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 the quarterly period ended March 31, 1999
                                       
                                       
             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 1-2944
                                       
                                       

                           STOKELY-VAN CAMP, INC.
            (Exact name of registrant as specified in its charter)


         Indiana                               35-0690290
       (State or other jurisdiction of         (I.R.S. Employer
       incorporation or organization)          Identification No.)

       Quaker Tower
       P.O. Box 049001 Chicago, Illinois         60604-9001
       (Address of principal executive office)   (Zip Code)


                             (312) 222-7111
             (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 for such reports), and (2) has been subject  to
such filing requirements for the past 90 days.


                          YES   XX       NO ___


The  registrant had 2,989,371 shares of Common Stock outstanding on  April  30,
1999, all of which were held by The Quaker Oats Company.

                                       
                                       
                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                              INDEX TO FORM 10-Q




                                                             Page


PART I - FINANCIAL INFORMATION

     Item 1 - Financial Statements

     Condensed Consolidated Statements of Income
         and Reinvested Earnings for the Three Months
         Ended March 31, 1999 and 1998                        3

     Condensed Consolidated Balance Sheets as of
         March 31, 1999 and December 31, 1998                 4

     Condensed Consolidated Statements of Cash
         Flows for the Three Months Ended
         March 31, 1999 and 1998                              5

     Notes to the Condensed Consolidated Financial
         Statements                                         6-8

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

PART II - OTHER INFORMATION                                  13

SIGNATURES                                                   14

                                       
                                       
                                       
<2>                                       
                                       
                                       
                                       
                                       
                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                            AND REINVESTED EARNINGS
                                  (UNAUDITED)



                                          

                                                     Three Months Ended
Dollars in Millions                                       March 31,
                                                     1999          1998
                                                                
Net sales                                        $   270.0      $  212.9
Cost of goods sold                                   132.1         106.9
Gross profit                                         137.9         106.0
                                                                 
Selling, general and administrative expenses         107.9          87.7
Interest income - net                                (15.1)        (11.6)

Income before income taxes                            45.1          29.9
Provision for income taxes                            17.8          12.3
                                                                
                                                                
Net income                                            27.3          17.6
                                                                
Dividends on preference and preferred stock           (0.2)         (0.2)
Reinvested Earnings - Beginning Balance            1,105.7         942.1
Reinvested Earnings - Ending Balance             $ 1,132.8      $  959.5


                                      
 See accompanying notes to the condensed consolidated financial statements.
                                       
                                       
                                       
                                       
<3>                                       
                                       
                                       
                                       
                                       
                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)
                                       
                                       
                                       
                                                         March 31,  December 31,
Dollars in Millions                                        1999         1998
                                                                        
ASSETS                                                                  
Current Assets:                                                   
  Cash and cash equivalents                             $     2.5    $     6.3
  Due from The Quaker Oats Company                          913.7        924.0
  Trade accounts receivable - net of allowances              82.0         36.3
  Inventories:                                                    
    Finished goods                                           85.0         48.1
    Materials and supplies                                   11.5          8.9
      Total inventories                                      96.5         57.0
                                                                  
  Other current assets                                       63.1         60.5
      Total Current Assets                                1,157.8      1,084.1
                                                                  
Other assets                                                  8.8          9.7
                                                                     
Property, plant and equipment                               376.5        368.1
Less: accumulated depreciation                              107.9        102.7
    Property - net                                          268.6        265.4
         Total Assets                                   $ 1,435.2    $ 1,359.2
                                                                  
LIABILITIES AND SHAREHOLDERS' EQUITY                              
Current Liabilities:                                              
  Trade accounts payable                                $    47.3    $    22.5
  Accrued payroll, benefits and bonus                        22.1         19.8
  Accrued advertising and merchandising                      36.1         27.8
  Income taxes payable                                       51.3         43.3
  Other current liabilities                                  27.9         22.3
      Total Current Liabilities                             184.7        135.7
                                                                  
Long-term debt                                                1.3          1.4
Other liabilities                                            46.1         46.1
Deferred income taxes                                         3.6          3.6
                                                                  
Redeemable Preference and Preferred Stock                    15.3         15.3
                                                                  
Common Shareholders' Equity:                                      
   Common  stock, $1 par value, authorized 10                 
     million shares; issued 3,591,381 shares                  3.6          3.6
  Additional paid-in capital                                 68.7         68.7
  Reinvested earnings                                     1,132.8      1,105.7
  Treasury common stock, at cost, 602,010 shares            (20.9)       (20.9)
     Total Common Shareholders' Equity                    1,184.2      1,157.1
         Total Liabilities and Shareholders' Equity     $ 1,435.2    $ 1,359.2

                                       
                                       
  See accompanying notes to the condensed consolidated financial statements.


<4>
                                       
                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)


                                                         
                                                         
                                                             Three Months Ended
Dollars in Millions                                              March 31,
                                                             1999         1998
                                                                      
Cash Flows from Operating Activities:                                 
  Net income                                                $ 27.3      $ 17.6
   Adjustments to reconcile net income to net cash              
     provided by operating activities:
          Depreciation and amortization                        6.9         5.7
          Loss on disposition of property and equipment        0.9         0.5
          Increase in trade accounts receivable              (45.7)      (34.7)
          Increase in inventories                            (39.5)      (31.5)
          Increase in other current assets                    (2.6)       (5.2)
          Increase in trade accounts payable                  24.8        16.8
          Increase in income taxes payable                     8.0        13.0
          Increase in other current liabilities               16.2        11.5
          Other items                                          0.9        (3.5)
          
          Net Cash Used in Operating Activities               (2.8)       (9.8)
                                                                      
Cash Flows from Investing Activities:                                 
  Additions to property, plant and equipment                 (11.5)       (6.7)
  Proceeds on the sale of property, plant and equipment        0.5         0.5
          
          Net Cash Used in Investing Activities              (11.0)       (6.2)
                                                                      
Cash Flows from Financing Activities:                                 
  Change in amount due from The Quaker Oats Company           10.3        11.5
  Cash dividends                                              (0.2)       (0.2)
  Reduction of long-term debt                                 (0.1)         --
         
          Net Cash Provided by Financing Activities           10.0        11.3
                                                                      
Net Decrease in Cash and Cash Equivalents                     (3.8)       (4.7)
Cash and Cash Equivalents - Beginning of Year                  6.3         7.3
Cash and Cash Equivalents - End of Quarter                  $  2.5      $  2.6


  See accompanying notes to the condensed consolidated financial statements.
                                       
                                       

<5>


                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
           NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)
                                MARCH 31, 1999
                                       

Note 1 - Basis of Presentation

The  condensed consolidated financial statements include Stokely-Van Camp, Inc.
(a  wholly-owned  subsidiary of The Quaker Oats Company,  or  Quaker)  and  its
subsidiaries  (the Company or Stokely).  The condensed consolidated  statements
of income and reinvested earnings for the three months ended March 31, 1999 and
1998,  the condensed consolidated balance sheet as of March 31, 1999,  and  the
condensed  consolidated  statements of cash flows for the  three  months  ended
March  31, 1999 and 1998, have been prepared by the Company without audit.   In
the  opinion  of management, these financial statements include all adjustments
necessary  to present fairly the financial position, results of operations  and
cash  flows  as  of  March  31,  1999, and  for  all  periods  presented.   All
adjustments  made  have  been  of  a  normal  and  recurring  nature.   Certain
information and footnote disclosures normally included in financial  statements
prepared  in  accordance with generally accepted accounting  principles  (GAAP)
have  been  condensed  or omitted.  The Company believes that  the  disclosures
included  are  adequate  and  provide a fair  presentation  of  interim  period
results.   Interim financial statements are not necessarily indicative  of  the
financial  position or operating results for an entire year.  It  is  suggested
that these interim financial statements be read in conjunction with the audited
financial statements and the notes thereto included in the Company's Form  10-K
for the year ended December 31, 1998.


Note 2 - Redeemable Preference and Preferred Stock

5% Cumulative Convertible Second Preferred Stock

As of March 31, 1999, authorized shares were 500,000 and issued and outstanding
shares were 9,131.  The voting 5% Cumulative Convertible Second Preferred Stock
($20  par  value)  is convertible at the holder's option, on a  share-for-share
basis, into non-voting 5% Cumulative Prior Preference Stock ($20 par value).

5% Cumulative Prior Preference Stock

As  of  March  31, 1999, authorized shares were 1,500,000, issued  shares  were
755,013 and outstanding shares were 754,680.

Both issues are redeemable at the Company's option for $21 per share.

                                       

<6>

                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
           NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)
                                MARCH 31, 1999
                                       

Note 3 - Estimates and Assumptions

The  preparation  of  financial  statements in conformity  with  GAAP  requires
management  to make estimates and assumptions that affect the reported  amounts
of  assets  and liabilities and disclosure of contingent assets and liabilities
at  the  date of the financial statements and the reported amounts of  revenues
and  expenses  during the reporting period.  Actual results could  differ  from
those estimates.


Note 4 - Current and Pending Accounting Changes

In  January  1998,  Statement of Position (SOP) No. 98-1, "Accounting  for  the
Costs of Computer Software Developed or Obtained for Internal Use," was issued.
This  SOP provides guidance on the accounting for computer software costs.   In
April 1998, SOP No. 98-5, "Reporting on the Costs of Start-Up Activities,"  was
issued.   This  SOP  provides guidance on accounting for the cost  of  start-up
activities.  The Company's adoption of these standards in January 1999 did  not
materially affect the Company's financial statements.

In  June 1998, the Financial Accounting Standards Board (FASB) issued Statement
of  Financial  Accounting Standards (SFAS) No. 133, "Accounting for  Derivative
Instruments and Hedging Activities."  The Statement establishes accounting  and
reporting  standards  requiring  that  all  derivative  instruments  (including
certain derivative instruments embedded in other contracts) be recorded in  the
balance  sheet  as either an asset or a liability measured at its  fair  value.
The  Statement  requires  that  changes  in  the  derivative's  fair  value  be
recognized currently in earnings unless specific hedge accounting criteria  are
met.   The  accounting  provisions for qualifying hedges allow  a  derivative's
gains  and  losses to offset related results on the hedged item in  the  income
statement, and requires that the Company must formally document, designate, and
assess  the  effectiveness of transactions that qualify for  hedge  accounting.
The  Company has not determined its method of adopting this Statement, but will
be  required  to adopt it by January 2000.  When adopted, this Statement  could
increase volatility in reported earnings and necessitate separate reporting  of
comprehensive income.
                                       

<7>

                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
           NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)
                                MARCH 31, 1999


Note 5 - Derivative Commodity Instruments

The  Company  actively monitors its exposure to risk from changes in  commodity
prices  and  occasionally uses futures and options to manage price exposure  on
purchased  or  anticipated  purchases of  corn  sweetener.   The  Company  uses
derivatives  only  for  purposes of managing risk  associated  with  underlying
exposures.  The Company does not trade or use instruments with the objective of
earning financial gains on the commodity price fluctuations alone, nor does  it
use  instruments where there are not underlying exposures.  Complex instruments
involving leverage or multipliers are not used.  Management believes  that  its
use of these instruments to manage risk is in the Company's best interest.  The
Company  does not use derivative foreign exchange or interest rate  instruments
because underlying exposures are not material.

Instruments  used as hedges must be effective at reducing the risks  associated
with the underlying exposure and must be designated as a hedge at the inception
of  the  contract.  Accordingly, changes in the market value of the instruments
must have a high degree of inverse correlation with changes in market values or
cash  flows  of  the underlying hedged item.  The deferral method  is  used  to
account  for  those  instruments which effectively hedge  the  Company's  price
exposures.    For   hedges   of  anticipated  transactions,   the   significant
characteristics  and terms of the anticipated transaction must  be  identified,
and  the  transaction  must be probable of occurring to  qualify  for  deferral
method accounting.

Under  the  deferral  method,  gains and losses on derivative  instruments  are
deferred  in the condensed consolidated balance sheets as a component of  other
current  assets (if a loss) or other current liabilities (if a gain) until  the
underlying  inventory being hedged is sold.  As the hedged inventory  is  sold,
the  deferred  gains  and  losses are recognized in the condensed  consolidated
statements  of  income   as  a  component of cost of  goods  sold.   Derivative
instruments that do not meet the above criteria required for deferral treatment
are  accounted for under the fair value method with gains and losses recognized
currently in the condensed consolidated statements of income as a component  of
cost of goods sold.

                                       

<8>
                                       
                    
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Three Months Ended March 31, 1999 Compared With
Three Months Ended March 31, 1998

Operating Results

Consolidated  net sales for the three months ended March 31, 1999 (the  current
year), were $270.0 million, up 27 percent from the three months ended March 31,
1998  (the  prior  year).  This increase was primarily due to  higher  Gatorade
thirst  quencher sales in the United States, where more than 97 percent of  the
total  current year sales were generated.  U.S. Gatorade volume and sales  grew
36  percent and 30 percent, respectively, due to new packaging and flavors  and
strong  growth  outside the traditional retail channel, resulting  in  category
share  gains.   The  weather  in key West Coast and southeastern  U.S.  markets
improved in the current year compared to the prior year's cool, wet conditions,
which  also  contributed  to the sales increase.  The  Company  expects  volume
growth  to continue, although not at the same pace as experienced in the  first
quarter of 1999.  Price changes did not significantly affect sales.

Gross  profit  margin was 51.1 percent compared to 49.8 percent  in  the  prior
year,  reflecting  lower  raw  material costs and supply  chain  cost-reduction
efforts.   Selling,  general and administrative (SG&A)  expenses  increased  23
percent primarily due to a 38 percent increase in advertising and merchandising
(A&M)  expenses.  A&M in the current year was 26.4 percent of  sales,  up  from
24.2  percent  of  sales  in  the prior year, as the  Company  increased  media
spending in the first quarter of 1999 to support the Gatorade brand during  its
off-season.

Interest and Income Taxes

Net interest income of $15.1 million in the current year increased $3.5 million
from  the prior year as a result of higher average amounts due from The  Quaker
Oats  Company. The effective tax rate was 39.5 percent and 41.1 percent  as  of
March  31, 1999 and 1998, respectively.  The decrease primarily was  due  to  a
reduction in the effective state tax rates compared to the prior year.

Liquidity and Capital Resources

Net cash used in operating activities was $2.8 million and $9.8 million for the
three months ended March 31, 1999 and 1998, respectively, reflecting higher net
income  in  the current year.  Capital expenditures for the three months  ended
March  31,  1999  and 1998, were $11.5 million and $6.7 million,  respectively.
Capital  expenditures are expected to continue at or above the current rate  as
the  Company  continues to expand its production capacity. The Company  expects
that  its  future  capital  expenditures and cash dividends  will  be  financed
through cash flow from operating activities.
                                       
                                       

<9>


                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Derivative Commodity and Financial Instruments

The  Company  actively monitors its exposure to risk from changes in  commodity
prices  and  occasionally uses futures and options to manage price exposure  on
purchased  or  anticipated  purchases of  corn  sweetener.   The  Company  uses
derivatives  only  for  purposes of managing risk  associated  with  underlying
exposures.  The Company does not trade or use instruments with the objective of
earning financial gains on the commodity price fluctuations alone, nor does  it
use  instruments where there are not underlying exposures.  Complex instruments
involving leverage or multipliers are not used.  Management believes  that  its
use of these instruments to manage risk is in the Company's best interest.  The
Company  does not use derivative foreign exchange or interest rate  instruments
because underlying exposures are not material.

The Company has estimated its market risk exposures using sensitivity analyses.
Market  risk  exposure  has  been defined as the change  in  fair  value  of  a
derivative  commodity  instrument assuming a hypothetical  10  percent  adverse
change  in  market  prices  or rates.  Fair value was determined  using  quoted
market  prices.  The results of the sensitivity analyses as of March  31,  1999
did  not  differ materially from the amounts reported as of December 31,  1998.
Actual changes in market prices or rates may differ from hypothetical changes.

Current and Pending Accounting Changes

In  January  1998, Statement  of  Position (SOP) No. 98-1, "Accounting  for the
Costs of Computer  Software  Developed  or   Obtained  for  Internal  Use," was
issued.   This  SOP  provides guidance on the accounting for  computer software
costs.  In  April  1998, SOP No.  98-5,  "Reporting  on  the  Costs of Start-Up
Activities," was issued.   This  SOP provides  guidance  on  accounting for the
cost  of  start-up  activities.  The  Company's adoption of these  standards in
January 1999 did not materially affect the Company's financial statements.

In  June 1998, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards  (SFAS) No.  133,  "Accounting for Derivative
Instruments and Hedging Activities."  The Statement establishes accounting  and
reporting  standards  requiring  that  all  derivative  instruments  (including
certain derivative instruments embedded in other contracts) be recorded in  the
balance  sheet  as either an asset or a liability measured at its  fair  value.
The  Statement  requires  that  changes  in  the  derivative's  fair  value  be
recognized currently in earnings unless specific hedge accounting criteria  are
met.   The  accounting  provisions for qualifying hedges allow  a  derivative's
gains  and  losses to offset related results on the hedged item in  the  income
statement, and require that the Company must formally document, designate,  and
assess  the  effectiveness of transactions that qualify for  hedge  accounting.
The  Company has not determined its method of adopting this Statement, but will
be  required  to adopt it by January 2000.  When adopted, this Statement  could
increase volatility in reported earnings and necessitate separate reporting  of
comprehensive income.
                                       


<10>

                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Year 2000

Stokely,  through  its parent company, Quaker, conducts  the  majority  of  its
operations as an integrated component of Quaker's business.  As such,  Stokely,
throughout  its business, uses Quaker's software and other related technologies
that  will  be affected by the date change in year 2000. The three areas  where
year 2000 issues may affect Quaker include: (1) computer systems, both hardware
and  software;  (2)  embedded systems, as in computer chips  in  machinery  and
process  controls;  and  (3)  third parties with  material  relationships  with
Quaker, such as major service providers, vendors, suppliers and customers.

To  address  the  year  2000 issue, Quaker has developed  and  is  executing  a
detailed  four-phase  comprehensive readiness plan.  The  first  phase  of  the
readiness  plan,  the  assessment  of  Quaker's  internal  systems,  has   been
completed.  The second phase involves the remediation, replacement and  testing
of  computer  systems  (95 percent complete) and embedded systems  (90  percent
complete)  and  is scheduled for completion by mid-1999. The third  phase  will
continue  through mid-1999 and includes Quaker taking steps to assess the  year
2000  plans  of  its  material third parties.  These steps  include  contacting
Quaker's  major  service providers, vendors, suppliers and customers  that  are
believed  to be critical to the business operations after January 1,  2000,  to
determine   their   stage  of  year  2000  compliance  through  questionnaires,
interviews, on-site visits, testing and other available means. The fourth phase
involves  the development of contingency plans in the event of year  2000  non-
compliance and is also expected to be completed by mid-1999.

While Quaker's year 2000 readiness plans are under way, the consequences of non-
compliance  by  Quaker,  its  major service providers,  vendors,  suppliers  or
customers,  could  have  a  material adverse impact  on  Stokely's  operations.
Although  Quaker  does  not  anticipate any  major  non-compliance  issues,  it
currently believes that the greatest risk of disruption in its business  exists
in  the  event of non-compliance by its material third parties.   Some  of  the
possible consequences of non-compliance by Quaker or its material third parties
include,  among other things: temporary plant closings; delays in the  delivery
and  receipt  of  products  and supplies; invoice and  collection  errors;  and
inventory  obsolescence.  Given these risks, Quaker is  developing  contingency
plans intended to mitigate the possible disruption in business operations  that
may  result  from  year  2000 non-compliance.  Contingency  plans  may  include
stockpiling  raw  and packaging materials, increasing finished goods  inventory
levels,  securing  alternate suppliers or other appropriate  measures.   It  is
currently estimated that the aggregate cost of  Quaker's year 2000 efforts will
be  approximately $12 million to $13 million, of which approximately $9 million
has  been  incurred  to  date.  These costs are being funded  through  Quaker's
operating  cash  flow.  These amounts do not include any costs associated  with
the implementation of contingency plans.

Quaker's  year 2000 readiness plan is an ongoing process and the  estimates  of
costs  and  completion dates for various components of the program as described
above are subject to change.



<11>

                                       
                    STOKELY-VAN CAMP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Cautionary Statement on Forward-Looking Statements

Forward-looking statements, within the meaning of Section 21E of the Securities
Exchange  Act  of  1934, are made throughout this Management's  Discussion  and
Analysis.  Statements that are not historical facts, including statements about
expectations  or  projected  results,  are  forward-looking  statements.    The
Company's  results  may  differ materially from those  in  the  forward-looking
statements.  Forward-looking statements are based on management's current views
and  assumptions  and involve risks and uncertainties that could  significantly
affect  expected results.  For example, operating results may  be  affected  by
factors  such  as:  actions of competitors; changes in  laws  and  regulations,
including changes in governmental interpretations of regulations and changes in
accounting  standards; customer demand; effectiveness of spending or  programs;
fluctuations  in the cost and availability of supply chain resources;  weather;
and  the ability of Quaker, its major service providers, vendors, suppliers and
customers,   to  adequately  address  the  year  2000  issue.   Forward-looking
statements speak only as of the date they were made, and the Company undertakes
no obligation to publicly update them.

Continued  growth  in sales, earnings and cash flows from the  Gatorade  thirst
quencher  operations  is  dependent  on,  among  other  things:  the  level  of
competition  from its two key competitors, The Coca-Cola Co. and PepsiCo  Inc.;
the  ability to obtain increasing points of availability; the projected outcome
of  supply chain management programs; capital spending plans; markets  for  key
commodities,  especially PET resins, corrugated materials and  sweeteners;  and
the efficiency and effectiveness of A&M programs.
                                       
                                       

<12>



                          PART II - OTHER INFORMATION
                                       



All  other  items in Part II are either inapplicable to the Company during  the
quarter  ended  March 31, 1999, the answer is negative or a response  has  been
previously  reported and an additional report of the information  need  not  be
made, pursuant to the Instructions to Part II.




                                  
                                  
<13>



                                  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 as an officer and  as  chief  accounting
officer.





                              Stokely-Van Camp, Inc.
                              (Registrant)




Date: May 7, 1999             /s/ Richard M. Gunst
                              Richard M. Gunst
                              Vice President and Corporate Controller




<14>