DOSKOCIL COMPANIES INC
10-Q, 1995-05-16
SAUSAGES & OTHER PREPARED MEAT PRODUCTS
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                               UNITED STATES
                    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 April 1, 1995
                                  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 0-7803

    D O S K O C I L   C O M P A N I E S   I N C O R P O R A T E D
          (Exact Name of Registrant as Specified in its Charter) 

                 Delaware                        13-2535513    
   (State or Other Jurisdiction of            (I.R.S. Employer 
   Incorporation or Organization)             Identification No.) 

2601 NW Expressway, Suite 1000W, Oklahoma City, Oklahoma  73112 
(Address of Principal Executive Offices)               (Zip Code)

Registrant's telephone number, including area code: (405)879-5500

     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 ISSUERS 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 Sections 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       

     On May 11, 1995, the number of shares outstanding of the
registrant's common stock, $.01 par value, was 12,433,705.
<PAGE>



                       DOSKOCIL COMPANIES INCORPORATED
                          _________________________

                              TABLE OF CONTENTS

                                  FORM 10-Q


                                                             Page
                       PART I.   FINANCIAL INFORMATION

Item 1.  Financial Statements:

          Condensed Consolidated Balance Sheet at 
          April 1, 1995 (Unaudited) and 
          December 31, 1994 . . . . . . . . . . . . . . . .    3

          Condensed Consolidated Statement of 
          Operations - Unaudited, Three Months
          Ended April 1, 1995 and April 2, 1994 . . . . . .    4

          Condensed Consolidated Statement of Cash
          Flows - Unaudited, Three Months Ended
          April 1, 1995 and April 2, 1994 . . . . . . . . .    5

          Notes to the Condensed Consolidated
          Financial Statements - Unaudited  . . . . . . . .   6-8

          Report of Independent Accountants . . . . . . . .    9

Item 2.  Management's Discussion and Analysis of
          Financial Condition and Results of
          Operations  . . . . . . . . . . . . . . . . . . . 10-13


                         PART II.  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K . . . . . . . . .   14

          Signatures  . . . . . . . . . . . . . . . . . . .   15


<PAGE>
                        PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements
<TABLE>
               DOSKOCIL COMPANIES INCORPORATED AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED BALANCE SHEET 
               (Dollar amounts in thousands, except par value)
<CAPTION>
                                              April 1,    December 31,
                          ASSETS                1995          1994    
                                              ________    ____________
<S>                                          <C>            <C>
Current assets:                             (Unaudited) 
  Cash and cash equivalents                  $  5,989       $ 17,376
  Receivables                                  28,030         29,472
  Inventories                                  54,177         48,488
  Other current assets                          2,288          2,365
  Net current assets of discontinued 
   operations (Note 4)                         13,971         12,145
                                             ________       ________
    Total current assets                      104,455        109,846
Property, plant and equipment, net of 
 accumulated depreciation and amortization 
 of $34,064 and $31,685                        93,177         92,902
Intangible assets, net of accumulated 
 amortization of $3,286 and $2,654             83,745         83,687
Deferred charges and other assets              43,013         43,419
Reorganization value in excess of amounts
 allocable to identifiable assets, net of
 accumulated amortization of $8,715 and
 $8,092                                        41,104         41,727
Net noncurrent assets of discontinued 
 operations (Note 4)                           70,041         70,686
                                             ________       ________
                                             $435,535       $442,267
                                             ========       ========
</TABLE>
<TABLE>
<CAPTION>
          LIABILITIES AND STOCKHOLDERS' EQUITY 
<S>                                          <C>            <C>
Current liabilities:
  Current maturities of long-term debt       $  1,680       $  1,654
  Accounts payable                             13,275         13,353
  Accrued liabilities                          38,384         44,182
                                             ________       ________
    Total current liabilities                  53,339         59,189
Long-term debt                                223,917        224,260
Other long-term liabilities                    80,355         80,331
Stockholders' equity:
  Preferred stock, 4,000,000 shares
   authorized, none issued and outstanding       -              - 
  Common stock, $.01 par value, 20,000,000
   shares authorized, 12,447,860 shares 
   issued and outstanding (12,447,914 
   shares at December 31, 1994)                   124            124
  Capital in excess of par value              151,046        151,046
  Retained earnings (deficit)                 (71,671)       (71,108)
  Minimum pension liability adjustment         (1,575)        (1,575)
                                             ________       ________
    Total stockholders' equity                 77,924         78,487
                                             ________       ________
                                             $435,535       $442,267
                                             ========       ========
<FN>
The accompanying notes are an integral part of the condensed consolidated financial
statements. 
</TABLE>
<PAGE>
<TABLE>
              DOSKOCIL COMPANIES INCORPORATED AND SUBSIDIARIES 
         CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS - UNAUDITED 
           (Dollar amounts in thousands, except per share figures) 

<CAPTION>
                                               Three Months Ended 
                                               ___________________
                                               April 1,   April 2,
                                                 1995       1994  
                                               ________   ________
<S>                                            <C>        <C>
Net sales                                      $139,405   $ 94,347
Cost of sales                                   108,226     79,733
                                               ________   ________
Gross profit                                     31,179     14,614 
Operating expenses:
  Selling                                        16,469      7,167 
  General and administrative                      5,861      5,678 
  Amortization of intangible assets               1,081        561 
                                               ________   ________
    Total                                        23,411     13,406 
                                               ________   ________
Operating income                                  7,768      1,208 
Other income (expense):
  Interest and financing costs                   (4,355)    (2,272)
  Other, net                                       (157)      (166) 
                                               ________   ________
    Total                                        (4,512)    (2,438)
                                               ________   ________
Income (loss) from continuing operations 
 before income taxes                              3,256     (1,230)
Income tax benefit (provision)                   (1,450)       782
                                               ________   ________
Income (loss) from continuing operations          1,806       (448)
Discontinued operations (Note 4):
  Income (loss) from operations of the Retail
   Division (less applicable income tax
   benefit of $1,175 in 1995)                    (2,369)       (30)
                                               ________   ________
Net income (loss)                              $   (563)  $   (478) 
                                               ========   ========
Earnings (loss) per share-primary
 and fully diluted:
  Income (loss) from continuing operations      $ 0.14     $(0.06)  
  Income (loss) from discontinued operations     (0.19)       -    
                                                ______     ______
  Net income (loss)                             $(0.05)    $(0.06) 
                                                ======     ======

  Weighted average number of common and 
   common equivalent shares outstanding - 
     primary and fully diluted                   12,448      7,921 



<FN>
The accompanying notes are an integral part of the condensed 
  consolidated financial statements. 
</TABLE>
<PAGE>
<TABLE>
               DOSKOCIL COMPANIES INCORPORATED AND SUBSIDIARIES
         CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS - UNAUDITED 
               Increase (Decrease) in Cash and Cash Equivalents
                        (Dollar amounts in thousands)
<CAPTION>
                                                 Three Months Ended  
                                               ______________________
                                                 April 1,    April 2,
                                                   1995        1994  
                                                 ________    ________
<S>                                             <C>        <C>
Cash flows from operating activities:
  Income (loss) from continuing operations      $  1,806   $    (448)
  Adjustments to reconcile income (loss) from
   continuing operations to net cash provided
   (used) by continuing operating activities:
    Depreciation and amortization                  2,687       2,134
    Amortization of intangible assets              1,081         561
    Amortization included in interest expense        409         149
    Income taxes                                   1,175        (949)
    Payments for restructuring/integration          (922)       -
    Postretirement medical benefits                   73         250
    Changes in:
      Receivables                                  1,218       1,212
      Inventories                                 (5,689)     (2,021)
      Other current assets                            78          41
      Deferred charges and other assets              (75)        (40)
      Accounts payable and accrued liabilities    (5,972)       (942)
    Other                                            (10)         (2)
                                                ________    ________
      Net cash flows used by continuing 
       operations                                 (4,141)        (55)
    Net cash flows used by discontinued
     operations                                   (3,681)       (642)
                                                ________    ________
 Net cash provided (used) by operating 
  activities                                      (7,822)       (697)
                                                ________    ________
Cash flows from investing activities:
  Purchase of property, plant and equipment       (2,711)     (1,318)
  Payments received on notes receivable              258         123 
  Proceeds from sale of facilities                    25         277
  Net investing activities of discontinued
   operations                                       (453)     (1,336)
                                                ________    ________
 Net cash provided (used) by investing 
  activities                                      (2,881)     (2,254)
                                                ________    ________
Cash flows from financing activities:
  Borrowings under revolving working capital
   facility                                         -         55,000
  Payments on revolving working capital
   facility                                         -        (53,000)
  Payments on capital lease and debt
   obligations                                      (331)       (289)
  Net financing activities of discontinued
   operations                                       (353)      1,957
                                                ________    ________
 Net cash provided (used) by financing
  activities                                        (684)      3,668
                                                ________    ________
Increase (decrease) in cash and cash 
 equivalents                                     (11,387)        717
Cash and cash equivalents at beginning of 
 period                                           17,376       6,203
                                                ________    ________
Cash and cash equivalents at end of period      $  5,989    $  6,920
                                                ========    ========
<FN>
The accompanying notes are an integral part of the condensed
  consolidated financial statements. 
</TABLE>
<PAGE>
          DOSKOCIL COMPANIES INCORPORATED AND SUBSIDIARIES
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED

NOTE 1  GENERAL

      Doskocil Companies Incorporated ("Doskocil") announced on
April 3, 1995, that it is changing its name to Foodbrands
America, Inc.

      The accompanying condensed consolidated financial
statements include the accounts of Doskocil and all
majority-owned subsidiaries (collectively, the "Company") and
have been prepared without audit.  The Balance Sheet at December
31, 1994, has been derived from financial statements which have
been audited by Coopers & Lybrand L.L.P., independent
accountants.  Certain prior year balances have been restated to
conform to the reporting requirements for discontinued operations
(see Note 4).

      In the opinion of the Company, the accompanying unaudited
condensed consolidated financial statements contain all
adjustments (adjustments are of a normal, recurring nature)
necessary for a fair presentation of the financial position as of
April 1, 1995 and December 31, 1994, and the results of
operations for the three months ended April 1, 1995 and April 2,
1994 and cash flows for the three months ended April 1, 1995 and
April 2, 1994.  Results for the three months ended April 1, 1995
are not necessarily indicative of the results which will be
realized for the year ending December 30, 1995.  The financial
statements should be read in conjunction with the Company's
Annual Report on Form 10-K, as amended, for the year ended
December 31, 1994.

NOTE 2  INVENTORIES

      Inventories at April 1, 1995 and December 31, 1994 are
summarized as follows (in thousands):
                                        April 1,   December 31,
                                          1995         1994    
                                        ________   ____________
          Raw materials and supplies     $17,382      $16,076
          Work in process                  4,595        4,310
          Finished goods                  32,200       28,102
                                         _______      _______
                                         $54,177      $48,488
                                         =======      =======

NOTE 3  INCOME TAXES

      The provision for income taxes on continuing operations
consists of the following components (in thousands):

                                   Three Months Ended      
                             ______________________________
                             April 1, 1995    April 2, 1994
                             _____________    _____________
      Current:
         Federal                 $   31          $   17
         State                      244             150
                                 ______          ______
                                    275             167
                                 ______          ______
      Deferred:
         Federal                    987            (949)
         State                      188            -   
                                 ______          ______
                                  1,175            (949)
                                 ______          ______
            Total                $1,450          $ (782)
                                 ======          ======

The effective tax rate differs from the statutory rate due
primarily to amortization of certain intangible assets which are
not deductible for tax purposes.  The effective tax rate was
calculated based on the projected taxable income for the full
fiscal year and the anticipated changes in the deferred tax
assets and related valuation allowance and the deferred tax
liabilities.

NOTE 4  DISCONTINUED OPERATIONS

      On May 1, 1995, the Company announced that it had signed a
definitive agreement to sell the assets of its Retail Division to
Thorn Apple Valley, Inc.  The sales price approximates $64
million in cash payments plus the assumption of long-term debt of
approximately $6 million and certain current liabilities related
to the division.  In connection with this sale the Company will
be writing off approximately $65 million of post-bankruptcy
intangible assets and anticipates recording a loss on disposition
of approximately $37 million upon the closing of the sale.  The
agreement also includes a potential earnout of an additional $10
million based upon an increase in the market value of the
purchaser's common stock.  The transaction is scheduled to be
completed by the end of May 1995.  The Company will reduce its
debt under its term loan by $58 million and use the remainder of
the proceeds to pay estimated expenses of $6.1 million related to
the sale.  The results of operations and cash flows attributable
to the Retail Division are being reported as discontinued
operations and accordingly the balance sheet at December 31, 1994
and the financial information for the first quarter of 1994 have
been restated.

      The results of discontinued operations are (in thousands):

                                        Three Months Ended 
                                       ____________________
                                       April 1,    April 2,
                                         1995        1994  
                                       _______     _______

         Net sales                     $44,806     $61,876
                                       =======     =======
         Income (loss) before taxes    $(3,544)    $   (30)
         Tax (expense) benefit           1,175        -   
                                       _______     _______
         Net income (loss)             $(2,369)    $   (30)
                                       =======     =======
      The assets and liabilities of discontinued operations
included in the balance sheets are (in thousands):

                                       April 1,    Dec. 31,
                                         1995        1994  
                                       ________    ________
         Working capital               $13,971     $12,145
         Net property, plant and
          equipment                     22,646      22,822
         Intangible and other assets    53,662      54,490
         Long-term debt                  6,267       6,626

      The assets included in the sale of the Retail Division have
significantly different financial and tax basis.  Therefore, for
income tax purposes this transaction will generate taxable income
of approximately $30 million requiring the utilization of net
operating loss carryforwards.  The tax affect of this utilization
is approximately $11.5 million.  In accordance with Fresh Start
Reporting as prescribed by Statement of Position 90-7, "Financial
Reporting by Entities in Reorganization Under the Bankruptcy
Code" issued by the American Institute of Certified Public
Accountants, the tax benefit realized from utilizing the
pre-reorganization net operating loss carryforwards should be
recorded as a reduction of the Reorganization Value in Excess of
Amounts Allocable to Identifiable Assets ("Reorganization Value")
rather than be realized as a benefit in the statement of
operations.  In the second quarter of 1995, as a direct result of
the sale and the related tax affect, the Company will be reducing
the Reorganization Value by $65 million, which will in turn 
reduce the amortization of that asset in the future.
<PAGE>
                      REPORT OF INDEPENDENT ACCOUNTANTS



To the Board of Directors and Stockholders
Doskocil Companies Incorporated


      We have reviewed the condensed consolidated balance sheet
of Doskocil Companies Incorporated and subsidiaries as of April
1, 1995, and the related condensed consolidated statements of
operations for the three month periods ended April 1, 1995, and
April 2, 1994, and the condensed consolidated statements of cash
flows for the three month periods ended April 1, 1995 and April
2, 1994.  These financial statements are the responsibility of
the Company's management.

      We conducted our review in accordance with standards
established by the American Institute of Certified Public
Accountants.  A review of interim financial information consists
principally of applying analytical procedures to financial data
and making inquiries of persons responsible for financial and
accounting matters.  It is substantially less in scope than an
audit conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. 
Accordingly, we do not express such an opinion. 

      Based on our review, we are not aware of any material
modifications that should be made to the condensed consolidated
financial statements referred to above for them to be in
conformity with generally accepted accounting principles.

      We have previously audited, in accordance with generally
accepted auditing standards, the consolidated balance sheet as of
December 31, 1994, and the related consolidated statements of
operations, stockholders' equity and cash flows for the period
ended December 31, 1994 (not presented herein), and in our report
dated March 3, 1995, we expressed an unqualified opinion on those
consolidated financial statements.  In our opinion, the
information set forth in the accompanying condensed consolidated
balance sheet as of December 31, 1994, is fairly stated in all
material respects in relation to the consolidated balance sheet
from which it has been derived.



                                  COOPERS & LYBRAND L.L.P.

Tulsa, Oklahoma
May 2, 1995
<PAGE>
                     DOSKOCIL COMPANIES INCORPORATED


Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS 

Results of Continuing Operations

      Comparability of Periods.  Due to the acquisition of the
Specialty Brands Division on June 1, 1994, the financial
statements for the first quarter of 1994 do not reflect the
operating results of Specialty Brands.  The operating results
attributable to Specialty Brands for the first quarter of 1995
include net sales of $46.6 million, gross profit of $14.1 million
and operating income of $3.7 million.

      On May 1, 1995, the Company announced that it had signed a
definitive agreement to sell the assets of its Retail Division to
Thorn Apple Valley, Inc.  The sale is scheduled to close May 30,
1995.  The results of operations and cash flows of the division
have been reported as discontinued operations and the first
quarter of 1994 has been restated to reflect this treatment.  The
results of continuing operations for the first quarters of 1995
and 1994 do not include the operations of the Retail Division.

Three Months Ended April 1, 1995 Compared to the Three Months
Ended April 2, 1994.  The Company's net sales for the first
quarter of 1995 were $139.4 million, an increase of 48% over
sales of $94.3 million for the first quarter of 1994.  The
increase of $45.1 million was attributable to the addition of the
Specialty Brands Division in June 1994.  Sales volume in the
other divisions was up slightly but the increase was offset by
price declines directly related to reduced raw material costs,
the majority of which were passed along to the customers.

      Gross profit for the first quarter of 1995 of $31.2 million
increased $16.6 million, or 113%, over the gross profit of $14.6
million for the first quarter of 1994.  This increase includes
the gross profit for the first quarter of 1995 of the Specialty
Brands Division of $14.1 million.  Other increases in the gross
profit of the Food Service and Deli Divisions resulted from
improved manufacturing throughput, manufacturing cost reductions
and lower raw material costs.

      Selling expenses of $16.5 million in the first quarter of
1995 increased $9.3 million over the 1994 period selling expenses
of $7.2 million.  Of the $9.3 million increase, $9.1 million
relates to the Specialty Brands Division, which was not included
in the first quarter of 1994.

      General and administrative expenses increased $0.2 million,
or 3%, from $5.7 million to $5.9 million.  General and
administrative expenses of the Specialty Brands Division for the
first quarter of 1995 were $1.3 million.  The offsetting $1.1
million reduction in the first quarter of 1995 is attributable to
the Company's cost reduction efforts started in 1994.

      Amortization of intangible assets increased $0.5 million
due to amortization of intangibles related to the purchase of the
Specialty Brands Division.

      Interest and financing costs increased from $2.3 million to
$4.4 million as a direct result of the borrowings related to the
purchase of the Specialty Brands Division.

      Income tax expense for the first quarter of 1995 of $1.5
million is based on the effective tax rate for projected income
from continuing operations for 1995.  The benefit recorded in the
first quarter of 1994 of $0.8 million represented the estimated
benefit that was expected to be realized during the year based on
projected income for the year.  The effective tax rates were
calculated based on the projected taxable income for the full
fiscal year and the anticipated changes for the year in the
deferred tax assets and related valuation allowance and the
deferred tax liabilities.

Discontinued Operations

      Discontinued operations includes the net sales and related
expenses associated with the Retail Division's operations. 
Included in the first quarter of 1995 and 1994, respectively, are
(i) net sales of $44.8 million and $61.9 million, (ii) gross
profit of $6.1 million and $12.1 million, (iii) after
amortization of intangibles of $1.0 million for each quarter,
operating income (loss) of $(2.3) million and $1.3 million and
(iv) after allocating corporate interest expense of $1.1 million
and $1.2 million, income (loss) of $2.4 million and breakeven. 
The first quarter 1995 loss was after a tax benefit of $1.2
million.

Liquidity and Capital Resources

      Management believes that cash flow from operations for the
full fiscal year combined with the borrowing capacity available
under the Company's revolving credit loan will be sufficient to
meet the Company's operating and debt service cash requirements
for the foreseeable future.  Management also believes the
anticipated reduction of debt under its term loan as a result of
the pending sale of the Retail Division along with the reduced
working capital requirements will benefit the Company's overall
liquidity and capital resources and will allow the Company to
more rapidly execute its strategy to acquire higher margin food
businesses. 

Cash Flows and Capital Expenditures.

      The following table summarizes selected cash flow and
capital expenditure data and has been prepared based on the
historical financial statements of the Company.
<TABLE>
<CAPTION>

                                                             Three Months Ended
                                                             ___________________
                                                              Apr. 1,    Apr. 2,
      Cash Flow and Capital Expenditures Data (in thousands):  1995        1994 
                                                              _______    _______
      <S>                                                      <C>        <C>
      Continuing Operations:
         Depreciation and amortization                         $2,687     $2,134 
         Amortization of intangibles                            1,081        561 
         Amortization included in interest expense                409        149 
         Net cash used by continuing operating activities      (4,141)       (55)
      Net cash used by discontinued operating activities       (3,681)      (642)
      Net cash used  by operating activities                   (7,822)      (697)     
      Capital expenditures                                      3,164      2,654 

</TABLE>
First three months of 1995.  For the first quarter of 1995, net
cash used by operating activities was $7.8 million.  Decreases in
cash resulted primarily from the use of cash in the operations of
the discontinued Retail Division.  In addition, cash decreased
due to increases in inventory and decreases in accounts payable
and accrued liabilities and payments for
restructuring/integration.  The total decreases in cash were
offset somewhat by increases in cash from a decrease in accounts
receivable.  Increases in cash were also provided by the results
of continuing operations during the quarter after adding back
noncash items of depreciation, amortization and the provision for
postretirement medical benefits and deferred income taxes.

      Expenditures for additions to property, plant and equipment
were $3.2 million, of which $0.5 million related to discontinued
operations.  Expenditures were primarily for replacements and
modifications to existing facilities.  The source of the funds
for these expenditures was from cash provided by operations.

First three months of 1994.  For the first quarter of 1994, net
cash used by operating activities was approximately $0.7 million. 
Decreases in cash resulted primarily from the use of cash in the
operations of the discontinued Retail Division along with
increases in inventory and decreases in accounts payable and
accrued liabilities.  These decreases were offset partially by
decreases in accounts receivable.  The remaining increases in
cash were principally provided by the results of continuing
operations during the quarter after adding back noncash items of
depreciation, amortization and the provision for postretirement
medical benefits and subtracting the deferred benefit for income
taxes.

      Expenditures for additions to property, plant and equipment
were approximately $2.7 million, of which $1.4 million related to
discontinued operations, for the first quarter of 1994.  Of the
$2.7 million, approximately $1.2 million of these expenditures
were attributable to construction of additional capacity and the
remainder for replacements and modifications to existing
facilities.  The source of the funds for these expenditures was
primarily from the receipt of escrowed funds related to
construction in progress and increased borrowings under the 1993
Credit Agreement.

<PAGE>
                         PART II.  OTHER INFORMATION



Item 6.  Exhibits and Reports on Form 8-K

     (a) Exhibits (the following exhibits are listed and numbered 
         in accordance with Item 601 of Regulation S-K as of the
         date of this filing)

      Exhibit Number                    Description
      ______________                    ___________

            11.1                        Calculation of Earnings
                                        per Share

            15.1                        Letter re: Unaudited
                                        Interim Financial
                                        Information

            27.1                        Financial Data Schedule


     (b) Reports on Form 8-K

         Current Report on Form 8-K, dated March 7, 1995, of
         Doskocil Companies Incorporated was filed with the SEC
         on April 6, 1995, with respect to the Company entering
         into an agreement with Airlie Group, L.P. under Item 5
         (other events) and Item 7 (financial statements, pro
         forma financial information and exhibits).
<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. 

                                  DOSKOCIL COMPANIES INCORPORATED 
 
 
 
 

Dated:  May 16, 1995             By:/s/ William L. Brady         
                                    William L. Brady
                                    Vice President and Controller
                                     



                                                     EXHIBIT 11.1

<TABLE>
                DOSKOCIL COMPANIES INCORPORATED AND SUBSIDIARIES

                 CALCULATION OF EARNINGS PER SHARE - UNAUDITED
          (Dollar amounts in thousands, except per share figures)


<CAPTION>
                                                    Three Months Ended
                                                    __________________
                                                    April 1,  April 2,
                                                      1995      1994  
                                                    ________  ________
<S>                                                 <C>        <C>
Income (loss) from continuing operations            $ 1,806    $ (448)
Income (loss) from discontinued operations,
 net of tax benefit                                  (2,369)      (30) 
                                                    _______    ______
Net income (loss)                                   $  (563)   $ (478)
                                                    =======    ======
Primary earnings per share:

   Weighted average number of common shares 
    outstanding                                      12,448     7,921
   Common stock equivalents:
     Dilutive options and warrants                     -         -    
                                                    _______    ______
   Weighted average number of common and common 
    equivalent shares outstanding                    12,448     7,921
                                                    =======    ======

   Income (loss) from continuing operations          $ 0.14    $(0.06)
   Income (loss) from discontinued operations,
    net of tax benefit                                (0.19)      -   
                                                    _______    ______
     Net income (loss) per share                     $(0.05)   $(0.06)
                                                    =======    ======

Fully diluted earnings per share:

   Weighted average number of 
    common shares outstanding                        12,448     7,921
   Common stock equivalents:
     Dilutive options and warrants                     -         -    
                                                    _______    ______
   Weighted average number of common and common 
    equivalent shares outstanding                    12,448     7,921 
                                                    =======    ======

   Income (loss) from continuing operations          $ 0.14    $(0.06)
   Income (loss) from discontinued operations,
    net of tax benefit                                (0.19)      -   
                                                    _______    ______

     Net income (loss) per share                     $(0.05)   $(0.06)
                                                    =======    ======
</TABLE>

                                                  EXHIBIT 15.1






                               May 12, 1995




Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

                             RE:  Doskocil Companies Incorporated
                                  Registration on Form S-8


We are aware that our report dated May 2, 1995 on our review of
interim financial information of Doskocil Companies Incorporated
for the periods ended April 1, 1995, and April 2, 1994, and
included in the Company's quarterly report on Form 10-Q for the
quarter ended April 1, 1995, is incorporated by reference in the
Registration Statements on Form S-8 (File No. 33-45974 and 33-
_______) of Doskocil Companies Incorporated.  Pursuant to Rule
436(c) under the Securities Act of 1933, this report should not
be considered a part of the Registration Statement prepared or
certified by us within the meaning of Sections 7 and 11 of that
Act.





                             COOPERS & LYBRAND L.L.P.


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE QUARTER ENDED APRIL 1, 1995
CONTAINED IN THE FIRST QUARTER 1995 FORM 10-Q REPORT AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-30-1995
<PERIOD-END>                               APR-01-1995
<CASH>                                           5,989
<SECURITIES>                                         0
<RECEIVABLES>                                   28,030
<ALLOWANCES>                                         0
<INVENTORY>                                     54,177
<CURRENT-ASSETS>                               104,455
<PP&E>                                         127,241
<DEPRECIATION>                                  34,064
<TOTAL-ASSETS>                                 435,535
<CURRENT-LIABILITIES>                           53,339
<BONDS>                                        223,917
<COMMON>                                           124
                                0
                                          0
<OTHER-SE>                                      77,800
<TOTAL-LIABILITY-AND-EQUITY>                   435,535
<SALES>                                        139,405
<TOTAL-REVENUES>                               139,405
<CGS>                                          108,226
<TOTAL-COSTS>                                  108,226
<OTHER-EXPENSES>                                23,411
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               4,355
<INCOME-PRETAX>                                  3,256
<INCOME-TAX>                                     1,450
<INCOME-CONTINUING>                              1,806
<DISCONTINUED>                                 (2,369)
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     (563)
<EPS-PRIMARY>                                   (0.05)
<EPS-DILUTED>                                   (0.05)
        

</TABLE>


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