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                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C. 20549

                         SCHEDULE 13G

          Under the Securities Exchange Act of 1934
                       (Amendment No. 1)


                    Valuevision International, Inc.
                         (Name of Issuer)

                       CLASS A COMMON STOCK

- ---------------------------------------------------------------------------

                 (Title of Class of Securities)

                           92047K107
                         (CUSIP Number)



Check the following box if a fee is being paid with the statement /  /.  (A
fee is not required only if the reporting 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 disclosures provided in a prior cover page.

The information required on 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).



SEC 1746 (12-91)


SCHEDULE 13G

CUSIP No. 92047K107                            Page 2 of 5 Pages

- ---------------------------------------------------------------------------
1  NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON

SNYDER CAPITAL MANAGEMENT, INC.
- ---------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*(a)/  /
                                                    (b)/  /
- ---------------------------------------------------------------------------
3  SEC USE ONLY
- ---------------------------------------------------------------------------
4  CITIZENSHIP OR PLACE OF ORGANIZATION

     CALIFORNIA
- ---------------------------------------------------------------------------
      NUMBER OF          5    SOLE VOTING POWER
       SHARES                 221,000
    BENEFICIALLY         --------------------------------------------------
      OWNED BY           6    SHARED VOTING POWER
        EACH                  2,748,600
      REPORTING          --------------------------------------------------
       PERSON            7    SOLE DISPOSITIVE POWER
        WITH                  221,000
                         --------------------------------------------------
                         8    SHARED DISPOSITIVE POWER
                              3,001,000
- ---------------------------------------------------------------------------
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     3,222,000
- ---------------------------------------------------------------------------
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*  
     / /
- ---------------------------------------------------------------------------
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
     11.2%
- ---------------------------------------------------------------------------
12   TYPE OF REPORTING PERSON*
     IA
- ---------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!

SCHEDULE 13G

CUSIP No. 92047K107                                Page 3 of 5 Pages

ITEM 1.

     (a)  The name of the issuer is Valuevision International, Inc. ("VII")

     (b)  The principal executive office of VII is located at 6740 Shady Oak
Road, Minneapolis, MN  55344-3433.

ITEM 2.

     (a)  The name of the person filing this statement is Snyder Capital
Management, Inc. ("SCM").

     (b)  The principal business office of SCM is located at 350 California
Street, Suite 1460, San Francisco, CA  94104.

     (c)  SCM is a California corporation. 

     (d)  This statement relates to shares of Class A Common Stock of VII
(the "Stock").

     (e)  The CUSIP number of the Stock is 92047K107.


ITEM 3.  IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A:

     (a)  /  /  Broker or Dealer registered under Section 15 of the Act.

     (b)  /  /  Bank as defined in section 3(a)(6) of the Act.

     (c)  /  /  Insurance Company as defined in section 3(a)(19) of the Act. 

     (d) / /  Investment Company registered under section 8 of the Investment
Company Act.

     (e)  /XX/  Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940.

     (f)  /  /  Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974 or
Endowment Fund; see section 240.13d-1(b)(1)(ii)(F).

     (g)  /  /  Parent Holding Company, in accordance with section 240.13d-
1(b)(1)(ii)(G)  

     (h)  Group, in accordance with section 240.13d-1(b)(1)(ii)(H)

SCHEDULE 13G

CUSIP No. 92047K107                             Page 4 of 5 Pages

ITEM 4.  OWNERSHIP.

         (a)     SCM beneficially owns 3,222,000 shares of the Stock.

         (b)     SCM beneficially owns 11.2% of the Stock outstanding.

         (c)     (i)     SCM has the sole power to vote or to direct the vote
of 221,000 shares of the Stock.

                 (ii)    SCM has the shared power to vote or to direct the
vote of 2,748,600 shares of the Stock.

                 (iii)   SCM has the sole power to dispose or to direct the
disposition of 221,000 shares of the Stock.

                 (iv)    SCM has the shared power to dispose or to direct the
disposition of 3,001,000 shares of the Stock.


ITEM 5.  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following /  /.

Instruction:  Dissolution of a group requires a response to this item.


ITEM. 6.  OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

SCM is a registered investment adviser whose clients have the right to
receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, the Stock.  No individual client's holdings of the Stock
are more than 5 percent of the class.


ITEM 7.  IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

Not applicable.

ITEM 8.  IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

Not applicable.



SCHEDULE 13G

CUSIP No. 92047K107                                Page 5 of 5 Pages


ITEM 9.  NOTICE OF DISSOLUTION OF GROUP

Not applicable.

ITEM 10.  CERTIFICATION

By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.

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.

DATED:     February 12, 1997

SNYDER CAPITAL MANAGEMENT, INC.


By:  _________________________________
     Steven J. Block, Vice President
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