SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549  

                                  Form 10-Q 
 
(x)  Quarterly Report Pursuant to Section 13 or 15(d) of the Security Exchange 
     Act of 1934 For the Quarterly period ended October 3, 1998  
                                     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 1-7138 
  
                                  CAGLE'S, INC. 
 
                GEORGIA                                58-0625713 
  (State or other Jurisdiction of         (I.R.S. Employer Identification No.) 
   Incorporation or Organization) 
 
                 2000 Hills Avenue, N. W. Atlanta, Georgia  30318 
 
              (Address of Principal Executive Offices and Zip Code) 
 
                                  (404) 355-2820 
 
              (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 October 3, 1998 
--------------------------------------          ----------------------------- 
Class A Common Stock, $1.00 Par Value	                 4,784,532 
 
 



PART 1.  FINANCIAL INFORMATION 
 
Cagle's, Inc. And Subsidiary 

Consolidated Balance Sheets 
October 3, 1998 and March 28, 1998 
(In Thousands, Except Par Value) 
(Period 10/03/98 Unaudited) 
                                                   10/03/98       03/28/98 
                                                 ------------   ------------- 
Assets  ----------------------------------------- 
CURRENT ASSETS 
Cash                                             $       379    $        226
Accounts receivable, net of allowance for 
doubtful accounts of $972 and $752 at 
October 3, 1998 and March 28, 1998, 
respectively                                          19,084          17,269 
Inventories                                           29,613          32,567 
Other current assets                                     868           1,907 
                                                 ------------    ------------ 
Total current assets                                  49,944          51,969 
                                                 ------------    ------------ 
INVESTMENTS IN AND RECEIVABLES FROM 
UNCONSOLIDATED AFFILIATES                             28,032          27,069 
OTHER ASSETS                                             694             694 
PROPERTY, PLANT, AND EQUIPMENT                       106,974         102,495 
  Less accumulated depreciation                      (46,501)        (42,808) 
                                                 ------------    ------------ 
Property, plant, and equipment, net                   60,473          59,687 
                                                 ------------    ------------ 
TOTAL ASSETS                                     $   139,143     $   139,419 
                                                 ============    ============ 

LIABILITIES & STOCKHOLDERS' EQUITY---------------                         
CURRENT LIABILITIES                                                          
Current Maturities of Long Term Debt             $     2,795     $     2,795
Income Taxes Payable                                   1,024               0 
Accounts payable                                      11,956           9,886 
Accrued expenses                                      11,899          11,007 
                                                 ------------    ------------ 
Total Current Liabilities                             27,674          23,688 
                                                 ------------    ------------ 
LONG TERM DEBT (net of current maturities)            36,278          48,366 

NONCURRENT DEFERRED INCOME TAXES                      12,223          12,223 
                                                 ------------    ------------ 
STOCKHOLDERS' EQUITY: 
Common stock, $1 par value; authorized 9,000  
shares and 4784 and 5006 shares issued 
respectively                                           4,784           5,006 
Capital in excess of par value                         5,224           7,946 
Treasury Stock                                          (298)           (354)
Retained earnings                                     53,258          42,544
                                                 ------------    ------------ 
Total stockholders' equity                            62,968          55,142 
                                                 ------------    ------------ 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $   139,143     $   139,419 
                                                 ============    ============ 

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

Cagle's, Inc., & Subsidiary 
Consolidated Statements of Income 
For the 14 and 27 weeks ended October 3, 1998 
and the 13 and 26 weeks ended September 27, 1997 
(Amounts in thousands, except per share data) 
(Unaudited) 
                                        14 wks    13 wks    27 wks    26 wks
                                         ended     ended     ended     ended
                                       10/03/98  09/27/97  10/03/98  09/27/97
                                       --------  --------  --------  --------
Net Sales                              $ 92,802  $ 96,687  $175,676  $183,454
 
Costs and Expenses: 
Cost of Sales                            77,826    93,343   151,690   174,988
Selling and Delivery                      2,812     2,717     5,408     5,575
General and Administrative                1,889     1,544     3,580     3,160
                                        -------  --------  --------  --------
Total costs and expenses                 82,527    97,604   160,678   183,723
                                        -------  --------  --------  --------
Income (Loss) From Operations            10,275      (917)   14,998      (269)
 
Other Income(Expense):                                                   
Interest expense                           (792)     (908)   (1,638)   (1,885)
Income from unconsolidated 
affiliates and other 
income, net                               1,849     2,227     3,720     4,429
                                       --------  --------  --------  --------   
Income Before Income Taxes               11,332       402    17,080     2,275
 
(Provision) For Income Taxes             (3,996)     (143)   (6,066)     (842)
                                       --------  --------  --------  --------
Net Income                             $  7,336  $    259  $ 11,014  $  1,433
                                       ========  ========  ========  ========
Weighted Average Shares Outstanding 
              -Basic                      4,929     5,006     4,967     5,006
              -Diluted                    4,929     5,006     4,967     5,006
                                       ========  ========  ========  ========
Net Income Per Common Share
              -Basic                   $   1.49  $   0.05  $   2.22  $   0.29
              -Diluted                 $   1.49  $   0.05  $   2.22  $   0.29
Dividends Per Common Share             $    .03  $    .03  $    .06  $    .06
                                       ========  ========  ========  ========
 
The accompanying notes are an integral part of these consolidated  
financial statements. 



Cagle's, Inc & Subsidiary  Consolidated Statements of Cash Flows 
For the 27 weeks ended October 3, 1998 and 26 weeks ended September 27, 1997 
(In Thousands) (unaudited) 
                                                  Oct. 03, 1998   Sept 27, 1997 
                                                  -------------   ------------- 
CASH FLOWS FROM OPERATING ACTIVITIES:                                         
Net Income                                        $     11,014    $      1,433
 
Adjustments to reconcile net income to net cash 
provided by operating activities: 
Depreciation and amortization                            4,174           3,887 
loss (gain) on disposal of property, plant and equip        19             (17) 
Changes in investment in and receivables from 
unconsolidated affiliates                                 (963)         (2,705) 
Changes in assets and liabilities: 
Accounts receivables, net                               (1,815)         (4,214) 
Inventories                                              2,954           3,247
Insurance Proceeds Receivable                                0           3,054
Deferred Income Taxes asset                                  0             114
Other current assets                                     1,039             618
Accounts payable                                         2,070           1,136 
Accrued expenses                                           892           1,699 
Income taxes payable                                     1,024               0 
Deferred income taxes payable                                0            (296)
                                                   -------------   -----------
Total Adjustments                                        9,394           6,523
                                                   -------------   -----------

Net cash provided by operating activities               20,408           7,956
                                                   -------------   -----------
 
CASH FLOWS FROM INVESTING ACTIVITIES: 
Additions to property, plant, and equipment             (5,041)           (975)
(increase) decrease in other assets                          0             (16)
Proceeds from the sale of property, plant, and equip.       63               0 
                                                   -------------   -----------
Net cash used in investing activities                   (4,978)           (966)
                                                   -------------   -----------

Cash Flows from financing activities: 
Payments of long-term debt and capital 
lease obligations                                      (12,088)         (6,258)
Dividends Paid                                            (299)           (300)
Repurchase of Common Stock                              (2,949)           (222)
Proceeds from exercise of Stock Options                     59               0
                                                   -------------   -----------
Net cash used by financing activities                  (15,277)         (6,780) 
                                                   -------------   -----------

NET INCREASE IN CASH                                       153             211
CASH AT BEGINNING OF PERIOD                                226              94 
                                                   -------------   -----------
CASH AT END OF PERIOD                              $       379     $       305 
                                                   =============   ===========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: 
Cash paid during the period for:
   Interest                                        $     1,795     $     1,142 
                                                   =============   =========== 
Income Taxes                                       $     3,768     $       752 
                                                   =============   ===========
The accompanying notes are an integral part of these consolidated financial 
statements. 

Cagle's, Inc. & Subsidiary
Notes to Consolidated Condensed Financial Statements 
October 3, 1998

 1.  In the opinion of Management, the accompanying unaudited consolidated
     financial statements contain all adjustments which are of normal and 
     recurring nature, necessary to present fairly the consolidated financial 
     position of Cagle's, Inc. and Subsidiary (the "Company") as of October 3, 
     1998 and March 28, 1998 and the results of their operations and their 
     cash flows for the 14 weeks and 27 weeks ended October 3, 1998 and the 
     13 weeks and 26 weeks ended September 27, 1997.

 2.  The results of operations for the 14 weeks and 27 weeks ended October 3, 
     1998 and the 13 weeks and 26 weeks ended September 27, 1997 are not 
     necessarily indicative of the results expected for the full year. 
 
 3.  Inventories consisted of the following:  (In Thousands) 
 
                                        October 3, 1998       March 28, 1998 
 
        Finished Product                        $11,949               $14,295 
        Field Inventory and Breeders             14,059                14,036  
        Feed, Eggs, and Medication                2,276                 2,582
        Supplies                                  1,329                 1,654
                                       ----------------        -------------- 
                                                $29,613               $32,567 
 
 4.  Use of Estimates 
     The preparation of financial statements in conformity with generally 
     accepted accounting principles requires management to make estimates 
     and assumptions that affect the reported amounts of assets and liabilities,
     the disclosures of contingent assets and liabilities at the date of the  
     financial statements, and the reported amounts of revenues and expenses 
     during the reporting period.  Actual results may vary from those
     estimates. 
 
 5.  Investments in and Receivables from Unconsolidated Affiliates. 
     The Company accounts for its investments in (5) five unconsolidated 
     affiliates using the equity method.  The Company's share of earnings from
     from these affiliates totaled $1,769,000 and $3,671,000 for the 14 weeks
     and 27 weeks ended October 3, 1998. The earnings reported for the 3 
     unconsolidated affiliates existing during the 13 and 26 weeks ended
     September 27, 1997 were $2,165,000 and $3,547,000 respectively.  

 6.  Year 2000 Compliance
     The Company is fully aware of the potential problems presented by the Year
     2000 as it relates to many systems throughout the company and with vendors
     and customers.  The Company has implemented a formal plan to address these
     issues.  Progress is monitored regularly with status reports to management
     and the Board of Directors.  The Company expects to be fully compliant by
     the end of the fiscal year on April 3, 1999. The total cost of this 
     program is not expected to materially affect earnings.


Management's Discussion and Analysis of Financial   
Condition and Results of Operation  
October 3, 1998   

Financial Condition    

The Company utilized strong earnings and cash flow to further reduce debt 
($12,088,000 since March 28, 1998) while extending its stock repurchase 
program, and re-purchasing 199,500 shares of stock during the second quarter.
As of October 3, 1998 the Company had $15,561,800 available for borrowing under
unsecured lines of credit and believes this to be adequate for anticipated
requirements.

Results of Operations  

Sales for the 14 week period ended October 3, 1998 declined by 10.87%. When the
quarter's revenue are adjusted to 13 weeks and the 27 weeks sales adjusted for
the extra week sales are 7.79% lower.  The reduced revenues are attributed to 
6.5% less production when 27 week period is adjusted to comparable 26 week. 
Total pounds produced for the quarter ended October 3, 1998, adjusted to 13 
weeks, was 5.12% greater than for the same quarter of a year ago. An additional
factor contributing to lower revenues is that the purchase of product outside 
for re-sale and for further processing was drastically reduced during the 
period. The Ga. Dock quoted market price was on the average slightly higher 
than a year ago for the same 6 month period.  The Ga. Dock Price for the 
quarter was approximately $.0627 per pound higher.  While white meat prices 
trended higher than a year ago, dark meat, which is predominantly an export 
item, has been severely depressed, consequently pulling down the revenues for 
the total company.

Gross margins for the quarter and 27 week period exceeded year ago levels by
12.68% and 9.04% respectively and is due mainly to feed cost which averaged 
21.6% lower for the 6 months as compared to the same period of a year ago and 
22.4% lower for the quarter ended October 3, 1998 as compared to the same 
period of a year ago.

Selling, Delivery and Administrative Expenses   

Selling, Delivery and Administrative Expenses increased by 10.3% and 2.9% for
the quarter and 6 months, respectively, ended October 3, 1998 as compared to 
comparable periods ended September 27, 1997.  These increases are mainly 
personnel related.

Interest Expense  

Interest expense for the quarter declined by 12.8% and for the 6 months by 13.1%
as compared to the same periods of a year ago.  The reduction is attributable to
reduced borrowing during the periods.

Other Income    

Other income declined by 16.8% and 16.01% for the quarter and 6 months 
respectively as compared to the comparable periods of a year ago and reflects 
the impact of start-up cost in the two Kentucky Joint Ventures which are 
recorded via the equity method and are consequently netted against the recorded 
earnings of the 3 other joint venture companies. 

Income Taxes    

The provision for income taxes reflects taxes at statutory rates adjusted for  
available tax credits to which the company is entitled.   

General

On July 27, 1998 the Company filed a report on Form 8-k disclosing the 
discovery of an act of employee dishonesty.  The Company continues to make 
progress on its legal actions to seize and convert to cash assets belonging to 
the perpetrator. Although the final outcome will not be know until all known 
assets are sold the Company believes the outlook is good for the recovery of 
a substantial portion of the loss with no significant impact on earnings.

Part II	

Other Information 
 
Item 9  Exhibits and Reports on Form 8-K 
    a.  Not applicable 
    b.  A report on Form 8-k was filed on July 22, 1998 to disclose discovery
        of an event of employee dishonesty.

Signatures    

Pursuant to the requirements of the Securities and Exchange Act of 1934, 
the registrant has duly caused this report to be signed on its behalf by the  
undersigned thereunto duly authorized. 
 
 
 
Date:  November 6, 1998                      /s/      J. Douglas Cagle 
 
Date:  November 6, 1998                      /s/      Kenneth R. Barkley