SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549



                          FORM 10-K / A



                         Amendment No. 1

       Annual Report Pursuant to Section 13 or 15(d) of the
                 Securities Exchange Act of 1934



For the Fiscal Year Ended                    Commission File
December 31, 1995                            Number 1-1550



               CHIQUITA BRANDS INTERNATIONAL, INC.



Incorporated under the                       I.R.S. Employer I.D.
Laws of New Jersey                           No. 04-1923360



          250 East Fifth Street, Cincinnati, Ohio 45202
                          (513) 784-8000





                             PART IV

ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
          ON FORM 8-K


    (a)  3.  Exhibits

    See Index of Exhibits (page 4)  for a listing of all exhibits
filed with this Annual Report on Form 10-K, as amended.





SIGNATURE

   Pursuant to the  requirements of Section  13 or  15(d) of  the
Securities Exchange Act of  1934, the Registrant has  duly caused
this  Amendment  No.  1  to  be  signed  on  its  behalf  by  the
undersigned, thereunto duly authorized on June 24, 1996.

                              CHIQUITA BRANDS INTERNATIONAL, INC.



                              By /s/ William A. Tsacalis         
                                 William A. Tsacalis
                                 Vice President and Controller





               CHIQUITA BRANDS INTERNATIONAL, INC.
                        Index of Exhibits

Exhibit
 Number                        Description

 *3-a  Second  Restated  Certificate of  Incorporation,  filed as
       Exhibit  3(a) to  Quarterly Report  on  Form 10-Q  for the
       quarter ended June 30, 1994

 *3-b  By-Laws, filed  as Exhibit  3-b to  Annual Report on  Form
       10-K for the year ended December 31, 1992

  4    Registrant has  no outstanding  debt issues  exceeding 10%
       of  the   assets  of  Registrant   and  its   consolidated
       subsidiaries.    The   Registrant  will  furnish  to   the
       Securities and  Exchange Commission,  upon request, copies
       of  all agreements and instruments  defining the rights of
       security holders for debt issues not exceeding  10% of the
       assets of Registrant and its consolidated subsidiaries.

 *10-a Lease of  Lands  and  Operating  Contract  between  United
       Brands   Company,   Chiriqui   Land    Company,   Compania
       Procesadora de  Frutas and  the Republic of  Panama, dated
       January  8, 1976,  effective  January  1, 1976,  filed  as
       Exhibit 10-a to Annual  Report on Form 10-K  for the  year
       ended December 31, 1993

**10-b Agreement  dated  January 11,  1996  effective  January 1,
       1996  between  Tela  Railroad  Company  and  the  Honduran
       National Railroad

 *10-c Stock Purchase  Agreement dated December  20, 1995 between
       Smithfield Foods,  Inc.  ("Smithfield")  and  the  Company
       filed  as Exhibit 7.1 to  Schedule 13D  dated December 20,
       1995 filed  by the Company and  certain other persons with
       respect to Smithfield common stock

       Executive Compensation Plans
**10-d 1986 Stock Option and Incentive Plan, as amended

 *10-e Individual  Stock  Option  Plan  and Agreement,  filed  as
       Exhibit 4 to  Registration Statement on Form  S-8 No.  33-
       25950 dated December 7, 1988
**10-f Amended and Restated Deferred Compensation Plan

**11   Computation of Earnings Per Common Share

**12   Computation of  Ratios of  Earnings to  Fixed Charges  and
       Earnings  to  Combined Fixed  Charges and  Preferred Stock
       Dividends

**13   Chiquita  Brands International, Inc. 1995 Annual Report to
       Shareholders (pages 5 through 22 and page 24)

**21   Subsidiaries of Registrant

**23   Consent of Independent Auditors





**24   Powers of Attorney
**27   Financial Data Schedule

  99   Annual  Report on Form 11-K  for the  Chiquita Savings and
       Investment Plan for 1995
                                        
 *     Incorporated by reference.
**     Previously filed with Securities and Exchange Commission.