UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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                         Commission file number

         March 31, 1999                                       000-23943


                               PETER KIEWIT SONS', INC.
                   (Exact name of registrant as specified in its charter)

             Delaware                                     91-1842817
   (State of Incorporation)              (I.R.S. Employer Identification No.)


      Kiewit Plaza, Omaha Nebraska                           68131
(Address of principal executive offices)                  (Zip Code)


                                   (402) 342-2052
                 (Registrant's telephone number, including area code)

     Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 
1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days. Yes [X] No [  ]

     The number of shares outstanding of each of the registrant's classes of 
common stock as of May 17, 1999:

           Title of Class                              Shares Outstanding

Common Stock, $0.01 par value                              33,455,576



                            PETER KIEWIT SONS', INC.

                                     Index

                                                                         Page
_____________________________________________________________________________

                        PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements.

     Consolidated Condensed Statements of Earnings for the three months
          ended March 31, 1999 and 1998                                   1
     Consolidated Condensed Balance Sheets as of March 31, 1999 and
          December 26, 1998                                               2
     Consolidated Condensed Statements of Cash Flows for the three months
          ended March 31, 1999 and 1998                                   3
     Notes to Consolidated Condensed Financial Statements                 4

Item 2.     Management's Discussion and Analysis of Financial Condition
              and Results of Operations.                                 10

Item 3     Quantitative and Qualitative Disclosure About Market Risk     12

                             PART II - OTHER INFORMATION


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

Signatures                                                               13

Index to Exhibits                                                        14


                           PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements.

                              PETER KIEWIT SONS', INC.

                   Consolidated Condensed Statements of Earnings
                              (unaudited)


                                                         Three Months Ended
                                                              March 31,
                                                         ------------------
(dollars in millions, except per share data)              1999        1998
---------------------------------------------------------------------------

Revenue                                                   $ 779      $ 732
Cost of Revenue                                            (736)      (703)
                                                          -----      -----
                                                             43         29

General and Administrative Expenses                         (43)       (38)
                                                          -----      -----

Operating Loss                                               -          (9)

Other Income (Expense):
     Investment Income, net                                   4          3
     Interest Expense, net                                   (1)        -
     Other, net                                              17         12
                                                          -----      -----
                                                             20         15
                                                          -----      -----


Earnings Before Income Taxes                                 20          6

Provision for Income Taxes                                   (8)        (2)
                                                          -----       -----

Net Earnings                                              $  12      $   4
                                                          =====      =====
Net Earnings per Share:
  Basic                                                   $ .35      $ .11
                                                          =====      =====

  Diluted                                                 $ .34      $ .11
                                                          =====      =====
_____________________________________________________________________________
See accompanying notes to consolidated condensed financial statements.




                           PETER KIEWIT SONS', INC.
                     Consolidated Condensed Balance Sheets

                                                     March 31,   December 26,
                                                       1999           1998
(dollars in millions)                              (unaudited)
_____________________________________________________________________________
Assets

Current Assets:
     Cash and cash equivalents                      $   262        $   227
     Marketable securities                               12              9
     Receivables, less allowance of $5 and $5           421            454
     Unbilled contract revenue                           74             88
     Contract costs in excess of related revenue         39             26
     Investment in construction joint ventures          189            190
     Deferred income taxes                               71             64
     Other                                               20             15
                                                     ------         ------
Total Current Assets                                  1,088          1,073

Property, plant and equipment, less accumulated 
  depreciation and amortization of $481 and $482        245            208
Other Assets                                             97             96
                                                     ------         ------
                                                     $1,430         $1,377
                                                     ======         ======

Liabilities and Redeemable Common Stock

Current Liabilities:
     Accounts payable, including 
       retainage of $48 and $47                      $  193         $  182
     Short-term borrowings                               42             -
     Current portion of long-term debt                   24              8
     Accrued costs on construction contracts            122            125
     Billings in excess of related costs and earnings   139            132
     Accrued insurance costs                             81             81
     Income taxes payable                                10             -
     Other                                               50             63
                                                     ------         ------
Total Current Liabilities                               661            591

Long-term debt, less current portion                     11             13
Other liabilities                                        71             70
Minority interest                                        12             12
                                                      -----          -----
     Total Liabilities                                  755            686

Redeemable Common Stock ($534 million aggregate
  redemption value):
     Common stock, par $0.01; 33,596,348 and
        35,692,820 shares outstanding                    -              -
     Additional paid-in capital                         151            161
     Accumulated other comprehensive income             (21)           (22)
     Retained earnings                                  545            552
                                                     ------         ------
Total Redeemable Common Stock                           675            691
                                                     ------         ------
                                                     $1,430         $1,377
                                                     ======         ======
____________________________________________________________________________
See accompanying notes to consolidated condensed financial statements.


                                PETER KIEWIT SONS', INC.

                       Consolidated Condensed Statements of Cash Flows
                                       (unaudited)


                                                           Three Months Ended
                                                               March 31,
(dollars in millions)                                        1999       1998
_____________________________________________________________________________

Cash flows from operations:
  Net cash provided by operations                          $ 76        $ 104

Cash flows from investing activities:
  Proceeds from sales and maturities of
      marketable securities                                  -             5
  Purchases of marketable securities                        (3)           (3)
  Proceeds from sales of property, plant and equipment      13             4
  Acquisitions                                               -            (2)
  Distributions from investees                               4             4
  Capital expenditures                                     (16)          (21)
                                                          ----          ----
      Net cash used in investing activities                 (2)          (13)

Cash flows from financing activities:
  Long-term debt borrowing (payment), net                   (2)            5
  Repurchases of common stock                              (29)          (30)
  Dividends paid                                            (8)           (6)
  Exchange of Class C Stock for Class D Stock, net           -          (122)
                                                          ----          ----
      Net cash used in financing activities                (39)         (153)
                                                          ----         -----

Net increase (decrease) in cash and cash equivalents        35           (62)

Cash and cash equivalents at beginning of period           227           232
                                                          ----         -----

Cash and cash equivalents at end of period                $262         $ 170
                                                          ====         =====

Noncash investing activities:
  Issuance of debt for materials acquisitions             $ 42         $  - 
                                                          ====         =====
_____________________________________________________________________________
See accompanying notes to consolidated condensed financial statements.




                           PETER KIEWIT SONS', INC.

             Notes to Consolidated Condensed Financial Statements


1.  Basis of Presentation:

Peter Kiewit Sons', Inc. (the "Company") was formed by its former parent, 
Level 3 Communications, Inc. (formerly Peter Kiewit Sons', Inc.) ("Level 
3"), in connection with a transaction (the "Transaction") intended to 
separate the construction and materials businesses and the diversified 
business of Level 3 into two independent companies.  On March 31, 1998, 
pursuant to the terms of a Separation Agreement between the Company, Level 3 
and certain other parties (the "Separation Agreement"), Level 3 consummated 
the Transaction by: (i) transferring 100 shares of the $100 par value common 
stock ("KCG Stock") of Kiewit Construction Group Inc. ("KCG"), 
representing all of the issued and outstanding shares of KCG Stock, as well 
as certain other assets and liabilities related to the construction and 
materials businesses which together comprised the Construction and Mining 
Group (the "Construction & Mining Group"), to the Company in exchange for 
30,711,680 shares of the $.01 par value common stock of the Company ("Common 
Stock") (125 million shares authorized) and (ii) distributing 100% of its 
shares of the Common Stock to the holders of Level 3's $0.0625 par value 
Class C Construction & Mining Group Restricted Redeemable Convertible 
Exchangeable Common Stock ("Class C Stock") as of March 31, 1998, in 
exchange for such shares of Class C Stock.  Prior to the Transaction, the 
Company was a wholly-owned subsidiary of Level 3.  As a result of the 
Transaction, the Company is now owned by the former holders of Level 3's 
Class C Stock.  Prior to consummation of the Transaction, Level 3's Class C 
Common stock was convertible to Level 3's Class D Common Stock ("Class D 
Stock").  As the Construction & Mining Group comprised all of the net assets 
and operations of the Company, at the time of the Transaction, the 
Construction & Mining Group is the Company's predecessor.  Thus, the term 
"the Company", as used herein, refers to Peter Kiewit Sons', Inc., its 
predecessor, and its consolidated subsidiaries.

The consolidated condensed balance sheet of the Company at December 26, 1998 
has been condensed from the Company's audited balance sheet as of that date.  
All other financial statements contained herein are unaudited and, in the 
opinion of management, contain all adjustments (consisting only of normal 
recurring accruals) necessary for a fair presentation of financial position 
and results of operations for the periods presented.  The Company's 
accounting policies and certain other disclosures are set forth in the notes 
to the consolidated financial statements contained in the Company's Annual 
Report on Form 10-K.

Receivables at March 31, 1999 and December 26, 1998 include approximately 
$106 million and $86 million of retainage on uncompleted projects, the 
majority of which is expected to be collected within one year.  Included in 
the retainage amounts are $27 million and $26 million of securities which are 
being held by the owners of various construction projects in lieu of 
retainage.  Also included in accounts receivable are $15 million and $15 
million of securities held by the owners which are now due as the contracts 
are completed.  These securities are carried at fair value which is 
determined based on quoted market prices for the securities on hand or for 
similar investments.  Net unrealized holding gains and losses, if any, are 
reported as a separate component of accumulated other comprehensive income, 
net of tax.

The results of operations for the three months ended March 31, 1999 are not 
necessarily indicative of the results to be expected for the full year.

When appropriate, items within the consolidated condensed financial 
statements have been reclassified in the previous periods to conform to 
current year presentation.

2.  Earnings Per Share:

Basic earnings per share have been computed using the weighted average number 
of shares outstanding during each period.  Diluted earnings give effect to 
convertible debentures considered to be dilutive common stock equivalents.  
Dilutive potential common shares are calculated in accordance with the "if 
converted" method.  This method assumes that the after-tax interest expense 
associated with the debentures is an addition to income and the debentures 
are converted into equity with the resulting common shares being aggregated 
with the weighted average shares outstanding.

                                                           Three Months Ended
                                                               March 31,
                                                            1999        1998
                                                            _________________
Net earnings available to common shareholders
  (in millions)                                           $    12     $     4

Add:  Interest expense, net of tax effect, associated with
  convertible debentures                                        *           *
                                                           ------      ------

Net earnings for diluted shares                           $    12     $     4
                                                          =======     =======

Total number of weighted average shares outstanding
  used to compute basic earnings per share (in thousands)  33,872      32,216

Additional dilutive shares assuming conversion of
  convertible debentures                                      707         372
                                                          -------     -------

Total number of shares used to compute diluted earnings
  per share                                                34,579      32,588
                                                          =======     =======

Net earnings
  Basic earnings per share                                $   .35     $   .11
                                                          =======     =======

  Diluted earnings per share                              $   .34     $   .11
                                                          =======     =======

* Interest expense attributable to convertible debentures was less than $.5 
million.

On January 11, 1999, the Company declared a four-for-one stock split in the 
form of a stock dividend of three shares of Common Stock for each share 
issued and outstanding, payable on January 15, 1999.  All share and per share 
amounts for all periods presented have been retroactively restated to reflect 
the stock split.


3.  Comprehensive Income:

Comprehensive income includes net income, unrealized gains (losses) on  
securities, and foreign currency translation adjustments, which are charged 
or credited to the cumulative translation account within Redeemable Common 
Stock.  Comprehensive income for the three months ended March 31, 1999 and 
1998 was as follows:

                                                       Three Months Ended
                                                             March 31,
                                                         1999        1998
                                                       __________________

Net Earnings                                              $12        $ 4
  Other comprehensive income, before tax:
     Foreign currency translation adjustments               2          2
     Unrealized gains arising during period                 -          3
     Income tax expense related to items of
       other comprehensive income                          (1)        (2)
                                                          ---        ---
     Comprehensive Income                                 $13        $ 7
                                                          ===        ===


4.  Segment Data:

The Company is managed and operated in two segments, Construction and 
Materials.  The Construction segment performs services for a broad range of 
public and private customers primarily in North America.  Construction 
services are performed in the following construction markets:  transportation 
(including highways, bridges, airports, railroads and mass transit), 
commercial buildings, water supply, sewage and waste disposal, dams, mining, 
power, heating and cooling, and oil and gas.  The Materials segment primarily 
operates in Arizona and Oregon.  This segment produces construction materials 
including ready-mix concrete, asphalt and sand and gravel, landscaping 
materials and railroad ballast.

Intersegment sales are recorded at cost.  Operating earnings (loss) is 
comprised of net sales less all identifiable operating expenses, allocated 
general and administrative expenses, depreciation and amortization.  Interest 
income, interest expense and income taxes have been excluded from segment 
operations.  The management fee earned by the Company for providing coal mine 
management services to Level 3 is excluded from the segment information that 
follows as it is included in other income on the Statement of Earnings and 
not included in operating earnings.  This fee is earned, however, by the 
Materials segment and was $7 million for each the first quarters of 1999 and 
1998.

                                 March 31,                   March 31,
                                   1999                        1998
(dollars in millions)      Construction  Materials    Construction  Materials
_____________________________________________________________________________
Revenue
  External customers           $ 682      $   97         $  661     $    71
  Intersegment                    -           -              -            2
                               _____       _____          _____       _____
  Total Revenues                 682          97            661          73

Elimination of
  intersegment revenues           -           -              -           (2)
                               -----       -----          -----       -----
Total consolidated revenues    $ 682       $  97         $  661       $  71

Operating Earnings           $    (6)      $   6         $  (11)      $   2


5.  Other Matters:

In connection with the Transaction, the Company and Level 3 entered into 
various agreements including a Separation Agreement, a Tax Sharing Agreement 
and an amended Mine Management Agreement.

The Separation Agreement provides for the allocation of certain risks and 
responsibilities between Level 3 and the Company and for cross-
indemnifications that are intended to allocate financial responsibility to 
the Company for liabilities arising out of the construction business and to 
allocate to Level 3 financial responsibility for liabilities arising out of 
the non-construction businesses.  The Separation Agreement also provides for 
the payment, by the Company, of a majority of the third party costs and 
expenses associated with the Transaction.

Under the Tax Sharing Agreement, with respect to periods, or portions 
thereof, ending on or before the closing date of the Transaction, Level 3 and 
the Company generally will be responsible for paying the taxes relating to 
such periods, including any subsequent adjustments resulting from the 
redetermination of such tax liabilities by the applicable taxing authorities, 
that are allocable to the non-construction businesses and construction 
businesses, respectively.  The Tax Sharing Agreement also provides that Level 
3 and the Company will indemnify the other from certain taxes and expenses 
that would be assessed if the Transaction was determined to be taxable, but 
solely to the extent that such determination arose out of the breach by Level 
3 or the Company, respectively, of certain representations made to the 
Internal Revenue Service in connection with the ruling issued with respect to 
the Transaction or made in the Tax Sharing Agreement.  If the Transaction was 
determined to be taxable for any other reason, those taxes ("Transaction 
Taxes") would be allocated 50% to Level 3 and 50% to the Company.  Finally, 
under certain circumstances, Level 3 would make certain liquidated damage 
payments to the Company if the Transaction was determined to be taxable in 
order to take into account the fact that the Transaction is taxable to the 
holders of Common Stock.

Additionally, the Mine Management Agreement, pursuant to which the Company 
provides mine management and related services to Level 3's coal mining 
operations, was amended to provide the Company with a right of offer in the 
event that Level 3 were to determine to sell any or all of its coal mining 
properties.  Under the right of offer, Level 3 would be required to offer to 
sell those properties to the Company at the price that Level 3 would seek to 
sell the properties to a third party.  If the Company were to decline to 
purchase the properties at that price, Level 3 would be free to sell them to 
a third party for an amount greater than or equal to that price.  If Level 3 
were to sell the properties to a third party, thus terminating the Mine 
Management Agreement, it would be required to pay the Company an amount equal 
to the discounted present value of the Mine Management Agreement, determined, 
if necessary, by an appraisal process.

On February 28, 1999, the Company purchased the remaining 60% of a materials 
operation in the Portland, Oregon/Vancouver, Washington area.  A note was 
issued to the 60% owner for the purchase price and subsequently paid off on 
April 1, 1999.  Goodwill recognized on the purchase is being amortized over 
20 years.   Had the results of operations of this acquisition been 
consolidated for the periods presented, there would have been no material 
impact to the Company's results.

The Company and certain other defendants are party to certain litigation 
involving repairs to runways at Denver International Airport.  In December 
1998, a jury determined that the defendants were liable for compensatory and 
punitive damages.  The Company intends to appeal the verdict.  Management 
believes that any resulting liability, beyond that provided, should not 
materially affect the Company's financial position, future results of 
operations or future cash flows.

The Company is involved in various other lawsuits and claims incidental to 
its business.  Management believes that any resulting liability, beyond that 
provided, should not materially affect the Company's financial position, 
future results of operations or future cash flows.



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


Results of Operations - First Quarter 1999 vs. First Quarter 1998

This document contains forward looking statements and information that are 
based on the beliefs of management as well as assumptions made by and 
information currently available to the Company.  When used in this document, 
the words "anticipate", "believe", "estimate" and "expect" and similar 
expressions, as they relate to the Company or its management, are intended to 
identify forward-looking statements.  Such statements reflect the current 
views of the Company with respect to future events and are subject to certain 
risks or uncertainties and assumptions.  Should one or more of these risks or 
uncertainties materialize, or should underlying assumptions prove incorrect, 
actual results may vary materially from those described in this document.

Revenue from each of the Company's segments was (in millions):

                                               Three Months Ended
                                                    March 31,
                                                1999        1998
                                               ------------------
               Construction                     $682        $661
               Materials                          97          71
                                                ____        ----
                                                $779        $732
                                                ====        ====

Construction.  Construction revenue for the first quarter of 1999 increased 
$21 million or 3% from the same period in 1998.  The increase is due to 
several large highway and fiber optic cable projects reaching the peak of 
their construction phase.

Contract backlog at March 31, 1999 was $4.7 billion of which 6% is 
attributable to foreign operations located primarily in Canada.  Domestic 
projects are spread geographically throughout the U.S.

Margins on construction projects for the first quarter of 1999 increased to 
5.1% in 1999 compared to 3.8% in 1998.  This is also due to several large 
projects which were either in the mobilization or start up phases in 1998 and 
are now at the peak of their construction phase.

Materials.  Materials revenue for the first quarter of 1999 increased $26 
million or 36% from the same time period in 1998.  A continued strong market 
for material products in the southwest, resulting in additional unit sales of 
asphalt and ready mix concrete, accounted for much of the increase.  A mild 
winter also increased sales in the Wyoming operations.

Margins on materials operations increased by $4 million or 100% in 1999.  The 
demand in the southwest combined with the mild Wyoming winter helped to 
increase margins.  The elimination of losses taken in 1998 for the Oak 
Mountain Coal operations also contributed to the increase.

General and Administrative Expenses.  General and administrative expenses, as 
a percentage of revenues, remained relatively the same. 

Investment Income, net.  Investment income in 1999 was higher than 1998.  
Cash used in conversions of Class C Stock to Level 3's Class D Stock prior to 
the consummation of the Transaction caused a decline in the average 
investment portfolio balance in 1998.

Other, net.   Other income is primarily comprised of mine management fee 
income from Level 3 and gains and losses on the disposition of property, 
plant and equipment and other assets.  The increase is primarily due to gains 
recognized on the sale of equipment.

The Company manages certain coal mines for Level 3.  Fees for these services 
were $7 million in 1999, $7 million in 1998.  The Company's fee is a 
percentage of adjusted operating earnings of the coal mines.  The mines 
managed by the Company for Level 3 earn the majority of their revenues under 
long-term contracts.  The remainder of the mines' sales are made on the spot 
market where prices are substantially lower than those of the long-term 
contracts.  As the long-term contracts expire over the next two to five 
years, adjusted operating earnings at the mines will decrease substantially, 
thereby similarly decreasing the management fee earned by the Company.

Additionally, the Minerals Management Service and Montana Department of 
Revenue have issued assessments to the Level 3 mines for the underpayment of 
royalties and production taxes.  Level 3 is vigorously contesting the 
assessments.  If Level 3 pays these assessments, the payments could 
materially decrease future mine management fees, but will not affect fees 
previously received.

Provision for income taxes.  The effective income tax rates in 1999 and 1998 
are slightly different than the federal statutory rate of 35% due to state 
income tax provisions.


Financial Condition - March 31, 1999 vs. December 26, 1998

The Company's working capital decreased $55 million or 11% since December 26, 
1998.  The decrease is due primarily to the debt incurred and assumed through 
the materials acquisition.  

Sources of cash primarily included $76 million of cash provided by 
operations, $13 million in proceeds from the sale of property, plant and 
equipment and $4 million in distributions from equity method investees.  Uses 
of cash primarily included stock repurchases of $29 million, dividends of $8 
million, purchases of marketable securities of $3 million and net repayment 
of debt of $2 million.

The Company anticipates investing between $50 and $100 million annually in 
its construction and materials businesses.  In addition to normal spending, 
the Company expects to make significant investments in new construction joint 
ventures in 1999.  The Company continues to explore opportunities to acquire 
additional businesses.  Other long-term liquidity uses include the payment of 
income taxes and the payment of dividends, including a $.25 per share 
dividend declared in April and paid in May 1999.  The Company's current 
financial condition and borrowing capacity together with anticipated cash 
flows from operations should be sufficient for immediate cash requirements 
and future investing activities.

In June 1998, the Financial Accounting Standards Board ("FASB") issued SFAS 
No. 133, "Accounting for Derivative Instruments and Hedging Activities", 
which establishes accounting and reporting standards for derivative 
instruments and for hedging activities.  This statement is effective for all 
fiscal years beginning after June 15, 1999.  Management does not expect 
adoption of this statement to materially affect the Company's financial 
statements as the Company has no significant derivative instruments or 
hedging activities.


Year 2000 Update

General.  The Company's Year 2000 Effort (the "Effort") is proceeding on 
schedule.  The Effort is comprised of two components:  Internal, which 
includes updating and replacing all computer systems which are not Year 2000 
compliant, and External, which requires developing strategies to protect the 
Company from disruptions caused by third parties not being Year 2000 
compliant.

Internal.  All material internal systems have been tested for Year 2000 
compliance and are currently functioning.  As a result, the Company does not 
believe that a contingency plan with regard to the Internal component of the 
Effort is necessary.  The Effort did not delay any other information system 
projects as several systems were already scheduled to be revised.

External.  The primary External factor which could interrupt the Company's 
operations is the inability of third party owners to pay the Company on a 
timely basis for work performed as a result of their Year 2000 problem.  A 
large portion of the Company's domestic construction work is with federal, 
state and local government agencies.  If these agencies are unable to make 
payments due to their own Internal Year 2000 problems, the Company could 
experience cash flow problems.

Another potentially significant External factor which could interrupt the 
Company's operations is the inability of major equipment suppliers to supply 
the Company with the equipment needed to complete various construction 
projects as a result of their Year 2000 problems.  Other major purchasing 
components, primarily permanent materials, have alternative procurement 
sources, in the event that the primary supplier encounters problems.

Costs.  The total cost associated with the Effort is not expected to be 
material to the Company's financial position. The estimated total cost of the 
Effort is approximately $5 million, of which $4.6 million has been spent to 
date.

Risks.  Due to the general uncertainty inherent in the Year 2000 problem, 
resulting in large part from the uncertainty of the Year 2000 readiness of 
third party suppliers and owners, the Company is unable to determine at this 
time whether the consequences of External Year 2000 failures will have a 
material impact on the Company's results of operations, liquidity or 
financial condition.  The Effort is expected to significantly reduce the 
Company's level of uncertainty about the Year 2000 problem and, in 
particular, about the Year 2000 compliance and readiness of its material 
third party suppliers and owners.  The Company believes that, with the 
implementation of new business systems and completion of the Effort as 
scheduled, the possibility of significant interruptions of normal operations 
should be reduced.

Forward Looking Statements.  The discussion of the Company's efforts and 
management's expectations relating to the Year 2000 problem are forward-
looking statements.  The Company's ability to achieve Year 2000 compliance 
and the costs associated therewith could be adversely impacted by, among 
other things, the availability and cost of programming and testing resources, 
the ability of third party suppliers and customers to bring their systems 
into Year 2000 compliance, and unanticipated problems identified in the 
implementation of the Effort.  


Item 3.     Quantitative and Qualitative Disclosure about Market Risk.

     Not applicable.

PART II - OTHER INFORMATION


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


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

Exhibit
Number

    27
Description

Financial Data Schedule


     (b)  Reports on Form 8-K.

     Current Report on Form 8-K dated March 4, 1999, reporting the 
appointment of  Mogens C. Bay to the Board of Directors of the Company, which 
Report was filed with the Securities and Exchange Commission on March 4, 
1999.



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.

                                 PETER KIEWIT SONS', INC.






Date: May 17, 1999                           /s/  Kenneth M. Jantz
                                             ----------------------------
                                             Kenneth M. Jantz
                                             Vice President and Principal
                                             Financial Officer




                            PETER KIEWIT SONS', INC.

                              INDEX TO EXHIBITS

Exhibit
    No.

   27      Financial Data Schedule (For electronic filing purposes only)