UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                           Washington, DC  20549

                                FORM 10-Q

(mark one)

X     Quarterly report pursuant to Section 13 or 15(d) of the Securities 
      Exchange Act of 1934

             For the quarterly period ended August 30, 1997

                                    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:  000-04892

                          CAL-MAINE FOODS, INC.
          (Exact name of registrant as specified in its charter)

          Delaware              					                  64-0500378
(State or other Jurisdiction of				       (I.R.S. Employer Identification No.)
Incorporation or Organization)

          3320 Woodrow Wilson Avenue, Jackson, Mississippi  39209
            (Address of principal executive offices)	(Zip Code)

                            (601) 948-6813
            (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_____

    	Number of shares outstanding of each of the issuer's classes of common 
stock (exclusive of treasury shares), as of October 3, 1997.

         	Common Stock, $0.01 par value				11,994,388 shares 

      	Class A Common Stock, $0.01 par value		  1,200,000 shares



                         CAL-MAINE FOODS, INC.

                                INDEX
<TABLE>
<S>      <C>                                                         <C>  
	                                                       						 				   Page
Part I.		Financial Information                                							Number

Item 1. 	Condensed Consolidated Financial Statements

      			Condensed Consolidated Balance Sheets -
      			August 30, 1997 (unaudited) and May 31, 1997		       	        3

      			Condensed Consolidated Statements of Operations -
			      Three Months Ended August 30, 1997 (unaudited) and 
         August 31, 1996 (unaudited)					                              4

      			Condensed Consolidated Statements of Cash Flow -
			      Three Months Ended August 30, 1997 (unaudited) and
         August 31, 1996 (unaudited)					                              5

      			Notes to Condensed Consolidated Financial Statements		        6

Item 2. 	Management's Discussion and Analysis of	Financial 
         Condition and Results of Operations			                        7

	 
Part II.	Other Information

Item 6. 	Exhibits and Reports on Form 8-K				                        10
	

Signatures									                                                  11
</TABLE>



                        PART I.  FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                    CAL-MAINE FOODS, INC. AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                     (in thousands, except share amounts)
<TABLE>
<S>                                              <C>               <C>
                                                 August 30, 1997   May 31, 1997
                                                 ---------------   ------------
                                                 (unaudited)       (note)
ASSETS
Current assets: 
   Cash and cash equivalents                     $  16,852         $  23,737
   Accounts receivable, net                         13,838            13,086
   Recoverable federal and state income taxes        2,142             1,137
   Inventories - note 2                             41,401            42,594
   Prepaid expenses and other current assets         1,410               986
                                                 ---------         ---------
Total current assets                                75,643            81,540

Notes receivable and investments                     3,988             4,747
Other assets                                         1,168               661
 
Property, plant and equipment                      166,087           161,117
Less accumulated depreciation                      (68,477)          (65,771)
                                                 ---------         ---------
                                                    97,610            95,346
                                                 ---------         ---------
   TOTAL ASSETS                                  $ 178,409         $ 182,294
                                                 =========         =========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Accounts payable and accrued expenses         $  21,445         $  21,695
   Current maturities of long-term debt              5,067             4,540
   Current deferred income taxes                     9,915             9,915
                                                 ---------         ---------
Total current liabilities                           36,427            36,150

Long-term debt, less current maturities             57,471            59,896
Deferred expenses                                    1,654             1,655
Deferred income taxes                                9,951             9,951
                                                 ---------         ---------
   Total liabilities                                69,076           107,652

Stockholders' equity:
   Common stock $0.01 par value per share:
      Authorized shares - 30,000,000
      Issued and outstanding shares - 
         17,588,200 at August 30, 1997
         and 17,565,200 at May 31, 1997                176               176
   Class A common stock $0.01 par value, 
      authorized and issued 1,200,000 shares            12                12
   Paid-in capital                                  18,863            18,785
   Retained earnings                                60,166            61,903
   Common stock in treasury - 5,593,812 
      shares at August 30, 1997
      and 5,583,200 shares at May 31, 1997          (6,311)           (6,234)
                                                 ---------         ---------
   Total stockholders' equity                       72,906            74,642
                                                 ---------         ---------
   TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $ 178,409         $ 182,294
                                                 =========         =========
</TABLE>
See note next page.  See notes to condensed consolidated financial statements.



                  CAL-MAINE FOODS, INC. AND SUBSIDIARIES
              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                 (in thousands, except per share amounts)
                                UNAUDITED
<TABLE>
<S>                                           <C>               <C>
			      		   				                                    13 Weeks Ended		
                                              August 30, 1997   August 31, 1996 
                                              ---------------   ---------------
Net sales                                     $ 63,723          $ 65,563
Cost of sales                                   58,253            55,712
                                              ---------         --------- 
   Gross profit                                  5,470             9,851
Selling, general and administrative              7,461             7,140
                                              ---------         ---------
   Operating income (loss)                      (1,991)            2,711
Other income (expense):
   Interest expense, net                        (1,013)           (1,116)
   Other                                           194               199
                                              ---------         ---------
                                                  (819)             (917)
                                              ---------         ---------
   Income (loss) before income taxes            (2,810)            1,794
Income tax expense (benefit)                    (1,073)              697
                                              ---------         ---------
   NET INCOME (LOSS)                          $ (1,737)         $  1,097
                                              =========         =========
Net income (loss) per common share            $   (.13)         $   0.10
                                              =========         =========
Weighted average shares outstanding             13,188            11,509 
                                              =========         =========
</TABLE>
Note:  The balance sheet at May 31, 1997 has been derived from the audited 
financial statements at that date but does not include all of the information 
and footnotes required by generally accepted accounting principles for 
complete financial statements.

See notes to condensed consolidated financial statements.



                 CAL-MAINE FOODS, INC. AND SUBSIDIARIES
             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (in thousands)
                               UNAUDITED
<TABLE>
<S>                                           <C>               <C>
                                                         13 Weeks Ended
                                              August 30, 1997   August 31, 1996
                                              ---------------   ---------------
Cash flows from operating activities          $     78           $  3,147

Cash flows from investing activities:
   Purchases of property, plant and equipment   (1,792)            (1,104)
   Construction of production facilities        (3,344)            (1,008)
   Payments received on notes receivable 
      and from investments                          33                  9
   Net proceeds from sale of property, 
      plant and equipment                           37                266
                                              ---------          --------- 
Net cash used in investing activities           (5,066)            (1,837)

Cash flows from financing activities:
   Additional long-term borrowings                   0              1,000
   Principal payments on long-term debt 
      and capital leases                        (1,898)            (1,560)
   Purchases of common stock for treasury          (77)               (21)
   Proceeds from the exercise of stock options      78                  0
                                              ---------          ---------
Net cash provided by (used in) financing 
   activities                                   (1,897)              (581)
                                              ---------          ---------
Increase (decrease) in cash and cash 
   equivalents                                  (6,885)               729

Cash and cash equivalents at beginning of 
   period                                       23,737              3,959
                                              ---------          ---------
Cash and cash equivalents at end of period    $ 16,852           $  4,688
                                              =========          =========
</TABLE>
See notes to condensed consolidated financial statements.



                  CAL-MAINE FOODS, INC. AND SUBSIDIARIES
           Notes to Condensed Consolidated Financial Statements
                   (in thousands, except share amounts)
                            August 30, 1997
                              (unaudited)					

1.	Presentation of Interim Information

     The accompanying unaudited condensed consolidated financial statements 
are presented 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 the management of Cal-Maine Foods, Inc. (the 
"Company"), the accompanying unaudited condensed consolidated financial 
statements include all normal adjustments considered necessary to present 
fairly the financial position as of August 31, 1997, and the results of 
operations for the thirteen weeks ended August 30, 1997 and August 31, 1996, 
and the cash flows for the thirteen weeks ended August 30, 1997 and August 
31, 1996.  Interim results are not necessarily indicative of results for a 
full year.  For further information, refer to the consolidated financial 
statements and footnotes thereto included in the Company's Annual Report.

2.	Inventories

  	Inventories consisted of the following:
<TABLE>
        <S>                           <C>               <C>
                                      August 30, 1997   May 31, 1997
                                      ---------------   ------------
        Flocks                        $ 26,759          $ 26,674
        Eggs and egg products            3,661             4,030
        Feed and supplies                7,831             8,377
        Livestock                        3,150             3,513
                                      --------          --------
                                      $ 41,401          $ 42,594
</TABLE>
3.  	Impact of Recently Issued Accounting Standards

     In February 1997, the Financial Accounting Standards Board issued 
Statement No. 128, "Earnings per Share", which is required to be adopted on 
February 28, 1998.  At that time, the Company will be required to change the 
method currently used to compute earnings per share and to restate all prior 
periods.  Under the new requirements for calculating primary earnings per 
share, the dilutive effects of stock options will be excluded.  The impact of 
Statement 128 on the calculation of primary and fully diluted earnings per 
share for the three months ended August 30, 1997 and August 31, 1996 is not 
expected to be material.




ITEM 2.  MANAGEMENTS'S DISCUSSION AND ANALYSIS OF FINANCIAL 
         CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

    	The Company is primarily engaged in the production, cleaning, grading, 
packing and sale of fresh shell eggs and in the manufacture and sale of egg 
products.  The Company's fiscal year end is the Saturday closest to May 31.

     The Company's operations are fully integrated.  It owns facilities to 
hatch chicks, grow pullets, manufacture feed, and produce, process, 
manufacture and distribute shell eggs and egg products.  The Company 
currently is the largest producer and distributor of fresh shell eggs in the 
United States.  Shell eggs account for over 90% of the Company's net sales.  
The Company primarily markets its shell eggs in the southwestern, 
southeastern, mid-western and mid-Atlantic regions of the United States.  
Shell eggs are sold directly by the Company primarily to national and 
regional supermarket chains.  Egg products are sold both on a direct basis 
and through egg product brokers to institutional users, including 
manufacturers of baked goods, mayonnaise and confections.

     The Company currently uses contract producers for approximately 35% of 
its total egg production.  Contract producers operate under agreements with 
the Company for the use of their facilities in the production of shell eggs 
by layers owned by the Company, which owns the eggs produced.  Also, some 
shell eggs are purchased for resale by the Company from other, outside 
producers.
	
     The Company's operating income or loss is significantly affected by 
wholesale shell egg market prices, which can fluctuate widely and are outside 
of the Company's control.  Retail sales of shell eggs are greatest during the 
fall and winter months and lowest during the summer months.  Prices for shell 
eggs fluctuate in response to seasonal factors and a natural increase in egg 
production during the spring and early summer.  

    	The Company's cost of production is materially affected by feed costs, 
which average about 60% of Cal-Maine's' total farm egg production cost.  
Changes in feed costs result in changes in the Company's cost of goods sold.  
The cost of feed ingredients is affected by a number of supply and demand 
factors such as crop production and weather, and other factors, such as the 
level of grain exports, over which the Company has little or no control.

     Management's discussion contains forward-looking statements which involve
risks and uncertainties and the Company's actual experience may differ 
materially from that discussed as follows.  Factors that may cause such a
difference include, but are not limited to, those discussed in "Factors 
Affecting Future Performance", below, as well as future events that have the
effect of reducing the Company's available cash balances, such as unanticipated
operating losses or capital expenditures related to possible future 
acquisitions.  Readers are cautioned not to place undue reliance on forward-
looking statements, which reflect management's analysis only as the date hereof.
The Company assumes no obligation to update forward-looking statements.  See 
also the Company's reports to be filed from time to time with the Securities and
Exchange Commission pursuant to the Securities Exchange Act of 1934.

     FACTORS AFFECTING FUTURE PERFORMANCE.  The Company's future operating
results may be affected by various trends and factors which are beyond the 
Company's control.  These include adverse changes in shell egg prices and in the
grain markets.  Accordingly, past trends should not be used to anticipate future
results and trends.  Further, the Company's prior performance should not be
presumed to be an accurate indication of future performance.

RESULTS OF OPERATIONS

    	The following table sets forth, for the periods indicated, certain items 
from the Company's Condensed Consolidated Statements of Income expressed as a 
percentage of net sales.
<TABLE>
     <S>                                <C>               <C>
                                             Percentage of Net Sales
			                        	                 -----------------------
                                                 13 Weeks Ended
                                        August 30, 1997   August 31, 1996
                                        ---------------   ---------------
     Net sales                          100.0%            100.0%
     Cost of sales                       91.4              85.0
                                        ------            ------
     Gross profit                         8.6              15.0
     Selling, general & administrative   11.7              10.9
                                        ------            ------
     Operating income (loss)             (3.1)              4.1
     Other expense                       (1.3)             (1.4)
                                        ------            ------
     Income (loss) before taxes          (4.4)              2.7
     Income tax expense (benefit)        (1.7)              1.0     
                                        ------            ------
     Net income (loss)                   (2.7)%             1.7%
</TABLE>
NET SALES

    	Net sales for the first quarter of fiscal 1998 were $63.7 million, a 
decrease of $1.8 million, or 2.8%, as compared to the first quarter of fiscal 
1997.  Although dozens sold increased for the current quarter, a 9% decrease 
in average shell egg market prices resulted in a decline in net sales.  The 
Company's net average selling price per dozen for the fiscal 1998 first 
quarter was $.607, compared to $.682 for the first quarter last year, a 
decrease of 11%.  Differences in the product mix sold affect the difference 
between the percentage change of average shell egg market price and the 
Company's net average selling price.  The Company's net average selling price 
is the average selling price for all sizes and grades of shell eggs, 
including non-graded egg sales, breaking stock and undergrades.  Dozens sold 
for the fiscal 1998 first quarter were 98.1 million, compared to 89.4 
million, an increase of 10%.  A production and processing facility purchased 
in the fourth quarter of fiscal 1997 produced 6.6 million dozen.  The balance 
of the increase in dozens sold was from purchases from outside producers.

COST OF SALES

    	Total cost of sales for the first quarter ended August 30, 1997 was 
$58.3 million, an increase of $2.5 million, or 4.6%, from the cost of sales 
of $55.7 million in last year's first quarter.  This increase is primarily 
the net result of an increase in dozens sold and a decrease in feed cost per 
dozen eggs sold.  Feed cost for the first quarter ended August 30, 1997, was 
$.25 per dozen, compared to $.32 per dozen for the comparable
period, a decrease of 22%.  Last year, poor crop conditions in the Mid-West 
resulted in higher cost of feed ingredients.  For the current crop year, 
industry projections indicate better crop conditions.  The decrease in egg 
selling prices and increases in cost of sales combined to decrease gross 
profit from 15.0% of net sales in the quarter ended August 31, 1996 to 8.6% 
for the current quarter ended August 30, 1997.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

    	Selling, general and administrative expense for the first quarter ended 
August 30, 1997 was $7.5 million, an increase of $300,000, or 4.5%, as 
compared to the $7.1 million for the comparable period last year.  For the 
current quarter, approximately one-third of the increase is due to higher 
promotional expenses in the Company's growing specialty egg business, and the 
balance is due to additional delivery costs, due to increased dozens sold.  
As a percent of net sales, selling, general and administrative expenses have 
increased for the current quarter to 11.7% from last year's first quarter of 
10.9%.  

OPERATING INCOME (LOSS)

    	As the result of the above, an operating loss of $2.0 million was 
incurred for the first quarter ended August 30, 1997, as compared to an 
operating income of $2.7 million for last year's first quarter.  As a percent 
of net sales, the current fiscal 1998 quarter had a 3.1% operating loss, 
compared to 4.1% operating income for last year.

OTHER EXPENSE

    	Other expenses for the first quarter ended August 30, 1997 were 
$800,000, compared to $900,000 for last year's first quarter.  The current 
year reduction of $100,000 is due to lower net interest expense.  As a 
percent of net sales, both quarters were a fraction above 1%.

INCOME TAXES

    	As a result of above, the Company had a pre-tax loss of $2.8 million for 
the quarter ended August 30, 1997, compared to pre-tax income of $1.8 million 
for the quarter ended August 31, 1996.  For the fiscal 1998 first quarter, an 
income tax benefit of $1.1 million was recorded with an effective tax rate of 
38.2%, as compared to an income tax expense of $700,000 with an effective 
rate of 38.9% for last year's comparable quarter.

NET INCOME

    	As a result of the above, the net loss for the first quarter ended 
August 30, 1997 was $1.7 million, or a loss of $.13 per share, compared to 
net income of $1.1 million, or $.10 per share for the quarter ended August 
31, 1996.

CAPITAL RESOURCES AND LIQUIDITY

    	The Company's working capital at August 30, 1997 was $39.2 million 
compared to $45.4 million at May 31, 1997.  The Company's need for working 
capital generally is highest in the first and last fiscal quarters ending in 
August and May, respectively, when egg prices are normally at seasonal lows.  
Seasonal borrowing needs frequently are higher during these periods than 
during other fiscal periods.  The Company had an unused $35 million line of 
credit with three banks at August 30, 1997.  The Company's long-term debt at 
that date, including current maturities and capitalized lease obligations, 
totaled $62.5 million.

    	Substantially all trade receivables and inventories collateralize the 
Company's line of credit, and property, plant and equipment collateralize the 
Company's long-term debt.  The Company is required by certain provisions of 
these loan agreements to (1) maintain minimum levels of working capital and 
net worth; (2) limit dividends, capital expenditures, lease obligations and 
additional long-term borrowings; and (3) maintain various current and cash-
flow coverage ratios, among other restrictions.  The Company was in 
compliance with these provisions at August 30, 1997.  

    	For the thirteen weeks ended August 30, 1997, $78,000 in net cash was 
provided by operating activities.  This compares to net cash from operating 
activities of  $3.1 million for the comparable period last year.  For the 
current fiscal first quarter, $1.8 million was used for purchases of 
property, plant and equipment, and $3.3 million was used for construction of 
the Chase, Kansas facility.  Repayment of long-term debt in the amount of 
$1.9 million was made.  The net result of these current activities was a 
decrease in cash of $6.9 million since May 31, 1997.

    	For the first quarter ended August 31, 1996, $1.1 million was used for 
purchases of property, plant and equipment, and $1.0 million was used for 
construction of new facilities.  Additional long-term borrowings of $1.0 
million were received and repayments of $1.6 million were made.  Including 
the $3.1 million net cash from operating activities, the net result was an 
increase in cash of $700,000 during the first quarter beginning June 1, 1996.

    	At August 30, 1997, the Company had expended, since the start of the 
project, approximately $14.3 million in the construction of new shell egg 
production, processing and feed mill facilities in Chase, Kansas.  The 
Company is financing approximately $13.5 million of the estimated $16.0 
million to complete the project through industrial revenue bonds maturing in 
2011.  Borrowings under the industrial revenue bond agreement totaled $1.0 
million at August 30, 1997.  In the second quarter of fiscal 1998, the 
Company plans to commence construction of new shell egg production and 
processing facilities in Waelder, Texas.  The estimated cost of construction 
is approximately $13.9 million with financing plans of approximately $10.4 
million borrowing from an insurance company.



                       PART II.	OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

  	a.	Exhibits

	       	The following Part I exhibit is filed herewith:
<TABLE>
         <S>       <C>
	       	Exhibit
	       	Number		  Exhibit
         -------   -------
        	27       	Financial data schedule
</TABLE>
  	b.	Reports on Form 8-K

   No Current Report on Form 8-K was filed by the Company covering an event 
   during the first quarter of fiscal 1998.  




                                 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.
<TABLE>
<S>                        <C>
                 					     CAL-MAINE FOODS, INC.
					                      (Registrant)

Date: October 6, 1997					 /s/ Bobby J. Raines
                           ------------------------------  
					                      Bobby J. Raines
                 					     Vice President/Treasurer
                           (Principal Financial Officer)

Date:	October 6, 1997      /s/ Charles F. Collins
                           ------------------------------
                 					     Charles F. Collins
                 					     Vice President/Controller
                           (Principal Accounting Officer)






</TABLE>