GOLD KIST INC
POS AM, 1994-10-28
POULTRY SLAUGHTERING AND PROCESSING
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          As filed with the Securities and Exchange Commission on
October 28, 1994

                                                                 
Registration No. 2-69267
                                                                  
                                                      
                     SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                         POST-EFFECTIVE
                       AMENDMENT NO. 1 TO
                            FORM S-1
                     Registration Statement
                              Under
                   The Securities Act of 1933

                         GOLD KIST INC.
     (Exact name of registrant as specified in its charter)

                    _________________________

           Georgia                             58-0255560         

     (State or other juridiction of                              
(I.R.S. Employer Identification No.)
     incorporation or organization)

                                                     
               244 Perimeter Center Parkway, N.E.
                     Atlanta, Georgia  30346
                          404-393-5000
  (Address and telephone number of principal executive offices)

                     ALEXANDER W. PATTERSON
                          Alston & Bird
                       One Atlantic Center
                   1201 West Peachtree Street
                  Atlanta, Georgia  30309-3424
                          404-881-7688
    (Name, address and telephone number of agent for service)
                                           

                           Copies to:

        PETER J. GIBBONS                  JACK L. LAWING
     Vice President - Finance                Secretary
            Gold Kist Inc.                Agvestments,Inc.
       Post Office Box 2210            Post Office Box 2210
     Atlanta, Georgia  30301          Atlanta, Georgia 30301
[3742/S-1-A]<PAGE>



     The Registrant hereby removes from registration the principal amounts 
of Subordinated Capital Certificates of Interest (Series C) 15 years, 
Subordinated Capital Certificates of Interest (Series C) 10 years,
and Subordinated Capital Certificates of Interest (Series B) 5 years, 
respectively, that were not sold pursuant to the Registration Statement 
prior to the termination of the offering of such certificates.  The 
following table sets forth the principal amounts of such certificates that
remain unsold at the termination of the offering, which principal amounts
are being removed from registration by this Post-Effective Amendment.
<TABLE>
<CAPTION>
Series                             Principal Amount Removed from Registration
- ------                             ------------------------------------------
<S>                                             <C>
Subordinated Capital Certificates               $7,374,791
of Interest
(Series C) 15 years

Subordinated Capital Certificates               $9,743,107
of Interest
(Series C) 10 years

Subordinated Capital Certificates               $7,572,528
of Interest
(Series B) 5 years
</TABLE>
<PAGE>
                           SIGNATURES

     Pursuant to the Securities Act of 1933, the Registrant has caused this 
Post-Effective Amendment to this Registration Statement to be signed on its 
behalf by the undersigned, thereunto duly authorized, in the City of Atlanta,
State of Georgia, on the 28th day of October, 1994.
                         GOLD KIST INC.

                         By:   /s/ H. O. CHITWOOD                 
               
                              H. O. Chitwood, Chief Executive Officer
                               (Principal Executive Officer)
<TABLE>
     Pursuant to the requirements of the Securities Act of 1933, this 
registration statement has been signed by the following persons in the 
capacities and on the dates indicated.
<CAPTION>
        Signature                   Title                   Date
 <S>    <C>                 <C>                             <C>   
 /s/    H. O. CHITWOOD       Chief Executive Officer        October  28, 1994
        H. O. Chitwood      (Principal Executive Officer)

 /s/    PETER J. GIBBONS     Vice President-Finance         October  28, 1994
        Peter J. Gibbons    (Principal Financial Officer)

/s/     W. F. POHL, JR.      Controller                     October  28, 1994
        W. F. Pohl, Jr.     (Principal Accounting Officer)

 /s/    W. P. SMITH, JR.     Director                       October  28, 1994
        W. P. Smith, Jr.

 /s/    CHARLES C. WILLIAMS  Director                       October  28, 1994
        Charles C. Williams

 /s/    DAN SMALLEY          Director                       October   28, 1994
        Dan Smalley     

 /s/    PHIL OGLETREE, JR.   Director                       October  28, 1994
        Phil Ogletree, Jr.

 /s/    FRED K. NORRIS, JR.  Director                       October  28, 1994
        Fred K. Norris, Jr.<PAGE>

 /s/    JAMES E. BRADY, JR.  Director                       October  28, 1994
        James E. Brady, Jr.

  /s/   A. JACK NALLY        Director                       October  28, 1994
        A. Jack Nally

 /s/    KEN WHITEHEAD        Director                       October  28, 1994
        Ken Whitehead

 /s/    H. MICHAEL DAVIS     Director                       October  28, 1994
        H. Michael Davis<PAGE>

</TABLE>


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