Form 6K

Items	3Q02	3Q01	Change	Comments
Interest expense	138	141	(3)	Lower debt effect, partially offset by a higher exchange rate.
Interest income	(13)	(12)	(2)	Higher average cash balances, which more than offset the decline in domestic interest rates.
FX loss (gain)	28	92	(64)	Higher peso devaluation in 3Q01 than in 3Q02.
Monetary position loss (gain)	(11)	(15)	4	Lower net monetary liability position, which resulted mainly from lower debt.
Total	141	(207)	(65)

Other Expenses, Net
Other expenses, net, resulted in an expense of Ps 29 million, Ps 121 million higher than in the same period last year, driven by the completion during the first half of 2002 of amortization of deferred assets related to excess of book value over cost of the acquisition of MONACA.

Taxes and Employees' Profit Sharing
Taxes and employees' profit sharing of Ps 146 million were 34% higher than in 3Q01, due primarily to

Associated Companies
GRUMA's share of net income in unconsolidated associated companies (Grupo Financiero Banorte (''Banorte'') represented Ps 97 million, Ps 80 million more than in 3Q01, due to

Majority Net Income
GRUMA's total net income was Ps 166 million. The company reported majority net income of Ps 121 million, which was Ps 85 million higher than in the same period last year due mainly to higher operating profit.

Tortilla volume increased 2%, driven by greater foodservice sales due to

The aforementioned resumption in yellow corn production,

Increased exports to foreign markets,

Increased business due to acquisitions made by a large customer to which Gruma Corporation is a preferred supplier, and

Two new business relationships, begun during the quarter, with key restaurant chains based in the Midwest.

Higher-priced corn,
Higher fixed overhead due to additional depreciation from expansions in corn flour capacity made during 2Q02,
Higher warehousing expenses due to a combination of internal inflation (i.e. insurance costs) and additional man-hours worked, and
Increase in raw material costs due to product mix in the tortilla business.

In absolute terms, cost of sales increased 5%, due largely to a combination of higher volume and the aforementioned cost increases.

A 3% decline in bulk sales resulting from GIMSA's ongoing effort to retain only those customers with good credit profiles. The company is continuing to focus on improving sales to these customers and to provide incentives for them to increase the percentage of corn flour in their raw material mix.
A 2% decline in one-kilogram consumer retail package sales. This segment continues to be affected by lower sales to DICONSA (the Mexican government's social welfare and distribution program) due to budgetary constraints.

Net sales were 4% lower, reflecting the decline in volume and, to a lesser extent, lower prices.

Cost of sales declined 3% due to lower sales volume.
Cost of sales as a percentage of net sales increased 60 basis points from 69.7% to 70.3%, reflecting

Higher costs associated with higher nutritional levels in new corn flour products,
Lower absorption of fixed costs, and
A slight decline in corn flour prices due to the competitive environment.

SG&A increased 1% due to higher selling and marketing expenses in connection with GIMSA's new commercial strategy oriented toward resuming volume growth.

Operating income declined 16% and operating margin decreased to 10.6% from 12.1%.

For additional information, see GIMSA ''Management's Discussion and Analysis of Results of Operations and Financial Condition for the Third Quarter 2002,'' available through GRUMA's website, www.gruma.com, and through GIMSA's website, www.gimsa.com.

Overall volume increased 2% driven by a 9% increase in corn flour volume, which was partially offset by a 7% decline in wheat flour volume.
The 9% rise in corn flour volume was the result of additional volume related to private-label production.
The 7% decline in wheat flour volume derived from lower per-capita consumption due to lower consumer purchasing power coupled with higher prices. Like most of the participants in the Venezuelan economy, GRUMA implemented strong price increases in bolivar terms throughout the year (in connection with higher wheat cost in bolivar terms) in order to offset the negative impact of the bolivar devaluation.

Net sales declined 2%, reflecting the devaluation effect of the bolivar over the effect of price increases in bolivar terms.

Cost of sales as a percentage of net sales improved to 69.9% from 75.9%, due to lower cost of corn, most of which had been purchased in the domestic market by the end of 2001. Cost of corn on a per-ton basis in bolivar terms has increased at a much lower rate than have corn flour prices. In absolute terms, cost of sales declined 10%, reflecting the effect of the bolivar devaluation.

SG&A declined 10%, reflecting the effect of the bolivar devaluation over the inflation effect in operating expenses. SG&A as a percentage of net sales decreased to 18.9% from 20.6% due to a better absorption of fixed expenses as sales declined at a lesser rate than did expenses.

Operating income increased 211% to Ps 73 million. Operating margin increased to 11.1% from 3.5%.

Increased usage of distributors,

Improved sales force performance derived from customer segmentation by channel and greater geographical coverage, and

Continued initiatives to enhance sales to supermarket in-store bakeries and additional supply contracts based on customer service and quality.

Net sales increased 14% due to the aforementioned 10% volume growth and, to a lesser extent, higher wheat flour prices in connection with higher wheat cost. From June to September 2002, wheat prices have increased approximately 40%.

Cost of sales as a percentage of net sales improved to 80.7% from 81.1%, due to better absorption of fixed costs driven by the increase in both volume and prices.

SG&A increased 8% due to expenses associated with

Higher freight expenses in connection with volume increases,
The implementation of the SAP system at the La Asuncion plant, and
Higher expenses associated with initiatives to increase sales to supermarkets, sales staff training programs, and distributor support.

SG&A as a percentage of net sales improved to 19.1% from 20.2% as a result of the increase in net sales.

Molinera de Mexico reported operating income of Ps 1 million versus an operating loss of Ps 5 million in 3Q01.

GRUMA CENTRO AMERICA

Sales volume was 5% lower than in 3Q01. Most of the decline resulted from the discontinuation of the bread operations.

Net sales declined 9%, due to

The aforementioned discontinuation of the bread operations, and
Lower corn flour prices resulting from
- A shift in the corn flour product mix toward bulk presentation, which is priced lower than is package presentation, and
- Price discounts due to increased competition.

Cost of sales as a percentage of net sales improved to 64.3% from 66.4%, due mostly to the discontinuation of the bread operations.

SG&A decreased 15% due mainly to the discontinuation of the bread operations. SG&A improved to 31.7% from 33.8%.

Operating income was Ps 11 million compared to a Ps 1 million operating loss in 3Q01. Most of the improvement resulted from the aforementioned lower SG&A in connection with the discontinuation of the bread operations.

PRODISA

In general terms, operating results were strongly affected by the discontinuation of the bread operations, including most of the reductions in volume, net sales, cost of sales, and SG&A. The discontinuation of the bread operations significantly contributed to the reduction in operating losses from Ps 62 million to Ps 17 million.

OTHER AND ELIMINATIONS ³
Operating loss was 25% lower than in 3Q01 due mostly to lower administrative expenses at the company's corporate offices.

³ Other and Eliminations include corporate services, technology operations, and accounting eliminations

Balance Sheet Highlights
Total assets were Ps 21,201 million, Ps 557 million higher. The following major changes took place:

Total liabilities were Ps 9,437 million, Ps 470 million higher. Short-term accounts payable increased Ps 401 million as the Venezuela Operations and Molinera de Mexico imported more expensive wheat. Additionally, as mentioned above, Gruma Corporation began its seasonal buildup of raw corn.

During 3Q01, GRUMA continued to improve its debt profile, reducing debt by US$7 million to US$650 million. Debt declined US$85 million, or 12%, compared to as of September 30, 2001.

Schedule of Debt Amortizations and Debt Ratios
As of September 30, 2002, 100% of GRUMA's debt was dollar denominated, of which 11% was short term.

In 3Q02, GRUMA's investments totaled Ps 108 million and were applied mainly to expand tortilla capacity at Gruma Corporation and to upgrade technology at the rest of the subsidiaries.

	3Q02	3Q01	VAR (%)
VOLUME (thousand metric tons)	864	859	1
NET SALES	4,862	4,626	5
OPERATING INCOME	385	276	40
OPERATING MARGIN	7.9%	6.0%	190 bp
EBITDA²	620	559	11
EBITDA MARGIN	12.8%	12.1%	70 bp
MAJORITY NET INCOME	121	36	237
TOTAL DEBT	6,643	7,228	(8)
ROE	3.8%	4.8%	100 bp

Sep.'02	Jun.'02	Var (%)	Sep.'01	Var (%)
650	657	(1)	735	(12)

	ST	2003	2004	2005	2006	2007...	Total
Yankee bond						250	250
Syndicated loan	50		300				350
Private placement	1	1	1	1	1	13	18
Other	19		2			11	32
TOTAL	70	1	303	1	1	274	650

	3Q02	2Q02	3Q01
Debt/EBITDA	2.9	3.0	3.8
EBITDA/net interest expense	4.8	4.6	3.0

	3Q02	2Q02	3Q01
Accounts receivable outstanding (days to sales)	39	41	42
Inventory turnover (days to cost of sales)	56	55	62
Net working capital turnover (days to sales)	45	53	48
Asset turnover (total assets to sales)	1.1	1.1	1.2

	3Q02 %	2Q02 %	3Q01 %
ROA	2.1	1.6	2.5
ROE	3.8	3.0	4.8
ROIC	5.0	4.6	3.9