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


                            FORM 10-Q



[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES 
     EXCHANGE ACT OF 1934
     For the quarterly period ended June 27, 1997


                                OR


[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934
     For the transition period from __________________ to ______________


                  Commission File Number 1-11075


                       DAMES & MOORE, INC.                     
      (Exact Name of Registrant as Specified in Its Charter)


           Delaware                                    95-4316617    
  (State or Other Jurisdiction            (I.R.S. Employer Identification No.)
of Incorporation or Organization)                                


       911 Wilshire Blvd., Suite 700, Los Angeles, California  90017
       (Address, including Zip Code, of Principal Executive Offices)


                               (213) 683-1560                                
            (Registrant's Telephone Number, Including Area Code)


                                                                    


Indicate by check mark whether the registrant:  (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act 
of 1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.

                            Yes   X     No      

As of August 4, 1997, 18,039,848 shares of the registrant's common stock, 
$0.01 par value, were issued and outstanding.

<PAGE>
                  Part I.  Financial Information

Item 1.  Financial Statements
<TABLE>
                          DAMES & MOORE

     Condensed Consolidated Statements of Financial Position
        (In thousands, except share and per share amounts)
                           (Unaudited)
<CAPTION>
                                                     June 27,      March 28,   
Assets                                                1997           1997      
Current:                                            ---------      ---------
  <S>                                               <C>            <C>
  Cash and cash equivalents                         $  7,319       $ 12,726 
  Short-term investments                                   -          5,984 

  Billed accounts receivable, net of allowance                              
    for doubtful accounts of: $3,524 and $3,001      118,934        114,126
  Billed contract retentions                           8,252          5,095
  Unbilled                                            58,954         56,491
                                                    ---------      ---------
                                                     186,140        175,712 

  Deferred income taxes                                4,971          4,135 
  Prepaid expenses and other assets                   10,736          9,697 
                                                    ---------      ---------
       Total current assets                          209,166        208,254 

Property and equipment, net                           20,330         19,594 
Goodwill of acquired businesses, net                 117,630        109,626 
Investments in affiliates                              9,170          9,270 
Other assets                                           9,924         11,538 
                                                    ---------      ---------
                                                    $366,220       $358,282
                                                    =========      =========
 
Liabilities and shareholders' equity 
Current:
  Current portion of long-term debt                 $  8,510       $ 11,560 
  Accounts payable                                    23,199         23,021 
  Accrued payroll and employee benefits               31,545         24,784
  Current income taxes payable                         3,596          3,145 
  Accrued expenses and other liabilities              23,861         30,354
                                                    ---------      ---------
      Total current liabilities                       90,711         92,864 

Long-term debt                                       133,580        128,542 
Other long-term liabilities                            6,046          5,253 
Contingencies

Shareholders' equity:
  Preferred stock, $0.01 par value, 
    shares authorized: 1,000,000
    shares issued: none                                   -             -  
  Common stock and capital in excess of $0.01 
    par value, shares authorized: 27,000,000
    shares issued:  22,750,000 and 22,726,000        107,542        107,242 
  Retained earnings                                   92,120         87,979 
  Treasury stock, 4,707,000 and 4,714,000            (62,989)       (63,070)
  Other shareholders' equity                            (790)          (528)
                                                    ---------      ---------
      Total shareholders' equity                     135,883        131,623
                                                    ---------      --------- 
                                                    $366,220       $358,282 
                                                    =========      =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.

<TABLE>
                          DAMES & MOORE

          Condensed Consolidated Statements of Earnings
             (In thousands, except per share amounts)
                           (Unaudited)   
<CAPTION>
                                                         Three Months Ended
                                                      -----------------------
                                                       June 27,      June 28,
                                                        1997          1996   
                                                      ---------     ---------
<S>                                                   <C>           <C>
Gross revenues                                        $171,771      $154,839 
  Direct costs of outside services                      51,696        46,723
                                                      ---------     --------- 
    Net revenues                                       120,075       108,116 
                                                      ---------     ---------
Operating expenses:
  Salaries and related costs                            84,150        75,528 
  General expenses                                      22,027        20,671 
  Depreciation and amortization                          2,134         1,809 
  Amortization of goodwill                               1,208           899 
                                                      ---------     --------- 
                                                       109,519        98,907 
                                                      ---------     ---------
Earnings from operations                                10,556         9,209 
                                               
  Investment and other (loss) income                      (106)          813 
  Interest expense                                      (2,463)       (1,460)
                                                      ---------     ---------
Earnings before income taxes                             7,987         8,562 
  Income taxes                                           3,302         3,582 
                                                      ---------     ---------
 Net earnings                                         $  4,685      $  4,980 
                                                      =========     =========
Earnings per share                                    $   0.26      $   0.23 
                                                      =========     =========
Cash dividends declared per share                     $   0.03      $   0.03 
                                                      =========     =========
Weighted average number of shares                       18,018        21,597 
                                                      =========     =========









</TABLE>

See accompanying notes to condensed consolidated financial statements.<PAGE>

<TABLE>
                          DAMES & MOORE

         Condensed Consolidated Statements of Cash Flows
                          (In thousands)
                           (Unaudited)

<CAPTION>
                                                        Three Months Ended    
                                                       ---------------------
                                                        June 27,    June 28,
                                                         1997         1996  
                                                       ---------   ---------
Cash flows from operating activities:
  <S>                                                  <C>         <C>
  Net earnings                                         $  4,685    $  4,980 
  Adjustments to reconcile net earnings to net cash
    provided by operating activities:
      Depreciation and amortization                       3,392       2,762 
      Unrealized (gain) on marketable securities              -          18 
      Loss (earnings) of equity investments                 379        (135)
      Deferred income taxes                                (597)        (36)
      Change in assets and liabilities, net of
        effects of purchases of businesses:
          Short-term investments                          5,984      12,729 
          Accounts receivable                            (6,677)    (15,135)   
          Prepaid expenses and other assets                  79       1,238 
          Income tax receivables                             48         640 
          Accounts payable and accrued expenses          (2,402)      1,870 
                                                       ---------   ---------
Net cash provided by operating activities                 4,891       8,931 
                                                       ---------   ---------

Cash flows from investing activities:
  Purchases of businesses, net of cash acquired          (9,870)    (18,740)
  Purchases of property and equipment                    (1,988)     (1,983)
  Investments and other assets                             (165)     (6,033)
                                                       ---------   ---------
Net cash (used in) investing activities                 (12,023)    (26,756)
                                                       ---------   ---------

Cash flows from financing activities:
  Net repayments on current portion of long-term debt    (3,050)       (655)
  Proceeds from issuance of debt                          5,038           -  
  Issuance of common stock                                  200         280 
  Treasury stock issued                                      78          60 
  Treasury stock  purchased                                   -      (5,416)
  Dividends                                                (541)       (657)
                                                       ---------   ---------
Net cash provided (used in) by financing activities       1,725      (6,388)
                                                       ---------   ---------
Net (decrease) increase in cash and cash equivalents     (5,407)    (24,213)
Cash and cash equivalents, beginning of period           12,726      55,351 
                                                       ---------   ---------
Cash and cash equivalents, end of period               $  7,319    $ 31,138 
                                                       =========   =========

Supplemental disclosures of cash flow information:
  Interest paid                                       $   4,163    $    164 
  Income tax paid                                         3,235         899 
Non cash investing activities - business acquisitions     2,033       5,915 


</TABLE>

See accompanying notes to condensed consolidated financial statements.
                                <PAGE>
                         DAMES & MOORE
                                
      Notes to Condensed Consolidated Financial Statements
              (In thousands, except share amounts)


Note 1 - Basis of Presentation:

   The accompanying condensed consolidated financial statements should be 
   read in conjunction with the consolidated financial statements and 
   disclosures included in the Company's 1997 annual report to shareholders.
   The condensed consolidated financial statements include all adjustments 
   (consisting only of normal recurring items) which management considers 
   necessary to present fairly the financial position  of the Company as 
   of June 27, 1997 and March 28, 1997; and the results of operations for 
   the three-month periods ended June 27, 1997 and June 28, 1996.  Certain 
   items in the prior year's financial statements have been reclassified 
   to be consistent with the 1998 fiscal year presentation.

   The results of operations for the interim periods are not necessarily 
   indicative of operating results to be expected for the full year.  

   Fiscal Year:

   The Company uses a 52-53 week fiscal year ending the last Friday in 
   March.  The three-month periods ended June 27, 1997 and June 28, 1996 
   were each comprised of 13 weeks.

Note 2 - Restructuring Costs:

   During the fourth quarter of fiscal 1997, the Company recorded a 
   provision of $2,651 pretax, for the restructuring of its international 
   operations and construction and project management subsidiary.  At 
   June 27, 1997 approximately $1,056 of these costs had been expended, 
   leaving a balance of $1,595 to be expended to complete the restructuring.

Note 3 - Shareholders' Equity:

   The Company declared a quarterly cash dividend of $0.03 per share on its 
   common stock, totaling $541, during the first quarter of fiscal 1998, 
   and issued 23,300 shares of Restricted Stock under its Amended and 
   Restated 1991 Long-Term Incentive Plan.

   The Company's Board of Directors authorized the Company to purchase up 
   to 2,500,000 shares of its common stock on the open market.  During the 
   first quarter the Company did not acquire any additional shares, but did 
   reissue 6,100 shares of treasury stock.  As of June 27, 1997, in addition
   to the private acquisition of 3,700,000 shares of the Company's common
   stock from Hocktief AG, the Company has repurchased 1,818,700 shares 
   and reissued 811,440 shares.

                                                     

<PAGE>
                  Part I.  Financial Information



Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Dollars in thousands)

From time to time, the Company or its representatives may make forward-
looking statements in this report or elsewhere relating to such matters as 
anticipated financial performance, including projections of revenues, 
expenses, earnings, liquidity, capital resources or other financial items; 
business plans, objectives and prospects; technological developments; and 
similar matters.  Forward-looking statements within the meaning of the 
Private Securities Litigation Reform Act of 1995 frequently are identified 
by the use of terms such as "expect", "believe", "estimate", "may", 
"should", "will" or similar expressions.

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 and experience to differ materially from the
anticipated results or other expectations expressed in the forward-looking
statements made by the Company or its representatives.  The risks and 
uncertainties that may affect the operations, performance, development and 
results of the Company's business include the following, among other 
factors: (a) the ability to attract and retain qualified professional 
personnel; (b) potential liability for consulting services relating to toxic
and hazardous materials and the ability to insure such risks;  (c) dependence
on environmental regulation including decreased revenues that may result 
from a reduction in laws, regulations and programs related to environmental 
issues or from changes in governmental policies regarding the funding, 
implementation or enforcement of such laws, regulations and programs; (d) 
increasing competition faced by the Company in its service areas; and (e) 
periodic fluctuations in general business conditions and in demand for the 
types of services provided by the Company.

Acquisitions and Operations

During the first quarter of fiscal 1998, the Company acquired SRA 
Technologies, Inc., a professional services company providing specialized 
clinical laboratory services, contract research, analysis and management 
services to both government and commercial clients in the areas of life 
sciences, environmental health service studies, and energy.

All acquisitions are accounted for as purchases; accordingly, the difference
between the purchase cost and the fair value of the net assets of acquired 
businesses is amortized on a straight-line basis over various periods not 
exceeding 40 years.  Results of operations for all acquisitions have been 
included in the consolidated financial statements from the date of the
respective acquisition.

Results of Operations

First Quarter 1998 Compared with First Quarter 1997

The Company uses a 52-53 week fiscal year ending the last Friday in March.
The first quarter for both fiscal year 1998 and 1997 were comprised of 13 
weeks.
<TABLE>
<CAPTION>
                                         1998         Increase      1997    
                                       --------       --------    --------
<S>                                    <C>             <C>        <C>
Net Revenues                           $120,075        11.06%     $108,116
</TABLE>
The 11.06% increase in net revenues in the first quarter of 1998 as 
compared to the first quarter of 1997 is in part a result of a full quarter's
operating results from the Company's fiscal 1997 acquisitions, which 
contributed $8,329 of the increase, or 7.7%.  The remaining increase of 
$3,630, or 3.36%, represents growth from the Company's existing lines of 
business.
<TABLE>
<CAPTION>
                                        1998         Increase      1997
                                      -------        --------    -------
<S>                                   <C>            <C>         <C>
Salaries and Related Costs            $84,150        11.42%      $75,528
</TABLE>
Salaries and related costs increased by 11.42% in the first quarter of 
1998 as compared to the first quarter of 1997.  Acquisitions completed in 
fiscal 1997 represent $5,449, or 7.2%, of this increase.  The remaining 
increase represents increased hiring, primarily where net revenues have 
been growing, and annual salary increases.  Salaries and related costs
represent 70.1% and 69.9% of net revenues for the first quarter of 1998 
and 1997, respectively.

<TABLE>
<CAPTION>
                                      1998          Increase     1997   
                                    -------         --------    ------- 
<S>                                 <C>              <C>        <C>
General Expenses                    $22,027          6.56%      $20,671
</TABLE>
Acquisitions completed in fiscal 1997 accounted for an increase of $1,823, 
or 8.82%, in general expenses.  General expenses from existing lines of 
businesses declined in part due to one-time costs for an image program and 
consultant fees incurred in the first quarter of 1997.  As a percentage of 
net revenues, general expenses represent 18.3% and 19.1% of net
revenues for the first quarter of 1998 and 1997, respectively.
<TABLE>
<CAPTION>
                                      1998          Increase      1997   
                                     ------         --------     ------
<S>                                  <C>             <C>         <C>
Depreciation and Amortization        $2,134          17.93%      $1,809
</TABLE>
Fiscal 1997 acquisitions were responsible for $191, or 10.56%, of the 
increase in depreciation and amortization.  The balance of the increase is 
due to new purchases of property and equipment for previously acquired 
companies in fiscal 1996 and 1995.  Depreciation and amortization represents
1.8% and 1.7% of net revenues for the first quarter of 1998 and 1997,
respectively.
<TABLE>
<CAPTION>
                                     1998          Increase      1997   
                                    ------         --------     ------
<S>                                 <C>             <C>          <C>
Amortization of Goodwill            $1,208          34.46%       $899
</TABLE>
Amortization of goodwill increased $147, or 16.3%, due to the Company's 
fiscal 1997 acquisitions, future acquisitions will continue this trend.  
The balance of the increase is due to the write-off of the remaining 
goodwill of a previously acquired small business which has been discontinued.
<TABLE>
<CAPTION>
                                     1998           Increase       1997  
                                   -------          --------      ------
<S>                                <C>               <C>          <C>
Earnings from Operations           $10,556           14.63%       $9,209
</TABLE>
The Company's operating margin as a percentage of net revenues was 8.8% 
and 8.5% for the first quarter of 1998 and 1997, respectively. 
<TABLE>
<CAPTION>
                                     1998           Decrease       1997    
                                    ------         ---------      ------
<S>                                 <C>            <C>             <C>
Investment and Other (Loss) Income  $(106)         (113.04%)       $813
</TABLE>
The decline in investment and other (loss) income reflects a reduction of 
interest income from the interim investment of long-term borrowings that 
was awaiting deployment to fund acquisitions and stock repurchases.  In 
1997 the Company acquired the majority interest in a company in which it 
had previously held a minority interest; as a result their operating results 
are now a part of earnings from operations.  The balance of the change 
represents losses from Dames & Moore Ventures which had just commenced 
operations in the first quarter of 1997.
<TABLE>
<CAPTION>
                                      1998           Increase       1997  
                                     ------          --------      ------
<S>                                  <C>              <C>          <C>
Interest Expenses                    $2,463           68.71%       $1,460
</TABLE>
The Company's stock repurchases and funding of acquisitions have been 
financed with long-term debt.  Consequently, interest expense has and may 
continue to increase.  See "Liquidity and Capital Resources."
<TABLE>
<CAPTION>
                                     1998            Decrease       1997  
                                    ------           --------     -------
<S>                                 <C>               <C>         <C>
Income Taxes                        $3,302            (7.81%)     $3,582
</TABLE>
Income taxes as a percentage of earnings before income taxes were 41.3% 
and 41.8% for the first quarter of 1998 and 1997, respectively. 
<TABLE>
<CAPTION>
                                      1998           Decrease       1997  
                                     ------          --------      ------
<S>                                  <C>              <C>          <C>
Net Earnings                         $4,685           (5.93%)      $4,980
</TABLE>
Net earnings as a percentage of net revenues were 3.9% and 4.6% for the 
first quarter of 1998 and 1997, respectively.  The decrease as a percentage 
of net revenues is primarily due to increased interest costs resulting 
from acquisitions and the repurchase of the Company's common stock.

Liquidity and Capital Resources

Cash and cash equivalents total $7,319 at June 27, 1997, compared to 
$12,726 at March 28, 1997.  The Company's working capital of $118,455 at 
June 27, 1997 remains relatively unchanged from $115,390 at March 28, 1997.
The primary sources of cash in the first quarter of 1998 consisted of funds 
from operations of $4,891 and net proceeds from issuance of debt of $1,988.
The primary uses of cash in the first quarter of 1998 consisted of 
acquisitions totaling $9,870.

The changes in the balance sheet accounts are in part due to the inclusion 
of newly acquired companies.  Accrued payroll and employee benefits 
increased due to the timing of the Company's payroll.  Only one-week 
accrual of payroll was required at March 28, 1997, instead of a two-week 
accrual at June 27, 1997.  Accrued expenses and other liabilities declined 
due to payment of accrued interest on debt, application of client advances 
and deferred payments made on several acquisitions.

The Company has $79,789 available for borrowing in U.S. dollars, offshore 
foreign currencies or foreign domestic currencies, and for the issuance 
of letters of credit and purchase of foreign currency exchange contracts.
As of June 27, 1997, under these lines, the Company had borrowings of 
$20,500, and standby letters of credit totaling $15,526 principally for 
project performance, advance payment guarantees and the Company's domestic 
insurance program.

While the Company anticipates continuing capital requirements to support 
growth and  diversification of services, funding of acquisitions and new 
ventures, management believes that cash generated from operations and 
existing lines of credit will be sufficient to meet requirements for the 
foreseeable future.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk:

Not applicable.<PAGE>
                   Part II.  Other Information


Item 2.  Changes in Securities

On March 29, 1997, the Company issued from its treasury 6,100 shares of 
its common stock to its non-employee directors.  A portion of the 
directors' fees and meeting fees, in the amount of $77,500, and cash of 
$1,038 was the consideration for this purchase.  The securities were 
exempt from registration under Section 4(2) of the Securities Act of 1933 
because they were offered and sold in a transaction that did not involve a 
public offering.

Item 6.  Exhibits and Reports on Form 8-K

         (a)    Exhibits:

                Exhibit 27.1 Financial Data Schedule (included only in the 
                electronic filing).

         (b)    There have been no reports on Form 8-K filed during the 
                quarter of which this report on Form 10-Q is being filed.

        <PAGE>
                                 
                           SIGNATURES

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



                                                 DAMES & MOORE, INC.
                   


Date: August 5, 1997                             ARTHUR C. DARROW        
                                                 --------------------------
                                                 Arthur C. Darrow
                                                 President and
                                                 Chief Executive Officer
                                                 (Principal Executive Officer)



Date: August 5, 1997                             MARK A. SNELL           
                                                 --------------------------
                                                 Mark A. Snell
                                                 Executive Vice President and
                                                 Chief Financial Officer
                                                 (Principal Financial Officer)



Date: August 5, 1997                             LESLIE S. PUGET         
                                                 --------------------------
                                                 Leslie S. Puget
                                                 Corporate Controller
                                                 (Principal Accounting Officer)<PAGE>

<PAGE>
                         EXHIBIT INDEX

Exhibit
Number        Description

 27           Financial Data Schedule, which is included only in the 
              electronic submission to the Securities and Exchange Commission.