FORM 10-Q

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

        [X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934
                                   
           For the quarterly period ended September 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: 1-10434


                 THE READER'S DIGEST ASSOCIATION, INC.
        (Exact name of registrant as specified in its charter)

                   Delaware                   13-1726769
        (State or other jurisdiction of         (I.R.S.
        incorporation or organization)         Employer
                                            Identification
                                                 No.)
                                                   
            Pleasantville, New York           10570-7000
        (Address of principal executive       (Zip Code)
                   offices)
                       

                            (914) 238-1000
         (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 [  ]


As  of  October  31, 1997, the following shares of the  registrant's
common stock were outstanding:

Class A Nonvoting Common Stock, $0.01 par value:  84,596,818 shares
Class B Voting Common Stock, $0.01 par value:21,716,057 shares



                                                 Page 1 of 14 pages.
                                                                    
        THE READER'S DIGEST ASSOCIATION, INC. AND SUBSIDIARIES
                                   
                          Index to Form 10-Q
                                   
                          September 30, 1997


Part I - Financial Information                           Page No.

The Reader's Digest Association, Inc. and Subsidiaries
Financial Statements (unaudited):

 Consolidated Condensed Statements of Income
  for the three-month periods ended September 30, 1997 and 1996 3

 Consolidated Condensed Balance Sheets
  as of September 30, 1997 and June 30, 1997                    4

 Consolidated Condensed Statements of Cash Flows
  for the three-month periods ended September 30, 1997 and 1996 5

 Notes to Consolidated Condensed Financial Statements           6

Management's Discussion and Analysis
 of Financial Condition and Results of Operations               8


Part II - Other Information                                    12

        THE READER'S DIGEST ASSOCIATION, INC. AND SUBSIDIARIES
              CONSOLIDATED CONDENSED STATEMENTS OF INCOME
         Three-month periods ended September 30, 1997 and 1996
                 (In millions, except per share data)
                              (unaudited)


                                               Three-month period ended
                                                     September 30,
                                                 1997          1996

Revenues                                       $ 561.4      $ 644.0

Product, distribution and editorial expense      203.5        221.7
Promotion, marketing and administrative          371.4        375.7
expense
Other operating items                             70.0        ---

Operating (loss) profit                          (83.5)        46.6

Other income, net                                  6.2          8.0

(Loss) income before (benefit) provision         (77.3)        54.6
for income taxes

(Benefit) provision for income taxes             (20.9)        20.0

Net (loss) income                              $ (56.4)     $  34.6

(Loss) earnings per share                      $ (0.53)      $ 0.32

Average common shares outstanding                106.3        107.4

Dividends per common share                      $0.225       $ 0.45


See accompanying notes to consolidated condensed financial statements.


        THE READER'S DIGEST ASSOCIATION, INC. AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED BALANCE SHEETS
              As of September 30, 1997 and June 30, 1997
                             (In millions)
                              (unaudited)


                                             September 30,     June 30,
                                                 1997            1997
Assets                                                      
Cash and cash equivalents                     $   54.1      $   69.1
Receivables, net                                 480.7         426.3
Inventories                                      204.1         167.8
Prepaid expenses and other current assets        290.7         262.6

Total current assets                           1,029.6         925.8

Marketable securities                             20.8          30.7
Property, plant and equipment, net               301.7         314.8
Other noncurrent assets                          336.4         372.5

Total assets                                  $1,688.5      $1,643.8

Liabilities and stockholders' equity                        
Accounts payable                              $  193.4      $  211.8
Accrued expenses                                 435.2         373.6
Income taxes payable                              12.3          22.1
Unearned revenue                                 387.5         356.5
Other current liabilities                         92.7          49.1

Total current liabilities                      1,121.1       1,013.1

Other noncurrent liabilities                     308.5         284.7

Total liabilities                              1,429.6       1,297.8

Capital stock                                     29.2          29.0
Paid-in capital                                  141.5         141.8
Retained earnings                                843.6         924.2
Foreign currency translation adjustment          (39.9)       (33.4)
Net unrealized losses on certain                  (0.1)        (0.3)
investments
Treasury stock, at cost                         (715.4)      (715.3)

Total stockholders' equity                       258.9         346.0

Total liabilities and stockholders' equity    $1,688.5      $1,643.8


See accompanying notes to consolidated condensed financial statements.

        THE READER'S DIGEST ASSOCIATION, INC. AND SUBSIDIARIES
            CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
         Three-month periods ended September 30, 1997 and 1996
                             (In millions)
                              (unaudited)

                                           Three-month period ended
                                                 September 30,
                                              1997           1996
Cash flows from operating activities                      
Net (loss) income                           $ (56.4)       $   34.6
Depreciation and amortization                  11.2            11.9
Other, net                                    (43.3)         (112.8)

Net change in cash due to operating           (88.5)          (66.3)
activities

Cash flows from investing activities                      
Proceeds from maturities and sales of                     
   short-term investments and marketable       10.0            13.9
   securities
Purchases of short-term investments and        (0.2)           (6.4)
marketable securities
Proceeds from other long-term investments,     46.1             9.0
 net
Other, net                                     (0.9)           (3.5)

Net change in cash due to investing            55.0            13.0
activities

Cash flows from financing activities                      
Short-term borrowings, net                     43.2            (3.1)
Dividends paid                                (24.2)          (48.7)
Common stock repurchased                       ---            (27.7)
Other, net                                     (0.2)            1.7

Net change in cash due to financing            18.8           (77.8)
activities

Effect of exchange rate changes on cash        (0.3)            0.1

Net change in cash and cash equivalents       (15.0)         (131.0)

Cash and cash equivalents at beginning of      69.1           258.1
period
Cash and cash equivalents at end of period  $  54.1        $  127.1


See accompanying notes to consolidated condensed financial statements.


        THE READER'S DIGEST ASSOCIATION, INC. AND SUBSIDIARIES
         NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                             (In millions)
                              (unaudited)

(1)  Basis of Presentation

The  company reports on a fiscal year beginning July 1.  The  three-
month periods ended September 30, 1997 and 1996 are the first fiscal
quarters of fiscal year 1998 and fiscal year 1997, respectively.

The  accompanying consolidated condensed financial  statements  have
not  been  audited,  but  in the opinion of  management,  have  been
prepared in conformity with generally accepted accounting principles
applying   certain  judgments  and  estimates  which   include   all
adjustments   (consisting  only  of  normal  recurring  adjustments)
considered necessary to present fairly such information.   Operating
results for any interim period are not necessarily indicative of the
results  for an entire year due to the seasonality of the  company's
business.

(2)  (Loss) Earnings Per Share

(Loss) earnings per share is computed by dividing net (loss) income,
less  preferred stock dividend requirements, of $0.3 in each of  the
three-month  periods  ended September  30,  1997  and  1996  by  the
weighted  average  number of common shares  outstanding  during  the
period.

(3)  Inventories
                                       September 30,       June 30,
                                            1997            1997
                                                        
Raw materials                           $  20.8           $  17.4
Work-in-progress                           25.8              26.5
Finished goods                            157.5             123.9
                                        $ 204.1            $167.8

(4)     Revenues by Business Segments and Geographic Areas

                                          Three-month period ended
                                               September 30,
                                          1997              1996
BUSINESS SEGMENTS                                       
Reader's Digest Magazine                $ 172.1          $ 174.9
Books and Home Entertainment Products     352.0            439.2
Special Interest Magazines                 21.3             15.7
Other Businesses                           16.0             14.2

Total revenues                          $ 561.4          $ 644.0
                                                        
GEOGRAPHIC AREAS                                        
United States                           $ 248.5          $ 269.5
Europe                                    217.7            275.6
Pacific and Other Markets                  95.2             98.9

Total revenues                          $ 561.4          $ 644.0
                                                        

(5) Other Operating Items

In the first quarter of 1998, the company recorded charges of $70.0
(the 1998 charges) ($51.8 after tax, or $0.49 per share) composed
primarily of severance costs associated with workforce reductions in
Europe, the United States and at the corporate level; and other costs
associated with the discontinuation of certain businesses and the
realignment of business processes and operations.  Businesses to be
discontinued include a children's book club in the United States, and
the company's investment in LookSmart, a World Wide Web navigation
service.  The realignment of business processes and operations also
relates to certain vendor contracts in the United States and Europe.
The components of these charges are reported in the table below.

As described in Note 2 to the company's consolidated financial
statements included in its 1997 Annual Report to Stockholders, the
company recorded charges of $35.0 in the fourth quarter of 1997, and
charges of $204.0 in the third quarter of 1996, relating primarily to
the realignment of the organization and operations and to the
streamlining of the company's organizational structure and the
strategic repositioning of certain businesses, respectively.  The
components of these charges, as well as reserve balances remaining at
September 30, 1997, were:

                            Balance at      1998      Current   Balance
                             June 30,     Charges    Activity  Remaining
                               1997
                                                               
Employee retirement &        $  56.7       $39.5     $  5.9    $  90.3
severance benefits
Other items                     23.6        23.1        9.5       37.2
Business repositioning           0.7         7.4        ---        8.1
                                                               
Total                        $  81.0       $70.0    $  15.4     $135.6

(6) Debt

In September 1997, the company entered into an agreement with Morgan
Guaranty Trust Company of New York for an uncommitted line of credit
of $50.0 (the Morgan line of credit) to be used for general corporate
purposes.  The loans under the Morgan line of credit are payable on
demand and bear interest at a floating rate based on the cost of funds
of the bank plus a margin.  At September 30, 1997, no borrowings were
outstanding under the Morgan line of credit.

As described in Note 13 to the company's consolidated financial
statements included in its 1997 Annual Report to Stockholders, the
company is a party to an agreement with The Chase Manhattan Bank for a
line of credit of $75.0 (the Chase line of credit) and a Competitive
Advance and Revolving Credit Facility Agreement (the credit agreement)
of up to $400.0.  Under the credit agreement, the company must comply
with certain financial covenants, including a calculation of
consolidated tangible net worth, which calculation was recently
modified.  At September 30, 1997, no borrowings were outstanding under
the credit agreement and borrowings in the amount of $32.7 were
outstanding under the Chase line of credit at a weighted average
interest rate of 5.8%.  In addition, various international
subsidiaries of the company have lines of credit.  At September 30,
1997, loans in the amount of $40.6 were outstanding under
international lines of credit.

        The Reader's Digest Association, Inc. and Subsidiaries
                 Management's Discussion and Analysis
           of Financial Condition and Results of Operations
             (Dollars in millions, except per share data)

Results of Operations

Three-Month  Period  Ended September 30, 1997 Compared  With  Three-
Month Period Ended September 30, 1996

Other Operating Items
In  the first quarter of 1998, the company recorded charges of $70.0
($51.8  after  tax,  or  $0.49  per  share)  composed  primarily  of
severance  costs  of $39.5 associated with workforce  reductions  in
Europe,  the  United States, and at the corporate level;  and  other
costs associated with the discontinuation of certain businesses  and
the realignment of business processes and operations.  Businesses to
be discontinued include a children's book club in the United States,
and  the  company's  investment  in  LookSmart,  a  World  Wide  Web
navigation  service.   The  realignment of  business  processes  and
operations  also relates to certain vendor contracts in  the  United
States and Europe.

Management's  discussion and analysis, as it pertains to  geographic
and  business  segment information, has been written  excluding  the
effect of these charges.

Revenues/Operating Profit
Worldwide  revenues  for  the first quarter  of  1998  decreased  to
$561.4,  or  by  13%, compared with $644.0 in the first  quarter  of
1997.   Excluding the adverse effect of changes in foreign  currency
exchange  rates, revenues decreased 8%.  Revenues declined primarily
in  the  company's  European  and  United  States  operations.   The
decrease  in revenues was predominantly due to lower unit  sales  in
certain  product lines within Books and Home Entertainment  Products
as  a  result  of a combination of lower mail quantities  and  lower
customer  response  to promotional mailings in major  markets.   The
lower customer response reflects a reduction in testing and the  use
of  less effective promotional offers.  The revenue decline  in  the
United  States  was  primarily a result  of  the  timing  and  lower
quantity  of  promotional  mailings in the  first  quarter  of  1998
compared  with  the first quarter of 1997.  The company  reported  a
worldwide  operating  loss of $83.5 in the first  quarter  of  1998,
compared  with  operating profit of $46.6 in the  first  quarter  of
1997.   Excluding the effect of other operating items, the operating
loss  was  $13.5  in  the  first quarter of 1998.   These  operating
results   reflect   lower   revenues  in   major   markets,   higher
proportionate  overhead  and  promotional  spending,  and  increased
investment  in  product development, testing  and  list  development
initiatives.

The company reported a net loss of $56.4, or $0.53 per share, in the
first  quarter of 1998, compared with net income of $34.6, or  $0.32
per  share, in the first quarter of 1997.  Excluding the  effect  of
other  operating items, the loss was $0.05 per share  in  the  first
quarter of 1998.

Other Income, Net
Other  income, net decreased in the first quarter of 1998  to  $6.2,
compared  with $8.0 in the prior year.  This decrease was  primarily
because of lower interest income and lower gains on sales of certain
investments  in  1998,  which  were partially  offset  by  favorable
effects of foreign exchange transactions and hedging activity.

Income Taxes
For  the  first  quarter of 1998, the reported tax rate  was  27.1%.
Excluding the effect of other operating items, the overall effective
tax  rate  was 37.5% for the first quarter of 1998.  For  the  first
quarter  of  1997,  the  effective tax rate was  36.5%.  The  higher
effective  tax rate in 1998 was primarily due to reduced utilization
of foreign tax credits.

Geographic Areas

United States
Revenues  in  the  United States decreased from $269.5  in  1997  to
$248.5, or by 8%, in 1998.  This decrease was primarily attributable
to lower unit sales in the general books and Condensed Books product
lines  within  Books  and Home Entertainment  Products,  which  were
partially   offset   by  increased  revenues  in  Special   Interest
Magazines.  The decrease in general books was primarily a result  of
differences  in  the  timing of scheduled promotional  mailings  and
lower  mail  quantities in 1998; there was one  fewer  general  book
mailing  in  the first quarter of 1998 than in the prior  year.   In
addition, the decrease was due to better customer response last year
to  a  stronger general books title.  The decline in Condensed Books
was  a  result  of  timing of promotional mailings,  as  well  as  a
reduction in paid shipments due to fewer customers carried into 1998
who  were  participating  in the series.  The  increase  in  Special
Interest  Magazines  was primarily a result of  the  acquisition  of
Walking  magazine  in the third quarter of 1997.  Operating  results
decreased  significantly in 1998, compared with  1997,  due  to  the
revenue decrease and spending on investment initiatives such as  new
product development, testing and list development projects.

Europe
Revenues  in Europe decreased from $275.6 in 1997 to $217.7,  or  by
21%,  in  1998.  Excluding the adverse effect of changes in  foreign
currency  exchange  rates,  revenues  decreased  10%.   The  revenue
decrease  was primarily due to lower unit sales, and,  to  a  lesser
extent,  lower-priced product offerings and sales of a  lower-priced
product  mix of Books and Home Entertainment Products.  Within  this
segment  revenues  declined in the series books, general  books  and
Condensed Books product lines.  Lower sales in major markets were  a
result  of lower customer response to promotional mailings,  reduced
mail  quantities  and lower paid shipments due  to  fewer  customers
carried  into  1998  for Condensed Books and  series  books  product
lines.   These  revenue declines were partially  offset  by  product
expansion  in Eastern European markets.  Operating profit  decreased
significantly  in  1998, compared with 1997, as a  result  of  lower
revenues, higher proportionate overhead and promotional spending and
increased   spending  on  investment  initiatives   such   as   list
development projects.

Pacific and Other Markets
Revenues in Pacific and Other Markets decreased from $98.9  in  1997
to  $95.2,  or  by  4%, in 1998.  Excluding the  adverse  effect  of
changes  in foreign currency exchange rates, revenues decreased  2%.
Lower  Books and Home Entertainment Products revenues were partially
offset by increased Reader's Digest magazine circulation revenues in
new  countries.  Within Books and Home Entertainment  Products,  the
decline in revenues was due to lower unit sales of Condensed  Books,
and, to a lesser extent, lower-priced product offerings and sales of
a  lower-priced  product  mix  in the general  books  product  line.
Higher  revenues  in  Latin  America, reflecting  product  expansion
primarily  in  Brazil, were more than offset by significant  revenue
declines in Australia and Canada, because of lower customer response
to  promotional mailings.  Operating results declined  significantly
in 1998, compared with 1997, primarily because of lower revenues and
higher proportionate promotional spending.

Corporate Expense
Corporate  expense in the first quarter of 1998 was about even  with
the first quarter of 1997 at $10.9.

Business Segments

Reader's Digest Magazine
Revenues for Reader's Digest Magazine decreased from $174.9 in  1997
to  $172.1,  or  by  2%, in 1998.  Excluding the adverse  effect  of
changes  in foreign currency exchange rates, revenues increased  3%.
The  increase  in  revenues was attributable to  higher  circulation
revenues,  and,  to  a  lesser extent, higher advertising  revenues.
Circulation  declines in several European countries and  lower  paid
copies  in  the  United States were more than  offset  by  increased
circulation  levels  in  Brazil, Eastern Europe  and  Thailand.   In
addition,  higher  circulation revenues in the  United  States  were
attributable  to  a  more expensive mix of subscriptions.   A  lower
number of advertising pages in Europe was more than offset by higher
pages  in  the United States, as a result of the special anniversary
edition  of the magazine in 1998, and in Pacific and Other  Markets.
Rate per advertising page decreased due to a lower average price per
page in the United States relating to the anniversary edition, which
was  offset by a higher negotiated rate per page on the regular U.S.
editions.    Circulation  declines  in  certain  European   markets,
including  the  company's major markets, and the  decline  of  print
advertising's  share  of  the  overall European  advertising  market
negatively  impacted  advertising  revenue.   Operating  profit  for
Reader's  Digest  Magazine decreased in the first  quarter  of  1998
compared  with  the  same period a year ago.  The decrease  reflects
higher  promotional  spending to acquire and renew  subscribers  who
purchase  the  company's other products, and spending on  investment
initiatives such as list development projects.

Books and Home Entertainment Products
Revenues  for  Books and Home Entertainment Products decreased  from
$439.2  in 1997 to $352.0, or by 20%, in 1998. Excluding the adverse
effect  of  changes  in  foreign currency exchange  rates,  revenues
decreased  14%,  principally attributable to  the  company's  United
States   and   European   operations.   The  lower   revenues   were
predominantly  due  to  lower  unit  sales  in  the  general  books,
Condensed  Books  and series books product lines.  The  decrease  in
general  books sales was primarily a result of one fewer promotional
mailing  in the United States in the first quarter of 1998  than  in
the  prior year and better customer response last year to a stronger
general  books  title.  The decline in Condensed  Books  and  series
books  revenues  was  caused  by  a combination  of  lower  customer
response  to  promotional mailings in major  markets,  reduced  mail
quantities  in many markets, and lower paid shipments due  to  fewer
customers  carried  into 1998, as well as the  timing  of  Condensed
Books  mailings in the United States.  Reduced revenues  in  certain
major  markets  caused  by  lower customer response  to  promotional
mailings,  were  offset  by expansion in Eastern  Europe  and  Latin
America.  Operating profit for Books and Home Entertainment Products
decreased   significantly  in  1998,  compared  with  1997.    These
operating   results   were  affected  by  lower   revenues,   higher
proportionate  promotional  spending  and  increased   spending   on
investment initiatives such as new product development, testing, and
list development projects.

Special Interest Magazines
Revenues for Special Interest Magazines increased from $15.7 in 1997
to  $21.3,  or  by  35%,  in  1998.   This  increase  was  primarily
attributable  to the acquisition of Walking magazine  in  the  third
quarter   of  1997.   Excluding  Walking,  revenues  increased   9%,
principally due to a higher number of advertising pages sold in  the
first  quarter of 1998.  Operating results improved in 1998 compared
with 1997 primarily as a result of the higher advertising revenues.

Forward-Looking Information

The  first  priority for the company is to stabilize the results  of
its  existing  product  lines, which, in  turn,  would  provide  the
resources  to  fund  future  growth.   The  company's  strategy   to
stabilize  its  business  includes the  restoration  of  disciplined
techniques of testing promotions and products and the return to  the
use  of  more effective sweepstakes promotions, as well as continued
investment   in   new  product  development  and  list   development
initiatives.   The  company's  growth  strategy  includes  expanding
offerings  of  new  products through new markets and  new  marketing
channels.   Due  to  the  long lead time  nature  of  the  company's
business,  the  effects  of this strategy  are  expected  to  impact
results starting in fiscal 1999.

The company continues to evaluate its long-term strategy and expects
to  make significant investments in its existing core product lines.
The  company is formulating a new investment strategy on  an  annual
basis  to  supersede  the $400.0 program previously  announced.  The
company  is  also  evaluating its alliances for  strategic  fit  and
return on investment and expects to renegotiate or terminate certain
alliances.

The  statements  contained in this report, if  not  historical,  are
forward-looking  statements, which involve risks  and  uncertainties
that  could  cause  actual  results to differ  materially  from  the
financial  results  described  in  the  forward-looking  statements.
These risks and uncertainties include the effect of increased market
testing  of  the company's promotions and products,  the  effect  of
modified  and  varied promotions, the ability to  identify  customer
trends, the ability to continue to create a broadly appealing mix of
new  products,  the ability to attract and retain  new  and  younger
magazine  subscribers and product customers, the effect of selective
adjustments  in pricing, the ability to expand and more  effectively
utilize  the company's customer database, the effect of privacy  and
other  governmental  regulation, the  ability  to  expand  into  new
international  markets and to introduce new product lines  into  new
and  existing  markets, the ability to expand into new  channels  of
distribution,  the ability of the company to respond to  competitive
pressures  within  and  outside of the  direct  mail  industry,  the
ability  to  negotiate and implement productive strategic  alliances
and  joint  ventures,  the  ability to  contain  and  reduce  costs,
especially  through global efficiencies, the cost and  effectiveness
of  the  realignment  of  business  processes  and  operations,  the
evolution   of   the   company's   organizational   and   structural
capabilities, the accuracy of management's assessment of the current
status of the company's business, the effect of worldwide paper  and
postage costs, and general economic conditions.

Liquidity and Capital Resources

Cash  and  cash  equivalents, short-term investments and  marketable
securities  decreased $24.8 to $77.6 at September 30, 1997  compared
with  June  30,  1997.  The decrease was primarily due  to  dividend
payments  of $24.2 and cash used by operations of $88.5, which  were
partially  offset  by  proceeds from the  sale  of  other  long-term
investments of $46.1 and net proceeds from short-term borrowings  of
$43.2.

In  the  first quarter of 1998, the company paid a $0.225 per  share
dividend  on its common stock, representing a 50% decrease  compared
with  $0.45  per  share  a  year ago.   At  the  current  rate,  the
annualized  dividend is $0.90 per share in 1998 compared with  $1.80
in 1997.

The  company  did  not repurchase any shares of  Class  A  nonvoting
common stock in the first quarter of 1998.

In September 1997, the company entered into an agreement with Morgan
Guaranty Trust Company of New York for an uncommitted line of credit
of  $50.0  (the  Morgan  line of credit)  to  be  used  for  general
corporate  purposes.  The loans under the Morgan line of credit  are
payable on demand and bear interest at a floating rate based on  the
cost  of  funds of the bank plus a margin. There were no  borrowings
outstanding under the Morgan line of credit.

The company is a party to an agreement with The Chase Manhattan Bank
for  a line of credit of $75.0 (the Chase line of credit) for a term
of  one  year to be used for general corporate purposes.  The  loans
under  the  Chase  line of credit are payable  on  demand  and  bear
interest  at a floating rate based on the cost of funds of the  bank
plus  a margin.  At September 30, 1997, loans in the amount of $32.7
were  outstanding  under  the Chase line of  credit  at  a  weighted
average  interest rate of 5.8%.  In addition, various  international
subsidiaries of the company have lines of credit.  At September  30,
1997,   loans  in  the  amount  of  $40.6  were  outstanding   under
international lines of credit.

The  company is also a party to a Competitive Advance and  Revolving
Credit  Facility  Agreement dated as of November 12,  1996,  with  a
syndicate of domestic and foreign banks (the credit agreement).  The
credit   agreement,  which  has  a  term  of  five  years,   permits
competitive advance and revolving credit borrowings of up to  $400.0
by  the company and its designated subsidiaries.  Interest rates can
be  based  on:  the prime rate, the federal funds rate,  the  London
Interbank  Offered  Rate  (LIBOR),  and  money  market  rates.   The
proceeds  of  the  borrowings are to be used for  general  corporate
purposes,  including acquisitions, share repurchases and  commercial
paper backup.  The credit agreement contains certain restrictions on
incurrence  of  debt,  liens and guarantees  of  indebtedness.   The
company must also comply with certain financial covenants, including
a  calculation of consolidated tangible net worth, which calculation
was  recently modified.  There were no borrowings outstanding  under
the credit agreement.

The  company  believes that its liquidity, capital  resources,  cash
flow  and  borrowing capacity are sufficient to fund normal  capital
expenditures,   working  capital  requirements,   the   payment   of
dividends, the company's share repurchase program, and present plans
to  expand  existing product lines in existing markets, to  identify
and  develop  new products and markets, and to enter into  strategic
alliances and make small acquisitions.
                      PART II.  OTHER INFORMATION


Item 6.   EXHIBITS AND REPORTS ON FORM 8-K.

(a)  Exhibits


     10.28     Agreement dated as of August 11, 1997 between the
registrant and George V. Grune.*

     10.29     First Amendment dated as of September 17, 1997 to the
     $400,000,000 Competitive Advance   and Revolving Credit Facility
     Agreement dated as of November 12, 1996 among the registrant,
     the Borrowing Subsidiaries, The Chase Manhattan Bank and J.P.
     Morgan Securities Inc.

     10.30     The Reader's Digest Assocation, Inc. 1994 Key Employee
     Long Term Incentive Plan, as  amended and restated effective as
     of October 10, 1997.*


          27     Financial Data Schedule.

(b)  Reports on Form 8-K

     The  company  filed a report on Form 8-K on July 11,  1997  which
     included a copy of a press release announcing a reduction in  the
     company's  quarterly dividend, expected earnings for fiscal  1997
     and senior management organization changes.
     
     The  company filed a report on Form 8-K on August 11, 1997  which
     included a copy of a press release announcing a senior management
     change.
     
     The company filed a report on Form 8-K on September 8, 1997 which
     included  a  copy of a press release announcing senior management
     changes.

     The  company filed a report on Form 8-K on October 6, 1997  which
     included a copy of a press release announcing expected earnings.
     

     _____________
           *  Denotes a management contract or compensatory plan.


                              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.


                                The Reader's Digest Association, Inc.
                                        (Registrant)

Date:  November 13, 1997        By:     George S. Scimone
                                        George S. Scimone
                                        Vice President and
                                        Chief Financial Officer
                                        (and authorized signatory)

                                   
                             EXHIBIT INDEX
                                   
                                                              
Exhibit                                                         Page
                                                               
                                                               
10.28   Agreement dated as of August 11, 1997 between the      
        registrant and George V. Grune.*                       
        
10.29   First Amendment dated as of September 17, 1997 to the  
        $400,000,000 Competitive Advance and Revolving Credit  
        Facility Agreement dated as of November 12, 1996
        among the registrant, the Borrowing Subsidiaries, The
        Chase Manhattan Bank and J.P. Morgan Securities Inc.
        
10.30   The Reader's Digest Assocation, Inc. 1994 Key          
        Employee Long Term Incentive Plan, as amended and      
        restated effective as of October 10, 1997.*
        
27      Financial Data Schedule                                
                                                               
*  Denotes a management contract or compensatory plan.