SECURITIES AND EXCHANGE COMMISSION

                            Washington, D. C.   20549

                                    FORM 10-Q

                 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

                      OF THE SECURITIES EXCHANGE ACT OF 1934



For the period ended March 27,June 26, 1994         Commission file number 1-6682


                                HASBRO, INC.
                            --------------------
                            (Name of Registrant)
 
       Rhode Island                                O5-0155090
- - ------------------------             ------------------------------------
(State of Incorporation)             (I.R.S. Employer Identification No.)



1027 Newport Avenue, Pawtucket, Rhode Island  02861
- - ---------------------------------------------------
           (Principal Executive Offices)



                               (401) 431-8697



    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 period 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  or No
                                 ---       ---

    The number of shares of Common Stock, par value $.50 per share, 
outstanding as of AprilJuly 29, 1994 was 88,051,29487,745,672.




                         HASBRO, INC. AND SUBSIDIARIES
                          Consolidated Balance Sheets

                   (Thousands of Dollars Except Share Data)
                                  (Unaudited)



                                           Mar.Jun. 26,   Jun. 27,   Mar. 28,   Dec. 26,
   Assets                                    1994       1993       1993
                                           --------   --------   --------
Current assets
  Cash and cash equivalents              $   250,262    100,25046,427     16,611    186,254
  Marketable securities, at cost which
   approximates market                            -     50,000          -
  Accounts receivable, less allowance
   for doubtful accounts of $53,500,
   $53,900$55,900 and $54,200                      449,981    420,057635,893    647,899    720,442
  Inventories:
    Finished products                       203,757    172,871271,620    227,028    183,899
    Work in process                          23,274     21,92422,549     37,904     22,486
    Raw materials                            44,288     42,75344,275     50,093     43,682
                                          ---------  ---------  ---------
      Total inventories                     271,319    237,548338,444    315,025    250,067

  Deferred income taxes                      86,933     77,04789,356     78,104     78,413
  Prepaid expenses                           63,571     70,71663,719     63,158     65,959
                                          ---------  ---------  ---------
        Total current assets              1,122,066    955,6181,173,839  1,120,797  1,301,135

Property, plant and equipment, net          282,978    252,521292,794    253,899    279,803
                                          ---------  ---------  ---------

Other assets
  Cost in excess of acquired net assets,
   less accumulated amortization of
   $71,768, $56,826$75,461, $60,301 and $68,122             472,367    486,509469,384    484,487    475,607
  Other intangibles, less accumulated
   amortization of $89,609, $69,970$94,803, $75,189 and
   $85,290                                  180,839    201,370175,793    196,121    185,953
  Other                                      55,100     25,78655,332     22,213     50,520
                                          ---------  ---------  ---------
        Total other assets                  708,306    713,665700,509    702,821    712,080
                                          ---------  ---------  ---------

        Total assets                     $2,113,350  1,921,804$2,167,142  2,077,517  2,293,018
                                          =========  =========  =========



                         HASBRO, INC. AND SUBSIDIARIES
                    Consolidated Balance Sheets, Continued

                   (Thousands of Dollars Except Share Data)
                                  (Unaudited)



                                           Mar.Jun. 26,   Jun. 27,   Mar. 28,   Dec. 26,
   Liabilities and Shareholders' Equity      1994       1993       1993
                                           --------   --------   --------
Current liabilities
  Short-term borrowings                   $ 53,091     51,851129,488    207,068     62,242
  Current installments of long-term debt      3,230        6903,214        657      3,236
  Trade payables                            102,050    107,090105,249    100,472    170,309
  Accrued liabilities                       293,557    277,980297,094    288,854    420,476
  Income taxes                               92,906     85,33767,425     67,205     92,051
                                          ---------  ---------  ---------
        Total current liabilities           544,834    522,948602,470    664,256    748,314

Long-term debt, excluding current
 installments                               200,479    206,152200,458    205,736    200,510
Deferred liabilities                         73,171     70,82370,946     69,878     67,511
                                          ---------  ---------  ---------
        Total liabilities                   818,484    799,923873,874    939,870  1,016,335
                                          ---------  ---------  ---------
Shareholders' equity
  Preference stock of $2.50 par
   value. Authorized 5,000,000
   shares; none issued                            -          -          -
  Common stock of $.50 par value.
   Authorized 300,000,000 shares; issued
   87,981,176, 87,306,62688,081,902, 87,464,265 and 87,795,251     43,991     43,65344,041     43,732     43,898
  Additional paid-in capital                299,064    289,592292,455    292,542    296,823
  Retained earnings                         937,227    763,335932,690    785,230    920,956
  Cumulative translation adjustments         14,584     25,30127,933     16,143     15,006
  Treasury stock, at cost, 134,400
   shares in 1994                            (3,851)         -          -
                                          ---------  ---------  ---------
        Total shareholders' equity        1,294,866  1,121,8811,293,268  1,137,647  1,276,683
                                          ---------  ---------  ---------

        Total liabilities and
         shareholders' equity            $2,113,350  1,921,804$2,167,142  2,077,517  2,293,018
                                          =========  =========  =========


See accompanying condensed notes to consolidated financial statements.




                        HASBRO, INC. AND SUBSIDIARIES
                     Consolidated Statements of Earnings

                   (Thousands of Dollars Except Share Data)
                                  (Unaudited)

                                Thirteen Weeks Ended  Twenty-Six Weeks Ended
                                --------------------  Mar.----------------------
                                 Jun. 26,   Jun. 27,    Mar. 28,Jun. 26,   Jun. 27,
                                   1994       1993        1994       1993
                                 --------   --------    --------   --------
Net revenues                     $489,133     487,036$444,324    515,551     933,457  1,002,587
Cost of sales                     208,200     208,021203,178    221,520     411,378    429,541
                                  -------    -------   ---------  ---------
Gross profit                      280,933     279,015241,146    294,031     522,079    573,046
                                  -------    -------   ---------  ---------
Expenses
  Amortization                      8,793       8,6598,805      8,717      17,598     17,376
  Royalties, research and
   development                     50,320      47,40355,102     55,880     105,422    103,283
  Advertising                      64,559      67,83760,428     67,775     124,987    135,612
  Selling, distribution and
   administrative                 110,290     109,559109,980    113,807     220,270    223,366
                                  -------    -------   ---------  ---------
    Total expenses                233,962     233,458234,315    246,179     468,277    479,637
                                  -------    -------   ---------  ---------
Operating profit                    46,971      45,5576,831     47,852      53,802     93,409
                                  -------    -------   ---------  ---------
Nonoperating (income) expense
  Interest expense                  5,436       4,4154,609      6,133      10,045     10,548
  Other (income), net                (1,908)     (1,729)(435)    (2,072)     (2,343)    (3,801)
                                  -------    -------   ---------  ---------
    Total nonoperating expense      3,528       2,6864,174      4,061       7,702      6,747
                                  -------    -------   ---------  ---------
Earnings before income taxes and
 cumulative effect of change in
 accounting principles              43,443      42,8712,657     43,791      46,100     86,662
Income taxes                        16,726      16,2911,023     16,641      17,749     32,932
                                  -------    -------   ---------  ---------
Net earnings before cumulative
 effect of change in accounting
 principles                         26,717      26,5801,634     27,150      28,351     53,730
Cumulative effect of change in
 accounting principles                  -          -      (4,282)         -
                                  -------    -------   ---------  ---------
Net earnings                     $  22,435      26,5801,634     27,150      24,069     53,730
                                  =======    =======   =========  =========

Per common share
  Net earnings before cumulative
   effect of change in accounting
   principles                    $    .02        .30         .30.32        .60
                                  =======    =======   =========  =========
  Net earnings                   $    .25.02        .30         .27        .60
                                  =======    =======   =========  =========
  Cash dividends declared        $    .07        .06         .14        .12
                                  =======    =======   =========  =========

See accompanying condensed notes to consolidated financial statements.




                         HASBRO, INC. AND SUBSIDIARIES
                     Consolidated Statements of Cash Flows
             ThirteenTwenty-Six Weeks Ended March 27,June 26, 1994 and March 28,June 27, 1993

                            (Thousands of Dollars)
                                  (Unaudited)

                                                          1994       1993
                                                          ----       ----
Cash flows from operating activities
  Net earnings                                          $ 22,435     26,58024,069     53,730
  Adjustments to reconcile net earnings to net cash
   provided by operating activities:
    Depreciation and amortization of plant and equipment  16,424     17,84535,529     32,421
    Other amortization                                    8,793      8,65917,598     17,376
    Deferred income taxes                                (11,023)    (1,079)(13,241)    (1,660)
  Change in current assets and liabilities (other than
   cash and cash equivalents):
    Decrease(Increase) decrease in accounts receivable            268,687    217,63990,098    (12,760)
    (Increase) in inventories                            (21,178)   (15,226)(82,645)   (96,808)
    (Increase) decrease in prepaid expenses                2,075    (13,015)3,193     (5,419)
    (Decrease) in trade payables and accrued
     liabilities                                        (193,199)  (154,151)(219,678)  (170,165)
  Other                                                    4,129     (2,124)1,475     (1,118)
                                                         -------    -------
      Net cash providedutilized by operating activities         97,143     85,128(143,602)  (184,403)
                                                         -------    -------
Cash flows from investing activities
  Additions to property, plant and equipment             (19,590)   (19,376)(45,825)   (39,529)
  Purchase of marketable securities                            -   (141,411)
  Proceeds from sale of marketable securities                  -    91,689
  Investments and acquisitions,141,839
  Acquisitions, net of cash acquired                           -     (4,580)(6,023)
  Other                                                    198        2371,114      3,526
                                                         -------    -------
      Net cash utilized by investing activities          (19,392)   (73,441)(44,711)   (41,598)
                                                         -------    -------
Cash flows from financing activities
  Net repaymentproceeds of short-term borrowings                   (10,551)   (22,909)63,944    133,870
  Repayment of long-term debt                                (37)   (11,168)(74)   (11,617)
  Stock option and warrant transactions                   2,334      2,179(4,225)     5,208
  Purchase of common stock                                (3,851)         -
  Dividends paid                                         (5,271)    (4,363)(11,434)    (9,607)
                                                         -------    -------
      Net cash utilizedprovided by financing activities           (13,525)   (36,261)44,360    117,854
                                                         -------    -------
Effect of exchange rate changes on cash                    (218)    (1,129)4,126     (1,195)
                                                         -------    -------
      Increase (decrease)Decrease in cash and cash equivalents             64,008    (25,703)(139,827)  (109,342)
Cash and cash equivalents at beginning of year           186,254    125,953
                                                         -------    -------
      Cash and cash equivalents at end of period        $250,262    100,250$ 46,427     16,611
                                                         =======    =======
Supplemental information
  Cash paid during the period for:
    Interest                                            $ 2,859      4,57210,958     12,525
    Income taxes                                        $ 20,893     14,80643,361     48,085

See accompanying condensed notes to consolidated financial statements.




                         HASBRO, INC. AND SUBSIDIARIES
             Condensed Notes to Consolidated Financial Statements

                            (Thousands of Dollars)
                                  (Unaudited)


(1) In the opinion of management and subject to year-end audit, the 
accompanying unaudited interim financial statements contain all adjustments 
(consisting of only normal recurring accruals) necessary to present fairly the 
financial position of the Company as of March 27,June 26, 1994 and March 28,June 27, 1993, and 
the results of operations and cash flows for the periods then ended.

The results of operations for the thirteentwenty-six week period ended March 27,June 26, 1994, 
are not necessarily indicative of results to be expected for the full year.


(2)	The Company has several plans covering certain groups of employees 
which may provide benefits to such employees following their period of active 
employment but prior to their retirement. These plans include certain 
severance plans which provide benefits to employees involuntarily terminated 
and certain plans which continue the Company's health and life insurance 
contribution for employees who have left the Company's employ under terms of 
its long-term disability plan.

	The Company adopted the provisions of Statement of Financial 
Accounting Standards No. 112, Employers' Accounting for Postemployment 
Benefits (SFAS 112) as of the beginning of the current fiscal year. SFAS 112 
requires that the cost of certain postemployment benefits be accrued over the 
employee service period, which is a change from the Company's prior practice 
of recording such benefits when incurred. The effect of initially applying 
SFAS 112, net of a deferred tax benefit of $2,513, has been reported as the 
cumulative effect of a change in accounting principles, negatively impacting 
the Company's first quarter 1994 earnings by $4,282. The adoption of SFAS 112 
is not expected to have a future significant effect on either the Company's 
earnings or its financial condition.


(3) Earnings per common share are based on the weighted average number of 
shares of common stock and dilutive common stock equivalents outstanding 
during each period. Common stock equivalents include stock options and 
warrants for the period prior to their exercise. Under the treasury stock 
method, the unexercised options and warrants were assumed to be exercised at 
the beginning of the period or at issuance, if later. The assumed proceeds 
were then used to purchase common stock at the average market price during the 
period.

For each of the reported periods the difference between primary and fully 
diluted earnings per share was not significant.




                         HASBRO, INC. AND SUBSIDIARIES
              Management's Discussion and Analysis of Financial
                      Condition and Results of Operations

                            (Thousands of dollars)


NET REVENUES
- - ------------
Net revenues for the second quarter ended March 27,and six months of 1994 were $489,133,$444,324 and 
$933,457, compared to the $487,036$515,551 and $1,002,587 reported infor the first quartersame periods 
of 1993. Internationally,During the Company had a successful quarter, experiencing revenue growth in virtually all 
countries. Internationalthe Company's international revenues increased bywere 
essentially flat while its domestic revenues decreased approximately 15% over those20%. 
Domestically, data received from several larger customers indicates that 
consumer purchases of the firstCompany's products through the end of June have 
increased over 1993 levels. With many retailers moving toward more 
sophisticated inventory management techniques, however, this increase has not 
yet resulted in a higher level of replacement orders. Additionally, a 
comparison with 1993 is adversely impacted by the fact that revenues during the 
second quarter of 1993 were at record levels, in part due to the introduction 
of certain Jurassic Park(TM) and absentBarney(R) products in mid-quarter, while 1994 
introductions are on a more traditional time-line of late second quarter or 
early third quarter. Internationally, many of the Company's units were able to 
exceed last year's amounts in their local currencies although this growth was 
largely offset by the adverse effect of changed foreign currency translation 
rates. Although the strengthened U.S. 
dollar increasedhas recently weakened against certain currencies, 
for the quarter as a whole it was stronger than in excessthe comparable period of 
20%. Particularly noteworthy this quarter were1993. For the Netherlands andthree months, the U.K., up more than 50% and 30%, respectively, from 
first quarter 1993 levels. Domestically, the Company's customers reported 
increased consumer purchases of many of its products in comparison to 1993. 
The ongoing efforts of the those customers to minimize their inventory levels, 
however, adversely affected the volume of replacement orders. Within the 
promotional toy group, Kenner had a successful quarter essentially matching 
their 1993 revenues, which had increased more than 80% from the prior year. In 
the games area, Milton Bradley exceeded its 1993 volume, while Parker 
Brothers, also feeling theadverse effect of a comparison against a strong 1993 first 
quarter, fell short. The infant and preschool group, while continuing to face 
significant competition in its market, was marginally above the comparable 
1993 level.changed foreign currency 
translation rates approximated $8,000.

COST OF SALES
- - -------------
The gross profit margin, expressed as a percentage of net revenues, improved 
slightlyfor the 
quarter decreased to 57.4%54.3% from the 1993 level of 57.3%57.0% and for the six months 
to 55.9% from 57.2%. This deterioration is largely attributable to the effect 
of the decreased domestic sales volumes as well as a less favorable mix of 
products sold.

EXPENSES
- - --------
Royalties, research and development expenses although increasing in both 
dollarsfor the second quarter and six 
months increased as a percentage of revenues and, for the six months, in amount 
from 1993 levels. The royalty component decreased in both categories, 
reflecting both the effect of reduced revenues and rates on certain 1993 
products which carried higher than traditional royalty rates. Research and 
development was $32,959 and $61,462 for the second quarter and six months of 
1994 compared to $27,113 and $54,101 in the first quartersame periods of 1993, 
approximates the full year 1993 rate. The increase over the comparable period 
in 1993 is1993. These 
increases were largely attributable to both royalties, where the Company has experienced 
greater sales, particularly within the international group, of products 
carrying relatively high royalty rates, and expanded productCompany's domestic units whose 
development efforts domestically. 

As a percentage of net revenues, advertising expense has decreased to 13.2% 
from 13.9% a year ago. This decrease is the composite of an increase 
internationally and a decrease domestically. Internationally, the Company's 
continuing efforts to establish certain brands is the primary cause of the 
increase, while domestically the decrease results primarily from a planned 
reduction in certain promotional toy advertising.

Selling, distribution and administrative expenses for the quarter remained 
constant at the 1993 level of 22.5% of net revenues.have been expanded.




                         HASBRO, INC. AND SUBSIDIARIES
              Management's Discussion and Analysis of Financial
               Condition and Results of Operations, Continued

                            (Thousands of dollars)


The current quarter advertising decreased approximately $7,300 from the 
comparable 1993 level while for the six months it decreased approximately 
$10,600. As a percentage of net revenues, for the quarter it increased to 13.6% 
from 13.1% in the same period last year and for the six months it decreased to 
13.4% from 13.5% a year ago. The reduction in amounts reflect the reduced 
revenues while the increased percentage during the quarter is largely the 
result of higher spending to establish selected core brands in certain 
international markets.

Both the second quarter and six months selling, distribution and administrative 
expenses show decreases from the respective 1993 amounts, while increasing as a 
percentage of net revenues. The decreases in amount are partially the result of 
lower distribution costs resulting from the lower revenues, while the increases 
in percentage are reflective of the fact that most other expenses in this 
category are relatively fixed.

NONOPERATING (INCOME) EXPENSE
- - -----------------------------
The increase of approximately $1,000Interest expense decreased from 1993 levels in interest expense duringboth the first 
quarter of 1994 is attributable to a combination of factors including an 
increase in average borrowing requirements during thesecond quarter and the 
1993 
early redemption of a portion ofsix months. This decrease reflects the Company's long-term debt.lower borrowing requirements, 
partially offset by slightly higher interest rates. The major component of 
other income continues to be income from temporary investments. Also included 
are various other items, none of which are material, of both income and 
expense.

INCOME TAXES
- - ------------
Income tax expense, as a percentage of pretax earnings, was 38.5% for both the 
firstsecond quarter and six months of 1994, an increase from thecompared with 38.0% for the same period in both periods of 
1993. This increase was primarily results from the result ofthird quarter 1993 increase in 
the U.S.U. S. federal income tax rate which 
increased from 34% to 35% during 1993.

CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLES
- ----------------------------------------------------
At the beginning of the quarter, the Company adopted Statement of Financial 
Accounting Standards No. 112, Employers' Accounting for Postemployment 
Benefits (SFAS 112). SFAS 112 requires that the cost of certain postemployment 
benefits be accrued over the employee service period, which is a change from 
the Company's prior practice of recording such benefits when incurred. The 
recognition of the Company's obligation relating to prior service, net of a 
deferred tax benifit of $2,513, (the cumulative effect of the change in 
accounting principles) reduced net earnings by $4,282. Additionally, this 
recognition required the recording of a long-term liability approximating 
$6,000 and a long-term deferred tax asset approximating $2,000. The adoption 
of SFAS 112 is not expected to have a future significant effect on either the 
Company's earnings or its financial condition.

OTHER INFORMATION
- - -----------------
The business of the Company is characterized by customer order patterns which 
vary from year to year largely because of differences in the degree of consumer 
acceptance of a product line, product availability, marketing strategies and 
inventory levels of retailers and differences in overall economic conditions. 
Also, more retailers are using quick response inventory management practices 
which results in fewer orders being placed in advance of shipment and more 
orders, when placed, for immediate delivery. As a result, comparisons of 
unshipped orders on any date in a given year with those at the same date in a 
prior year are not necessarily indicative of sales for the entire year. In 
addition, it is a general industry practice that orders are subject to 
amendment or cancellation by customers prior to shipment. The Company's 
unshipped orders were approximately $350,000$850,000 at AprilJuly 24, 1994 compared to 
$575,000$950,000 at AprilJuly 25, 1993. During the past several years the Company has 
experienced a gradual shift in its revenue pattern wherein the second half of the year 
has grown in significance to its overall business and within that half the 
fourth quarter has become more prominent. The Company expects that this trend 
will continue.




                         HASBRO, INC. AND SUBSIDIARIES
              Management's Discussion and Analysis of Financial
               Condition and Results of Operations, Continued

                            (Thousands of dollars)


LIQUIDITY AND CAPITAL RESOURCES
- - -------------------------------
Several of the major balance sheet categories, including cash and cash 
equivalents, marketable securities, accounts receivable, inventories and short-term borrowings, 
fluctuate significantly from quarter to quarter. This reflects the seasonality 
of the Company's business coupled with certain customer incentives, mainly in 
the form of extended payment terms. Generally, accounts receivable, inventories 
and short-term debt are lower at the end of December orand March than at the end 
of the other quarters while cash and related amounts are higher. As a result, 
management believes that a comparison to the comparable period in the prior 
year is generally more meaningful than a comparison to the prior year-end.

Cash and cash equivalents were above their 1993 level which is the result of 
the timing of cash receipts and their currency. The Company attempts to keep 
its cash at $250,262the lowest level possible whenever it has short-term borrowings. At 
times, however, the cash available and the borrowing requirement may be in 
different countries and currencies which may make it impractical to substitute 
one for the other. Receivables were approximately $100,000 higherless than 
the aggregate of it and marketable securities at the same time in 1993. This 
increase is reflective of1993 
reflecting the cash generated during the prior twelve months 
and will be used for working capital requirements as the year progresses. 
Receivables, at $449,981, were above their comparable 1993 level due toCompany's reduced revenues, partially offset by a combination of factors including thechange in 
sales mix of first quarter sales with a greaterlarger percentage being made to customers with extended 
payment terms. Inventories increased approximately $34,000, largely duewere modestly above the level of a year ago as the 
Company continues to the lower volume of domestic 
sales during the first quarter and the Company's continuing effortscommit to have 
product available for immediate deliveryproduction at levels sufficient to support its 
customers.anticipated second half revenues. 

Short-term borrowings, at $53,091$129,488 were approximately $77,600 less than last 
year, reflecting both the same as in 1993. While 
the Company attempts to keep its borrowings at the lowest level possible, 
especially when it has excess cash, the cash availableCompany's decreased activity and the borrowing 
required may be in different countries and currencies and may make it 
impractical to substitute one forfunds generated 
from operations within the other.most recent twelve months. Other current liabilities 
increased approximately $20,500 from those of a year ago,marginally, primarily due to timing differences on payments. As part 
of the traditional marketing strategies of the toy industry, many sales made 
early in the year are not due for payment until the fourth quarter, thus making 
it necessary for the Company to borrow significant amounts pending collection 
of these receivables. Currently,At June 26, 1994, the Company has availablehad committed unsecured 
lines of credit totaling approximately $450,000.$450,000 available to it. It also hashad 
available uncommitted lines exceeding $850,000.$900,000. The Company believes that these 
amounts are adequate for its needs. Of these available lines, at March 
27, 1994, approximately 
$65,000$150,000 was in use.use at June 26, 1994.

RECENT INFORMATIONDEVELOPMENTS
- ------------------- -------------------
On April 1,June 22, 1994, the Company amendedannounced that the Executive Committee of its 
existing revolving credit agreement. 
The amendment decreasesBoard of Directors authorized the available amountrepurchase of up to $440,000, extendsfive million shares of 
common stock from time to time in the maturityopen market or otherwise. This 
authorization is in addition to the 2,445,300 shares of common stock that the 
Company is authorized to repurchase pursuant to prior authorization by the 
Board. Shares repurchased will be used for general corporate purposes including 
funding of the agreementCompany's existing stock option plans.




                         HASBRO, INC. AND SUBSIDIARIES
              Management's Discussion and Analysis of Financial
               Condition and Results of Operations, Continued

                            (Thousands of dollars)


On July 12, 1994, the Company's outstanding warrants, which were issued in 
connection with the purchase of assets from Coleco Industries, Inc. in 1989, 
expired and prior to May 31, 1997, removes certain compliance requirements and 
reducesthis date most had been exercised. Under terms of the 
commitment rate and margin, makingwarrants, upon exercise the facility more economicalCompany had the option of either issuing shares of 
its stock or paying the exercising warrantholder an equivalent amount in cash. 
For all but a small number of warrants exercised prior to mid-1993, the Company 
elected to pay the equivalent cash amounts, approximating $16,000, rather than 
diluting its equity.

On July 18, 1994, in response to a public offer to acquire shares in J.W. Spear 
& Sons PLC at a price of 11.50 pounds sterling per share, the Company tendered 
all of its approximately 1,400,000 shares. These shares were purchased by the 
Company in 1990 at a cost of approximately $9,000.

On July 29, 1994, the Company exchanged its investment in approximately 
1,500,000 shares of Virgin Interactive Entertainment Plc (VIE) for 
approximately 1,300,000 shares of Blockbuster Entertainment Corporation 
(Blockbuster). The Company acquired the Company.VIE shares in September 1993 at a cost 
of approximately $25,000 while the value of the Blockbuster shares on July 29, 
1994 was approximately $34,000.





PART II.  Other Information

Item 1.   Legal Proceedings.

           None.

Item 2.   Changes in Securities.

           None.

Item 3.   Defaults Upon Senior Securities.

           None.

Item 4.   Submission of Matters to a Vote of Security Holders.

           NoneAt the Company's Annual Meeting of Shareholders held on May
           11, 1994, the Company's Shareholders, by a vote of 75,077,738
           for, 2,419,162 against, 431,516 abstentions and no broker
           nonvotes, approved the Stock Option Plan for Non-employee
           Directors of the Company.

           They also, by a vote of 68,186,493 for, 9,252,726 against,
           489,197 abstentions and no broker nonvotes, approved the
           Senior Management Annual Performance Plan for the Company.

           In addition, the Company's Shareholders reelected the
           following persons to the Board of Directors of the Company:
           Alan G. Hassenfeld (77,265,949 votes for, 662,367 votes
           withheld); George R. Ditomassi, Jr. (77,422,923 votes for,
           505,393 votes withheld); Harold P. Gordon (76,401,225 votes
           for, 1,527,091 votes withheld); Alex Grass (77,414,385 votes
           for, 513,931 votes withheld); and Preston Robert Tisch
           (74,237,060 votes for, 3,691,256 votes withheld). There were
           no votes against any nominee and no broker nonvotes.

           Finally, the Company's Shareholders ratified the selection of
           KPMG Peat Marwick as the independent public accountants for
           the Company for the 1994 fiscal year by a vote of 77,558,979
           for, 28,733 against, 340,704 abstentions and no broker
           nonvotes.

Item 5.   Other Information.Information

           None.



Item 6.   Exhibits and Reports on Form 8-K.

           (a)  Exhibits.

            4    Amendment No. 1 to Revolving Credit Agreement, dated
                  as11.1  Computation of April 1,Earnings Per Common Share - Twenty-Six
                  Weeks Ended June 26, 1994 among the Company, certain banks
                  (the "Banks") and The First National Bank of Boston,
                  as agent for the Banks.

            11June 27,1993.

            11.2  Computation of Earnings Per Common Share - Thirteen
                  Weeks Ended March 27,June 26, 1994 and March,28,1993.June 27,1993.

            12    Computation of Ratio of Earnings to Fixed Charges -
                  ThirteenTwenty-Six Weeks Ended March 27,June 26, 1994.

           (b)  Reports on Form 8-K

            A current Report on Form 8-K dated April 13,June 16, 1994 was filed
            by the Company and included the Press Release dated April
            13,June
            16, 1994 announcing the Company's revenue and earnings
            expectations for the second quarter and full year 1994.

            A current Report on Form 8-K dated July 14, 1994 was filed
            by the Company and included the Press Release dated July
            14, 1994 announcing the Company's results for the current
            quarter. Consolidated Statements of Earnings (without notes)
            for the quarters ended March 27,June 26, 1994 and March 28,June 27, 1993 and
            Consolidated Condensed Balance Sheets (without notes) as of
            said dates were also filed.





                                  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.

                                                    HASBRO, INC.
                                                    ------------
                                                    (Registrant)


Date: May 11,August 4, 1994                          By:  /s/ John T. O'Neill
                                                 ---------------------
                                                     John T. O'Neill
                                             Executive Vice President and
                                             Chief Financial Officer
                                             (Duly Authorized Officer and
                                             Principal Financial Officer)




                        HASBRO, INC. AND SUBSIDIARIES
                        Quarterly Report on Form 10-Q
                      For the Period Ended March 27,June 26, 1994


                                Exhibit Index

Exhibit
  No.                            Exhibits
- - -------                          --------

  4          Amendment No. 1 to Revolving Credit Agreement

  1111.1        Statement re computation of per share earnings -
               twenty-six weeks ended June 26, 1994 and
               June 27, 1993

  11.2        Statement re computation of per share earnings -
               thirteen weeks ended June 26, 1994 and
               June 27, 1993


  12          Statement re computation of ratios