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 September 26, 1998

                                    OR

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

                       Commission File Number 1-6085


                       ____________________________



                                 IBP, inc.
                          a Delaware Corporation
               I.R.S. Employer Identification No. 42-0838666


                                IBP Avenue
                            Post Office Box 515
                        Dakota City, Nebraska 68731
                          Telephone 402-494-2061


                       ____________________________


   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, and (2) has been subject to such filing 
requirements for the past 90 days.

                             YES [X]    NO [ ]


   As of November 1, 1998, the registrant had outstanding 92,833,778 shares of 
its common stock ($.05 par value).








                      PART I.  FINANCIAL INFORMATION      
                        IBP, inc. AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED BALANCE SHEETS
                              (In thousands)


                                               September 26,       December 27,
                                                   1998                1997
                                               -------------       ------------
                                                (Unaudited)
ASSETS

 CURRENT ASSETS:                                                              
   Cash and cash equivalents                   $   39,932           $   69,022
   Marketable securities                           29,485                3,120
   Accounts receivable, less allowance for                                    
     doubtful accounts of $10,583 and $10,063     596,780              564,125
   Inventories                                    395,971              389,753
   Deferred income tax benefits and
     prepaid expenses                              56,439               57,907
                                               ----------           ----------
      TOTAL CURRENT ASSETS                      1,118,607            1,083,927

 Property, plant and equipment,
   less accumulated depreciation                                             
   of $820,092 and $774,694                     1,039,700            1,017,082
 Goodwill, net of accumulated
   amortization of $153,457 and $137,996          652,831              671,557
 Other assets                                     109,295               66,375
                                                ---------            ---------  
                                               $2,920,433           $2,838,941
                                                =========            =========
LIABILITIES AND STOCKHOLDERS' EQUITY                                        

 CURRENT LIABILITIES:
   Notes payable to banks                      $  243,235           $  192,010
   Accounts payable                               278,325              345,728
   Deferred income taxes and other
     current liabilities                          354,893              339,080
                                                ---------            ---------
       TOTAL CURRENT LIABILITIES                  876,453              876,818

 Long-term debt and capital lease
   obligations                                    566,592              568,281
 Deferred income taxes and other
   liabilities                                    161,346              156,773

 STOCKHOLDERS' EQUITY:
   Common stock at par value                        4,750                4,750
   Additional paid-in capital                     405,158              406,952
   Retained earnings                              978,244              886,964
   Accumulated other comprehensive income         (12,075)              (6,114)
   Treasury stock                                 (60,035)             (55,483)
                                                ---------            ---------
     TOTAL STOCKHOLDERS' EQUITY                 1,316,042            1,237,069
                                                ---------            ---------
                                               $2,920,433           $2,838,941
                                                =========            =========



 See accompanying notes to condensed consolidated financial statements.


                                      -2-


                            IBP, inc. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

                                   (Unaudited)

                      (In thousands, except per share data)


                                    13 Weeks Ended            39 Weeks Ended
                                 --------------------      ---------------------
                                 Sept. 26,  Sept. 27,      Sept. 26,   Sept. 27,
                                    1998       1997           1998        1997
                                 --------   ---------      ---------   ---------
Net sales                       $3 210,689 $3,416,706     $9,769,973  $9,999,634
Cost of products sold            3,017,438  3,291,265      9,346,752   9,671,378
                                 ---------  ---------      ---------   ---------
Gross profit                       193,251    125,441        423,221     328,256
Selling, general and                                                            
  administrative expense            77,319     64,460        206,092     150,159
                                 ---------  ---------      ---------   ---------
EARNINGS FROM OPERATIONS           115,932     60,981        217,129     178,097

Interest expense, net                9,951     14,060         34,596      24,502
                                 ---------  ---------      ---------   ---------
Earnings before incomee
  taxes and extraordinary
  item                             105,981     46,921        182,533     153,595

Income tax expense                  40,400     17,800         69,500      58,300
                                 ---------  ---------      ---------   ---------
Earnings before
  extraordinary item                65,581     29,121        113,033      95,295

Extraordinary loss on early
  extinguishment of debt,
  less applicable taxes
  (Note D)                            -          -            14,815        -
                                 ---------  ---------       --------    --------
NET EARNINGS                    $   65,581 $   29,121      $  98,218   $  95,295
                                 =========  =========       ========    ========

Earnings per share:
  Earnings before
    extraordinary item               $ .71      $ .32         $ 1.22       $1.03
  Extraordinary item                   -          -             (.16)        -
                                      ----       ----          -----        ----
  Net earnings                       $ .71      $ .32         $ 1.06       $1.03
                                      ====       ====          =====        ====
Earnings per share - assuming
  dilution:
  Earnings before
    extraordinary item               $ .70      $ .31         $ 1.21       $1.02
  Extraordinary item                   -          -             (.16)        -
                                      ----       ----          -----        --- 
  Net earnings                       $ .70      $ .31         $ 1.05       $1.02
                                      ====       ====          =====        ====

Dividends per share                  $.025      $.025          $.075       $.075
                                      ====       ====           ====        ====

See accompanying notes to condensed consolidated financial statements.

                                       -3-


                          IBP, inc. AND SUBSIDIARIES
                            CONDENSED CONSOLIDATED
                           STATEMENTS OF CASH FLOWS
                                 (Unaudited)
                                (In thousands)

                                                       39 Weeks Ended        
                                                ---------------------------
                                                Sept. 26,         Sept. 27,     
                                                   1998              1997     
                                                ---------         --------- 
                                                      Inflows(outflows)         
   
NET CASH FLOWS USED IN OPERATING ACTIVITIES    $  128,365        $    9,134    
                                                ---------         ---------     

CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchases of marketable securities              (200,227)         (215,073)
 Proceeds from disposals of marketable
   securities                                     177,370           380,439
 Capital expenditures                            (123,182)          (93,389)
 Investment in life insurance contracts           (33,000)              -   
 Payment for stock of new subsidiaries,
   net of cash acquired                              -             (325,234)
 Other investing activities, net                    4,686            10,940    
                                                ---------         ---------
 Net cash flows used in
   investing activities                          (174,353)         (242,317)   
                                                ---------         ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Increase in borrowings under revolving
   credit agreements                              113,500           333,500    
 Principal payments on long-term
   obligations                                   (113,765)         (211,420)   
 Proceeds from issuance of long-term debt          49,766           132,253    
 Net change in checks in process of
   clearance                                        1,665            (8,697)   
 Premiums paid on early retirement
   of debt                                        (20,636)              -      
 Purchases of treasury stock                       (5,324)          (65,617)   
 Other financing activities, net                   (8,189)           (8,305)   
                                                ---------          -------- 
  Net cash flows provided by
     financing activities                          17,017           171,714    
                                                ---------          --------
Effect of exchange rate on cash
  and cash equivalents                               (119)             (134)   
                                                ---------          --------
Net change in cash and cash equivalents           (29,090)          (61,603)   
Cash and cash equivalents at beginning
  of period                                        69,022            94,164    
                                                ---------          --------
Cash and cash equivalents at end of
  period                                       $   39,932        $   32,561    
                                                =========         =========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Cash paid during the periods for:
    Interest, net of amounts capitalized       $   45,424        $   21,316    
    Income taxes, net of refunds received          26,140            39,934    

  Depreciation and amortization expense            74,841            66,703    
  Amortization of intangible assets                19,731            12,309    

See accompanying notes to condensed consolidated financial statements.

                                      -4-

                           IBP, inc. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


A.  GENERAL

The condensed consolidated balance sheet of IBP, inc. and 
subsidiaries ("IBP" or "the company") at December 27, 1997 has been 
taken from audited financial statements at that date and condensed.  All 
other condensed consolidated financial statements contained herein have 
been prepared by IBP and are unaudited.  The condensed consolidated 
financial statements should be read in conjunction with the consolidated 
financial statements and the notes thereto included in IBP's Annual 
Report on Form 10-K for the year ended December 27, 1997.

In the opinion of management, the accompanying unaudited condensed 
consolidated financial statements contain all adjustments, consisting 
only of normal recurring adjustments, necessary to present fairly the 
financial position of IBP at September 26, 1998 and the results of its 
operations and its cash flows for the periods presented herein.

   Derivatives and hedging activities:  In June 1998, the Financial 
Accounting Standards Board issued Statement of Financial Accounting 
Standards No. 133, "Accounting for Derivative Instruments and Hedging 
Activities.:  The company must adopt this standard no later than the 
first quarter of fiscal 2000.  Management is reviewing the requirements 
of this statement, which are quite complex. Although management expects 
that this standard will not materially affect its financial position and 
results of operations, it has not yet determined the impact of this 
standard on the financial statements of the company. 

   Business segments:  Effective at year-end 1998, the company will 
adopt SFAS No. 131, "Disclosure about Segments of an Enterprise and 
Related Information."  Management is reviewing the requirements of this 
statement and believes that it will change the extent of its current 
business segment disclosure.  This statement does not impact the basic 
consolidated financial statements; it affects the presentation of 
segment information in the Notes to Consolidated Financial Statements.

   Reclassifications:  Certain reclassifications have been made to prior 
financial statements to conform to the current year presentation.

B.  OTHER

IBP's interim operating results may be subject to substantial 
fluctuations which do not necessarily occur or recur on a seasonal 
basis.  Such fluctuations are normally caused by competitive and other 
conditions in the cattle and hog markets over which IBP has little or no 
control.  Therefore, the results of operations for the interim periods 
presented are not necessarily indicative of the results to be attained 
for the full fiscal year.








                                      -5-

C.  INVENTORIES

Inventories, valued at the lower of first-in, first-out cost or 
market, are comprised of the following:


                                      September 26,     December 27,
                                          1998              1997
                                      -------------     ------------ 
                                              (In thousands)
   Product inventories:
     Raw materials                     $ 18,941           $ 22,952
     Work in process                     72,047             82,679
     Finished goods                     157,836            165,970
                                        -------            ------- 
                                        248,824            271,601
   Livestock                             73,247             45,908
   Supplies                              73,900             72,244
                                        -------            -------              
                                       $395,971           $389,753
                                        =======            =======
 
    D.   LONG-TERM OBLIGATIONS

          Long-term obligations are summarized as follows:

                                          September 26,   December 28,
         (in thousands)                       1998            1997
         -------------------------------------------------------------
          7.45% Senior Notes due 2007        $125,000        $125,000
          6.125% Senior Notes due 2006        100,000         100,000
          7.125% Senior Notes due 2026        100,000         100,000
          6.00% Securities due 2011            50,000            -   
          10.75% Senior Subordinated
             Notes due 2006                      -            112,050
          Revolving credit facilities         175,000         112,950
          Present value of minimum
             capital lease obligations         17,654          19,093
          Other                                 1,098           1,400
                                              -------         -------           
                                              568,752         570,493
          Less amounts due within
             one year                           2,160           2,212
                                              -------         -------
                                             $566,592        $568,281
                                              =======         =======
During the first quarter 1998, the company completed its 
purchase of all of the $112 million outstanding 10.75% Senior 
Subordinated Notes of its wholly-owned subsidiary, Foodbrands 
America, Inc.  Net prepayment premiums, accelerated amortization 
of unamortized deferred financing costs, and transaction expenses 
totaled $24 million, before applicable income tax benefit of $9 
million, and was accounted for as an extraordinary loss. 

The purchase of these obligations by IBP was funded with 
available credit facilities and will likely be refinanced at a 
later date.  Under the company's $300 million Medium-Term Notes 
program registered with the Securities and Exchange Commission.  
The portion of borrowings under IBP's revolving credit facilities 
considered long-term increased to $175 million at September 26, 
1998 from $113 million at December 27, 1997.




                                      -6-


In January 1998, the company settled and closed its public 
offering of $50 million aggregate principal amount of 6.00% 
Remarketable or Redeemable Securities, due January 15, 2011 (the 
"6.00% Securities").  The net proceeds from the 6.00% Securities 
were added to the company's working capital.  The 6.00% 
Securities were the first series of notes issued under the 
company's Medium-Term Notes program.


E.   EARNINGS PER SHARE

         (in thousands, except per share amounts)
                         For the Thirteen Weeks Ended September 26, 1998
                         -----------------------------------------------
                               Earnings     Shares     Per Share
                             (Numerator) (Denominator)   Amount
                             ----------- ------------- ---------
          Basic EPS:
          Net earnings          $65,581     92,495       $ .71
                                                          ====
          Effect of dilutive
            securities:
          Employee stock plans                 759            
                                 ------     ------
          Diluted EPS           $65,581     93,254       $ .70
                                 ======     ======        ====

                         For the Thirteen Weeks Ended September 26,1997
                         ----------------------------------------------
                               Earnings     Shares     Per Share
                             (Numerator) (Denominator)   Amount
                             ----------- ------------- ---------
          Basic EPS:
          Net earnings          $29,121     92,105       $ .32
                                                          ====
          Effect of dilutive
            securities:
          Employee stock plans               1,004             
                                 ------     ------
          Diluted EPS           $29,121     93,109       $ .31
                                 ======     ======        ====

                        For the Thirty-nine Weeks Ended September 26,1998
                        -------------------------------------------------
                               Earnings     Shares     Per Share
                             (Numerator) (Denominator)   Amount
                             ----------- ------------- ---------  
          Basic EPS:
          Earnings before
            extraordinary item $113,033     93,540       $1.22
                                                          ====
          Effect of dilutive
            securities:
          Employee stock plans                 845            
                                -------     ------
          Diluted EPS          $113,033     93,385       $1.21
                                =======     ======        ====

                         For the Thirty-nine weeks Ended September 27, 1997
                         --------------------------------------------------
                               Earnings     Shares     Per Share
                             (Numerator) (Denominator)   Amount
                             ----------- ------------- --------- 
          Basic EPS:
          Net earnings          $95,295     92,686       $1.03
                                                          ====
          Effect of dilutive
            securities:
          Employee stock plans               1,159            
                                 ------     ------       
          Diluted EPS           $95,295     93,845       $1.02
                                 ======     ======        ==== 


                                      -7-


The following summary lists stock options outstanding at the 
end of the fiscal quarters which were not included in the 
computations of diluted EPS because the options' exercise prices 
were greater than the average market price of the common shares,  
These options had varying expiration dates.

                                                1998        1997
                                                ----        ----  
          Stock options excluded from
            diluted EPS computation            2,014       1,469
          Average option price per share      $23.67      $24.93


     F.   COMMITMENTS AND CONTINGENCIES

IBP is involved in numerous disputes incident to the ordinary 
course of its business.  In the opinion of management, any 
liability for which provision has not been made relative to the 
various lawsuits, claims and administrative proceedings pending 
against IBP, including that described below, will not have a 
material adverse effect on its consolidated results of operations, 
financial position or liquidity.

In July 1996, a lawsuit was filed against IBP by certain 
cattle producers in the U.S. District Court, Middle District of 
Alabama, seeking certification of a class of all cattle producers.  
The complaint alleges, inter alia, that IBP has used its market 
power and alleged "captive supply" agreements to reduce the prices 
paid to producers for cattle.  Plaintiffs initially disclosed 
that, in addition to declaratory relief and punitive damages, they 
sought disgorgement of all profits earned in 1994, 1995 and 1996 
in excess of what they deem a "fair" return.  On September 15, 
1998, the District Court rendered a decision denying class 
certification.  Plaintiffs have filed a motion requesting 
reconsideration of this decision, attempting to limit the class in 
a manner necessary to avoid conflicts between class members, and  
attempting to present a damage analysis which the District Court 
will accept.  Based upon IBP's review of this information, 
management still believes that class certification is unlikely.  
As previously stated, IBP believes it has acted properly and 
lawfully in its dealings with cattle producers.

G.	COMPREHENSIVE INCOME

In the first quarter of 1998, the company adopted Statement of 
Financial Accounting Standards No. 130, "Reporting Comprehensive 
Income."  The standard requires the display and reporting of 
comprehensive income, which includes all changes in stockholders' 
equity with the exception of additional investments by 
stockholders or distributions to stockholders.  Comprehensive 
income for the company includes net income and foreign currency 
translation adjustments which are charged or credited to the 
cumulative translation account within stockholders' equity.  
Comprehensive income for the 39 weeks ended September 26, 1998 and 
September 27, 1998 was as follows (unaudited,in thousands):



                                      -8-






                                                  39  Weeks Ended 
                                               -----------------------
                                               Sept. 26,     Sept. 27,
                                                  1998          1997
                                               ---------     ---------          
NET EARNINGS                                  $  98,218      $ 95,295
Other comprehensive income,
  before tax:
  Foreign currency translation
    adjustments                                  (5,961)       (1,164)
  Income tax expense related
    to items of other
    comprehensive income                          2,265           442
                                               --------        ------
Other comprehensive income,
  net of tax                                     (3,696)         (722)
                                               --------        ------

COMPREHENSIVE INCOME                          $  94,522      $ 94,573
                                               ========       =======









































                                      -9-


      	            	MANAGEMENT'S DISCUSSION AND ANALYSIS




The matters discussed herein contain forward-looking statements that 
involve risks and uncertainties including risk of changing market 
conditions with regard to livestock supplies and demand for the 
company's products, domestic and international regulatory risks, 
competitive and other risks over which IBP has little or no control.  
Consequently, future results may differ from management's expectations.  
Moreover, past financial performance should not be considered a reliable 
indicator of future performance.

RESULTS OF OPERATIONS

IBP's fresh meats operations were much improved in the third quarter 
1998 over the third quarter 1997 and, combined with a strong foodservice 
division performance, resulted in increased consolidated earnings.

Earnings from operations, measured as a percentage of net sales, 
improved to 3.6% in the third quarter 1998 from 1.8% in the same 1997 
period.  Both the beef and pork operations benefited from increased 
capacity utilization and lower raw material costs, offset somewhat by 
higher selling, general and administrative expenses.  In addition, IBP's 
foodservice subsidiaries, consisting of Foodbrands America, Inc. 
("Foodbrands") and The Bruss Company ("Bruss"), performed above 
expectations as product demand increased and raw material prices 
decreased.

For the nine months ended September, 1998 operating earnings 
measured 2.2% versus 1.8% in the same 1997 period.  Excluding Foodbrands 
and Bruss, which were acquired in the second quarter 1997, IBP's 1998 
year-to-date operating margin measured 1.8% of net sales compared to 
1.7% last year.  The higher 1998 figure reflected much-improved pork 
margins offset by lower beef margins caused by burdensome competing 
domestic meat supplies and weaker export demand resulting from economic 
problems in the Far East.  Foodservice operations contributed positively 
due to the above-mentioned factors.

Industry experts predict that fed cattle supplies will remain strong 
into the first half of 1999 before tightening somewhat.  Meanwhile, 
favorable hog supplies are expected throughout next year due to hog 
production expansion and relatively low grain prices. 

SALES	

Third quarter 1998 net sales decreased 6% from the third quarter 
1997.  The decrease primarily reflected pressure on selling prices 
caused by abundant market supplies of beef, pork and poultry.  This 
factor was offset somewhat by increases in pounds of products sold, 
especially in the pork and foodservice divisions.  New operations did 
not materially impact third quarter 1998 to 1997 comparative net sales 
as Foodbrands and Bruss were part of the company during the entire third 
quarter 1997.





                                      -10-


In the year-to-date period ended September, 1998 net sales decreased 
2% from the prior year.  Excluding new operations (Foodbrands, Bruss and 
Platte County Processed Meats, Inc. ("Platte County"), a ground beef 
processing plant in Nebraska), year-to-date 1998 net sales decreased 6% 
compared to 1997.  Lower average prices of beef and pork products sold 
were only partially offset by increases in pounds of beef and pork 
products sold.

Third quarter and year-to-date 1998 net export sales decreased 19% 
and 7%, respectively, from the comparable 1997 periods.  Export tonnage 
in 1998 increased 13% and 20% during the same comparison periods, but 
was offset by unfavorable price and product mix variances.

The Asian region accounted for 67% of total net export sales in the 
first three quarters of 1998 compared to 74% in the same 1997 period.  
The Far East shortfall was absorbed by increased exports to Mexico, 
Canada and South America destinations.  Exports accounted for 
approximately 12% of consolidated net sales in 1998 through September 
and 13% in the comparable 1997 timeframe.

COST OF PRODUCTS SOLD

Third quarter 1998 cost of products sold decreased 8% from the third 
quarter 1997.  The fresh meats and foodservice businesses both benefited 
from lower raw material prices offset somewhat by volume increases in 
pounds of pork and foodservice products sold.  Plant costs in the third 
quarter 1998 increased over the third quarter 1997 primarily as a result 
of higher labor and volume-related costs.

The cost of products sold in the nine months ended September 1998 
decreased 3% from the same 1997 period.  Excluding the aforementioned 
new operations, IBP's fresh meats operations experienced a 6% decrease 
in 1998 costs versus the prior year.  This decrease was primarily due to 
lower average prices paid for live hogs and cattle which overrode the 
effect of increases in pounds of pork and beef products sold.  Plant 
costs increased due primarily to higher labor costs and increased pork 
volume.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSE

Third quarter 1998 expense increased 20% over the third quarter 
1997.  The primary reasons for the increase were higher earnings-based 
incentive compensation, computer system enhancements, and amortization 
of intangibles.

Year-to-date 1998 expense through September was 37% higher than in 
the comparable year-earlier period.  Excluding the effect of new 
subsidiaries, year-to-date 1998 expense was 1% higher than in 1997.  
Generally, higher incentive compensation and amortization of intangibles 
was partially offset by accrual of refunds of U.S. harbor maintenance 
taxes paid in prior years, based upon a U.S. Supreme Court decision 
which ruled their collection unconstitutional, as well as cessation of 
current year harbor tax expense.

Foodbrands' selling expense is much higher as a percentage of net 
sales compared to IBP's fresh meats operations due to the incrementally 
higher value-added nature of its product lines.


                                      -11-

INTEREST EXPENSE

Net interest expense fell 29% in the third quarter 1998 versus the 
third quarter 1997.  Average borrowings decreased in the third quarter 
1998 relative to the same 1997 period, due primarily to positive 
operating cash flows.  A lower third quarter 1998 effective interest 
rate compared to the third quarter 1997 also contributed to the lower 
net interest expense.

The 41% higher net interest expense in the year-to-date period ended 
September 1998 versus 1997 was primarily attributable to higher average 
borrowings brought about by the purchases of Foodbrands and Bruss in the 
second quarter 1997.


LIQUIDITY AND CAPITAL RESOURCES

Total consolidated outstanding borrowings averaged $858 million in 
the first nine months of 1998 compared to $602 million in the comparable 
1997 period.  Borrowings outstanding at September 26, 1998 under 
committed facilities totaled $242 million, $175 million of which was 
classified as long-term in the consolidated balance sheet, and available 
unused credit capacity under committed facilities was $358 million.

The purchase of the Foodbrands 10.75% Notes in the first quarter 
1998 by IBP, inc. was funded with available credit facilities and will 
likely be refinanced at a later date under the company's $300 million 
Medium-Term Notes program registered with the Securities and Exchange 
Commission.  The portion of borrowings under IBP's revolving credit 
facilities considered long-term increased to $175 million at September 
26, 1998 from $113 million at December 27, 1997.

In January 1998, the company settled and closed its public offering 
of $50 million aggregate principal amount of 6.00% Remarketable or 
Redeemable Securities, due January 15, 2011 (the "6.00% Securities").  
The net proceeds from the 6.00% Securities were added to the company's 
working capital.  The 6.00% Securities were a series of notes issued 
under the company's Medium-Term Notes program.

The company invested $37 million during the fourth quarter 1997 and 
the first quarter 1998 in life insurance contracts for key employees.  
Among other advantages, expected changes in the cash value of these 
contracts are intended to effectively act as a hedge against changes in 
the company's deferred compensation liabilities.

Year-to-date capital expenditures through September 26, 1998 totaled 
$123 million compared to $94 million in the first nine months of 1997.  
Current year spending was primarily for pork and foodservice plant 
expansions, construction of the company's new world headquarters, 
acquisition of a closed beef mufacturing facility in Norfolk, Nebraska, 
and ongoing replacements and modifications to existing facilities.







                                      -12-

YEAR 2000

The "Year 2000" problem relates to computer systems that have time 
and date-sensitive programs that were designed to read years beginning 
with "19," but may not properly recognize the year 2000.  If a computer 
system or other equipment with embedded chips or processors 
(collectively, "Business Systems") used by the company or a third party 
dealing with the company fails because of the inability of the system or 
application to properly read the year "2000," the results could 
conceivably have a material adverse effect on the company.  This Year 
2000 issue can arise at any point in the company's supply, 
manufacturing, processing, distribution, and financial chains.

The company has an internal team responsible for assessing the 
impact of Year 2000 and leading and monitoring the company's state of 
readiness with respect to this issue.  The assessment and planning phase 
is approximately 90% complete, the implementation phase is approximately 
75% complete, and the testing phase is approximately 40% complete.  All 
phases are expected to be completed before or during 1999.

A significant portion of the company's Business Systems is 
internally developed and has been or is in the process of being 
remediated.  The Business Systems considered most critical to continuing 
operations are being given the highest priority.  None of the company's 
other information technology projects have been delayed due to the 
implementation of the Year 2000 readiness program.

As part of the Year 2000 readiness program, significant service 
providers, vendors, suppliers, customers, and governmental entities 
("Key Business Partners") that are considered critical to business 
operations in the periods prior to and subsequent to January 1, 2000, 
have been identified and steps are being undertaken in an attempt to 
reasonably ascertain their stage of Year 2000 readiness as it relates 
directly or indirectly to the company.

The possible consequences of the company or its Key Business 
Partners not being fully Year 2000 compliant by January 1, 2000 include, 
among other things, temporary plant closings, delays in the delivery of 
products and/or receipt of supplies, invoice and collection errors and 
inventory and supply obsolescence.  However, the company believes that 
its Year 2000 readiness program, including the contingency planning 
discussed below, should significantly reduce the adverse effect any such 
disruptions may have.

The company currently has no formal contingency plan in place.  
However, the progress of the Year 2000 readiness program is being 
closely monitored and additional measures will be taken as risks are 
identified.  These measures may include stockpiling critical supplies 
and packaging materials, securing alternate sources of supplies or 
services, and other appropriate measures.







                                      -13-



It is currently estimated that the aggregate cost of the company's 
Year 2000 efforts will be approximately $14 million, of which $5 million 
has been spent, and will be funded with operating cash flows.  The 
budgeted $14 million includes approximately $8 million, of which $2 
million has been spent, for computer hardware, substantially all of 
which will be capitalized.  The remaining $6 million is primarily for 
computer software, all of which will be expensed as incurred. 
Approximately $3 million has been expensed to date.

The company's Year 2000 readiness program is an ongoing process and 
the estimates of costs and completion dates for various components of the 
Year 2000 readiness program described above are subject to change.




                         PART II.  OTHER INFORMATION


Item 5.  Other Information

     	In connection with its Medium-Term Notes program, the company 
	hereby reports the following computations (in thousands, except 
	ratio data):

                                               39 Weeks Ended
                                            ---------------------
                                            Sept. 26,   Sept. 27,
                                               1998        1997
                                            ---------   ---------
         Earnings before income taxes
           and extraordinary item            $182,553    $153,595
         Total fixed charges                   48,858      37,873
         Capitalized interest                  (5,792)     (5,435)
                                              -------     -------
         Earnings before fixed charges,
           income taxes and extraordinary
           item                              $225,619    $186,033
                                              =======     =======
         Ratio of earnings to fixed charges       4.6         4.9
                                                  ===         ===

Item 6.  Exhibits and Reports on Form 8-K

   (b)  Reports on Form 8-K 

        No reports on Form 8-K were filed by the company during the
        quarter ended September 26, 1998.














                                      -14-


                                  SIGNATURES


     Pursuant to the requirements of the Securities Act of 1934, the
registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.







                                                IBP, inc.
                                      --------------------------                
                                              (Registrant) 


     November 4, 1998                 /s/ Robert L. Peterson
--------------------------            -------------------------- 
      (date)                          Robert L. Peterson
                                      Chairman of the Board and 
                                        Chief Executive Officer



                                      /s/ Larry Shipley                      
                                      --------------------------
                                      Larry Shipley
                                      Chief Financial Officer
                                     


                                      /s/ Craig J. Hart
                                      -------------------------
                                      Craig J. Hart
                                      Vice President 
                                        and Controller























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