

                     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 December 27, 2003

                       Commission File Number 2-62681



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



    GEORGIA                                       58-0255560
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)                   Identification No.)



244 Perimeter Center Parkway, N.E., Atlanta, Georgia  30346
(Address of principal executive offices)            (Zip Code)



Registrant's telephone number, including area code(770) 393-5000


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


Indicate  by  check mark whether the registrant is an accelerated  filer  (as
defined in Rule 12b-2 of the Exchange Act).
                                                         Yes           No   X




                               GOLD KIST INC.


                                    INDEX


                                                        Page No.

Part  I.   Financial Information


  Item 1.  Unaudited Financial Statements

           Consolidated Balance Sheets -
             June 28, 2003 and December 27, 2003            1

           Consolidated Statements of Operations -
             Three Months and Six Months Ended
             December 28, 2002 and December 27, 2003        2

           Consolidated Statements of Cash Flows -
             Six Months Ended December 28, 2002
             and December 27, 2003                          3

           Notes to Consolidated Financial
             Statements                                  4 -  7

  Item 2.  Management's Discussion and Analysis of
             Consolidated Results of Operations and
             Financial Condition                         8 - 16

  Item 3.  Quantitative and Qualitative Disclosure About
             Market Risks                                  17

  Item 4.  Controls and Procedures                         17

Part II.   Other Information

  Item 6.  Exhibits and Reports on Form 8-K                18

<TABLE>
                                                                  Page 1
Item 1.  Financial              GOLD KIST INC.
         Statements       CONSOLIDATED BALANCE SHEETS
                            (Amounts in Thousands)
                                 (Unaudited)

<CAPTION>
                                                 June 28,    December 27,
                                                   2003          2003
<S>                                               <C>         <C>
        ASSETS
Current assets:
 Cash and cash equivalents                       $ 11,026        15,971
 Receivables, principally trade,
   less allowance for doubtful
   accounts of $2,002 at
   June 28, 2003 and $1,997
   at December 27, 2003                           104,699       109,037
 Inventories                                      196,728       210,633
 Deferred income taxes                             43,270        23,041
 Other current assets                              20,100        21,516
     Total current assets                         375,823       380,198
Investments                                        66,805        50,540
Property, plant and equipment, net                226,905       213,073
Deferred income taxes                              26,822        25,669
Other assets                                       65,692        65,876
                                                 $762,047       735,356

     LIABILITIES AND EQUITY
Current liabilities:
 Current maturities of long-term debt            $ 22,162        43,509
 Accounts payable                                  63,281        63,843
 Accrued compensation and related expenses         31,875        36,405
 Interest left on deposit                           8,495         7,789
 Other current liabilities                         39,783        46,784
     Total current liabilities                    165,596       198,330
Long-term debt, less current maturities           324,011       232,000
Accrued pension costs                              44,487        45,025
Accrued postretirement benefit costs               10,119         9,279
Other liabilities                                  33,937        40,717
     Total liabilities                            578,150       525,351
Patrons' and other equity:
 Common stock, $1.00 par value - Authorized
   500 shares; issued and outstanding 2 at
   June 28, 2003 and December 27, 2003                  2             2
 Patronage reserves                               185,620       183,716
 Accumulated other comprehensive loss             (43,448)      (41,514)
 Retained earnings                                 41,723        67,801
     Total patrons' and other equity              183,897       210,005
                                                 $762,047       735,356


       See Accompanying Notes to Consolidated Financial Statements.
</TABLE>

<TABLE>
                                                                   Page 2


                               GOLD KIST INC.
                    CONSOLIDATED STATEMENTS OF OPERATIONS
                           (Amounts in Thousands)
                                 (Unaudited)

<CAPTION>
                                 Three Months Ended    Six Months Ended
                                 Dec. 28,  Dec. 27,   Dec. 28,   Dec. 27,
                                   2002      2003       2002       2003
<S>                              <C>        <C>       <C>       <C>
Net sales volume                 $437,488   536,927    898,112  1,053,615
Cost of sales                     461,230   468,717    898,987    922,715
 Gross margins (loss)             (23,742)   68,210       (875)   130,900
Distribution, administrative
 and general expenses              20,105    29,023     40,645     53,294
Postretirement benefit plan
 Curtailment gain                  10,311         -     10,311          -
 Net operating margins (loss)     (33,536)   39,187    (31,209)    77,606
Other income (deductions):
 Interest and dividend income       1,059       144      1,389        317
 Interest expense                  (5,570)   (6,782)   (11,661)   (14,385)
 Unrealized loss on investment          -   (18,486)   (24,064)   (18,486)
 Miscellaneous, net                (4,029)      291     (3,722)     4,533
   Total other deductions          (8,540)  (24,833)   (38,058)   (28,021)
 Margins (loss) from operations
   before income taxes            (42,076)   14,354    (69,267)    49,585
Income tax expense (benefit)      (14,028)   10,949    (15,071)    22,695
 Net margins (loss)              $(28,048)    3,405    (54,196)    26,890


     See Accompanying Notes to Consolidated Financial Statements.
</TABLE>

<TABLE>
                                                             Page 3
                               GOLD KIST INC.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Amounts in thousands)
                                 (Unaudited)
<CAPTION>
                                                     Six Months Ended
                                                   Dec. 28,    Dec. 27,
                                                     2002        2003
<S>                                                <C>         <C>
Cash flows from operating activities:
 Net margins (loss)                               $ (54,196)     26,890
  Non-cash items included in net margins (loss)
    from operations:
    Depreciation and amortization                    19,604      19,503
    Unrealized loss on investment                    24,064      18,486
    Postretirement benefit plan curtailment gain    (10,311)          -
    Deferred income tax expense (benefit)           (11,442)     19,797
    Other                                             2,021       3,782
    Changes in operating assets and liabilities:
    Receivables                                      11,606      (4,338)
    Inventories                                       2,871     (13,905)
    Other current assets                               (493)        269
    Accounts payable, accrued and other expenses    (11,031)     15,279
Net cash provided by (used in) operating activities (27,307)     85,763
Cash flows from investing activities:
 Dispositions of investments                            105          42
 Acquisitions of property, plant and equipment      (20,478)     (9,761)
 Other                                                 (565)      2,281
Net cash used in investing activities               (20,938)     (7,438)
Cash flows from financing activities:
 Short-term debt repayments, net                    (10,000)          -
 Proceeds from long-term debt                       165,620           -
 Principal repayments of long-term debt and
    capitalized loan fees                          (102,353)    (70,664)
 Patrons' equity redemptions paid in cash            (2,452)     (2,716)
Net cash provided by (used in) financing
 activities                                          50,815     (73,380)
Net change in cash and cash equivalents               2,570       4,945
Cash and cash equivalents at beginning of period      8,997      11,026
Cash and cash equivalents at end of period        $  11,567      15,971
Supplemental disclosure of cash flow data:
 Cash paid (received) during the periods for:
    Interest (net of amounts capitalized)         $  11,576      15,280
    Income taxes, net                             $  (4,131)     (3,422)


        See Accompanying Notes to Consolidated Financial Statements.
</TABLE>

                                                                      Page 4
                               GOLD KIST INC.
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           (Amounts in Thousands)
                                 (Unaudited)

 1.  The  accompanying  unaudited consolidated financial statements  reflect
     the  accounts of Gold Kist Inc. and its subsidiaries ("Gold Kist",  the
     "Company"  or the "Association") as of December 27, 2003  and  for  the
     three  and  six  months  ended December 27, 2003.   These  consolidated
     financial  statements should be read in conjunction  with  Management's
     Discussion  and  Analysis  of  Results  of  Operations  and   Financial
     Condition  and the Notes to Consolidated Financial Statements  of  Gold
     Kist's  Annual Report in the previously filed Form 10-K for the  fiscal
     year ended June 28, 2003.

     The Association employs a 52/53 week fiscal year.  Fiscal 2004 will  be
     a  52-week  year  and  fiscal 2003 was also a 52-week  year  with  each
     quarter in both periods consisting of 13 weeks.

 2.  In  the  opinion of management, the accompanying unaudited consolidated
     financial  statements  contain all adjustments  (consisting  of  normal
     recurring accruals) necessary to present fairly the financial position,
     the  results  of  operations, and the cash flows of the  Company.   All
     significant intercompany balances and transactions have been eliminated
     in  consolidation.  Results of operations for interim periods  are  not
     necessarily indicative of results for the entire fiscal year.

 3.  Comprehensive  income  (loss) was $(28,048) and $4,371  for  the  three
     months ended December 28, 2002 and December 27, 2003, respectively, and
     $(54,196)  and $28,824 for the six months ended December 28,  2002  and
     December 27, 2003, respectively.

 4.  Revenue  is  recognized upon shipment and transfer of ownership  of  the
     product  to  the  customer.  Revenue is recorded net of any  discounts,
     allowances   or   promotions.   Estimates  for  any   special   pricing
     arrangements, promotions or other volume-based incentives are  recorded
     upon  shipment  of  the product in accordance with  the  terms  of  the
     promotion, allowance or pricing arrangements.

 5.  Inventories consist of the following:
 <TABLE>
 <CAPTION>
                                      June 28, 2003      Dec. 27, 2003
     <S>                                <C>                <C>
     Live poultry and hogs              $ 97,691            96,924
     Marketable products                  53,587            64,955
     Raw materials and supplies           45,450            48,754
                                        $196,728           210,633
 </TABLE>

     The   Company  has  historically  accounted  for  marketable   products
     inventory  principally  at  selling prices  less  estimated  brokerage,
     freight and certain other selling costs where applicable (estimated net
     realizable  value).  The Company has begun to focus its growth  efforts
     and production on further-processed or value-added poultry products and
     anticipates that an increasing amount of its poultry sales will be from
     further-processed products.  As such, the Company began accounting  for
     its marketable products inventory at the lower of cost or market during
     the second quarter of fiscal 2004.

                                                                      Page 5


 6.  Depreciation  and amortization included in cost of goods  sold  in  the
     accompanying  consolidated statements of operations were  $8.7  million
     and $17.7 million for the three and six months ended December 28, 2002,
     respectively, and $8.6 million and $17.2 million for the three and  six
     months ended December 27, 2003, respectively.

 7.  At June  28,  2003, the Association had a minimum pension liability  of
     $43.4  million, net of the deferred tax benefit of $25.9 million.   The
     minimum pension liability, net of deferred taxes, has been included  as
     a   component  of  patrons'  and  other  equity  in  accumulated  other
     comprehensive  loss.   At  December 27, 2003,  the  cumulative  minimum
     pension liability included in accumulated other comprehensive loss  was
     $41.5 million, net of the deferred tax benefit of $24.7 million.

 8.  In October  1998, the Association completed the sale of assets  of  its
     Agri-Services business to Southern States Cooperative, Inc. (SSC).   In
     order  to  complete  the  transaction,  the  Association  committed  to
     purchase from SSC, subject to certain terms and conditions, up  to  $60
     million in principal amount of capital trust securities and $40 million
     in  principal  amount  of cumulative preferred securities  if  SSC  was
     unable  to market the securities to other purchasers. In October  1999,
     the  Company  purchased  for $98.6 million the $100  million  principal
     amount of the securities under this commitment.  No dividends from  the
     cumulative preferred securities have been received since the  quarterly
     payment received in January 2002.

     The SSC  capital trust securities have a fixed maturity  and  therefore
     are  considered  to  be  subject  to the  provisions  of  Statement  of
     Financial  Accounting  Standards  No.  115,  "Accounting  for   Certain
     Investments  in  Debt  and  Equity Securities"  (SFAS  115).   The  SSC
     preferred stock securities are considered outside the scope of SFAS 115
     and are accounted for at cost as they do not have a fixed maturity, are
     not  redeemable  by  Gold Kist, and do not have a readily  determinable
     fair value.

     In  October  2002, SSC notified the Association that, pursuant  to  the
     provisions  of the indenture under which the Association purchased  the
     capital  trust  securities,  SSC would  defer  the  quarterly  interest
     payment  due  on  October 5, 2002.  All subsequent  quarterly  interest
     payments  have  also  been deferred.  The terms of  the  capital  trust
     securities allow for the deferral of quarterly interest payments for up
     to 20 quarters, with any deferred payments bearing interest at 10.75%.

     As  a  result of the deferral of the interest payments, the Association
     followed  the  guidance of paragraph 16 of SFAS  115  and  reduced  the
     carrying value of the capital trust securities by $24.1 million with  a
     corresponding  charge  against margins from  operations  before  income
     taxes for the six months ended December 28, 2002.


                                                                      Page 6


     As  of December 31, 2003, SSC's total stockholders' and patrons' equity
     fell  below  the  Association's carrying value of the  preferred  stock
     investment, which the Company believes is a triggering event indicating
     impairment.  The Association valued the preferred securities based on a
     discounted  cash  flow approach and recorded an  "other-than-temporary"
     impairment  charge of $18.5 million for the three and six months  ended
     December 27, 2003.

     The  carrying  value  of  the  SSC securities was $57.3 million at June
     28, 2003 and $38.8 million on December 27, 2003.  As interest rates and
     market conditions change, the carrying value of the securities could be
     further  reduced.  Also, the proceeds from any future sale of  the  SSC
     securities could differ from these estimates.  If these events were  to
     occur,  they could have a material impact on results of operations  and
     financial position of the Association.

     Gold Kist is permitted to sell the SSC securities pursuant to applicable
     securities  regulations  and  the  terms  of  the  securities.  The SSC
     securities  are  classified  as  noncurrent assets - investments in the
     accompanying  consolidated balance sheets at June 28 and  December  27,
     2003.

9.   On  September  27,  2002,  the  Company  refinanced  and  extended  its
     Senior  Secured  Credit  Facility to include a $110  million  Revolving
     Credit  Facility  maturing November 2004 and a $95  million  Term  Loan
     maturing November 2005.  The interest rates on the facility range  from
     1.50% to 2.25% over the London Interbank Offered Rate (LIBOR), adjusted
     quarterly based  on the Association's financial condition.  Other terms
     and conditions were  essentially  unchanged.   The terms and conditions
     on  the  $45  million  five-year  Term Loan due November 2005 were also
     unchanged.

     In  February  2003,  the  Company amended  its  Senior  Secured  Credit
     Facility  and  entered into a Temporary Revolving  Credit  Facility  to
     provide  up  to  $35 million of incremental liquidity.   The  Temporary
     Revolving  Credit  Facility  matured on  September  30,  2003  with  no
     outstanding balance.

     At  December  27,  2003, the  Association  was  in  compliance  or  had
     obtained  waivers  for all applicable loan covenants under  its  credit
     facilities.

10.  The  Company  announced the closing of a poultry processing facility on
     September  3,  2003 and wrote down the carrying value  of  the  related
     assets  by  $2.5  million to the expected sales  price  less  costs  of
     disposal.   Additional charges of $1 million were  also  taken  in  the
     first  quarter of fiscal 2004, primarily related to employee  severance
     amounts,  which were paid during the quarter ended December  27,  2003.
     No  significant additional charges were taken in the second quarter  of
     fiscal 2004.

11.  Pension  expense  included  in  the statement  of  operations  was  $1.9
     million  and  $3.8 million for the three and six months ended  December
     27, 2003, respectively.   Pension expense included in the statement  of
     operations  was $55 thousand and $109 thousand for the  three  and  six
     months ended December 28, 2002, respectively.


                                                                      Page 7


     Effective January 1, 2004, the Association's qualified pension plan was
     prospectively amended.  For benefits earned in calendar 2004 and future
     years,  the basic pension formula was changed from 50% to 45% of  final
     average earnings, early retirement benefits were reduced, and the  lump
     sum  distribution option is no longer available.  The pension  benefits
     earned by employees through 2003 were unchanged.

     The  Association  anticipates an estimated  $10.0  million  of  pension
     settlement accounting expense in the six months ended June 26, 2004  as
     a  result  of  expected  lump  sum distribution  payments  to  electing
     retiring  employees exceeding service and interest cost  components  of
     pension  expense  in  the plan year.  There was no  pension  settlement
     accounting  expense  in the statements of operations  for  any  of  the
     periods ended December 2003 and 2002.

12.  Gold  Kist  is  a  party  to  various other  legal,  environmental  and
     administrative proceedings, all of which management believes constitute
     ordinary routine litigation incidental to the business conducted by the
     Company and are not material in amount.


                                                                      Page 8
ITEM 2.            MANAGEMENT'S DISCUSSION AND ANALYSIS
                 OF CONSOLIDATED RESULTS OF OPERATIONS
                        AND FINANCIAL CONDITION


General

After two decades of rapid growth, the broiler industry is maturing and  will
be  dependent on new and value-added product development, as well as expanded
export  opportunities for continued revenue growth.  Production and operating
efficiencies  will  also  be  necessary  for  increased  profitability.    In
addition,   the  industry  is  undergoing  consolidation  as  a   number   of
acquisitions  and mergers have occurred in the last five years.   The  market
share  of  the  top  five U.S. firms in terms of ready-to-cook  broiler  meat
production has increased from 49% to 59.8% during that period, and we  expect
this trend to continue.

The  industry  has experienced volatility in results of operations  over  the
last  five  years  and expects the volatility to continue in the  foreseeable
future.   Volatility  in results of operations is generally  attributable  to
fluctuations, which can be substantial, in broiler sales prices and  cost  of
feed  grains.   Broiler  sales  prices tend to fluctuate  due  to  supply  of
chicken,  viability of export markets, supply and prices of  competing  meats
and  proteins, animal health factors in the global meat complex  and  general
economic conditions.

According  to  the  USDA World Agricultural Outlook Board, the  forecast  for
calendar 2003 U.S. broiler meat production is 32.288 billion pounds, ready-to-
cook  weight,  which  is  a  0.91% increase from the  31.895  billion  pounds
produced  in  calendar  2002.   This  is the  smallest  increase  in  broiler
production  for  the  industry in recent history, and  has  led  to  improved
broiler  market  prices  in  the six-month period ended  December  27,  2003.
Heavier  bird  weights slightly offset lower egg sets and  chick  placements.
The  estimate  for  calendar 2004 broiler meat production  is  33.25  billion
pounds,  which is a 2.98% increase from the calendar 2003 forecast.   Subject
to  the  supplies of competing meats, the status of export markets and  other
factors,  we  believe  this  increase in supply, which  is  below  historical
averages  for years prior to 2003, should continue to contribute to  improved
broiler  sales prices in fiscal 2004 compared to average prices for the  year
ended  June  28, 2003.  However, current broiler sales prices are approaching
their  highest  levels since 1999 and are not expected to continue  at  these
levels.

Gold  Kist's  poultry export sales historically have been less  than  10%  of
total  net sales.  The poultry industry historically has exported 15% to  20%
of  domestic  production, principally dark meat products.  Any disruption  in
the  export  markets  can  significantly impact domestic broiler sales prices
due to excess domestic supply.  The Russian ban on the import of U.S. poultry
in  March 2002 depressed broiler sales prices through fiscal 2003 and coupled
with  higher  feed  costs resulted in the Company's net operating  losses  in
fiscal  2003.   The  lifting of the Russian ban on U.S. chicken  imports  and
implementation of an import quota system has brought stability to the  export
market  for U.S. chicken and has contributed to an improved supply and demand
balance  and  higher broiler sales prices in the first six months  of  fiscal
2004.
                                                                       Page 9

The  cost  of  feed  grains,  primarily corn  and  soybean  meal,  represents
approximately  fifty percent of total broiler production  costs.   Prices  of
feed grains fluctuate in response to worldwide supply and demand.   Corn  and
soybean  meal  prices increased in fiscal 2003 by 25% and 18%,  respectively,
due  to  stronger  worldwide demand and a reduced U.S. crop  due  to  weather
problems  in  grain producing areas.  Higher feed grain prices,  particularly
soybean meal, are expected to continue at least through fiscal 2004.

The   Company  believes  that  increasing  its  value-added  product   lines,
continuing to improve its cost structure and continuing its commitment to  an
unbranded  strategy  to  grow private label sales will  help  to  reduce  its
exposure  to  the  industry volatility of the past five  years  and  generate
higher  gross margins on a consistent basis.  The Association also  plans  to
increase  its base of longer-term capital and improve its financial leverage;
however, due to its cooperative structure, it does not have access to  equity
capital  markets  and has exposure to increases in interest  rates.   General
issues  such  as  increased  domestic and  global  competition  in  the  meat
industry,  heightened  concerns over the safety  of  the  U.S.  food  supply,
volatility  in  feed  grain commodity prices and export  markets,  increasing
government  regulation  over animal production and  animal  welfare  activism
continue as significant risks and challenges to the profitability and  growth
of the Company and the broiler industry.


                            RESULTS OF OPERATIONS


Net Sales Volume

Gold  Kist's  net  sales  volume  for the quarter  ended  December  27,  2003
increased 22.7% compared to the quarter ended December 28, 2002.  For the six-
month  period ended December 27, 2003, net sales volume increased 17.3%  from
$898  million  in  the  comparable period last year to $1.1  billion  in  the
current  year.   The  increase in net sales volume was due  primarily  to  an
approximate  14%  increase in average chicken sales  prices  and  to  a  1.2%
increase  in  pounds  of  chicken  sold.  An overall  strengthening  economy,
favorable production levels, improved export demand and higher prices in  the
beef  and pork meat sectors contributed to stronger demand and higher chicken
sales  prices in the 2003 periods.  Current diet trends emphasizing  low  fat
proteins such as chicken or fish have also favorably impacted product demand.

The  Association's export sales of $30.3 million and $48.7  million  for  the
three  and  six months ended December 27, 2003, respectively, were  112%  and
90.8%  higher  than the 2002 periods, due to substantially increased  prices,
the  resumption  of  shipments  to Russia and  increased  demand  from  other
countries.   An import quota system was negotiated and announced  by  Russian
officials  in December 2003.  The U.S. share of the total quota  was  771,900
tons  or  73.5%.   This  is below the U.S. levels of  imports  prior  to  the
embargo; however, increased demand from other countries has partially  offset
this  reduction.   The Company's export sales to Russia  increased  20.4%  in
pounds shipped and 89% in dollar value from $9.7 million in the December 2002
year-to-date  period  to  $18.3  million in the  December  2003  year-to-date
period.

                                                                      Page 10

Net Operating Margins (Loss)

The  Association had net operating margins of $39.2 million and $77.6 million
for  the three and six months ended December 27, 2003, respectively, compared
to  net  operating  losses  of $(33.5) million and  $(31.2)  million  in  the
comparable  periods  last  year.  The increase in operating  margins  in  the
December 2003 periods was due primarily to higher chicken selling prices  and
additional  pounds  sold  partially offset by higher feed  ingredient  costs,
principally  soybean  meal.  Soybean meal prices were 19.9%  higher  per  ton
during  the six-month period ended December 27, 2003 than the same  period  a
year  ago.    The  increased feed grain costs were  due  to  adverse  weather
conditions experienced late in the growing season.  The Company expects  that
higher  soybean meal prices will continue through at least the  remainder  of
the  fiscal year due to tighter supplies.  Cost of sales also included a $3.5
million  charge  to  write  down  the assets and  recognize  other  expenses,
primarily  employee severance amounts, related to the closing  of  a  poultry
processing facility announced in September 2003.

The  Association's  pork production operations were  breakeven  for  the  six
months  ended December 27, 2003 as compared to a net operating loss  of  $1.9
million  for  the  six months ended December 28, 2002.  The  improvement  was
attributable to improved hog market prices.

The  31.1% year-to-date increase in distribution, administrative and  general
expenses  was  principally due to incentive compensation accruals  associated
with  the net margins for the year-to-date December 2003 periods compared  to
the  net  losses in the December 2002 periods.  The Company also  experienced
higher benefit costs, principally pension expense and employee medical claims
during the first six months of fiscal 2004, which contributed to the increase
in these expenses.

Other Deductions

Other  deductions totaled $24.8 million and $28.0 million for the  three  and
six  months  ended December 27, 2003, respectively, compared to $8.5  million
and $38.1 million for the comparable periods last year.

In  October  2002,  Southern  States Cooperative,  Inc.  (SSC)  notified  the
Association that, pursuant to the provisions of the indenture under which the
Association  purchased  the capital trust securities,  SSC  would  defer  the
quarterly  interest  payment due on October 5, 2002.  Interest  payments  for
subsequent quarters have also been deferred.  The terms of the capital  trust
securities allow for the deferral of quarterly interest payments for up to 20
quarters, with the deferred payments bearing interest at 10.75%.  As a result
of  the  deferral  of  the  interest payments, the  Association  reduced  the
carrying  value  of  the capital trust securities by  $24.1  million  with  a
corresponding  charge included in other deductions for the six  months  ended
December 28, 2002.

As  of December 31, 2003, SSC's total stockholders' and patrons' equity  fell
below  the  Association's carrying value of the preferred  stock  investment,
which the Company believes is a triggering event indicating impairment.   The
Association valued the preferred securities based on a discounted  cash  flow
approach  and recorded an "other-than-temporary" impairment charge  of  $18.5
million  included  in  other deductions for the three and  six  months  ended
December 27, 2003.
                                                                      Page 11


As  interest  rates and market conditions change, the carrying value  of  the
securities could be further reduced.  Also, the proceeds from any future sale
of the securities could differ from these estimates.  If these events were to
occur,  they  could  have a material impact on the Association's  results  of
operations and financial position.

Interest  expense was $6.8 million and $14.4 million for the three  and  six-
month periods ended December 27, 2003, respectively, compared to $5.6 million
and  $11.7 million for the comparable periods last year. The increase in  the
quarter  and  year-to-date interest expense was due to higher  interest  rate
spreads  over  the  London  Interbank Offered Rate (LIBOR)  and  higher  fees
resulting from the February 2003 amendment to the Senior Credit Facility  and
the  arrangement of the Temporary Revolving Credit Facility that  matured  on
September 30, 2003.

Miscellaneous, net was income of $291 thousand and $4.5 million for the three
and six months ended December 27, 2003, respectively, compared to expense  of
$4.0  million and $3.7 million for the comparable periods last  year.   Gains
from  the  sale  of assets and from the settlement in August  2003  of  notes
receivable  that  exceeded  their  carrying  value  were  the  primary  items
accounting  for  the  December 2003 year-to-date income amounts.   The  notes
receivable  were  acquired from the parent corporation of the  other  general
partner  of a pecan processing and marketing partnership dissolved in January
2003.  A payment in December 2002 representing the Company's share of a legal
settlement  as  a former partner of Golden Peanut Company accounted  for  the
expense in the three and six months ended December 28, 2002.

Income  from  a hog grow-out joint venture with another regional  cooperative
was  $.4 million for the six months ended December 27, 2003 as compared to  a
loss  of  $.6  million  for the six months ended December  28,  2002  due  to
improved hog market prices.

Income Tax Expense (Benefit)

For  the  three  and  six months ended December 27, 2003,  the  Association's
combined  federal and state effective income tax rates used to calculate  the
tax  expense  of  the  margins  before income taxes  were  76.3%  and  45.8%,
respectively.   The increased effective tax rate over the federal  and  state
statutory rates for the three and six months ended December 27, 2003 was  due
to the deferred income tax valuation allowance established for the unrealized
capital  loss  resulting  from the write down  of  the  SSC  preferred  stock
investment.

The  combined effective rates for the three and six months ended December 28,
2002  were 33.3% and 21.8%, respectively.  The lower tax benefit on  the  net
loss  for  the  six months ended December 28, 2002 was due  to  the  deferred
income  tax  valuation allowance established for the unrealized capital  loss
resulting  from  the write down of the SSC capital trust securities.   Income
tax  expense  (benefit) for the periods presented reflects  income  taxes  at
statutory   rates   adjusted  for  available  tax  credits   and   deductible
nonqualified equity redemptions.

                                                                      Page 12


                       LIQUIDITY AND CAPITAL RESOURCES


The  Association's  liquidity is dependent upon  funds  from  operations  and
external sources of financing.  On September 27, 2002, the Company refinanced
and  extended  its Senior Secured Credit Facility to include a  $110  million
Revolving Credit Facility maturing November 2004 and a $95 million Term  Loan
maturing November 2005.  The interest rates on the facility ranged from 1.50%
to  2.25%  over the London Interbank Offered Rate (LIBOR), adjusted quarterly
based  on  the Association's financial condition.  Other terms and conditions
were essentially unchanged.  The terms and conditions on the $45 million five-
year Term Loan due November 2005 were also unchanged.

In  February 2003, the Company amended its Senior Secured Credit Facility and
arranged  a Temporary Revolving Credit Facility to provide up to $35  million
of incremental liquidity.  The Temporary Revolving Credit Facility matured on
September  30,  2003.  There was no outstanding balance under  the  Temporary
Facility at June 28 or September 30, 2003.

The  Association  also has $42.2 million in term loans  outstanding  with  an
agricultural  credit bank and $45.0 million in senior notes outstanding  with
an  insurance company.  The Association's senior notes, senior secured credit
facilities  and  term  loans  are  secured  by  substantially  all   of   the
Association's inventories, receivables, and property, plant and equipment.

Covenants  under  the  terms  of  the debt agreements  with  lenders  include
conditions that could limit short-term and long-term financing available from
various  external  sources.   The terms of debt  agreements  specify  minimum
consolidated   tangible  net  worth,  current  ratio   and   coverage   ratio
requirements,  as  well as a limitation on the total debt  to  total  capital
ratio.   The  debt  agreements place a limitation  on  capital  expenditures,
equity distributions, cash patronage refunds, commodity hedging contracts and
additional  loans, advances or investments and other items.  At December  27,
2003, the Association was in compliance with or had obtained waivers for  all
applicable loan covenants under its credit facilities.

For  the  first  six  months  of  fiscal 2004,  cash  provided  by  operating
activities was $85.8 million compared to cash used in operating activities of
$27.3 million for the first six months of 2003.  The increased cash flow  was
due  to  the strong operating results for the period as adjusted for non-cash
items,  principally  depreciation and  amortization, the  unrealized  loss on
investment and deferred income taxes.  Cash  used in financing activities for
the  six  months  ended December  2003  was  $73.4  million  compared to cash
provided  by  financing activities  for the six months ended December 2002 of
$50.8 million.   During  the  period, the  Company repaid outstanding debt of
$70.7 million,  including  scheduled  long-term  debt  amounts  and  payments
on  the  revolving  credit facility.   At  February 6, 2004, the  Association
had unused loan commitments of $84.9 million.

Working capital and patrons' and other equity were $181.9 million and  $210.0
million,  respectively, at December 27, 2003 compared to $210.2  million  and
$183.9 million, respectively, at June 28, 2003.  The reclassification of  the
Revolving  Credit  Facility  from  long-term  debt  to  a  current  liability
effective  November  2003 resulted in the reduction  in  working  capital  at
December  27,  2003  from June 28, 2003.  At December 27,  2003,  the  amount
outstanding  under  the  Revolving Credit  Facility  was  $20  million.   The
increase in patrons' and other equity reflects the net margins for the  first
half of 2004 partially offset by  $2.7 million of equity redemptions.

                                                                      Page 13

In August 2003, the Board of Directors of the Association suspended the early
cashing of notified equity at the request of the holder, but will continue to
pay  the full face value of notified equity to the estates of deceased equity
holders,  subject to a board imposed $4.0 million limitation on total  equity
cashings  in  2004.   The redemption of patrons' equity  is  subject  to  the
discretion of the Board of Directors.

The  Association has spent approximately $9.8 million in capital expenditures
in  the  six  month period ended December 27, 2004 and expects  to  spend  an
additional  $35  million in the last six months of fiscal 2004  that  include
expenditures  for expansion of further processing capacity and  technological
advances in poultry production and processing.  In addition, planned  capital
expenditures  include  other asset improvements and  necessary  replacements.
Management  intends to finance planned 2004 capital expenditures and  related
working  capital  needs  with existing cash balances,  cash  expected  to  be
provided from operations and additional borrowings, as needed.

In  response  to  adverse operating conditions in fiscal  2003,  the  Company
instituted  a  cost  reduction plan freezing pay levels, reducing  staff  and
overtime,  implementing  employee  benefit plan  reductions/eliminations  and
selling  certain non-operating assets.  The Company continues to analyze  all
aspects  of  its  business  and may consider additional  cost  reductions  or
operational changes necessary to maintain its cost competitiveness.

Effective  January  1,  2004, the Association's qualified  pension  plan  was
prospectively  amended.   For benefits earned in  calendar  2004  and  future
years, the basic pension formula was changed from 50% to 45% of final average
earnings,  early  retirement  benefits  were  reduced,  and  the   lump   sum
distribution option is no longer available.  The pension benefits  earned  by
employees through 2003 were unchanged.  As a result of these amendments,  the
projected  pension plan contribution commencing in calendar 2005 was  reduced
from $7 million estimated at July 2003 to $4 million.

The  Association  expects  to  have an estimated  $10.0  million  of  pension
settlement  accounting expense in the six months ending June 26,  2004  as  a
result  of  expected  lump  sum distribution payments  to  electing  retiring
employees  exceeding service and interest cost components of pension  expense
in  the plan year.  There was no pension settlement accounting expense in the
statements of operations for any of the periods ended December 2003 and 2002.

In  connection with the sale of assets of its Agri-Services business  to  SSC
during  1999,  Gold  Kist  discontinued  the  sale  of  Subordinated  Capital
Certificates.  The Association believes cash on hand and cash equivalents  at
December  27,  2003  and  cash expected to be provided  from  operations,  in
addition to borrowings available under committed credit arrangements, will be
sufficient  to maintain cash flows adequate for the Association's operational
objectives  over  the  next  twelve months  and  to  fund  the  repayment  of
outstanding Subordinated Certificates as they mature.

Due  in  part to the $45 million term loan and $80 million of the $95 million
term  loan  maturing  in November 2005, the Company is considering  long-term
debt financing alternatives.  The Company is also in process of negotiating a
new  three-year revolving credit agreement with its bank group to replace its
current credit facility maturing November 2004.


                                                                      Page 14

Important Considerations Related to Forward-Looking Statements

The  statements contained in this report regarding our future  financial  and
operating  performance and results, business strategy, market prices,  future
commodity  price  risk management activities, plans and forecasts  and  other
statements  that are not historical facts are forward-looking statements,  as
defined  in  Section  27A  of  the Securities Act  and  Section  21E  of  the
Securities  Exchange  Act of 1934, as amended. We have based  these  forward-
looking  statements on our current assumptions, expectations and  projections
about future events.

We   use   the  words  "may,"  "will,"  "expect,"  "anticipate,"  "estimate,"
"believe," "continue," "intend," "should," "would," "could", "plan," "budget"
and  other  similar words to identify forward-looking statements. You  should
read  statements  that  contain these words carefully  because  they  discuss
future  expectations, contain projections of results of operations or of  our
financial  condition and/or state other "forward-looking" information.  These
statements  may  also involve risks and uncertainties that  could  cause  our
actual results of operations or financial condition to materially differ from
our expectations in this offering circular, including, but not limited to:

 - fluctuations in the cost and availability of raw materials, such as feed
   ingredients;
 - changes in the availability and relative costs of labor and contract
   growers;
 - market conditions for finished products, including competitive factors
   and the supply and pricing of alternative meat proteins;
 - effectiveness of our sales and marketing programs;
 - disease outbreaks affecting broiler production and/or marketability of
   our products;
 - contamination of products, which can lead to product liability and
   product recalls;
 - access to foreign markets together with foreign economic conditions;
 - acquisition activities and the effect of completed acquisitions;
 - pending or future litigation;
 - the ability to obtain additional financing or make payments on our debt;
 - regulatory developments, industry conditions and market conditions; and
   general economic conditions.

Any   forward-looking  statements  in  this  report  are  based  on   certain
assumptions and analysis made by us in light of our experience and perception
of  historical  trends, current conditions, expected future developments  and
other   factors   that  we  believe  are  appropriate   under   the   current
circumstances. However, events may occur in the future that we are unable  to
accurately  predict,  or  over  which we  have  no  control.  Forward-looking
statements  are not a guarantee of future performance and actual  results  or
developments  may  differ  materially from expectations.  You  are  therefore
cautioned not to place undue reliance on such forward-looking statements.  We
do  not  intend  to update any forward-looking statements contained  in  this
document.  When considering our forward-looking statements, also keep in mind
the risk factors and other cautionary statements in reports that we file with
the SEC.

                                                                      Page 15


Effects of Inflation

The  major factors affecting the Association's net sales volume and  cost  of
sales  are  the commodity market prices for broilers, hogs and  feed  grains.
The  prices of these commodities are affected by world market conditions  and
are  volatile  in  response to supply and demand, as well  as  political  and
economic  events.   The  price  fluctuations  of  these  commodities  do  not
necessarily  correlate  with  the  general inflation  rate.   Inflation  has,
however, affected operating costs such as labor, energy and material costs.

New Accounting Pronouncements

In  May  2003,  the  Financial  Accounting Standards  Board  ("FASB")  issued
Statement of Financial Accounting Standards ("SFAS") No. 150, "Accounting for
Certain  Financial  Instruments  with  Characteristics  of  Liabilities   and
Equity,"  which  is  effective at the beginning of the first  interim  period
beginning  after June 15, 2003.  SFAS No. 150 establishes standards  for  the
classification  of  financial instruments in financial statements  that  have
characteristics  of  both  liabilities and equity.   Any  redemption  of  the
Company's  patrons'  equity  is subject to the discretion  of  the  Board  of
Directors and is not mandatorily redeemable.

In  January  2003,  the FASB issued Interpretation No. 46, "Consolidation  of
Variable Interest Entities, an interpretation of Accounting Research Bulletin
No. 51" (FIN 46), as amended in December 2003.  This interpretation addresses
the  consolidation by business enterprises of variable interest  entities  as
defined   in   the   interpretation.   Generally,  the  provisions   of   the
Interpretation are effective in the first interim period ending  after  March
15,  2004.   The  Company  is in process of evaluating  the  impact  of  this
interpretation  and  does not expect a significant impact  on  the  Company's
consolidated financial statements.

In  May  2003, the Emerging Issues Task Force ("EITF") of the FASB reached  a
consensus  on  Issue  01-08, "Determining Whether an Arrangement  Contains  a
Lease."   If  an  arrangement contains a lease in accordance  with  the  EITF
guidance, the timing of the expense and recognition in the balance sheet  (if
a  capital  lease) and disclosures could be affected.  The EITF is applicable
to  all  arrangements agreed to or modified in fiscal periods after  May  28,
2003.    The  effect  of this EITF is not material to the Company  for  those
arrangements entered into or modified in the first six months ended  December
27, 2003.

In  April 2003, the FASB issued SFAS No. 149, "Amendment of Statement 133  on
Derivative Instruments and Hedging Activities."  This statement does not have
a material impact on the Company's consolidated financial statements.

Critical Accounting Policies

The  preparation  of the Company's Consolidated Financial Statements requires
the use of estimates and assumptions.  These estimates and assumptions affect
the  reported amounts of assets and liabilities at the date of the  financial
statements  and  the  reported amounts of revenues and  expenses  during  the
fiscal  years  presented.  The following is a summary of  certain  accounting
policies considered to be critical by the Company.

                                                                      Page 16

Valuation of Investments - The Company has an investment in the preferred and
capital  trust  securities of Southern States Cooperative, Inc.  (SSC).   The
Company  has  accounted for the capital trust securities  as  "available  for
sale"  securities  under the provisions of Statement of Financial  Accounting
Standards  No. 115 "Accounting for Certain Debt and Equity Securities"  (SFAS
115).   The  capital  trust securities are reflected at an  approximate  fair
value  based  on  discounted  cash flows using  interest  rates  for  similar
securities.   As a result, changes in interest rates or credit worthiness  of
SSC  would  impact  the approximate fair value.  The preferred  stock  is  an
equity security that does not have a readily determinable market value and is
carried   at   cost  and  periodically  assessed  for  "other-than-temporary"
impairments.

As  interest rates and market conditions change, the carrying values  of  the
securities  could  be reduced.  Also, the proceeds from any  future  sale  of
these securities could differ from these estimates.  These events could  have
a  material  impact on results of operations and financial  position  of  the
Company.

Allowance  for  Doubtful  Accounts - The Company's management  estimates  the
allowance  for  doubtful  accounts based on an  analysis  of  the  status  of
individual  accounts.  Factors such as current overall economic and  industry
conditions, historical customer performance and current financial  condition,
collateral  position  and  delinquency trends  are  used  in  evaluating  the
adequacy  of  the allowance for doubtful accounts.  Changes in  the  economy,
industry  and  specific  customer conditions may require  adjustment  to  the
allowance amount recorded by the Company.

Accrued Self-Insurance Costs - The Company is self-insured for certain losses
related   to  property,  fleet,  product  and  general  liability,   worker's
compensation and employee medical benefits.  Stop loss coverage is maintained
with  third  party  insurers  to limit the total  exposure  to  the  Company.
Estimates  of  the ultimate cost of claims incurred as of the  balance  sheet
date  are accrued based on historical data and estimated future costs.  While
the  Company believes these estimates are reasonable based on the information
available,  actual costs could differ and materially impact  the  results  of
operations and financial position.

Employee  Benefits  -  The Company incurs various employment-related  benefit
costs  with  respect  to  qualified and nonqualified  pensions  and  deferred
compensation plans.  Assumptions are made related to discount rates  used  to
value  certain liabilities, assumed rates of return on assets in  the  plans,
compensation increases, employee turnover and mortality rates.   The  Company
utilizes  third  party  actuarial firms to assist management  in  determining
these assumptions.  Different assumptions could result in the recognition  of
differing amounts of expense over different periods of time.

Income Taxes - The Company accounts for income taxes in accordance with  SFAS
No.  109,  "Accounting for Income Taxes," which requires  that  deferred  tax
assets  and  liabilities  be  recognized for  the  tax  effect  of  temporary
differences between the financial statement and tax basis of recorded  assets
and  liabilities  at  current tax rates.  SFAS No.  109  also  requires  that
deferred tax assets be reduced by a valuation allowance if it is more  likely
than  not  that  some portion or all of the deferred tax asset  will  not  be
realized.  The recoverability of the tax assets recorded on the balance sheet
is   based  on  both  historical  and  anticipated  earnings  levels  of  the
Association  and  is  reviewed  to  determine  if  any  additional  valuation
allowance is necessary when it is more likely than not that amounts will  not
be recovered.

                                                                      Page 17

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISKS

Market Risk

The  principal market risks affecting the Association are exposure to changes
in  broiler and commodity prices and interest rates on borrowings.   Although
the  Company  has  international sales and related accounts  receivable  from
foreign  customers, there is no foreign currency exchange risk as  all  sales
are denominated in United States dollars.

Commodities Risk

The  Association is a purchaser of certain agricultural commodities used  for
the manufacture of poultry feeds.  The Association uses commodity futures and
options  for  economic  hedging purposes to reduce  the  effect  of  changing
commodity  prices  on operations and to ensure supply of  a  portion  of  its
commodity  inventories  and  related  purchase  and  sales  contracts.   Feed
ingredients  futures and option contracts, primarily corn and  soybean  meal,
are  accounted  for at fair value.  Changes in fair value on these  commodity
futures  and  options  are recorded as a component of  product  cost  in  the
consolidated  statements of operations.  Terms of the  Association's  secured
credit  facility limit the use of forward purchase contracts and  commodities
futures and options transactions.  At December 27, 2003, the notional amounts
and fair value of the Association's outstanding commodity futures and options
positions were not material.

Feed  ingredient  purchase  commitments for corn  and  soybean  meal  in  the
ordinary course of business were $270.8 million at December 27, 2003.   These
commitments  include  both  priced  and unpriced  contracts.   Unpriced  feed
ingredient commitments are valued at market for the month of delivery  as  of
December  27, 2003.  Based on estimated annual feed usage, a 10% increase  in
the  weighted average cost of feed ingredients would increase annualized cost
of sales by an estimated $60 million.

Interest Rate Risk

The  Association  has exposure to changes in interest rates on  certain  debt
obligations.   The  interest  rates on the Senior Secured  Credit  facilities
fluctuate based on the London Interbank Offered Rate (LIBOR), as well as  the
Association's  financial  condition.  A 1% change  in  LIBOR  would  increase
annual interest expense by an estimated $2.0 million.

ITEM 4.  CONTROLS AND PROCEDURES

An  evaluation was performed under the supervision and with the participation
of  the  Company's  management, including the President and  Chief  Executive
Officer   ("CEO"),  and  the  Chief  Financial  Officer   ("CFO"),   of   the
effectiveness  of  the  design  and operation  of  the  Company's  disclosure
controls and procedures.  Based on that evaluation, the Company's management,
including  the  CEO  and  the CFO, concluded that  the  Company's  disclosure
controls  and procedures as of the end of the period covered by this  report,
were  effective  in  timely bringing to their attention material  information
related  to  the  Company required to be included in the  Company's  periodic
Securities and Exchange Commission filings.  There has not been any change in
the  Company's internal control over financial reporting that occurred during
the Company's most recent fiscal quarter that has materially affected, or  is
reasonably  likely  to materially affect, the registrant's  internal  control
over financial reporting.


                                                                   Page 18

                         PART II:  OTHER INFORMATION


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

    (a) Exhibits

         Designation of Exhibit in this Report  Description of Exhibit

         B-31                                   Section 302, Sarbanes-
                                                Oxley Act, Certifications

         B-32                                   Section 906, Sarbanes-
                                                Oxley Act, Certifications

    (b) Reports  on  Form 8-K.  Gold Kist has not filed any reports  on  Form
        8-K during the three months ended December 27, 2003.


                                 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.

                                              GOLD KIST INC.
                                               (Registrant)



Date     February 10, 2004
                                               John Bekkers
                                          Chief Executive Officer
                                        (Principal Executive Officer)




Date     February 10, 2004
                                               Stephen O. West
                                    Treasurer and Chief Financial Officer
                                        (Principal Financial Officer)



                                                                  Page 18

                         PART II:  OTHER INFORMATION


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

    (a) Exhibits

         Designation of Exhibit in this Report  Description of Exhibit

         B-31                                   Section 302, Sarbanes-
                                                Oxley Act, Certifications

         B-32                                   Section 906, Sarbanes-
                                                Oxley Act, Certifications

    (b) Reports  on  Form 8-K.  Gold Kist has not filed any reports  on  Form
        8-K during the three months ended December 27, 2003.


                                 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.

                                              GOLD KIST INC.
                                               (Registrant)



Date     February 10, 2004                 /s/ John Bekkers
                                               John Bekkers
                                          Chief Executive Officer
                                        (Principal Executive Officer)




Date     February 10, 2004                 /s/ Stephen O. West
                                               Stephen O. West
                                    Treasurer and Chief Financial Officer
                                        (Principal Financial Officer)



