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

                                    FORM 10-Q

    (Mark One)

    [X ]  Quarterly Report Pursuant  to Section 13 or 15(d)  of the Securities
    Exchange Act of 1934

    For the quarterly period ended June 30, 1997
                                        or
    [  ] Transition  Report Pursuant to Section 13 or 15(d)  of the Securities
    Exchange Act of 1934 

    For the transition period from             to                             
                                    -----------    -----------            

                          Commission File Number  1-7418
                                                  ------

                                ESSEX GROUP, INC.
              ------------------------------------------------------
              (Exact name of registrant as specified in its charter)


             MICHIGAN                                          35-1313928    
    --------------------------------------------------------------------------
    (State or other jurisdiction of                        (I.R.S. Employer
    incorporation or organization)                         Identification No.)

    1601 WALL STREET, FORT WAYNE, INDIANA                          46802
    --------------------------------------------------------------------------
    (Address of principal executive offices)                     (Zip Code)

    Registrant's telephone number:  (219) 461-4000

                                       None
           ------------------------------------------------------------
             (Former name, former address and former fiscal year, if
               changed since last report)                          

    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.
    [X ] Yes    [  ] No

    Indicate the number of  shares outstanding of each of the issuer's classes
    of common stock, as of the latest practicable date:

                                               Number of Shares Outstanding
     Common Stock                                  As of June 30, 1997
    --------------                             ----------------------------
    $.01 Par Value                                        100<PAGE>


                                ESSEX GROUP, INC.

                                 FORM 10-Q INDEX

                       FOR THE QUARTER ENDED JUNE 30, 1997






                                                                      Page No.

    Part I.   Financial Information

         Item 1.   Financial Statements

              Consolidated Balance Sheets . . . . . . . . . . . . . . . .    3

              Consolidated Statements of Income . . . . . . . . . . . . .    5

              Consolidated Statements of Cash Flows . . . . . . . . . . .    6

              Notes to Consolidated Financial Statements  . . . . . . . .    8

         Item 2.   Management's Discussion and Analysis of
                   Financial Condition and Results of Operations  . . . .   11

    Part II.  Other Information

         Item 6.   Exhibits and Reports on Form 8-K . . . . . . . . . . .   19


    Signature . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   20

























                                        2<PAGE>


                          PART I.  FINANCIAL INFORMATION

    Item 1.  Financial Statements

                                 ESSEX GROUP, INC.

                           CONSOLIDATED BALANCE SHEETS

    <TABLE>
    <CAPTION>
                                                               December 31,     June 30,
                                                                   1996           1997
    In Thousands of Dollars, Except Per Share Data                            (Unaudited)
    --------------------------------------------------------------------------------------

                              ASSETS
    <S>                                                       <C>            <C>
    Current assets:

       Cash and cash equivalents  . . . . . . . . . . . . . .     $  2,899     $  8,459   
       Accounts receivable (net of allowance of
        $5,239 and $5,872)  . . . . . . . . . . . . . . . . .      189,717      229,457   
       Inventories  . . . . . . . . . . . . . . . . . . . . .      217,643      234,135   
       Other current assets . . . . . . . . . . . . . . . . .       12,147        9,404   
                                                                  --------     --------   

              Total current assets  . . . . . . . . . . . . .      422,406      481,455   


       Property, plant and equipment, (net of accumulated
        depreciation of $112,108 and $123,232)  . . . . . . .      280,489      276,895   
       Excess of cost over net assets acquired (net of
        accumulated amortization of $17,388 and $19,491)  . .      126,619      125,044   
       Other intangible assets and deferred costs (net of
         accumulated amortization of $4,501 and $4,003) . . .        7,417        6,134   
       Other assets . . . . . . . . . . . . . . . . . . . . .        4,294        6,150   
                                                                  --------     --------   

                                                                  $841,225     $895,678   
                                                                  ========     ========   


                        See Notes to Consolidated Financial Statements
















                                                 3<PAGE>


                                         ESSEX GROUP, INC.

                              CONSOLIDATED BALANCE SHEETS - Continued




                                                               December 31,     June 30,
                                                                   1996           1997
    In Thousands of Dollars, Except Per Share Data                            (Unaudited)
    --------------------------------------------------------------------------------------


               LIABILITIES AND STOCKHOLDER'S EQUITY

    Current liabilities:
       Notes payable to banks . . . . . . . . . . . . . . . .     $ 30,913     $ 28,607   
       Current portion of long-term debt  . . . . . . . . . .       11,576        2,500   
       Accounts payable . . . . . . . . . . . . . . . . . . .       71,243       63,645   
       Accrued liabilities  . . . . . . . . . . . . . . . . .       64,313       62,606   

       Deferred income taxes  . . . . . . . . . . . . . . . .       15,151       14,080   
       Due to Essex International . . . . . . . . . . . . . .        5,153       60,204   
                                                                  --------     --------   

              Total current liabilities . . . . . . . . . . .      198,349      231,642   

       Long-term debt . . . . . . . . . . . . . . . . . . . .      421,340      402,500   

       Deferred income taxes  . . . . . . . . . . . . . . . .       58,043       52,900   
       Other long-term liabilities  . . . . . . . . . . . . .       12,427       14,800   

    Stockholder's equity:
       Common stock, par value $.01 per share; 1,000 shares
        authorized; 100 shares issued and outstanding; plus
        additional paid in capital  . . . . . . . . . . . . .      104,036      104,036   
       Retained earnings  . . . . . . . . . . . . . . . . . .       47,030       89,800   
                                                                  --------     --------   


              Total stockholder's equity  . . . . . . . . . .      151,066      193,836   
                                                                  --------     --------   

                                                                  $841,225     $895,678   
                                                                  ========     ========   
    </TABLE>


                           See Notes to Consolidated Financial Statements










                                                 4<PAGE>


                                ESSEX GROUP, INC.

                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)

    <TABLE>
    <CAPTION>
                                                     Three Months Ended       Six Months Ended
                                                          June 30,                June 30,
                                                  ------------------------ -----------------------
    In Thousands of Dollars                           1996        1997         1996        1997
    ----------------------------------------------------------------------------------------------
    <S>                                                    <C>         <C>          <C>        <C>
    Net sales . . . . . . . . . . . . . . . . . .    $337,533    $453,331     $645,943   $864,109 
    Cost of goods sold  . . . . . . . . . . . . .     284,642     365,621      543,293    696,528 

    Selling and administrative expenses . . . . .      29,331      38,405       57,450     75,311 
    Other income, net . . . . . . . . . . . . . .        (251)        (14)        (197)       (74)
                                                     --------    --------     --------   -------- 

    Income from operations  . . . . . . . . . . .      23,811      49,319       45,397     92,344 
    Interest expense  . . . . . . . . . . . . . .      10,157      10,147       20,324     21,274 
                                                     --------    --------     --------   -------- 
                                                              
    Income before income taxes  . . . . . . . . .      13,654      39,172       25,073     71,070 
    Provision for income taxes  . . . . . . . . .       6,000      15,700       11,000     28,300 
                                                     --------    --------     --------   -------- 


    Net income  . . . . . . . . . . . . . . . . .    $  7,654    $ 23,472     $ 14,073   $ 42,770 
                                                     ========    ========     ========   ======== 
    </TABLE>

                  See Notes to Consolidated Financial Statements

























                                        5<PAGE>


                                ESSEX GROUP, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


    <TABLE>
    <CAPTION>
                                                               Six Months Ended
                                                                   June 30,
                                                           ------------------------
    In Thousands of Dollars                                    1996         1997
    -------------------------------------------------------------------------------
    OPERATING ACTIVITIES
    <S>                                                            <C>           <C>
    Net income  . . . . . . . . . . . . . . . . . . . . .    $ 14,073      $ 42,770 
    Adjustments to reconcile net income to cash
     provided by (used for) operating activities:
      Depreciation and amortization . . . . . . . . . . .      16,942        16,699 
      Non cash interest expense . . . . . . . . . . . . .       1,171         1,211 
      Non cash pension expense  . . . . . . . . . . . . .       1,387         1,899 
      Provision for losses on accounts receivable . . . .         673           846 
      Benefit for deferred income taxes . . . . . . . . .      (1,675)       (6,214)
      Loss on disposal of property, plant
       and equipment  . . . . . . . . . . . . . . . . . .         243           454 
      Changes in operating assets and liabilities:
       Increase in accounts receivable  . . . . . . . . .     (21,036)      (40,586)
       Increase in inventories  . . . . . . . . . . . . .      (9,768)      (16,492)
       Decrease in accounts payable and
        accrued liabilities . . . . . . . . . . . . . . .      (6,450)       (9,317)
       Net (increase) decrease in other assets and
        liabilities . . . . . . . . . . . . . . . . . . .      (9,874)        1,319 
       Increase in due to Essex International . . . . . .       1,738         9,029 
                                                             --------      -------- 

    NET CASH USED FOR OPERATING ACTIVITIES  . . . . . . .     (12,576)        1,618 
                                                             --------      -------- 
                                                                                    
    INVESTING ACTIVITIES
     Additions to property, plant and equipment . . . . .      (9,342)      (14,156)
     Proceeds from disposal of property, plant
      and equipment . . . . . . . . . . . . . . . . . . .         337         3,198 
     Acquisitions . . . . . . . . . . . . . . . . . . . .      (7,631)            - 
     Other investments  . . . . . . . . . . . . . . . . .        (362)         (900)
                                                             --------      -------- 

    NET CASH USED FOR INVESTING ACTIVITIES  . . . . . . .     (16,998)      (11,858)
                                                             --------      -------- 

                     See Notes to Consolidated Financial Statements









                                           6<PAGE>


                                   ESSEX GROUP, INC.

                   CONSOLIDATED STATEMENTS OF CASH FLOWS - Continued
                                      (Unaudited)

                                                               Six Months Ended
                                                                   June 30,
                                                           ------------------------
    In Thousands of Dollars                                    1996         1997
    -------------------------------------------------------------------------------
    FINANCING ACTIVITIES
     Proceeds from long-term debt . . . . . . . . . . . .      90,200       291,400 
     Repayment of long-term debt  . . . . . . . . . . . .     (72,146)     (319,316)
     Proceeds from notes payable to banks . . . . . . . .     265,688       309,634 
     Repayment of notes payable to banks  . . . . . . . .    (257,325)     (311,940)
     Proceeds from Essex International  . . . . . . . . .           -        46,022 
                                                             --------      -------- 
     NET CASH PROVIDED BY FINANCING ACTIVITIES  . . . . .      26,417        15,800 
                                                             --------      -------- 

    NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS       (3,157)        5,560 

    Cash and cash equivalents at beginning of period  . .       3,157         2,899 
                                                             --------      -------- 
                                                                                    
    Cash and cash equivalents at end of period  . . . . .     $     -       $ 8,459 
                                                             ========      ======== 
    </TABLE>


                     See Notes to Consolidated Financial Statements




























                                        7<PAGE>


                                ESSEX GROUP, INC.

                    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

    In Thousands of Dollars
    -----------------------

    NOTE 1  ORGANIZATION

      Essex Group, Inc.  (the "Company") is a wholly owned subsidiary of Essex
    International Inc.  ("Essex International") (formerly  known as  BCP/Essex
    Holdings Inc.).  The principal asset of Essex International  is all of the
    outstanding common stock of the Company.

      On  May  1,  1997,  Essex  International completed  its  initial  public
    offering (the "Offering") of 6,546,700  shares of common stock,  including
    3,546,700 shares sold by certain existing shareholders.  The net  proceeds
    to  Essex   International,  after  underwriting   commissions  and   other
    associated expenses, were approximately  $46,022 of which $29,497 was used
    to  repay the senior  unsecured note agreement and  the remaining proceeds
    were  applied to the  revolving credit  facility.  In connection  with the
    Offering,   BCP/Essex  Holdings   Inc.'s   name  was   changed   to  Essex
    International Inc.  

    NOTE 2  BASIS OF PRESENTATION

      The  unaudited  interim consolidated  financial  statements contain  all
    adjustments, consisting of normal recurring adjustments, which are, in the
    opinion   of  Company   management,  necessary   to  present   fairly  the
    consolidated financial  position of the Company  as of June  30, 1997, and
    the consolidated results of operations for the three and six  months ended
    June 30,  1996 and 1997,  respectively, and cash flows of  the Company for
    the six  months ended June 30,  1996 and 1997,  respectively.   Results of
    operations for the periods presented are not necessarily indicative of the
    results  for the full fiscal  year.  These  financial statements should be
    read in conjunction with the audited consolidated financial statements and
    notes thereto included  in the Company's Annual Report on Form  10-K filed
    with  the Securities and  Exchange Commission for the  year ended December
    31, 1996.

    NOTE 3  INVENTORIES

      The components of inventories are as follows:

    <TABLE>
    <CAPTION>

                                                December 31,      June 30,
                                                    1996            1997
                                               -------------    -------------
    <S>                                                    <C>             <C>
      Finished goods  . . . . . . . . . . . .    $171,213          $200,784   
      Raw materials and work in process   . .      56,840            56,760   
                                                 --------          --------   
                                                  228,053           257,544   



                                        8<PAGE>


      LIFO reserve  . . . . . . . . . . . . .     (10,410)          (23,409)  
                                                 --------          --------   
                                                 $217,643          $234,135   
                                                 ========          ========   
    </TABLE>

      The Company  values a major portion  of its inventories at  the lower of
    cost or market based on  a last-in, first-out ("LIFO")  method.  Principal
    elements  of  cost  included in  the  Company's  inventories  are  copper,
    purchased materials, direct labor and manufacturing overhead.  Inventories
    valued using the LIFO method amounted to $210,454 and $223,820 at December
    31, 1996 and June 30, 1997, respectively.















































                                        9<PAGE>


                                ESSEX GROUP, INC.

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued
                                   (Unaudited)

    In Thousands of Dollars
    -----------------------

      An actual  valuation of inventory under the LIFO method can be made only
    at the end of each  year based on the  inventory levels and costs  at that
    time.  Accordingly, interim LIFO calculations must necessarily be based on
    management's estimates  of expected  year-end inventory  levels and costs.
    Because  these are  subject to  many forces  beyond management's  control,
    interim   results  are  subject  to  the  final  year-end  LIFO  inventory
    valuation.

    NOTE 4  LONG-TERM DEBT

      Long-term debt consists of the following:

    <TABLE>
    <CAPTION>
                                               December 31,       June 30,
                                                   1996             1997
                                               -------------    -------------
    <S>                                                    <C>             <C>
    10% Senior notes  . . . . . . . . . . .      $200,000         $200,000    
    Revolving loan  . . . . . . . . . . . .       179,900          185,000    
    Lease obligation  . . . . . . . . . . .        21,250           20,000    
    Term loan . . . . . . . . . . . . . . .        31,766                -    
                                                 --------         --------    
                                                  432,916          405,000    
         Less: current portion  . . . . . .        11,576            2,500    
                                                  --------        --------    
                                                 $421,340         $402,500    
                                                 ========         ========    
    </TABLE>

      In connection with the Offering, the Company's revolving credit facility
    was  amended and  restated.   It continues  to provide  up to  $370,000 in
    revolving  loans and maintains  existing terms and conditions  except that
    revolving loans bear floating rates of interest, at the Company's  option,
    at bank  prime plus 0.50% or a reserve adjusted  Eurodollar rate ("LIBOR")
    plus 1.50%.   The spreads over the prime and LIBOR rates can be reduced to
    0% and  .375%, respectively,  if  a certain  specified leverage  ratio  is
    achieved.   The average  commitment fees during the  revolving loan period
    are between  0.125% to 0.375% of  the average daily  unused portion of the
    available credit based upon certain financial ratios.

      Through  June  30, 1997,  the Company  fully  complied with  all  of the
    financial  ratios  and   covenants  under  the  agreements  governing  its
    outstanding indebtedness.

    NOTE 5  CONTINGENT LIABILITIES

      There  are various  claims  and pending  legal  proceedings against  the
    Company, including environmental matters and other  matters arising out of
    the ordinary course of its business.  Pursuant to  the 1988 acquisition of

                                        10<PAGE>


    the Company  by Essex  International from  United Technologies Corporation
    ("UTC"),  UTC agreed  to  indemnify  the Company  against all  losses  (as
    defined) resulting from or in connection  with damage or pollution  to the
    environment  and arising  from events,  operations, or  activities of  the
    Company  prior to  February 29, 1988  or from conditions  or circumstances
    existing at  February 29, 1988.   Except for certain  matters relating  to
    permit compliance,  the  Company is  fully  indemnified  with  respect  to
    conditions, events  or circumstances known  to UTC  prior to  February 29,
    1988.   The sites covered  by this indemnity are administrated  by UTC and
    all payments required  to be made are  paid directly by UTC.   The amounts
    related  to  this  environmental  contingency  are  not  material  to  the
    Company's consolidated financial statements.  UTC also















































                                        11<PAGE>


                                ESSEX GROUP, INC.

                    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

    In Thousands of Dollars

    provided a second environmental indemnity which deals  with losses related
    to environmental events, conditions or circumstances existing at or  prior
    to  February 29, 1988,  which only  became known  in the  five-year period
    commencing February 29,  1988.   As  to any  such losses,  the Company  is
    responsible for  the first  $4,000  incurred.   Management and  its  legal
    counsel periodically  review the  probable outcome  of pending proceedings
    and the costs reasonably expected to be incurred.  The Company accrues for
    these costs when it is probable that a liability has been incurred and the
    amount of the  loss can be reasonably estimated.  After  consultation with
    counsel, in the
    opinion of management, the ultimate cost to the Company, exceeding amounts
    provided, will not  materially affect its consolidated financial position,
    cash flows or results of  operations.  There can be no assurance, however,
    that future developments will not alter this conclusion.

      Since approximately 1990, the Company has been named as a defendant in a
    number of  product liability  lawsuits brought  by electricians  and other
    skilled tradesmen  claiming injury  from  exposure  to asbestos  found  in
    electrical wire  products produced  a number  of years  ago.   At June 30,
    1997,  the number  of  cases filed  against the  Company was  97 involving
    approximately 410 claims.  The Company's strategy is to defend these cases
    vigorously.   The Company  believes that its  liability, if  any, in these
    matters and the related  defense costs  will not have  a material  adverse
    effect  either individually  or  in  the aggregate  upon its  business  or
    financial condition, cash flows or results of operations.  There can be no
    assurance,  however,   that  future  developments   will  not  alter  this
    conclusion.

























                                        12<PAGE>


    Item 2.  Management's Discussion and Analysis of Results of Operations
             and Financial Condition

    Introduction

      Essex Group, Inc. (the  "Company") is a wholly owned subsidiary of Essex
    International  Inc. ("Essex  International") (formerly known  as BCP/Essex
    Holdings Inc.).  The principal  asset of Essex International is all of the
    outstanding common stock of the Company.

      In October 1992, Essex International was acquired (the "Acquisition") by
    Bessemer Holdings, L.P. ("BHLP")  (an affiliate and successor  in interest
    to Bessemer Capital  Partners, L.P.), affiliates of Goldman, Sachs,  & Co.
    (collectively "Goldman Sachs"), affiliates of Donaldson, Lufkin & Jenrette
    Securities  Corporation  (collectively  "DLJ"),  Chase  Equity  Associates
    ("CEA"), and certain present and former employees of the Company.

      On May  1,  1997,  Essex  International  completed  its  initial  public
    offering (the "Offering") of  6,546,700 shares of common stock,  including
    3,546,700 shares sold by certain existing shareholders.  The net  proceeds
    to   Essex  International,   after  underwriting  commissions   and  other
    associated  expenses,  were approximately  $46.0  million  of  which $29.5
    million was  used to  repay the  senior unsecured  note agreement  and the
    remaining  proceeds were  applied to  the revolving  credit facility.   In
    connection with the  Offering, BCP/Essex Holdings Inc.'s  name was changed
    to Essex International Inc.

      The Company, founded in  1930, is a leading developer,  manufacturer and
    marketer of  diversified electrical  wire and cable products.   Among  the
    Company's products are magnet  wire for electromechanical devices  such as
    motors,   transformers  and   electrical  controls;   building   wire  for
    residential   and   commercial  applications;   copper   voice   and  data
    communication wire;  automotive wire  and specialty  wiring assemblies for
    automobiles and trucks and industrial wire for applications in appliances,
    construction and recreational vehicles.

    Results of Operations

      Product Lines

      The following table  sets forth for the three and  six months ended June
    30, 1996 and 1997,  respectively, the dollar amounts of sales for  each of
    the Company's major product lines:

    <TABLE>
    <CAPTION>

                                                       Sales
                                        -----------------------------------
                                       Three Months Ended  Six Months Ended
                                            June 30,           June 30,
                                         1996     1997      1996     1997
                                        ------   ------    ------   ------
                                                   (In millions)
    <S>                               <C>       <C>       <C>       <C>     

    Building wire . . . . . . . . . .   $122.3   $203.3   $214.6    $385.8  
    Magnet wire . . . . . . . . . . .     98.6    107.9    197.7     215.1  

                                        13<PAGE>


    Communication wire  . . . . . . .     41.4     50.7     85.6      89.3  
    Automotive wire . . . . . . . . .     25.4     24.2     49.1      46.0  
    Industrial wire . . . . . . . . .     16.4     35.1     31.5      65.0  
    Other (a) . . . . . . . . . . . .     33.4     32.1     67.4      62.9  
                                        ------   ------   ------    ------  

    Total . . . . . . . . . . . . . .   $337.5   $453.3   $645.9    $864.1  
                                        ======   ======   ======    ======  
    </TABLE>
    ------------

    (a)    Includes  sales  of  third-party  manufactured products,  including
    electrical insulating  products, electric  motors, motor  repair parts and
    pump seals sold through the Company's distribution business unit.

      Three Months Ended June 30, 1997

      Net  sales for  the second  quarter 1997  were $453.3  million or  34.3%
    higher than the comparable period  in 1996, due to  improved sales volume,
    primarily attributable  to the  October 1996 acquisition  of Triangle Wire
    and  Cable,  Inc. ("Triangle"),  and  improved  product  pricing partially
    offset by  lower  copper prices,  the Company's  principal  raw  material.
    During the  second quarter 1997,  the average  price of copper  on the New
    York Commodity  Exchange, Inc.  ("COMEX") was $1.14 versus  $1.16 for  the
    comparable  period in 1996, a  1.7% decline.   Copper costs  are generally
    passed on to customers through product pricing.  Second quarter 1997 sales
    volume  was at  a record  level and  exceeded the  second quarter  1996 by
    26.2%.  The Company's  operating margin improved significantly during  the
    second  quarter 1997 to 10.9% from the second  quarter 1996 of 7.0%.  This
    improvement  was due primarily  to a  significant improvement  in building
    wire  product pricing,  certain lower  manufacturing costs  resulting from
    continued  capital improvement  programs and  further cost  reductions and
    economies of scale  derived from the acquired Triangle operations  as well
    as internal growth.

      Building  wire  sales for  the second  quarter  1997 increased  66.2% as
    compared to the second quarter 1996 due primarily to improved sales volume
    and product  pricing (without  regard  to copper  costs).   A  substantial
    portion of the  increased sales volume was attributable to  Triangle while
    the  remaining improvement was  the result of increased  demand within the
    served  markets.  Building wire demand exhibited continued strength during
    the second  quarter 1997  resulting from  new non-residential construction
    and,  the Company believes,  a sustained expansion of  the replacement and
    upgrade segment of the market.  Building wire operating margins during the
    second quarter  1997 improved significantly over the  comparable period in
    1996 due to  the above-mentioned  strength of product  demand, as  well as
    reduced costs  and improved productivity  as a  result of  Triangle.   The
    operations  of  Triangle have  been  integrated  rapidly  and effectively,
    contributing to such productivity improvement.

      Sales of  magnet wire during the  second quarter 1997 improved  from the
    comparable 1996  period due  primarily to  higher  sales volume  partially
    offset   by  lower  copper  prices.     Sales   volume  improvements  were
    attributable  to increased demand  for magnet wire in  most served markets
    due, in part, to growth in the domestic economy and  greater use of magnet
    wire for increased  energy efficiency in electric motors.   The additional
    sales volume coupled with lower production  costs provided improved magnet


                                        14<PAGE>


    wire operating margins  during the second quarter  1997 as compared to the
    second quarter 1996.

      Communication  wire sales  for the  second quarter  1997 were  above the
    comparable period in  1996 due  to higher outside plant  ("OSP") and  data
    communication  wire  sales partially  offset  by  reduced  product pricing
    (without regard to copper costs).  OSP sales volume  was 33.3% higher than
    the  second quarter  1996 which  the Company  believes is  attributable to
    improved   business  conditions   within  this   segment  of   the  copper
    communication cable business.  Second quarter 1997 data communication wire
    sales volume  increased 21.3%  as  compared to  the same  period in  1996,
    reflecting increased product demand  for expanding  markets such as  local
    area   networks  ("LANs"),   Internet   connectivity  and   other  premise
    applications.   Second quarter  1997 communication  wire operating margins
    decreased from the second quarter 1996 due to competitive pricing pressure
    in high  end data  communication  wire partially  offset by  higher  sales
    volume.

      Automotive wire sales in the second quarter 1997 were below those in the
    comparable  period  in  1996  due  primarily  to  reduced  copper  prices.
    Automotive  operating margins improved  due to  the reduction  of overhead
    expenses.

      Industrial wire sales in  the second quarter 1997 were more  than double
    the  second  quarter   1996  due  primarily  to   increased  sales  volume
    attributable  to  Triangle.   Industrial wire  operating  margins  for the
    second quarter 1997  improved from  the comparable period in  1996 due  to
    higher  sales  volume  and  lower  production costs  partially  offset  by
    incremental selling and administrative costs associated with Triangle.

      Other sales in  the second  quarter 1997 decreased  from the  comparable
    period   in  1996.    Distribution  business  unit  sales  of  third-party
    manufactured   products,  primarily  within  the   motor  repair  segment,
    decreased  primarily due  to  unusually mild  seasonal  weather conditions
    which have necessitated fewer repairs for motors, transformers and pumps.

      Cost of goods sold for the second quarter 1997 was 28.4% higher than the
    same period in 1996 due primarily to higher sales volume partially  offset
    by lower copper prices.  The Company's cost  of goods sold as a percentage
    of net  sales was  84.3% and  80.7% in the second  quarter 1996  and 1997,
    respectively.    The  cost  of goods  sold  percentage  decrease  resulted
    primarily  from the impact  of improved building wire  product pricing, as
    well  as  certain  lower  manufacturing  costs  attributable to  continued
    capital  investments.    Also,  the  operations  of   Triangle  have  been
    integrated   rapidly  and   effectively,  and   have   driven  substantial
    improvements in productivity.

      Selling  and administrative expenses  for the  second quarter  1997 were
    30.9% above  the  comparable 1996  period, due  primarily  to  incremental
    commission,  selling  and  warehouse  expenses  associated  with Triangle.
    However, selling  and administrative  expenses, as a  percentage of sales,
    were  8.5% in the second  quarter of  1997, compared to  8.7% in  the same
    period  in  1996, reflecting  the elimination  of  certain  other Triangle
    general and administrative  expenses and economies of  scale derived  from
    the acquired Triangle operations as well as internal growth.

      Interest  expense in the  second quarter 1997  was essentially unchanged
    from  1996,  as  incremental  borrowing  costs  to  finance  the  Triangle

                                        15<PAGE>


    acquisition were  offset through reduced  debt levels attributable to  the
    proceeds received from  the Offering  and lower rates  of interest  on the
    Company's outstanding debt.

      Income tax expense was 40.1% of pretax income in the second quarter 1997
    compared with  43.9% for the  same period in 1996  due to the  increase in
    pretax income reducing the  impact of the amortization of excess cost over
    net assets acquired, which is not deductible for income tax purposes.

      Six Months Ended June 30, 1997

      Net sales for the first  six months of 1997 were $864.1 million or 33.8%
    higher than the comparable  period in 1996, due  to improved sales volume,
    primarily attributable to Triangle, and improved product pricing partially
    offset  by lower  copper  prices,  the Company's  principal  raw material.
    During the first half of 1997, the average price of COMEX copper was $1.13
    versus $1.17  for the comparable period  in 1996, a  3.4% decline.  Copper
    costs are generally passed on to customers through product pricing.  First
    half 1997 sales volume was at record levels and exceeded the first half of
    1996  by 30.5%.   The  Company's  operating margin  improved significantly
    during the first six months of 1997 to 10.7%  from the first six months of
    1996  of  7.0%.   This  improvement  was  due primarily  to  a significant
    improvement in building  wire product pricing, certain lower manufacturing
    costs resulting  from continued  capital improvement  programs and further
    cost reductions and economies of scale derived from the acquired  Triangle
    operations as well as internal growth.

      Building wire sales for the first six months of 1997  increased 79.8% as
    compared to the same period in 1996 due primarily to improved sales volume
    and product pricing (without regard to copper costs) partially offset by a
    decline in  copper prices.  A  substantial portion of  the increased sales
    volume  was attributable to  Triangle while the remaining  improvement was
    the result of increased  demand within the served markets.  Building  wire
    demand  has exhibited  continued strength  during the  first half  of 1997
    resulting from new non-residential construction and, the Company believes,
    a  sustained expansion  of  the  replacement and  upgrade segment  of  the
    market.   Building  wire operating margins during  the first  half of 1997
    improved significantly  over the  comparable  period in  1996 due  to  the
    above-mentioned strength of  product demand, as well as reduced  costs and
    improved productivity as a result of Triangle.

      Sales of magnet wire during  the first six months of 1997  improved from
    the comparable 1996 period due primarily to higher sales volume  partially
    offset by lower  copper prices.  Sales volume improvements  were primarily
    attributable  to greater  magnet wire  consumption for  devices containing
    electric motors  in the  home  and motor  vehicles, along  with  increased
    consumer and governmental pressure for higher energy efficiency from these
    devices.  Higher energy  efficiency requires materially more  magnet wire.
    The  additional sales volume coupled with  lower production costs provided
    improved magnet wire  operating margins during the  first half of 1997  as
    compared to the first half of 1996.

      Communication wire sales for the first six months of 1997 were above the
    comparable period in 1996  due to higher OSP  and data communication  wire
    sales partially offset by reduced copper prices.  OSP sales volume for the
    first  six months  of  1997  approximated the  comparable period  in  1996
    although the Company  has experienced a  recent surge in demand  which the
    Company believes  is attributable  to improved  business conditions within

                                        16<PAGE>


    this segment  of the copper  communication cable market.   First half 1997
    data communication wire sales increased 11.6% with volume 18.8% higher  as
    compared to the  same period in 1996, reflecting increased  product demand
    for  expanding  markets  such as  LANs,  Internet connectivity  and  other
    premise  applications.    First  half  1997  communication wire  operating
    margins declined  from the comparable period in 1996 due to the completion
    in  1996 of  certain  supply contracts  which  were not  repeated  in 1997
    coupled with competitive pricing pressure  in high end data  communication
    wire.

      Automotive wire sales  in the first six months of  1997 were below those
    in the comparable  period in 1996 due  primarily to reduced copper prices.
    Operating margins improved due to reduced overhead expenses.  Although the
    Company  believes North American automotive and light truck production for
    1997  will  approximate 1996  levels, it  expects growth  in sales  of its
    automotive wire for the remainder of 1997 resulting from several contracts
    with both new and existing customers.

      Industrial wire  sales in the first  half of 1997 were  more than double
    those in the comparable period  in 1996 due to an increase in sales volume
    partially offset by the  decline in copper prices.  The increase  in sales
    volume was  primarily due to incremental  sales attributable  to Triangle.
    Industrial wire operating margins for the first half of 1997 improved from
    the comparable period in 1996  due to higher sales volume partially offset
    by incremental selling and administrative costs associated with Triangle.

      Other  sales in  the  first  six  months  of  1997  decreased  from  the
    comparable period  in 1996.   Distribution business unit  sales of  third-
    party manufactured  products, primarily  within the  motor repair segment,
    decreased  primarily due  to  unusually mild  seasonal  weather conditions
    which have necessitated fewer repairs for motors, transformers and pumps.

      Cost of  goods sold for  the first six months  of 1997 was  28.2% higher
    than  the  same  period in  1996  due  primarily  to  higher  sales volume
    partially offset by lower copper prices.  The Company's cost of goods sold
    as a percentage  of net sales was 84.1% and 80.6% in  the first six months
    of 1996  and  1997,  respectively.   The  cost of  goods  sold  percentage
    decrease  resulted primarily  from the  impact  of improved  building wire
    product pricing as well as certain  lower manufacturing costs attributable
    to continued capital  investments.  Also, the operations of  Triangle have
    been  integrated  rapidly and  effectively,  and  have  driven substantial
    improvements in productivity.

      Selling  and administrative  expenses for  the first  half of  1997 were
    31.1%  above  the  comparable  1996 period  due  primarily to  incremental
    commission,  selling  and  warehouse  expenses  associated with  Triangle.
    However, selling  and administrative  expenses, as a  percentage of sales,
    were 8.7% in the first  half of 1997, compared to 8.9% for the same period
    in 1996, reflecting the elimination of certain other Triangle general  and
    administrative expenses and  economies of scale derived from  the acquired
    Triangle operations as well as internal growth.








                                        17<PAGE>


      Interest expense  in the first six  months of 1997 was  4.7% higher than
    the same period  in 1996,  as incremental borrowing  costs to  finance the
    Triangle  acquisition were  partially offset  through reduced  debt levels
    attributable to the proceeds received from the Offering and lower rates of
    interest on the Company's outstanding debt.

      Income tax expense  was 39.8% of  pretax income in  the first half  1997
    compared with  43.9% for the same  period in 1996  due to the  increase in
    pretax income reducing the impact of the amortization  of excess cost over
    net assets acquired, which is not deductible for income tax purposes.

    Liquidity, Capital Resources and Financial Condition

      General

      The Company's aggregate  notes payable  to banks and  long-term debt  at
    June 30,  1997 was $433.6 million, and its stockholder's equity was $193.8
    million. The resulting  ratio of debt to stockholder's equity  improved to
    2.2 to 1  from 3.1 to  1 at  December 31, 1996. As  of June 30,  1997, the
    Company  was  in  compliance  with  all  covenants  under  the  agreements
    governing its outstanding indebtedness.

      Credit Facilities and Lines of Credit

      The  Company maintains  the  following credit  facilities: (i) a  $370.0
    million revolving credit  agreement dated as of  October 31, 1996,  by and
    among the Company, Essex International, the Lenders named therein, and The
    Chase  Manhattan  Bank, as  administrative  agent  (the  "Revolving Credit
    Agreement") which was  amended and restated effective April 23,  1997 (the
    "Restated Credit  Agreement"); (ii) a  $25.0 million  agreement and lease,
    dated  as  of  April 12, 1995,  by  and  between the  Company  and  Mellon
    Financial Services  Corporation #3  (the "Sale  and Leaseback Agreement");
    (iii) a $12.0 million (Canadian dollar) credit agreement by and between  a
    subsidiary of the  Company and the Bank  of Montreal (the "Canadian Credit
    Agreement"); and  (iv) bank lines  of credit  with various  lending  banks
    which provide for unsecured borrowings for working  capital of up to $40.0
    million. 

      The  Restated  Credit  Agreement,  which terminates  October  31,  2001,
    provides for up to $370.0 million in revolving loans, subject to specified
    percentages  of  eligible  assets  and reduced  by  borrowings  under  the
    Canadian Credit Agreement and unsecured bank lines of credit ($7.6 million
    and $21.0  million outstanding,  at  June 30,  1997, respectively).    The
    Restated Credit Agreement  also provides a $25.0 million letter  of credit
    subfacility.   Outstanding borrowings bear floating rates  of interest, at
    the Company's  option, at  bank prime  plus 0.50%  or  a reserve  adjusted
    Eurodollar rate  ("LIBOR") plus 1.50%.   The  spreads over  the prime  and
    LIBOR  rates can  be reduced to  0% and .375%, respectively,  if a certain
    specified leverage ratio  is achieved.  Based upon the  specified leverage
    ratio  at  June 30,  1997,  the Company's  floating  rate of  interest for
    borrowings under  the Restated Credit  Agreement is LIBOR plus  0.5%.  The
    average commitment  fees during  the  revolving  loan period  are  between
    0.125%  to 0.375%  of the average  daily unused  portion of  the available
    credit  based  upon  certain  financial ratios.    Indebtedness under  the
    Restated Credit Agreement is guaranteed by Essex International and all  of
    the Company's  subsidiaries, and  is secured  by a  pledge of  the capital
    stock  of  the  Company  and  its  subsidiaries  and by  a  first  lien on
    substantially  all  assets  of  the  Company and  its  subsidiaries.   The

                                        18<PAGE>


    Company's  ability  to  borrow  under  the Restated  Credit  Agreement  is
    restricted  by the  financial covenants  contained therein  as well  as by
    certain debt limitation covenants  contained in the indenture  under which
    the  10% Senior  Notes  due 2003  (the "Senior  Notes")  were issued  (the
    "Senior Note  Indenture").  As  of June  30, 1997, the  Company had $109.4
    million of undrawn capacity based upon a borrowing base of $323.0 million,
    reduced  by  outstanding  borrowings  under:    (i)  the  Restated  Credit
    Agreement ($185.0  million), (ii) unsecured  bank lines  of credit  ($21.0
    million) and (iii) the Canadian Credit Agreement ($7.6 million).

      The Sale and Leaseback Agreement provided $25.0 million for the sale and
    leaseback of certain of  the Company's fixed assets.  The lease obligation
    has a seven-year  term expiring in  May 2002.  The principal  component of
    the rental  is paid  quarterly, with  the amount of each  of the  first 27
    payments  equal to 2.5% of lessor's cost of the equipment, and the balance
    due at  the final payment.  The  interest component is paid  on the unpaid
    principal balance  and is calculated  by lessor  at LIBOR plus  2.5%.  The
    effective  interest rate  can be  reduced by  0.25%  to 1.125%  if certain
    specified financial conditions are achieved. 

      As of June 30,  1997, $7.6 million (U.S. dollars)  was outstanding under
    the Canadian Credit Agreement and denoted as notes payable to banks in the
    Company's  Consolidated  Balance Sheets.  Borrowings  are  secured  by the
    subsidiary's accounts receivable.  Interest rates for borrowings under the
    Canadian  Credit  Agreement  are  based  upon  Canadian  market  rates for
    banker's  acceptances   with  spreads  similar   to  the  Restated  Credit
    Agreement.    The Canadian  Credit Agreement  terminates on  May 30, 1998,
    although it  may be  extended  for successive  one-year periods  upon  the
    mutual consent of the subsidiary and the Bank of Montreal. 

      The Company had  $21.0 million  outstanding of unsecured  bank lines  of
    credit as of  June 30, 1997.  Such amount  is denoted as notes  payable to
    banks in the Company's Consolidated Balance Sheets.  These lines of credit
    bear interest  at rates subject  to agreement between the  Company and the
    lending banks.  

      Cash Flow and Working Capital

      In general, the Company requires liquidity for  working capital, capital
    expenditures,  debt  repayments,   interest  and  taxes.    Of  particular
    significance  to the  Company are  its working capital  requirements which
    increase whenever it experiences strong incremental demand in its business
    or a  significant rise  in copper prices.   Historically, the  Company has
    satisfied  its  liquidity  requirements  through  a  combination of  funds
    generated from  operating activities  together with  funds available under
    its  credit   facilities.    Based  upon  historical  experience  and  the
    availability of  funds under  its credit  facilities, the  Company expects
    that  its usual  sources of liquidity  will be sufficient to  enable it to
    meet its cash requirements for working capital, capital expenditures, debt
    repayments, interest and taxes for the reminder of 1997. 

      Operating  Activities.  Net cash provided by operating activities in the
    first half of  1997 was $47.6 million, compared  to $12.6 million used for
    operating activities during the same period in 1996.  The decrease in cash
    requirements was primarily the result of higher net income and an increase
    in a intercompany liability  with Essex International, partially offset by
    higher accounts  receivable and inventories  associated with the Company's
    sales growth.

                                        19<PAGE>


      Investing  Activities.   Capital expenditures  of $14.2  million  in the
    first six months of 1997 were $4.8 million more than the comparable period
    in  1996.  Capital expenditures  in 1997 are  expected to be approximately
    40%  above  1996 levels  and will  be used  for modernization  projects to
    enhance  efficiency, to support the newly acquired Triangle facilities and
    equipment  and to expand capacity.   At June 30, 1997, approximately $10.5
    million  was committed to  outside vendors for capital  expenditures.  The
    Restated Credit  Agreement imposes  limitations  on capital  expenditures,
    business acquisitions and investments.

      Financing  Activities.    The  net   proceeds  of  the  Offering,  after
    underwriting commissions and other associated expenses, were approximately
    $46.0 million,  of  which $29.5  million  was  used to  repay  the  senior
    unsecured note  agreement dated  as of  April 17,  1995, by  and among the
    Company, Essex International, as  guarantor, the lenders named therein and
    The  Chase Manhattan Bank,  as administrative agent (the  "Term Loan") and
    the remaining  proceeds were  applied to  the Company's  revolving  credit
    facility.  The net  proceeds were received from Essex International in the
    form of an intercompany transfer.








































                                        20<PAGE>


      Considerations Relating To Holdings' Cash Obligations

      Essex  International  is  a  holding  company  with  no  operations  and
    virtually no assets other than its ownership of all the outstanding common
    stock of the Company.  All such  stock is pledged, however, to the lenders
    under the  Restated Credit Agreement.   Accordingly, Essex International's
    ability to meet its cash obligations is dependent on the Company's ability
    to pay dividends, to loan, or otherwise advance or transfer funds to Essex
    International in amounts  sufficient to service Essex International's cash
    obligations.

      Essex  International expects that  it may receive  certain cash payments
    from the Company from time  to time to the extent cash is available and to
    the  extent  it is  permitted  under  the terms  of  the  Restated  Credit
    Agreement and the Senior Note Indenture. Such payments may include  (i) an
    amount   necessary  under   the  tax   sharing  agreement   between  Essex
    International and  the Company  to enable Essex International  to pay  the
    Company's taxes as if computed on an unconsolidated basis; (ii) an  annual
    management  fee  to  an affiliate  of  BHLP of  up  to  $1.0 million;  and
    (iii) certain   other  amounts   to   meet  ongoing   expenses   of  Essex
    International  (such   amounts  are  considered   to  be  immaterial  both
    individually and  in the  aggregate, however,  because Essex International
    has  no operations,  other than  those conducted  through the  Company, or
    employees  thereof). To  the  extent  Essex International  makes  any such
    payments, it will do so out of  operating cash flow, borrowings under  the
    Restated Credit Agreement  or other sources of funds  it may obtain in the
    future  subject to  the  terms of  the Restated  Credit Agreement  and the
    Senior Note Indenture. 

      Long-Term Liquidity Considerations

      The  Senior Notes  mature in  2003 and  are expected  to be  replaced by
    similar  financing at  that  time. The  terms  of the  Sale and  Leaseback
    Agreement include a  balloon payment of $8.1  million in 2002. The Company
    expects that its traditional  sources of liquidity will  enable it to meet
    its long-term cash requirements for working capital, capital expenditures,
    interest and taxes,  as well as its  debt repayment obligations  under the
    Sale and Leaseback Agreement. 

      The  Company's operations  involve  the  use,  disposal and  cleanup  of
    certain  substances  regulated under  environmental  protection  laws. The
    Company  has  accrued  $0.9  million  for  environmental  remediation  and
    restoration costs. The accrual is based upon management's estimate of  the
    Company's exposure  in light  of relevant  available information including
    the  allocations  and remedies  set forth  in applicable  consent decrees,
    third-party estimates of remediation costs, the estimated ability of other
    potentially  responsible  parties  to  pay  their  proportionate share  of
    remediation costs, the nature of each site and the number of participating
    parties.  Subject to  the  difficulty in  estimating  future environmental
    costs, the  Company expects that any sum it may  have to pay in connection
    with environmental matters in excess of the amounts recorded or disclosed,
    if any, will not have a material adverse effect on its financial position,
    results of operations or cash flows.

    General Economic Conditions and Inflation

      Although net sales  are heavily influenced by  the price of copper,  the
    Company's major raw material, the Company's profitability is generally not

                                        21<PAGE>


    significantly affected  by changes  in copper  prices because the  Company
    generally has been able to pass on its cost of copper to its customers and
    the Company  attempts to  match its copper purchases  with its  production
    requirements, thereby  minimizing copper  cathode and  rod inventories. In
    the short term,  however, pronounced  changes in the price  of copper  may
    tend to affect gross profits within the building wire product line because
    such changes affect cost of goods sold more quickly than those changes can
    be reflected in the pricing of building wire products.



















































                                        22<PAGE>


      The Company believes that it is only affected by inflation to the extent
    that the  economy in  general is  affected. Should  inflationary pressures
    drive  costs higher,  the Company  believes  that  general industry  price
    increases  would  sustain  operating results,  although  there can  be  no
    assurance  that this will be  the case. In addition,  the Company believes
    that  its  sensitivity  to  downturns  in  its  primary  markets  is  less
    significant than it  might otherwise be due  to its diverse customer base,
    broad  product line and  its strategy  of attempting  to match  its copper
    purchases with its needs.

    Information Regarding Forward Looking Statements

      This report contains various  forward-looking statements and information
    that are based  on management's belief as well  as assumptions made by and
    information  currently  available to  management.    Although  the Company
    believes  that   the  expectations   reflected  in  such   forward-looking
    statements are reasonable, it can give no assurance that such expectations
    will prove to have  been correct.  Such statements are subject  to certain
    risks, uncertainties and assumptions.   Should one or more  of these risks
    or  uncertainties  materialize,  or  should  underlying assumptions  prove
    incorrect, actual results may vary materially from those expected.   Among
    the key factors that may have a direct bearing  on the Company's operating
    results  are  fluctuations  in  the  economy,  demand  for  the  Company's
    products, the impact of price competition and fluctuations in the price of
    copper.


































                                        23<PAGE>


                           PART II.  OTHER INFORMATION

    Item 6.  Exhibits and Reports on Form 8-K

      (a)  Exhibits:

      Item     Exhibit Index
      ----     -------------

      27.1     Financial Data Schedule

      (b)  Reports on Form 8-K:

      No Reports  on Form  8-K were  filed by the  Company during  the quarter
    ended June 30, 1997.












































                                        24<PAGE>


                                    SIGNATURE


     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.

                                          ESSEX GROUP, INC.
                                          (Registrant)




    August 12, 1997                       /s/ David A. Owen
                                          ---------------------------------
                                          David A. Owen
                                          Executive Vice President,
                                          Chief Financial Officer
                                          (Principal Financial Officer)








































                                        25<PAGE>