SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                 FORM 10-Q

              QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934


For quarter ended    DECEMBER 28, 1996

Commission file number    1-9273

      PILGRIM'S PRIDE CORPORATION
(Exact name of registrant as specified in its charter)


             DELAWARE                    75-1285071
(State or other jurisdiction of         (I.R.S. Employer
incorporation or organization)          Identification No.)


  110 SOUTH TEXAS, PITTSBURG, TX          75686-0093
(Address of principal executive offices)      (Zip code)


                   (903) 855-1000
(Telephone number of principle executive offices)


                    NOT APPLICABLE
Former  name,  former address and former fiscal year, if changed since last
report.

Indicate by check  mark  whether  the  registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or  for  such  shorter periods that
the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes X   No

Indicate the number of shares outstanding of each of the  issuer's  classes
of common stock, as of the latest practical date.



COMMON STOCK $.01     PAR VALUE---27,589,250     SHARES AS OF FEBRUARY 6, 1997






                                   INDEX

               PILGRIM'S PRIDE CORPORATION AND SUBSIDIARIES

PART I.  FINANCIAL INFORMATION

     Item 1: Financial Statements (Unaudited):

        Condensed consolidated balance sheets:

           December 28, 1996 and September 28, 1996

        Consolidated statements of income:

           Three months ended December 28, 1996 and December 30, 1995

        Consolidated statements of cash flows:

           Three months ended December 28, 1996 and December 30, 1995

        Notes to condensed consolidated financial statements--December  28,
        1996


     Item  2:  Management's  Discussion and Analysis of Financial Condition
           and Results of Operations.


PART II.  OTHER INFORMATION

     Item 6. Exhibits and Reports on Form 8-K

SIGNATURES




                        PART I.  FINANCIAL INFORMATION
                 PILGRIM'S PRIDE CORPORATION AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
ITEM 1:  FINANCIAL STATEMENTS:
                                      December 28,         
                                         1996          September 28,
                                        (UNAUDITED)         1996
                                             (in thousands)
ASSETS
Current Assets:
   Cash and cash equivalents           $   17,428        $   18,040
   Trade accounts and other receivables,
     less allowance for doubtful accounts  69,856            65,887
   Inventories                            119,324           136,866
   Deferred income taxes                    9,309             6,801
   Prepaid expenses                         1,621               907
   Other current assets                       211               757
        Total Current Assets              217,749           229,258

Other Assets                               21,815            18,827

Property, Plant and Equipment             467,444           466,672
   Less accumulated depreciation          181,380           178,035
                                          286,064           288,637
                                       $  525,628        $  536,722

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
   Notes payable to banks              $   16,000        $   27,000
   Accounts payable                        57,006            71,354
   Accrued expenses                        34,254            33,599
   Current maturities of long-term debt     9,564             8,850
        Total Current Liabilities         116,824           140,803

Long-Term Debt, less current maturities   195,957           198,334
Deferred Income Taxes                      59,179            53,608
Minority Interest in Subsidiary               842               842

Stockholders' Equity:
   Common stock; $.01 par value               276               276
   Additional paid-in capital              79,763            79,763
   Retained earnings                       72,787            63,096

     Total Stockholders' Equity           152,826           143,135

                                       $  525,628        $  536,722
See notes to condensed consolidated financial statements.

                 PILGRIM'S PRIDE CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF INCOME (LOSS)
                                  (UNAUDITED)




                                                THREE MONTHS ENDED
                                         December 28,     December 30,
                                                1996          1995
                               (in thousands, except share and per share data)
Net Sales $                               297,806           $ 267,475
Costs and Expenses:
   Cost of sales                          267,539             246,503
   Selling, general and administrative     13,953              12,147

                                          281,492             258,650

        Operating Income                   16,314               8,825

Other Expense (Income):
   Interest expense, net                    5,449               5,121
   Foreign exchange loss                      437               1,316
   Miscellaneous, net                      [2,509]               [248]
                                            3,377               6,189

Income Before Income Taxes                 12,937               2,636
Income tax expense                          2,832               3,340
        Net Income (Loss)               $  10,105           $    [704]

Net income (loss) per common share      $     .37           $    [.03]

Dividends per common share              $    .015           $    .015

Weighted average shares outstanding    27,589,250          27,589,250



See Notes to condensed consolidated financial statements.

                          PILGRIM'S PRIDE CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)

                                                    THREE MONTHS ENDED
                                                 December 28, December 30,
                                                     1996         1995
                                                      (in thousands)
Cash Flows From Operating Activities:
 Net income (loss)                                $  10,105    $    [704]
 Adjustments to reconcile net income (loss) to cash
   provided by operating activities:
    Depreciation and amortization                     7,135        7,131
    Gain on property disposals                            7         [112]
    Provision for doubtful accounts                    [321]         305
    Deferred income taxes                             3,064          342
   Changes in operating assets and liabilities:
    Accounts and other receivable                    [6,843]     [10,297]
    Inventories                                      17,542        8,712
    Prepaid expenses                                   [170]        [495]
    Accounts payable and accrued expenses           [13,693]      19,785
    Other                                              [171]        [152]
     Net Cash Flows Provided By Operating Activities: 16,655      24,515

Investing Activities:
 Acquisitions of property, plant and equipment       [4,195]     [12,447]
 Proceeds from property disposals                        77          936
 Other, net                                             [34]         106
     Net Cash Used In Investing Activities           [4,152]     [11,405]

Financing Activities:
 Proceeds from notes payable to banks                10,500        6,500
 Repayments of notes payable to banks               [21,500]     [12,500]
 Proceeds from long-term debt                             0           28
 Payments on long-term debt                          [1,702]      [2,299]
 Cash dividends paid                                   [414]        [414]
     Cash Used In Financing Activities              [13,116]      [8,685]
Effect of Exchange Rate Changes on Cash
     and Cash Equivalents                                 1          [47]
     (Decrease) Increase in cash and cash equivalents  [612]       4,378
Cash and cash equivalents at beginning of year       18,040       11,891
     Cash and cash equivalents at end of period   $  17,428    $  16,269

Supplemental disclosure information:
 Cash paid during the period for:
   Interest (net of amount capitalized)           $   2,983    $   2,398
   Income Taxes                                   $     333    $   1,792

See notes to condensed consolidated financial statements.


PILGRIM'S PRIDE CORPORATION AND SUBSIDIARIES
December 28, 1996

NOTES   TO   CONDENSED   CONSOLIDATED   FINANCIAL  STATEMENT (Unaudited)
______________________________________________________________________________

NOTE A--BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with  generally  accepted accounting principles
for interim financial information and with the  instructions  to  Form 10-Q
and Article 10 of Regulation S-X.  Accordingly, they do not include  all of
the  information  and  footnotes  required by generally accepted accounting
principles  for  complete  financial  statements.    In   the   opinion  of
management,  all  adjustments  (consisting   of  normal recurring accruals)
considered necessary for a fair presentation have been included.  Operating
results  for  the  period  ended  December  28,  1996 are  not  necessarily
indicative of the results that may be expected for the year ended September
27,  1997.   For  further information, refer to the consolidated  financial
statements and footnotes  thereto  included  in  Pilgrim's annual report on
Form 10-K for the year ended September 28, 1996.

The consolidated financial statements include the accounts of Pilgrim's and
its  wholly  and  majority  owned  subsidiaries.  Significant  intercompany
accounts and transactions have been eliminated.

The assets and liabilities of the foreign  subsidiaries  are  translated at
end-of-period exchange rates, except for and non-monetary assets  which are
translated  at  equivalent  dollar  costs  at  dates  of  acquisition using
historical  rates.   Operations  of foreign subsidiaries are translated  at
average exchange rates in effect during the period

NOTE B--NET INCOME PER COMMON SHARE

Earnings per share for the periods ended December 28, 1996 and December 30,
1995 are based on the weighted average shares outstanding for the periods.

NOTE C--INVENTORIES

Inventories consist of the following:

                           DECEMBER 28, 1996  SEPTEMBER 28, 1996
                                      (in thousands)

Live chickens and hens        $   46,045          $   66,248
Feed, eggs and other              37,596              39,804
Finished chicken products         35,683              30,814
                              $  119,324          $  136,866


ITEM 2: MANAGEMENT'S DISCUSSION AND  ANALYSIS  OF  FINANCIAL  CONDITION AND
     RESULTS OF OPERATIONS
_______________________________________________________________________________

The following table presents certain items as a percentage of net sales for
the periods indicated.

                                   Percentage of Net Sales
                                     THREE MONTHS ENDED
                                 December 28,  December 30,
                                     1996          1995

Net sales                             100.0%      100.0%

Costs and expenses:
  Cost of sales                        89.8%       92.2%
  Gross profit                         10.2%        7.8%
  Selling, general and administrative   4.7%        4.5%

Operating Income                        5.5%        3.3%
Interest expense                        1.8%        1.9%

Income before income taxes              4.3%        1.0%

Net Income (Loss)                       3.4%       (0.3%)

FIRST QUARTER 1997, COMPARED TO FIRST QUARTER 1996

Consolidated net sales were $297.8 million for the first quarter  of fiscal
1997,  an  increase  of $30.3 million, or 11.3%, over the first quarter  of
fiscal 1996.  The increase  in consolidated net sales resulted from a $14.0
million  increase in Mexican chicken  sales  to  $66.3  million,  an  $11.2
million increase  in  domestic  chicken  sales to $193.1 million and a $5.1
million increase of sales of other domestic products to $38.4 million.  The
increase in Mexican chicken sales was primarily  due to a 50.6% increase in
total revenue per dressed pound offset partially by  a  15.8%  decrease  in
dressed  pounds  produced.   The  increase  in  domestic  chicken sales was
primarily  due  to  a 5.9% increase in dressed pounds produced  and  a  .2%
increase in total revenue  per  dressed  pound  produced.   The increase in
sales  of  other  domestic  products was primarily the result of  increased
sales of the Company's poultry  by-products  group  and higher sales prices
for  table  eggs.   Increased  revenues  per  dressed pound  produced  both
domestically and in Mexico were primarily the result of higher sales prices
caused  by the chicken markets adjusting to higher  feed  ingredient  costs
experienced   in  fiscal  1996  as  well  as  generally  improved  economic
conditions in Mexico compared to the prior year.

Consolidated cost  of  sales  was  $267.5  million  in the first quarter of
fiscal 1997, an increase of $21.0 million, or 8.5%, over  the first quarter
of  fiscal  1996.   The  increase  primarily resulted from a $17.5  million
increase  in  cost of sales of domestic  operations,  and  a  $3.6  million
increase in the cost of sales in Mexican operations.

The cost of sales  increase in domestic operations of $17.5 million was due
to a 5.9% increase in  dressed  pounds produced and increased production of
higher cost and margin products in prepared foods.

The $3.6 million cost of sales increase in Mexican operations was primarily
due  to   a 26.7% increase in average  costs  of  sales  per  pound  offset
partially by an 15.8% decrease in dressed pounds produced.  The increase in
average costs of sales per pound was primarily the result of an increase in
feed ingredient costs.

Gross profit  as  a  percentage  of  sales  increased to 10.2% in the first
quarter of fiscal 1997 from 7.8% in the first  quarter of fiscal 1996.  The
increased gross profit resulted mainly from higher  sales prices due to the
markets  adjusting to higher feed ingredient prices experienced  in  fiscal
1996 and significantly higher margins in Mexico.

Consolidated  selling,  general  and  administrative  expenses  were  $14.0
million  in  the  first quarter of fiscal 1997, and $12.1 million in fiscal
1996.  Consolidated  selling,  general  and  administrative  expenses  as a
percentage  of  sales increased in the first quarter of fiscal 1997 to 4.7%
compared to 4.5% in the first quarter of fiscal 1996.

Consolidated operating  income  was  $16.3 million for the first quarter of
fiscal 1997, an increase of $7.5 million when compared to the first quarter
of fiscal 1996, resulting primarily from  higher margins experienced in the
Mexican operations.

Consolidated net interest expense was $5.5  million in the first quarter of
fiscal  1997, an increase of $.3 million, or 6.4%,  when  compared  to  the
first quarter  of fiscal 1996.  This increase was due to higher outstanding
debt levels resulting primarily from domestic expansions offset slightly by
lower interest rates when compared to the first quarter of fiscal 1996.

Consolidated miscellaneous,  net a compound of "Other Expense (Income)" was
$2.5 million in the first quarter  of  fiscal 1997, includes a $2.2 million
final settlement of claims resulting from  the  January 8, 1992 fire at the
Company's prepared foods plant in Mt. Pleasant, Texas.

Consolidated  income  tax  expense  in  the first quarter  of  fiscal  1997
decreased to $2.8 million compared to expense  of $3.3 million in the first
quarter  of  fiscal 1996.  The lower consolidated  income  tax  expense  in
contrast to higher  consolidated  income,  resulted  from increased Mexican
earnings which are not currently subject to income taxes.

LIQUIDITY AND CAPITAL RESOURCES

Strong profits improved liquidity and financial ratios  in the fiscal first
quarter of 1997.  The Company's working capital increased to $100.9 million
at December 28, 1996 compared to $88.5 million at September  28,  1996, the
current  ratio at December 28, 1996 improved to 1.86 to 1 compared to  1.63
to 1 at September 28, 1996 and the Company's stockholder's equity increased
to $152.8 million from $143.1 million at September 28, 1996.  Total debt to
capitalization decreased to 59.2% at December 28, 1996 compared to 62.1% at
September 28, 1996.  The Company maintains $110 million in revolving credit
facilities  with  available  unused  lines  of  credit  of $85.8 million at
January 31, 1997.

Trade  accounts  and other receivables were $69.9 million at  December  28,
1996, a $4.0 million  increase  from September 28, 1996.  The 6.0% increase
was due primarily to increased consolidated sales.  Allowances for doubtful
accounts, as a percentage of trade  accounts and notes receivable were 4.8%
at December 28, 1996 compared to 5.7% at September 28, 1996.  This decrease
is due to increased net sales resulting  in  a  corresponding  increase  in
trade  accounts and other receivables with allowances for doubtful accounts
being slightly lower.

Inventories  were  $119.3 million at December 28, 1996, a decrease of $17.5
million from September  28, 1996.  This 12.8% decrease was due primarily to
seasonal variations in sales  of chicken and feed products to the Company's
principal stockholder.

Accounts payable were $57.0 million  at December 28, 1996, a 20.1% decrease
from September 28, 1996, due primarily  to  the  reduction  in cost of feed
ingredients.

Capital expenditures for the first quarter of fiscal 1997 were $4.2 million
and  were  primarily incurred to expand production capacities domestically,
improve efficiencies,  reduce  costs  and  for  the  routine replacement of
equipment.   The Company anticipates that it will spend  approximately  $35
million for capital expenditures in fiscal year 1997 and expects to finance
such  expenditures  with  available  operating  cash  flows  and  long-term
financing.   The Company periodically reviews acquisition opportunities and
any business acquisitions  consummated  in  fiscal  1997 would likely be in
addition to the projected capital expenditure amount listed above.


PART II
OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

The Company did not file any reports on Form 8-K during  the  three  months
ended December 28, 1996.

SIGNATURES

Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
registrant has duly  caused  this  report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                   PILGRIM'S PRIDE CORPORATION




Date
                                   Richard A. Cogdill
                                   Executive Vice President and
                                   Chief Financial Officer
                                   Secretary and Treasurer in his
                                   respective capacity as such


PILGRIM'S PRIDE CORPORATION AND SUBSIDIARIES
December 28, 1996



WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

 

5 1,000 3-MOS SEP-27-1997 [PERIOD] DEC-28-1996 17,428 0 69,856 3,554 119,324 217,749 467,445 181,380 525,628 116,824 195,957 276 0 0 152,550 525,628 297,806 297,806 267,539 281,492 0 (321) 5,449 12,937 2,832 10,105 0 0 0 10,105 .37 .37