UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION


                        Washington, D.C.  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 January 1, 2000

          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 0-17060

                            WLR FOODS, INC.
        (Exact name of Registrant as specified in its charter)

               Virginia                          54-1295923
          (State or other jurisdiction       (I.R.S. Employer
            of incorporation)                Identification No.)

                             P.O. Box 7000
                       Broadway, Virginia  22815
              (Address including Zip Code of Registrant's
                     Principal Executive offices)

                            (540) 896-7001
         (Registrant's telephone number, including area code)

Indicate by cross 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 ()

The number of shares outstanding of Registrant's Common Stock, no par
value, at January 31, 2000 was 16,594,400 shares.

<PAGE>

                    PART 1.  FINANCIAL INFORMATION

Item 1.     Financial Statements
<TABLE>
          WLR FOODS, INC. AND SUBSIDIARIES
       CONSOLIDATED STATEMENTS OF OPERATIONS

<CAPTION>
(unaudited)                                           Thirteen weeks ended
In thousands, except per share data                January 1,    December 26,
                                                      2000            1998
<S>                                                  <C>             <C>
Net sales                                            $218,803        $229,276
Cost of sales                                         184,181         191,486
                                                      -------         -------
   Gross profit                                        34,622          37,790
Selling, general and administrative expenses           26,388          22,696
                                                      -------         -------
   Operating income                                     8,234          15,094
Other expense (income):
   Interest expense                                     1,182           3,003
   Gain on sale of Goldsboro complex                        -             118
   Other expense (income), net                           (633)            325
                                                      -------         -------
   Other expense, net                                     549           3,446
                                                      -------         -------
Earnings  before income taxes                           7,685          11,648
Income tax expense                                      2,901           4,426
                                                      -------         -------
Net earnings before extraordinary charge                4,784           7,222

Extraordinary charge on early extinguishment of
 debt, net of tax                                           -            (954)
                                                      -------         -------
Net earnings                                           $4,784          $6,268
                                                      =======         =======

Basic net earnings per common share, before
 extraordinary charge                                   $0.28           $0.43

<PAGE>

Basic net loss per common share, extinguishment
 of debt                                                    -           (0.06)
                                                      -------         -------
Total basic net earnings per common share               $0.28           $0.37
                                                      =======         =======

Diluted net earnings per common share, before
 extraordinary charge                                   $0.28           $0.43
Diluted net loss per common share, extinguishment
 of debt                                                    -           (0.06)
                                                      -------         -------
Total diluted net earnings per common share             $0.28           $0.37
                                                      =======         =======

See accompanying Notes to Consolidated Financial Statements.
</TABLE>
                                       2
<PAGE>
<TABLE>
<CAPTION>

          WLR FOODS, INC. AND SUBSIDIARIES
       CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)                                         Twenty-six weeks ended
In thousands, except per share data                January 1,    December 26,
                                                      2000            1998
<S>                                                  <C>             <C>
Net sales                                            $420,810        $467,216
Cost of sales                                         356,886         388,129
                                                      -------         -------
   Gross profit                                        63,924          79,087
Selling, general and administrative expenses           50,744          48,103
                                                      -------         -------
    Operating income                                   13,180          30,984
Other expense (income):
   Interest expense                                     2,415           7,889
   Gain on sale of Goldsboro complex                        -          (7,754)
   Other expense (income), net                         (1,004)            303
                                                      -------         -------
   Other expense, net                                   1,411             438
                                                      -------         -------
Earnings  before income taxes                          11,769          30,546
Income tax expense                                      4,443          11,608
                                                      -------         -------
Net earnings from continuing operations                 7,326          18,938

Earnings from discontinued operations, net of tax           -             664
Gain on disposal of discontinued operations, net
 of tax                                                     -          15,499
                                                      -------         -------
Total earnings  from discontinued operations                -          16,163

Extraordinary charge on early extinguishment of
 debt, net of tax                                           -          (2,559)
                                                      -------         -------
Net earnings                                           $7,326         $32,542
                                                      =======         =======
                                       3
<PAGE>

Basic net earnings per common share, continuing
 operations                                             $0.43           $1.12
Basic net earnings per common share, discontinued
 operations                                                 -            0.97
Basic net loss per common share, extinguishment
 of debt                                                    -           (0.15)
                                                      -------         -------
Total basic net earnings per common share               $0.43           $1.94
                                                      =======         =======

Diluted net earnings per common share, continuing
 operations                                             $0.43           $1.12
Diluted net earnings per common share,
 discontinued operations                                    -            0.95
Diluted net loss per common share, extinguishment
 of debt                                                    -           (0.15)
                                                      -------         -------
Total diluted net earnings per common share             $0.43           $1.92
                                                      =======         =======

See accompanying Notes to Consolidated Financial Statements.
</TABLE>
                                       4
<PAGE>
<TABLE>
<CAPTION>

          WLR FOODS, INC. AND SUBSIDIARIES
            CONSOLIDATED BALANCE SHEETS

Dollars in thousands
                                                   January 1,         July 3,
                                                     2000              1999

ASSETS                                             (unaudited)
Current Assets
<S>                                                  <C>             <C>
   Cash and cash equivalents                             $340            $210
   Accounts receivable, less allowance for
    doubtful accounts of $2,433 and $1,909.            51,563          59,026
   Inventories (Note 2)                               105,617         106,679
   Income taxes receivable                                  -             355
   Other current assets                                 3,057           6,427
                                                      -------         -------
   Total current assets                               160,577         172,697

Property, plant and equipment, net                    103,780         107,945
Deferred income taxes                                   1,486           3,009
Other assets                                            5,625           5,446
                                                      -------         -------
TOTAL ASSETS                                         $271,468        $289,097
                                                      =======         =======

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
   Current maturities of long-term debt                $5,575          $5,046
   Excess checks over bank balances                     8,631          13,912
   Trade accounts payable                              26,384          26,500
   Accrued payroll and related benefits                14,760          24,729
   Other accrued expenses                              10,679           8,677
   Deferred income taxes                                9,243           9,817
                                                      -------         -------
   Total current liabilities                           75,272          88,681


Long-term debt, excluding current maturities           38,412          48,845
Other liabilities and deferred credits                  6,726           7,636
                                       5
<PAGE>

Shareholders' equity:
   Common stock, no par value                          68,922          69,125
   Additional paid-in capital                           2,974           2,974
   Retained earnings                                   79,162          71,836
                                                      -------         -------
   Total shareholders' equity                         151,058         143,935
                                                      -------         -------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY           $271,468        $289,097
                                                      =======         =======

See accompanying Notes to Consolidated Financial Statements.
</TABLE>
                                       6
<PAGE>
<TABLE>
<CAPTION>

          WLR FOODS, INC. AND SUBSIDIARIES
       CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)                                          Twenty-six weeks ended
Dollars in thousands                               January 1,    December 26,
                                                      2000           1998
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                  <C>             <C>
Net earnings                                           $7,326         $32,542
Adjustments to reconcile net earnings to net cash
 provided by operating activities:

Extraordinary loss on early extinguishment of
 debt, net of tax                                           -           2,559
Depreciation and amortization                           9,471          11,421
(Gain) loss on sale of property, plant and
 equipment                                               (632)            142
Gain on sale of Goldsboro complex                           -          (7,754)
Gain on sale of discontinued operation                      -         (24,998)
Deferred income taxes                                     950          12,261
Valuation allowance on assets held for sale                 -           1,380
Other, net                                                 (5)           (284)

Change in operating assets and liabilities:
   Decrease in accounts receivable                      7,463           7,697
   Decrease in inventories                              1,062          19,343
   (Increase) decrease in other current assets            (25)            345
   Increase in long-term assets                          (601)           (682)
   Decrease in accounts payable                          (116)           (804)
   Increase (decrease) in accrued expenses and
    other                                              (8,877)          6,097
                                                      -------         -------
Net Cash Provided by Operating
 Activities                                            16,016          59,265

CASH FLOWS FROM INVESTING ACTIVITIES:

Additions to property, plant and equipment             (5,034)        (15,032)
                                       7
<PAGE>

Notes receivable                                        3,750               -
Proceeds from sale of discontinued operation                -          53,928
Proceeds from sale of Goldsboro complex                     -          37,582
Proceeds from sale of property, plant and
 equipment                                                781              95
                                                      -------         -------
Net Cash Provided by (Used in) Investing                 (503)         76,573
 Activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issuance of revolver and long-term
 debt                                                 366,084         218,113
Payments on revolver and long-term debt              (375,983)       (353,386)
Financing costs paid                                        -          (1,767)
Increase (decrease) in checks drawn not presented      (5,281)            703
Repurchase of common stock                               (466)              -
Issuance of common stock                                  263             361
                                                      -------         -------
Net Cash Used in Financing Activities                 (15,383)       (135,976)
                                                      -------         -------
Increase (decrease) in Cash and Cash Equivalents          130            (138)

Cash and Cash Equivalents at Beginning of Fiscal
 Year                                                     210             335
                                                      -------         -------
Cash and Cash Equivalents at End of Period               $340            $197
                                                      =======         =======

Supplemental cash flow information:
Cash paid for:
   Interest                                            $2,262         $10,241
   Income taxes                                         4,104           5,811

The Company considers all highly liquid investments with maturities of 3
months or less at purchase to be cash equivalents.


Non-cash financing activities:

In fiscal 1999:
                                       8
<PAGE>

The Company recorded 142,384 stock warrants at a value of $904,136 which
related to the February 1998 debt refinancing in the first quarter.

The Company had 28,180 stock warrants expired at a value of $178,943 when a
portion of the February 1998 debt was repaid in the first quarter.

The Company incurred an extraordinary charge, net of tax on early
extinguishment of debt in the amount of $2.6 million.


See accompanying Notes to Consolidated Financial Statements.
</TABLE>
                                       9
<PAGE>

              Notes to Consolidated Financial Statements
                   WLR Foods, Inc. and Subsidiaries


1. Accounting Policies

The consolidated financial statements presented herein, include the
accounts of WLR Foods, Inc. and its wholly-owned subsidiaries. All
material balances and transactions have been eliminated in
consolidation. The consolidated balance sheet as of January 1, 2000,
and the consolidated statements of operations for the thirteen and
twenty-six weeks ended January 1, 2000 and December 26, 1998, and the
consolidated statements of cash flows for the twenty-six weeks ended
January 1, 2000 and December 26, 1998 are unaudited. In the opinion of
management, all adjustments necessary for fair presentation of such
consolidated financial statements have been included.  Such
adjustments consisted only of normal recurring accruals and the use of
estimates. Interim results are not necessarily indicative of results
for the entire fiscal year.

The consolidated financial statements and notes are presented in
conformity with the requirements for Form 10-Q and do not contain
certain information included in the Company's annual consolidated
financial statements and notes.

The Company's unaudited interim consolidated financial statements
should be read in conjunction with the consolidated financial
statements included in the Annual Report to Shareholders for the
fiscal year ended July 3, 1999. In both, the accounting policies and
principles used are consistent in all material respects.


2. Inventories

A summary of inventories at January 1, 2000 and July 3, 1999 follows:

                                      (unaudited)
Dollars in thousands                   January 1,         July 3,
                                          2000             1999

Live poultry and breeder flocks           $50,366         $48,275
Processed poultry and meat products        26,375          31,510
Packaging supplies, parts and other        12,678          12,859
Feed, grain and eggs                       16,198          14,035
                                          -------         -------
Total inventories                        $105,617        $106,679
                                          =======         =======
                                       10
<PAGE>

3. Stockholders' Equity

On December 14, 1999, the Company's Board of Directors authorized the
repurchase of up to $10 million of the Company's common stock in the
open market.  As of January 1, 2000, the Company had repurchased
79,450 shares of its common stock for $465,505.

Subsequent to January 1, 2000 and through February 4, 2000, the
Company repurchased 99,725 additional shares of its common stock in
connection with its repurchase program.


4. Earnings Per Share

The following is a reconciliation between the calculation of basic and
diluted net earnings per common share:

In thousands, except for per       13 Weeks Ended  13 Weeks Ended
 share data                          January 1,     December 26,
                                        2000            1998
Basic EPS Computation
 Numerator - Net earnings                $4,784           $6,268
                                         ======           ======

Denominator:
Common shares outstanding                16,568           16,466
Effect of outstanding stock warrants        320              322
                                         ------           ------
Basic weighted average common shares
 outstanding                             16,888           16,788
                                         ======           ======

Basic earnings per common share           $0.28            $0.37
                                         ======           ======

Diluted EPS Computation
 Numerator - Net earnings                $4,784           $6,268
                                         ======           ======

Denominator:
Common shares outstanding                16,568           16,466
Effect of outstanding stock options           -               15
Effect of outstanding stock warrants        320              322
                                         ------           ------
Diluted weighted average common
 shares outstanding                      16,888           16,803
                                         ======           ======

Diluted earnings per common share         $0.28            $0.37
                                         ======           ======
                                       11
<PAGE>

In thousands, except for per      26 Weeks Ended   26 Weeks Ended
 share data                          January 1,     December 26,
                                        2000            1998
Basic EPS Computation
 Numerator - Net earnings                $7,326          $32,542
                                         ======          =======

Denominator:
Common shares outstanding                16,559           16,447
Effect of outstanding stock
 warrants                                   312              297
                                         ------           ------
Basic weighted average common
 shares outstanding                      16,871           16,744
                                         ======           ======


Basic earnings per common share           $0.43            $1.94
                                         ======           ======

Diluted EPS Computation
 Numerator - Net earnings                $7,326          $32,542
                                         ======          =======

Denominator:
Common shares outstanding                16,559           16,447
Effect of outstanding stock
 options                                      -               10
Effect of outstanding stock
 warrants                                   312              515
                                         ------           ------
Diluted weighted average common
 shares outstanding                      16,871           16,972
                                         ======           ======

Diluted earnings per common share         $0.43            $1.92
                                         ======           ======


5.  Sale of Assets

The Company completed the sale of its Cassco Ice & Cold Storage
subsidiary on July 31, 1998 for net proceeds of approximately $54
million, resulting in a gain of approximately $25 million ($15 million
after tax).  Earnings from operations in the first quarter of fiscal
1999 were approximately $1 million ($0.7 million after tax).  Both
items relating to the sale have been segregated from continuing
operations and reported as separate line items on the statement of
operations.
                                       12
<PAGE>

In August 1998, the Company completed the sale of its Goldsboro, North
Carolina chicken complex.  Net proceeds of approximately $37 million
resulted in a gain of approximately $8 million ($5 million after tax).

Due to the permanent reduction in long-term debt resulting from the
sale of the Cassco subsidiary and the Goldsboro complex, the Company
incurred an extraordinary loss of approximately $2.6 million ($1.6
million after tax) on the write-off of capitalized debt costs.


6.  Segment Information

The Company retroactively adopted SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information" for the year ended
July 3, 1999.  This statement requires companies to report certain
information about operating segments in their financial statements and
establishes standards for related disclosures about products and
services, geographic areas and major customers.  SFAS 131 defines
operating segments as components of an enterprise about which separate
financial information is available that is evaluated regularly by
management in deciding how to allocate resources and in assessing
performance.

The Company has two reportable segments: Chicken and Turkey.  The
third segment, Other, includes revenues from the Company's protein
conversion plants, unallocated corporate related items and other
miscellaneous items.  Chicken segment revenues are primarily sales of
chicken related products, such as retail tray pack items, whole birds
cut up for fast food restaurants and portion-controlled products for
food service distributors.  Turkey segment revenues are primarily
sales of turkey related products and further processed products,
including both turkey and chicken items, produced at the Company's
further processing plants.  These items include fresh and frozen whole
birds and parts, including retail tray pack items, turkey burgers and
a full line of further processed products, including deli meats,
frankfurters and salads.  To better utilize its feed manufacturing
capabilities, the Company sells feed to other users, primarily from
its Marshville, NC feedmill.  Sales from this mill were included in
Turkey segment sales through the first quarter of fiscal 1999, when
the complex was converted to chicken processing and the sales since
then have been included in the Chicken segment.  Each segment is
evaluated by management based on operating profit (loss) and net
earnings (loss).

The following tables set forth specific operating information about
each segment as reviewed by the Company's management.  Net earnings
(loss) for segment reporting is prepared on the same basis as that
used for consolidated net earnings (loss).  Administrative services
                                       13
<PAGE>

provided by the corporate offices are primarily allocated to the
individual segments based on levels of inventories and property, plant
and equipment.  Due to certain assets which are shared between
segments, management evaluates assets and capital expenditures on a
consolidated basis; therefore, such information is not presented on a
segment basis.
<TABLE>
<CAPTION>

<S>                        <C>       <C>       <C>        <C>        <C>
                             Chicken  Turkey    Other     Elimina -     Total
Dollars in thousands                                       tions
Thirteen Weeks ended
 January 1, 2000


External segment revenues   $93,957  $122,879   $1,967    $     -    $218,803
Intersegment revenues             -         -    3,135     (3,135)          -
                             ------   -------   ------     ------     -------
Total revenues               93,957   122,879    5,102     (3,135)    218,803
Interest expense                587       619        -        (24)      1,182
Depreciation expense          2,428     1,658      349          -       4,435
Interest income                   -       100       30        (24)        106
Income taxes (benefit)       (1,858)    4,215      544          -       2,901
Net earnings (loss) from
 continuing operations       (3,063)    6,951      896          -       4,784


Thirteen Weeks ended
 December 26, 1998

External segment revenues  $105,539  $121,821   $1,916    $     -    $229,276
Intersegment revenues             -         -    3,313     (3,313)          -
                            -------   -------  -------    -------     -------
Total revenues              105,539   121,821    5,229     (3,313)    229,276
Interest expense              1,423     1,590        8        (18)      3,003
Depreciation expense          2,491     1,953      349          -       4,793
Gain on sale of Goldsboro
 complex                        118         -        -          -         118
Interest income                   -         2       17        (18)          1
Income taxes                  1,990     1,767      669          -       4,426
Net earnings from
 continuing operations        3,247     2,883    1,092          -       7,222
Extraordinary charge              -         -     (954)         -        (954)
                                       14
<PAGE>

                            Chicken    Turkey    Other    Elimina -     Total
Dollars in thousands                                       tions
Twenty-six Weeks ended
 January 1, 2000

External segment revenues  $196,308  $220,650   $3,852    $     -    $420,810
Intersegment revenues             -         -    6,278     (6,278)          -
                            -------   -------  -------    -------     -------
Total revenues              196,308   220,650   10,130     (6,278)    420,810
Interest expense              1,214     1,248        -        (47)      2,415
Depreciation expense          4,952     3,420      678          -       9,050
Interest income                   -       198       88        (47)        239
Income taxes (benefit)       (1,895)    5,235    1,103          -       4,443
Net earnings (loss) from
 continuing operations       (3,124)    8,633    1,817          -       7,326


Twenty-six Weeks ended
 December 26, 1998

External segment revenues  $224,764  $238,348   $4,104    $     -    $467,216
Intersegment revenues             -         -    6,675     (6,675)          -
                            -------   -------  -------    -------     -------
Total revenues              224,764   238,348   10,779     (6,675)    467,216
Interest expense              3,338     4,409      180        (38)      7,889
Depreciation expense          4,419     4,233      726          -       9,378
Gain on sale of Goldsboro
 complex                      7,754         -        -          -       7,754
Interest income                   1         4       37        (38)          4
Income taxes (benefit)       11,184      (202)     626          -      11,608
Net earnings (loss) from
 continuing operations       18,247      (330)   1,021          -      18,938
Extraordinary charge              -         -   (2,559)         -      (2,559)
</TABLE>
                                       15
<PAGE>

A reconciliation of total segment profits to consolidated net earnings is as
follows:
<TABLE>
<CAPTION>
                            Thirteen     Thirteen    Twenty-six   Twenty-six
                              Weeks        Weeks        Weeks        Weeks
                           January 1,  December 26,  January 1,  December 26,
                              2000         1998         2000         1998
<S>                           <C>           <C>         <C>           <C>
Segment profit                 $4,784        $7,222      $7,326       $18,938
Unallocated:
Earnings from discontinued
 operations, net of tax             -             -           -           664
Gain on sale of
 discontinued operations,
 net of tax                         -             -           -        15,499
Extraordinary charge on
 early extinguishment of
 debt, net of tax                   -          (954)          -        (2,559)
                              -------       -------     -------       -------
Net earnings                   $4,784        $6,268      $7,326       $32,542
                              =======       =======     =======       =======
</TABLE>
                                       16
<PAGE>

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

WLR Foods, Inc. (the Company) is a fully integrated poultry
production, processing and marketing business with operations in
Virginia, West Virginia, Pennsylvania and North Carolina.

Operating income for the second quarter of fiscal 2000 was $8.2
million, a decrease of $6.9 million when compared to the same quarter
last year.  The decrease is primarily due to lower chicken segment
pricing of $14.7 million and increased selling, general and
administrative  expenses of $3.7 million, offset by increased turkey
segment pricing of $0.5 million, lower accrued employee incentives of
$2.9 million, operational savings of approximately $5.5 million, and
other improvements of approximately $2.6 million.


RESULTS OF OPERATIONS

The Company's results are reported on a consolidated basis.  The
following analysis of operating results emphasizes the chicken and
turkey segments, which account for approximately 99% of the Company's
revenues.  Any revenues and expenses not included in the chicken and
turkey segments are reported in the Company's other segment for
purposes of segment reporting.

Net sales from continuing operations for the quarter were $218.8
million, a decrease of $10.5 million, or 4.6%, from the second quarter
of fiscal 1999.  The $10.5 million decrease is from reductions in
chicken segment net sales of $11.6 million, partially offset by
increases in turkey segment net sales of $1.1 million.

For the first six months of fiscal 2000, net sales from continuing
operations decreased $46.4 million, or 9.9%, to $420.8 million, compared
to $467.2 million for the same period last year.  The $46.4 million
decrease is from declines in chicken, turkey and other segment
revenues of $28.5 million, $17.7 million, and $0.2 million,
respectively.

In the chicken segment, the decrease in net sales of $11.6 million,
or 11.0%, to $94.0 million in the second quarter of fiscal 2000, is
due to decreased poultry product sales.  Net sales of poultry products,
primarily chicken, decreased 11.3% to $90.7 million for the second
quarter of fiscal 2000.  The 11.3% decrease was the result of a price
decrease of 14.4%, partially offset by a volume increase of 3.1%.  For
the first six months of fiscal 2000, the decrease in net sales of
$28.5 million is due primarily from decreased poultry product sales
of approximately $28 million and decreased feed sales of approximately
                                       17
<PAGE>

$0.5 million.  The $28 million decrease, or 12.8%, in poultry product
sales, is the result of a 17.9% decrease in pricing partially offset
by increased volumes of 5.1%.

The turkey segment net sales improvement of $1.1 million, or 0.9%, to
$122.9 million in sales for the second quarter of fiscal 2000 is
primarily from increased poultry product sales. Poultry product sales
in the turkey segment increased 0.7%, or $0.9 million, to $122.3
million in the second quarter of fiscal 2000. The 0.7% increase is the
result of increased pricing and volumes of 0.4% and 0.3%,
respectively. For the first six months of fiscal 2000, turkey segment
sales decreased $17.7 million, primarily due to decreased poultry
product sales of $15.4 million, or 6.5%, the result of an 7.5%
decrease in volume, partially offset by increased pricing of 1.0%.

Cost of sales from continuing operations were $184.2 million, a
decrease of $7.3 million, or 3.8% from the second quarter of fiscal
1999. The decrease of $7.3 million results from lower cost of sales in
the chicken, turkey and other segments of $2.7 million, $4.5 million
and $0.1 million, respectively.

For the first six months of fiscal 2000, cost of sales from continuing
operations were $356.9 million, a decrease of $31.2 million, or 8.0%,
from the same period last year. The decrease of $31.2 million is the
result of decreases in the chicken, turkey and other segments of $3.3
million, $27.5 million, and $0.4 million, respectively.

In the chicken segment, cost of sales were $87.9 million in the second
quarter, a decrease of $2.7 million, or 3.0%, when compared to the
same quarter last year.  This decrease is primarily attributable to
increased operating efficiencies at the Marshville, North Carolina
plant, which was only in the start up phase during last year's second
quarter.  For the first six months of fiscal 2000, chicken segment
cost of sales decreased $3.3 million, or 1.8%, to $179.6 million. This
decrease is primarily attributable to lower corn and soybean meal
costs of approximately $3.0 million and lower processing costs at the
Marshville plant, partially offset by increased production volumes
through the Marshville complex.

Cost of sales in the turkey segment decreased $4.5 million, or 4.5%,
to $95.4 million in the second quarter of fiscal 2000.  This decrease
when compared to the same quarter last year is primarily due to
improvements in operating efficiencies at the Franconia, Pennsylvania
further processing plant of approximately $2 million and an
improvement in live performance (excluding feed costs) of almost $2
million. The Franconia improvements are the result of consolidating
the smaller Monroe, North Carolina plant into the Franconia facility
during the third quarter of fiscal 1999.  For the first six months of
                                       18
<PAGE>

fiscal 2000, turkey segment cost of sales decreased $27.5 million, or
13.5%, to $175.5 million.  This decrease is primarily the result of
planned decreases in production and sales volumes in turkey products
of approximately $14 million, lower corn and soybean meal costs of
approximately $3 million, improvements of approximately $2.6 million
in live bird performance (excluding feed costs) and savings of
approximately $3.5 million from improved operating efficiencies at the
Franconia further processing plant.

For the second quarter of fiscal 2000, gross profit from continuing
operations was $34.6 million, a decrease of $3.2 million, or 8.5% from
the same quarter last year.  The net effect of product pricing was a
decline of $14.2 million for the quarter, with lower chicken pricing
of $14.7 million more than offsetting higher turkey prices of $0.5
million. Grain costs for corn and soybean meal were virtually
unchanged when comparing this year's second quarter performance to the
same period last year.  Operational changes at Marshville and
Franconia produced combined savings of approximately $5.5 million.
Other improvements of approximately $5.5 million in gross profits were
primarily the result of improved live bird performance and decreases
in accrued employee incentives due to decline in profitability.

Gross profit from continuing operations for the first six months of
fiscal 2000 was $63.9 million, a 19.2% decrease, or $15.2 million from
the same period last year.  The net effect of product pricing was a
decline of $36.6 million for the six months, with lower chicken
pricing of $38.9 million partially offset by improved turkey prices of
$2.3 million.  Lower grain costs for corn and soybean meal contributed
approximately $6 million of improvements for the six months. Other
improvements of approximately $15 million in gross profits were
primarily the result of improved live bird performance, lower plant
costs due to higher utilizations, improvements in other feed
ingredient costs and formulations, and decreases in accrued employee
incentives.

Selling, general and administrative expenses for the second quarter
were $26.4 million, an increase of $3.7 million, or 16.3% when
compared to the same quarter last year, primarily the result of
increased promotional spending. For the first six months of fiscal
2000, selling, general and administrative expenses increased $2.6
million, or 5.5%, to $50.7 million. The increase is primarily the
result of increased promotional spending, partially offset by
decreases in accrued employee expenses and a one-time charge of $1.5
million during the first quarter of fiscal 1999 for assets, primarily
at the Monroe facility, that could not be utilized in the Company's
turkey operations.

Interest expense was $1.2 million for the second quarter of fiscal
2000, a decrease of $1.8 million, or approximately 61%, when compared
                                       19
<PAGE>

to the same quarter in fiscal 1999.  For the first six months of
fiscal 2000, interest expense was $2.4 million, a decrease of $5.5
million, or approximately 69%, when compared to the same period last
year. The decreases, for the quarter and the six months, are the
result of substantially lower debt levels and lower interest rates
resulting from a new credit facility entered into during November of
1998.

In the prior year, the gain on the sale of the Goldsboro complex
resulted from the Company's sale, on August 14, 1998, of its
Goldsboro, North Carolina chicken processing plant, feed mill and
hatchery for approximately $37 million in net proceeds, which were
used to reduce long term debt.  The pre-tax gain on the sale was
approximately $8 million.

Net earnings from continuing operations were $4.8 million (or $0.28
per diluted share) for the second quarter of fiscal 2000, a decrease
of $2.4 million as compared to the net earnings of $7.2 million (or
$0.43 per diluted share) for the second quarter of fiscal 1999.   Net
earnings from the chicken segment decreased $6.3 million, offset
partially by increased net earnings in the turkey segment and
decreased net earnings in the other segments of $4.1 million and $0.2
million, respectively.  For the first six months of fiscal 2000, net
earnings from continuing operations were $7.3 million, or $0.43 per
diluted share, versus net earnings from continuing operations of $18.9
million, or $1.12 per diluted share in the same period last year. Net
earnings from the chicken segment decreased $21.4 million, offset
partially by increased net earnings in the turkey and other segments
of $9.0 million and $0.8 million, respectively.

On July 31, 1998 the Company sold its Cassco Ice and Cold Storage,
Inc. subsidiary for approximately $54 million in net proceeds.  The
net proceeds from the sale were used to reduce long-term debt. During
the first quarter of fiscal 1999, the Company recorded a $15.5 million
after-tax gain on the sale. The after-tax Cassco income from
discontinued operations was $0.7 million in the first quarter of
fiscal 1999.

During the first quarter of fiscal 1999, the Company recorded an
extraordinary after-tax charge of $1.6 million for the early
extinguishment of debt, due to the permanent reduction in long-term
debt resulting from the sale of the Cassco subsidiary and the
Goldsboro complex.

In conjunction with the November 20, 1998 debt refinancing, the
Company recorded an extraordinary after-tax charge of $1.0 million
during the second quarter of fiscal 1999, representing the write-off
of remaining capitalized debt costs pertaining to the prior credit
facility.
                                       20
<PAGE>

Net earnings for the second quarter of fiscal 2000 were $4.8 million,
or $0.28 per diluted share, compared with net earnings for the same
quarter of fiscal 1999 of $6.3 million, or $0.37 per diluted share.
The prior year net earnings included an extraordinary after-tax non-
cash charge related to the write-off of debt costs pertaining to the
Company's prior credit facility.  Net earnings for the first six
months of fiscal 2000 were $7.3 million, or $0.43 per diluted share,
compared with net earnings for the same period of fiscal 1999 of $32.5
million, or $1.92 per diluted share.


Financial Condition and Liquidity

Accounts receivable and total inventory at the end of the first six
months of fiscal 2000 were $7.5 million and $1.1 million lower,
respectively, when compared to the end of fiscal year 1999.  Processed
inventories decreased $5.1 million primarily from the seasonal sale of
turkey products, while live inventories and feed inventories increased
$2.1 million and $2.2 million, respectively.

Debt levels decreased $9.9 million during the first six months of
fiscal 2000, from $53.9 million at year-end to $44.0 million at the
end of the first six months of fiscal 2000.  The decrease is the
result of the $3.8 million payment received on the note receivable
from the sale of the Monroe plant and $6.1 million in cash flow from
operations.


Capital Resources

The Company's capital spending for the quarter was $2.8 million and
$5.0 million for the six months of fiscal 2000. The majority of the
capital spending was primarily for the replacement of existing
equipment and for safety and regulatory requirements.  Depreciation
expense was $4.4 million for the quarter and $9.1 million year-to-
date.  Projected capital spending for fiscal 2000 is expected to total
$15 to $18 million.


Year 2000 Matters

Through February 14th, there were no significant operational problems
resulting from the transition to the Year 2000.

The Company began addressing Year 2000 issues in 1995 and elected to
replace its multiple financial and order management systems with one
set of integrated software from Oracle Corporation. An upgrade to a
newer release of the Oracle software that supports the Year 2000 was
completed in March 1999.  The Company assessed all personal computers
                                       21
<PAGE>

and communication networks and found no significant Year 2000 problems
in those areas.

A review of operational systems, including processing plants, feed
mills, warehouses and hatcheries was performed, and resulted in a plan
for minor upgrades or replacements of equipment prior to the new
millennium.

To ensure that WLR Foods' business with its vendors and customers
would continue without interruption in the Year 2000, the Company
began assessing vendor and customer Year 2000 readiness by written
questionnaires in November of 1998.  Questionnaires were sent to
customers comprising a majority of sales revenue and to all
significant vendors. The Company received favorable responses from
most of its significant vendors and key customers, and no significant
problems have arisen in this area as of February 14, 2000.

The Company believed that its most significant exposure related to the
Year 2000 issue was from reliance upon third parties for
transportation services to deliver feed grains and for utilities such
as electricity, natural gas and water that are necessary for operating
the Company's plants.  The Company's supply of feed grain on hand does
not usually exceed that used in a matter of days.  Shipping routes
normally involve, at one or more points, rail transportation for which
alternate suppliers are not readily available.  Similarly, there are
no effective alternative suppliers of utilities.  As of February 14,
2000, there appeared to be no disruptions of service from third party
vendors that were Year 2000 related.

The Company developed contingency plans, where practical, to help
mitigate the effects of potential Year 2000 problems.  Those plans
included increasing supplies of feed grains and ingredients, preparing
for manual, instead of electronic, operating procedures and the
appointment of adequate personnel to test systems and address problems
that might arise on January 1, 2000.


Accounting Matters

The Financial Accounting Standards Board issued Statement No. 133,
Accounting for Derivative Instruments and Hedging Activities in June
1998. The statement establishes accounting and reporting standards for
derivative instruments and hedging activities and requires, among
other things, that an entity recognize all derivatives as either
assets or liabilities in the balance sheet and measure those
instruments at fair value.  The Company does not believe the adoption
of this statement, which is required to be adopted by the Company in
fiscal 2001, will have a significant impact on the consolidated
financial statements.
                                       22
<PAGE>

Item 3.   Quantitative and Qualitative Disclosures About Market
          Risk

Market risks relating to the Company's operations result primarily
from changes in interest rates and commodity prices.  To address these
risks, the Company enters into various hedging transactions as
described below.  The Company does not use financial instruments for
trading purposes and is not party to any leveraged derivatives.


Interest Rate Sensitivity

The Company hedges exposures to changes in interest rates on certain
of its financial instruments.  The Company may enter into interest
rate cap agreements to effectively limit the Company's exposure to
increases in interest rates.  As of January 1, 2000, there were no
outstanding cap agreements.

The table below provides information about the Company's derivative
financial instruments and other financial instruments that are
sensitive to changes in interest rates.  For debt obligations, the
table presents principal cash flows and related weighted average
interest rates by expected maturity dates.
<TABLE>
<CAPTION>
                              Expected Maturity Date
                              ----------------------
<S>                  <C>    <C>     <C>   <C>    <C>    <C>     <C>     <C>
Liabilities:                                            There-          Fair
Dollars in thousands 2000   2001    2002  2003   2004   after   Total   Value
-------------------- ----   ----    ----  ----   ----   -----   -----   -----
Long-term debt,
 including Current
 Portion
   Fixed Rate        $158   $202    $215   $89    $95     $50    $809    $809
    Average
     interest rate  6.00%  6.00%   6.00% 6.00%  6.00%   6.00%   6.00%

   Variable Rate   $2,550 $5,850 $34,778    $0     $0      $0 $43,178 $43,178
    Average
     interest rate  7.86%  7.86%   7.88%  0.00   0.00    0.00   7.87%
</TABLE>

Commodity Price Sensitivity

The Company is a purchaser of certain commodities, primarily corn and
soybean meal.  The Company uses commodity futures and forward
purchasing for hedging purposes to reduce the effect of changing
commodity prices on a portion of its commodity purchases.  The
contracts that effectively meet risk reduction and correlation
criteria are recorded using hedge accounting.  Gains and losses on
hedge transactions are recorded as a component of the underlying
inventory purchase.
                                       23
<PAGE>

The following table provides information about the Company's corn,
soybean meal, other feed ingredient inventory and futures contracts
that are sensitive to changes in commodity prices.  For inventory, the
table presents the carrying amount and fair value at January 1, 2000.
For the futures contracts the table presents the notional amounts in
bushels, the weighted average contract prices, and the total dollar
contract amount by expected maturity dates, the latest of which occurs
in May 2000.  Contract amounts are used to calculate the contractual
payments and quantity of corn and soybean meal to be exchanged under
the futures contracts.  There were no outstanding soybean meal
positions on January 1, 2000.

On Balance Sheet Commodity Position
 and Related Derivatives
                                          Carrying       Fair
Dollars in thousands                       Amount        Value
--------------------                      --------       -----
Corn, Soybean Meal and Other Feed
 Ingredient Inventory                      13,144       13,144


                                         Contractual     Fair
Related Derivatives                        Amount        Value
-------------------                      -----------     -----
Corn Futures Contracts
 Contract Volumes (100,000 bushels)           117
 Weighted Average Price (per bushel)        $2.18        $2.08
 Contract Amount (dollars in thousands)    25,593       24,330
                                       24
<PAGE>

                      PART II.  OTHER INFORMATION

Item 2.   Changes in Securities

          During the quarter ending January 1, 2000, the Company
     issued 3,972.722 shares of its common stock to its non-
     employee directors, in reliance on Section 4(2) of the
     Securities Act of 1933, as payment of their monthly retainer.

Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits

               See attached Exhibit Index

          (b)  Form 8-K

               Reporting Date December 15, 1999.  Item Reported -
          Item 5, Other Events.  The Company issued a press
          release reporting the authorization by the Board of the
          repurchase of up to $10 million of the Company's common
          stock.


               Reporting Date January 10, 2000.  Item Reported -
          Item 5, Other Events.  WLR Foods, Inc. announced the
          resignation of Keith E. Alessi from its Board of
          Directors and Audit Committee due to the demand on his
          time from his job and other commitments.



                               SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934,
this report is signed this 15th day of February, 2000 by the
Registrant's principal financial officer who is also authorized by the
Registrant to sign on its behalf.

                                   WLR FOODS, INC.


                                   __/s/ Dale S. Lam__
                                   Dale S. Lam, Chief Financial
                                   Officer and duly authorized
                                   signator for Registrant
                                       25
<PAGE>

                             EXHIBIT INDEX


Exhibit No.         Description

   27               Financial Data Schedule
                                       26
<PAGE>