SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 10Q

               QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                      For Quarter Ended February 28, 1998

                          Commission File No. 1-13479


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

                       MISSOURI               43-1794250
         ------------------------------------------------------------
       (State of Incorporation)     (I.R.S. Employer Identification No.)

               9811 SOUTH FORTY DRIVE, ST. LOUIS MISSOURI 63124
         ------------------------------------------------------------
         (Address of principal executive offices)          (Zip Code)

                                (314) 812-0500
         ------------------------------------------------------------
             (Registrant's telephone number, including area code)


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:  _____
                                 ---

Number of shares of Agribrands common stock, $.10 par value, outstanding as of
the  close  of  business  on  April  3,  1998:
                                   10,668,571            
                      -----------------------------------
<PAGE>
                                    ------

PART  I  -          FINANCIAL  INFORMATION


                        AGRIBRANDS INTERNATIONAL, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS
                           OF FINANCIAL INFORMATION
       ----------------------------------------------------------------

The  following discussion is a summary of the key factors management considers
necessary  in  reviewing Agribrands International, Inc. ("Agribrands") results
of  operations,  liquidity,  capital resources, and operating segment results.

The  unaudited  Combined  Financial  Statements  included  herein  may  not
necessarily be indicative of the results of operations, financial position and
cash  flows  of  Agribrands had it operated as a separate, independent company
during  the  periods  presented  or  in  the  future.   The unaudited Combined
Financial  Statements included herein do not reflect any changes that occurred
in  the  financial  position  and  operations of Agribrands as a result of the
April  1,  1998  distribution  ("the  Distribution")  of the shares of Ralston
Purina  Company's ("Ralston's") subsidiary, Agribrands, to the shareholders of
Ralston's  common  stock


BUSINESS  OVERVIEW

Agribrands  is  one  of  the  leading international producers and marketers of
animal  feeds  and  other  animal  health and nutrition products.  Agribrands'
business  is  currently  conducted  almost  exclusively  outside of the United
States.    Agribrands  primarily  produces  and  sells its products in sixteen
foreign  countries  under  varying  local  conditions.    The markets in which
Agribrands  operates  are highly competitive and sensitive to both pricing and
promotion.

Agricultural  products  sales prices and percent of sales gross profit margins
are  directly influenced by changes in the underlying commodity prices for the
raw  materials  used  to  formulate  animal  feeds.    Typically, the industry
operates  on  a  unit  margin  basis  with frequent price changes based on the
underlying  commodity  price  movements.

Agribrands,  as  a  supplier  of  animal  feeds  and  other  animal health and
nutrition  products, is subject to the risks and uncertainties associated with
the  animal  production  industry  which  cause  fluctuations  in  demand  for
Agribrands'  products.  The animal production industry in a particular country
can  be  negatively  affected by a number of factors, including macro economic
conditions,  weather conditions, commodity prices, price controls, alternative
feed sources, the market price of livestock, poultry and other animals, animal
diseases,  changes  in  consumer  demand,  real estate values, government farm
programs  and  other  government  regulations,  restrictive  quota  and  trade
policies  and  tariffs, production difficulties, including capacity and supply
constraints,  labor  disputes  and  general  economic  conditions.

Consolidation  of  the animal feed production and animal production industries
around  the  world  will  continue  to  bring about significant changes in the
product  production  and  distribution  pattern.  Such changes will affect the
growth  prospects  and  pricing  practices  of  Agribrands.    Future  growth
opportunities  for  Agribrands  are  expected  to  depend  on  its  ability to
implement  strategies  for expanding in growing, lesser-developed agricultural
markets,  making strategic acquisitions and divestitures, particularly in more
mature  markets,  maintaining  effective cost control programs, and developing
and  implementing more efficient manufacturing and distribution methodologies,
while  at  the  same  time maintaining aggressive pricing and promotion of its
products.


OPERATING  RESULTS

Net  earnings for the quarter and six months ended February 28, 1998 were $2.0
million  and  $6.0  million,  respectively.  This compares to $1.2 million and
$8.2 million, respectively, for the same periods in the prior year.  Operating
margins  improved  for  both  the  quarter  and the six months as gains in the
Americas  and Asia Pacific regions were only partially offset by lower margins
in the European region.  Despite the improvement in margins, net earnings were
only  up  $0.8  million  for the quarter and down for the six months on higher
pretax  foreign currency exchange and translation losses, principally in Korea
and  Colombia.   Foreign currency exchange and translation losses totaled $5.7
million and $11.2 million, respectively, for the current quarter and six month
period  compared to only $2.0 million and $2.4 million during the same periods
last  year.    A  $2.0  million restructuring charge in Europe also negatively
impacted  the  current  quarter.

<TABLE>
<CAPTION>



                              AMERICAS (EXCLUDING UNITED STATES)



              Quarter ended                                                 Six months ended
             ---------------                                              ------------------ 
              February 28,                                                    February 28,
             ---------------                                              ------------------ 
<C>                <C>                        <S>                            <C>          <C>
          1998                1997                                           1998 .     1997 
       ---------           --------                                        ---------  -------
$        149.2          $    137.4       Net sales                           $305.4   $284.6 
           6.4                 3.2       Operating profit                      14.4      8.3 
           4.3%                2.3%      Operating profit as % of net sales     4.7%     2.9%

</TABLE>



The  increase in net sales of the Americas operations for the both the quarter
and  the  six  months  ended  February  28,  1998 is primarily attributable to
increased  volume  in  Mexico.    Agribrands' operations in Mexico experienced
increased  demand resulting from improved economic conditions when compared to
the  same  periods  last  year.

Operating  profit  increased $3.2 million for the quarter and $6.1 million for
the  six  month  period  on  increased  volume  and  improved  margins.    The
improvement  in  operating  margins was broad-based but most notable in Mexico
where  increased  shrimp feed sales, with their overall higher margins, helped
to  increase  profitability.

<TABLE>
<CAPTION>


                                            EUROPE

             Quarter ended                                                  Six months ended
            ---------------                                                ------------------
              February 28,                                                    February 28,
            ---------------                                                ----------------- 
<C>              <C>                            <S>                           <C>         <C>
          1998              1997                                             1998     1997 
        -------           --------                                          --------  ------
$        102.0        $     111.3     Net sales                             $204.1   $237.7 
           1.1                2.1     Operating profit                         3.2      5.8 
           1.1%               1.9%    Operating profit as % of net sales       1.6%     2.4%

</TABLE>



Net sales of the European operations declined $9.3 million for the quarter and
$33.6  million for the six months.  The declines are primarily attributable to
lower  selling  prices  resulting  from  lower  commodity  prices and currency
devaluation.

European  agricultural  industries  are  mature  and  highly  competitive.
Consolidation  is  accelerating  in  both  the  feed  production  and  animal
production  industries.  As a result of these conditions, Agribrands' European
operating  profits  have  lagged  the  other  regions  of  the  company.   The
operations  in  Hungary  continue to be the largest contributor to earnings in
the  region.    In the quarter ended February 28, 1998 the European operations
incurred $2.0 million of pre-tax restructuring charges associated with closure
of  one facility and consolidation of its volume with that of another facility
in  Italy  and  unrelated  severance  costs  in  Spain.

<TABLE>
<CAPTION>


                                         ASIA PACIFIC


              Quarter ended                                                  Six months ended
              -------------                                                  ----------------
               February 28,                                                     February 28, 
              -------------                                                    --------------
         <C>              <C>                <S>                              <C>         <C>
          1998           1997                                                  1998     1997 
         ------         ------                                                 ----    ----- 
$         81.8   $      114.4          Net sales                             $198.3   $230.8 
           8.0            6.2          Operating profit                        18.0     16.0 
           9.8%           5.4%         Operating profit as % of net sales       9.1%     6.9%

</TABLE>



Net  sales  of  the Asia Pacific operations declined approximately $33 million
for both the quarter and six months as increased volume in units was offset by
currency  devaluation against the dollar of approximately 46% and 25% in Korea
and  the  Philippines,  respectively, during the six months ended February 28,
1998.

Operating  profit  remained  strong  as  a  result of the increased volume and
favorable  product  mix which more than offset the decline in operating profit
dollars  resulting  from  currency  devaluation.  Operations in Korea remained
dominant  in  the  Asia Pacific region accounting for approximately 75% of the
net  sales and 60% of the region's operating profit during the most recent six
month  period.



<PAGE>
OTHER  INCOME/EXPENSE

Other  income/expense,  net,  was unfavorable by $4.2 million and $9.4 million
for the quarter and six months ended February 28, 1998, respectively, compared
to  the  same  periods  last  year.   This is primarily attributable to higher
foreign  currency  exchange  losses  on  dollar  denominated debt in Korea and
Colombia and higher translation losses due to hyper-inflationary accounting in
Mexico.    Exchange  losses  were  greatest  in  Korea.


INCOME  TAXES

Income  taxes,  which  include  United  States  and foreign taxes, were 57% of
pre-tax  earnings  for  both the quarter and the six months ended February 28,
1998.    This  compares  to  82%  and 62% for the quarter and six months ended
February  28, 1997, respectively.  The significantly higher effective rate for
the  quarter ended February 28, 1997 resulted from changes in the earnings mix
including  increased  foreign  expenses  in countries for which no tax benefit
could  be  recognized.


FINANCIAL  CONDITION

Cash  flows from operations were ($16.6) million and $40.0 million for the six
months  ended  February  28,  1998  and  1997,  respectively.  The significant
decline  in  operating  cash flows between the two periods is due primarily to
changes  in  inventory  levels  in  the  respective periods.  Inventory levels
increased  during  the  six  months  ended  February  28,  1998 due to advance
purchases  made  to lock-in favorable terms.  Conversely, inventory levels had
declined  in  the  six  month  period  ended  February  28,  1997 due to lower
commodity  prices.

Agribrands  is  continually  evaluating  new  investment  opportunities.    In
December  1997,  Agribrands  invested  $5.0  million  in  Agribrands  Purina
(Langfang)  Feedmill Company Ltd., a new wholly owned foreign subsidiary.  The
new  subsidiary  utilized the funds along with $2 million in proceeds from the
issuance  of  debt  to  acquire  a  feed mill in Langfang, Peoples Republic of
China.  In January 1998, Agribrands acquired a feed mill in Maracay, Venezuela
for  $4.3  million.   In January 1998, Agribrands also acquired a feed mill in
Spessa,  Italy  for  $7.3  million.  Agribrands had previously leased the feed
mills  in  both  Maracay and Spessa.  These acquisitions were funded through a
combination  of  net  proceeds  from  Ralston  and  local  country borrowings.
Assuming  these  acquisitions had occurred as of September 1, 1996, they would
not  have had a material effect on net sales or net earnings during any of the
periods  reported.

Capital  expenditures,  primarily  to  replace  or enhance existing production
facilities  and equipment, totaled $22.5 million and $13.8 million for the six
months  ended  February  28,  1998  and  1997,  respectively.

Agribrands'  capital investments and working capital needs have been partially
funded  with  investments by and advances from Ralston.  During the six months
ended  February  28, 1998 net cash flows provided by financing activities were
$62.1  million  including $27.1 million in proceeds from Ralston.   During the
six  months ended February 28, 1997 net cash flows used by financing were $6.9
million  net  of  $21.5  million  in  proceeds  from  Ralston.

As soon as practicable following the Distribution, Agribrands expects, subject
to  satisfaction of closing conditions (primarily local regulatory approvals),
to  have  in place  $110 million of secured revolving credit facilities with a
syndicate  of international lenders (the "Credit Facilities"), the proceeds of
which  will  be used to provide working capital for general corporate purposes
and  letters  of  credit  to  support  Agribrands'  international  operations.
Ralston  will  continue  to  guarantee  certain  Agribrands'  debt  until such
approvals  can  be obtained or, at the latest, until May 31, 1998.  The Credit
Facilities  will include up to $40 million which will be available as advances
to  Agribrands and certain of its subsidiaries (other than Purina Korea, Inc.,
its  Korean  subsidiary), or as letters of credit, and up to $70 million which
will  be  available  for  letters of credit for Agribrands subsidiaries or for
direct advances to its Korean subsidiary.  $20 million of one facility will be
extended  as  a  three year revolving credit, extendible, by mutual agreement,
for  one additional year on each anniversary of the closing, and the remaining
$35  million  of that facility will be extended as a 364-day revolving credit,
extendible  quarterly by mutual agreement.  The remaining $55 million facility
will be extended as a 364-day revolving credit, extendible quarterly by mutual
agreement  for  additional  364-day  periods.    Under the terms of the Credit
Facilities,  Agribrands will be subject to a number of restrictions, including
(i)  Agribrands  and  its  subsidiaries  may  not invest by acquisition and/or
merger an amount exceeding $20 million (including assumed debt) per individual
transaction,  or $80 million (including assumed debt) in the aggregate, during
the  term  of  the Credit Facilities; (ii) Agribrands, at all times during the
term  of  the  Credit Facilities, must maintain at least $25 million in a cash
collateral  account for the benefit of the lenders; (iii) capital expenditures
by  Agribrands  and  its subsidiaries may not exceed approximately $81 million
the first year, $40 million the second year, and $29 million the third year of
the term; and (iv) Agribrands must maintain certain debt and interest coverage
ratios  and  minimum  net  worth  requirements.

Cash  flow  from  operations  and borrowings under various lines of credit are
Agribrands' primary sources of liquidity.  Management has a strong orientation
on  cash  flows  and  the  effective  use  of  free  cash flows.  The combined
operating,  cash  and equity position of Agribrands should continue to provide
the  capital  flexibility necessary to fund future opportunities as well as to
meet  existing  obligations.

OUTLOOK

The  Americas  region experienced significant improvement in operating results
during  the  first  half  of this fiscal year compared to the same period last
year.    The  overall  market  conditions  have  improved  in  the  region and
management anticipates the Americas will continue to contribute to the overall
profitability  of  Agribrands  during  1998.

Consolidation  of  both  the  animal  feed  and  animal  production industries
continues  throughout  Europe.    Agribrands  has  responded  to this trend by
restructuring  and  streamlining  its  European  operations  over the last few
years.    This  has  been  especially prevalent in France, Spain, Portugal and
Italy  where  this  trend  is  likely to continue.  At the same time, the feed
industry  in  Turkey  and  Hungary  have provided opportunities for growth. In
December,  1997,  Agribrands  completed  construction  of its second feed mill
plant  in  Hungary.     With this increased capacity, the Hungarian operations
should  continue  to  provide  strong  financial  results  during  1998.

In  recent years, the Asia Pacific region has been Agribrands' most profitable
region.  However, the current financial crises in the Asia Pacific region will
continue  to have an adverse effect on Agribrands' near term results.  It will
be  especially  prevalent  with  the  Korean  operations,  which  represent
approximately 75% of the Company's Asia Pacific net sales volume.  Any further
devaluation  of  the  Korean  won  will result in lower dollar profits for the
Korean  operations  and  increased  foreign  exchange  losses  on  its  dollar
denominated  debt.  The  Korean  operations  import  approximately  70% of the
ingredients  used  in  its manufacturing process.  The local currency costs of
these  imported  ingredients increase as the Korean won devalues.  At the same
time,  the Korean operations generally request government cooperative approval
before  increasing  its  selling  prices. Although this restricts management's
ability  to  respond  quickly  to  changing  market  conditions,  the  Korean
operations  have  been  able  to  obtain  price  increases to partially offset
increased  ingredient costs.  In spite of these current conditions, Agribrands
remains  committed  to the Asia Pacific market and views the current financial
crises  as an opportunity to strengthen its market position within the region.


FORWARD-LOOKING  STATEMENTS

Certain  statements in this report are "forward-looking statements" within the
meaning  of  the  federal securities law.  This includes statements concerning
plans  and  objectives  of  management  relating  to Agribrands' operations or
economic  performance,  and  assumptions  related  thereto.    Because  such
forward-looking  statements  involve  risks  and  uncertainties,  there  are
important  factors  that  could  cause  actual  events  or  results  to differ
materially from those expressed or implied by such forward-looking statements.
Factors  that could cause actual results to differ materially include, but are
not limited to, changes in general economic and business conditions (including
agricultural  markets) in the various regions of the world in which Agribrands
operates, Agribrands' ability to recover its raw material costs in the pricing
of  its  products, the availability of capital on acceptable terms, actions of
competitors  and  government  entities,  political and economic instability in
countries  or regions where the Agribrands business is conducted, the level of
demand for Agribrands' products and change in Agribrands' business strategies.



<PAGE>
<TABLE>
<CAPTION>


                                              AGRIBRANDS INTERNATIONAL, INC.

                                              COMBINED STATEMENT OF EARNINGS

                                             (DOLLARS IN MILLIONS-UNAUDITED)




                                                          QUARTER ENDED                               SIX MONTHS ENDED 
                                                           FEBRUARY 28,                                 FEBRUARY 28,

                                                         1998             1997                           1998     1997
                                                          -------   ---------                          -------  ------
<S>                                                       <C>             <C>                             <C>      <C>

Net Sals. . . . . . . . . . . . . . . . . . . . . . . .  $ 333.0  $     363.1                          $707.8      $753.1
Costs and Expenses
  Cost of products sold. . . . . . . . . . . . . . .. .    286.6        312.4                           605.3       648.3
  Selling, general and administrative. . . . . . . . . .    31.9         40.6                            71.4        77.9
  Interest . . . . . . . . . . . . . . . . . . . . . . .     3.0          2.9                             6.1         5.6
  Provisions for restructuring . . . . . . . . . . . . .     2.0            -                             2.0           -
  Gain on sale of property . . . . . . . . . . . . . . .       -            -                            (0.4)          -
  Other (income)/expense, net. . . . . . . . . . . . . .     4.9          0.7                             9.4           -
                                                          -------      ------                           ------     ------
                                                           328.4        356.6                           693.8       731.8
                                                          -------      ------                           ------     ------

Earnings before Income Taxes . . . . . . . . . . . . . .     4.6          6.5                            14.0        21.3
Income Taxes . . . . . . . . . . . . . . . . . . . . . .     2.6          5.3                             8.0        13.1
                                                          ------        -----                           ------     ------
Net Earnings . . . . . . . . . . . . . . . . . . . .    $    2.0  $       1.2                          $  6.0      $  8.2
                                                        ========  ===========                          ======      ======



See Accompanying Notes to Condensed Financial Statements


</TABLE>




<PAGE>
<TABLE>
<CAPTION>


                            AGRIBRANDS INTERNATIONAL, INC.

                                COMBINED BALANCE SHEET
                                      (CONDENSED)
                            (DOLLARS IN MILLIONS-UNAUDITED)


                                                           FEBRUARY 28,    AUGUST 31,
                                                               1998           1997
                                                          --------------  ------------
<S>                                                       <C>             <C>
ASSETS
Current Assets
  Cash and cash equivalents. . . . . . . . . . . . . . .  $        24.9   $      25.2 
  Marketable securities. . . . . . . . . . . . . . . . .            3.3           6.8 
  Receivables, less allowance for doubtful accounts. . .           95.5         114.4 
  Inventories. . . . . . . . . . . . . . . . . . . . . .          119.2         112.0 
  Other current assets . . . . . . . . . . . . . . . . .           12.3          11.7 
                                                          --------------  ------------
    Total Current Assets . . . . . . . . . . . . . . . .          255.2         270.1 
                                                          --------------  ------------

Investments and Other Assets . . . . . . . . . . . . . .           53.2          54.2 

Property at Cost . . . . . . . . . . . . . . . . . . . .          321.2         329.6 
Accumulated Depreciation . . . . . . . . . . . . . . . .         (159.5)       (172.7)
                                                          --------------  ------------
                                                                  161.7         156.9 
                                                          --------------  ------------

      Total. . . . . . . . . . . . . . . . . . . . . . .  $       470.1   $     481.2 
                                                          ==============  ============

LIABILITIES AND RALSTON EQUITY INVESTMENT
Current Liabilities
  Current maturities of long-term debt . . . . . . . . .  $        12.8   $      19.4 
  Notes payable. . . . . . . . . . . . . . . . . . . . .           70.5          33.8 
  Accounts payable and accrued liabilities . . . . . . .          127.6         162.7 
  Income taxes . . . . . . . . . . . . . . . . . . . . .            4.1           7.5 
                                                          --------------  ------------
    Total Current Liabilities. . . . . . . . . . . . . .          215.0         223.4 
                                                          --------------  ------------

Long-Term Debt . . . . . . . . . . . . . . . . . . . . .           16.2          22.8 
Deferred Income Taxes. . . . . . . . . . . . . . . . . .           11.9           9.6 
Other Liabilities. . . . . . . . . . . . . . . . . . . .           22.4          27.3 

Ralston Equity Investment. . . . . . . . . . . . . . . .          204.6         198.1 
                                                          --------------  ------------

      Total. . . . . . . . . . . . . . . . . . . . . . .  $       470.1   $     481.2 
                                                          ==============  ============

See Accompanying Notes to Condensed Financial Statements
</TABLE>




<PAGE>
<TABLE>
<CAPTION>


                                  AGRIBRANDS INTERNATIONAL, INC.
                                 COMBINED STATEMENT OF CASH FLOWS
                                           (CONDENSED)
                                 (DOLLARS IN MILLIONS-UNAUDITED)


                                                                             SIX MONTHS ENDED
                                                                               FEBRUAY 28,
                                                                             ------------------  
                                                                             1998          1997
                                                                            --------      -------
<S>                                                                             <C>         <C>

CASH FLOW FROM OPERATIONS
  Net earnings . . . . . . . . . . . . . . . . . . . . . . . . . . .  $             6.0   $  8.2 
  Non-cash items included in income. . . . . . . . . . . . . . . . .               23.4     10.5 
  Changes in operating assets and liabilities used in operations . .              (43.9)    13.9 
  Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . .               (2.1)     7.4 
                                                                      ------------------  -------
    Net cash (used by) provided by operations. . . . . . . . . . . .              (16.6)    40.0 
                                                                      ------------------  -------

CASH FLOW FROM INVESTING ACTIVITIES
  Acquisitions of businesses . . . . . . . . . . . . . . . . . . . .              (16.6)
  Property additions . . . . . . . . . . . . . . . . . . . . . . . .              (22.5)   (13.8)
  Proceeds from the sale of property . . . . . . . . . . . . . . . .                0.9      0.8 
  Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . .               (1.0)    (0.1)
                                                                      ------------------  -------
    Net cash used by investing activities. . . . . . . . . . . . . .              (39.2)   (13.1)
                                                                      ------------------  -------

CASH FLOW FROM FINANCING ACTIVITIES
  Proceeds from sale of long-term debt . . . . . . . . . . . . . . .                3.1      1.5 
  Principal payments on long-term debt, including current maturities               (7.8)    (1.0)
  Net increase (decrease) in notes payable . . . . . . . . . . . . .               39.7    (28.9)
  Net transactions with Ralston. . . . . . . . . . . . . . . . . . .               27.1     21.5 
                                                                      ------------------  -------
    Net cash provided by (used by) financing activities. . . . . . .               62.1     (6.9)
                                                                      ------------------  -------

Effect of Exchange Rate Changes on Cash and Cash Equivalents . . . .               (6.6)    (1.8)
                                                                      ------------------  -------
Net (Decrease) Increase in Cash and Cash Equivalents . . . . . . . .               (0.3)    18.2 
Cash and Cash Equivalents, Beginning of Period . . . . . . . . . . .               25.2     20.3 
                                                                      ------------------  -------
Cash and Cash Equivalents, End of Period . . . . . . . . . . . . . .               24.9     38.5 
                                                                      ==================  =======


See Accompanying Notes to Condensed Financial Statements
</TABLE>




<PAGE>



                        AGRIBRANDS INTERNATIONAL, INC.
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
                               FEBRUARY 28, 1998
                             (DOLLARS IN MILLIONS)

NOTE  1  -          The  accompanying unaudited financial statements have been
prepared  in accordance with the instructions for Form 10-Q and do not include
all of the information and footnotes required by generally accepted accounting
procedures  for  complete financial statements.  In the opinion of management,
all  adjustments,  consisting  only of normal recurring adjustments considered
necessary  for a fair presentation, have been included.  Operating results for
any  quarter  are  not  necessarily  indicative  of  the results for any other
quarter  or  for the full year.  These statements should be read in connection
with  the  financial  statements  of  Agribrands International, Inc. and notes
thereto  for  the  year  ended  August  31,  1997.


NOTE  2  -         The accompanying financial statements of Agribrands reflect
periods  during  which  its  businesses  operated  primarily  as  wholly-owned
subsidiaries  of  Ralston  Purina  Company  and  its  subsidiaries.   As such,
earnings  per  share  data  does  not provide meaningful information about the
results  of  operations  of  Agribrands.


NOTE  3  -          Receivables  consist  of  the  following:
<TABLE>
<CAPTION>



                                  FEBRUARY 28, 1998    AUGUST 31, 1997
                                 -------------------  -----------------

<S>                              <C>                  <C>

Gross receivables . . . . . . .  $            105.7   $          124.2 
Allowance for doubtful accounts               (10.2)              (9.8)
                                 -------------------  -----------------
                                 $             95.5   $          114.4 
                                 ===================  =================
</TABLE>




NOTE  4  -          Inventories  consist  of  the  following:

<TABLE>
<CAPTION>



                            FEBRUARY 28, 1998   AUGUST 31, 1997
                            ------------------  ----------------

<S>                         <C>                 <C>
Raw materials and supplies  $             96.0  $           89.7
Finished products. . . . .                23.2              22.3
                            ------------------  ----------------
                            $            119.2  $          112.0
                            ==================  ================
</TABLE>




<PAGE>

NOTE  5  -          Investments  and  Other  Assets  consist of the following:
<TABLE>
<CAPTION>



                                              FEBRUARY 28, 1998   AUGUST 31, 1997
                                              ------------------  ----------------

<S>                                                     <C>                 <C>
Goodwill, net of accumulated amortization of
  $5.0 at February 28 and $4.1 at August 31.  $             33.3  $           34.0
Investments in affiliated companies. . . . .                 4.4               4.1
Deferred charges and other assets. . . . . .                15.5              16.1
                                              ------------------  ----------------
                                              $             53.2  $           54.2
                                              ==================  ================
</TABLE>




NOTE  6  -          Accounts  payable  and  accrued liabilities consist of the
following:
<TABLE>
<CAPTION>



                                                 FEBRUARY 28, 1998   AUGUST 31, 1997
                                                 ------------------  ----------------

<S>                                              <C>                 <C>
Trade accounts payable. . . . . . . . . . . . .  $             83.0  $          107.2
Incentive compensation, salaries, and vacations                10.8              14.8
Restructuring reserves. . . . . . . . . . . . .                 2.1               1.4
Other items . . . . . . . . . . . . . . . . . .                31.7              39.3
                                                 ------------------  ----------------
                                                 $            127.6  $          162.7
                                                 ==================  ================
</TABLE>




NOTE  7  -          SUBSEQUENT  EVENT
                    -----------------

     On  April 1, 1998, Ralston Purina Company distributed the common stock of
its  wholly  owned  subsidiary,  Agribrands  International,  Inc.,  to  the
shareholders  of  Ralston's  common  stock  through  a tax-free spin-off.  The
international  animal  feeds  and agricultural business have been beneficially
transferred  to  Agribrands  as  of  April  1,  1998.    Legal  title shall be
transferred  as  foreign government approvals are obtained and share transfers
are  registered  in  the respective foreign countries. Since the distribution,
Agribrands  has  conducted  its  business  as  a  separate  public  company.


<PAGE>

                        AGRIBRANDS INTERNATIONAL, INC.

              UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION


     On  April 1, 1998, Ralston Purina Company distributed the common stock of
its  wholly  owned  subsidiary,  Agribrands  International,  Inc.,  to  the
shareholders  of  Ralston's  common  stock  through  a  tax-free spin-off. The
international  animal  feeds  and agricultural business have been beneficially
transferred  to  Agribrands  as  of  April  1,  1998.    Legal  title shall be
transferred  as  foreign government approvals are obtained and share transfers
are  registered  in  the respective foreign countries. The historical combined
financial  statements  of  Agribrands reflect periods during which the various
spun-off  businesses  operated  as  divisions  or  subsidiaries  of  Ralston.

     The  pro  forma  combined  statement of earnings for the six months ended
February  28,  1998  presents  the  combined results of Agribrands' operations
assuming  that  the  Distribution  had occurred as of September 1, 1997.  Such
statement  of earnings has been prepared by adjusting the historical statement
of  earnings  to  indicate  the effect of estimated costs and expenses and the
recapitalization  associated  with the Distribution as if the Distribution had
occurred  as  of  September  1,  1997.

The  pro  forma  combined  balance  sheet  at  February  28, 1998 presents the
combined  financial  position  of  Agribrands  assuming  the  Distribution had
occurred  at that date.  Such balance sheet has been prepared by adjusting the
historical balance sheet for the effect of changes in assets, liabilities, and
capital  structure associated with the Distribution as if the Distribution had
occurred  on  February  28,  1998.

The  pro  forma  financial statements may not necessarily reflect the combined
results  of  operations  or financial position that would have existed had the
Distribution  been  effected  on  the dates specified nor are they necessarily
indicative  of  future  results  or  financial  position.

<PAGE>
<TABLE>
<CAPTION>



<PAGE>

<PAGE>
                              AGRIBRANDS INTERNATIONAL, INC.

                         PRO FORMA COMBINED STATEMENT OF EARNINGS
                            (IN MILLIONS EXCEPT PER SHARE DATA)
                            SIX MONTHS ENDED FEBRUARY 28, 1998
                                        (UNAUDITED)


                                              ADJUSTMENTS
                                              RELATED TO         PRO
                                              HISTORICAL     DISTRIBUTION    FORMA
<S>                                          <C>            <C>             <C>      <C>
Net Sales . . . . . . . . . . . . . . . . .  $      707.8                    $      707.8
Costs and Expenses
  Cost of products sold . . . . . . . . . .         605.3             0.6 (b)       605.9
  Selling, general and administrative . . .          71.4             0.5 (a)        72.2
                                                                      0.3 (b)
  Interest. . . . . . . . . . . . . . . . .           6.1               - (c)         7.6
                                                                      1.5 (d)
  Provisions for restructuring. . . . . . .           2.0                             2.0
  Gain on sale of property. . . . . . . . .          (0.4)                           (0.4)
  Other (income)/expense, net . . . . . . .           9.4               - (e)         9.4
                                             -------------  --------------         -------
                                                    693.8             2.9            696.7
                                             -------------  --------------         -------

Earnings before Income Taxes. . . . . . . .          14.0            (2.9)            11.1
Income Taxes. . . . . . . . . . . . . . . .           8.0            (1.6) (f)         6.4
                                             ------------   --------------          ------
Net Earnings. . . . . . . . . . . . . . . .  $        6.0   $        (1.3)   $         4.7
                                             =============  ==============   =============

Earnings per share. . . . . . . . . . . . .                                  $       0.44 
                                                                             =============

Weighted average shares of common stock (g)                                          10.7 
                                                                             =============


<FN>

(a)         To reflect the incremental costs associated with becoming a stand-alone public
company.
(b)          To  reflect  the increase in net pension costs resulting from the transfer of
certain  international retirement plan assets and obligations to Ralston as set out in the
Agreement  and  Plan  of  Reorganization.
(c)         Reflecting an insignificant reduction in interest expense associated with debt
levels  assumed  at  Distribution  Date.
(d)          To  reflect annual credit facility fee and amortization of deferred financing
costs.
(e)          No  interest income has been imputed on excess cash and marketable securities
generated  by  the  Distribution  due  to  the  number of alternative uses for such funds.
(f)       To reflect tax effect of the above pro forma adjustments and to reflect taxes as
if  Agribrands  was  a  single,  stand-alone  U.S.  taxpayer.
(g)          Represents  the  number of shares of Agribrands common stock, $.10 par value,
outstanding  as  of  the  close  of  business  on  April  1,  1998.  
<PAGE>
</TABLE>



<PAGE>
<TABLE>
<CAPTION>



<PAGE>

<PAGE>
                                            AGRIBRANDS INTERNATIONAL, INC.

                                           PRO FORMA COMBINED BALANCE SHEET
                                           (DOLLARS IN MILLIONS - UNAUDITED)



                                                      HISTORICAL                                       PRO FORMA 
                                                     FEBRUARY 28,          PRO FORMA                  FEBRUARY 28,
                                                         1998             ADJUSTMENTS                    1998
                                                    --------------        -----------                 ------------
<S>                 <C>                                   <C>                 <C>                          <C>
ASSETS
Current Assets
 Cash and cash equivalents . . . . . . . . . . . .  $        24.9       $     63.4  (a)                   88.3
 Marketable securities . . . . . . . . . . . . . .            3.3              8.4  (a)                   11.7
 Receivables, less allowance for doubtful accounts           95.5                                        95.5 
 Inventories . . . . . . . . . . . . . . . . . . .          119.2                                       119.2 
 Other current assets. . . . . . . . . . . . . . .           12.3                                        12.3 
 Total Current Assets. . . . . . . . . . . . . . .          255.2             71.8                       327.0

Investments and Other Assets . . . . . . . . . . .           53.2             (8.8) (a)                   46.4
                                                                               2.0  (c)

Property at Cost . . . . . . . . . . . . . . . . .          321.2                                       321.2 
Accumulated Depreciation . . . . . . . . . . . . .         (159.5)                                     (159.5)
                                                            161.7                -                       161.7
 Total . . . . . . . . . . . . . . . . . . . . . .  $       470.1       $     65.0                     $ 535.1
                                                    ==============  ===============                    =========

LIABILITIES AND RALSTON EQUITY INVESTMENT
Current Liabilities
 Current maturities of long-term debt. . . . . . .           12.8                                         12.8
 Notes payable . . . . . . . . . . . . . . . . . .           70.5            (18.3) (b)                   52.2
 Accounts payable and accrued liabilities. . . . .          127.6                                        127.6
 Income taxes. . . . . . . . . . . . . . . . . . .            4.1                                          4.1
 Total Current Liabilities . . . . . . . . . . . .          215.0            (18.3)                      196.7

Long-Term Debt . . . . . . . . . . . . . . . . . .           16.2             (6.2) (b)                   10.0
Deferred Income Taxes. . . . . . . . . . . . . . .           11.9                                         11.9
Other Liabilities. . . . . . . . . . . . . . . . .           22.4                                         22.4
Ralston Equity Investment. . . . . . . . . . . . .          204.6           (204.6) (d)                      -
Shareholders Equity. . . . . . . . . . . . . . . .                           294.1  (d)                  294.1
 Total . . . . . . . . . . . . . . . . . . . . . .  $       470.1   $         65.0                     $ 535.1
                                                    ==============  ==============                     ========


<FN>

(a)     To reflect the increase in cash and marketable securities and the transfer of certain international retirement
plan  assets  and  obligations  to  Ralston  in accordance with the Agreement and Plan of Reorganization.  Assumed the
increase  in  cash  and  marketable  securities  would  be  ratable.
(b)          To  reflect  debt  levels  assumed  by  Agribrands  at  the  Distribution  Date.
(c)          To  reflect  deferred  financing  costs  associated  with  the  debt  assumed  at  the Distribution Date.
(d)          To  reflect  the liquidation of the remaining investment by Ralston and the issuance of Agribrands Stock.
</TABLE>



<PAGE>


PART  II  -          OTHER  INFORMATION
                     ------------------

There  is  no information required to be reported under any items except those
indicated  below.


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

          (a)      Exhibits  filed  with  this  Report:

          (10)(i)  Agreement and Plan of Reorganization dated April 1, 1998 
                   between Agribrands  International,  Inc.  and  Ralston  
                   Purina  Company

          (10)(ii) Technology Transfer and License Agreement dated April 1, 
                   1998 between  Agribrands  International,  Inc.  and  
                   Ralston  Purina  Company

          (10)(iii)Trademark  Agreement dated April 1, 1998 between 
                   Agribrands International,  Inc.  and  Ralston  Purina  
                   Company

          (10)(iv) Credit Agreements (Long and Short Term) dated March 31, 
                   1998 Among  Agribrands International, Inc. and Various 
                   Banks with ABN-AMRO as agent

          (27)     Financial  Data  Schedule

          (b)      Reports  on  Form  8-K

                   No  reports  on Form 8-K were filed during the quarter for
                   which  this  report  is  filed.

<PAGE>


                                  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.


AGRIBRANDS  INTERNATIONAL,  INC.
-----------------------------------------
Registrant

By:  /s/ David R. Wenzel
-----------------------------------------
David  R.  Wenzel
Chief  Financial  Officer


Date:    April  13,  1998


<PAGE>
EXHIBIT  INDEX
-------------


Exhibits
--------


EX-10       Agreement and Plan of Reorganization dated April 1, 1998 between
Agribrands  International,  Inc.  and  Ralston  Purina  Company

EX-10       Technology  Transfer  and License Agreement dated April 1, 1998
between  Agribrands  International,  Inc.  and  Ralston  Purina  Company

EX-10       Trademark  Agreement  dated  April  1,  1998 between Agribrands
International,  Inc.  and  Ralston  Purina  Company

EX-10       Credit Agreements (Long and Short Term) dated March 31, 1998 Among
Agribrands  International,  Inc.  and  Various  Banks  with  ABN-AMRO as agent

EX-27       Financial  data  schedule  for  2nd Quarter 1998

(provided  electronically)


Exhibit  27

(Document  prepared  on  Edgar)