Form 12b-25
[As last amended in Release No.34-31905, February 23, 1993, 58  F
 .R. 14628.]
            U.S. SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                          FORM 12b-25
                  NOTIFICATION OF LATE FILING

                          (Check One):
  [ ] Form 10-K  [ ] Form 20-F  [ ] Form 11-K  [X] Form 10-Q  [ ]
Form N-SAR
     For Period Ended:   June 17, 1995
  [ ]Transition Report on Form 10-K
  [ ]Transition Report on Form 20-F
  [ ]Transition Report on Form 11-K
  [ ]Transition Report on Form 10-Q
  [ ]Transition Report on Form N-SAR
  For the Transition Period Ended:

  Read  Attached Instruction Sheet Before Preparing Form.  Please
  Print or Type.
  Nothing  in  this  form shall be construed to  imply  that  the
  Commission has verified any information contained herein.


  If  the notification relates to a portion of the filing checked
  above,  identify the Item(s) to which the notification relates:
  ...............................

 .................................................................
 .............


  Part I-Registrant Information


     Full Name of Registrant       HOMELAND HOLDING CORPORATION

     Former Name if Applicable

     Address of Principal Executive Officer (Street and Number)

                               2601 N.W. Expressway, Oil Center East

     City, State and Zip Code: Oklahoma City, Oklahoma 73112


  Part II-Rules 12b-25 (b) and (c)


  If  the  subject report could not be filed without unreasonable
  effort  or expense and the registrant seeks relief pursuant  to
  Rule  12b-25(b), the following should be completed. (Check  box
  if appropriate)

          [X]  (a) The reasons described in reasonable detail  in
          Part  III of this form could not be eliminated  without
          unreasonable effort or expense;

          [X]  (b) The subject annual report, semi-annual report,
          transition report on Form 10-K, Form 20-F, 11-K or Form
          N-SAR,  or  portion thereof will be filed on or  before
          the fifteenth calendar day following the prescribed due
          date;  or  the  subject quarterly report or  transition
          report  on Form 10-Q, or portion thereof will be  filed
          on  or  before  the  fifth calendar day  following  the
          prescribed due date; and

          [  ]   (c)  The accountant's statement or other exhibit
          required  by  Rule  12b-25(c)  has  been  attached   if
          applicable.



Part III-Narrative


State below in reasonable detail the reasons why Form 10-K, 20-F,
11-K,  10-Q,  N-SAR or the transition report or  portion  thereof
could not be filed within the prescribed time period.

  The  Registrant  does  not  have available  all  the  financial
  information  necessary to complete the Financial Statement  and
  Management's Discussion and Analysis sections of the Form 10-Q.


Part IV-Other Information



(1)  Name and telephone number of person to contact in regard  to
     this    notification

     Terry Marczewski         (405)          879-8605
     (Name)            (Area Code) (Telephone Number)

(2)  Have all other periodic reports required under section 13 or
     15(d)  of the Securities Exchange Act of 1934 or section  30
     of  the  Investment Company Act of 1940 during the preceding
     12 months or for such shorter period that the registrant was
     required  to file such report(s) been filed?  If the  answer
     is no, identify report(s).

                         [X] Yes        [ ] No

                             Page 2

(3)  Is  it anticipated that any significant change in results of
     operations from the corresponding period for the last fiscal
     year  will  be  reflected by the earnings statements  to  be
     included in the subject report or portion thereof?

                         [X] Yes        [ ] No

   If  so: attach an explanation of the anticipated change,  both
narratively  and quantitatively, and, if appropriate,  state  the
reasons why a reasonable estimate of the results cannot be made.

  It  is  estimated that the Registrant's net sales  for  the  24
  weeks  ended  June  17,  1995 will  be  11.5%  lower  than  the
  corresponding  period in 1994 due to increased  competition  in
  the  Company's market area as well as the sale of 29 stores  to
  Associated  Wholesale Grocers and the closure of an  additional
  7  stores.   It  is  estimated that the Registrant's  operating
  loss  for  24  weeks ending June 17, 1995 will be $7.6  million
  compared  to  an  operating profit  of  $2.2  million  for  the
  corresponding period in 1994.  The primary reason for the  loss
  is  the continuation of restructuring costs in connection  with
  the  sale  of  the  Registrant's warehouse  and  29  stores  to
  Associated   Wholesale  Grocers, Inc. which  closed  April  21,
  1995,  and the planned closing of certain stores in  1995.   In
  addition,  interest expense is 3.2% higher  than  1994  due  to
  higher interest rates in 1995.


                  HOMELAND HOLDING CORPORATION

          (Name of Registrant as specified in charter)

has  caused this notification to be signed on its behalf  by  the
undersigned thereunto duly authorized.


Date:  August 1, 1995    By:  Terry Marczewski
                         Terry Marczewski, Chief Accounting Officer



















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