SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                                 FORM 10-K/A
                               AMENDMENT NO. 1

(Mark One)
[X]     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES 
        EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 1997
   
[ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
        EXCHANGE ACT OF 1934
        For the transition period from __________ to ___________

                         Commission file number 1-4717
                                  
                     KANSAS CITY SOUTHERN INDUSTRIES, INC.
              (Exact name of Company as specified in its charter)
                                  
                Delaware                                      44-0663509 
     (State or other jurisdiction of                      (I.R.S. Employer
     incorporation or organization)                      Identification No.)

    114 West 11th Street, Kansas City, Missouri                     64105 
     (Address of principal executive offices)                     (Zip Code)

        Company's telephone number, including area code (816) 983-1303

          Securities registered pursuant to Section 12 (b) of the Act:

                                                     Name of each exchange on
      Title of each class                                 which registered

Preferred Stock, Par Value $25 Per 
  Share, 4%, Noncumulative                             New York Stock Exchange

Common Stock, $.01 Per Share Par Value                 New York Stock Exchange

      Securities registered pursuant to Section 12 (g) of the Act:  None

Indicate by check mark whether the Company (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 Company
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.    
YES [X]                 NO [ ]       

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Company's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [  ]

Company Stock.  The Company's common stock is listed on the New York Stock
Exchange under the symbol "KSU".  As of March 9, 1998, 108,828,011 shares of
common stock and 242,170 shares of voting Preferred stock were outstanding. 
On such date, the aggregate market value of the voting common and Preferred
stock held by non-affiliates was $4,160,168,188 (amount computed based on
closing prices of Preferred and common stock on New York Stock Exchange).

DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the following documents are incorporated herein by reference into
Part of the Form 10-K as indicated:

                                                       Part of Form 10-K into
Document                                                 which incorporated

Company's Definitive Proxy Statement for the 1998               Part III
Annual Meeting of Stockholders, which will be filed 
no later than 120 days after December 31, 1997


General

In this first amendment to the Registrant's Form 10-K/A for the year ended
December 31, 1997, the Registrant is providing restated financial data
schedules for each of the years ended December 31, 1995, 1996 and 1997, as
well as the appropriate quarterly periods for the years ended December 31,
1996 and 1997, in accordance with Rule 601(c)(2)(iii) of Regulation S-K.  The
Registrant is restating earnings per share to give effect to the new reporting
requirements imposed by Statement of Financial Accounting Standards No. 128
("SFAS 128").  SFAS 128 requires the computation of earnings per share under
two methods "basic" and "diluted" as more fully described in Management's
Discussion and Analysis of Financial Condition and Results of Operations to
the Registrant's Annual Report on Form 10-K for the year ended December 31,
1997.  Only earnings per share amounts on the attached exhibit 27.1 have been
restated to reflect the requirements of SFAS 128.  All other previously
reported amounts remain unchanged.


Part IV
                                
                                
Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

All information provided under Part IV Item 14. Exhibits, Financial Statement
Schedules and Reports on Form 8-K, except for the information within this Form
10-K/A Amendment No. 1 as provided below, remains unchanged from the 
Registrant's Form 10-K filed with the Securities and Exchange Commission on 
March 17, 1998.

(a) List of Documents filed as part of this Report

(27) Financial Data Schedule

  27.1    Restated Financial Data Schedules are attached to this Form 10-K/A
          Amendment No. 1 as Exhibit 27.1




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized and in the capacities indicated on June
24, 1998.


                             Kansas City Southern Industries, Inc.

                                /s/ Louis G. Van Horn 
                                   Louis G. Van Horn
                               Vice President & Comptroller
                              (Principal Accounting Officer)




                KANSAS CITY SOUTHERN INDUSTRIES, INC.
            1997 FORM 10-K/A AMENDMENT NO. 1 ANNUAL REPORT
                          INDEX TO EXHIBITS

                                                                           
Exhibit                                                                   
  No.                            Document                                


   27.1         Restated Financial Data Schedules