UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                 FORM 10-Q

(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the quarterly period ended June 29, 1996

     OR

( )  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 0-3400


                             TYSON FOODS, INC.
          (Exact name of registrant as specified in its charter)

                 Delaware                          71-0225165
     (State or other jurisdiction of  (I.R.S. Employer Identification No.)
      incorporation or organization)

         2210 West Oaklawn Drive, Springdale, Arkansas 72762-6999
           (Address of principal executive offices and zip code)

                              (501) 290-4000
           (Registrant's telephone number, including area code)

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         No
               ---            ---


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

Class                                        Outstanding June 29, 1996
- ------------------------------------         -------------------------
Class A Common Stock, $.10 Par Value             76,495,057 Shares
Class B Common Stock, $.10 Par Value             68,453,876 Shares







                                  Page 1

                             TYSON FOODS, INC.
                                   INDEX

                                                                      PAGE

PART I.  FINANCIAL INFORMATION

     Item 1.  Financial Statements

          Consolidated Condensed Balance Sheets
          June 29, 1996 and September 30, 1995                         3-4

          Consolidated Condensed Statements of Income
          for the Three Months and Nine Months Ended
          June 29, 1996 and July 1, 1995                                 5

          Consolidated Condensed Statements of Cash Flows
          for the Nine Months Ended June 29, 1996 and July 1, 1995       6

          Notes to Consolidated Condensed Financial Statements         7-8

     Item 2.  Management's Discussion and Analysis of Financial
               Condition and Results of Operations                    9-13

PART II. OTHER INFORMATION

     Item 1.  Legal Proceedings                                         13

     Item 2.  Changes in Securities                                     13

     Item 3.  Defaults Upon Senior Securities                           13

     Item 4.  Submission of Matters to a Vote of Security Holders       13

     Item 5.  Other Information                                         13

     Item 6.  Exhibits and Reports on Form 8-K                       13-14

SIGNATURES                                                              15



















                                     2

                             TYSON FOODS, INC.

                      PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements



                             TYSON FOODS, INC.
                   CONSOLIDATED CONDENSED BALANCE SHEETS
                               (In millions)


                                             (Unaudited)
                                               June 29,     September 30,
ASSETS                                           1996           1995
_______________________________________      ___________    ____________
                                                      
Current Assets:
     Cash and cash equivalents                 $17.6            $33.1
     Accounts receivable                       582.3            494.7
     Inventories:
         Finished and work-in-process          495.9            417.6
         Live poultry and hogs                 357.9            321.0
         Seafood related products               66.6             75.1
         Hatchery eggs and feed                 65.9             58.6
         Supplies                               74.1             77.1
                                             _______          _______
     Total inventories                       1,060.4            949.4
     Other current assets                       29.2             42.6
                                             _______          _______
Total Current Assets                         1,689.5          1,519.8

Net Property, Plant, and Equipment           1,956.7          2,013.5

Excess of Investments over
     Net Assets Acquired                       795.0            808.1

Investments and Other Assets                   121.4            102.9
                                            ________         ________
                                            $4,562.6         $4,444.3
                                            ========         ========














The accompanying notes are an integral part of these financial statements.

                                     3



                             TYSON FOODS, INC.
                   CONSOLIDATED CONDENSED BALANCE SHEETS
                    (In millions except per share data)

                                             (Unaudited)
                                               June 29,     September 30,
LIABILITIES AND SHAREHOLDERS' EQUITY             1996           1995
_________________________________________    __________     ____________
                                                      
Current Liabilities:
     Notes payable                              $70.6           $95.2
     Current portion of long-term debt          184.6           269.0
     Trade accounts payable                     280.4           274.7
     Other accrued liabilities                  220.2           226.9
                                              _______         _______
Total Current Liabilities                       755.8           865.8

Long-Term Debt                                1,791.1         1,620.5

Deferred Income Taxes                           482.2           479.7

Other Liabilities                                 3.4            10.6

Shareholders' Equity:
  Common stock ($.10 par value):
   Class A-Authorized 900 shares;
     issued 79.7 shares at
     6-29-96 and 9-30-95                          8.0             8.0
   Class B-Authorized 900 shares;
     issued 68.5 shares at
     6-29-96 and 9-30-95                          6.8             6.8
  Capital in excess of par value                375.4           377.9
  Retained earnings                           1,222.0         1,162.3
  Currency translation adjustment                (3.9)           (5.2)
                                              _______         _______
                                              1,608.3         1,549.8
Less treasury stock, at cost-
  3.2 shares at 6-29-96 and
  3.4 shares at 9-30-95                          75.5            79.2
Less unamortized deferred compensation            2.7             2.9
                                             ________        ________
Total Shareholders' Equity                    1,530.1         1,467.7
                                             ________        ________
Total Liabilities and Shareholders' Equity   $4,562.6        $4,444.3
                                             ========        ========









The accompanying notes are an integral part of these financial statements.

                                     4



                             TYSON FOODS, INC.
                CONSOLIDATED CONDENSED STATEMENTS OF INCOME
                    (In millions except per share data)
                                (Unaudited)

                                   Three Months Ended  Nine Months Ended
                                   __________________  _________________

                                   June 29,   July 1,  June 29,   July 1,
                                     1996      1995      1996      1995
                                   _______    ______   _______    ______
                                                  
Sales                             $1,628.2  $1,362.3  $4,762.7  $4,031.7
Cost of Sales                      1,398.9   1,094.5   4,037.0   3,225.0
                                  ________  ________  ________  ________
Gross Profit                         229.3     267.8     725.7     806.7
Expenses:
  Selling                            141.0     115.6     410.3     351.8
  General and administrative          25.0      25.4      77.7      84.8
  Amortization                         6.9       6.4      20.7      19.3
                                   _______   _______   _______   _______
Operating Income                      56.4     120.4     217.0     350.8
Other Expense (Income):
  Interest                            32.9      30.5     101.0      84.0
  Foreign currency exchange                     (4.1)      9.0      15.8
  Other                                0.3      (0.5)     (2.5)      1.3
                                   _______   _______   _______   _______
Income Before Taxes on Income
  and Minority Interest               23.2      94.5     109.5     249.7
Provision for Income Taxes             8.6      35.9      40.5      95.3
Minority Interest in Net (Income)
  Loss of Consolidated Subsidiary               (0.9)      3.3       6.0
                                   _______   _______   _______   _______
Net Income                           $14.6     $57.7     $72.3    $160.4
                                   =======   =======   =======   =======
Average Shares Outstanding           145.3     145.1     145.3     144.7
                                   =======   =======   =======   =======
Earnings Per Share                   $0.10     $0.40     $0.50     $1.11
                                   =======   =======   =======   =======
Cash Dividends Per Share:
  Class A                          $0.0300   $0.0200   $0.0900   $0.0600
                                   =======   =======   =======   =======
  Class B                          $0.0270   $0.0167   $0.0810   $0.0501
                                   =======   =======   =======   =======










The accompanying notes are an integral part of these financial statements.

                                     5



                             TYSON FOODS, INC.
              CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                               (In millions)
                                                          (Unaudited)
                                                       Nine Months Ended

                                                       June 29,   July 1,
                                                         1996      1995
                                                       _______    _______
                                                           
Cash Flows from Operating Activities:
  Net income                                             $72.3     $160.4
  Adjustments to reconcile net income to cash
    provided by operating activities:
    Depreciation                                         159.1      130.9
    Amortization                                          20.7       19.3
    Deferred income taxes                                 (2.5)       4.7
    Foreign currency exchange loss                         9.0       15.8
    Minority interest                                     (3.3)      (5.5)
    Loss on dispositions of property and equipment         3.2        5.1
    (Increase)decrease in accounts receivable           (102.1)      10.3
    Increase in inventories                             (128.3)     (93.5)
    Increase(decrease) in trade accounts payable           5.9      (19.9)
    Net change in other current assets and liabilities     8.9       37.4
                                                        ______     ______
Cash Provided by Operating Activities                     42.9      265.0
Cash Flows from Investing Activities:
  Net cash paid for acquisitions                                    (48.0)
  Additions to property, plant and equipment            (167.0)    (270.6)
  Proceeds from sale of property, plant and equipment      8.9       14.8
  Net change in other assets and liabilities             (27.0)     (32.0)
                                                        ______     ______
Cash Used for Investing Activities                      (185.1)    (335.8)
Cash Flows from Financing Activities:
  Net change in notes payable                            (24.6)     (25.9)
  Proceeds from long-term debt                           489.3      272.4
  Repayments of long-term debt                          (325.2)    (135.1)
  Purchase of treasury shares                             (1.3)     (31.1)
  Other                                                  (12.0)       0.5
                                                        ______     ______
Cash Provided by Financing Activities                    126.2       80.8
Effect of Exchange Rate Change on Cash                      .5       (4.2)
                                                        ______     ______
Increase (Decrease) in Cash and Cash Equivalents         (15.5)       5.8
Cash and Cash Equivalents at Beginning of Period          33.1       27.0
                                                        ______     ______
Cash and Cash Equivalents at End of Period               $17.6      $32.8
                                                        ======     ======
Supplemental Cash Flow Information
  Cash paid during the period for:
    Interest                                             $95.2      $73.8
    Income taxes                                         $40.9      $61.2


The accompanying notes are an integral part of these financial statements.

                                     6

                             TYSON FOODS, INC.
           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                (Unaudited)

1.   Accounting Policies

The consolidated condensed financial statements have been prepared by Tyson
Foods, Inc. (the "Company"), without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain information
and accounting policies and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules
and regulations. Although the management of the Company believes that the
disclosures are adequate to make the information presented not misleading,
these consolidated condensed financial statements should be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's latest annual report for the fiscal year ended
September 30, 1995. The preparation of consolidated condensed financial
statements requires management to make estimates and assumptions.  These
estimates and assumptions affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date
of the consolidated financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could
differ from those estimates. In the opinion of the management of the
Company, the accompanying consolidated condensed financial statements
contain all adjustments, consisting of normal recurring accruals necessary
to present fairly the financial position as of June 29, 1996 and
September 30, 1995, the results of operations for the three months and nine
months ended June 29, 1996 and July 1, 1995 and cash flows for the nine
months ended June 29, 1996 and July 1, 1995. The results of operations for
the three months and nine months ended June 29, 1996 and July 1, 1995, and
cash flows for the nine months ended June 29, 1996 and July 1, 1995, are
not necessarily indicative of the results to be expected for the full year.

The Notes to Consolidated Financial Statements for the year ended
September 30, 1995, reflect the significant accounting policies, debt
provisions, borrowing arrangements, dividend restrictions, contingencies
and commitments of the Company. There were no material changes in such
items during the nine months ended June 29, 1996, except as disclosed
below.

2.   Change in Accounting Principle

Effective October 1, 1995, the Company adopted Statement of Financial
Accounting Standards No. 121 (SFAS No. 121), "Accounting for the Impairment
of Long-Lived Assets and for Long-Lived Assets to be Disposed Of." Under
SFAS No. 121, impairment losses are recognized when information indicates
the carrying amount of long-lived assets, identifiable intangibles and
goodwill related to those assets will not be recovered through future
operations or sale. Impairment losses for assets to be held or used in
operations will be based on the excess of the carrying amount of the asset
over the asset's fair value. Assets held for disposal, except for
discontinued operations, will be carried at the lower of carrying amount or
fair value less cost to sell. The effect of adopting SFAS No. 121 was not
material.



                                     7

                             TYSON FOODS, INC.


3.   Stock-Based Compensation

The Company currently accounts for its stock-based compensation plans using
the provisions of Accounting Principles Board Opinion No. 25, "Accounting
for Stock Issued to Employees"(APB 25).

In October 1995, the FASB issued Statement of Financial Accounting
Standards No. 123, "Accounting for Stock-Based Compensation"(SFAS 123).
Under the provisions of SFAS 123, companies can elect to account for stock-
based compensation plans using a fair-value-based method or continue
measuring compensation expense for those plans using the intrinsic value
method prescribed in APB 25. SFAS 123 requires that companies electing to
continue using the intrinsic value method must make pro forma disclosures
of net income and earnings per share in its annual report as if the fair-
value-based method of accounting had been applied. SFAS 123 will be
effective for the Company's fiscal year ending September 1997. The Company
intends to continue to account for stock-based compensation using the
intrinsic value method, and accordingly, this pronouncement will not have
an effect on the Company's financial position or results of operations.




































                                     8

                             TYSON FOODS, INC.


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

FINANCIAL CONDITION

For the nine months ended June 29, 1996, net cash totaling $42.9 million
was provided by all operating activities. Operations provided $258.5
million in cash offset by $215.6 million used for net changes in
receivables, inventories, payables and other items. Accounts receivable
have increased from 1995 fiscal year-end due to increased export sales and
an increase in total sales. Finished inventories have increased from 1995
fiscal year-end due to increased grain costs, more volume from expansion
and other general inventory increases.

Financing activities provided net cash of $126.2 million, mainly due to
additional debt borrowings during the nine months of fiscal 1996. The
Company primarily used funds generated from financing activities and
operations to fund $167.0 million of property, plant and equipment
additions. The expenditures for property, plant and equipment were related
to acquiring new equipment and upgrading facilities in order to maintain
competitive standing and position the Company for future opportunities.
Additionally, the Company makes a continuing effort to increase
efficiencies, reduce overall cost and meet or exceed environmental
standards.

At June 29, 1996, working capital was $933.7 million compared to $654
million at 1995 fiscal year-end, an increase of $279.7 million. The
current ratio at June 29, 1996 was 2.2 to 1 compared to 1.8 to 1 at
September 30, 1995. Working capital and the current ratio have increased
since year-end primarily due to increases in accounts receivable and
inventories and decreases in notes payable and current portion of long-term
debt. The Company's foreseeable cash needs for operations and capital
expenditures will continue to be met through cash flows from operations and
borrowings supported by existing credit facilities as well as additional
credit facilities which the Company believes are available. Long-term debt
has increased $170.6 million since September 30, 1995. At June 29, 1996,
long-term debt was 53.9% of total capitalization compared to 52.5% at
September 30, 1995.

The Company has unsecured revolving credit facilities totaling $1.5 billion
which support the Company's commercial paper program. In May 1996, the
maturity date of the $1 billion facility was extended to May 2001 and the
maturity date of the $500 million facility was extended to May 1997. At
June 29, 1996, $1 billion was outstanding under the $1 billion facility
consisting of $835 million in commercial paper and $165 million drawn under
the revolver.  At June 29, 1996, the Company had $376.9 million available
under the $500 million facility. Additional outstanding long-term debt at
June 29, 1996, consisted of $348.2 million of public debt, $297.7 million
of institutional notes and $145.2 million of other indebtedness.






                                     9

                             TYSON FOODS, INC.

RESULTS OF OPERATIONS

Record high grain prices had a significant impact on third quarter and nine
months earnings. Additionally, earnings were impacted by the oversupply of
competing meats on the market.

Sales for the third quarter of fiscal 1996 increased 19.5% over the same
quarter of fiscal 1995. This increase was largely due to an increase in
consumer poultry sales which increased fiscal 1996 third quarter total
sales by 17.6%. The tonnage volume of consumer poultry sales increased
27.0% offset slightly by a decrease in average sales prices of 3.1%. The
increase in tonnage volume and the decrease in average sales prices for
consumer poultry is mainly due to the acquisition in September 1995 of two
poultry operations which changed the overall product mix toward lower
priced products.

Beef and pork sales decreased fiscal 1996 third quarter total sales by 3.5%
compared to the same quarter of fiscal 1995. The decrease in beef and pork
sales was due to a 52.0% decrease in tonnage partially offset by a 26.8%
increase in average sales prices. The decrease in tonnage is mainly due to
the sale in the fourth quarter of fiscal 1995 of the Company's swine
slaughter facility. In addition, the sale of this swine slaughter facility
eliminated lower priced fresh pork from the product mix which accounts for
the significant increase in average sales prices. On April 24, 1996, the
Company announced its intention to sell its beef further-processing
operations with plants in Texas and Iowa, as well as its pork further-
processing facility in Holland, Michigan. (See Part II. Item 5. Other
Information.)

Sales of Mexican food-based products and prepared foods as a group
decreased fiscal 1996 third quarter total sales by 0.5%. This decrease was
primarily due to a 4.6% decrease in average sales prices as well as a
change in product mix, and a 3.1% decrease in tonnage. Seafood sales
increased fiscal 1996 third quarter total sales 1.5% due to a 34.1%
increase in tonnage and a 1.5% increase in average sales prices. The
increase in seafood tonnage is mainly due to acquisitions at the end of the
third quarter of fiscal 1995. The seafood operations continue to be
affected by the availability of some species of fish as well as reduced
pricing on some products and other regulations which limit its source of
supply. Management previously expected a net contribution in fiscal 1996
from the Company's seafood operations. However, the nine month results have
not met management's expectations and the results for the 1996 fiscal year
likewise will not meet management's expectation of being profitable. Third
quarter sales of live swine, animal foods, by-products, and other as a
group increased fiscal 1996 third quarter total sales by 4.4% compared to
the same quarter of fiscal 1995. Sales of live swine accounts for 72.2% of
the increase in this group due to the sale in the fourth quarter of fiscal
1995 of the Company's swine slaughter facility located in Marshall,
Missouri.

Sales for the nine months of fiscal 1996 increased 18.1% over the same
period of fiscal 1995. This increase was largely due to an increase in
consumer poultry sales which increased fiscal 1996 nine months total sales
by 17.2%. The tonnage volume of consumer poultry sales increased 28.6%


                                    10

                             TYSON FOODS, INC.

offset somewhat by a decrease in average sales prices of 4.4%. The increase
in tonnage volume and the decrease in average sales prices for consumer
poultry is mainly due to the acquisitions in September 1995 of two poultry
operations which changed the overall product mix toward lower priced
products.

Beef and pork sales decreased fiscal 1996 nine months total sales by 3.7%
compared to the same period of fiscal 1995. The decrease in beef and pork
sales was due to a 53.8% decrease in tonnage partially offset by a 32.4%
increase in average sales prices. The decrease in tonnage is mainly due to
the sale in the fourth quarter of fiscal 1995 of the Company's swine
slaughter facility. In addition, the sale of this swine slaughter facility
eliminated lower priced fresh pork from the product mix which accounts for
the significant increase in average sales prices.

Sales of Mexican food-based products and prepared foods as a group
decreased fiscal 1996 nine months total sales by 0.3%. This decrease was
primarily due to a 3.8% decrease in average sales prices as well as a
change in product mix, partially offset by a 0.2% increase in tonnage.
Seafood sales increased fiscal 1996 nine months total sales 0.9% due to a
22.7% increase in tonnage partially offset by a 1.4% decrease in average
sales prices. The increase in seafood tonnage is mainly due to acquisitions
at the end of the third quarter of fiscal 1995. Sales of live swine, animal
foods, by-products, and other as a group increased fiscal 1996 nine months
total sales by 4.0% compared to the same period of fiscal 1995. Sales of
live swine accounts for 76.7% of the increase in this group due to the sale
in the fourth quarter of fiscal 1995 of the Company's swine slaughter
facility located in Marshall, Missouri.

The increase in cost of goods sold of 27.8% for the third quarter of fiscal
1996 compared to the same quarter of fiscal 1995 was mainly the result of a
significant increase in the cost of grain used in the Company's operations.
Increases in the cost of ingredients used in feed for poultry and swine and
the ingredients used in Mexican food-based operations are estimated to have
increased cost of sales by $129 million during the third quarter of fiscal
1996. Higher ingredient costs are anticipated to continue for a period of
time and the effect on the Company's cost of sales will continue to be
significant as these costs pass through inventories. The impact of high
ingredient costs on the Company's operations is difficult to predict and is
dependent upon various factors in the commodity grain market as well as the
market for finished products. The Company's emphasis on adding value to its
products through further-processing helps to offset a portion of the impact
of increased ingredient costs. Further, the Company is making an effort to
recover a portion of increased grain costs through increased sales prices.
However, because of the current excess supply of poultry and alternative
red meats in the market place there can be no assurance that such costs can
be passed on to the consumer in the near future through higher sales
prices. As a percent of sales, cost of sales was 85.9% for the third
quarter of fiscal 1996 compared to 80.3% in the third quarter of fiscal
1995.

The increase in cost of goods sold of 25.2% for the nine months of fiscal
1996 compared to the same period of fiscal 1995 was mainly the result of
the increase in sales and a significant increase in the cost of grain used
in the Company's operations. Increases in the cost of ingredients used in

                                    11

                             TYSON FOODS, INC.

feed for poultry and swine and the ingredients used in Mexican food-based
operations are estimated to have increased cost of sales by $272 million
during the nine months of fiscal 1996. As a percent of sales, cost of sales
was 84.8% for the nine months of fiscal 1996 compared to 80% in the same
period of fiscal 1995.

Operating expenses increased 17.3% for the third quarter of fiscal 1996
over the same quarter of fiscal 1995. Selling expense, as a percent of
sales, increased to 8.7% for the third quarter of fiscal 1996 as compared
to 8.5% for the third quarter of fiscal 1995. General and administrative
expense, as a percent of sales, was 1.5% in the third quarter of fiscal
1996 compared to 1.9% in the same period last year. The reduction in
general and administrative expense was primarily the result of a decrease
in legal costs and various cost reduction initiatives instituted by
management. Amortization expense was 0.4% of sales in the third quarter of
fiscal 1996 compared to 0.5% of sales in the third quarter of fiscal 1995.

Operating expenses increased 11.6% for the nine months of fiscal 1996 over
the same period of fiscal 1995. Selling expense, as a percent of sales,
decreased to 8.6% for the nine months of fiscal 1996 as compared to 8.7%
for the same period of fiscal 1995. General and administrative expense, as
a percent of sales, was 1.6% in the nine months of fiscal 1996 compared to
2.1% in the same period last year. Amortization expense was 0.4% of sales
in the nine months of fiscal 1996 compared to 0.5% of sales in the same
period of fiscal 1995.

Interest expense increased 7.9% for the third quarter of fiscal 1996
compared to the same quarter of fiscal 1995. The Company had a higher level
of borrowing, mainly to fund acquisitions, which increased the Company's
average indebtedness by 31.7% over the same period last year. The Company's
short-term interest rates were approximately 14.7% lower than the same
period last year, which lowered the weighted average interest rate of all
Company debt to 6.8% compared to 8.0% for the same period last year.

Interest expense increased 20.2% for the nine months of fiscal 1996
compared to the same period of fiscal 1995. The Company had a higher level
of borrowing with the Company's average indebtedness increasing by 36.0%
over the same period last year. The Company's short-term interest rates
were approximately 1.8% lower than the same period last year, which lowered
the weighted average interest rate of all Company debt to 7.0% compared to
7.7% for the same period last year.

The effective income tax rate for the third quarter and nine months of
fiscal 1996 was 37.1% and 37.0%, respectively, compared to 38.0% and 38.2%
in the same periods of fiscal 1995. In addition to reduced state income
taxes, the tax rate was impacted by an adjustment to the liability for
deferred income taxes to reflect the Company's current assessment of tax
contingencies provided for in prior years.

Trasgo's results of operations for the third quarter increased the
Company's net income by $0.8 million. The devaluation of the Mexican peso
adversely affected Trasgo's nine months of fiscal 1996 operating results.
The Company's share of Trasgo's net loss for the nine months of fiscal 1996
reduced the Company's net income by $2.5 million ($0.02 per share).
Management cannot predict the effect of exchange rates on Trasgo's future
operating results.
                                    12

                             TYSON FOODS, INC.

ENVIRONMENTAL MATTERS

The Company has a strong financial commitment to environmental matters.
During the nine months of fiscal 1996 the Company invested approximately
$33.5 million in water quality facilities, including capital outlays of
$4.6 million to build and upgrade facilities, and $28.9 million for day-to-
day operations of waste-water facilities.


                        PART II.  OTHER INFORMATION

Item 1.    Legal Proceedings

           Not Applicable

Item 2.    Changes in Securities

           Not Applicable

Item 3.    Defaults Upon Senior Securities

           Not Applicable

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

           Not Applicable

Item 5.    Other Information

On April 24, 1996, the Company announced its intention to sell its beef and
pork further-processing operations. The beef further-processing operations
include four plants located in Harlingen, Texas; Garland, Texas; Sioux
Center, Iowa and Orange City, Iowa. The pork further-processing operations
include one plant located in Holland, Michigan. The investment banking firm
of CS First Boston Corporation was retained as financial advisor to assist
the Company in pursuing the sale of these operations. To date no agreement
has been reached for the sale of these operations and there can be no
assurance if and when a sale will be consummated.


Item 6.    Exhibits and Reports on Form 8-K

(a) Exhibits:

The exhibits filed with this report are listed in the exhibit index at the
end of this Item 6.

(b) Reports on Form 8-K:

There were no reports filed on Form 8-K during the quarter ended
June 29, 1996.





                                    13

                             TYSON FOODS, INC.

                               EXHIBIT INDEX


The following exhibits are filed with this report.

Exhibit No.                                                           Page
_________                                                             ____
                                                              
3(a) Certificate of Incorporation of the Company as amended
     (previously filed as Exhibit 3(a) to the Company's
     Registration Statement on Form S-4 filed with the
     Commission on July 8, 1992, Commission File No. 33-49368,
     and incorporated herein by reference).

3(b) Amended and Restated Bylaws of the Company (previously
     filed as Exhibit 3(a) to the Company's Annual Report on
     Form 10-K for the fiscal year ended October 1, 1994,
     Commission File No. 0-3400, and incorporated herein by
     reference).

4(a) Amendment No. 1 to First Amended and Restated Credit            16-36
     Agreement, dated as of May 24, 1996, by and among the
     Company, as Borrower, the banks party thereto, The Chase
     Manhatten Bank, N.A., Chemical Bank, Cooperative Centrale
     Raiffeisen-Boerenleenbank, B.A. (Rabobank Nederland), Morgan
     Guaranty Trust Company of New York, National Westminister
     Bank Plc, Nationsbank of Texas, N.A., and Societe Generale
     as Co-Agents, and Bank of America National Trust and Savings
     Association, as Agent.

4(b) Amendment No. 1 to Fourth Amended and Restated Credit           37-57
     Agreement, dated as of May 24, 1996, by and among the
     Company, as Borrower, the banks party thereto, The Chase
     Manhattan Bank, N.A., Chemical Bank, Cooperative Centrale
     Raiffeisen-Boerenleenbank, B.A.(Rabobank Nederland), Morgan
     Guaranty Trust Company of New York, National Westminister
     Bank Plc, Nationsbank of Texas, N.A., and Societe Generale
     as Co-Agents, and Bank of America National Trust and Savings
     Association, as Agent.

11   Statement Regarding Computation of Per Share Earnings           58-59

27   Financial Data Schedule













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                             TYSON FOODS, INC.


                                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.

                                   TYSON FOODS, INC.

Date:     August 9, 1996           /s/ Wayne Britt
                                   -------------------------
                                   Wayne Britt
                                   Executive Vice President,
                                   Finance

Date:     August 9, 1996           /s/ James G. Ennis
                                   -------------------------
                                   James G. Ennis
                                   Corporate Controller





































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