Schedule 14A Information
                      Proxy Statement
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              Securities Exchange Act of 1934
                   (Amendment No. ____)
                         
                         
                         
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                              ERLY INDUSTRIES INC.
                              --------------------
                 (Name of Registrant as Specified In Its Charter)
                         

                              ERLY INDUSTRIES INC.
                              --------------------
                   (Name of Person(s) Filing Proxy Statement)
                         

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 1
                          
                          
                           ERLY INDUSTRIES INC.
                      10990 WILSHIRE BOULEVARD, #1800
                       LOS ANGELES, CALIFORNIA  90024


August 19, 1997


Dear Fellow Shareholder:

We have been notified that Noble Trenham and his firm, First Global 
Securities, Inc., of Pasadena, California, and Nanette Kelley and her
companies, The Powell Group and Farmers Rice Milling Company, of Baton 
Rouge, Louisiana, are attempting to take control of ERLY.  

They intend to solicit votes from shareholders to remove all of the 
current directors and replace them with their own slate of directors. 
You will be hearing more on this prior to the annual meeting of 
shareholders on September 26--presumably from the Trenham Group and 
certainly from us, the management of your Company.

We urge you: DO NOT SIGN ANY CONSENT FORM OR PROXY MATERIALS THAT MAY 
BE SENT TO YOU BY THE TRENHAM GROUP until you have received from the 
Company - and had time to consider - a notice of the annual meeting of 
shareholders, a proxy statement, a proxy card, and the 1997 Annual Report.  
You can expect to receive these materials shortly.

Mr. Trenham and his firm own twelve shares of stock of ERLY.  Ms. Kelley 
and her company own 3.8% of the outstanding shares of ERLY which they 
purchased several months ago with Mr. Trenham's assistance.  Ms. Kelley's 
company has agreed to pay Mr. Trenham's firm $505,000 plus expenses if they 
succeed in removing the current directors of ERLY.

The current officers and directors of ERLY have made significant personal 
investments totaling approximately 38% of the outstanding shares of ERLY.  
The current directors of ERLY are Doug Murphy, Bill Burgess, Bill McFarland, 
Al Wiener and myself, Gerry Murphy.  During the years in which I have had 
the privilege of serving as chief executive officer of ERLY, it has grown 
from first-year sales of $5 million to current annual sales of over $600 
million.

This is not the first time that Mr. Trenham has attempted to take control
of ERLY.  In 1989, he, First Global Securities, Inc., Mark Hungerford
and Gary Driggs (who is supporting the Trenham Group's current takeover 
effort based on documents we have obtained), with collective share holdings 
of approximately 5% at the time, planned, but quickly abandoned, a proxy 
contest for election of directors.  Before that, in 1987, Mr. Trenham was 
sued by the United States Securities and Exchange Commission and was 
permanently enjoined by the United States District Court from violating 
federal securities laws as a result of actions relating to at least eight 
other publicly-held companies.  Since then, in 1994, Mr. Driggs, the 
former head of Arizona's second-largest thrift, Western Savings, was 
indicted on federal charges of fraud, conspiracy and misapplication of 
funds stemming from the collapse of that thrift in 1989.  He pleaded 
guilty to two felony counts in July 1995.


 2

In furtherance of the Trenham Group's efforts to gain control of the 
Company and to discredit current management, Ms. Kelley and her company 
recently filed a lawsuit against me and my son, Doug.  We believe that 
there is no merit to this recent lawsuit and that its sole purpose is 
tactical, namely, to attempt to malign current management as part of 
the Trenham Group's renewed effort to take control of the Company for 
their own benefit.

Here are a few additional issues you may wish to think about when you 
read the paperwork we expect you to receive from the Trenham Group:

   1.  They plan to spend $750,000 in connection with their takeover 
       attempt and, if they win control of ERLY, will have ERLY 
       reimburse them for their expenditures without even asking for 
       shareholder approval.  Most of that money, $505,000 plus expenses, 
       will go to Mr. Trenham's firm.  Your Company cannot afford that 
       kind of expenditure, not to mention the impact that payment would 
       have on earnings and stock value.

   2.  They intend to install Ms. Kelley as chief executive officer and 
       John Spain (one of Ms. Kelley's employees) as managing director of
       ERLY if they win control.  Until two years ago, Mr. Spain was 
       manager of a television station in Baton Rouge.  He has never run 
       a company like ERLY.  Ms. Kelley, who is 38 years old, inherited 
       her family-owned company following the death of her father a few 
       years ago.  She also has never run a company like ERLY.

   3.  They have said they may dispose of part of the ERLY business, 
       relocate its rice business from Houston, Texas, to Baton Rouge, 
       Louisiana, and may combine ERLY's operations with Ms. Kelley's 
       company's rice-milling subsidiary.  The success of ERLY, like that 
       of all companies, is totally dependent on the skill, experience, 
       and dedication of its people and the relations of its people with 
       customers and suppliers. 

We will shortly seek your continued support by asking for your proxy for
the annual meeting.  We will have more to say in our proxy statement on 
the Trenham Group and their qualifications (or lack thereof) to run a
$600 million, international, diversified, publicly traded agribusiness.  
In the meantime, we hope you will ignore the rhetoric of the Trenham
Group and resist their solicitation until you have had time to consider
what is truly in your best interests as a shareholder of ERLY Industries.


    Sincerely,


/S/ Gerald D. Murphy
    ----------------
    Gerald D. Murphy
    Chairman and Chief Executive Officer