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 December 27, 1996


                                     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 February 3, 1997, 18,101,948 shares of the registrant's common stock,
$0.01 par value, were issued and outstanding.
<TABLE>

                        Part I.  Financial Information

Item 1.  Financial Statements

                               DAMES & MOORE
          Condensed Consolidated Statements of Financial Position
             (In thousands, except share and per share amounts)
                                (unaudited)
                                   Assets
<CAPTION>
                                                    Dec. 27,      March 29,   
                                                      1996          1996      
Current:
 <S>                                               <C>            <C>
 Cash and cash equivalents                         $ 22,708       $ 55,351 
 Marketable securities and short-term investments     9,007         14,936
 Billed accounts receivable, net of allowance                               
   for doubtful accounts of: $3,060 and $1,886      112,639         84,616 
 Billed contract retentions                           8,788          7,295 
 Unbilled                                            51,600         43,813 
                                                    173,027        135,724 

 Prepaid expenses and other assets                   14,705         10,180 
                                                                           
    Total current assets                            219,447        216,191 

Property and equipment, net                          19,682         14,871 
Intangibles of acquired businesses                  109,220         84,294 
Equity investments and other assets                   8,249          1,923 

                                                   $356,598       $317,279 
</TABLE>
<TABLE>
<CAPTION>
                     Liabilities and Shareholders' Equity 
Current:
 <S>                                               <C>            <C>    
 Notes payable                                     $ 10,382       $      - 
 Accounts payable                                    26,216         20,162 
 Accrued payroll and employee benefits               29,527         26,733 
 Current income taxes payable                         4,495          2,800 
 Accrued expenses and other liabilities              29,231         20,682 

    Total current liabilities                        99,851         70,377 

Commitments and contingencies
Long-term debt                                      120,000         75,000 
Other long-term liabilities                           4,878          3,955 

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:  22,725,000 and 22,686,000        107,242        106,804 
 Retained earnings                                   86,615         75,295 
 Treasury stock, 4,623,360 and 1,150,000            (61,999)       (13,859)
 Other shareholders' equity                              11           (293)

   Total shareholders' equity                       131,869        167,947 

                                                   $356,598       $317,279 
</TABLE>
See acompanying 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    Nine Months Ended 
                                       Dec. 27,  Dec. 29,   Dec. 27,  Dec. 29,
                                         1996     1995       1996      1995   

<S>                                   <C>        <C>       <C>       <C>
Gross revenues                        $168,350   $139,969  $486,299  $423,611 
  Direct costs of outside services      53,641     42,129   148,101   124,625 
                                               
     Net revenues                      114,709     97,840   338,198   298,986 

Operating expenses:
   Salaries and related costs           78,359     68,149   234,288   208,821 
   General expenses                     22,304     17,592    63,211    54,423 
   Depreciation                          2,217      1,639     6,280     4,546 
   Amortization of goodwill              1,029        854     2,882     2,506 
                                       103,909     88,234   306,661   270,296 

Earnings from operations                10,800      9,606    31,537    28,690 
                                               
   Investment and other income             545        221     1,698     2,318 
   Interest expense                     (2,097)      (756)   (4,990)   (2,217)

Earnings before income taxes             9,248      9,071    28,245    28,791 
   Income taxes                          3,612      3,736    11,606    11,926 
 
Net earnings                          $  5,636   $  5,335  $ 16,639  $ 16,865 

Earnings per share                    $   0.28   $   0.24  $   0.78  $   0.74 

Cash dividends declared per share     $   0.03   $   0.03  $   0.09  $   0.09 

Weighted average number of shares       20,188     22,660    21,209    22,665 
</TABLE>
See accompanying notes to condensed consolidated financial statements.
<TABLE>



                                DAMES & MOORE
              Condensed Consolidated Statements of Cash Flows
                               (In thousands)
                                 (unaudited)
<CAPTION>
                                                        Nine Months Ended    
                                                       Dec. 27,    Dec. 29,
                                                         1996        1995  
Cash Flow from operating activities:

 <S>                                                  <C>         <C>
 Net earnings                                         $ 16,639    $ 16,865 
 Adjustments to reconcile net earnings to net cash
   provided by operating activities:
     Depreciation and amortization                       9,325       7,217 
     Unrealized gain on marketable securities              (16)     (1,497)
     Earnings of equity investments                       (164)        (90)
     Deferred income taxes                                (754)        591 
     Change in assets and liabilities, net of
       effects of purchases of businesses:
         Marketable securities
           and short-term investments                    5,945       1,441 
         Accounts receivable                           (21,917)     (9,801)
         Prepaid expenses and other assets              (1,967)     (2,107)
         Income tax receivables                            408           - 
         Accounts payable and accrued expenses           3,315       7,313 

Net cash provided by operating activities               10,814      19,932 

Cash flows from investing activities:
 Purchases of businesses, net of cash acquired         (24,159)    (36,901)
 Purchases of property and equipment                    (7,067)     (4,708)
 Equity investments and other assets, net               (5,987)       (115)

Net cash (used in) investing activities                (37,213)    (41,724)

Cash flows from financing activities:
 Net change in short-term debt                           7,831       3,995 
 Proceeds from issuance of debt                         45,000      26,068 
 Issuance of common stock                                  298         720 
 Restricted stock repurchased                                -        (156)
 Treasury stock issued                                      60           - 
 Treasury stock purchased                              (57,604)          - 
 Dividends paid                                         (1,829)     (2,042)

Net cash (used in) provided by financing activities     (6,244)     28,585 

Net (decrease) increase in cash and cash equivalents   (32,643)      6,793 
Cash and cash equivalents, beginning of period          55,351      13,300 

Cash and cash equivalents, end of period              $ 22,708    $ 20,093 

Supplemental disclosures of cash flow information:
 Interest paid                                        $  2,990    $  1,966 
 Income tax paid                                        10,629      12,667 
Non cash investing activities - business acquisitions    8,259         886 
</TABLE>
See accompanying notes to condensed consolidated financial statements.


                                 DAMES & MOORE

           Notes to Condensed Consolidated Financial Statements

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 1996 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 December 27, 1996 and March 29, 1996; and the
       results of operations for the nine month periods ended December 27,
       1996 and December 29, 1995.  Certain items in the prior year's
       financial statements have been reclassified to be consistent with the
       1997 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 nine month periods ended December 27, 1996 and December 29,
       1995 were each comprised of 39 weeks.

Note 2-Long-term Debt:

       The Company amended its existing revolving lines of credit with a
       number of banks. The Company has $80,713,000 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.  The lines of credit mature as
       follows: $5,850,000 in February 1998, $14,863,000 in March 1998, and
       $60,000,000 in January 1999.  Interest is charged under several 
       options, including the bank's reference rates or the London Interbank
       Offshore Rate, (LIBOR) plus a spread, at the Company's option.  The
       agreements contain limitations on additional indebtedness, sales of
       assets, acquisitions and capital expenditures, as well as maintenance
       of certain financial ratios and minimum net worth requirements.  Such
       requirements were satisfied as of December 27, 1996.  As of December
       27, 1996 under these lines, the Company had borrowings of $8,915,000;
       standby letters of credit totaling $17,517,000, principally for project
       performance, advance payment guarantees and the Company's domestic
       insurance program; and $496,000 for guarantees of officer loans.  

       The Company also amended the Senior Note agreements, increasing
       borrowings to $120,000,000.  The Senior Note agreements contain
       limitations on additional indebtedness, sales of assets, loans and
       advances, as well as minimum net worth requirements and maintenance of
       certain financial ratios.  All such requirements were satisfied as of
       December 27, 1996.


                                 DAMES & MOORE
             Notes to Condensed Consolidated Financial Statements

Note 3-Shareholders' Equity:

       The Company declared quarterly cash dividends of $0.03 per share on its
       common stock, totaling $1,829,000, during the first three quarters of
       fiscal 1997, and issued 37,700 shares of Restricted Stock and 1,500
       shares of unrestricted stock under its amended and restated 1991 
       Long-Term Incentive Plan.

       The Board of Directors has authorized the Company to repurchase up to
       2,500,000 shares of its common stock on the open market.  The Company
       has repurchased 1,728,700 shares through December 27, 1996 and reissued
       805,340 shares.

       On November 19, 1996, the Company acquired all 3,700,000 shares of the
       Company's common stock owned by Hochtief Aktiengesellschaft vorm. Gebr.
       Helfmann (Hochtief AG). The  Company may use the reacquired shares to
       facilitate acquisitions or remarket them if market conditions permit.

Note 4-Foreign Currency Translation:

       The Company's foreign subsidiaries and branches have been using the
       U.S. dollar as their functional currency.  The Company has determined, 
       that due to growth and expansion in these countries, the majority of
       these entities have become self-contained and are integrated within the
       countries' economic environment.  Accordingly, effective during the
       second quarter the functional currencies for these entities will be
       their respective local currency.  The monetary assets and liabilities
       are translated into U.S. dollars using exchange rates in effect at
       period end.  Revenue and expenses are translated at the average rates
       of exchange prevailing during the period.  The resulting translation
       adjustments are reported as a separate component of shareholders'
       equity.  

                       Part I.  Financial Information

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

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

During the first quarter of fiscal 1997, the Company acquired two companies.
DecisionQuest, Inc., a company specializing in litigation support for corporate
clients, provides services in trial strategy consulting, development of case
themes, juror analysis and selection, preparation of demonstrative trial
graphics, and witness preparation.  BRW Group, Inc. provides project planning,
design and construction phase services for transportation and infrastructure
projects.

The Company completed several smaller acquisitions during the second quarter of
fiscal 1997.  The Company acquired an engineering and consulting firm
specializing in the design of facilities related to water reclamation and 
reuse, treatment and supply.  In addition, the Company purchased the remaining 
interest in an international agricultural consulting firm, in which it 
previously held a non-controlling minority interest.  Lastly, the Company 
acquired a 40% interest in a high-tech engineering firm in Britain with 
expertise in designing and modeling the effects of impacts and deformations on 
critical structures.

All acquisitions are accounted for as purchases; accordingly, the purchase 
prices in excess of net assets acquired were recognized and are being 
amortized over various periods not exceeding 40 years.  The operating results 
of the acquisitions have been included in the Company's consolidated financial
statements from the date of each acquisition.

Results of Operations

Third Quarter 1997 Compared with Third Quarter 1996

The Company uses a 52-53 week fiscal year ending the last Friday in March.  The
third quarter for both fiscal year 1997 and 1996 were comprised of 13 weeks.

<TABLE>
<CAPTION>
                                         1997        Increase         1996    
<S>                                  <C>              <C>         <C>
Net Revenues                         $114,709,000     17.24%      $97,840,000
</TABLE>
The 17.24% increase in net revenues in the third quarter of 1997 as compared to
the third quarter of 1996 was primarily a result of the Company's acquisitions,
which contributed $13,855,000 for the quarter, representing a 14.16% increase
from the prior year's third quarter.  The remaining increase of $3,014,000, or
3.08%, represents growth in the Company's ongoing businesses.

<TABLE>
<CAPTION>
                                         1997        Increase         1996    
<S>                                   <C>             <C>         <C>
Salaries and Related Costs            $78,359,000     14.98%      $68,149,000
</TABLE>
Of the 14.98% increase in salaries and related costs in the third quarter of
1997, the acquisitions accounted for $8,899,000, or 13.06%, with the remaining
increase attributable to annual salary increases granted at the beginning of 
the Company's 1997 fiscal year.  Salaries and related costs represent 68.3% and
69.7% of net revenues for the third quarter of 1997 and 1996, respectively.

<TABLE>
<CAPTION>
                                           1997      Increase         1996
<S>                                   <C>             <C>         <C>
General Expenses                      $22,304,000     26.78%      $17,592,000
</TABLE>
General expenses increased $3,425,000, or 19.47%, due to acquisitions.  The
remaining increase is attributable to an expansion of business development
activities, office expansions and insurance related costs.  As a percentage of
net revenues, general expenses represent 19.4% and 18% of net revenues for the
third quarter of 1997 and 1996, respectively.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                    <C>            <C>          <C>
Depreciation                           $2,217,000     35.29%       $1,639,000
</TABLE>
Acquisitions were responsible for $417,000, or 25.46%, of the increase in
depreciation, and the balance of the increase in depreciation was attributable
to new purchases of property and equipment for previously acquired companies 
and the core business.  Depreciation represents 1.9% and 1.7% of net revenues 
for the third quarter of 1997 and 1996, respectively.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                    <C>            <C>            <C>
Amortization of Goodwill               $1,029,000     20.53%         $854,000
</TABLE>
Amortization of goodwill increased due to the Company's acquisitions.  Future
acquisitions will continue this trend.

<TABLE>
<CAPTION>
                                         1997        Increase         1996    
<S>                                   <C>             <C>          <C>
Earnings from Operations              $10,800,000     12.44%       $9,606,000
</TABLE>
The Company's operating margin as a percentage of net revenues was 9.4% and 
9.8% for the third quarter of 1997 and 1996, respectively. 

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                      <C>          <C>            <C>
Investment and Other Income              $545,000     145.93%        $221,000
</TABLE>
Investment and other income consists principally of earnings on the Company's
investment portfolio which is now invested in short-term notes and bonds.  The
Company liquidated the majority of its more volatile equity portfolio in April
and May.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                    <C>            <C>            <C>
Interest Expense                       $2,097,000     177.33%        $756,000
</TABLE>
Funding of acquisitions, stock repurchases and related business ventures has 
been financed in part with long-term debt.  Consequently, interest expense has 
and will continue to increase.  See "Liquidity and Capital Resources."

<TABLE>
<CAPTION>
                                           1997      Decrease         1996    
<S>                                    <C>            <C>          <C>
Income Taxes                           $3,612,000     (3.33%)      $3,736,000
</TABLE>
Income taxes as a percentage of earnings before income taxes was 39.1% and 
41.2% for the third quarter of 1997 and 1996, respectively.  The lower 
effective tax rate reflects modification of the Company's provision to conform 
with recently filed tax returns.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                    <C>            <C>          <C>
Net Earnings                           $5,636,000     5.65%        $5,335,000
</TABLE>
Net earnings as a percentage of net revenues were 4.9% and 5.5% for the third
quarter of 1997 and 1996, 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.

First Three Quarters 1997 Compared with First Three Quarters 1996

The Company uses a 52-53 week fiscal year ending the last Friday in March.  The
first three quarters for both fiscal year 1997 and 1996 were comprised of 39
weeks.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                  <C>              <C>        <C>
Net Revenues                         $338,198,000     13.11%     $298,986,000
</TABLE>
The 13.11% increase in net revenues in the first three quarters of 1997 as
compared to the first three quarters of 1996 was primarily a result of the
Company's acquisitions, which contributed $34,268,000, representing a 11.46%
increase from the prior year's first three quarters.  The remaining increase of
$4,944,000, or 1.65%, represents growth in the Company's ongoing businesses.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                  <C>              <C>        <C>
Salaries and Related Costs           $234,288,000     12.2%      $208,821,000
</TABLE>
Of the 12.20% increase in salaries and related costs in the first three 
quarters of 1997, the acquisitions accounted for $21,642,000, or 10.36%, with 
the remaining increase attributable to annual salary increases granted at the
beginning of the Company's 1997 fiscal year.  Salaries and related costs
represent 69.3% and 69.8% of net revenues for the first three quarters of 1997
and 1996, respectively.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                   <C>             <C>         <C>
General Expenses                      $63,211,000     16.15%      $54,423,000
</TABLE>
General expenses increased $8,005,000, or 14.71%, due to acquisitions. 
Expansion of business development activities, office expansions and one-time 
costs for an image program and consultant fees all contributed to increased 
costs.  As a percentage of net revenues, general expenses represent 18.7% and 
18.2% of net revenues for the first three quarters of 1997 and 1996, 
respectively.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                    <C>            <C>          <C>
Depreciation                           $6,280,000     38.15%       $4,546,000
</TABLE>
Acquisitions were responsible for $994,000, or 21.86%, of the increase in
depreciation, and the balance of the increase in depreciation was attributable
to new purchases of property and equipment for previously acquired companies 
and the core business.  Depreciation represents 1.9% and 1.5% of net revenues 
for the first three quarters of 1997 and 1996, respectively.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                    <C>            <C>          <C>
Amortization of Goodwill               $2,882,000     15.01%       $2,506,000
</TABLE>
Amortization of goodwill increased due to the Company's acquisitions. Future
acquisitions will continue this trend.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                   <C>             <C>         <C>
Earnings from Operations              $31,537,000     9.92%       $28,690,000
</TABLE>
The Company's operating margin as a percentage of net revenues was 9.3% and 
9.6% for the first three quarters of 1997 and 1996, respectively.  Higher 
margins from the acquisitions were offset by several administrative charges 
related to acquisition closings, relocation costs for senior management 
personnel, consultant expenses, expansion of business development activities 
and costs associated with the Company's new image program.

<TABLE>
<CAPTION>
                                           1997      Decrease         1996    
<S>                                    <C>            <C>          <C>
Investment and Other Income            $1,698,000     (26.72%)     $2,318,000
</TABLE>
The decline in investment and other income is a result of the Company's
liquidation of the majority of the captive insurance subsidiary's equity
portfolio in April and May and the subsequent reinvestment in less volatile but
lower yielding instruments.

<TABLE>
<CAPTION>
                                           1997      Increase         1996    
<S>                                    <C>            <C>          <C>
Interest Expense                       $4,990,000     125.15%      $2,217,000
</TABLE>
Funding of acquisitions, stock repurchases and related business ventures has 
been financed in part with long-term debt.  Consequently, interest expense has 
and will continue to increase.  See "Liquidity and Capital Resources."

<TABLE>
<CAPTION>
                                           1997      Decrease         1996    
<S>                                   <C>             <C>         <C>
Income Taxes                          $11,606,000     (2.68%)     $11,926,000
</TABLE>
Income taxes as a percentage of earnings before income taxes was 41.1% and
41.4% for the first three quarters of 1997 and 1996, respectively.

<TABLE>
<CAPTION>
                                           1997      Decrease         1996    
<S>                                   <C>             <C>         <C>
Net Earnings                          $16,639,000     (1.34%)     $16,865,000
</TABLE>
Net earnings as a percentage of net revenues were 4.9% and 5.6% for the first
three quarters of 1997 and 1996, respectively.  The decrease is a result of the
administrative charges previously mentioned, increased interest costs and 
reduced income from the Company's captive insurance subsidiary investment 
portfolio.

Liquidity and Capital Resources

The Company's working capital of $119,596,000 at December 27, 1996 has declined
from $145,814,000 at March 29, 1996.  Cash and cash equivalents total 
$22,708,000 at December 27, 1996, compared to $55,351,000 at March 29, 1996.  
The primary source of cash in the first three quarters of 1997 consisted of 
borrowings of $52,831,000 and funds from operations $10,814,000.  The primary 
uses of cash in the first three quarters of 1997 consisted of the repurchase 
of the Company's common shares held by Hochtief, approximately $51,158,000; 
funding acquisitions, approximately $24,159,000; equity investments in new 
ventures, approximately $6,000,000; and repurchase of common stock, 
approximately $6,446,000.

Accounts receivable increased 27.5% since March 29, 1996.  Companies acquired 
in the first two quarters accounted for 51% of the increase, with the balance
related to a higher level of business activity and billed contract retentions.

Property and equipment increased 32.4% since March 29, 1996, primarily as a
result of the acquisitions in the first two quarters and purchases of new
equipment.

For information regarding the Company's long-term debt and recent purchase of
stock from Hochtief, see Notes 2 and 3 to the Company's Condensed Consolidated
Financial Statements.

The Company anticipates continuing capital requirements to support its growth, 
diversification of services, and funding of acquisitions.  The Company believes
that cash generated from operations coupled with its available lines of credit
will be sufficient to meet its requirements for the foreseeable future.


                        Part II.  Other Information

Item 1.  Legal Proceedings

With respect to the action against the Company filed by the developer and
townhome association, refer to the Company's Form 10Q for the quarterly period
ended September 27, 1996.

Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits:

              Exhibit 2.1 Stock Purchase Agreement dated November 5, 1996 for 
              the purchase of shares of DM Investors, Inc., (Hochtief) 
              (incorporated herein by reference to Exhibit 2.1 of the Company's
              Current Report on Form 8-K (File No. 1-11075) filed on 
              November 19, 1996.)

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

         (b)  The Company filed a Current Report on Form 8-K dated November 19,
              1996 reporting under Item 2 the acquisition of all the 
              outstanding shares of DM Investors, Inc., (Hochtief).  No 
              financial statements were filed.

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




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




Date: February 5, 1997                       LESLIE S. PUGET         
                                         Leslie S. Puget
                                         Corporate Controller
                                         (Principal Accounting Officer)



                                 EXHIBIT INDEX
                               
Exhibit
Number             Description

 2.1               Stock Purchase Agreement dated November 5, 1996 for
                   the purchase of shares of DM Investors, Inc.,
                   (Hochtief) (incorporated herein by reference to
                   Exhibit 2.1 of the Company's current report on Form
                   8-K (File No. 1-11075) filed on November 19, 1996).

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