SECURITIES AND EXCHANGE COMMISSION
     WASHINGTON, DC 20549
     
     FORM 10-K
     
     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934
     
     For the fiscal year ended December 31, 1997
     Commission File Number 1-9014
     
     CHYRON CORPORATION
     (Exact name of registrant as specified in its charger)
     
     New York                                                         
                 
     (State or other jurisdiction of incorporation or organization)   
                   
     11-2117385
     (I.R.S. Employer Identification No.)
     
     5 Hub Drive, Melville, New York                                  
     (Address of principal executive offices)                         
                   
     11747
     (Zip Code)
     
     Registrant's telephone number, including area code (516) 845-2000 
          
     
     Securities registered pursuant to Section 12(b) of the Act:
     
     Common Stock, par value $.01
     (Title of Class)                                              
     
     New York Stock Exchange
     (Name of exchange on which registered)
      
     Securities registered pursuant to Section 12(g) of the Act:
     
     None
     
     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 periods 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 by check mark if disclosure of delinquent filers pursuant
     to Item 405 of Regulation S-K is not contained herein, and will not
     be contained, to the best of registrant's knowledge, in definitive
     proxy or information statements incorporated by reference in Part
     III of this Form 10-K or any amendment to this Form 10-K. ( )
     
     The aggregate market value of voting stock held by non-affiliates
     of the Company on March 6, 1998 was $48,530,746.
     
     The number of shares outstanding of the issuer's common stock, par
     value $.01 per share, on March 6, 1998 was 32,605,706.
     
     DOCUMENTS INCORPORATED BY REFERENCE
     
     Item 10 (Directors and Executive Officers of the Registrant), Item
     11 (Executive Compensation), Item 12 (Security Ownership of Certain
     Beneficial Owners and Management) and Item 13 (Certain
     Relationships and Related Transactions) will be incorporated into
     the Company's Proxy Statement to be filed within 120 days of
     December 31, 1997 and are incorporated herein by reference.
     
     
     Exhibit index is located on page 53
     This document consists of 66 pages
     
     PART I
     
     ITEM 1.  BUSINESS
     
     General Information Regarding the Company
     
     Chyron Corporation ("Chyron") was incorporated under the laws of
     the State of New York on April 8, 1966 under the name The Computer
     Exchange, Inc., which was changed to the present name on November
     28, 1975.  On April 12, 1996, Chyron acquired Pro-Bel Limited
     ("Pro-Bel").  On March 31, 1997, Chyron acquired Axis Holdings
     Incorporated ("Axis", collectively with Chyron and Pro-Bel, the
     "Company").  The Company's principal executive offices are located
     at 5 Hub Drive, Melville, New York 11747 and its telephone number
     is (516) 845-2000.  Its executive offices in the United Kingdom are
     located at Danehill, Lower Early, Reading, Berks RG6 4PB and its
     telephone number is 44-1734-86-61-21.
     
     The Company develops, manufactures, markets and supports a broad
     range of equipment, software and systems that facilitate the
     production and enhance the presentation of live and pre-recorded
     video, audio and other data.  The Company's products enable users
     to (i) create and manipulate text, logos and other graphic images
     using special effects such as 3D transforming, compositing and
     painting; (ii) manage, monitor and distribute video, audio and
     other data signals; and (iii) control edit processes and automate
     broadcast equipment.  The worldwide market for equipment, software
     and systems used in the production and presentation of video and
     audio content encompasses major television networks, cable
     television broadcasters, direct to home satellite program
     distributors, production companies and post-production houses, as
     well as organizations and individuals creating materials such as
     corporate and specialized video and audio presentations. 
     
     Industry Transition to High Definition Television
     
     In October 1996, the Federal Communications Commission ("FCC")
     adopted a rule that requires broadcasters to utilize digital
     advanced television transmission.  This ruling requires
     broadcasters to adopt one of eighteen formats deemed acceptable as
     broadcast standards for digital television, ("DTV") as opposed to
     the current analog equipment, and, sets a timetable for the
     adoption of  DTV, specifically High Definition Television ("HDTV"),
     broadcast by the year 2006.
     
     These decisions have set in motion the evaluation of which digital
     transmission formats are acceptable and will be used for replacing
     the current analog National Television Standards Committee ("NTSC")
     standards for broadcasting, news, entertainment  and other program
     sources.  Today, broadcasters are examining the performance of each
     of these formats, as well as their technical requirements.  By the
     year 2006, all the current analog NTSC equipment will have to be
     upgraded or replaced in order to comply with the recent FCC ruling.
     
     The method and timing of broadcasters conversion to digital
     television is very important to the future profitability of Chyron. 
     As an equipment manufacturer, Chyron plans to provide broadcasters
     with innovative DTV and HDTV equipment.  Management views this
     industry transition as potentially a great opportunity.  However,
     broadcasters' failure to convert on a timely basis would have a
     negative impact on the Company.
     
     Products
     
     The Company offers a broad range of products that address the needs
     of the video and audio production, post-production and distribution
     markets.  The Company's line of high performance graphics systems
     are used by many of the world's leading broadcast stations to
     display news flashes, election results, sports scores, stock market
     quotations, programming notes and weather information.  The
     Company's signal management systems interconnect video, audio and
     data signals to and from equipment within a studio's control room
     or edit suite, as well as to and from signal transmission sites. 
     The Company's line of control and automation systems are used to
     automate the steps used in the management, editing and distribution
     of video and audio content.
     
     Graphic Systems
     
     Graphics and character generators.  Chyron's family of iNFiNiT!
     products use a digital computer and electronic storage to permit
     operators to create images capable of being broadcast either
     independently or superimposed on other images.  Images broadcast
     directly from the system have included election results, stock
     market quotations, sports scores, commercial advertising and
     promotional material.  Superimposed images are similarly used for
     a variety of purposes such as identifying speakers during
     interviews or displaying statistics during sports telecasts.  
     
     The flagship iNFiNiT! is a dual-user graphics workstation with one
     to three output channels, each with a dedicated key signal.  MAX!>
     is a signal-user graphics system with one or two separate video and
     key channels.  MAXINE! is a single channel/single-user  character
     generator.  MAX!> and MAXINE! have similar feature sets and
     effective resolution to the iNFiNiT!.  In September 1996, the
     Company introduced WiNFiNiT!, an optional PC-based graphical user
     interface which utilizes the Microsoft Windows NT operating system.
     
     Still store management systems.  IMAGESTOR!  offers real-time
     playback of uncompressed video frames and instant access to
     thousands of one-line or archived images.  Live newscasters and
     broadcast trucks use IMAGESTOR! for live video capture as well as
     for image storage retrieval for on-air display.  The IMAGESTOR!
     system allows on-line storage of 2,000 still images with optional
     additional storage available.  The library of stills can be
     searched and sorted by criteria, keywords and other attributes. 
     Users can create a playlist of images for automatic playback during
     live on-air operations and embed the selected still images with
     effects such as cut, dissolve, wipe, push, reveal and hide. 
     IMAGESTOR! is available as a stand-alone workstation or a database
     file management software program for use with Chyron's iNFiNiT!
     family of graphics systems.
     
     Compact graphics and character generators.  The Company's compact
     character generators, sold under the CODI and PC-CODI names,
     provide real-time text, titling and logo generation which are used
     for broadcasting time, temperature, weather warnings, sports
     statistics, scoreboards, news updates and financial information. 
     CODI products may operate through touch screens for real-time on-
     screen drawing.  They can work with standard computer platforms
     regardless of operating system or system performance.  
     
     Electronic paint and animation systems and software.  Chyron's
     Liberty family of paint and animation tools are resolution-
     independent, non-linear, digital image processing systems and
     software.  Liberty products are used to create, edit and composite
     special visual effects in an on-line, real-time environment. 
     Liberty products have been used for high-end film applications and
     have created special effects for major feature films, including
     Casino, Broken Arrow, and Godzilla.  Liberty products operate on
     various Silicon Graphics workstations and support all popular file
     formats.  Liberty offers a menu of video graphic creation tools,
     such as painting, compositing, morphing, titling, 3D transforming,
     layering, coloring, cycle animation, rotoscoping and cell
     animation.  
     
     Signal Management Systems
     
     Switching and routing systems.  Under the Pro-Bel name, the Company
     provides a complete range of control solutions for matrix systems
     which process and distribute multimedia signals.  The PROCION
     product offers a range of IBM PC/Windows touch screen control
     systems which are easy to use and configure.  System 3 provides a
     push button control panel which can utilize simple signal matrix
     solutions and multi-matrix installations with integrated tie-line
     management.  System 3 and PROCION can co-exist for maximum
     flexibility.
     
     The new XD series of digital router switchers are large-scale
     routing systems that can produce high-performance signal
     distribution across a wide spectrum of applications.  The TM Series
     are compact digital routing switchers that provide a cost-effective
     solution for users moving from analog to digital distribution and
     for smaller scale routing solutions such as remote broadcast
     vehicles.  The HD series of routing switchers includes matrix
     products for digital and analog video, digital and analog audio and
     RS422 machine control.
     
     Intercom/talkback.  The Trilogy Commander 400 Series combines
     Digital Signal Processing ("DSP") audio techniques with control
     technology to produce a digital intercom/talkback system.  The
     system is supplied with IBM compatible PC-based editing and control
     panels to manage audio crosspoints.  Intercom systems are
     implemented in a wide range of applications including television
     and radio broadcast facilities, airports, hospitals, outside and
     remote broadcast trucks, post-production suites and leisure
     complexes.
     
     Control and Automation Systems
     
     Master control, storage and station automation.  Pro-Bel has
     developed a suite of products which are designed to process video,
     audio and related data signals, automate playout of the signals and
     manage media signal storage devices in the master control and
     transmission suites.
     
     MAPP is a Windows-based, video server management and control
     system.  MAPP provides facilities to record, track, cache and
     replay broadcast material according to a user defined schedule. 
     MAPP easily interfaces with disk based video servers manufactured
     by many different vendors.
     
     The COMPASS station automation system provides comprehensive
     station automation capability to major broadcasters that have
     complex playlists.  Video tape cartridge machines, video servers
     and other devices are typically interfaced by high speed data links
     which allow the system to control the devices according to a
     playlist schedule.  The automation system monitors all functions
     to check for discrepancies such as time errors, machines not
     available for control or manual intervention.
     
     The Company's digital master control switcher TX-220 employs
     component digital and AES/EBU digital audio signal processing. 
     Features include 10 bit component digital video/audio processing
     with an analog option, up to 4 AES/EBU levels, stand-alone
     operation with an upstream keyer, multifunction plasma display,
     simple user friendly manual control and full integration with the
     compass Automation System.  The master control switcher switches
     and combines video and audio content signals from various devices,
     such as video tape machines, disk based video servers, character
     generators and still storage systems, to produce seamless program
     flow for distribution to the final program delivery channel.
     
     Electronic editing control systems.  The CMX OMNI family of edit
     controllers are designed to control and operate edit suite
     equipment.  CMX OMNI systems are flexible, configurable and easy
     to operate.  They are capable of controlling over 200 types of edit
     suite devices developed by other manufacturers, including video
     tape recorders, video disks, production control switchers, digital
     video effects equipment, time base correctors and audio equipment.
     
     Marketing and Sales
     
     The Company markets its products and systems to traditional
     broadcast, production and post-production facilities, government
     agencies, educational institutions and telecommunications and
     corporate customers.
     
     In order to maintain and increase awareness of its products, the
     Company displays its products  at  the major domestic and
     international trade shows of the broadcast and computer graphics
     industries.  In the United States, the Company exhibits at the
     National Association of Broadcasters (NAB) and ACM SIGGRAPH
     conventions.  It also exhibits at the International Broadcasters
     Conventions (IBC) in Europe, INTERBEE in Japan and Broadcast-Asia
     in China.  The Company uses direct-mail campaigns and places
     advertisements in broadcast, post-production and computer industry
     publications.
     
     Sales of the Company's products in the United States and the United
     Kingdom are made through Company direct sales personnel, dealers,
     independent representatives, systems integrators and OEMs.  Direct
     sales, marketing and product specialists serving the domestic
     markets act as links between the customer and the Company's
     development teams.  
     
     Sales of the Company's products outside of the United States and
     United Kingdom are made through dealers and several representatives
     covering specific territories.  The Company maintains a sales
     office in Hong Kong and is currently establishing a sales office
     in Paris, France in an effort to increase foreign sales.   In some
     territories, dealers sell products from all of the Company's
     product categories; in other territories, dealers handle only
     specific products.
     
     Service, Support and Training
     
     The Company offers comprehensive technical service, support and
     training to its customers through 24 hour per day, seven days per
     week access to trained service and support professionals.
     
     Training courses are available through the Company and range in
     length from a few days to a few weeks and consist of a mix of
     classroom discussions and hands-on training.  The Company offers
     training courses for many of its products at its Melville (New
     York) headquarters and its Reading (United Kingdom) and Atlanta
     (Georgia) centers.  The Company also conducts on-site training. 
     Installation assistance, hardware and software, maintenance
     contracts and spare parts are made available by the Company. 
     Support contracts and a responsive spare parts supply service
     facilitate customer satisfaction.  Service is provided both
     domestically and internationally by the Company or its appointed
     dealers and representatives.  The Company also provides sales and
     service support to its dealers from time to time.  The Company
     provides warranties on all of its products ranging from 90 days to
     five years.
     
     Research and Development
     
     The Company's research and product development, conducted in
     Melville, New York, Reading, United Kingdom and Cupertino and
     Torrance, California, is focused on the continued enhancement of
     its existing products and the development of new ones.  Product
     development efforts include both graphic products and end routers
     and switches which will comply with the FCC rulings of October
     1996.  This ruling will affect the broadcast industry across the
     next decade and beyond, specifically the adoption of digital
     television, and more specifically HDTV television.
     
     Historically, the Company has focused its efforts toward the
     development of complete systems rather than of either hardware or
     software standing alone.  A strategic engineering group evaluates
     hardware and software technologies.  Currently engineering efforts
     include software stand alone products and hardware with software
     products that address the FCC rulings described above.  On March
     31, 1997, the Company acquired Axis for the primary purpose of
     acquiring software technology owned by Axis.  As a result of this
     acquisition, the Company plans to start shipping Concerto, a
     compositing software, in 1998. 
     
     During 1997, 1996 and 1995, the Company expensed approximately $6.8
     million, $5.3 million and $4.1 million, respectively, for research
     and development.  Such amounts were net of amounts  capitalized and
     amortized with respect to software development costs incurred in
     connection with the development of new products and the
     modification and enhancement of the then existing products.
     
     Manufacturing
     
     The Company has final assembly and system integration operations
     located in Melville and Reading.  The Company primarily uses third-
     party vendors to manufacture and supply all of the hardware
     components and sub-assemblies utilized in the Company's graphics
     systems and relies upon a combination of third-party vendors and
     internal manufacturing for components and sub-assemblies utilized
     in the Company's signal management systems.  The Company designs
     many of its system components to its own specifications, including
     metal and electronic parts and components, circuit boards and
     certain subassemblies.  It assembles such items and standard parts,
     together with internally-developed  software, to create final
     products.  The Company then performs testing and quality
     inspections of each product.
     
     Competition
     
     The market for graphics imaging, editing and animation systems,
     signal routing systems and media storage systems is highly
     competitive and is characterized by rapid technological change and
     evolving industry standards.   Rapid obsolescence of products,
     frequent development of new products and significant price erosion
     are all features of the industry in which the Company operates. 
     The FCC's recent ruling requiring broadcasters to utilize DTV
     transmission beginning in 1998 will require large future capital
     expenditures by the broadcast industry.  Management recognizes this
     as an opportunity for the Company in the market place, but also as
     a result,  the Company anticipates increased competition from both
     existing companies and new market entrants.  The Company is
     currently aware of several major and a number of smaller
     competitors.  In the graphics area, the Company believes its
     primary competitors are Aston Electronic Designs Limited, Digital
     Graphix Inc., Dynatech Corporation, Quantel Inc. and Scitex
     Corporation Ltd.  In the signal management area, the Company
     believes its primary competitors are Dynatech Corporation, Leitch
     Incorporated, Philips Electronics N.V., Sony Corporation and
     Tektronix Inc.  In the control and automation area, the Company
     believes its primary competitors are Accom, Inc., Louth Automation,
     Philips Electronics N.V., Sony Corporation and Tektronix, Inc. 
     Many of these companies have significantly greater financial,
     technical, manufacturing and marketing resources than the Company. 
     In addition, certain product categories and market segments, on a
     region-by-region basis, in which the Company does or may compete,
     are dominated by certain vendors.  
     
     Backlog
     
     The Company's backlog of orders at December 31, 1997 approximated
     $6.7 million.  The Company believes these orders to be firm and
     expects to fulfill the entire amount of this backlog in 1998.
     
     Employees
     
     As of December 31, 1997, the Company employed 459 persons on a
     full-time basis, including 74 in sales and marketing, 160 in
     manufacturing and testing, 36 in customer support, service and
     training, 70 in finance and administration and 112 in research and
     development.  None of these employees is represented by a labor
     union.  
     
     Patents and Proprietary Rights
     
     The Company's success depends upon its ability to protect its
     proprietary software technology and operate without infringing the
     rights of others.  It relies on a combination of patent, trademark
     and trade secret laws to establish and protect its proprietary
     rights in its technology.
     
     The Company currently has seven patents.  The names Chyron, Scribe,
     Chyron Scribe, Chyron Scribe Junior, Chyron SuperScribe, iNFiNiT!,
     MAX!>, MAXINE!, CODI, I2, Chyron Care, Intelligent Interface,
     Intelligent Interface (I2), CMX, CMX AEGIS, CMX OMNI, Aurora,
     Liberty, and Liberty Aurora and Design are registered trademarks
     of the Company.  The Company also has rights in trademarks and
     service marks which are not federally registered.  The Company does
     not have registered copyrights on any of its intellectual property. 
     The duration of patents in the United States is 20 years from
     priority or 17 years from issuance.  As a result, the Company's
     existing patents will begin to expire commencing in the year 1998. 
     
     
     Government Regulations
     
     The United States Federal Communications Commission has issued
     regulations relating to shielding requirements for electromagnetic
     interface  in electronic equipment.  The Company's products are in
     compliance with these regulations.
     
     The Year 2000
     
     The Company has taken actions to make its systems, products and
     infrastructure Year 2000 compliant.  The Company is also beginning
     to inquire as to the status of its key suppliers and vendors with
     respect to the Year 2000.  The Company believes it is taking the
     necessary steps to resolve Year 2000 issues; however, there can be
     no assurance that a failure to resolve any such issue would not
     have a material adverse effect on the Company.  Management
     believes, based on available information, that it will be able to
     manage its total Year 2000 transition without any material adverse
     effect on its  business operations, products or financial
     prospects.
     
     ITEM 2.  FACILITIES
     
     The executive offices and principal office of the Company and its
     graphics business are located in Melville, New York pursuant to a
     lease that expires on June 30, 2004.  This facility consists of
     approximately 47,000 square feet and is used for manufacturing,
     research and development, marketing and the executive offices.  The
     Company also leases approximately 7,000 square feet in Cupertino,
     California and 4,300 square feet in Torrance, California for
     research and development, which expire on December 31, 2002 and
     November 30, 2000, respectively.  The Company also maintains sales
     offices in Atlanta and Dunwoody, Georgia of 1,000 and 2,700 square
     feet, respectively, and in Hong Kong of 2,000 square feet which
     expire on January 31, 2001, November 30, 2002 and April 26, 2001,
     respectively.  In the United Kingdom, the Company's executive
     office is located in Reading, United Kingdom where it owns an
     approximately 19,000 square foot facility.  This facility is used
     for manufacturing, research and development and marketing.  The
     Company occupies additional facilities in the United Kingdom in
     Reading and Andover, used primarily for research and development
     and manufacturing, which total approximately 28,000 square feet
     pursuant to leases which expire from October 31, 1997 through
     September 24, 2020.  Currently, the Company is considering
     expanding its Andover facility but has not made any lease
     commitments.  The Company currently utilizes 90% to 100% of the
     space of all of its facilities.  Management currently believes
     that, other than the Andover facility, each facility is suitable
     for its existing operations and does not foresee the need for any
     significant expansion of its current facilities.
     
     ITEM 3.  LITIGATION
     
     The Company from time to time is involved in routine legal matters
     incidental to its business.  In the opinion of management, the
     ultimate resolution of such matters will not have a material
     adverse effect on the Company's financial position, results of
     operations or liquidity.
     
     
     PART II
     
     ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
     SECURITY HOLDERS      MATTERS
     
     Principal Market
     
     Chyron's common stock is traded on the New York Stock Exchange
     ("NYSE") under the ticker symbol "CHY".  The approximate number of
     holders of record of the Company's common stock at December 31,
     1997 was 5,784.  
     
     The following table sets forth the high and low reported sales
     price for the common stock adjusted to reflect the one-for-three
     reverse stock split which occurred in February 1997.
     
                                  Price Range of Common Stock         
                                                       High       Low
     Year Ended December 31, 1997
       Fourth Quarter                  $6.125    $4.125
       Third Quarter                    5.500     4.063
       Second Quarter                   5.875     3.750
       First Quarter                    9.375     4.875
     
     Year Ended December 31, 1996
       Fourth Quarter                 $15.375     $7.50
       Third Quarter                   19.875     12.00
       Second Quarter                  18.750     9.375
       First Quarter                   10.125     6.375
     
     On March 6, 1998, the closing price of the Company's common stock
     as reported on the NYSE was $3.625.
     
     The Company has not declared or paid any cash dividend since
     November 27, 1989.  The Company currently plans to retain its
     future earnings, if any, for use in the operation and expansion of
     its business and does not anticipate paying cash dividends on the
     common stock in the foreseeable future.  During the term of its
     loan agreement with Fleet Bank (formerly NatWest Bank), the Company
     is prohibited from paying dividends in excess of 25% of its net
     income for the then current fiscal year.
          <PAGE>
ITEM 6.  SELECTED FINANCIAL DATA
              (In thousands, except per share amounts)
     
     
                                     Year Ended December 31,
                            1997  1996(1)     1995     1994     1993
     
     Statement of Operations Data:
     
     Net sales                  
                         $86,774  $82,608  $53,971  $42,762  $37,391
     
     Cost of products sold
                          46,944   39,941   22,746   18,912   16,816
     
     Gross profit             
                          39,830   42,667   31,225   23,850   20,575
     
     Operating expenses:
     
     Selling, general and administrative
                          29,662   22,349   17,066   14,301   13,452
     
     Research and development 
                           6,822    5,253    4,105    4,163    3,573
     
     Non-recurring charges    
                           3,082
     
     Management fee      
                                             2,911    1,139      800
     
     West Coast restructuring charge (recapture)
                                                     (1,339)  12,716
        Total operating expenses
                          39,566   27,602   22,743   32,319   17,825
     
     Operating income (loss) 
                             264   15,065    8,482   (8,469)   2,750
     
     Interest and other expense, net
                           1,242    1,666      536      525      714
     
     (Loss) income before provision for income taxes          
                            (978)  13,399    7,946   (8,994)   2,036
     
     Income tax/equivalent(benefit) provision 
                            (218)   4,745      470               760
     
     Net (loss) income     $(760)  $8,654   $7,476  $(8,994)  $1,276
     
     Net (loss) income per common share-basic(2)(3)
                           $(.02)   $0.27    $0.26   $(0.31)   $0.05
     
     Weighted average number of common shares outstanding(2)(3) 
                          32,538   31,825   29,379   28,962   25,295
     
     Net (loss) income per common share - diluted (2)(3)
                           $(.02)    $.27     $.25   $(0.31)    $.04
     
     Weighted average number of common and common equivalent shares 
     outstanding (2)(3)
                          32,538   32,327   30,382   28,962   30,231
     
     
                                          December 31,
                               1997  1996(1)   1995    1994    1993
     Balance Sheet Data:
     Cash and cash 
       equivalents           $2,968  $4,555  $5,012  $1,555    $213
     Working capital         38,955  45,362  28,221  12,103  13,256
     Total assets            94,080  91,403  44,332  28,644  38,516
     Long-term obligations   21,959  21,226   4,911   4,829     200
     Shareholders' equity    53,962  53,946  29,983  13,776  22,627   
                                              
     (1) Includes the operations of Pro-Bel since its acquisition by the
     Company on April 12, 1996.  The acquisition was accounted for as
     a purchase.  See Note 3 to the Consolidated Financial Statements.
     (2) Adjusted to reflect the Reverse Stock Split which was ratified
     by the Company's shareholders on January 24, 1997.
     (3)  Adjusted to reflect FASB Statement No. 128, "Earnings per
     share".
     
     
     ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
             AND RESULTS OF OPERATIONS
     
     From time to time including in this annual report, 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 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
     materially 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 the
     following: product concentration in a mature market, dependence on
     the emerging digital market and the industry's transition to DTV
     and HDTV, rapid technological changes, highly competitive
     environment, new product introductions, seasonality, fluctuations
     in quarterly operating results, expansion into new markets and the
     Company's ability to implement successfully its acquisition and
     alliance strategy.
     
     Overview
     
     The Company develops, manufactures, markets and supports a broad
     range of equipment, software and systems that facilitate the
     production and enhance the presentation of live and pre-recorded
     video, audio and other data.  The Company introduced the iNFiNiT!,
     its flagship product, in late 1990.  Subsequently, the Company has
     introduced a broad range of graphics products such as the MAX!> and
     MAXINE!, CODI, LIBERTY, WiNFiNiT! and IMAGESTOR!.  These products
     superimpose text, logos and other graphics onto a primary video
     image or create an independent image to be televised by itself. 
     The Company expects that revenue from its current graphics and
     character generator systems will continue to constitute a
     substantial percentage of its net sales in the near future.  The
     Company's Pro-Bel signal management systems interconnect video,
     audio and data signals to and from equipment within a studio's
     control room or edit suite, as well as to and from signal
     transmission sites.  
     
     The Company was incorporated under the laws of the State of New
     York on April 8, 1966.  In 1994, the Company restructured its West
     Coast operations, resulting in a charge of approximately $12.7
     million.  In 1997, as a result of the FCC's announcement on its
     position for HDTV, the Company took steps to position itself for
     the transition to HDTV, which included appointing a new Chief
     Executive Officer.
     
     The Company's current business strategy includes the following key
     elements: (i) position itself as the lead vendor in providing DTV
     and HDTV equipment to broadcasters as they make their transition
     to digital television in response to the recent FCC ruling; (ii)
     maintain and enhance its leadership position in current markets;
     (iii) provide upgrades to existing equipment; (iv) cross sell
     products to its existing customers; (v) address low-end and
     emerging markets;
     (vi) expand its global presence; (vii) pursue strategic
     acquisitions and alliances; and (viii) utilize open platforms.  The
     Company intends to continue to serve its worldwide customer base
     by introducing products which address the requirements to improve
     the production and presentation of video, audio and other data. 
     The Company also intends to continue to upgrade its current high
     performance systems, invest in the development of new options and
     enhancements for its products, and provide complete system
     solutions to its customers.
     
     Acquisition of Axis 
     
     On March 31, 1997, the Company acquired Axis, located in Los
     Angeles, California.  Axis develops software in professional video
     and audio tools created specifically for use on the Microsoft
     Windows NT Operating System.  The aggregate cost of $1.83 million
     consisted of $413,000 in cash, $667,000 in two year promissory
     notes and 173,913 restricted shares of Chyron Corporation common
     stock valued at $750,000.
     
     The acquisition of Axis was accounted for as a purchase; therefore,
     the cost was allocated to the net tangible assets acquired based
     on their estimated fair values.  The majority of the purchase price
     was capitalized as software development costs and will be amortized
     over the estimated economic life of the products, commencing when
     each product is available for general release.
     
     Acquisition of Pro-Bel
     
     On April 12, 1996, the Company acquired Pro-Bel, located in
     Reading, United Kingdom.  Pro-Bel develops, manufactures and
     markets signal management systems and control and automation
     systems.  The aggregate consideration of $19.1 million consisted
     of $6.9 million in cash, $5.3 million in two-year promissory notes
     and 1,048,735 restricted shares of common stock valued at $6.9
     million.
     
     The acquisition of Pro-Bel was accounted for as a purchase. 
     Accordingly, the cost was allocated to the net tangible assets
     acquired based upon their estimated fair values.  The excess of
     cost over the estimated fair values of the net tangible assets
     acquired amounted to $6.9 million, which is being amortized over
     12 years using the straight-line method.
     
     Investment in RT-SET
     
     On February 29, 1996, the Company purchased a 19% interest in Real
     Time Synthesized Entertainment Technology, Ltd. ("RT-SET"), which
     develops, markets and sells real time virtual studio set software
     and proprietary communications hardware and is located in Israel. 
     The Company purchased shares of RT-SET Convertible Preferred Stock
     in exchange for 800,000 restricted shares of Chyron Corporation
     common stock.  In addition, the Company was granted certain call
     option rights which, if and when exercised, allows the Company to
     purchase up to a 51% interest in RT-SET in exchange for the
     issuance of additional shares of common stock.  In accordance with
     the purchase agreement, the 800,000 shares of common stock were to
     be held in escrow and released in two tranches, subject to certain
     conditions.  One-third of such shares was released from escrow in
     June 1996 and the remainder will be released upon the earlier of
     a public offering of RT-SET's equity; or RT-SET achieving two
     consecutive years of profitability.  Prior to any public offering
     by RT-SET or achievement of the aforementioned profitability, the
     Company has the right to recover the remaining two-thirds of its
     shares held in escrow in exchange for its interest in RT-SET.  The
     transaction has been recorded as the purchase of a right to acquire
     a 19% interest in RT-SET (which was diluted to 17% as a result of
     a subsequent investment by a third party).  RT-SET shall retain the
     voting rights with respect to the escrowed shares of the Company
     while such shares are held by the escrow agent.  The acquisition
     was recorded at the estimated fair value of the restricted shares
     of common stock released from escrow.  
     
     Year Ended December 31, 1997 Compared to Year Ended December 31,
     1996
     
     Net Sales.  Net sales increased 5.0% to $86.8 million in 1997 from
     $82.6 million in 1996.  The increase was attributable to an
     increase in Pro-Bel product sales of  73% offset by a decrease in
     the Chyron Graphics line of 27%.  The Pro-Bel increase is due to
     a combination of:  (i) an increase in sales of the Pro-Bel product
     in the U.S. market; (ii) the fact that 1997 amounts represent 12
     months of revenue, while 1996 represents revenue from the purchase
     date, April 12, 1996, through December 31, 1996, and (iii)
     increases in Pro-Bel sales in the European and other non-U.S.
     markets.  Chyron sales declined mainly due  to customers opting to
     fill their graphic needs with the Company's lower-end Chyron
     products based on the recent FCC ruling requiring broadcasters to
     utilize digital advanced television transmission beginning in 1998;
     such ruling should cause future capital expenditures by the
     broadcast industry.  The Company's net sales consist of product
     sales, upgrades and enhancements and rental income as well as
     customer service revenue.
     
     Gross Profit.  Gross profit decreased to $39.8 million in 1997 from
     $42.7 million in 1996.  Gross margin as a percentage of net sales
     decreased to 45.9% in 1997 from 51.6% in 1996.   This decrease was
     caused by increases in Pro-Bel sales for the year, which have
     historically lower margins than the Chyron lines, as well as
     decreases in the Chyron margin as a result of a shift in product
     mix from high-end products to lower-end products as described
     above.   Customer service costs are included in selling, general
     and administrative expenses and are not material.
     
     Selling, General and Administrative Expenses.  Selling, general and
     administrative expenses increased 32.7% to $29.7 million in 1997
     from $22.3 million in 1996.  As a percentage of net sales, selling,
     general and administrative expenses increased to 34.2% in 1997 from
     27.1% in 1996.  The increase is due mainly to the inclusion of Pro-
     Bel expenses for 12 months in 1997, while 1996 only included 9
     months of expenses.  Additional increases were due to an overall
     increase in sales volume and increases in headcount at both Chyron
     and Pro-Bel.
     
     Research and Development Expenses.  Research and development
     expenses increased 29.9% to $6.8 million in 1997 from $5.3 million
     in 1996.  This increase is mainly due to the inclusion of Pro-Bel's
     expenditures for a full twelve month period in 1997.  Additional
     increases in R&D have been seen at both Chyron and Pro-Bel as the
     Company has focused its attention on new product development to
     address the FCC ruling described above as well as the continued
     development of the "Concerto" product line of Axis, which was
     acquired on March 31, 1997.  These increases were offset by net
     capitalized software cost, (exclusive of the $1.7 million of the
     cost of Axis capitalized), which increased approximately $1.0
     million for the twelve months ended December 31, 1997 versus the
     same period in 1996.
     
     Non-recurring Charges.  For the twelve months ended December 31,
     1997, non-recurring charges totaling $3.1 million were incurred by
     the Company.  A non-recurring charge of $675,000 incurred in the
     first quarter of 1997 was attributable to the Company's planned
     secondary offering of common stock, which was terminated due to the
     change in the  market valuation of the stock.  During the second
     quarter of 1997, in an effort to position Chyron to meet the
     domestic television market's need for high definition and
     multichannel standard definition equipment that comply with the
     recent FCC rulings described above, the Company underwent a
     repositioning which, together with several other items, resulted
     in non-recurring charges in the second quarter totalling
     $2,407,000.
     
     Included in this charge was a write-down of inventory related to
     product lines which have been discontinued as a result of a new
     market positioning strategy, severance expense related to staff
     reduction, the write-off of software development projects related
     to products not within the new strategy, the consolidation of
     certain Chyron offices, the settlement of litigation dating back
     several years and the write-off of costs related to a potential
     acquisition that was abandoned due to the new strategy.
          <PAGE>
The specific components of the non-recurring charge are as follows
     (in thousands):
     
     
     Non-cash outlays:
       Write-down of inventory                      $700
       Write-off of software development costs       205
       Litigation settlement - Issuance of Chyron      
          common stock                                88
       Total non-cash charges                        993
     
     Cash outlays:
       Secondary offering termination                675
       Severance                                     825
       Write-off of acquisition costs                200
       Litigation settlement                         100
       Other                                         289
         Total                                    $3,082
     
     Cash outlays related to the non-recurring charges total $2.1
     million, of which $1.6 million was made by December 31, 1997.
     
     Interest and Other Expense, Net.  Interest and other expense, net,
     decreased 25.5% to $1.3 million in 1997 from $1.7 million in 1996. 
     The decrease was due to the fact that in 1997 a foreign transaction
     gain of $423,000 was recognized, as opposed to a $264,000 loss
     recognized in 1996.   This was due to the increase in the foreign
     exchange rate for British pounds sterling over the respective
     periods and the increased intercompany transactions between Chyron
     and Pro-Bel.  This decrease was offset by increases in interest
     expense due to increases in average borrowing and interest rates
     over the comparable twelve month periods.
     
     (Loss) Income Before Provision for Income Taxes.  The Company
     incurred a loss before  taxes of ($978,000) compared to income of
     $13.4 million for the same prior year period.  This loss was
     attributable mainly to the $3.1 million in non-recurring charges
     discussed above, coupled with decreases in sales of Chyron graphics
     products, the gross margin erosion as a result of product mix and
     increased SG&A and R&D expenses incurred in anticipation of the
     opportunity availing the Company as the industry transitions to
     HDTV.
     
     Income Taxes/Equivalent (Benefit) Provision.  The Company
     recognized a $218,000 tax benefit for the twelve months ended
     December 31, 1997 compared to an income tax provision of $4.7
     million for 1996.  The tax benefit was primarily attributable to
     the loss of  ($978,000) before taxes while the provision was based
     on pre-tax income of $13.4 million.
     
     Year Ended December 31, 1996 Compared to Year Ended December 31,
     1995
     
     Net Sales.  Net sales increased 53.1% to $82.6 million in 1996 from
     $53.9 million in 1995.  Over 85% of the $28.7 million increase was
     attributable to the inclusion, since April 1996, of Pro-Bel's
     sales; Chyron's graphic products showed modest growth.  The
     Company's net sales consist of product sales, upgrades and
     enhancements and rental income as well as customer service revenue.
     
     Gross Profit.  Gross profit increased to $42.7 million in 1996 from
     $31.2 million in 1995.  This increase was primarily attributable
     to the 53.1% increase in net sales.  Gross margin as a percentage
     of net sales decreased to 51.6% in 1996 from 57.9% in 1995.  This
     decrease was caused primarily by the inclusion since April 1996 of
     net sales of Pro-Bel products, which historically have had lower
     gross margins.  The gross margin for the Chyron product lines
     decreased slightly, primarily as a result of the product mix for
     the year.  Customer service costs are included in selling, general
     and administrative expenses and are not material.
     
     Selling, General and Administrative Expenses.  Selling, general and
     administrative expenses increased 31.0% to $22.3 million in 1996
     from $17.1 million in 1995.  As a percentage of net sales, selling,
     general and administrative expenses decreased to 27.0% in 1996 from
     31.6% in 1995.  The increase in dollars was primarily due to the
     inclusion of Pro-Bel's operations since April 1996 and the 
     accounting for the acquisition under the purchase method resulting
     in amortization of excess purchase price over net tangible assets
     acquired and increased depreciation, as well as increased costs as
     a direct result of increased sales volume.  The decrease as a
     percentage of net sales was affected by the incurrence in 1995 of
     $443,000 of one-time legal and investment banking fees (incurred
     with respect to the undertaking of the Special Transaction
     Committee of the Board of Directors, which was appointed in
     connection with the potential change in control of the Company) and
     $430,000 of severance costs for former management.
     
     Research and Development Expenses.  Research and development
     expenses increased 27.9% to $5.3 million in 1996 from $4.1 million
     in 1995.  This increase was primarily due to the inclusion of Pro-
     Bel's research and development expenditures since April 1996. 
     Research and development expenses related to Chyron's product lines
     decreased in 1996 in part due to an increase of approximately
     $800,000 in the amount of software capitalized and an increased
     percentage of research and development undertaken internally
     instead of by outside consultants.
     
     Interest and Other Expense, Net.  Interest and other expense, net,
     increased 210.8% to $1,666,000 in 1996 from $536,000 in 1995.  In
     conjunction with the Pro-Bel acquisition, the Company entered into
     various agreements with a bank, issued promissory notes (payable
     in pounds sterling) to the shareholders of Pro-Bel and assumed Pro-
     Bel's existing bank debt, all of which led to an increase of
     $866,000 in interest expense for the year.  Net foreign currency
     transaction losses of $264,000 have been recognized in 1996 due to
     the change in the exchange rate from date of acquisition of Pro-Bel
     to December 31, 1996.
     
     Income Before Provision for Income Taxes.  Income before provision
     for income taxes increased 68.6% to $13.4 million in 1996 from $7.9
     million in 1995, primarily due to the improved operating income of
     Chyron coupled with the addition of the operating income generated
     by Pro-Bel.  Additionally, in 1995, Chyron was subject to
     management fees of $2.9 million which were not in place in 1996. 
     These fees were offset in 1995 by income of $1.3 million realized
     as a result of the recapture of restructuring charges recognized
     in 1994.
     
     Income Taxes/Equivalent Provision.  Income taxes/equivalent
     provision increased to $4.7 million in 1996 from $470,000 in 1995,
     primarily because in 1995 an income tax benefit of approximately
     $2.2 million was realized as a result of the 1994 West Coast
     restructuring.  The increase was also due to increased income
     before income taxes in 1996.
     
     Liquidity and Capital Resources
     
     At December 31, 1997, the Company had cash on hand of $3.0 million
     and working capital of $39.0 million.  
     
     In connection with the acquisition of Axis, the Company issued
     promissory notes to the shareholders of Axis for $667,000. 
     Installment  payments  are due on March 31, 1998 and 1999, with the
     timing of the amounts due being contingent upon the Axis division
     realizing certain revenue targets.  See Note 2 to the Consolidated
     Financial Statements.  $250,000  of such notes is due March 31,
     1998 and will be paid from Chyron's operating cash flow.  Interest
     is payable with the annual installments at a rate of 6% per annum. 
     See Note 11 to the Consolidated Financial Statements.
     
     To finance the acquisition of Pro-Bel, the Company incurred
     additional debt of $7.2 million used cash on hand of $6.9 million
     and issued promissory notes to the shareholders of Pro-Bel for 3.5
     million pounds sterling ($5.7 million, converted at the December
     31, 1997 exchange rate).  See Note 3 to the Consolidated Financial
     Statements.  The promissory notes are secured and will be paid by
     an irrevocable letter of credit from a bank.  The amount of this
     irrevocable letter of credit is included as an outstanding
     borrowing in the formula used to calculate borrowing availability
     for the Company's facility with Fleet Bank described below. 
     Interest through April 15, 1998 is equal to LIBOR as of April 15,
     1997 (7.03%) and is payable quarterly.  Interest through April 15,
     1997 was equal to LIBOR as of April 15, 1996 (6.46%).  The notes
     are due on or before April 15, 1998 and are subordinated to any
     obligations to a bank or financial institution currently existing
     or subsequently entered into.  The notes can be prepaid without
     penalty.  See Note 11 to the Consolidated Financial Statements.
     
     Since the Pro-Bel acquisition, the Company's consolidated financial
     statements include the Pro-Bel accounts, as adjusted for purchase
     accounting.  At the date of acquisition, inventory increased by
     $7.8 million, accounts receivable increased by $6.9 million and
     accounts payable increased by $9.5 million which, in sum with other
     current assets acquired and current liabilities assumed, increased
     working capital by $6.8 million.  Additionally, at the date of
     acquisition, property and equipment increased by $8.8 million,
     excess of cost over net tangible assets acquired of $6.9 million
     was recorded and $3.6 million of Pro-Bel debt was assumed.
     
     On March 28, 1996 and April 16, 1996, the Company entered into
     agreements with Fleet Bank (formerly NatWest Bank) to obtain a
     revolving credit facility of $10.0 million and a term loan of $8.0
     million, respectively.  The entire facility is secured by certain
     of the Company's assets.  Borrowings are limited to amounts
     computed under a formula for eligible accounts receivable and
     inventory.   Interest on the revolving credit facility is equal to
     adjusted LIBOR plus 175 basis points or prime (8.50% at December
     31, 1997) and is payable monthly.  The term loan is payable in
     quarterly installments of $500,000, commencing June 1, 1996. 
     Interest on the term loan is equal to adjusted LIBOR plus 200 basis
     points or prime and is payable monthly.  At December 31, 1997, the
     Company did not comply with certain financial covenants and,
     accordingly, had obtained waivers for periods up to and including
     March 30, 1998 and amendments with respect to such covenants from
     its lender for periods up to and including April 16, 2000, the
     maturity date of the term loan.   Currently management is
     negotiating an increase in the revolving credit facility with the
     Bank.  The revolving credit facility is scheduled to expire on
     March 28, 1999.  Management intends to renew such facility prior
     to the expiration date.   See Note 11 to the Consolidated Financial
     Statements.
     
     Pro-Bel has a commercial mortgage term loan with Barclay's Bank
     Plc. ("Barclays").   The loan is secured by a building and property
     located in the United Kingdom.  Interest is equal to LIBOR plus 2%
     (9.56% at December 31, 1997).  The loan (including interest) is
     payable in quarterly installments of 80,600 pounds sterling
     ($133,000, converted at the December 31, 1997 exchange rate).  See
     Note 11 to the Consolidated Financial Statements.
     
     On January 13, 1998, Pro-Bel entered into an agreement with
     Barclays whereby Barclays agreed to provide an overdraft facility
     of up to 4.0 million pounds sterling through December 31, 1998 to
     Pro-Bel, and its subsidiaries.  The overdraft facility provides for
     interest at 1.5% per annum over the banks base rate.  Interest is
     payable quarterly in arrears.  This facility replaces the overdraft
     facility of up to 3.0 million pounds sterling in place at December
     31, 1997.  All monies under the facility are repayable upon written
     demand.  Management intends to renew this facility on or about
     December 31, 1998.  Total borrowings are limited to amounts
     computed under multiple formulas of eligible accounts receivable
     and inventory.
     
     On December 20, 1996, Pro-Bel entered into an agreement with a bank
     to obtain an overdraft facility of up to 3.0 million pounds
     sterling through December 31, 1997, subsequently extended to
     January 12, 1998  ($4,943,000 converted at the December 31, 1997
     exchange rate).  Total borrowings were limited to amounts computed
     under a formula for eligible accounts receivable.  Interest was
     equal to the bank's base rate plus 1.5% (8.75% at December 31,
     1997) and was payable in arrears.  The facility was payable upon
     written demand by the bank and any undrawn portion was cancellable
     by the bank at any time.  This facility was replaced by the
     facility with Barclays, described above, dated January 13, 1998.
                         
     At December 31, 1997, the Company had operating and capital lease
     commitments totaling $12.9 million and $.8 million, respectively,
     of which $1.1 million and $.4 million, respectively is payable
     within one year.  Such lease committments were for equipment,
     factory and office space and are expected to be paid out of
     operating cash flows of the Company. See Note 15 to the
     Consolidated Financial Statements.
     
     Impact of Inflation and Changing Prices
     
     Although the Company cannot accurately determine the precise effect
     of inflation, the Company has experienced increased costs of
     materials, supplies, salaries and benefits and increased general
     and administrative expenses.  The Company attempts to pass on
     increased costs and expenses by developing more useful and cost
     effective products for its customers that can be sold at more
     favorable profit margins.  
     
     Industry Transition to High Definition Television
     
     As discussed above, in October 1996, the FCC adopted a new digital
     television standard.  Conversion to the new standard will produce
     potentially great opportunity to companies involved in the
     broadcast industry and related business, however, this change has
     caused uncertainty, hesitation and confusion for broadcasters and
     other customers in their decisions on capital spending.  The delay
     in capital spending by broadcasters has affected Chyron graphic
     sales.  The method and timing of broadcasters conversion to digital
     television is very important to the future profitability of Chyron.
     
     The Year 2000
     
     The Company has taken actions to make its systems, products and
     infrastructure year 2000 compliant.  The current budget includes
     an allocation of $400,000 for a new integrated information system
     at Pro-Bel.  Management believes based on available information
     that aside from the amounts described above, additional year 2000
     issues are immaterial and that the Company will be able to handle
     the year 2000 transition, without  any material adverse effects on
     its business operations, products or financial prospects.
     
     
     REPORT OF INDEPENDENT AUDITORS
     
     
     
     To the Board of Directors and
     Shareholders of Chyron Corporation
     
     In our opinion, the consolidated financial statements listed in the
     index appearing under Item 14(a)(1) and (2) on page 53 presents
     fairly, in all material respects, the financial position of Chyron 
     Corporation and its subsidiaries at December 31, 1997 and 1996 and
     the results of their operations  and their cash flows for each of
     the three years in the period ended December 31, 1997 in conformity
     with generally accepted accounting principles.  These financial
     statements are the responsibility of the Company's management; our
     responsibility is to express an opinion on these financial
     statements based on our audits.  We conducted our audits of these
     statements in accordance with generally accepted auditing standards
     which require that we plan and perform the audit to obtain
     reasonable assurance about whether the financial statements are
     free of material misstatement.  An audit includes examining, on a
     test basis, evidence supporting the amounts and disclosures in the
     financial statements, assessing the accounting principles used and
     significant estimates made by management and evaluating the overall
     financial statement presentation.  We believe that our audits
     provide a reasonable basis for the opinion expressed above.
     
     
     
     New York, New York
     January 29, 1998
     
     ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
     

     CHYRON CORPORATION
     CONSOLIDATED BALANCE SHEETS
     (In thousands, except per share amounts)
     
     
                                               December 31,
     Assets                                   1997      1996
      
     Current Assets;
      Cash and Cash equivalents             $2,968    $4,555
      Accounts and notes receivable         21,125    25,237
      Inventories                           26,540    23,502
      Prepaid expenses                       1,897       865
      Deferred tax asset                     4,301     6,015
      Other                                    283     1,419
       Total current assets                 57,114    61,593
     Property and equipment                 12,373    12,701
     Excess of cost over net                 
      tangible assets acquired               6,779     6,439
     Investment in RT-SET                    2,161     2,161
     Software development costs              5,224     2,176
     Deferred tax asset                      7,070     4,709
     Other                                   3,359     1,624
     TOTAL ASSETS                          $94,080   $91,403
     
     Liabilities and Shareholders' Equity
     
     Current Liabilities:
      Accounts payable and accrued         
       expenses                            $15,491   $13,925
      Current portion of long-term debt      2,318     2,081
      Capital lease obligations                350       225
       Total current liabilities            18,159    16,231
     Long-term debt                         17,774    18,162
     Capital lease obligations               2,007     1,903
     Accrued pension expense                   317       118
     Other                                   1,861     1,043
      Total liabilities                     40,118    37,457
     
     Commitments and contingencies 
      (see Note 15)
     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, 32,605,706
      and 32,384,635 shares at 1997 and
      1996, respectively                       326       324
     Addtional paid-in capital              44,016    43,124
     Retained earnings                       9,237     9,997
     Cumulative translation adjustment         383       501
      Total shareholders' equity            53,962    53,946
     TOTAL LIABILITIES AND SHAREHOLDERS'   
      EQUITY                               $94,080   $91,403
     
     See Notes to Consolidated Financial Statements
     

     CHYRON CORPORATION
     CONSOLIDATED STATEMENTS OF OPERATIONS
     (In thousands, except per share amounts)
     
     
                                        year Ended December 31,
                                         1997      1996      1995
     
     Net sales                        $86,774   $82,608   $53,971
     Cost of products sold             46,944    39,941    22,746
     Gross profit                      39,830    42,667    31,225
     
     Operating expenses:
      Selling, general, and
       administrative                  29,662    22,349    17,066
      Research and development          6,822     5,253     4,105
      Non-recurring charges             3,082 
      Management fee                                        2,911
      West Coast restructuring
       charge (recapture)                                  (1,339)
     Total operating expenses          39,566    27,602    22,743
     
     Operating income                     264    15,065     8,482
     Interest and other expense,
      net                               1,242     1,666       536
     (Loss) income before 
      provision for income taxes         (978)   13,399     7,946
     Income taxes/equivalent
      (benefit) provision                (218)    4,745       470
     Net (loss) income                  $(760)   $8,654    $7,476
     
     Net (loss) income per 
      common share:
      Basic                             $(.02)     $.27      $.26
      Diluted                           $(.02)     $.27      $.25
     
     Weighted average shares 
      used in computing net 
      (loss) income per 
      common share:
      Basic                            32,538    31,825    29,379
      Diluted                          32,538    32,327    30,382
     
     See Notes to Consolidated Financial Statements
     

     CHYRON CORPORATION
     CONSOLIDATED STATEMENTS OF CASH FLOWS
     (In thousands)
     
     
                                                Year Ended December 31,
                                                1997      1996     1995
     
     CASH FLOWS FROM OPERATING ACTIVITIES: 
     Net (loss) income                         $(760)   $8,654   $7,476
     Adjustments to reconcile net (loss) 
      income to net cash provided by 
      operating activities:
      Non-recurring charges                      890
      West Coast restructuring (recapture)                       (1,339)
      Depreciation and amortization            4,137     3,120    2,067
      (Provision) benefit of deferred 
       income taxes                           (1,241)    2,335      354
     Changes in operating assets and 
      liabilities:
      Accounts and trade notes receivable      3,851    (3,505)    (742)
     Inventories                              (3,575)   (3,303)  (6,181)
     Prepaid expenses                         (1,038)     (117)   1,320
     Other assets                               (600)     (464)
     Accounts payable and accrued expenses     1,382    (2,865)   1,112
     Other liabilities                           936
     Management fee payable                             (1,000)   1,000
     Reserve for West Coast restructuring                        (1,327)
     Net cash provided by operating 
      activities                               3,982     2,855    3,740
     
     CASH FLOWS FROM INVESTING ACTIVITIES:
     Acquisition of Axis                        (413)
     Acquisition of Pro-Bel and Investment 
      in RT-SET                                         (7,191)
     Acquisition of property and equipment    (1,621)   (1,802)    (710)
     Capitalized software development         (2,678)   (1,268)    (207)
     Other                                                  52       28
     Net cash (used in) investing activities  (4,712)  (10,209)    (889)
     
     CASH FLOWS FROM FINANCING ACTIVITIES:
     Payment of term loan                     (2,000)   (1,500)
     Borrowings (Payments of) from revolving
      credit agreement, net                    1,374    (4,144)  (4,500)
     Payments of capital lease obligations      (290)     (262)    (106)
     Net proceeds from new credit facility              11,976    4,741
     Proceeds from exercise of common stock
      purchase warrants, net                               239      471
     proceeds from exercise of stock options     108       552
     Other                                       (52)
     Net cash (used in) provided by 
      financing activities                      (860)    6,861      606
     Effect of foreign currency rate 
      fluctuations on cash and cash  
      equivalents                                  3        36
     
     Change in cash and cash equivalents      (1,587)     (457)   3,457
     Cash and cash equivalents at beginning
      of year                                  4,555     5,012    1,555
     Cash and cash equivalents at end of
      year                                    $2,968    $4,555   $5,012
     
     SUPPLEMENTAL CASH FLOW INFORMATION:
      Interest paid                           $1,348    $1,636     $555
      Income taxes paid                         $697    $2,920     $116
     
     
     See Notes to Consolidated Financial Statements
     

     CHYRON CORPORATION
     CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
     (In thousands)
     
     
     Non-cash investing and financing activities:
     
     On March 31, 1997, the Company acquired 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.  See Note 2 to the Consolidated Financial
     Statements.
     
     The Company recorded capital lease obligations of $614,000 during
     1997 related to the acquisition of equipment.
     
     On February 29, 1996, the Company effectively acquired an option
     to acquire a 19% interest in RT-SET Ltd. in exchange for 800,000
     shares of Chyron common stock.  See Note 4 to the Consolidated
     Financial Statements.
     
     On April 12, 1996, the Company acquired the issued and outstanding
     shares of Pro-Bel.  The consideration in addition to cash included
     1,048,735 shares of Chyron common stock valued at $6,868,000 and
     notes payable of $5,349,000 (3.5 million pounds sterling valued at
     the exchange rate at the date of acquisition).  See Note 3 to the
          Consolidated Financial Statements.<PAGE>
CHYRON CORPORATION
     CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
     (In thousands)
     
                                         Retained
                         Additional      Earnings   Cumulative
                            Paid-In  (Accumulated   Translation
          Shares   Amount   Capital       Deficit    Adjustment
     
     Balance at December 31, 1994
          29,131    $291    $19,618      $(6,133)
     
     Net income
                                           7,476
     
     Exercise of warrants
             726       7        464
     
     Conversion of subordinated notes
             167       2         98
     
     Benefit of utilization of net net operating loss carryforward under
     Fresh Start Reporting
                              1,360
     
     Income tax equivalent benefit from reduction of deferred tax asset
     valuation allowance
                              6,800
     
     Balance at December 31, 1995
          30,024     300     28,340        1,343
     
     Net income
                                           8,654
     
     Exercise of warrants
             398       4        235    
     
     Exercise of stock options
             114       1        551
     
     Issuance of stock in connection with acquisiton of Pro-Bel, Ltd.
           1,049      11      6,857
     
     Issuance of stock in connection with investment in RT-SET
             800       8      1,942
     
     Cumulative translation adjustment
                                                       $501
     
     Income tax equivalent benefit from reduction of deferred tax asset
     valuation allowance
                              5,199
     
     Balance at December 31, 1996
         32,385      324     43,124        9,997        501
     
     Net loss
                                            (760)
     
     Exercise of stock options  
             22                 108
     
     
     Issuance of stock in connection with the acquisition of Axis
            174        2        748
     
     Issuance of shares in ocnnection with a litigation settlement
             25                  88
     
     Payment of truncated shares as a result of reverse stock split
                                (52)
     
     Cumulative translation adjustment
                                                    (118)
     
     Balance at December 31, 1997
          32,606    $326    $44,016       $9,237    $383
     

     CHYRON CORPORATION
     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
     
     
     1. NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING
        POLICIES
     
     Chyron Corporation and its wholly-owned subsidiaries ("Chyron" or
     the "Company") develop manufacture, market and support a broad
     range of equipment, software and systems that facilitate the
     production and enhance the presentation of live and pre-recorded
     video, audio and other data. Chyron's wholly-owned United Kingdom
     subsidiary, Pro-Bel Limited ("Pro-Bel"), develops, manufactures and
     markets signal management systems and control and automation
     systems.  
     
     Basis of Presentation
     
     The consolidated financial statements include the accounts of the
     Company and its wholly-owned subsidiaries.  On April 12, 1996, the
     Company acquired Pro-Bel and its subsidiaries (see Note 3).  The
     Company established Chyron Overseas Limited June 5, 1997.  The
     Company's other subsidiaries are inactive.
       
     Restatement and Reclassification
     
     On January 24, 1997, the Company's shareholders ratified a one-for-
     three reverse stock split.  (Loss)/income per share, weighted
     average shares used in computing net (loss)/income per common
     share, common stock issued and outstanding, additional paid-in-
     capital and all other common stock transactions presented in these
     consolidated financial statements have been restated to reflect the
     one-for-three reverse stock split.  In addition, certain prior year
     amounts have been reclassified to conform to the current year
     presentation.
     
     Accounting Estimates
     
     The preparation of financial statements in conformity with
     generally accepted accounting principles requires management to
     make estimates and assumptions that affect the reported amounts of
     assets and liabilities and disclosure of contingent assets and
     liabilities at the date of the financial statements and the
     reported amounts of revenues, costs and expenses during the periods
     presented.  Actual results could differ from those estimates.
     
     Cash and Cash Equivalents
     
     Cash includes cash on deposit and amounts invested in a highly
     liquid money market fund.  Cash equivalents consist of short term
     investments with original maturities of  three months or less.  The
     carrying amount of cash and cash equivalents approximates their
     fair value.
     
     Inventories
     
     Inventories are stated at the lower of cost or market, cost being
     determined on a first-in, first-out basis. The need for inventory
     obsolescence provisions is evaluated quarterly by the Company and,
     when appropriate, provisions for technological obsolescence, non-
     profitability of related product lines and excess quantities on
     hand are made.
     
     Property, Equipment and Depreciation
     
     Property and equipment are stated at cost.  Depreciation and
     amortization are provided on the straight line method over the
     following estimated useful lives:
     
     Building                  35 years
     Machinery and Equipment   3-10 years
     Furniture and Fixtures    5-10 years
     Leasehold Improvements    Shorter of the life of improvement
                               or remaining life of the lease
     
     
     Shorter of the life of improvement or remaining life of the
     leaseExcess of Cost over Net Tangible Assets Acquired
     
     The Company continually evaluates whether changes have occurred
     that would require revision of the remaining estimated useful life
     of the assigned excess of cost over the value of net tangible
     assets acquired (goodwill) or its carrying amount.  In making such
     determinations, the Company evaluates undiscounted cash flows of
     the underlying business which gave rise to such amount. 
     Approximately 91% of the Company's goodwill is a result of the 1996
     acquisition of Pro-Bel Limited (see Note 3).  Costs in excess of
     net assets are being amortized over 12 years using the straight
     line method.  Amortization in 1997 and 1996 amounted to $603,000
     and $487,000, respectively.
     
     Software Development Costs
     
     Certain software development costs are capitalized when incurred. 
     Capitalization of software development costs begins upon the
     establishment of technological feasibility.  The establishment of
     technological feasibility and the ongoing assessment of
     recoverability of capitalized software development costs is
     continually monitored by management with respect to anticipated
     future revenues and estimated economic life.  Amortization of
     capitalized software development costs is provided on a product-by-
     product  basis over the products' estimated economic life, which
     ranges from 3-5 years, using the straight line method.
     
     Impairment of Long-Lived Assets
     
     The Company continually evaluates whether changes have occurred
     that would require revisions to the carrying amounts of its long-
     lived assets.  In making such determination the Company reassesses
     market value, assesses recoverability, replacement values, and
     evaluates undiscounted cash flows of the underlying business in
     valuing goodwill.  Currently management does not believe any of its
     long-lived assets are impaired.
     
     Revenue Recognition
     
     Net sales, which include revenue derived from product sales and
     upgrades as well as service revenue, are recorded upon shipment of
     product or performance of service.  Customer service costs are
     included in selling, general and administrative expenses and are
     not material.
     
     Non-recurring Charges
     
     During 1997, the Company incurred non-recurring charges totaling
     $3.1 million related to both the 1) termination of the Company's
     planned secondary offering of common stock due to the decline in
     the market valuation of the Company's stock and 2) a respositioning
     by the Company to address recent FCC rulings, which will transition
     the domestic television market to DTV and HDTV.  The principal
     components of the repositioning charge included a writedown of
     inventory related to product lines which have been discontinued as
     a result of a new market positioning strategy, severance expense
     related to staff reductions, write-off of software development
     projects related to products not within the new strategy, write-off
     of costs related to a potential acquisition that was abandoned due
     to the new strategy and the settlement of litigation dating back
     several years.  These charges are included in the Company's
     operating expenses for the year.
     
     Income Taxes
     
     In connection with the Company's  emergence in 1991 from its
     reorganization proceeding under Chapter 11 of the United States
     Bankruptcy Code, the Company adopted "Fresh Start Reporting" in
     accordance with AICPA Statement of Position No. 90-7, "Financial
     Reporting by Entities in Reorganization under the Bankruptcy Code." 
      Fresh Start Reporting requires that the Company report an income
     tax equivalent provision when there is book taxable income and a
     pre-reorganization  net operating loss carryforward.  This
     requirement applies despite the fact that the Company's
     pre-reorganization  net operating loss carryforward would eliminate
     (or reduce) the related income tax payable.  The current and future
     year benefit related to the carryforward is not reflected in net
     income, but instead is recorded as a direct increase to additional
     paid-in capital.  The income tax equivalent provision does not
     affect the Company's tax liability.  
     
     The Company's net deferred tax assets represent the tax benefit to
     be derived from the pre- and post- reorganization net deductible
     temporary differences and net operating loss carryfowards.
     
     Foreign Currencies
     
     The functional currency for the Company's foreign operations is the
     applicable local currency.  The translation from the applicable
     foreign currency to U.S. dollars is performed for asset and
     liability accounts using period-end exchange rates and for revenue
     and expense accounts using a weighted average exchange rate during
     the periods.  The gains or losses resulting from such translation
     are  recorded in the cumulative translation adjustment account
     which is included in shareholders' equity.  Transaction gains or
     losses are included in interest and other expenses.
     
     Net (Loss) Income Per Share
     
     In 1997, the Financial Accounting Standards Board issued Statement
     No. 128, "Earnings per Share," which  the Company has adopted for
     the year ended December 31, 1997.   Accordingly, all prior period
     amounts have been restated to reflect this new statement.
     
     Basic net (loss)/income per common share is computed based on the
     weighted average number of common shares outstanding during the
     year.  Diluted net (loss) income per common share is computed based
     on the weighted average number of common shares outstanding during
     the year plus, when dilutive, additional shares issuable upon the
     assumed exercise of outstanding common stock equivalents. 
     Incremental shares of nil, 502,000 and 1,003,000 in 1997, 1996 and
     1995, respectively were used in the calculation of diluted net
     (loss) income per share.
     
     For 1997 and 1996, outstanding common stock options of 2,458,423
     and 396,302, respectively, were not included in the computation of
     diluted net (loss) income per common share because their effect
     would have been anti-dilutive.
     
     Comprehensive Income
     
     The Company has adopted Statement of Financial Accounting Standard
     No. 130, "Reporting Comprehensive Income", for the year ended
     December 31, 1997.  The components of comprehensive income which
     are excluded from net (loss)/income are not significant
     individually or in the aggregate and, therefore, no separate
     statement of comprehensive income has been presented.
     
     Common Stock Equivalents
     
     In December 1991, the Company issued to Pesa, Inc. ("Pesa"), a
     Delaware corporation, and its then majority shareholder, $5 million
     of Convertible Subordinated Notes ("Notes").  The Notes were
     convertible into shares of common stock at a conversion price of
     $.60 per share.  As of December 31, 1995, all of the Notes had been
     so converted. 
     
     In January 1992, shareholders of the Company, other than Pesa,
     received one warrant for every two shares of common stock held when
     the Company issued 1,931,851 Common Stock Purchase Warrants.   Each
     warrant entitled its holder to purchase one share of common stock
     at $.60 per share.  As of January 31, 1996, the expiration date of
     the warrants, a total of 1,736,182 Common Stock Purchase Warrants
     had been exercised.  
     
     During 1995, 1996 and 1997, respectively, the Company's Board of
     Directors granted  to certain employees 1,041,666,  435,000 and
     1,215,834 Incentive and Non-Incentive Stock Options for the
     purchase of Chyron common stock and to non-employee members of the
     Board of Directors 30,000, 33,332 and 23,331 Non-Incentive Stock
     Options for the purchase of Chyron common stock.  The exercise
     price of each stock option granted is the quoted closing market
     price at the date of such grant.  See Note 12.  
     
     Stock-Based Compensation Plans
     
     The Company elected to continue following Accounting Principles
     Board Opinion No. 25, "Accounting for Stock Issued to Employees",
     (APB 25) in accounting for its employee stock options, rather than
     adopt the alternate method of accounting provided under Statement
     of Financial Accounting Standards No. 123, "Accounting for Stock-
     Based Compensation" (SFAS 123).  Under APB 25, the Company does not
     recognize compensation expense on stock options granted to
     employees because the exercise price of each option is equal to the
     market price of the underlying stock on the respective date of
     grant.  See Note 12.
     
     2. INVESTMENT IN AXIS HOLDINGS INCORPORATED
     
     On March 31, 1997, the Company acquired 100% of the capital stock
     of Axis Holdings Incorporated ("Axis") located in Los Angeles,
     California.  Axis develops software in professional video and audio
     tools created specifically for use on the Microsoft Windows NT 
     Operating System.  The purchase consisted of $413,000 in cash paid,
     $667,000 in notes  and 173,913 restricted shares of Chyron common
     stock valued at $750,000.
     
     As stated in the purchase agreement, the principal portion of the
     note is to be paid in two successive annual installments. 
     Installment payment amounts are contingent upon Axis achieving
     certain revenue targets.  The timing of the installments of
     $250,000 and $417,000 are due on March 31, 1998 and March 31, 1999,
     respectively.  Interest is to be paid at the rate of 6% per year
     and is due with the annual installments.
     
     Additionally, payments equal to 20% of cumulative net profits, as
     defined, on the Axis product line, in excess of $1 million, will
     be payable to the sellers.  The period for the calculation of
     cumulative net profits is March 31, 1997 through December 31, 1999. 
      At December 31, 1997, there were no profits yet accumulated on the
     Axis product line.   Payments due for each year will be made on or
     before April 30 of the next succeeding year.  
     
     The acquisition was accounted for as a purchase.  Accordingly, the
     costs of the acquisition were allocated to the net assets acquired
     based on their estimated fair values.  The majority of the purchase
     price was capitalized as software development costs and will be
     amortized over the estimated economic life of the products (not to
     exceed 5 years), commencing when each product is available for
     general release.
     
     3. ACQUISITION OF PRO-BEL LIMITED
     
     On April 12, 1996, the Company acquired Pro-Bel in exchange for
     $6.9 million in cash, 3.5 million British pounds sterling ($5.3
     million at the exchange rate of date of acquisition) in notes and
     1,048,735 shares of restricted Chyron common stock valued at $6.9
     million.  The acquisition of Pro-Bel was accounted for as a
     purchase.  Accordingly, the cost of the acquisition was allocated
     to the net assets acquired based upon their estimated fair values. 
     
     
     The following summary financial data includes the proforma
     operating results of the Company and Pro-Bel for the year ended
     December 31, 1996, assuming the acquisition of Pro-Bel had been
     made as of January 1, 1996 (in thousands except per share amounts). 
     
                                 Unaudited
                                  Proforma
                               December 31,
                                      1996
     
     Net Sales                     $92,974
     Net (loss) income              $8,633
     Net (loss) income per share      $.27
     
     These pro forma results have been prepared for comparative purposes
     only and include adjustments as a result of applying purchase
     accounting and conversion to generally accepted accounting
     principles in the United States, such as additional depreciation
     expense and cost of goods sold due to the step-up in the basis of
     fixed assets and inventory, respectively, goodwill amortization,
     a decrease in research and development due to the capitalization
     of software development costs net of the amortization of such
     costs, increased interest expense on acquisition debt and the
     estimated income tax effect on the acquisition financing.  The pro
     forma financial information is not necessarily indicative of the
     operating results that would have occurred if the acquisition had
     taken place on the aforementioned dates or of future results of
     operations of the consolidated entities.
     
     4. INVESTMENT IN RT-SET
     
     On February 29, 1996, the Company effectively purchased an option
     to acquire a 19% interest in Real Time Synthesized Entertainment
     Technology,  Ltd. ("RT-SET"), located in Tel Aviv, Israel.  RT-SET
     develops, markets and sells real time virtual studio set software
     and proprietary communications hardware that operate on Silicon
     Graphics systems.  In form, Chyron purchased shares of RT-SET
     Convertible Preferred Stock, which are convertible into RT-SET
     common stock, in exchange for 800,000 shares of Chyron restricted
     common stock.  In accordance with the purchase agreement, the
     800,000 shares of Chyron common stock were to be held in escrow and
     released in tranches of one-third and two-thirds, subject to
     certain conditions.  During 1996, the first of these conditions was
     met, which resulted in the release of 266,666 shares of Chyron
     restricted common stock to RT-SET.  Upon the satisfaction of the
     remaining conditions, the remaining 533,334 escrowed shares will
     be released.  If the conditions are not met or at Chyron's option,
     the remaining shares of Chyron restricted common stock held in
     escrow will be returned to the Company in exchange for the RT-SET
     Convertible Preferred Stock held by the Company.  Accordingly, the
     transaction has been recorded as the purchase of a right to acquire
     a 19% interest in RT-SET (which was diluted to 17% as a result of
     a subsequent investment by a third party).  RT-SET retains the
     voting rights with respect to the escrowed Chyron shares while such
     shares are held by the escrow agent.  The investment was recorded
     and is currently carried at the then estimated fair value of the
     Chyron restricted common stock released from escrow.  In addition, 
     Chyron was granted certain call option rights which, if and when
     exercised, will result in the Company owning up to a 51% interest
     in RT-SET.
     
     5. CONTROL OF REGISTRANT
     
     Prior to July 25, 1995, the Company's majority shareholder and
     parent was Pesa, Inc. ("Pesa").  Pursuant to two agreements dated
     May 26, 1995 and July 25, 1995, Pesa sold all of its shares of
     Chyron Corporation (19,804,904) to an investor group.  
     Additionally, Sepa Technologies, Ltd. ("Sepa") an affiliate of
     Pesa, sold 1,666,667 of its shares of Chyron Corporation and the
     voting rights and right of first refusal with respect to an
     additional 3,000,000 shares owned by Sepa to the same investor
     group.  
     
     6. ACCOUNTS AND NOTES RECEIVABLE
     
     Trade accounts and notes receivable are stated net of an allowance
     for doubtful accounts of $3,124,000 and $2,850,000 at December 31,
     1997 and 1996, respectively.  The provision for doubtful accounts
     amounted to $533,000, $nil,  and $466,000 for 1997, 1996 and 1995,
     respectively.  The carrying amounts of accounts and notes
     receivable approximate their fair values.
     
     The Company periodically evaluates the credit worthiness of its
     customers and determines whether collateral (in the form of letters
     of credit or liens on equipment sold) should be taken or whether
     reduced credit limits are necessary.  Credit losses have
     consistently been within management's expectations.
     
     Accounts and notes receivable are principally due from customers
     in, and dealers serving, the broadcast video industry and
     non-broadcast display markets.  At December 31, 1997 and 1996,
     receivables included approximately $13.6 million and $12.5 million,
     respectively, due from foreign customers.
     
     7. INVENTORIES
     
     Inventories consist of the following (in thousands):
     
                            December 31,
                           1997       1996
     
     Finished goods     $12,346    $12,879
     Work-in-process      9,303      5,271
     Raw material         4,891      5,352
                        $26,540    $23,502
     
     8. PROPERTY AND EQUIPMENT
     
     Property and equipment consist of the following (in thousands):
     
                                  December 31,
                                 1997     1996
     
     Land                        $798     $798
     Building                   1,619    1,619
     Machinery and equipment   14,019   12,175
     Furniture and fixtures     2,287    2,098
     Leashold improvements        727      691
                               19,450   17,381
     
     Less:  Accumulated          
     depreciation and  
     amortization               7,077    4,680
                              $12,373  $12,701
     
     Machinery and equipment at December 31, 1997 and 1996 includes
     $1,045,000 and $818,000, respectively, of assets held under capital
     lease obligations.  Accumulated depreciation at December 31, 1997
     and 1996 includes $516,000 and $381,000, respectively, attributable
     to assets held under capital lease obligations.  See Note 15.
     
     Depreciation expense, which includes amortization of  capital lease
     assets, was $2,362,000, $1,671,000 and $1,054,000 in 1997, 1996 and
     1995, respectively.
     
     9. SOFTWARE DEVELOPMENT COSTS
     
     The following amounts were capitalized, amortized and written off
     (in thousands):
     
                                              1997     1996     1995
     
     Amounts capitalized                    $4,425   $1,420     $207
     Less: Amortization (included in
     Research and Development expense)      (1,172)    (960)  (1,013)
     Non-recurring charge-writedown
     to net realizable value                  (205)
     Net increase (decrease)
     in software development costs          $3,048     $460    $(806)
     
     Capitalized amounts for 1997 include $1.7 million arising from the
     purchase of Axis  (See Note 2).  Accumulated amortization at
     December 31, 1997 and 1996 was $4,554,000 and $3,177,000,
     respectively.
     
     10. ACCOUNTS PAYABLE AND ACCRUED EXPENSES
     
     Accounts payable and accrued expenses consist of the following (in
     thousands):
     
                                  December 31,
                                 1997     1996
     Accounts payable          $7,948   $7,500
     Compensation               1,898    1,741
     Income taxes payable         486    1,225
     Other accrued items        5,159    3,459
                              $15,491  $13,925
     
     The carrying amounts of accounts payable and accrued expenses
     approximate their fair values.
     
     11. LONG-TERM DEBT
     
     Long term debt consists of the following (in thousands):
     
                                                     December 31,
                                                   1997       1996
     
     Term loan, maturing April 16, 2000 (a)      $4,500     $6,500    
     Revolving credit facility, maturing 
     March 28, 1999 (a)                           2,730      2,730
     Commercial mortgage term loan,
     maturing March 28, 2010 (c)                  1,965      2,097
     Promissory notes, payable
     on or before April 15, 1998 (d)              5,766      5,917
     Trade finance facility maturing
     December 31, 1997
     replaced with debt maturing
     December 31, 1998 (g)                        4,464
     Promissory notes, payable in
     installments on March 31, 1998
     and March 31, 1999 (b)                         667
     Trade finance facility, maturing
     December 31, 1996
     replaced with debt maturing
     December 31, 1997 (e)                                   1,209
     Overdraft facility, maturing 
     December 31, 1996
     replaced with debt maturing
     December 31, 1997 (f)                                   1,790
                                                20,092     20,243
     Less amounts due in one year                 2,318      2,081
                                                $17,774    $18,162
     
     a) On March 28, 1996 and April 16, 1996, the Company entered into
     agreements with a bank to obtain a revolving credit facility of $10
     million and a term loan of $8 million, respectively.  The entire
     facility is secured by Chyron's  accounts receivable and  inventory
     and the common stock of Pro-Bel.  Borrowings are limited to amounts
     computed under a formula for eligible accounts receivable and
     inventory.   Interest on the revolving credit facility is equal to
     adjusted LIBOR plus 175 basis points or prime (8.50% at December
     31, 1997) and is payable monthly. The term loan is payable in
     quarterly installments of $500,000, commencing June 1, 1996. 
     Interest on the term loan is equal to adjusted LIBOR plus 200 basis
     points or prime  and is payable monthly.  The Company must pay a
     commitment fee equal to 1/4 of 1% per annum on the average daily
     unused portion of the credit facility.  The commitment fee is
     payable on the last day of each quarter commencing June 30, 1996. 
     This agreement contains, among other provisions, requirements for
     maintaining defined levels of net worth, leverage, capital
     expenditures, lease payments and various financial ratios.  The
     Company is prohibited by the agreement from paying cash dividends
     in excess of 25% of its net income for the then current fiscal
     year.   As of December 31, 1997, the Company did not comply with
     certain financial covenants; however, it has received from its
     lender waivers for periods up to and including March 30, 1998 and
     amendments with respect to certain covenants for periods up to and
     including April 16, 2000, the maturity date of the term loan.
     
     (b) On March 31, 1997, the Company issued promissory notes to the
     shareholders of Axis for $667,000 in conjunction with the
     acquisition (see Note 2).  Installment payments are due on March
     31, 1998 and 1999.  Interest is payable with the annual
     installments, at a rate of 6% per annum.  The Company will pay the
     first installment due March 31, 1998 of $250,000 out of operating
     cash flow.
     
     (c) Pro-Bel has a commercial mortgage term loan with a bank.  The
     loan is secured by a building and property located in the United
     Kingdom.  Interest is equal to LIBOR plus 2% (9.56% at December 
     31, 1997) .  The loan (including interest) is payable in quarterly
     installments of 80,600 pounds sterling ($133,000, converted at the
     December 31, 1997 exchange rate).
     
     (d) On April 12, 1996, the Company issued promissory notes to the
     shareholders of Pro-Bel for 3.5 million pounds sterling
     ($5,766,000, converted at the December 31, 1997 exchange rate and
     $5,919,000 converted at the December 31, 1996 exchange rate) in
     conjunction with the acquisition (see Note 3).  The promissory
     notes are secured and will be paid by an irrevocable letter of
     credit from a bank.   The amount of this irrevocable letter of
     credit will be drawn against the revolving credit facility
     described in (a) above, which expires in 1999.   Interest from
     April 16, 1997 through April 15, 1998 is equal to LIBOR as of April
     15, 1997 (7.03%) and is payable quarterly.  Interest through April
     15, 1997 was equal to LIBOR as of April 15, 1996 (6.46%) and was
     payable quarterly.    The notes are due on or before April 15, 1998
     and are subordinated to any obligations to a bank or financial
     institution currently existing or subsequently entered into.  
     
     (e) On February 1, 1996, Pro-Bel entered into an agreement with a
     bank to obtain a trade finance facility of 750,000 pounds sterling
     ($1,267,000, converted at the December 31, 1996 exchange rate). 
     The facility was secured by Pro-Bel's accounts receivable. 
     Interest was equal to the bank's base rate plus 2% (8% at December
     31, 1996) on advances against accounts receivable in pounds
     sterling and equal to the Barclays Bank PLC currency call loan rate
     plus 2% (8% at December 31, 1996) on advances against foreign
     accounts receivable.  Interest was payable quarterly, in arrears. 
     At December 20, 1996 this facility was replaced by the facility
     described in (g) below.
     
     (f) On February 1, 1996, Pro-Bel entered into an agreement with a
     bank to obtain an overdraft facility of 750,000 pounds sterling
     ($1,276,000 converted at the December 31, 1996 exchange rate). 
     Interest was equal to the bank's base rate plus 2.5% (8.5% at
     December 31, 1996) and was payable quarterly commencing in March
     1996.  The facility had a sublimit for  overdraft on Pro-Bel's
     wholly owned subsidiary, Trilogy Broadcast Limited, of 160,000
     pounds sterling ($270,000, converted at the December 31, 1996
     exchange rate).  At December 20, 1996, this facility was replaced 
     by the facility described in (g) below.
     
     (g) On December 20, 1996, Pro-Bel entered into an agreement with
     a bank, to obtain an overdraft facility of up to 3.0 million pounds
     sterling through December 31, 1997 and extended through January 12,
     1998.   ($4,943,000 converted at the December 31, 1997 exchange
     rate).  Total borrowings are limited to amounts computed under a
     formula for eligible accounts receivable.  Interest is equal to the
     bank's base rate plus 1.5% (8.75% at December 31, 1997) and is
     payable quarterly commencing March 1997.  The facility has
     sublimits for overdraft for Pro-Bel's wholly owned subsidiaries. 
     The facility is payable upon written demand by the bank and any
     undrawn portion may be cancelled by the bank at any time.  This
     facility was replaced by a new facility dated January 13, 1998,
     with the same bank as desribed below.
     
     On January 13, 1998, Pro-Bel entered into an agreement with a bank
     whereby the bank agreed to provide an overdraft facility of up to
     4.0 million pounds sterling through December 31, 1998 to Pro-Bel
     and its subsidiaries.  The overdraft facility provides for interest
     at 1.5% per annum over the bank's base rate.  Interest is payable
     quarterly in arrears.  This facility replaces the overdraft
     facility of up to 3.0 million pounds sterling in place at December
     31, 1997 desribed at (g) above.   All monies under the facility are
     repayable upon written demand.  Total borrowings are limited to
     amounts computed under multiple formulas of eligible accounts
     receivable and inventory.  It is the Company's intent to refinance
     this facility prior to its expiration date.  Accordingly, the
     Company has classified this debt as long-term.
     
     Aggregate maturities of long term debt in the next five years are
     as follows (in thousands):
               
     1998   $2,318
     1999   15,447
     2000      572
     2001       74
     2002       76
     
     The carrying amounts of long-term debt instruments approximate
     their fair values.
     
     Net interest expense was $1,665,000, $1,402,000 and $536,000 in
     1997, 1996 and 1995, respectively.
     
     12. LONG-TERM INCENTIVE PLAN
     
     In May 1995, the Company's shareholders approved the Chyron
     Corporation Long-Term Incentive Plan ("the Plan").  The Plan, as
     amended in May 1997, allows for a maximum of 3,000,000 shares of
     common stock to be available with respect to the grant of awards
     under the Plan.  The Plan allows for the award of incentive and
     non-incentive options to employees and non-incentive options to
     non-employee members of the Company's Board of Directors.  Options
     issued to employees other than the Company's Chief Executive
     Officer ("CEO") vest over a three year period.  Certain options
     issued to the CEO vest one third at issuance, with the remaining
     two thirds vesting over two years.  Additional options issued to
     the CEO vest based on the earlier of the attainment of specified
     criteria or June 5, 2003. Options issued to non-employee members
     of the Company's Board of Directors vest immediately.  
     
     Transactions involving stock options are summarized as follows:
     
                               Stock Options
                                 Outstanding   Price per share
     
     Balance, January 1, 1995
         Granted                 1,071,665     $4.875-$5.625
         Exercised
         Cancelled
     Balance, December 31, 1995    1,071,665     $4.875-$5.625
         Granted                   468,332    $9.375-$16.125
         Exercised                (113,018)    $4.875-$5.625
         Cancelled                 (86,666)           $4.875
     Balance, December 31, 1996    1,340,313    $4.875-$16.125 
         Granted                 1,767,498      $4.25-$5.875
         Exercised                 (22,220)           $4.875
         Cancelled                (627,168)     $9.00-$12.75
     Balance, December 31, 1997    2,458,423     $4.25-$16.125
     
     The following table summarizes information concerning currently
     outstanding and exercisable stock options:
     
                                Weighted               
               Outstanding       Average  Exerciseable
     Exercise  at December   Contractual   at December
     Price        31, 1997          Life      31, 1997
     
     $4.875        675,760     2.6 years       421,870
      5.625         76,666     2.8 years        59,999
      9.375          6,666     3.2 years         6,666
     16.125         23,333     3.6 years        23,333
     12.750          3,333     3.8 years         3,333
     5.875         511,667     4.3 years             0
     4.500          23,331     4.6 years        23,331
     4.250         700,000     6.5 years       166,667
     5.375         437,666     9.8 years             0
                 2,458,423                     705,199
     
     If the Company had elected to recognize compensation expense based
     upon the fair values at the grant date for awards under this plan
     consistent with the methodology prescribed by SFAS No. 123,
     "Accounting for Stock Based Compensation", the Company's net (loss)
     income and net (loss) income per share would be reduced to the pro
     forma amounts indicated below:
     
                                               1997     1996     1995
     Net (loss) income (in thousands):
       As reported                           $(760)   $8,654   $7,476
       Pro forma                           $(2,866)   $7,560   $7,125
     
     Net (loss) income per common share:
       As reported                           $(.02)     $.27     $.25
       Pro forma                             $(.09)     $.23     $.24
     
     These pro forma amounts may not be representative of future
     disclosures since the estimated fair value of stock options is
     amortized to expense over the vesting period for purposes of future
     pro forma disclosures, and additional options may be granted in
     future years.  The fair value of these options was estimated at the
     date of grant using the Black-Scholes option-pricing model with the
     following weighted average assumptions for 1997, 1996 and 1995: 
     dividend yield of  0; expected volatility of 50% and expected life
     of 4 years.  The weighted average risk free interest rates for
     1997, 1996 and 1995 were  6.19%, 6.54% and 6.11%, respectively. 
     The weighted average fair values of
     
     options granted during 1997, 1996 and 1995, for which the exercise
     price equaled the market price on the grant dates, were $5.254,
     $12.870 and $4.931 per option, respectively.  
         
     The Black-Scholes option valuation model was developed for use in
     estimating the fair value of traded options which have no vesting
     restrictions and are fully transferable.  In addition, option
     valuation models require the input of highly subjective assumptions
     including the expected price volatility.  Because the Company's
     employees' stock options have characteristics  significantly
     different from those of traded options, and because changes in the
     subjective input assumptions can materially affect the fair value
     estimate, in managements' opinion, the existing models do not
     necessarily provide a reliable single measure of the fair value of
     employee stock options.
         
     13. INCOME TAXES
     
     The (benefit) provision for income taxes consists of the following
     (in thousands):
     
                                       1997     1996    1995
     Current:                         
       Federal                       $(611)   $1,308   $
       State                             4       629      50
       Foreign                       1,036       473     
       Tax equivalent provision                          420
                                       429     2,410     470
     
     Deferred:
       Federal                        (647)    2,664
       State                                    (150)
       Foreign                                   (39)
       Release of valuation reserve             (140)
                                      (647)    2,335     
                                     $(218)   $4,745    $470
      
     The effective income tax rate differed from the Federal statutory
     rate as follows (in thousands):
     
                      1997              1996              1995     
                Amount     %      Amount     %      Amount     %
     
     Federal income tax benefit provision at statutory rate
                ($333)   (34.0)   $4,689    35.0    $2,702    34.0
     
     State income taxes, net of federal tax benefit
                    3      0.3       409     3.0        33      .4
     
     Permanent differences
                   35      3.6        36      .3
     
     Benefit from post reorganization temporary differences on tax
     equivalent provision
                                    (140)   (1.1)   (1,351)  (17.0)
     
     Foreign income tax benefit
                                       8      .1
     
     Provision (benefit) of lower tax rates on U.S. Federal Provision
                  169     17.2      (121)    (.9)
     
     Effect of valuation allowance of deferred tax assets
                                    (150)   (1.1)     (940)  (11.8)
     
     Other, net
                  (92)    (9.4)       14      .1      (940)  (11.8)   
                ($218)   (22.3)   $4,745    35.4      $470     5.9
     
     
     The Company has deferred tax assets and deferred tax liabilities
     as presented in the tables below. 
     
              December 31,
            1997         1996
     
     Post-reorganization net operating loss carryforward  
          $3,433         $276
     Pre-reorganization net operating loss carryforward   
           4,631        4,631
     Pre-reorganization deductible temporary differences    
           3,067        4,555
     Other         
           1,976        2,030
       Total deferred tax assets                         
         $13,107      $11,492
     
            December 31,
          1997        1996
     
     Pre-reorganization taxable temporary differences      
            85          85
     Software development costs                              
           913         683
     Other                                                   
           738
       Total deferred tax assets                         
        $1,736        $768
     
     At December 31, 1997, the Company had U.S. Federal net operating
     loss carryforwards ("NOL") of approximately $23.7 million for tax
     purposes, expiring beginning with the year 2001 through 2012. 
     Under U.S. income tax rules, the utilization of a portion of the
     NOL ($13.6 million) is subject to annual limitations as a result
     of the changes in control of the Company at December 27, 1991 and
     July 25, 1995.  However, despite these restrictions, the Company
     expects to fully utilize all of its remaining NOL prior to
     expiration.    
     
     14. BENEFIT PLANS
     
     Chyron Corporation has a domestic defined benefit pension plan (the
     "U.S. Pension Plan") covering substantially all U.S. employees
     meeting minimum eligibility requirements.  Benefits paid to
     retirees are based upon age at retirement, years of credited
     service and average compensation.  Pension expense is actuarially
     determined using the projected unit credit method.  The Company's
     policy is to fund the minimum contributions required under the
     Employees Retirement Income Security Act.  The assets of the U.S.
     Pension Plan at December 31, 1997  include government bonds,
     equities, mutual funds and cash and cash equivalents.
     
                                    1997    1996    1995
     
     Service cost                   $444    $414    $383
     Interest cost on projected 
       benefit obligations           294     267     292
     Actual return on plan assets   (277)   (206)   (227)
     Net amortization                  3     (43)    (15)
     Net periodic pension cost      $464    $432    $433
     
     The net periodic pension cost and its components are as follows (in
     thousands):
     A reconciliation of the funded status of the U.S. Pension Plan to
     the amounts included in the Company's balance sheet is as follows
     (in thousands):
     
                                                     December 31,
                                                1997     1996     1995
     Accumulated pension benefit obligation:
     Vested                                   $2,580   $2,234   $2,265
     Non-vested                                   44       29       79
     Total                                    $2,624   $2,263   $2,344
     
     
     Projected benefit obligation             $4,502   $3,803   $4,138
     Plan assets at fair value                 2,895    2,709    2,609
     Projected benefit obligation 
       in excess of assets                     1,607    1,094    1,529
     
     Less items not yet recognized in net
       periodic pension costs:
     Unrecognized net gain from past
       experience and changes in 
       assumptions                               400      809       49
     Pension liability                        $2,007   $1,903   $1,578
     
     In each year presented, the expected long-term rate of return on
     U.S. Pension Plan assets was 9%.  The weighted average discount
     rates used to determine the accumulated benefit obligation were 
     7.5% in 1997, 8.0% in 1996 and 7.5% in 1995.  The rate of
     compensation increase used was 5% for all years presented.
     
     Pro-Bel has a non-contributory defined benefit pension plan (the
     "U.K. Pension Plan") covering all its permanent employees. 
     Contributions are determined on the basis of  valuations using the
     projected unit method.  Pro-Bel's policy is to fund minimum
     contributions required pursuant to  U.K. rules and regulations. 
     The assets of  the U.K. Pension Plan at December 31, 1997 include
     cash equivalents and land and a building.
     
     The net periodic pension cost of the U.K. Pension Plan for 1997 and
     for the period since the acquisition of Pro-Bel (April 12, 1996)
     through December 31, 1996 and its components under the provisions
     of SFAS No. 87 were as follows (in thousands): 
     
                                                     1997   1996
     
     Service cost-benefit earned during the period   $548   $303
     Interest cost on projected benefit obligation    446    285
     Actual return on plan assets                    (420)  (457)
     Net amortization                                (224)     0
       Net periodic pension cost                     $350   $131
     
     A reconciliation of the funded status of the U.K. Pension Plan to
     the amounts included in the Company's balance sheet is as follows
     (in thousands):
     
                                                December 31,
                                                1997     1996
     Accumulated pension benefit obligation
     Vested                                   $6,595   $4,867
     Non-vested
     Total                                    $6,595   $4,867
     
     Projected benefit obligation             $7,347   $5,739
     Plan assets at fair value                 9,289    7,005
     Plan assets at fair value in excess
       of projected benefit obligation         1,942    1,266
     
     Items not yet recognized in net
     periodic pension cost:
     
     Unrecognized net gain from past
     experience and changes in 
       assumptions                             1,162      141
     Pension asset                            $3,104   $1,407
     
     The expected long-term rate of return on the U.K. Pension Plan
     assets was 8% in 1997 and 9% in 1996.  The weighted average
     discount rate used to determine the accumulated benefit obligation
     was 7% in 1997 and 8% in 1996.   The rate of compensation increase
     used was 5.0% in 1997 and 5.5% in 1996.
      
     Chyron Corporation  has adopted  a 401(k) Plan exclusively for the
     benefit of participants and their beneficiaries.  All employees of
     Chyron Corporation are eligible to participate in the 401(k) Plan
     except non-resident aliens and employees who are members of a union
     which bargains separately for retirement benefits during
     negotiations.  An employee may elect to contribute a percentage of
     his or her current compensation to the 401(k) Plan, subject to a
     maximum of 20% of compensation or the Internal Revenue Service
     annual contribution limit ($9,500 in 1997 and 1996), whichever is
     less.  Total compensation that can be considered for contribution
     purposes is limited to $150,000.
     
     Chyron Corporation can elect to make a contribution to the 401(k)
     Plan on behalf of those participants who have made salary deferral
     contributions.   During 1997, 1996 and 1995 the Company contributed
     $63,000, $51,000 and $29,000, respectively, to the 401(k) Plan.  
     
     15. COMMITMENTS AND CONTINGENCIES
     
     At December 31, 1997, the Company was obligated under operating and
     capital leases covering facility space and equipment as follows (in
     thousands):
     
                        Operating  Capital
     
     1998                  $1,147     $432
     1999                   1,214      223
     2000                   1,243      160
     2001                   1,104
     2002                   1,090
     2003 and thereafter    7,124
                          $12,922     $815
     
     The operating leases contain provisions for escalations for
     maintenance and real estate taxes.  Total rent expense was
     $965,000, $826,000 and $496,000 for 1997, 1996 and 1995,
     respectively.  The cumulative imputed interest in the capital lease
     obligation was $148,000 at December 31, 1997.
     
     The Company from time to time is involved in routine legal matters
     incidental to its business.  In the opinion of management, the
     ultimate resolution of such matters will not have a material
     adverse effect on the Company's financial position, results of
     operations or liquidity.
     
     16. RELATED PARTY TRANSACTIONS
     
     Sepa, prior to the change in control discussed in Note 5, was the
     beneficial owner of 24,471,570 shares of Chyron common stock. 
     Consequent to such ownership, Sepa had an amended and restated 
     management  agreement with Chyron whereby Chyron agreed to pay
     management fees to Sepa equal to 2.5% of consolidated revenues
     through December 31, 1997.  The management fees under this
     agreement were subject to an annual limitation of $1.5 million.  
     In July 1994, Chyron took advantage of an option to prepay the
     management fee at a  25% discount from the aggregate estimated
     yearly fees for the period July 1, 1994 through December 31, 1995,
     resulting in estimated aggregate total savings of $486,000 in fees
     for the eighteen month period ending December 31, 1995.  
     
     In December 1995, Chyron and Sepa agreed to terminate the
     Management Agreement upon payment to Sepa of $2 million, which
     resulted in aggregate savings for the Company of $1 million for the
     two year period ending December 31, 1997.  The $2 million was paid
     in equal installments in December 1995 and January 1996.
     
     The Secretary of the Company and an individual who held a board
     seat through May 1997 are partners in a law firm that rendered
     various legal services to the Company for which the Company
     incurred costs of $783,000 and $861,000 during 1997 and 1996,
     respectively.
     
     17. WEST COAST RESTRUCTURING
     
     During the third quarter of 1994, as the result of continuing
     significant operating losses by the Company's West Coast Operations
     and its inability to meet revenue and operating targets, management
     implemented a restructuring  plan to eliminate a substantial number
     of  product lines and consolidate certain remaining products into
     the Company's Graphics Operations, with only certain product
     engineering capabilities remaining on the West Coast.  As a result,
     the Company recorded a $12.7 million charge to operations during
     the third quarter of 1994, resulting from headcount reductions,
     consolidation costs, write-downs of assets related to discontinued
     product lines and accrual of estimated operating losses anticipated
     during the disposition period.  During 1995, operating losses of
     $1,707,000 related to the discontinued product lines were charged
     against the reserve for West Coast restructuring.
     
     During 1995, $1,339,000 of such charge was recaptured as a result
     of (1) the Company entering into an agreement to sublease a portion
     of the office space, thereby decreasing future rent commitments 
     (the Company reversed $356,000 of the original $12.7 million charge
     to account for the decrease in projected rent expense),  (2) the
     Company selling certain inventory that had been fully reserved for
     in the original $12.7 million charge  (as a result, the Company
     realized a gain of $380,000 related to this inventory) and (3) the
     reversal of  $603,000 of the original restructuring charge as a
     result of lower than anticipated costs related to the disposition
     period.  
     
     18. SEGMENT INFORMATION
     
     Chyron's business is organized under a group concept that
     coordinates product development, marketing, advertising,
     distribution and procurement.  The Company has a multi-product
     approach for filling customer requirements for equipment and
     systems used in video or film productions.  These products include
     graphics and character generation systems, video and audio signal
     management systems and electronic paint and animation systems and
     software.   Customers for the Company's products include
     broadcasters, video production and post-production companies, cable
     television distributors and operators, industrial users,
     governments and governmental agencies and domestic and
     international dealers serving the video production and display
     industries for non-broadcast and broadcast markets.  As a result,
     the Company operates as one business segment.
     
     The Company's operations are located primarily in the United States
     and Europe.  Foreign operations prior to 1996 and interarea sales
     were not significant.  Net sales, operating profit and identifiable
     assets by geographic areas consist of the following (in thousands):
     
                                             December 31,
                              1997              1997
                           Net   Operating   Identifiable
                         Sales      Income         Assets
     
     United States     $37,039     $(2,817)       $51,160
     Europe             41,915       3,157         42,860
     Other               7,820         (76)            60
       Total           $86,774        $264        $94,080
     
     
                                             December 31,
                              1996              1996
                           Net   Operating   Identifiable
                         Sales      Income         Assets
     
     United States     $55,446     $12,764        $52,988
     Europe             24,281       1,611         38,375 
     Other               2,881         690             40
       Total           $82,608     $15,065        $91,403
     
     During 1997, 1996 and 1995, net export sales from the United States
     were approximately $10,129,000, $9,580,000  and $7,511,000,
     respectively.  For 1997 and 1996, income before taxes from foreign
     operations totalled $2.2 million and $3.5 million, respectively,
     and (loss) income before taxes for domestic operations totalled
     ($3.2) million and $9.9 million, respectively.
     
     During 1997 and 1996, foreign exchange gains of $423,000 and losses
     of $264,000, respectively, are included in other expenses.
     
     PART III
                                            
     Item 10 (Directors and Executive Officers of the Registrant), Item
     11 (Executive Compensation), Item 12 (Security Ownership of Certain
     Beneficial Owners and Management) and Item 13 (Certain
     Relationships and Related Transactions) will be incorporated in the
     Company's Proxy Statement to be filed within 90 days of December
     31, 1997 and are incorporated herein by reference.
     
     PART IV
     
     ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
     FORM 8-K
     
     (a)(1) Financial Statements
     
     The following Consolidated Financial Statements of Chyron
     Corporation and subsidiaries are included in Part II, Item 8:
     
     Report of Independent Auditors - Price Waterhouse, LLP - page 23
     
     Consolidated Balance Sheets at December 31, 1997 and 1996 - page
     25
     
     Consolidated Statements of Operations for the Years Ended December
     31, 1997, 1996 and 1995 - page 26
     
     Consolidated Statements of Cash Flows for the Years Ended December
     31, 1997, 1996 and 1995 - page 27
     
     Consolidated Statements of Shareholders' Equity for the Years Ended
     December
     31, 1997, 1996 and 1995 - page 29
     
     Notes to the Consolidated Financial Statements - page 30-51
     
     (2) Financial Statement Schedule
     
     The following Consolidated Financial Statement schedule of Chyron
     Corporation and subsidiaries is included in Item 14(d):
     
     Schedule II - Valuation and Qualifying Accounts for the Years Ended
     December 31, 1997, 1996 and 1995 - page 58
     
     All other schedules called for under Regulation S-X are not
     submitted because they are not applicable or not required or
     because the required information is not material or is included in
     the Consolidated Financial Statements or notes hereto.
     
     (3) Financial Statement Exhibits
                                                                     
     See list of exhibits to the Financial Statements in Section (c)
     below:
                                                                      
     (b) Reports on Form 8-K
     None
     
     (c) Exhibits
     
     2. Plan of acquisition, reorganization, arrangement, liquidation
     or succession.
     
     (a) First Amended Disclosure Statement pursuant to Section 1125
     of the Bankruptcy Code, dated October 28, 1991 (with First Amended
     Plan of Reorganization under Chapter 11 of the Bankruptcy Code
     attached as Exhibit A thereto) - Note 2
     
     3. Articles of Incorporation and By-Laws.
     
     (a) Restated Certificate of Incorporation of Chyron Corporation -
     Note (1)
     
     (b) Amended and Restated By-Laws of Chyron Corporation, adopted
     February 17, 1995 - Note(3)
     
     (c) Amendment of Certificate of Incorporation of Chyron
     Corporation, adopted January 24, 1997 - Note (9)
     
     4. Instruments defining rights of security holders, including
     debentures.
     
     (b) Registration Rights Agreement, dated December 27, 1991, between
     Chyron Corporation and Pesa, Inc. - Note (2)
     
     (c) Registration Rights Agreement dated July 25, 1995 by and
     between Chyron Corporation and CC Acquisition Company A,  L.L.C.,
     CC Acquisition Company B, L.L.C., WPG Corporate Development
     Associates, IV, L.P., WPG Corporate Development Associates IV
     (Overseas), L.P., WPG Enterprise Fund II, L.P. Weiss, Peck & Greer
     Venture Associates, III, L.P., Westpool Investment Trust PLC, Lion
     Investment Limited, Charles Diker, Mint House Nominees Limited,
     Pine Street Ventures, L.L.C., Isaac Hersly, Alan I. Annex, Ilan
     Kaufthal, Z Four Partners L.L.C. and A.J.L. Beare - Note 8
     
     
     10. Material Contracts.
     
     (a) Distribution and License Agreement, dated September 22, 1994,
     between Chyron Corporation and Comunicacion Integral Consultores,
     S.L - Note 3
     
     (b) Termination Agreement, dated November 6, 1995, between Chyron
     Corporation and Comunicacion Integral Consultores, S.L. - Note 8
     
     (c) Loan Agreement between Chyron Corporation and NatWest Bank. .N.A.
     (currently known as Fleet Bank), dated March 28, 1996 - Note 9
     
     (d) Loan Agreement between Pro-Bel Limited and Barclays Bank, PLC
     dated December 19, 1996 effective January 1997 - Note 9
     
     (e) Indemnification Agreement between Chyron Corporation and Roi
     Agneta dated November 19, 1996 - Note 9 
     
     (f) Indemnification Agreement between Chyron Corporation and
     James Coppersmith dated November 19, 1996 - Note 9
     
     (g) Indemnification Agreement between Chyron Corporation and Daniel
     DeWolf dated November 19, 1996 - Note 9 
     
     (h) Indemnification Agreement between Chyron Corporation and
     Charles M. Diker dated November 19, 1996 - Note 9 
     
     (i) Indemnification Agreement between Chyron Corporation and Donald
     P. Greenberg dated November 19, 1996 - Note 9 
     
     (j) Indemnification Agreement between Chyron Corporation and Ray
     Hartman dated November 19, 1996 - Note 9 
     
     (k) Indemnification Agreement between Chyron Corporation and Roger
     Henderson dated November 19, 1996 - Note 9 
     
     (l) Indemnification Agreement between Chyron Corporation and Alan
     J. Hirschfield dated November 19, 1996 - Note 9 
     
     (m) Indemnification Agreement between Chyron Corporation and
     Patricia Lampe dated November 19, 1996 - Note 9 
     
     (n) Indemnification Agreement between Chyron Corporation and Wesley
     W. Lang, Jr. dated November 19, 1996 - Note 9 
     
     (o) Indemnification Agreement between Chyron Corporation and Eugene
     M. Weber dated November 19, 1996 - Note 9 
     
     (p) Indemnification Agreement between Chyron Corporation and
     Michael Wellesley-Wesley dated November 19, 1996 - Note 9 
     
     (q) Employment Agreement between Chyron Corporation and Edward
     Grebow dated June 5, 1997 - Note 10     
     
     (r) Termination Agreement between Chyron Corporation and Isaac
     Hersly dated September 17, 1997 - Note 11     
     
     (s) Indemnification Agreement between Chyron Corporation and Edward
     Grebow dated June 5, 1997 - page 60
     
                                                                          
                                                                      
           
     (1) Incorporated herein in its entirety by reference to the Annual
     Report for the 
     Fiscal Year Ended June 30, 1991 on Form 10-K dated January 31,
     1992.
     
     (2)Incorporated herein in its entirety by reference to the report
     on Form 8-K dated December 27, 1991.
     
     (3)Incorporated herein in its entirety by reference to the Annual
     Report for the fiscal year ended December 31, 1994 on Form 10-K dated 
     March 24, 1995.
     
     (4)Incorporated herein in its entirety by reference to the report
     on Form 8-K dated October 25, 1995.
     
     (5)Incorporated herein in its entirety by reference to the report
     on Form 8-K dated April 26, 1996.
     
     (6)Incorporated herein in its entirety by reference to the report
     on Form 8-K dated March 14, 1996.
     
     (7)Incorporated herein in its entirety by reference to the report
     on Form 8-K/A dated June 21, 1996.
     
     (8)Incorporated herein in its entirety by reference to the Annual
     Report for the fiscal year ended December 31, 1995 on Form 10-K 
     dated March 14,1996.
     
     (9) Incorporated herein in its entirety by reference to the Annual
     Report for the fiscal year ended December 31, 1996 on Form 10-K
     dated March 20, 1997.
     
     (10)Incorporated herein in its entirety by reference to the Form
     10-Q for the quarter ended June 30, 1997 dated August 12, 1997
     
     (11) Incorporated herein in its entirety by reference to the Form
     10-Q for the quarter ended September 30, 1997 dated November 12,
     1997.
     

     d) Financial Statement Schedules
     
     Schedule II
     
     CHYRON CORPORATION AND SUBSIDIARIES
     VAULATION AND QUALIFYING ACCOUNTS
     (In thousands)
     
     Column A     Column B           Column C     Column D   Column E
                                     Additions
                  Balance at       Changes to
                  Beginning   Costs and     Other               End of
     Description  of Period   Expenses   Accounts  Deductions   Period
     
     
     
     Reserves and allowances deducted
     from asset accounts:
     
                                 
     
     YEAR ENDED DECEMBER 31, 1997
     
     Allowance for doubtful accounts
     $2,850         $533                     $259         $3,124
     
     Inventory reserves               
     12,041        1,887                    5,766          8,162
     
     Deferred tax assets valuation allowance
          0                                                    0
     
     YEAR ENDED DECEMBER 31, 1996
     
     Allowance for doubtful accounts 
     3,134                                    284          2,850
     
     Inventory reserves
     12,233                                   192         12,041
     
     Deferred tax assets valuation allowance
     5,400                                  5,400              0
     
     YEAR ENDED DECEMBER 31, 1995
     
     Allowance for doubtful accounts
     2,240                       $185                      3,134
     
     Inventory reserves
     12,515           745                   1,435        12,233
     
     Deferred tax assets valuation allowance
     14,500         1,153                   9,100         5,400
     
     
     SIGNATURES
     
     Pursuant to the requirements of Section 13 or 15(d) of the
     Securities and Exchange Act of 1934, the registrant has duly caused
     this report to be signed on its behalf by the undersigned,
     thereunto duly authorized.
     
     CHYRON CORPORATION
     
     /s/ Edward Grebow                                     
                        Edward Grebow
         President and 
         Chief Executive Officer
                                                      
     
     Pursuant to the requirements of the Securities and Exchange Act of
     1934, this report has been signed below by the following persons
     on behalf of the registrant and in the capacities on the date
     indicated.
     
     
     /s/  Michael Wellesley-Wesley  
         (Michael Wellesley-Wesley)
     Chairman of the Board of Directors
     March 16, 1998
     
     
     
     /s/   Charles Diker                    
          (Charles Diker)
     Director
     March 16, 1998
     
     
     
     /s/ Edward Grebow    
        (Edward Grebow)
     President, Chief Executive Officer and Director
     March 16, 1998
                                                      
     
     
     /s/  Douglas Greenberg 
         (Douglas Greenberg)
     Director                
     March 16, 1998
     
     
     
     /s/ Raymond Hartman      
        (Raymond Hartman)
     Director
     March 16, 1998
     
     
     
     /s/ Alan Hirschfield 
        (Alan Hirschfield)
     Director
     March 16, 1998
     
     
     
     /s/ Wesley Lang                             
        (Wesley Lang)
     Director
     March 16, 1998
     
     /s/ Eugene Weber      
        (Eugene Weber)
     Director                
     March 16, 1998
     
     
     
     /s/  Patricia Arundell-Lampe           
         (Patricia Arundell-Lampe)
     Chief Financial Officer and Treasurer
     March 16, 1998