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

                                 FORM 10-Q

   (Mark One)
   [  X  ]        QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

   For the quarterly period ended January 24, 1998
                                                                  

                                     OR

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

   For the transition period from    -    to    -                        

   Commission File Number 1-6071

                              RYMER FOODS INC.

                      Incorporated in the State of Delaware
                   IRS Employer Identification No. 36-1343930

                         4600 South Packers Avenue
                                 Suite 400
                          Chicago, Illinois 60609
                                773/927-7777

   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       

   APPLICABLE  ONLY  TO  REGISTRANTS  INVOLVED IN BANKRUPTCY PROCEEDINGS
   DURING THE PRECEDING FIVE YEARS:

   Indicate by check mark whether the registrant has filed all documents
   and  reports  required  to be filed by Section 12, 13 or 15(d) of the
   Securities  Exchange  Act  of  1934 subsequent to the distribution of
   securities under a plan confirmed by a court.

                          Yes   X        No       

   Registrant  had  4,300,000  shares  of common stock outstanding as of
   March 4, 1998.
                                                                      

<PAGE>
<TABLE>
                       PART I - FINANCIAL INFORMATION

   ITEM 1.  Financial Statements

                     RYMER FOODS INC. AND SUBSIDIARIES
                   Condensed Consolidated Balance Sheets
                                (Unaudited)
                                                                        
                                               January 24,  October 25,
                                                   1998        1997     
                                                   (in thousands)
                       ASSETS    
   <S>                                          <C>         <C>
   Current Assets:
     Receivables, net                           $  1,284    $  1,406 
     Inventories                                   3,502       4,304 
     Other                                           199         193 
        Total Current Assets                       4,985       5,903 

   Property, Plant and Equipment:
     Leasehold improvements                          958         958 
     Machinery and equipment                         815         811 
                                                   1,773       1,769 
     Less accumulated depreciation
      and amortization                               180          44
                                                   1,593       1,725 
   Other:
     Assets held for sale or lease                   800         800 
     Other                                            43          43 
                                                $  7,421    $  8,471 

             LIABILITIES AND STOCKHOLDERS' EQUITY 

   Current Liabilities:
     Current portion of borrowings,             $  1,220    $  1,394 
     Accounts payable                                218         368 
     Accrued liabilities                           1,731       1,669 
        Total Current Liabilities                  3,169       3,431 

   Deferred Employee Benefits                        128         130 
                                                   3,297       3,561 
   Commitments and Contingencies 
   Stockholders' Equity:
     Common stock, $.04 par, 20,000,000 shares
      authorized; 4,300,000 shares outstanding       172         172 
     Additional paid-in capital                    4,851       4,851 
     Accumulated deficit                            (899)       (113)
        Total Stockholders' Equity                 4,124       4,910 
                                                $  7,421    $  8,471

   See accompanying notes.
</TABLE>
<PAGE>
<TABLE>
                     RYMER FOODS INC. AND SUBSIDIARIES
              Condensed Consolidated Statements of Operations
                                (Unaudited)

                                                                         
                                                    Predecessor
                                                      Company   
                                         Thirteen Weeks Ended     
                                       January 24,  January 25,
                                           1998         1997     
                                                                        
                   (in thousands, except per share data)
   <S>                                    <C>        <C>
   Net sales                              $ 5,999    $ 8,278 
   Cost of sales                            5,839      7,575 

   Gross profit                               160        703 

   Selling, general and
     administrative expenses                  929      1,057

   Operating loss                            (769)      (354)

   Interest expense                            40        879 
   Other income                               (23)       (10)

   Net loss                               $  (786)   $(1,223)

   Per common share data:

     Basic:  
       Loss from continuing operations    $  (.18)        *  

       Net loss                           $  (.18)        *

     Diluted:      
       Loss from continuing operations    $  (.17)        *

       Net loss                           $  (.17)        *  


   See accompanying notes.

   *    Earnings  per  share as it relates to the predecessor company is
        not meaningful due to the Company's reorganization.<PAGE>

</TABLE>
<PAGE>
<TABLE>
                     RYMER FOODS INC. AND SUBSIDIARIES
              Condensed Consolidated Statements of Cash Flows
                                (Unaudited)
                                                          Predecessor
                                                            Company    
                                            Thirteen Weeks Ended
                                       Jan. 24, 1998     Jan. 25, 1997
                                                 (in thousands)
   <S>                                          <C>        <C>
   CASH FLOWS FROM OPERATIONS
     Loss from continuing operations            $  (786)   $ (1,223)
     Non-cash adjustments to loss:
       Depreciation and amortization                136         177 
       Amortization of other assets                 -            58 
       Provision for bad debts                       15          30 
     Payment-in-kind interest on Senior Notes       -           523 
     Net decrease to accounts receivable            107       1,041 
     Net decrease (increase) to inventories         802        (533)
       Net (increase) decrease to other current
        and long-term assets                         (6)        (33)
       Net (increase) decrease to accounts
        payable and accrued expenses                 56         337 
     Net cash flows from operating activities of
      continuing operations                         324         377 
     Net cash flows from operating activities of
      discontinued operations                       (17)        (93)
      Net cash flows from operating activities      307         284 

   CASH FLOWS FROM INVESTING ACTIVITIES
     Capital expenditures                            (4)        (84)
     Proceeds from the sale of Rymer Seafood        -           950 
     Other                                          -            (6)
     Net cash flows from investing activities
      of discontinued operations                    -           -   
     Net cash flows from investing activities        (4)        860 

   CASH FLOWS FROM FINANCING ACTIVITIES
     Change in cash overdraft                      (129)       (348)
     Repayments under line-of-credit facility    (6,909)     (3,485)
     Borrowings under line-of-credit facility     6,735       3,275 
     Principal payments on debt                     -           -   
     Net cash flows from financing activities
      of discontinued operations                    -           -    
     Net cash flows from financing activities      (303)       (558)

   Net change in cash and cash equivalents          -           586 
   Cash and cash equivalents balance at
    beginning of year                               -           -   
   Cash and cash equivalents balance at end
    of first quarter                            $   -      $    586

   Supplemental cash flow information:
     Interest paid                              $    40    $     20
     Income taxes paid, net of refunds          $    -     $      4 

   See accompanying notes.
</TABLE>
<PAGE>

                     RYMER FOODS INC. AND SUBSIDIARIES
            Notes to Condensed Consolidated Financial Statements


   1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
        The  accompanying  unaudited  condensed  consolidated  financial
        s t a t e ments  have  been  prepared  in  accordance  with  the
        instructions  to  Form  10-Q  and  therefore  do not include all
        information  and  footnotes necessary for a fair presentation of
        financial  position,  results  of  operations, and cash flows in
        conformity  with  generally accepted accounting principles.  The
        year-end  condensed  balance sheet data was derived from audited
        financial  statements,  but  does  not  include  all disclosures
        required  by  generally  accepted  accounting  principles.   The
        Company  operates  on  a  fiscal  year  which  ends  on the last
        Saturday in October.  References in the following notes to years
        and quarters are references to fiscal years and fiscal quarters.
        For  further  information  refer  to  the Consolidated Financial
        Statements  and footnotes thereto included in Rymer Foods Inc.'s
        (the  Company's  or  Rymer's) Annual Report on Form 10-K for the
        fiscal year ended October 25, 1997.

        In  accordance  with  the  AICPA  Statement  of  Position  90-7,
        Financial  Reporting  by  Entities  in  Reorganization Under the
        Bankruptcy Code, the Company adopted fresh-start reporting as of
        September  20, 1997.  In accordance with fresh-start accounting,
        the  gain  on  discharge  of  debt resulting from the bankruptcy
        proceedings was reflected on the predecessor Company's financial
        statements  for  the  period  ended  September  20,  1997.    In
        addition,  the accumulated deficit of the predecessor Company at
        September  20,  1997, was eliminated, and at September 21, 1997,
        the  reorganized  Company's  financial  statements  reflected no
        beginning  retained  earnings  or  deficit.    In  addition, the
        Company's  capital  structure  was recast in conformity with its
        approved Plan.

        Because   of  the  application  of  fresh-start  reporting,  the
        financial  statements  for  the periods after the reorganization
        are  not  comparable  in any respect to the financial statements
        for the periods prior to reorganization.

        In  management's  opinion,  the condensed consolidated financial
        statements  include  all  normal recurring adjustments which the
        Company  considers  necessary  for  a  fair  presentation of the
        results for the period.  Operating results for the fiscal period
        presented are not necessarily indicative of the results that may
        be expected for the entire fiscal year.
<PAGE>
   2.   GOING CONCERN
        The  accompanying  consolidated  financial  statements have been
        prepared assuming the Company will continue as a going concern.

        In the first quarter of 1998, the Company reported a decrease in
        net  sales  from  continuing operations as compared to the first
        quarter  of  1997  of 28% principally due to the loss of certain
        major  customers.    In  fiscal 1997, the Company reported a net
        loss  from continuing operations of $4.9 million, the fifth loss
        from continuing operations before extraordinary item in the last
        six years.

        At  quarter  end,  the  Company was in violation of certain loan
        covenants.    Additionally, the Company's current loan agreement
        expires  on April 30, 1998.  If the loan agreement should not be
        renewed,  the  Company  will  need  to seek alternate financing.
        This  could  result  in  termination  of  the  Company's  credit
        agreement.    This  situation raises substantial doubt about the
        Company's ability to continue operating as a going concern.  The
        fiscal 1998 consolidated financial statements do not include any
        adjustments   that  might  result  from  the  outcome  of  these
        uncertainties.

   3.   INVENTORIES
        Inventories  are  stated  principally  at the lower of first-in,
        first-out  cost  or  market.   The composition of inventories at
        January 24, 1998 and October 25, 1997 was (in thousands):

                            January 24, 1998   October 25, 1997

            Raw material          $ 2,101           $ 2,651
            Finished goods          1,401             1,653
                 Total            $ 3,502           $ 4,304         

   4.   BORROWINGS
        Long-term debt consists of the following (in thousands):

                                                                        
                                             January 24,  October 25,
                                                  1998        1997     
             Banks, with interest of 1 1/2%     
              over prime in 1998 and 1997       $ 1,220     $ 1,394 
             Other                                  -           -   
                                                  1,220       1,394 
             Less amounts classified as current   1,220       1,394 
                                                $   -       $   -   

        The  prime  rate  applicable  to  the Company's outstanding bank
        notes  payable was 8.5% at both January 24, 1998 and October 25,
        1997.    The  weighted  average  interest rate relating to these
        borrowings  was  10% during the first quarter of 1998 and fiscal
        1997.

        The  Company's  Rymer  Meat subsidiary had total lines of credit
        available  of  $1.8 million at January 24, 1998 and $2.4 million
        at  October  25,  1997,  of which $0.6 million and $1.0 million,
        respectively, was unused.
<PAGE>
        In  conjunction  with  its  bankruptcy  filing,  the Company, on
        August  29,  1997,  entered  into  a revised loan agreement with
        LaSalle.  The revised agreement provides a credit facility of up
        to  $4  million  for  the  Company  through  April 1998 based on
        borrowing base availability calculations.  The agreement revised
        certain loan covenants and waived all prior events of default as
        of  the  quarter  ended July 25, 1997.  At January 24, 1998, the
        Company  had  a  bank loan of $1.2 million outstanding under its
        line of credit with LaSalle.  At Quarter-end, the Company was in
        violation  of  certain loan covenants with LaSalle.  LaSalle has
        agreed  to waive such covenants.  The Company may continue to be
        in  violation  of  certain  loan  covenants  in the future also.
        While  the  Company  believes  that  LaSalle  will  waive  those
        covenants  going  forward,  there  can  be no assurances in that
        regard.    The Company's current loan agreement expires on April
        30,  1998.    If  the  loan agreement should not be renewed, the
        Company will need to seek alternate financing.

        Substantially all of the Company's property, plant and equipment
        and  certain current assets are pledged as collateral under bank
        agreements.

   5.   INCOME TAXES
        The  Company  provides  for  income taxes in accordance with the
        provisions  of  Statement  of Financial Accounting Standards No.
        109,  "Accounting  for  Income Taxes" (SFAS 109).  The Company's
        deferred  tax  asset  is related primarily to its operating loss
        carryforward for tax reporting purposes which approximated $18.0
        million  at  January 24, 1998 and October 25, 1997.  The Company
        recorded  a valuation allowance amounting to the entire deferred
        tax asset balance because the Company's financial condition, its
        lack  of  a history of consistent earnings, possible limitations
        on the use of carryforwards, and the expiration dates of certain
        of the net operating loss carryforwards give rise to uncertainty
        as  to whether the deferred tax asset is realizable.  Additional
        restrictions  under Section 382 may apply to limit the amount of
        net  operating  loss  carryforward  which can be utilized in the
        future.


<PAGE>

                     RYMER FOODS INC. AND SUBSIDIARIES


   Cautionary Statement

   The  statements  in  this  Form  10-Q,  included in this Management's
   Discussion  and  Analysis,  that  are  forward looking are based upon
   current  expectations  and  actual  results  may  differ  materially.
   Therefore,  the  inclusion of such forward looking information should
   not  be  regarded  as  a  representation  by  the  Company  that  the
   objectives or plans of the Company will be achieved.  Such statements
   include, but are not limited to, the Company's expectations regarding
   the  operations  and  financial  condition  of  the Company.  Forward
   looking  statements  contained  in  this  Form  10-Q included in this
   Managements  Discussion  and  Analysis,  involve  numerous  risks and
   uncertainties  that  could  cause actual results to differ materially
   including,  but  not  limited  to,  the  effect  of changing economic
   conditions,  business conditions and growth in the meat industry, the
   Company's  ability  to  maintain  its  lending  arrangements,  or  if
   necessary,  access  external sources of capital, implementing current
   restructuring  plans and accurately forecasting capital expenditures.
   In addition, the Company's future results of operations and financial
   condition  may  be  adversely  impacted by various factors including,
   primarily,  the  level  of  the  Company's  sales.   Certain of these
   factors  are  described in the description of the Company's business,
   operations  and  financial  condition  contained  in  this Form 10-Q.
   Assumptions relating to budgeting, marketing, product development and
   other  management  decisions are subjective in many respects and thus
   susceptible to interpretations and periodic revisions based on actual
   experience  and  business developments, the impact of which may cause
   the  Company  to  alter  its  marketing, capital expenditure or other
   budgets,  which  may  in turn affect the Company's financial position
   and results of operations.


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

   General

   The  Company's  consolidated results from operations are generated by
   its meat processing operation.

   The  Company's  common  stock currently trades under the symbol RFDS.
   Previously,  in  fiscal  1997,  the  Company's stock traded under the
   symbols  RYR  (NYSE),  RYMR  (OTCBB), and RYMRQ (OTCBB).  The current
   symbol  (RFDS)  is  a  result  of  the  Company's  reorganization and
   reflects  the  new  common  stock  issued to previous noteholders and
   shareholders.
<PAGE>
   First Quarter of 1998 versus First Quarter of 1997

   Consolidated  sales  for  the  first  quarter of 1998 of $6.0 million
   decreased  from  the  first  quarter  of 1997 by $2.3 million or 28%.
   Sales  decreased  primarily  due to lower sales volume as a result of
   increased competition and overall lower consumer consumption.

   As  compared  to  1997,  consolidated cost of sales decreased by $1.7
   million or 23%.  As a percentage of sales, the gross margin decreased
   to 2.7% as compared to 8.5% in 1997.

   Gross profit decreased compared to 1997 by $0.5 million mainly due to
   the  decrease in sales.  The Company's hourly work force has declined
   by  approximately  24% at the end of the first quarter of 1998 versus
   1997.

   Selling, general and administrative expenses decreased by $128,000 or
   12.2% in 1998 as compared to 1997.  Administrative expenses decreased
   by  $169,000.    Reductions  in  salaries and related expenses due to
   headcount   reductions  at  the  meat  processing  operation  and  of
   corporate  personnel  contributed  to  the  majority of the decrease.
   Selling  expenses  increased  by  $41,000  primarily due to increased
   marketing expenditures.


   Interest Expense

   Interest  expense  decreased  by $839,000 or 95% as compared to 1997.
   This  decrease  is  due  to the Company's restructuring of its Senior
   Notes.  During the first quarter of 1997, the Company incurred Senior
   Note  interest  of $822,000.  No senior note was recorded during 1998
   as  the  Notes  were  converted  into  equity  during  the  Company's
   restructuring.

   Income Taxes

   In both 1998 and 1997, no provision for income taxes was recorded due
   to the loss from operations.
<PAGE>
   Liquidity and Capital Resources

   The  Company  makes  sales primarily on a seven to thirty day balance
   due  basis.    Purchases  from suppliers have payment terms generally
   ranging from wire transfer at time of shipment to fourteen days.

   In conjunction with its bankruptcy filing, the Company, on August 29,
   1997,  entered  into  a  revised  loan  agreement  with LaSalle.  The
   revised  agreement provides a credit facility of up to $4 million for
   t h e  Company  through  April  30,  1998  based  on  borrowing  base
   availability  calculations.    The  agreement  revised  certain  loan
   covenants  and  waived  all prior events of default as of the quarter
   ended  July  25,  1997.   At January 24, 1998, the Company had a bank
   loan  of  $1.2  million  outstanding  under  its  line of credit with
   LaSalle.    At  quarter-end,  the Company was in violation of certain
   loan  covenants  with  LaSalle.    LaSalle  has  agreed to waive such
   covenants.    The  Company may continue to be in violation of certain
   loan  covenants  in the future also.  While the Company believes that
   LaSalle  will  waive  those  covenants going forward, there can be no
   assurances  in  that  regard.    The Company's current loan agreement
   expires  on  April  30,  1998.    If the loan agreement should not be
   renewed, the Company will need to seek alternate financing.

   As  discussed  in  Note  2  to the Consolidated Financial Statements,
   there is substantial doubt about the Company's ability to continue as
   a going concern.

   The  Company  had  total lines of credit available of $1.8 million at
   January  24, 1998 and $2.4 million at October 25, 1997, of which $0.6
   million and $1.0 million, respectively, was unused.

   The  Company  anticipates spending approximately $400,000 for capital
   expenditures  in  1998.    The expenditures are primarily for planned
   i m provements  at  the  Meat  operation.    There  are  no  specific
   commitments  outstanding related to these planned expenditures.  Such
   capital  expenditures  will  be  financed  with  cash from operations
   and/or bank borrowings.

   Seasonality

   The  quarterly  results  of  the  Company  are  affected  by seasonal
   factors.  Sales are usually lower in the fall and winter.

   Impact of Inflation

   Raw  materials  are  subject  to fluctuations in price.  However, the
   Company  does  not  expect such fluctuations to materially impact its
   competitive position.
<PAGE>
                                     
                     RYMER FOODS INC. AND SUBSIDIARIES
                        PART II - OTHER INFORMATION


   Item 6.    Exhibits and Reports on Form 8-K

     (a)      Exhibits filed:

     11           Computations of earnings per share are included in the
          Notes to Condensed Consolidated  Financial Statements included
          in Item 1 of this Form 10-Q.

          Exhibits incorporated by reference:

     13.1         Annual Report on Form 10-K of Rymer Foods Inc. for the
          fiscal year ended October 25, 1997 (Incorporated by reference).

     21.1         Subsidiaries of the Company. (Incorporated by reference
          to Exhibit 22 to the Annual Report of Form 10-K of Rymer  Foods
          Inc. for the fiscal year ended October 25, 1997.)

     27           Financial Data Schedule (EDGAR filing)


     (b)      Reports on Form 8-K:

              None

<PAGE>


                              RYMER FOODS INC.
                                 SIGNATURE


   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.

                                   RYMER FOODS INC.
                                   (Registrant)



                                   By  /s/ Edward M. Hebert
                                       Edward M. Hebert,
                                       Senior Vice President, 
                                       Chief Financial Officer and Treasurer


   Date:  March 10, 1998