SECURITIES AND EXCHANGE COMMISSION
              Washington, D.C. 20549

                   Form 10-QSB
                   
   Quarterly Report Pursuant to Section 13 or 15 (d) of
        the Securities Exchange Act of 1934

For the quarterly period ending			        Commission File 
      September 29, 1996					             Number   0-3063

               TINSLEY LABORATORIES, INC.
____________________________________________________________
   (Exact name of registrant as specified in its charter)

           
       California	  					                     	94-1049146
 State or other jurisdiction of					  (I.R.S. Employer Identification No.)
 incorporation or organization			             


        3900 Lakeside Drive, Richmond, California 94806
_______________________________________________________________
     (Address of principal executive offices and zip code)


  Registrant's telephone number, including area code (510)222-8110 


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 past 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 __

  1,543,948 shares of Common Stock outstanding as of September 29, 1996.

<PAGE>


Part 1.  Financial Information
Item 1.
<TABLE>
TINSLEY LABORATORIES, INC.
Condensed Consolidated Balance Sheets
(Unaudited)
<CAPTION>


                                    Sep 29,              Dec 31,
                                     1996                 1995
                                   ---------            ---------
<S>                                <C>                  <C>
ASSETS
Current Assets:
  Cash and short-term investments  $475,772             $560,692 
  Accounts receivable             3,503,868            2,358,798 
  Inventories                     1,919,624            1,864,988 
  Prepaid expenses & other          425,217              443,873 
                                  ----------           ----------
  Total current assets            6,324,481            5,228,351 

Net property, plant & equipment   6,301,528            5,285,487 
Other assets                        979,389              909,387 
Net goodwill                      1,425,334            1,516,963 
                                  ----------           ----------
                                $15,030,732          $12,940,188 
                                 ===========         ============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
  Trade account payable            $862,499             $491,296 
  Current income taxes              564,108              362,006 
  Other accrued liabilities       1,837,226            1,727,688 
                                 -----------          -----------
  Total current liabilities       3,263,833            2,580,990 

Long-term debt                    1,598,429              500,928 

Long-term notes payable
   to related parties               460,000              860,000 

Deferred income taxes               369,230              369,231 

Deferred compensation               315,027              312,102 

Stockholders' Equity:
 Common stock at stated value       128,662              127,851 
 Capital in excess of stated value1,369,747            1,343,883 
 Retained earnings                7,653,644            6,973,043 
 Minimum pension liability         (127,840)            (127,840)
                                  ----------           ----------
Total stockholders' equity        9,024,213            8,316,937 
                                  ----------           ----------
                                $15,030,732          $12,940,188 
                                ===========          ===========
</TABLE>
<PAGE>

<TABLE>

TINSLEY LABORATORIES, INC.
Condensed Consolidated Statements of Income
(Unaudited)
<CAPTION>

                            Three months ended      Nine months ended
                           --------------------    -------------------
                            Sep 29,      Oct 1,     Sep 29,     Oct 1,
                             1996         1995       1996        1995
                           --------     -------    --------    --------
<S>                       <C>          <C>         <C>         <C>
Net sales                 $4,918,550   $3,558,842  $13,070,647 $9,840,269 
Cost of goods sold         3,468,239    2,481,686    9,010,443  6,831,313
Selling, administrative
 and research and 
 development expenses        785,159      855,009    2,576,445  2,390,674

Amortization of
 intangible assets            55,543       55,543      166,629    166,629
                          ----------   ----------   ----------  ---------
Income from operations       609,609      166,604    1,317,130    451,653

Other (income) expense        27,534      (40,492)     (37,622)   (19,035)
Interest expense              68,847       45,504      158,052    133,655
                          ----------   ----------    ---------  ---------
Income before taxes          513,228      161,592    1,196,700    337,033

Provision for
 taxes on income             217,700       77,400      516,100    171,900
                          ----------   ----------    ---------  ---------
Net income                  $295,528      $84,192     $680,600   $165,133 
                          ==========   ==========    =========  =========
Per share of common stock:
  Net income                   $0.19        $0.05        $0.44      $0.11 
                          ==========   ==========    =========  =========
</TABLE>
Notes:
Per share data are based on 1,543,948 shares issued 
and outstanding in 1996 and 1,534,248 shares in 
1995, after adjustment for a 2 for 1 stock split.

<PAGE>

TINSLEY LABORATORIES, INC.
Condensed Consolidated Statements of Cash Flows
(Unaudited)

<TABLE>
<CAPTION>

                                For the nine months ended
                                --------------------------
                                 Sep 29,          Oct 1,
                                  1996             1995
                                ----------       ----------
<S>                             <C>              <C>
Cash flows from operating activities:
  Net income (loss)             $680,600         $165,133 

  Adjustments to reconcile net
   income to net cash provided 
   (used) by operating activities:

  Depreciation & amortization    743,140          688,122
  Change in operating assets and
    liabilities                 (637,904)         (55,517)
                                ---------        ----------
    Net cash provided by operating
     activities                  785,836          797,738

Cash flows from investing activities:
  Purchase of fixed assets    (1,592,552)        (790,410)
  Other                          (45,000)         (43,500)
                               ----------        ----------
     Net cash used in investing
      activities              (1,637,552)        (833,910)

Cash flows from financing activities:
  Proceeds from borrowing 
    arrangements               1,250,000              --
  Principal payments
    on long-term debt           (509,879)        (511,940)
  Other                           26,675           28,050 
                               ----------       -----------
     Net cash provided by (used in)
      financing activities       766,796         (483,890)
                               ----------       -----------
Net change in cash and cash
  equivalents                    (84,920)        (520,062)

Cash and cash equivalents at
  beginning of period            560,692          893,241 
                               ----------       ----------
Cash and cash equivalents at 
  end of period                 $475,772         $373,179 
                               ==========       ===========
--------------------------------------------------------------------
Supplemental disclosure of cash
  flow information:
Cash paid for:
  Interest                      $172,006         $151,987 
  Income taxes                  $354,000         $219,546 
--------------------------------------------------------------------
</TABLE>
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 29, 1996

Note:  1.	Basis of Presentation

		The accompanying unaudited condensed consolidated 
financial statements have been prepared in accordance with generally 
accepted accounting principles for interim financial information and with 
the instructions to Form 10-QSB and article 10 of Regulation S-X.  
Accordingly, they do not include all of the information and footnotes 
required by generally accepted accounting principles for complete financial 
statements.  In the opinion of management, all adjustments (consisting of 
normal recurring accruals) considered necessary for a fair presentation 
have been included.  Operating results for the nine month period ended 
September 29, 1996 are not necessarily indicative of the results that may 
be expected for any future periods.  For further information, refer to the 
consolidated financial statements and footnotes thereto included in the 
Company's annual report on Form 10-KSB for the year ended December 31, 
1995.

		The consolidated financial statements include the accounts of 
Tinsley Laboratories, Inc., and its wholly owned subsidiaries, Century 
Precision Industries, Inc. d/b/a Century Precision Optics ("Century") and 
Tinsley International, Inc., after elimination of intercompany transactions 
and balances.

Note: 2.	Inventories

		The components of inventory consist of the following:
<TABLE>
<CAPTION>
                              September 29,        December 31,
                                  1996                 1995
                              ------------         -------------
<S>                           <C>                  <C>
Raw materials                   $196,236             $230,271
Contracts in progress (net of
 cost of progress billings of
 $500,000 at September 29,
 1996 and $431,000 at 
 December 31, 1995)            1,114,991              874,604
Finished goods                   608,397              760,113
                              -----------           ----------
                              $1,919,624           $1,864,988
                              ===========          ===========
</TABLE>
<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS
OF QUARTERLY FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

Item 2.

During our first nine months of 1996 we continued to maintain our 
improvement in operating results compared to the prior year.  We 
experienced a strong September quarter, sales reaching $4,918,550, or 38 
percent above sales for the same period a year ago of $3,558,842.

Third quarter net income of $295,528 or 19 cents a share was substantially 
ahead of the $84,192 or 5 cents a share we reported for the September 
quarter a year ago.  

Taking the year to date as a whole, sales for the first three quarters 
advanced to $13,070,647, which represents a 33 percent increase over our 
nine month sales last year of $9,840,269.  Net income for the first three 
quarters amounted to $680,600 or 44 cents a share, against $165,133 or 11 
cents a share earned last year.

During the second quarter the Board of Directors declared a 2-for-1 stock 
split applicable to our 771,994 shares of common stock then outstanding.  
The record date for the stock split was August 15, 1996.  Per share data 
has been adjusted to reflect the effect of the 2-for-1 split.

We have continued to experience a strong backlog throughout the year, 
backlog amounted to approximately $10,380,000 as of September 29, 1996, 
as compared to a backlog of approximately $8,885,000 at the beginning of 
the year, and $6,277,000 at this time a year ago.  Our backlog provides 
grounds for an encouraging outlook for the balance of the year.

The Company was recently selected as a participant in the high precision 
optics Joint Sponsored Research Agreement (JSRA) bringing together a 
national team of four industry and government organizations designed to 
provide significant advancements for the semiconductor industry.  

The leading funding participant, SEMATECH, Inc., a consortium of U.S. 
semiconductor companies, was established in 1987 to help counter the 
sharp drop in the United States share of the microlithography market 
through strategic investments in advanced technologies.

The other participants are NASA's Goddard Space Flight Center of 
Greenbelt, Maryland and Silicon Valley Group Lithography Systems of 
Wilton, Connecticut.

Precision Optics are central to the technology of microlithography which is 
used to etch the semiconductor chips essential to computer 
manufacturing.  Tinsley is an international leader in ultra precision optics 
and produced the new, very-precise optics for the Hubble Space 
Telescope.

The Company will benefit from the JSRA by using expertise and funding 
from the partnership to develop newer, ultra precision, optical 
manufacturing technologies to produce breakthroughs in quality and 
volume.

It is anticipated that the collaboration of the JSRA partners will aid in the 
development of new microlithography equipment that will produce denser 
and faster semiconductors assisting the semiconductor industry to 
maintain its leadership in the microchip industry.

Daniel J. Duckhorn, who has been a Director of Tinsley since 1971, is 
resigning from the Board of Directors in order to devote more time to the 
St. Helena Wine Company in St. Helena, California of which he is President.  
We have very much valued his advice and contributions as a Board 
Member over the past 25 years that he has served as a Director.

Liquidity and Sources of Capital:

Cash of $785,836 was provided by operating activities during the nine 
months ended September 29, 1996, compared to $797,738 in the similar 
period ended October 1, 1995.  Funds provided by net income plus 
depreciation and amortization amounted to $1,423,740, but was offset 
$637,904 due to changes in operating assets and liabilities.  Most notably 
accounts receivable increased $1,131,163 from their 1995 year end 
balance.

The Company made capital acquisitions totaling $1,592,552 during the first 
nine months of 1996, of which $910,000 was used for the purchase of the 
building adjacent to our Richmond facility.

The Company financed part of this purchase with a note payable to the 
former owner of the property in the amount of $750,000.  This note requires 
interest only payments each month for two years, at which time the 
principal become due.

The Company drew down $500,000 against its $1 million line of credit 
during the nine months.  Principal payments against debt agreements 
totaled $509,879.

The Company expects that funds generated from operations and available 
through established borrowing agreements should be sufficient to meet 
normal cash flow requirements through the balance of 1996. 

<PAGE>


Part II		Other Information

Item 4.	Submission of Matters to a Vote of Security Holders

	Reference is made to materials appearing with respect to 
election of the Board of Directors, set forth in the Company's 
definitive Proxy Statement filed in connection with the 
Company's 1995 Annual Meeting of Shareholders, held on 
April 26, 1995 which material is incorporated herein.

Item 6.	Exhibits and Reports on Form 8-K

	(b)	No reports on Form 8-K were filed during the current 
period.


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.

      TINSLEY LABORATORIES, INC.


      /s/ ROBERT J. ARONNO						 
						____________________________
						Robert J. Aronno
						President and
						Chief Executive Officer
						

November 14, 1996