<PAGE>
James T. Hudson
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
HUDSON FOODS, INC.
___________________________________________________________________
(Name of Issuer)
Class A Common Stock, $.01 par value
___________________________________________________________________
(Title of Class of Securities)
443782-10-7
___________________________________________________________________
(CUSIP Number)
Check the following box if a fee is being paid with this
statement. / / (A fee is not required only if the filing person:
(1) has a previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following pages)
Page 1 of 5 Pages
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SCHEDULE 13G
CUSIP No. 443782-10-7 Page 2 of 5 Pages
1. Name of Reporting Person
------------------------
S.S. or I.R.S. Identification No. of Above Person
-------------------------------------------------
James T. Hudson
2. Check the appropriate box if a member of a group
------------------------------------------------
(a) / /
(b) /X/
3. SEC USE ONLY
------------
4. Citizenship or Place of Organization
------------------------------------
United States of America
[ 5. Sole Voting Power - 8,031,585(1)(2)
-----------------
[
Number of Shares [ 6. Shared Voting Power - 1,000
-------------------
Beneficially Owned [
By Each Reporting [ 7. Sole Dispositive Power - 7,031,585(1)(2)
----------------------
Person With [
[ 8. Shared Dispositive Power - 1,000
------------------------
9. Aggregate Amount Beneficially Owned by Each Reporting Person
------------------------------------------------------------
8,032,585 shares(1)(2)
10. Check Box if the Aggregate Amount in Row 9 Excludes Certain
-----------------------------------------------------------
Shares
------
Not Applicable / /
11. Percent of Class Represented by Amount in Row 9
-----------------------------------------------
54.5%
12. Type of Reporting Person
------------------------
IN
- -----------
(1) Includes 31,485 shares of Class A common stock that may be
acquired by exercise of stock options within 60 days following
December 31, 1993.
(2) Includes 7,000,000 shares of Class A common stock that may be
acquired upon conversion of 7,000,000 shares of Class B common
stock.
<PAGE>
SCHEDULE 13G
CUSIP No. 443782-10-7 Page 3 of 5 pages
Item 1(a). Name of Issuer
--------------
Hudson Foods, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices
-----------------------------------------------
1225 Hudson Road
Rogers, Arkansas 72756
Item 2(a). Name of Person Filing
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James T. Hudson
Item 2(b). Address of Principal Business Office or, if None,
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Residence
---------
1225 Hudson Road
Rogers, Arkansas 72756
Item 2(c). Citizenship
-----------
United States of America
Item 2(d). Title of Class of Securities
----------------------------
Class A Common Stock, $.01 par value
Item 2(e). CUSIP No.
---------
443782-10-7
Item 3. Not Applicable
Item 4. Ownership
---------
(a) Amount Beneficially Owned: 8,032,585
shares(1)(2)
(b) Percent of Class: 54.5%
- ----------
(1) Includes 31,485 shares of Class A common stock that may be
acquired by exercise of stock options within 60 days following
December 31, 1993.
(2) Includes 7,000,000 shares of Class A common stock that may be
acquired upon conversion of 7,000,000 shares of Class B common
stock.
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SCHEDULE 13G
CUSIP No. 443782-10-7 Page 4 of 5 pages
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the
vote - 8,031,585(1)(2)
(ii) shared power to vote or to direct the
vote - 1,000
(iii) sole power to dispose or to direct
the disposition of - 7,031,585(1)(2)
(iv) shared power to dispose or to direct
the disposition of - 1,000
Item 5. Ownership of Five Percent or Less of a Class
--------------------------------------------
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of
----------------------------------------------------
Another Person
--------------
James T. Hudson holds revocable proxies allowing
him to vote 1,000,000 shares of Hudson Foods, Inc.
Class A Common Stock and thus is considered to be
a beneficial owner of such shares. In addition,
Mr. Hudson is deemed beneficially to own 1,000
shares of Class A Common Stock held by his wife.
The record owners of such shares retain the right
to receive dividends from, or the proceeds from the
sale of, such shares. The 1,000,000 shares for which
Mr. Hudson holds voting proxies are owned in blocks
of 500,000 each by Charles B. Jurgensmeyer and
Gary L. Anderson. Mr. Hudson disclaims beneficial
ownership of the 1,000,000 shares for which he holds
voting proxies and the 1,000 shares held by his wife.
- -----------
(1) Includes 31,485 shares of Class A common stock that may be
acquired by exercise of stock options within 60 days following
December 31, 1993.
(2) Includes 7,000,000 shares of Class A common stock that may be
acquired upon conversion of 7,000,000 shares of Class B common
stock.
<PAGE>
SCHEDULE 13G
CUSIP No. 443782-10-7 Page 5 of 5 pages
Item 7. Identification and Classification of the Subsidiary
------------------------------------------------------
Which Acquired the Security Being Reported on by the
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Parent Holding Company
----------------------
Not Applicable
Item 8. Identification and Classification of Members of
------------------------------------------------------
the Group
---------
Not Applicable
Item 9. Notice of Dissolution of Group
------------------------------
Not Applicable
Item 10. Certification
-------------
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
February 8, 1994
-------------------------
Date
/S/ JAMES T. HUDSON
-------------------------
James T. Hudson
