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



                                    FORM 10-Q



  X            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
------                                                                
                         SECURITIES EXCHANGE ACT OF 1934

                  For quarterly period ended November 30, 1997

                                       OR

               TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                         Commission File Number : 0-7908

                       PIONEER HI-BRED INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>

<S>                                                                          <C>       
                      Iowa                                                   42-0470520
 ------------------------------------------------------------    ------------------------------------
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)

</TABLE>


                    700 Capital Square, 400 Locust,  Des Moines,  Iowa 50309
                    --------------------------------------------------------
                            (Address of principal executive offices)

Registrant's telephone number, including area code:   (515) 248-4800
                                                      --------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.

                             Yes      X            No

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

            Class                           Outstanding at December 29, 1997
-----------------------------               --------------------------------
Common Stock ($1.00 par value)                        65,756,873

<PAGE>

<TABLE>
<CAPTION>


                       PIONEER HI-BRED INTERNATIONAL, INC.

                                      INDEX




                                                                                  PAGE

PART I - FINANCIAL INFORMATION

  Item 1.  Financial Statements

<S>                                                                               <C>  
           Consolidated Condensed Balance Sheets -- November 30, 1997,
             August 31, 1997, and November 30, 1996.........................      3-4


           Consolidated Condensed Statements Of Operations-- Three Months
             Ended November 30, 1997 and 1996...............................        5


           Consolidated Condensed Statements Of Cash Flows-- Three Months
             Ended November 30, 1997 and 1996...............................        6


           Notes to Consolidated Condensed Financial Statements.............      7-8


  Item 2.  Management's Discussion and Analysis of Financial Condition
             and Results of Operations......................................     9-12


PART II - OTHER INFORMATION

  Item 6.  Exhibits and Reports on Form 8-K.................................       13

  Signatures................................................................       14



</TABLE>



                                       2
<PAGE>



                         PART I - FINANCIAL INFORMATION


                       PIONEER HI-BRED INTERNATIONAL, INC.

                      CONSOLIDATED CONDENSED BALANCE SHEETS
                            (Unaudited, in millions)

<TABLE>
<CAPTION>


                                            November 30,    August 31,     November 30,
<S>                                            <C>             <C>              <C> 
ASSETS                                         1997            1997             1996
                                             -----------    -----------    ------------

CURRENT ASSETS
    Cash and cash equivalents...........    $      76       $      97       $      68
    Accounts and notes receivable, net..          237             301             178
    Inventories:
      Finished seed.....................          429             245             415
      Unfinished seed...................          372             186             401
      Other.............................           11               9              12
    Deferred income taxes...............           63              57              54
    Prepaid expenses and other
        current assets..................           11               6               7
                                             --------        --------        --------
    Total current assets................    $   1,199       $     901       $   1,135

LONG-TERM ASSETS........................           79              93              83




PROPERTY AND EQUIPMENT, net of
    accumulated depreciation and allowances
    November 30, 1997 - $509
    August 31, 1997 - $500
    November 30, 1996 - $495............          554             545             523



INTANGIBLES.............................           65              64              51
                                             --------        --------        --------

                                            $   1,897       $   1,603       $   1,792
                                             ========        ========        ========
</TABLE>

See Notes to Consolidated Condensed Financial Statements.




                                       3
<PAGE>



                       PIONEER HI-BRED INTERNATIONAL, INC.

                      CONSOLIDATED CONDENSED BALANCE SHEETS
                            (Unaudited, in millions)

<TABLE>
<CAPTION>


<S>                                                   <C>             <C>             <C>
LIABILITIES AND SHAREHOLDERS'                November 30,      August 31,    November 30,
EQUITY                                            1997           1997            1996
                                              ------------    ----------     ------------

CURRENT LIABILITIES
    Short-term borrowings.................   $      85        $      91       $     215
    Current maturities of long-term debt..           6                6              12
    Accounts payable, trade...............         340               85             399
    Accrued compensation..................          33               60              37
    Income taxes payable..................           9               26              16
    Other accruals........................          51               61              43
                                              --------         --------        --------
      Total current liabilities...........   $     524        $     329       $     722
                                              --------         --------        --------


LONG-TERM DEBT............................   $      19        $      19       $      25
                                              --------         --------        --------


DEFERRED ITEMS,
    Retirement benefits...................   $      84        $      80       $      72
    Income taxes..........................          19               20              14
                                              --------         --------        --------
                                             $     103        $     100       $      86
                                              --------         --------        --------


MINORITY INTEREST IN SUBSIDIARIES.........   $       6        $       7       $       5
                                              --------         --------        --------


SHAREHOLDERS' EQUITY
      Preferred stock, $100 stated value..   $      16        $      --       $      --
      Common stock, $1 par value..........          76               93              93
      Additional paid-in capital..........         227               43              23
      Retained earnings...................       1,360            1,436           1,207
      Unrealized gain on available-for-sale
        securities, net...................          12               19              13
      Cumulative translation adjustment...         (31)             (26)             (5)
                                              --------         --------        --------
                                             $   1,660        $   1,565       $   1,331

    Less:  Cost of common shares
      acquired for the treasury...........        (393)            (393)           (365)
      Unearned compensation...............         (22)             (24)            (12)
                                              --------         --------        --------
                                             $   1,245        $   1,148       $     954
                                              --------         --------        --------
                                             $   1,897        $   1,603       $   1,792
                                              ========         ========        ========
</TABLE>

See Notes to Consolidated Condensed Financial Statements.



                                       4
<PAGE>



                       PIONEER HI-BRED INTERNATIONAL, INC.

                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                            (Unaudited, in millions)



<TABLE>
<CAPTION>
                                                          Three Months Ended
                                                               November 30,
                                                         1997              1996
                                                      ---------         ---------

<S>                                                   <C>               <C>      
Net sales..........................................   $      79         $      90
                                                       --------          --------

Operating costs and expenses:
  Cost of goods sold...............................   $      51         $      50
  Research and product development.................          34                30
  Selling..........................................          55                51
  General and administrative.......................          28                30
                                                       --------          --------
                                                      $     168         $     161
                                                       --------          --------

  Operating (loss).................................   $     (89)        $     (71)

Investment income..................................          18                 4
Interest expense...................................          (2)               (2)
Net exchange (loss)................................          (5)               (2)
                                                       --------          --------

  (Loss) before items shown below..................   $     (78)        $     (71)

Provision for income taxes.........................          27                27
Minority interest and other........................          --                (1)
                                                       --------          --------


  Net (loss).......................................   $     (51)        $     (45)

Preferred stock dividend...........................           4                --
                                                       --------          --------


  Net (loss) attributable to common shareholders...   $     (55)        $     (45)
                                                       ========          ========


Net (loss) per common share*.......................   $     (.73)       $     (.55)

Dividends per common share*........................   $      .26        $      .23

Average common shares outstanding..................         75.3              82.4

* Not in millions
</TABLE>

See Notes to Consolidated Condensed Financial Statements.



                                       5
<PAGE>



                       PIONEER HI-BRED INTERNATIONAL, INC.

                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                            (Unaudited, in millions)

<TABLE>
<CAPTION>

                                                          Three Months Ended
                                                               November 30,
                                                          1997              1996
                                                        -------           --------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                   <C>               <C>       
  Net (loss).......................................   $     (51)        $     (45)
  Noncash items included in net (loss):
    Depreciation and amortization..................          22                19
    Other..........................................         (12)                6
  Net change in assets and liabilities.............        (104)             (151)
                                                       --------          --------
    Net cash used in operating activities..........   $    (145)        $    (171)
                                                       --------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures.............................   $     (30)        $     (32)
  Technology investments...........................          --                (6)
  Other............................................           8                (4)
                                                       --------          --------
    Net cash used in investing activities..........   $     (22)        $     (42)
                                                       --------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Net (payments) proceeds on short-term borrowings.   $      (4)        $     203
  Purchase of common stock.........................      (1,525)               --
  Dividends paid...................................         (26)              (19)
  Net proceeds from issuance of preferred stock....       1,701                --
  Other............................................          --                (2)
                                                       --------          --------
    Net cash provided by financing activities......   $     146         $     182
                                                       --------          --------

    Net decrease in cash and cash equivalents......   $     (21)        $     (31)
Cash and cash equivalents, beginning...............          97                99
                                                       --------          --------
CASH AND CASH EQUIVALENTS, ENDING..................   $      76         $      68
                                                       ========          ========

SUPPLEMENTAL DISCLOSURES OF CASH
FLOW INFORMATION
  Cash paid for:
    Interest.......................................   $       1         $       3
                                                       ========          ========
    Income taxes...................................   $       9         $      18
                                                       ========          ========

NONCASH FINANCING ACTIVITIES:
  Retirement of 16,466,045 shares of treasury stock:
    Common stock...................................   $      16         $      --
    Additional paid in capital.....................       1,509                --
                                                       --------          --------
    Treasury stock.................................   $   1,525         $      --
                                                       ========          ========

</TABLE>

See Notes to Consolidated Condensed Financial Statements.




                                       6
<PAGE>





                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


                       PIONEER HI-BRED INTERNATIONAL, INC.


              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


1.   In the opinion of the  Company,  the  accompanying  unaudited  consolidated
     condensed financial statements contain all adjustments  (consisting of only
     normal  recurring  accruals)  necessary  to fairly  present  the  financial
     position as of November  30, 1997 and 1996,  and the results of  operations
     and cash  flows for the three  months  ended  November  30,  1997 and 1996.
     Because of the seasonal  nature of the Company's  business,  the results of
     operations  for the  three  months  ended  November  30,  1997,  may not be
     indicative of the results to be expected for the full year.

2.   Pioneer has  guaranteed  the repayment of principal and interest on certain
     obligations of Village Court Associates, an affiliated real estate venture.
     At November 30, 1997, such guarantees totaled approximately $23 million.

3.   DeKalb  Genetics  Corporation  ("DeKalb")  has filed five lawsuits  against
     Pioneer  alleging that  insect-resistant  corn products that use a Bt gene,
     and corn products resistant to a glufosinate herbicide, infringe on certain
     DeKalb  patents.   After  reviewing  the  Company's  intellectual  property
     position,  all of DeKalb's patent filings,  and DeKalb's lawsuits,  Pioneer
     believes  DeKalb's  claims are without merit.  Pioneer has denied  DeKalb's
     allegations and raised defenses that, if successful,  would render DeKalb's
     patents invalid. Pioneer believes that disposition of the lawsuits will not
     have a materially adverse affect on the consolidated financial position and
     results of  operations  of the Company.  Pioneer also does not expect these
     lawsuits to delay the  introductions  of advanced  corn hybrids with insect
     and herbicide resistance.

4.   In September 1997, Pioneer and E.I. du Pont de Nemours and Company (DuPont)
     formally  completed  an agreement  that creates one of the world's  largest
     private agricultural research and development collaborations. The companies
     also formed a joint  venture that will market  improved  quality  traits to
     increase the value of crops for livestock  feeders,  grain processors,  and
     other end users. The joint venture will not sell seed.  Pioneer will be the
     preferred  worldwide  provider and  marketer of quality  trait seed for the
     joint  venture.  The joint  venture  begins  operations  January  1,  1998,
     therefore, there is no impact on first quarter operations.

     In  connection  with the above  agreements,  DuPont also acquired an equity
     interest  in Pioneer  through  the  purchase  of  164,446  shares of voting
     preferred stock for $1.71 billion. Each preferred share is convertible into
     100 shares of common stock and has a stated value of $100 per share, or $16
     million.  As required by the agreement,  Pioneer used  approximately  $1.52
     billion  of  the   proceeds   from  the  DuPont   investment   to  purchase
     approximately 16 million of the Company's common outstanding shares through
     a Dutch auction  self-tender.  The common shares  reacquired by the Company
     were  subsequently  retired,  but remain  authorized and unissued.  The net
     effect  of these  equity  transactions,  including  associated  transaction
     costs,  was an increase in preferred  stock of $16  million,  a decrease in
     common stock of $16 million,  and an increase in additional paid in capital
     of  approximately   $180  million,   the  use  of  which  is  unrestricted.
     Immediately  following the  completion  of the Dutch  auction  self-tender,
     DuPont's equity interest in Pioneer stood at approximately 20 percent.



                                       7
<PAGE>




    The  agreement,  among other things,  includes a standstill  provision  that
    prohibits  DuPont from  increasing its ownership  interest in Pioneer for 16
    years  without the consent of the  Company.  DuPont also gained two seats on
    the Company's board of directors.

5.  The following  table  summarizes the current period  computation of weighted
    average shares outstanding:


        Period Ended November 30,                          1997
        (in millions)

        Number of shares of common stock
        outstanding at beginning of the period.....       82.2

        Weighted average number of shares of
        common stock issued during the period......         --

        Weighted average number of shares of
        common stock purchased for the treasury....       (6.9)
                                                          ----

        Weighted average number of shares of
        common stock outstanding during the period.       75.3

    The  convertible  preferred  shares  issued  to DuPont  were not  considered
    converted as their effect would have been anti-dilutive.

6.  SFAS No. 128, "Earnings Per Share" (SFAS 128), which is intended to simplify
    the earnings per share  computation and increase  comparability  of earnings
    per share on an international basis, will become effective for the Company's
    second  quarter ending  February 28, 1998,  and requires  restatement of all
    prior period earnings per share data presented.

    As currently presented under APB15, the company is only required to disclose
    primary earnings per share.  Under SFAS 128, the Company will be required to
    disclose  both basic and diluted  earnings per share.  The  presentation  of
    diluted  earnings  per share under SFAS 128 is not  expected  to  materially
    differ from the disclosure of primary earnings per share under APB15.



                                       8
<PAGE>




                       PIONEER HI-BRED INTERNATIONAL, INC.


                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


    The following  discussion  should be read in  conjunction  with the attached
unaudited condensed  consolidated  financial  statements and notes, and with the
Company's  audited  financial  statements  and notes for the  fiscal  year ended
August 31, 1997.


MATERIAL CHANGES IN FINANCIAL CONDITION:

    Due to the seasonal nature of the  agricultural  seed business,  the Company
generates most of its cash from operations  during the second and third quarters
of the fiscal  year.  Cash  generated  during this time is used to meet the cash
needs of the period and to pay the commercial  paper and accounts  payable which
are the  Company's  primary  sources  of  financing  during the first and fourth
quarters  of the  fiscal  year.  Any excess  funds are  invested,  primarily  in
short-term commercial paper.

    Most of the  Company's  financing is done through the issuance of commercial
paper in the  U.S.,  backed  by  revolving  and  seasonal  lines of  credit.  In
addition,  foreign lines of credit and direct  borrowing  agreements  are relied
upon to support overseas financing needs.  Short-term debt at November 30, 1997,
consisted of $39 million in domestic  commercial paper and $46 million in direct
short-term borrowings from foreign banks.


During  fiscal  1998,  the Company has the  following  domestic  lines of credit
available: (in millions) Revolving Seasonal Total

        First quarter        $200           $100          $300
        Second quarter       $200           $100          $300
        Third quarter        $200           $ --          $200
        Fourth quarter       $200           $ --          $200


    Increased  credit  sales in North  America  and Italy,  combined  with lower
collections  in Argentina,  contributed to the current year increase in accounts
receivable at November 30, 1997, when compared to prior year results.

    Short-term  borrowings are lower at November 30, 1997,  when compared to the
prior year as a result of the net  proceeds  received  from the sale of stock to
DuPont (see Note 4 of Notes to Consolidated Condensed Financial Statements). The
excess proceeds reduced the level of short-term borrowings needed in the current
period.

    Capital  stock and  additional  paid-in  capital  were also  impacted in the
current period by the Company's  investment agreement with DuPont (see Note 4 of
Notes to  Consolidated  Condensed  Financial  Statements).  The  Company  issued
164,446  shares  of  preferred  stock  with a stated  value of $100 per share to
DuPont  for $1.71  billion.  The  Company  then  repurchased,  and  subsequently
retired,  16.4 million of the Company's  common shares for  approximately  $1.52
billion.



                                       9
<PAGE>



MATERIAL CHANGES IN RESULTS OF OPERATIONS:


    Net loss for the three  months ended  November 30, 1997,  was $51 million on
sales  of $79  million.  After  payment  of  preferred  dividends,  the net loss
attributable to common  shareholders  totaled $55 million, or $.73 per share. In
the first three months of the prior fiscal year, the Company  recorded a loss of
$45 million, or $.55 per share, on sales of $90 million.

    Due to the  seasonality  of the  seed  business,  partial-year  results  and
quarter-to-quarter  comparisons  are not always  meaningful.  Accordingly,  such
quarterly  comparisons  are not  emphasized.  Typically,  most of the  Company's
revenue and operating profit are generated in the third quarter.

    Results  during the first  quarter  were  affected by the  completion  of an
agreement with DuPont (see Note 4 of Notes to Consolidated  Condensed  Financial
Statements). Under terms of the agreement, DuPont purchased, at a price of $1.71
billion,  preferred voting shares which are convertible into 16.4 million common
shares of the  Company.  The  Company  used most of the  proceeds  to purchase a
similar  amount  of common  shares  through a Dutch  auction  self-tender.  As a
result,  DuPont's  ownership  interest  in Pioneer  stands at  approximately  20
percent.

    Current  year first  quarter  results,  excluding  the impact from the above
equity transactions,  were a loss of $58 million, or $.70 a share. The following
table  summarizes the components of the loss per share as reported and excluding
the impact from the equity transactions with DuPont:



                                                        As      Excluding Equity
Period Ended November 30, 1997                       Reported      Transactions
------------------------------                       --------   ----------------
(in millions)

    Reported net loss.......................       $   (50.5)      $     (50.5)
    Preferred dividends paid................            (4.3)               --
    Interest benefit from DuPont Proceeds...              --              (7.3)
                                                    --------        ----------

    Loss attributable to common
      shareholders..........................       $   (54.8)      $     (57.8)
                                                    ========        ==========

    Average shares outstanding..............            75.3              82.2
                                                    ========        ==========

    Net loss per common share...............       $    (.73)      $      (.70)
                                                    ========        ==========


    Operating  results in the first  quarter  were  affected  by lower sales and
margins from  operations in Latin America and by the effects of adverse  weather
in Asia.  Increased  investments  in research and product  development,  selling
expenses,  and marketing costs supporting the Company's expanded introduction of
new corn hybrids also affected current year results compared to the prior year.

On an annual basis,  management is optimistic  that 1998 will be another  strong
year. In North America, the performance  advantage of Pioneer(R) brand seed corn
hybrids  during  the 1997  harvest  is  exciting.  After  approximately  280,000
side-by-side  comparisons  conducted by Pioneer,  the Company's corn hybrids are
showing a 6.4 bushel per acre advantage over the average competitors'  products.
The yield advantage of the ten hybrids  expected to be the Company's top sellers
for the 1998 growing  season is  approximately  ten bushels per acre higher than
that of the average of the competitors'  products. In particular,  the Company's
Bt  products  are  performing  exceptionally  well. The  yield  advantage of the


                                       10
<PAGE>



Company's Bt products over the average of  competitors' Bt products is nearly 12
bushels per acre.  That  advantage  improves to 17 bushels for the  Company's Bt
products over the average of competitors' non-Bt products.

    Operating  results in North America during the current year may also benefit
from higher seed corn margins.  A continued shift by customers to higher-priced,
higher-value new products is expected to increase the average per-unit seed corn
selling  price in  North  America.  Per-unit  seed  corn  cost of sales in North
America is expected to hold relatively steady compared to 1997.

    Management  believes that 1997's strong North  American  soybean  operations
should continue into 1998 as the Company's  soybean products are performing well
against  the  competition.  The  demand  for  glyphosate-resistant  products  is
expected  to  increase,  and the  Company  will have  larger  supplies  of these
products available for sale in 1998. As a result, sales of  glyphosate-resistant
products are expected to represent a larger  percentage of overall soybean sales
in 1998,  and margins are  expected to improve  because of their  premium  sales
price over elite varieties.

    Results  outside  North  America are more  difficult  to  predict.  Weather,
currency  fluctuations,  economic  instability,  and product performance are the
most significant factors that could affect operations in these regions.

    As always, uncertainties exist that could affect the Company's expectations,
and  fluctuations  in expected  results are likely as more  information  becomes
available. Some of the important factors that could cause actual results to vary
significantly from management's expectations noted in forward looking statements
include the weather, government programs/approvals, commodity prices, changes in
corn acreage,  intellectual  property positions,  product performance,  customer
preferences, currency fluctuations, and costs.




Three Months Ended November 30, 1997 compared to the Three Months Ended November
30, 1996:

    Typically,  revenues during the Company's first quarter are generated mostly
from Southern Hemisphere  operations,  North American wheat sales, and worldwide
microbial product sales.

    Operating  loss for the first  three  months of fiscal  1998  increased  $18
million from the same period a year earlier.  Year-to-date  seed corn  operating
results in the  current  year were $15  million  lower than the  previous  year,
accounting for most of the year-to-year change.



                                       11
<PAGE>



Net Sales and Operating Loss
(Unaudited, in millions)

<TABLE>
<CAPTION>
                                             Quarter Ended
                                             November 30
                                        1997           1996        Increase/(Decrease)
                                        ----------------------------------------------

        Net Sales:

<S>                                    <C>            <C>               <C>      
          Corn......................   $    23        $      39         $    (16)
          Other.....................        56               51                5
                                       -------        ---------         --------

        Total Net Sales.............   $    79        $      90         $    (11)
                                        ======         ========          =======

        Operating loss:
          Corn......................   $   (68)       $     (53)        $    (15)
          Other.....................        (1)              --               (1)
                                        -------        --------         --------

          Product line operating
             loss...................   $   (69)        $    (53)        $    (16)

          Indirect general and
           administrative expenses..       (20)             (18)              (2)
                                        ------          -------         --------

        Operating Loss..............   $   (89)        $    (71)        $    (18)
                                        ------          -------          -------
</TABLE>

    North  American  operations  had  the  greatest  impact  on  current  period
comparisons as additional costs from the expanded  current year  introduction of
new  corn  hybrids  and  increased  investments  in corn  research  and  product
development reduced current period seed corn operating results  approximately $8
million.

    Outside  North  America,  operating  results  were $7  million  lower in the
current  period  compared  to a year  earlier.  Lower  sales  and  margins  from
operations  in Latin  America  accounted  for  approximately  $3  million of the
decrease, primarily the result of fewer units sold in Argentina.

    Adverse weather in Asia reduced current period operating  results $3 million
compared to the previous year. Drought  conditions in Southeast Asia,  resulting
in  planting  delays,  have had a  significant  impact  on  current  year  sales
accounting  for virtually  the entire  decrease for the region.  Local  currency
devaluation against the U.S. dollar had little impact on current period results,
however, it is expected to have a greater impact as the year progresses.

    Current  period net  financial  income  increased  $11 million from year-ago
results mostly due to increased  investment  income,  partially offset by higher
exchange  losses.  Investment  income  increased  $14 million  primarily  due to
interest  earned on  proceeds  from  DuPont's  investment  in the  Company.  Net
exchange loss was impacted by higher losses in the current year on  intercompany
transactions within the regions of Mexico and Latin America.

    The  estimated  worldwide  tax rate of 35  percent  reflected  in the  first
quarter of fiscal 1998 is similar to the 34 percent effective tax rate reflected
on an annual basis for fiscal 1997.  The  worldwide  effective  tax rate for the
first  quarter of fiscal 1997 was 37.5  percent.  The lower  current  year first
quarter effective tax rate increased the current period loss by approximately $2
million compared to last year's first quarter.  The effective tax rate reflected
for the  first  quarter  is  based on all  information  available  to date.  The
effective  tax rate on an annual  basis may vary from what is  reflected  in the
current period,  in part as a result of the level of earnings and associated tax
rates from the various countries in which the Company operates.



                                       12
<PAGE>



                       PIONEER HI-BRED INTERNATIONAL, INC.

                           PART II - OTHER INFORMATION



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

         a.Exhibits

              Financial Data Schedule (Exhibit 27).

         b.Reports on Form 8-K

              No reports on Form 8-K were filed with the  Commission  during the
three months ended November 30, 1997.



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                       PIONEER HI-BRED INTERNATIONAL, INC.

                                   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.



                                    PIONEER HI-BRED INTERNATIONAL, INC.
                                                     (Registrant)



                           By       /s/   JERRY L. CHICOINE
                                          JERRY L. CHICOINE
                                          Executive Vice President and Chief
                                          Operating Officer


                           By       /s/   BRIAN G. HART
                                          BRIAN G. HART
                                          Vice President and Chief
                                          Financial Officer



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