FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
[  X  ]          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

         For the Quarterly Period Ended   September 27, 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  33-96680

                                HERFF JONES, INC.

             (Exact Name of registrant as specified in its charter)



       INDIANA                                               35-1637714

 (State or other Jurisdiction of                           (I.R.S. Employer 
 Incorporation or Organization)                         Identification Number)


   4501 West 62nd Street, Indianapolis, Indiana                46268
 (Address of principal executive offices)                   (Zip Code)



                                 (317) 297-3740
              (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 practicable date.

Number of shares  outstanding  of the  issuer's  Common  Stock as of October 23,
1997:

                 Class Common Stock, without par value 9,567,500




<PAGE>



                                      INDEX




Part  I. - Financial Information                                        Page No.

 Condensed Consolidated Statement of Operations -
    First Quarter Ended September 27, 1997 and September 28, 1996             3

 Condensed Consolidated Balance Sheet -
    As of September 27, 1997, June 28, 1997 and September 28, 1996            4

 Condensed Consolidated Statement of Cash Flows -
    First Quarter Ended September 27, 1997 and September 28, 1996             5

 Notes to Condensed Consolidated Financial Statements                    6 -  7

 Management's Discussion and Analysis of
    Financial Condition and Results of Operations                        8 - 10




Part II. - Other Information                                                 11


Item 6.    Exhibits and Reports on Form 8-K




<PAGE>

                         Part I - Financial Information

Item. 1 Financial Statements

                                Herff Jones, Inc.
                 Condensed Consolidated Statement of Operations
            (Amounts in thousands of dollars, except per share data)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                            First Quarter Ended
                                                 -------------------------------------------
                                                 September 27, 1997       September 28, 1996
                                                 ------------------       ------------------
<S>                                                <C>                      <C>        
Net sales                                          $    50,064              $    46,656
                                                                          
Cost of sales (excludes ESOP compensation)              29,675                   30,122
                                                                          
Selling, general, and administrative expenses                             
 (excludes ESOP compensation)                           22,129                   20,441
                                                                          
ESOP compensation                                        5,055                    4,058
                                                   -----------              -----------
                                                                          
Income (loss) from operations                           (6,795)                  (7,965)
                                                                          
Interest income                                             51                        5
Interest expense                                         4,470                    4,977
                                                   -----------              -----------
                                                                          
Income (loss) before income taxes                      (11,214)                 (12,937)
                                                                          
Income taxes                                             4,086                    4,593
                                                   -----------              -----------
                                                                          
Net income (loss)                                  $    (7,128)             $    (8,344)
                                                   ===========              ===========
                                                                          
Income (loss) per common share                     $     (3.57)             $     (4.48)
                                                   ===========              ===========
                                                                          
Weighted average number of                                                
  common shares outstanding                          1,995,464                1,863,248
                                                   ===========              ===========
</TABLE>

                                                                   

See accompanying notes to unaudited condensed consolidated financial statements.

<PAGE>


                                Herff Jones, Inc.
                      Condensed Consolidated Balance Sheet
         As of September 27, 1997, June 28, 1997, and September 28, 1996
                        (Amounts in thousands of dollars)

<TABLE>
<CAPTION>
                                                           (Unaudited)                     (Unaudited)
                                                           September 27,     June 28,     September 28,
                                                              1997            1997            1996
                                                            ---------       ---------       ---------
<S>                                                         <C>             <C>             <C>      
Assets:
      Current Assets
         Cash and cash equivalents                          $   2,259       $   5,843       $   1,235
         Accounts receivable                                   42,624          55,709          39,018
         Inventories                                           42,574          37,963          41,127
         Prepaid expense                                        7,370           1,816           7,585
         Deferred income taxes                                  9,106           9,106           5,321
                                                            ---------       ---------       ---------
            Total Current Assets                              103,933         110,437          94,286

      Non-Current Assets
         Property, plant, and equipment                        98,475          94,378          89,408
         Accumulated depreciation                             (47,285)        (45,364)        (40,095)
                                                            ---------       ---------       ---------
            Net Property, Plant, and Equipment                 51,190          49,014          49,313

         Deferred financing cost, net and other assets          4,443           4,590           5,363
                                                            ---------       ---------       ---------
            Total Non-Current Assets                           55,633          53,604          54,676

Total Assets                                                $ 159,566       $ 164,041       $ 148,962
                                                            =========       =========       =========


Liabilities and Shareholders' Equity:
      Current Liabilities
         Trade accounts payable                             $  11,448       $   5,856       $   8,180
         Salaries and wages payable                             5,222           5,048           4,986
         Interest payable                                       1,833           5,082           1,900
         Customer deposits                                     13,142          19,508          12,175
         Commissions payable                                    4,329          16,864           3,702
         Income taxes accrued                                  (4,090)          9,547          (4,596)
         Other accrued liabilities                              7,243           9,613           7,926
         Current portion of long term debt                     42,971          10,377          54,053
                                                            ---------       ---------       ---------
            Total Current Liabilities                          82,098          81,895          88,326

      Non-Current Liabilities
         Other                                                  2,684           2,239           2,247
         Long term debt                                       152,330         154,979         162,928
         Deferred income taxes                                    443             443              81
                                                            ---------       ---------       ---------
            Total Non-Current Liabilities                     155,457         157,661         165,256

Total Liabilities                                             237,555         239,556         253,582

Shareholders' Equity (Deficit)
      Common stock                                              5,694           5,703           5,728
      Retained earnings                                       120,956         128,122         111,181
      Deferred compensation                                  (202,311)       (206,440)       (218,824)
      Foreign currency translation                                 (2)              2              12
      Excess of cost over market, net
        (shares committed to be released)                      (2,326)         (2,902)         (2,717)
                                                            ---------       ---------       ---------
Total Shareholders' Equity (Deficit)                          (77,989)        (75,515)       (104,620)

Total Liabilities and Shareholders' Equity (Deficit)        $ 159,566       $ 164,041       $ 148,962
                                                            =========       =========       =========
</TABLE>

See accompanying notes to unaudited condensed consolidated financial statements.


<PAGE>

                                Herff Jones, Inc.
                 Condensed Consolidated Statement of Cash Flows
                        (Amounts in thousands of dollars)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                  Three Months Ended
                                                                            ------------------------------
                                                                            September 27,    September 28,
                                                                                1997             1996
                                                                            -------------    -------------  
Cash flows from operating activities:
<S>                                                                           <C>            <C>      
     Net income                                                               $ (7,128)      $ (8,344)
        Adjustments to reconcile net income to net cash (used)
        provided by operating activities:
           Depreciation and amortization                                         1,958          1,697
           Amortization and write off of financing cost                            147            240
           ESOP compensation (before dividend exclusion)                         5,035          4,029
           Tax benefit (effect) of ESOP                                           (330)            36
           Other                                                                    (5)             1
           (Gain) loss on disposal of property, plant and equipment, net            (1)            (1)
           Increase (decrease) in cash generated by changes in assets
           and liabilities
               Accounts receivable                                              13,085         15,048
               Inventories                                                      (4,611)        (4,186)
               Prepaid expenses                                                 (5,554)        (4,934)
               Trade accounts payable                                            5,592            639
               Salaries and wages                                                  174            918
               Interest payable                                                 (3,249)        (3,257)
               Customer deposits                                                (6,366)        (7,681)
               Commissions payable                                             (12,535)       (11,155)
               Income taxes payable                                            (13,637)        (7,796)
               Other accrued liabilities                                        (1,925)        (1,823)
                                                                              --------       --------
        Total adjustments                                                      (22,222)       (18,225)
                                                                              --------       --------
Net cash (used) provided by operating activities                              $(29,350)      $(26,569)

Cash flows from investing activities:
     Proceeds from disposal of property, plant and equipment                        --              4
     Capital expenditures                                                       (4,133)        (1,972)
                                                                              --------       --------
Net cash (used) provided by investing activities                              $ (4,133)      $ (1,968)

Cash flows from financing activities:
     Premium on stock redemption                                                   (37)            --
     Increase in revolver, net                                                  32,373         29,299
     Payment of long-term debt                                                  (2,428)        (2,250)
     Advance term payment                                                           --         (5,957)
                                                                              --------       --------
Net cash (used) provided by financing activities                              $ 29,899       $ 21,092

Cash and cash equivalents:
     Net increase (decrease)                                                    (3,584)        (7,445)
     Beginning of period                                                         5,843          8,680
                                                                              ========       ========
     End of period                                                            $  2,259       $  1,235
                                                                              ========       ========
</TABLE>


See accompanying notes to unaudited condensed consolidated financial statements.


<PAGE>





         Notes to Unaudited Condensed Consolidated Financial Statements
                      Three Months Ended September 27, 1997
                        (Amounts in thousands of dollars)

Note 1 - Adjustments

    The unaudited condensed  consolidated  financial statements presented herein
    have been prepared by the Company and contain all adjustments (consisting of
    only normal recurring adjustments) necessary to present fairly the Company's
    financial  position  as of  September  27,  1997,  and  the  results  of its
    operations  and cash flows for the quarter ended  September 27, 1997.  These
    unaudited condensed  consolidated financial statements have been prepared in
    accordance  with  generally  accepted  accounting   principles  for  interim
    financial  information and with the instructions to Form 10-Q and Rule 10-01
    of Regulation S-X.  Accordingly,  they do not include all of the information
    and  footnotes  required by generally  accepted  accounting  principles  for
    complete   financial   statements.   These  statements  should  be  read  in
    conjunction  with the  consolidated  financial  statements and notes thereto
    included in the Company's Form 10-K for the year ended June 28, 1997.

    The Company utilizes a 52/53 week fiscal year for accounting purposes ending
    on the last  Saturday in June.  Fiscal 1997 and fiscal 1998 each contains 52
    weeks.

    Because of the seasonality of the Company's business, operating results on a
    quarterly  basis are not indicative of operating  results for the full year.
    Historically,  the first fiscal quarter is the lowest sales  quarter,  while
    the fourth fiscal  quarter is the highest,  typically  including over 40% of
    the year's sales.



Note 2 - Allowance for Doubtful Accounts and Returns

       September 27, 1997      June 28, 1997        September 28, 1996
       ------------------      -------------        ------------------
             $4,180               $5,754                  $3,304


Note 3 - Inventories

    The components of inventory balances are summarized below:

<TABLE>
<CAPTION>

                                                September 27, 1997     June 28, 1997     September 28, 1996
                                                ------------------     -------------     ------------------
<S>                                                  <C>                  <C>                  <C>    
Raw materials and supplies (includes gold)           $19,182              $16,736              $19,429
Work-in-process                                       13,727               13,187               13,046
Finished goods                                         9,665                8,040                8,652
                                                     -------              -------              -------
                                                     $42,574              $37,963              $41,127
                                                     =======              =======              =======
</TABLE>

                                                 


<PAGE>




Note 4 - Financing

<TABLE>
<CAPTION>
                                                September 27, 1997     June 28, 1997     September 28, 1996
                                                ------------------     -------------     ------------------
<S>                                                  <C>                  <C>                  <C>    
    Long-Term Debt consists of the following:

Senior Bank Facility (Revolver)                      $  32,373           $      --            $  44,338
                                                                                           
Senior Bank Facility (Term)                             35,328              37,756               45,043
                                                                                           
Senior Subordinated Notes                              120,000             120,000              120,000
                                                                                           
1994 Industrial Development                                                                
Revenue Bonds Due in 2019                                7,600               7,600                7,600
                                                     ---------           ---------            ---------
                                                       195,301             165,356              216,981
                                                                                           
Less:  Current Portion                                 (42,971)            (10,377)             (54,053)
                                                     ---------           ---------            ---------
Long-Term Debt                                       $ 152,330           $ 154,979            $ 162,928
                                                     =========           =========            =========
</TABLE>

                                              


Note 5 - Common Stock

<TABLE>
<CAPTION>
                           September 27, 1997     June 28, 1997     September 28, 1996
                           ------------------     -------------     ------------------
<S>                             <C>                  <C>                  <C>    
         Common Shares
         Authorized              16,500,000           16,500,000           16,500,000
         Outstanding              9,567,500            9,569,304            9,618,996
</TABLE>



Note 6 - Statement of Shareholders' Equity

<TABLE>
<CAPTION>
                                                                           Foreign                                       Total
                                         Common Stock         Retained    Currency      Deferred      Excess Cost     Shareholders'
                                    Shares        Amount      Earnings   Translation  Compensation  Over Market, Net   Equity
                                   ---------      ------      --------   -----------  ------------  ----------------  ------------- 
<S>                               <C>            <C>         <C>         <C>           <C>              <C>           <C>      
Balance June 28, 1997              9,569,304      $5,703      $128,122      $  2       ($206,440)       ($2,902)      ($75,515)
---------------------                                                                                           
Stock Purchases                       (1,804)         (9)          (38)       -             -               -               (47)
Tax effect of cost over market of
ESOP shares committed to be
released, net                          -            -            -            -             -               (330)          (330)
Foreign currency translation           
adjustment                             -            -            -            (4)           -               -                (4)
Shares committed to be released        -            -            -            -            4,129             906          5,035
Net income for the quarter             -            -           (7,128)       -             -               -            (7,128)
                                   ---------      ------      --------       ---       ---------         -------       -------- 
Balance  September 27, 1997        9,567,500      $5,694      $120,956       ($2)      ($202,311)        ($2,326)      ($77,989)
---------------------------        =========      ======      ========       ====      ==========        ========      ========
</TABLE>


During fiscal 1996 and 1997 the cost of ESOP shares committed to be released was
greater than the  estimated  fair value of such shares.  The excess of cost over
market was recorded as a charge to a separate component of shareholders' equity,
net of the related tax effect.  Beginning in fiscal  1998,  the  estimated  fair
value of ESOP shares committed to be released exceeds cost. The excess of market
over cost will be  credited to equity,  net of the  related  tax effect,  to the
extent of the  previous  net charges  recorded.  Thereafter,  the excess will be
credited to retained earnings.

<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION 
         AND RESULTS OF OPERATIONS


                                HERFF JONES, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



OVERVIEW

         Herff Jones is one of the leading  manufacturers of recognition awards,
educational products and  graduation-related  products for the scholastic market
in the United States. Its product lines include class rings,  medals and awards,
diplomas  and  graduation  announcements  (also  referred  to as "fine  paper"),
yearbooks,  caps and gowns, school photography services and multimedia education
products. The Company historically has sold approximately 80% of its products to
the high school and elementary  market and  approximately 20% of its products to
the  college  and  commercial  or  non-scholastic  market  through a network  of
approximately  700  primarily  independent  sales  representatives.  The Company
believes  that  the  Herff  Jones  name is  widely  recognized  in  schools  and
universities nationwide.


RESULTS OF OPERATIONS

         The Company utilizes a 52/53 week year for accounting purposes.  Fiscal
1997 and fiscal 1998 each contains 52 weeks.  The  Company's  business is highly
seasonal.  Historically,  sales in the first  fiscal  quarter  are at the lowest
level of the year and the first quarter  typically  produces  operating  losses.
However, because of the seasonality of the Company's business, operating results
on a quarterly basis are not necessarily indicative of operating results for the
full year.


         For the first quarter ended September 27, 1997 and September 28, 1996.


         General. Net sales rose 7.3% to $50.1 million in fiscal 1998 from $46.7
million in fiscal  1997.  Operating  losses  decreased to $6.8 million in fiscal
1998 from $8.0 million in fiscal 1997.  Net losses  decreased to $7.1 million in
fiscal 1998 from $8.3 million in fiscal 1997.

         Net Sales. Net sales increased $3.4 million or 7.3% to $50.1 million in
fiscal  1998 from  $46.7  million in fiscal  1997.  Such  increases  were due to
increases in the Jewelry,  Photography,  and Education product lines.  Increases
were due  primarily  to  modest  price  increases  and some unit  growth.  These
increases  were offset  somewhat by a slight  reduction in sales in the Yearbook
product line.

         Cost Of Sales.  Cost of sales  decreased  $.4  million or 1.5% to $29.7
million in fiscal  1998 from $30.1  million in fiscal  1997.  Cost of sales as a
percentage of sales decreased to 59.3% in fiscal 1998 from 64.6% in fiscal 1997.
The decrease was due primarily to improved operating performance in the Jewelry,
Photography,  and  Education  product  lines,  offset  somewhat by new  business
integration cost in the Yearbook product line.

         Selling,  General And  Administrative  Expenses.  Selling,  general and
administrative expense increased $1.7 million or 8.3% to $22.1 million in fiscal
1998 from $20.4 million in fiscal 1997. The increase was primarily  attributable

<PAGE>

to an increase in the Company's  commission expense resulting from increased net
sales  in  fiscal  1998.  Selling,  general  and  administrative  expense  as  a
percentage of sales is 44.2% in fiscal 1998, compared to 43.8% in fiscal 1997.

         ESOP  Compensation.  ESOP  compensation  increased $1.0 million to $5.1
million in fiscal 1998 from $4.1 million in fiscal 1997.  The ESOP  compensation
expense increase  resulted from an increase in the estimated market value of the
shares committed to be released.

         Loss from Operations. Operating losses decreased $1.2 million to a loss
of $6.8 million in fiscal 1998 from a loss of $8.0  million in fiscal 1997.  The
decrease  was  predominantly  due to  increased  profitability  in the  Jewelry,
Photography, and Education product lines.

         Interest  Expense.  Interest  expense  decreased  $.5  million  to $4.5
million  in  the  first  quarter  of  fiscal  1998  from  $5.0  million  in  the
corresponding  quarter  of  fiscal  1997  due to a  reduction  of  average  debt
outstanding.

         Income Tax Benefit.  The first quarter income tax benefit  decreased to
$4.1  million  in fiscal  1998  from $4.6  million  in fiscal  1997,  due to the
decrease in the loss before income taxes,  partially offset by a slightly higher
fiscal 1998 effective tax rate.

         Net Loss.  The first  quarter net loss  decreased  to $7.1 million from
$8.3 million in fiscal 1997.  The decreased loss was primarily  attributable  to
increased  profitability  in the Jewelry,  Photography,  and  Education  product
lines,  coupled  with a decrease in  interest  expense,  partially  offset by an
increase in ESOP compensation expense.

FINANCIAL CONDITION AND LIQUIDITY

          The  Company's  business is highly  seasonal.  Historically  the first
quarter  requires  the use of working  capital  due to losses  from  operations,
caused by relatively low shipping of product; the absorption of fixed costs that
are incurred  evenly  throughout the year;  the build up of inventories  for the
pre-Christmas  photography and class ring activity; the payment of the Company's
income taxes from the previous  fiscal year;  and the  settlement  of commission
accounts with the Company's independent sales representatives. This is partially
offset by the  reduction  of  accounts  receivable  resulting  from  payment for
products  shipped  prior to  graduations  in the fourth  quarter of the previous
fiscal year.

         The cash flow pattern and expectations of the Company's highly seasonal
business  result in the  classification,  at September 27, 1997, of $32.4 of the
senior bank facility (revolver) as a current liability,  although payment within
the  next  year  is not  necessarily  required  by the  terms  of the  Company's
financing arrangements.

         Capital  expenditures  were $4.1  million and $2.0 million in the first
quarter of fiscal 1998 and 1997, respectively.  The increase over the prior year
is attributable to increased expenditures in the Scholastic and Yearbook product
lines, mostly related to information technology purchases.

         Income taxes  accrued are a negative $4.1 million at September 27, 1997
compared to $9.5 million payable at June 28, 1997 and a negative $4.6 million at
September 28, 1996. The decrease from June is the result of the payment of taxes
for the prior  fiscal  year,  coupled  with the  provision  for the tax  benefit
associated with the seasonal  losses this quarter.  The decreased tax benefit at
the end of first  quarter  compared  to the prior year first  quarter end is the
result of the lower pre-tax loss in this fiscal year.


<PAGE>



         For  the  three  months  ended   September  27,  1997,  cash  and  cash
equivalents  declined  $3.6 million to $2.3 million as compared to a decrease of
$7.4 million to $1.2 million for the three months ended September 28, 1996.

         Cash used in  operating  activities  was $29.4  million in the  quarter
ended  September  27,  1997,  compared  to $26.6  million in the  quarter  ended
September 28, 1996, as described below.

         Net  losses  were $7.1  million  in the first  quarter  of fiscal  1998
compared  to $8.3  million in fiscal  1997.  The  decreased  loss was  primarily
attributable  to  increased  profitability  in  the  Jewelry,  Photography,  and
Education product lines, coupled with a decrease in interest expense,  partially
offset by an increase in ESOP compensation expense.

         Accounts  receivable  decreased  $13.1  million in the first quarter of
fiscal 1998 compared to a decline of $15.0 million in fiscal 1997. The reduction
in the decline was primarily the result of increased sales in fiscal 1998.

         Customer deposits decreased $6.4 million in the first quarter of fiscal
1998 compared to a decline of $7.7 million in fiscal 1997.  The reduction in the
decline was primarily the result of decreased  Yearbook sales activity,  coupled
with  increased ring order receipts in the first quarter of fiscal 1998 compared
to fiscal 1997.

         Income taxes  accrued  decreased  $13.6 million in the first quarter of
fiscal 1998  compared to a decline of $7.8 million in fiscal  1997.  The decline
was primarily  attributable to the decreased  pre-tax loss of the Company in the
first  quarter of fiscal 1998  compared to the pre-tax loss in fiscal 1997 and a
higher payment of taxes related to the prior fiscal year.

         Net cash used by investing  activities was $4.1 million for the quarter
ended  September  27, 1997  compared to $2.0 million  used in the quarter  ended
September  28, 1996.  The increase  over the prior year is  attributable  to the
timing of fiscal  1998  capital  expenditures  in the  Scholastic  and  Yearbook
product lines.

         Net cash  provided by  financing  activities  was $29.9  million in the
quarter  ended  September  27, 1997  compared to $21.1  million  provided in the
quarter ended September 28, 1996. The Company's financing arrangements in fiscal
1997 required an additional, "advance" payment on the Term Loan of $5,957 in the
first quarter of fiscal 1997. Subsequently,  a 1997 amendment to those financing
arrangements eliminated the requirement for advanced payments;  therefore, there
was not a corresponding advanced payment made during the quarter ended September
27, 1997.

         Deferred Compensation at September 27, 1997 decreased to $202.3 million
from $206.4  million at June 28, 1997 and $218.8  million at September 28, 1996.
The decrease is the result of recording  additional ESOP shares  committed to be
released.


<PAGE>

                           PART II - OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

(a)   The following Exhibits are filed as a part of this report:

      Exhibit 27 Financial Data Schedule

(b)   Reports on Form 8-K;

      No reports on Form 8-K were filed  during the quarter for which the report
      is filed.




                                    SIGNATURE

Pursuant to the  requirements  of the  Securities  Exchange Act as of 1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                         HERFF JONES, INC.
                                         (Registrant)




                                         By:    / S / Lawrence F. Fehr
                                                ------------------------------
                                                Lawrence F. Fehr
                                                Vice President and
                                                Chief Financial Officer

November 6, 1997