  to  the  period
commencing  on  the  first  day  of such Fiscal Year and ending on the 90th day
following the commencement of such  Fiscal  Year  plus  (ii) the amount of such
Participant's  base  salary  that  would  accrue  with respect  to  the  period
commencing on the 91st day of such Fiscal Year and  ending  on  the last day of
such Fiscal Year assuming that such Participant's base salary did  not increase
or  decrease from such Participant's base salary as in effect on the  90th  day
following  the  commencement  of such Fiscal Year divided by (b) the sum of the
amounts calculated in accordance  with  clause (a) immediately above for all of
the Participants multiplied by (c) 5% of the Company's pre-tax income from U.S.
operations, excluding extraordinary charges,  for  the Fiscal Year with respect
to which the bonus is being calculated (the "Bonus Pool Amount").

     Notwithstanding the Plan's provisions, (a) the  Committee  will retain the
right, in its sole discretion, to reduce, increase or eliminate,  prior  to the
payment thereof, the amount of any bonus that would otherwise be due under  the
Plan  to  a Non-Section 162(m) Participant and (b) the Subcommittee will retain
the right,  in  its sole discretion, to reduce or eliminate (but not increase),
prior to the payment  thereof,  the amount of any bonus that would otherwise be
due under the Plan to a Section 162(m)  Participant, but under no circumstances
may any such reduction or elimination under  clause  (a)  or  (b)  increase the
bonus otherwise payable to a Section 162(m) Participant or cause the  aggregate
amount of such bonuses to exceed the Bonus Pool Amount for such Fiscal Year.

     The  following  table  summarizes  the  cash  bonuses that would have been
granted under the Plan with respect to the Fiscal Year  ended  October 2, 1999,
if the Plan had been in effect for such fiscal year and the adjustments  in the
bonuses under the Predecessor Plan were to have been made under the Plan (which
adjustments would reduce the aggregate amount otherwise payable under the  Plan
by $280,432):

                    SENIOR EXECUTIVE PERFORMANCE BONUS PLAN

NAME AND POSITION                                                   CASH BONUS


Lonnie "Bo" Pilgrim
Chairman of the Board                                                 $748,417
David Van Hoose
Chief Executive Officer, President and Chief Operating Officer         477,368
Clifford E. Butler
Vice Chairman of the Board                                             386,722
Robert L. Hendrix
Executive Vice President-Grow Out and Processing                       336,813
Richard A. Cogdill
Executive Vice President, Chief Financial Officer, 
  Secretary and Treasurer                                              310,000

All Executive Officers as a Group (14 persons)                       3,783,418
All Non-Executive Officer Directors as a Group (0 persons)                   -
All Non-Executive Officer Employees as a Group (0 persons)                   -





PAYMENT OF BONUSES

     Each bonus awarded to a Participant under the Plan will be payable to such
Participant no later than the end of the first quarter of the succeeding Fiscal
Year;  provided, however, that no payment will be made under the Plan until the
Subcommittee  certifies in writing that the Company achieved the amount of pre-
tax income from  U.S.  operations,  excluding  extraordinary  charges,  used to
calculate  the  Bonus  Pool Amount and that the determination of the amount  of
bonus to be paid to each Participant was correct.

EFFECTIVE DATE; TERM; AND AMENDMENT

     Subject to approval  of  the  Plan  by  the  holders  of a majority of the
outstanding shares of each class of the Company's common stock  at the Meeting,
the  Plan  will  be effective with respect to the Company's Fiscal Year  ending
September 30, 2000, and will continue in effect for each Fiscal Year thereafter
until terminated by  the  Board of Directors.  The Board of Directors will have
the power to amend, modify or terminate the Plan, in its sole discretion.

TAX CONSEQUENCES

     Under federal tax law,  taxable  income  will be realized by each eligible
Participant  upon the payment of cash bonuses to  each  such  employee  in  the
taxable year of  the  payment.   The  taxable  income will be equal to the cash
payment.  The Company will be entitled to a deduction in an amount equal to the
cash payments.

     THE SUMMARY OF FEDERAL INCOME TAX CONSEQUENCES  SET  FORTH  ABOVE  IS  FOR
GENERAL   INFORMATIONAL  PURPOSES  ONLY  AND  MAY  NOT  BE  APPLICABLE  TO  ALL
INDIVIDUALS.   PARTICIPANTS  SHOULD  CONSULT  THEIR  OWN  TAX  ADVISORS  FOR  A
DETERMINATION AS TO THE SPECIFIC TAX CONSEQUENCES APPLICABLE TO THEM.

STOCKHOLDER APPROVAL

     The  affirmative  vote  of a majority of the voting power of each class of
the Company's common stock outstanding  on  the  Record  Date  is  required  to
approve  the Plan and the performance goal included therein.  No bonus payments
will be made  under  the  Plan  unless  and  until such stockholder approval is
o
btained.  THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE PROPOSAL TO APPROVE
THE PLAN.


              ITEM 3. APPOINTMENT OF INDEPENDENT AUDITORS

     The Board of Directors recommends the appointment  of Ernst & Young LLP as
the  Company's  independent auditors for the 2000 fiscal year.   This  firm  of
certified public  accountants has served as independent auditors of the Company
pursuant to annual  appointment by the Board of Directors since 1969 except for
1982 and 1983.

     Representatives of Ernst & Young are expected to be present at the Meeting
and to be available to  respond  to  appropriate questions.  They will be given
the opportunity to make a statement if they wish to do so.

 
    THE BOARD OF DIRECTORS RECOMMENDS  A  VOTE  FOR THE APPOINTMENT OF ERNST &
YOUNG LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR FISCAL YEAR 2000.

FINANCIAL STATEMENTS AVAILABLE

     FINANCIAL STATEMENTS FOR THE COMPANY ARE INCLUDED  IN THE ANNUAL REPORT TO
STOCKHOLDERS FOR THE YEAR 1999. ADDITIONAL COPIES OF THESE  STATEMENTS, AS WELL
AS FINANCIAL STATEMENTS FOR PRIOR YEARS AND THE ANNUAL REPORT TO THE SECURITIES
AND EXCHANGE COMMISSION ON FORM 10-K, MAY BE OBTAINED WITHOUT  CHARGE  FROM THE
SECRETARY  OF  THE  COMPANY,  110  SOUTH  TEXAS STREET, PITTSBURG, TEXAS 75686.
FINANCIAL  STATEMENTS  ARE  ALSO  ON  FILE WITH  THE  SECURITIES  AND  EXCHANGE
COMMISSION, WASHINGTON, D.C. 20549, AND THE NEW YORK STOCK EXCHANGE.

                            OTHER BUSINESS

     The Board of Directors is not aware  of,  and  it  is not anticipated that
there will be presented to the Meeting, any business other than the election of
the  Directors,  the proposal to approve the Plan and the proposal  to  appoint
Ernst & Young independent  auditors described above.  If other matters properly
come before the Meeting, the  persons named on the accompanying proxy card will
vote the returned proxies as the Board of Directors recommends.

     Please date, sign and return  the  proxy  at your earliest convenience.  A
prompt return of your proxy will be appreciated  as it will save the expense of
further mailings.


                                   By order of the Board of Directors,




                                             RICHARD A. COGDILL
                            EXECUTIVE VICE PRESIDENT, CHIEF FINANCIAL OFFICER,
                                           SECRETARY AND TREASURER

Pittsburg, Texas
December 13, 1999














                                   EXHIBIT A

                          PILGRIM'S PRIDE CORPORATION
                    SENIOR EXECUTIVE PERFORMANCE BONUS PLAN


     Pilgrim's  Pride  Corporation  (the  "Company")  hereby   establishes  the
Pilgrim's  Pride  Corporation  Senior  Executive  Performance  Bonus Plan  (the
"Plan").   The  purpose  of  the Plan is to advance the interests of  Pilgrim's
Pride Corporation and its stockholders  by  establishing  a direct relationship
between  the payment of cash bonuses to certain of the Company's  officers  and
the profitability of the Company.

     1.    ADMINISTRATION.

     (a)   Except  as  provided  below,  the  Plan shall be administered by the
Company's  Compensation  Committee  (the  "Committee");   provided   that   any
determination  of which Participants (as defined below) will participate in the
Plan and any reductions  in  the  bonus  amounts  payable to the Section 162(m)
Participants  (as  defined  below)  shall be determined  solely  by  a  special
subcommittee (the "Subcommittee") of  the  Committee,  which shall at all times
consist solely of two or more "outside directors" as such  phrase is defined by
Section  162(m)  ("Section 162(m)") of the Internal Revenue Code  of  1986,  as
amended, and the rules and regulations promulgated pursuant thereto.

     (b)   The  Subcommittee   shall   have   the  authority,  subject  to  the
limitations set forth in the Plan or otherwise  imposed  by  Section 162(m), to
interpret the Plan and to adopt, amend and rescind such rules  and  regulations
as,  in  its opinion, are necessary for the administration of the Plan  and  to
make  such   other   determinations  deemed  necessary  or  advisable  for  the
administration of the  Plan.  All decisions, determinations and interpretations
of the Committee or the  Subcommittee  relating  to the Plan shall be final and
conclusive on the Company and all Participants under the Plan.

     (c)   Each  of  the  Committee  and  the  Subcommittee   may  employ  such
accountants, legal counsel, consultants and agents as it may deem desirable for
the administration of the Plan and may rely upon any opinion received  from any
counsel  or  consultant  and  any  computation  received from any consultant or
agent.   Expenses  incurred  by  the  Committee  and the  Subcommittee  in  the
engagement of such counsel, consultants or agents shall be paid by the Company.
No member or former member of the Committee or Subcommittee shall be liable for
any action or determination made in good faith with respect to the Plan.

     2.    PARTICIPANTS AND BONUSES.

     (a)   The persons eligible to participate in  the Plan in any given fiscal
year ("Fiscal Year") of the Company shall be comprised  of  two groups: (i) the
Company's Chairman of the Board, Chief Executive Officer, if any, and President
and  such  other  officers  of the Company as the Subcommittee may  specify  as
Section  162(m)  Participants  on   or   before  the  90th  day  following  the
commencement of such Fiscal Year (the "Section  162(m) Participants"); and (ii)
such other officers of the Company as the Subcommittee may specify on or before
the 90th day following the commencement of such Fiscal  Year, including, unless
otherwise  specified  by  the  Subcommittee  as aforesaid, the  Company's  Vice
Chairman,  Executive Vice Presidents, and Senior  Vice  Presidents  (the  "Non-
Section 162(m) Participants") (collectively, the "Participants").

     (b)   Each  Fiscal  Year, commencing with the Fiscal Year ending September
30, 2000, each Participant  who  is  employed  by  the  Company  or  one of its
subsidiaries  on  the  January  1  immediately  following  the Fiscal Year with
respect to which the bonus is being determined shall be entitled  to  receive a
cash  bonus  with  respect to such Fiscal Year equal to (i) the sum of (x)  the
amount of such Participant's  base  salary  accrued  with respect to the period
commencing  on the first day of such Fiscal Year and ending  on  the  90th  day
following the  commencement  of  such  Fiscal  Year plus (y) the amount of such
Participant's  base  salary  that  would  accrue with  respect  to  the  period
commencing on the 91st day of such Fiscal Year  and  ending  on the last day of
such Fiscal Year assuming that such Participant's base salary  did not increase
or decrease from such Participant's base salary as in effect on  the  90th  day
following  the  commencement of such Fiscal Year divided by (ii) the sum of the
amounts calculated  in  accordance with clause (i) immediately above for all of
the Participants multiplied  by  (iii)  5% of the Company's pre-tax income from
U.S. operations, excluding extraordinary  charges,  for  the  Fiscal  Year with
respect to which the bonus is being calculated (the "Bonus Pool Amount").

     (c)   Notwithstanding  the  provisions  of  Sections 2(b) hereof, (i)  the
Committee shall retain the right, in its sole discretion,  to  reduce, increase
or eliminate, prior to the payment thereof, the amount of any bonus  that would
otherwise  be  due  hereunder to a Non-Section 162(m) Participant and (ii)  the
Subcommittee shall retain  the  right,  in  its  sole  discretion, to reduce or
eliminate (but not increase), prior to the payment thereof,  the  amount of any
bonus  that  would  otherwise be due hereunder to a Section 162(m) Participant,
but under no circumstances  may  any such reduction or elimination under clause
(i)  or  (ii)  increase  the  bonus  otherwise  payable  to  a  Section  162(m)
Participant or cause the aggregate amount  of  such bonuses to exceed the Bonus
Pool Amount for such Fiscal Year.

     3.    PAYMENT OF BONUSES.

     Each bonus awarded to a Participant hereunder  shall  be  payable  to such
Participant no later than the end of the first quarter of the succeeding Fiscal
Year;  provided,  however,  that  no  payment shall be made hereunder until the
Subcommittee certifies in writing that  the Company achieved the amount of pre-
tax  income  from U.S. operations, excluding  extraordinary  charges,  used  to
calculate the  Bonus  Pool  Amount  and that the determination of the amount of
bonus to be paid to each Participant was correct.

     4.    EFFECTIVE DATE; TERM; AND AMENDMENT.

     (a)   Subject to approval of the  Plan by the holders of a majority of the
outstanding shares of each class of the  Company's  common  stock at the annual
meeting  of the Company's stockholders to be held in February  2000,  the  Plan
shall be effective  with  respect to the Company's Fiscal Year ending September
30, 2000, and shall continue  in  effect  for each Fiscal Year thereafter until
terminated by the Board of Directors of the Company.  The Board of Directors of
the Company shall have the power to amend, modify or terminate the Plan, in its
sole discretion.

     5.    NON-TRANSFERABILITY.

     No rights or benefits granted in the Plan  may  be  transferred, assigned,
pledged or hypothecated in any manner, by operation of law  or otherwise, other
than  by  will  or  by  the laws of descent and distribution or pursuant  to  a
qualified domestic relations  order  as defined by the Internal Revenue Code of
1986,  as  amended  ("Internal Revenue Code"),  or  Title  I  of  the  Employee
Retirement Income Security  Act  of  1974, as amended, or the rules thereunder,
and shall not be subject to execution, attachment or similar process.

     6.    NO FIDUCIARY RELATIONSHIP.

     The Board of Directors and the officers  of the Company shall have no duty
to  manage  or  operate  in  order  to  maximize the benefits  granted  to  the
Participants hereunder, but rather shall  have full discretionary power to make
all management and operational decisions based  on their determination of their
respective  best  interests.   This Plan shall not be  construed  to  create  a
fiduciary relationship between such  Board  or  the officers of the Company and
the Participants.

     7.    GOVERNING LAW.

     This Plan shall be governed by and construed  in  accordance with the laws
of the State of Texas.

     8.    NO EMPLOYMENT GUARANTEE.

     Nothing  in this Plan shall be construed as an employment  contract  or  a
guarantee of continued employment.  The rights of any Participant shall only be
those as are expressly set forth in this Plan.

     9.    TAXES.

     The Company shall be entitled to deduct from amounts payable hereunder any
sums required by federal, state or local tax law to be withheld with respect to
such payments.

     10.   GENERAL CREDITOR STATUS.

     The Participants  shall,  in  no  event,  be  regarded  as standing in any
position,  if  at  all,  other  than as a general creditor of the Company  with
respect to any rights derived from  the existence of the Plan and shall receive
only the Company's unfunded and unsecured  promise  to  pay  benefits under the
Plan.

     11.   CAPTIONS.

     The  captions in the Plan are inserted for convenience of  reference  only
and in no way define, describe or limit the scope or intent of this Plan or any
of the provisions hereof.


















                      PILGRIM'S PRIDE CORPORATION
                        110 SOUTH TEXAS STREET
                        PITTSBURG, TEXAS 75686

      THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

     The undersigned  hereby  appoints  Lonnie  "Bo"  Pilgrim  and  Clifford E.
Butler,  and  each  of  them,  as  proxies, each with the power to appoint  his
substitute, and hereby authorizes them,  and  each of them, to represent and to
vote, as designated below, all the shares of Class  A  common stock and Class B
common stock of Pilgrim's Pride Corporation held of record  by  the undersigned
on  December  6,  1999,  at  the Annual Meeting of Stockholders to be  held  on
February 2, 2000, or any adjournment thereof.

             PLEASE EXECUTE THIS PROXY AND RETURN PROMPTLY IN THE
                      Enclosed Self-Addressed Stamped Envelope

                           (CONTINUED ON OTHER SIDE)

                          PILGRIMS PRIDE CORPORATION
     PLEASE MARK VOTE IN OVAL IN THE FOLLOWING MANNER USING DARK INK ONLY.

                          ---------------------------------
                        CLASS A AND/OR CLASS B COMMON STOCK

1.  ELECTION OF DIRECTORS:

     FOR all nominees         TO WITHHOLD AUTHORITY
          Listed                 to vote for all
     (except as marked           nominees listed
     to the contrary)



Lonnie "Bo" Pilgrim        Lonnie Ken Pilgrim         Vance C. Miller, Sr.
Clifford E. Butler         James G. Vetter, Jr.       Donald L. Wass
David Van Hoose            Charles L. Black
Richard A. Cogdill         Robert E. Hilgenfeld

      (INSTRUCTION:  To withhold  authority to vote for any individual nominee,
write that nominee's name
      on the line provided below.)

      ------------------------------------------------------------

2.  The approval of the Company's Senior Executive Performance Bonus Plan:

          FOR                   AGAINST                 ABSTAIN

-------------------------------------------------------------
3.  The appointment of Ernst & Young   LLP  as  independent  auditors  for  the
Company for the fiscal year ending
  September 30, 2000:

                            FOR               AGAINST             ABSTAIN

-------------------------------------------------------------------------------

4.   In  their  discretion  such other business as may properly come before the
Annual Meeting.



      UNLESS OTHERWISE SPECIFIED ON THIS PROXY, THE SHARES REPRESENTED BY THIS
PROXY WILL BE VOTED "FOR" THE ELECTION OF MANAGEMENT'S NOMINEES FOR DIRECTORS
AND "FOR" PROPOSALS 2 AND 3 ABOVE.  DISCRETION WILL BE USED WITH RESPECT TO
SUCH OTHER MATTERS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT
THEREOF.

____________________________________________________________________
Date

____________________________________________________________________
Signature of Stockholder

____________________________________________________________________
Signature if held jointly

Please  date this proxy and sign  your  name  exactly  as  it  appears  hereon.
Persons signing in a representative capacity should indicate their capacity.  A
proxy for shares held in joint ownership should be signed by each owner.