FORM 10-Q
  
  U.S. SECURITIES AND EXCHANGE COMMISSION
  
  Washington, DC 20549
  
  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
  THE SECURITIES EXCHANGE ACT OF 1934
  
  For the Quarter Ended September 30, 1998           
  
  Commission File Number 1-9014               
  
  Chyron Corporation
  (Exact name of registrant as specified in its Charter)
  
          New York                                   11-2117385
  (State or other jurisdiction           (IRS Employer Identification No.)
  of Incorporation or organization)
  
  5 Hub Drive, Melville, New York                               11747
  (Address of principal executive offices)                    (Zip Code)
  
  (516) 845-2000
  (Registrant's telephone number including area code)
  
  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.
  
  Yes  X       No    
  
  Indicate the number of shares outstanding of each of the issuer's classes
  of common stock, as of the latest practical date.
  
  Common Stock $.01 Par Value - 32,072,372 as of November 9, 1998
  
  This document consists of 14 pages
  
  
  CHYRON CORPORATION
  
  INDEX
  
  PART I  FINANCIAL INFORMATION
  
  Item 1.  Financial Statements
             Consolidated Balance Sheets as of September 30,
               1998(unaudited) and December 31, 1997                3
             Consolidated Statements of Operations 
               (unaudited) for the Three Months ended
               September 30, 1998 and 1997                          4
             Consolidated Statements of Operations (unaudited)
               for the Nine Months ended September 30, 1998
               and 1997                                             5
             Consolidated Statements of Cash Flows (unaudited)
               for the Nine Months ended September 30, 1998
               and 1997                                             6
             Notes to Consolidated Financial Statements
               (unaudited)                                          7
  Item 2.   Management's Discussion and Analysis of
            Financial Condition and Results of Operations           9
  
  PART II OTHER INFORMATION
  
  Item 1.   Legal Proceedings                                      13
  
  Item 2.   Changes in Securities                                  13
  
  Item 3.   Defaults Upon Senior Securities                        13
  
  Item 4.   Submission of Matters to a Vote of Security Holders    13
  
  Item 5.   Other Information                                      13
  
  Item 6(a) Exhibits                                               13
  
  Item 6(b) Reports on Form 8-K                                    13
  
  Signatures                                                       14 
       
  
  CHYRON CORPORATION
  CONSOLIDATED BALANCE SHEETS
  (In thousands except share amounts)
  
  ASSETS
  
                                            (Unaudited)
                                            September 30, December 31,
                                                1998         1997
  Current assets:
    Cash and cash equivalents                     2,857          2,968
    Accounts receivable                          16,980         21,125
    Inventories                                  19,080         26,540
    Deferred tax asset                            6,423          4,301
    Prepaid expenses and other current assets     1,991          2,180
      Total current assets                       47,331         57,114
  
  Property and equipment                         12,879         12,373
  Excess of purchase price over net 
    tangible assets acquired                      5,237          6,779
  Investments                                     2,328          2,161
  Software development costs                      4,113          5,224
  Deferred tax asset                              7,081          7,070
  Other assets                                    4,106          3,359
  TOTAL ASSETS                                  $83,075        $94,080
  
  LIABILITIES AND SHAREHOLDERS EQUITY
  
  Current liabilities:
    Accounts payable and accrued expenses       $12,224        $14,164
    Current portion of long-term debt             2,503          2,318
    Deferred revenue                                251          1,327
    Capital lease obligations                       187            350
      Total current liabilities                  15,165         18,159
  
  Long-term debt                                 12,561         17,774
  Capital lease obligations                         643            317
  Other liabilities                               3,928          3,868
    Total liabilities                            32,297         40,118
  
  Commitments and contingencies
  
  Shareholders' equity:
  Preferred stock: par value without designation
  Authorized - 1,000,000 shares, Issued - none
  Common stock: par value $.01
  Authorized - 150,000,000 shares
    Issued and outstanding -
    32,072,372 at September 30, 1998 and 
    32,605,705 at December 31, 1997                 321            326
  Additional paid-in capital                     44,021         44,016
  Retained earnings                               5,760          9,237
  Cumulative translation adjustment                 676            383
    Total shareholders' equity                   50,778         53,962
  TOTAL LIABILITIES AND SHAREHOLDERS EQUITY     $83,075        $94,080
  
  See Notes to Consolidated Financial Statements
  
  
  CHYRON CORPORATION
  CONSOLIDATED STATEMENTS OF OPERATIONS
  THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
  (In thousands except per share amounts)
  
  (Unaudited)
  
                                                 1998               1997
                                      
  Net sales                                    $22,062             $23,523
  Cost of products sold                         11,612              12,586
  Gross profit                                  10,450              10,937
  
  Operating Expenses: 
  Selling, general and administrative            7,268               6,901
  Research and development                       2,599               1,655
  
  Total operating expenses                       9,867               8,556
  
  Operating income                                 583               2,381
  
  Gain on sale of Trilogy Broadcast, Limited     1,194                         
  
  Interest and other expense, net                (569)              ( 411)
  
  Income before provision for income taxes       1,208               1,970
  
  (Benefit) provision for income taxes           (113)                 734
  
  Net income                                   $ 1,321            $  1,236
  
  Net income per common share basic 
    and diluted                                $   .04           $     .04
  
  Weighted average shares used in computing 
    net income per common share - basic
    and diluted                                 32,072              32,583
  
  See Notes to Consolidated Financial Statements
  
  
  CHYRON CORPORATION
  CONSOLIDATED STATEMENTS OF OPERATIONS
  NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
  (In thousands except per share amounts)
  
  (Unaudited)
  
                                                 1998               1997
  
  Net sales                                    $64,683             $63,621
  Cost of products sold                         33,831              34,617
  Gross profit                                  30,852              29,004
  
  Operating Expenses:
    Selling, general and administrative         23,953              21,606
    Research and development                     7,615               5,106
    Restructuring and other non-recurring
      charges                                    3,979               3,082
  
  Total operating expenses                      35,547              29,794
  
  Operating loss                               (4,695)               (790)
  
  Gain on sale of Trilogy Broadcast, Limited     1,194                         
  
  Interest and other expense, net              (1,405)             (1,175)
  
  Loss before provision for income taxes       (4,906)             (1,965)
  
  Benefit for income taxes                     (1,429)               (573)
  
  Net loss                                     (3,477)             (1,392)
  
  Retained earnings - beginning of period        9,237               9,997
  
  Retained earnings - end of period           $  5,760             $ 8,605
  
  Net loss per common share - basic 
    and diluted                              $   (.11)           $   (.04)
  
  Weighted average shares used in 
    computing net loss per common
    share - basic and diluted                   32,072              32,516
  
  See Notes to Consolidated Financial Statements
  
  
  CHYRON  CORPORATION
  CONSOLIDATED STATEMENTS OF CASH FLOWS
  NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
  (In thousands)
  (Unaudited)
  
                                                1998                1997
  
  CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                     $(3,477)            $(1,392)
  
  Adjustments to reconcile net loss to
  net cash provided by operating 
  activities:
    Gain of sale of Trilogy Broadcast,
      Limited                                   (1,194)
    Restructuring and other non-recurring
      charges                                     3,370               1,801
    Depreciation and amortization                 3,897               2,925
    Deferred income tax (benefit)               (1,539)             (1,778)
  Changes in operating assets and liabilities:
    Accounts receivable                           3,608               2,933
    Inventories                                   5,665             (2,897)
    Prepaid expenses and other assets              (85)             (1,502)
    Accounts payable and accrued expenses       (2,503)               3,939
    Deferred revenue                            (1,018)
    Other liabilities                                60               (286)
  Net cash provided by operating activities       6,784               3,743
  
  CASH FLOWS FROM INVESTING ACTIVITIES
  Gross proceeds from sale of Trilogy 
    Broadcast, Limited                            2,746
  Acquisition of Axis Holdings Incorporated                           (413)
  Acquisitions of property and equipment        (1,793)             (1,588)
  Capitalized software development              (2,474)             (1,583)
  Net cash used in investing activities         (1,521)             (3,584)
  
  CASH FLOWS FROM FINANCING ACTIVITIES
  Payments of term loan                         (3,000)             (1,500)
  (Payments of) borrowings from revolving 
    credit agreement, net                       (2,116)               2,663
  Payments of capital lease obligations           (260)                (80)
  Other                                                                (27)
  Net cash (used in) provided by financing 
    activities                                  (5,376)               1,056
  Effect of foreign currency rate 
    fluctuations on cash and cash
    equivalents                                       2                   5
  
  Change in cash and cash equivalents             (111)               1,220
  
  Cash and cash equivalents at beginning
    of period                                     2,968               4,555
  Cash and cash equivalents at end
    of period                                  $  2,857            $  5,775
  
  Non-cash investing and financing activities:
  
  On March 31, 1997, the Company acquired all the issued and outstanding
  shares of Axis Holdings Incorporated. The consideration, in addition to cash
  paid, included the issuance of 173,913 shares of Chyron Corporation common
  stock valued at $750,000 and notes payable of $667,000. 
  
  On August 19, 1998, the Company sold Trilogy Broadcast, Limited.   The
  proceeds included cash and an interest bearing note for 300,000 British
  Pounds Sterling.  The Company retained a 19% interest in the newly formed
  Company.  See Note 6 to the Consolidated Financial Statements.
  
  See Notes to Consolidated Financial Statements
  
  
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
  (UNAUDITED)
  
  1.  BASIS OF PRESENTATION
  
  In the opinion of management of Chyron Corporation (the Company), the
  accompanying unaudited consolidated interim financial statements reflect all
  adjustments (consisting of only normal recurring adjustments) necessary to
  present fairly the financial position of the Company as of September 30,
  1998 and the consolidated results of its operations and its cash flows for
  the periods ended September 30, 1998 and 1997.  The results of operations
  for such interim periods are not necessarily indicative of the results that
  may be expected for the year ending December 31, 1998. Certain information
  and footnote disclosures normally included in financial statements prepared
  in accordance with generally accepted accounting principles have been
  omitted pursuant to the rules and regulations of the Securities and Exchange
  Commission.  For further information, refer to the consolidated financial
  statements and footnotes thereto included in the Company's Annual Report on
  Form 10-K for the year ended December 31, 1997.  The December 31, 1997
  figures included herein were derived from such audited consolidated
  financial statements.  Certain reclassifications have been made to the 1997
  financial statements to conform to the 1998 method of presentation.
  
  2.  NEW ACCOUNTING POLICIES
  
  In the first quarter of 1998, the Company adopted AICPA Statement of
  Position 97-2 (ASOP 97-2@), "Software Revenue Recognition." This SOP provides
  guidance on when revenue should be recognized  for licensing, selling,
  leasing, or otherwise marketing computer software.   The adoption of SOP 97-
  2 did not have a material effect on the results of operations of the Company
  for the three and nine month periods ended  September 30, 1998.
  
  During 1997 and 1998, the Financial Accounting Standards Board (FASB) issued
  Statement of Financial Accounting Standards (SFAS) No. 129, Disclosure of
  Information About Capital Structure, SFAS No. 131, Disclosures About
  Segments of an Enterprise and Related Information, and SFAS No. 132,
  Employers Disclosures About Pensions and Other Post Retirement Benefits.
  These accounting standards are effective for financial statements issued for
  fiscal years beginning after December 15, 1997 and require restatement of
  disclosures for earlier periods. The Company will adopt the new requirements
  in its annual financial statements in 1998. The Company does not anticipate
  that the adoption of these new standards will have a material impact on
  information previously disclosed in the Company=s consolidated financial
  statements.
  
  In June 1998, the FASB issued SFAS No. 133, Accounting for Derivative
  Instruments and Hedging Activities.  This statement is effective for
  financial statements issued for all fiscal quarters of fiscal years
  beginning after June 15, 1999.  Accordingly, the Company will adopt the
  provisions of the standard on January 1, 2000.  The Company does not
  anticipate that the adoption of this standard will have a material impact
  on results of operations, financial position or liquidity.
  
  3.  PRODUCT LINE RESTRUCTURING
  
  During the second quarter of 1998, as a result of continued poor operating
  results and the inability of the Company=s Concerto Division to meet revenue
  and operating targets, management determined that it would be in the
  Company=s best interest to implement a restructuring plan and refocus on its
  core business of graphics, routing and automation products for the
  television broadcast, cable and post production industries. Such
  restructuring plan involved the disposal of the Concerto and Trilogy
  Divisions, the modification of its investment in RT-SET and the
  reorganization of the Company=s core product sales force to be complimentary
  to its new sales and marketing strategy.  As a result, the Company recorded
  a $3,979,000 charge to operations during the second quarter of 1998.  Such
  charge resulted from a write-down of assets to estimated net realizable
  value and employee severance and selling costs as a result of such
  restructuring plans.  Additional amounts were accrued for litigation and
  other costs. 
       
  4.  ACCOUNTS RECEIVABLE
  
  Accounts receivable is stated net of an allowance for doubtful accounts of
  $3,423,000 and $3,124,000 at September 30, 1998 and December 31, 1997,
  respectively.  
  
  5.  INVENTORIES
  
  Inventories, net of obsolescence reserves, consist of the following (in
  thousands):
  
                      September 30,  December 31,
                         1998           1997  
                       
  Finished goods       $  7,735       $12,346
  Work-in-process         3,027         9,303
  Raw material            8,318         4,891
                       $ 19,080       $26,540
  
  6.  SALE OF TRILOGY BROADCAST, LIMITED
  
  On August 19, 1998, the Company completed the sale of Trilogy Broadcast,
  Limited (Trilogy), a wholly-owned subsidiary of Pro-Bel, Limited, to the
  management of Trilogy.  The Company received gross proceeds of 2.0 million
  British Pounds Sterling, an interest bearing note for 300,000 British Pounds
  Sterling and a 19% interest in the new company that results from this
  transaction.  This transaction resulted in an overall gain of approximately
  $1.2 million.
  
  As a result of this sale, the Company=s assets and liabilities decreased by
  approximately $2.9 million and $800,000, respectively. For the nine months
  ended September 30, 1998, Trilogy contributed sales, gross profit and
  operating income of $2.9 million, $1.6 million and $20,000, respectively.
  
  
  ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION 
           AND RESULTS OF OPERATIONS
  
  From time to time, including in this Quarterly Report on Form 10-Q, the
  Company may publish forward-looking statements relating to such matters as
  anticipated financial performance, business prospects, technological
  developments, changes in the industry, new products, research and
  development activities and similar matters.  The Private Securities
  Litigation Reform Act of 1995 provides a safe harbor for such forward-
  looking statements.  In order to comply with the terms of the safe harbor,
  the Company notes that a variety of factors could cause the Company's actual
  results to differ from the anticipated results or other expectations
  expressed in the Company's forward-looking statements.  The risks and
  uncertainties that may affect the operations, performance, development and
  results of the Company's business include, without limitation, the
  following:  product concentration in a mature market, dependence on the
  emerging digital market and the industry's transition to DTV and HDTV,
  consumer acceptance of DTV and HDTV, resistance within the broadcast or
  cable industry to implement DTV and HDTV technology, rapid technological
  changes, new technologies that could render certain Chyron products to be
  obsolete, a highly competitive environment, competitors with significantly
  greater financial resources, new product introductions by competitors,
  seasonality, fluctuations in quarterly operating results, expansion into new
  markets and the Company's ability to successfully implement its acquisition
  and strategic alliance strategy.
  
  Results of Operations
  
  Overview
  
  This discussion should be read in conjunction with the Consolidated
  Financial Statements including the Notes thereto:
  
  Comparison of the Three Months Ended September 30, 1998 and 1997
  
  Sales for the quarter ended September 30, 1998 were $22.1 million, a
  decrease of $1.4 million, or 6%, over the $23.5 million reported for the
  third quarter of 1997.  This decrease was primarily due to a loss in volume
  from the sale of Trilogy Broadcast, Limited (Trilogy) and a decline in
  international graphic and international Pro-Bel sales.  An increase in Pro-
  Bel America revenues of 62% offset a portion of this decline.
  
  Gross profit decreased to $10.5 million for the quarter ended September 30,
  1998. The decrease of $487,000, or 4.5%, from the $10.9 million reported for
  the third quarter of 1997 was primarily attributable to the decrease in
  sales for the third quarter of 1998.  Gross margins as a percentage of sales
  increased to 47.4% in 1998 versus 46.5% in 1997 mainly as a result of the
  change in the product mix. 
  
  Selling, general and administrative (SG&A) expenses increased by $367,000,
  or 5%, to $7.3 million in the quarter ended September 30, 1998 compared to
  $6.9 million for the third quarter of 1997.  This growth in overall SG&A
  expenses is directly related to the continued efforts to improve customer
  service and to focus on sales and marketing initiatives, specifically
  directed at supporting and growing the Pro-Bel product lines in America and
  the establishment of the Chyron/Pro-Bel sales office in France.
  
  Gross research and development (R&D) costs increased by $944,000 during the
  third quarter of 1998 as compared to the same period in 1997.  Increases
  were incurred at both Chyron and Pro-Bel as the Company continues to focus
  its attention on new product development to address the FCC ruling requiring
  broadcasters to utilize digital advanced television transmission beginning
  in 1998. 
  
  In connection with the restructuring plan implemented in the second quarter
  of 1998, the Company completed the sale of Trilogy to its management on
  August 19, 1998.  This transaction resulted in an overall gain of
  approximately $1.2 million.
  
  Interest and other expense, net increased primarily as a result of foreign
  currency transaction losses of approximately $150,000 for the quarter ended
  September 30, 1998, offset by a decrease in interest expense related to a
  lower average outstanding debt balance.
  
  The Company recorded a tax benefit of $113,000 for the quarter ended
  September 30, 1998. This is primarily due to a foreign tax loss resulting
  from an overall reduced gain on the sale of Trilogy and the timing of other
  taxable transactions.   The Company's effective tax rate in the quarter
  ended September 30, 1997 was 37%.
  
  Comparison of the Nine Months Ended September 30, 1998 and 1997
  
  Sales for the nine months ended September 30, 1998 were $64.7 million, an
  increase of $1.1 million, or 2%, over the $63.6 million reported for the
  first nine months of 1997.  This increase was a result of substantial
  increases in  Registrant has duly caused this report to be signed on its 
  behalf by the undersigned thereunto duly authorized.
  
  
  CHYRON CORPORATION
     (Registrant)
  
  
  
  November 13, 1998               Edward Grebow
       (Date)                 /s/ Edward Grebow
                                  President and 
                                  Chief Executive Officer
  
  
  November 13, 1998          /s/  Dawn Johnston
       (Date)                     Dawn Johnston
                                  Senior Vice President and
                                  Chief Financial Officer