UNITED STATES
		                     SECURITIES AND EXCHANGE COMMISSION
			                          Washington, DC  20549

                         			      FORM 10-Q



         		  Quarterly report pursuant to Section 13 or 15(d) of the
		                      Securities Exchange Act of 1934
		              For the quarterly period ended September 30, 1996



                		     Commission File Number 0-11854


                 		     BIOTECHNICA INTERNATIONAL, INC.
	          (Exact name of registrant as specified in its charter)


	   Delaware                                         22-2344703    
    (State of incorporation)                      (I.R.S. Employer  
                                      						      Identification No.)



4001 North War Memorial Drive, Peoria, IL                      61614
(Address of principal executive offices)                     (Zip Code)


Registrant's telephone number, including area code:  309/681-0300




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.

On October 30, 1996, the Registrant had 115,379,628 (net of 39,160
treasury shares) shares of Common Stock outstanding.



PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements
<TABLE>
		
                         BIOTECHNICA INTERNATIONAL INC.
                  		CONDENSED CONSOLIDATED BALANCE SHEETS
			                              (Unaudited)
		                        (in thousands of dollars)   

                            				     September 30,             June 30,
                                           1996                    1996
<CAPTION>
<S>                                  <C>                    <C>  
             
              Assets
Current assets:
  Cash & cash equivalents            $         --           $        194
  Accounts receivable                       2,329                  7,964
  Inventories                               9,153                  5,976
  Prepaid expenses & other assets             179                    153
                            				     ------------           ------------
    Total Current Assets                   11,661                 14,287

Property, plant & equipment                14,313                 13,808
  Less accumulated depreciation            (4,267)                (4,086)
                            				     ------------            -----------
    Net property, plant & equipment        10,046                  9,722
Goodwill and other assets                   8,810                  8,948
				                                 ------------             ----------
    Total Assets                     $     30,517           $     32,957
				                                 ============           ============

Liabilities and Shareholders' Equity
Cash Overdraw                        $         98           $         --
Borrowings under line of credit             7,000                  8,500
Current portion of long-term debt             109                    107
Accounts payable                            1,575                  1,013
Accrued liabilities                           899                  1,595
Due to affiliates                           1,330                  2,175
                            				     ------------           ------------    
   Total current liabilities               11,011                 13,390

Long-term debt                                 --                     31
Due to affiliates                           5,261                  3,261
Other noncurrent liabilities                  170                    170
                            				      -----------            -----------
    Total Liabilities                 $    16,442            $    16,852
                            				      -----------            -----------

Shareholders' Equity
 Preferred Stock, Class A, 900,000
  shares outstanding                            9                      9
 Common Stock, 150,000,000 
  shares authorized; 115,418,788  
  shares outstanding                        1,059                  1,059
 Additional paid-in capital                20,891                 20,891
 Accumulated deficit                       (7,884)                (5,854)
                            				      -----------            ----------- 
    Total Equity                      $    14,075            $    16,105
				                                  -----------            ----------- 

 Total Liabilities               
 and Shareholders' Equity             $    30,517            $    32,957
                            				      ===========            ===========

         	   See notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>
		                             BIOTECHNICA INTERNATIONAL INC.
	                    	CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                     				(Unaudited)
	                     (in thousands of dollars except per share amounts)

                                       					Three Months Ended  
						                                         September 30, 
		                                        			1996           1995   
<CAPTION>
Net Sales:
<S>                                   <C>          <C>     
 Domestic                              $      755   $        556 
 Export-Affiliates                             --             --
 Export-Other                                  --             --
                            				       ----------    -----------
					                                         755            556        

Cost of Goods Sold:
 Cost of Goods Sold                           619            351
                            				       ----------     ----------


  Gross Margin                                136            205
 
Operating expenses:
 Sales & Marketing                            939          1,014
 Warehouse & Distribution                     263            195
 Administration                               725            657
 Amortization of goodwill                     126            123
                              				     ----------     ----------
					                                       2,053          1,989

  Operating income (loss)                  (1,917)        (1,784)

Other income (expense)
 Interest expense                            (222)          (250)

 Other                                        109            210
                            				      -----------     ----------
  Net income before taxes                 (2,030)         (1,824)
 
Income Taxes                                  --              --
                            				      ----------     -----------
 Net income(loss)                    $    (2,030)   $     (1,824)
				                                  ==========     ===========

 Net income per share                $      (0.02)  $      (0.02)
                            				      -----------    -----------

 Weighted average
 shares outstanding                   115,379,628    115,379,628
                            				      ===========   ============

	See notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>
                            			BIOTECHNICA INTERNATIONAL INC.
	                       CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
			                                   	 (Unaudited)
			                             (in thousands of dollars)

                                       						 Three Months Ended
                                        						    September 30,
				                                          		1996            1995
<CAPTION>
<S>                                       <C>             <C> 
Cash flow from operating activities:
  Net income (loss)                       $   (2,030)     $   (1,824)
  Adjustments to reconcile net income
  to net cash used in operating activities:
    Depreciation and amortization                306             363
    Changes in assets and liabilities
    Accounts receivable                        5,634           5,570
    Inventories                               (3,176)         (2,904)
    Other current assets                         (13)            (63)
    Accounts payable & accrued liabilities      (135)           (447)
                                   					   ---------       ---------

    Net cash provided by (used for)
    operating activities                         586             695

Cash flow from investing activities:
   Acquisition of property,
   plant & equipment                            (505)            (47)
                                   					   ---------       ---------

   Net cash provided by (used for)
   investing activities                         (505)            (47)

Cash flow from financing activities:
   Net repayment under line of credit         (1,500)         (5,100)
   Increase in debt to affiliates              1,155           4,152
   Decrease in long-term debt                    (28)            (71)
                                   					   ---------       ---------

  Net cash provided by (used for)
  financing activities                          (373)         (1,019)

  Net increase (decrease) in cash
  and cash equivalents                          (292)           (371)

Cash and cash equivalents at the
beginning of period                              194             399

Cash and cash equivalents at the                
end of period                              $     (98)      $      28
                                   					   =========       =========  


	 See notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>

                     		     BIOTECHNICA INTERNATIONAL INC.
             	CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                          			      (Unaudited)
	                   (in thousands of dollars, except share data)
<CAPTION>
<S>                 <C>          <C>        <C>            <C>
                 		     Preferred Stock              Common Stock
                 	    Class A Non-Voting
		                   Shares   Par Value         Shares    Par Value


Balance  6/30/96    900,000      $9         115,418,788    $1,154

Net Loss                  0       0                   0         0
              		    -------      --         -----------     -----

Balance  9/30/96    900,000      $9         115,418,788     $1,154
              		    =======      ==         ===========     ======
<CAPTION>
<S>              <C>        <C>       <C>         <C>    <C>

               		Additional  Retained                      Total
		               Paid-In    Earnings    Treasury Stock  Shareholders'
	              	 Capital    (Deficit)  Shares  Par Value   Equity

Balance 6/30/96  $20,891    ($5,854)  (39,160)    ($95)   $16,105

Net Loss               0     (2,030)        0        0     (2,030)
              		 -------    -------   -------     ----    -------

Balance 9/30/96  $20,891    ($7,884)  (39,160)    ($95)  ($14,075)
              		 =======     ======    ======      ===    =======


          	See notes to Condensed Consolidated Financial Statements
</TABLE>

                      BIOTECHNICA INTERNATIONAL, INC.
               NOTES TO QUARTERLY CONSOLIDATED FINANCIAL STATEMENTS

1)      Financial Statements

The accompanying condensed consolidated financial statements have been 
prepared in accordance with the instructions to Form 10-Q.  To the extent 
that information and footnotes required by generally accepted accounting 
principles for complete financial statements are contained in or consis- 
tent with the audited consolidated financial statements incorporated in 
the Company's Form 10-K for the year ended June 30, 1996, such 
information and footnotes have not been duplicated herein.  In the 
opinion of management, all adjustments, consisting of normal recurring 
accruals, considered necessary for a fair presentation of financial 
statements have been reflected herein.

2)      Inventories
                       				      (in thousand of dollars)
			                         September 30,             June 30,
				                              1996                  1996

Finished seed                 $  3,329              $  3,599
Unfinished seed                  4,660                 1,630
Supplies and other               1,164                   747
                     			      --------              -------- 
  Total Inventory             $  9,153              $  5,977 

"Finished seed" consists of bagged product, ready for sale, net of 
reserves for obsolescence. "Unfinished seed" consists of bulk product 
not yet bagged and the costs associated with the seed crop planted in the 
spring of 1996, net of reserves for obsolescence. "Supplies and other" 
consists of foundation seed, unused bags, pallets, and other supply 
items. Seed product inventory is valued at the lower of average cost by 
crop year or market. Supply inventory is valued at the lower of cost 
using the first-in, first-out method or market.

Item 2. Management's Discussion and Analysis

Business

The primary business of the Company is the production, processing and 
sale of agricultural seeds to a network of farmer-dealers throughout the 
Midwestern United States.  Hybrid corn seed, varietal soybean seed and 
alfalfa seed comprise the Company's major product lines.

The Company contracts with independent farmer-growers for the production 
of seed to be grown under Company supervision to meet specific quality 
and marketability specifications.  The Company then processes and treats 
the delivered seed with appropriate fungicides and insecticides and bags 
the product for sale.  Because weather conditions can cause material 
fluctuations in yields and seed quality, the Company's cost of goods sold 
is highly dependent upon weather conditions in its growing areas.

Liquidity and Capital Resources

Cash and cash equivalents declined $292,000 during the first quarter of 
Fiscal 1997 from $194,000 at June 30, 1996 to a negative $98,000 at 
September 30, 1996.  Cash flow from operations generated $586,000, with 
the collection of $5,634,000 in accounts receivable (primarily from last 
year's sales) and $306,000 in depreciation and amortization offsetting 
the $2,030,000 net loss for the three months ended September 30, 1996, 
the $134,000 decline in accounts payable and accrued liabilities and the 
$3,177,000 increase in inventory from current production.

Capital expenditures, primarily for a new grading and bagging facility at 
the Company's Elmwood facility used $505,000 in cash.  In addition, net 
debt repayment consumed cash of $373,000.

Since October 1993 the Company has had a revolving credit arrangement, 
renewable annually (the "Line of Credit"), whereby the Company may 
borrow up to $12,000,000, subject to the limitations of a borrowing base 
formula and other limitations contained in the Credit Enhancement and 
Reorganization Agreement, dated as of October 26, 1993, by and among the 
Company, Group Limagrain Holding, S.A. ("Limagrain") and Limagrain 
Genetics Corp., a majority-owned subsidiary of Limagrain ("LG Corp."), 
which was amended as of December 10, 1993.  Borrowings under the Line of 
Credit are secured by the inventory and accounts receivable of the 
Company and its subsidiary, and by the guarantees of Limagrain, LG Corp 
and the Company's subsidiary.  Borrowings under the Line of Credit at 
June 30, 1996 and September 30, 1996 totaled $8,500,000 and $7,000,000 
respectively.  The maximum amounts available under the Line of Credit, 
pursuant to the borrowing base formula, at June 30, 1996 and September 
30, 1996 were $8,725,000 and $7,785,000, respectively.  In addition to 
the Letter of Credit, the Company also borrows funds from affiliates of 
Limagrain from time to time in order to fund the interim working capital 
needs of the Company, including the reduction of the Letter of Credit.

During Fiscal 1996, the Company received a long-term cash advance from an 
affiliate of Limagrain in order to help fund operations of the Company, 
including the reduction of the Line of Credit.  On August 30, 1996, this 
long-term cash advance was renegotiated and increased to a $2,000,000 
note with LG Corp. bearing interest at 7% and due July 1, 1998.  
Management believes this loan bears interest at or below a rate which the 
Company would be able to obtain from an unaffiliated lender for an 
unsecured loan.

Effective November 30, 1995, the Line of Credit was extended until 
December 1, 1996.  Management expects that the Line of Credit will be 
renewed under substantially the same conditions for one year at that time 
and that the Company will have access to sufficient cash resources to 
meet the reasonably foreseeable obligations of its continuing business 
operations.  Management believes there is a strong commitment by 
Limagrain to enable the Company to obtain sufficient working capital to 
support the business.  Management's belief that Limagrain's support will 
continue is based on Limagrain's commitment under the Line of Credit 
guarantee (which it has not had the obligation to continue since November 
1994, its past contributions of $9,000,000 for Preferred Stock and its 
past advances of $5,261,000 in long-term borrowings.  Limagrain has no 
legal obligation to provide additional funding for the Company.

There is no assurance that Limagrain, LG Corp., or any other affiliate of 
the Company, will continue to (i) guarantee the Line of Credit, (ii) loan 
funds to the Company, or (iii) convert such loans to Preferred Stock.  In 
addition, there is no assurance that, without such guarantees, loans and 
conversions, the Company would not be out of compliant with (a) the Line 
of Credit or (b) the NASDAQ Stock Market quantitative maintenance 
criteria, during seasonal fluctuations in the Company's borrowing base 
and net tangible assets, respectively, or otherwise.

Results of Operations

Due to the seasonal nature of the seed business, 70-80% of the Company's 
revenues normally occur during the third and fourth fiscal quarters of 
each year.  During the first six months of the fiscal year, the Company's 
production facilities are harvesting, conditioning and bagging seed 
products and substantial marketing efforts are underway in preparation 
for the next sales season which begins in December.

Net sales for the first quarter of Fiscal 1997 increased $199,000 over 
Fiscal 1996, increasing from $556,000 in Fiscal 1999 to $755,000 for 
Fiscal 1997. This improvement is a result of increased fall wheat sales 
compared to the first quarter of Fiscal 1996. Cost of goods increased 
$268,000 compared to last year, increasing from $351,000 in Fiscal 1996 
to $619,000 in Fiscal 1997. Gross margin is lower by $69,000 compared to 
the first quarter of last year.  This deterioration resulted primarily 
from higher cost of wheat in Fiscal 1997.

Sales and marketing expenses have declined $75,000 from $1,014,000 in 
Fiscal 1996 to $939,000 for the first quarter of Fiscal 1997.  Savings in 
various expenses and timing differences resulting from the late harvest 
in 1996 account for most of the lower costs.

Warehouse and Distribution costs were higher by $68,000, increasing from 
$195,000 in Fiscal 1996 to $263,000 in Fiscal 1997.  Most of this 
increase resulted because of later plantings and product movements from 
the prior sales season.

General and Administrative costs increased $68,000 from $657,000 for the 
first quarter of Fiscal 1996 to $725,000 for the first quarter of Fiscal 
1997.  In Fiscal 1996, there were favorable impacts of $45,000 from the 
expiration of stock options.

Interest cost declined $28,000 compared to the first quarter of Fiscal 
1996 decreasing from $250,000 to $222,000 in Fiscal 1997.  A lower 
average amount outstanding on the line of credit due to the Preferred 
equity contributions by LG Corp. accounted for most of this decrease. 

Other income decreased $101,000 over the first quarter of last year from 
$210,000 to $109,000.  Gains from the sale of the AgriBioTech stock in 
Fiscal 1996 accounted for most of the year-to-year change.

PART II

Item 1. Legal Proceedings

Not Applicable.

Item 2. Changes in Securities

Not Applicable.

Item 3. Defaults Upon Senior Securities

Not Applicable.

Item 4. Submission of Matters to a Vote of Security Holders

Not Applicable.

Item 5. Other Information

Not Applicable.

Item 6. Exhibits and Reports on Form 8-K  

(a) Exhibits required by Item 601 of Regulation S-K:

		Exhibit 27      Financial Data Schedule

(b) Reports on Form 8-K:

	 None.


     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.



				BIOTECHNICA INTERNATIONAL, INC.



Date: November 12, 1996         /s/ Bruno Carette
				Bruno Carette, President and 
				Chief Operating Officer

Date: November 12, 1996         /s/  Edward Germain
				Edward Germain
				Chief Financial Officer