UNITED STATES
                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

                                     FORM 10-K/A
                                   Amendment No. 1


     [ X ]     ANNUAL REPORT PURSUANT  TO SECTION 13 OR 15(d)  OF THE SECURITIES
               EXCHANGE ACT OF 1934

               For the fiscal year ended:   October 3, 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:  001-13403

                              American Italian Pasta Company
                 ------------------------------------------------------
                  (Exact name of Registrant as specified in its charter)


                     Delaware                                    84-1032638
           ------------------------------                    -------------------
           State or other jurisdiction of                     (I.R.S. Employer
           incorporation or organization                     Identification No.)


                 1000 Italian Way, Excelsior Springs, Missouri       64024 
                ----------------------------------------------------------
                   (Address of principal executive office and Zip Code)


     Registrant's telephone number, including area code: (816) 502-6000
      
     Securities registered pursuant to Section 12(b) of the Act:


                                                  Name of each exchange
     Title of each class                           on which registered
     -------------------                          ---------------------
     Class A Convertible                          New York Stock Exchange
     Common Stock, $0.001 par
     value per share                   

     Securities registered pursuant to section 12(g) of the Act:  None

     <PAGE>

     Explanation of Amendment
     ------------------------

          This  first amendment  to the  Registrant's  10-K for  the year  ended
     October 3,  1997  (the "10-K")  is to:   (i)  replace the  section entitled
     "Management Information  Systems" in Item  1 of the  10-K with  the revised
     section set out  below; and (ii)  add the following  discussion to Item  7.
     There are no other amendments to the 10-K.

     Item 1.   Business.

     Management Information Systems
     ------------------------------

          The Company's production, distribution, sales and marketing operations
     are supported by an IBM AS400-based computer hardware system.  The hardware
     system utilizes licensed BPCS application software which has  been tailored
     to  the Company's  management  processes  and  integrates  its  production,
     purchasing, order entry, inventory management, distribution  and accounting
     systems.   The  Company's  management  information  systems  were  recently
     upgraded in anticipation of the Company's growth, its desire to continue to
     offer its customers value-added, efficient  services and the need to become
     "year 2000  compliant."   The Company has  invested substantial  amounts in
     electronic  data interchange  and efficient  consumer  response systems  to
     streamline the order,  invoicing and inventory  management functions.   The
     discussion under  "Year 2000"  set forth  under Item  7 is  incorporated by
     reference herein. 

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

     Year 2000
     ---------

          Many computer  and other software  and hardware systems  currently are
     not, or  will or may not  be, able to  read, calculate or  output correctly
     using  dates  after   1999,  and  such  systems  will  require  significant
     modifications  in order to be "year 2000 compliant."  This issue may have a
     material adverse affect on the  operations and financial performance of the
     Company because its computer  and other systems  are integral parts of  the
     Company's   manufacturing  and  distribution  activities  as  well  as  its
     accounting and other information systems  and because the Company will have
     to divert financial resources and personnel to address this issue.

          The Company has reviewed its  computer and other hardware and software
     systems  and  has  recently  begun  upgrading those  systems  that  it  has
     identified as not  being year 2000 compliant.  The existing systems will be
     upgraded either through modification or replacement.  The Company currently
     anticipates this upgrading  to be completed during calendar  year 1998, and
     the Company expects to  complete testing of the upgrades by the  end of its
     first fiscal 1999  quarter.  The Company  has alternate plans in  the event
     that critical systems upgrading is not completed on time which  the Company
     believes are sufficient to meet the Company's internal needs.

          Although  the  Company  is  not  aware  of  any  material  operational
     impediments associated with upgrading  its computer and other hardware  and
     software systems  to be year  2000 compliant, the  Company cannot  make any
     assurances  that the  upgrade of  the  Company's computer  systems will  be
     completed on schedule, that the upgraded systems will be free of defects or
     that the  Company's alternate plans will meet the  Company's needs.  If any
     such  risks  materialize,  the Company  could  experience  material adverse
     consequences  to   the  Company's  operations  and  financial  performance,
     material costs or both.

          Year 2000  compliance may  also adversely  affect  the operations  and
     financial  performance of the  Company indirectly by  causing complications
     of,  or  otherwise affecting,  the operations  of  any one  or more  of the
     Company's  suppliers and  customers.   The Company  intends to  contact its
     significant suppliers and  customers in 1998 in an  attempt to identify any
     potential year  2000 compliance issues with them.  The Company is currently
     unable to anticipate  the magnitude of the operational  or financial impact
     on  the Company  of  year 2000  compliance issues  with  its suppliers  and
     customers.

          The Company  incurred approximately $195,000  in the second  and third
     fiscal  quarters of  1998 and  expects to  incur approximately  $395,000 in
     periods beginning with the fourth quarter 1998 through the first quarter of
     1999 to resolve  and test the Company's  year 2000 compliance issues.   All
     expenses incurred in connection with  year 2000 compliance will be expensed
     as incurred,  other than  acquisitions of new  software or  hardware, which
     will be capitalized.

                                      SIGNATURES

          Pursuant to the requirements of Section 13 or 15(d) 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.

                                   AMERICAN ITALIAN PASTA COMPANY


                                   By:  /s/ David E. Watson
                                        -------------------------
                                   Executive Vice President and
                                   Chief Financial Officer          
     Date:  August 10, 1998