================================================================================
                                  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 AND EXCHANGE ACT OF 1934

                 For the Quarterly Period ended October 3, 1998

                                       OR

          ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934

             For the transition period from _________ to __________

                            -----------------------

                          Commission file number 0-4723

                                  FARR COMPANY
              Incorporated pursuant to the Laws of Delaware State

                            -----------------------

     Internal Revenue Service -- Employer Identification Number 95-1288401

                      2201 Park Place, El Segundo, CA 90245
                                 (310) 727-6300

                            -----------------------
      
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 ( )

Number of shares of registrants common stock outstanding as of close of the
period covered by this report: 8,850,281.

================================================================================

<PAGE>





                         PART I - FINANCIAL INFORMATION

                          FARR COMPANY AND SUBSIDIARIES

                                    INDEX TO

                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                 OCTOBER 3, 1998


Part I - Financial Information

Introduction

Condensed Consolidated Financial Statements

         Balance Sheets - October 3, 1998 and January 3, 1998

         Income Statements for the three months ended October 3, 1998 and
           September 27, 1997 and for the nine months ended October 3, 1998
           and September 27, 1997

         Statements of Cash Flows for the nine months ended October 3, 1998 and
           September 27, 1997

         Notes to Condensed Consolidated Financial Statements

Management's Discussion and Analysis



Part II - Other Information

Item 6.a.         Exhibits




<PAGE>




                         FARR COMPANY AND SUBSIDIARIES

                                 INTRODUCTION TO

                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                 OCTOBER 3, 1998


     The Condensed Consolidated Financial Statements included herein have been
prepared by the Company without audit, and include all adjustments which are, in
the opinion of management, necessary for a fair presentation of the financial
position as of October 3, 1998 and the results of operations for the three and
nine months ended October 3, 1998 and September 27, 1997 pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain information
and footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations although the Company believes
that the disclosures are adequate to make the information presented not
misleading. These condensed financial statements should be read in conjunction
with the consolidated financial statements and notes thereto included in the
Company's latest annual report on Form 10-K.
<PAGE>

<TABLE>
                          FARR COMPANY AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
<CAPTION>
Assets                                                                  Oct. 3, 1998      Jan. 3,1998
                                                                        ------------    -------------
                                                                         (Unaudited)      (Audited)
Current Assets:
<S>                                                                     <C>             <C>         
    Cash and cash equivalents .......................................   $  5,239,000    $  5,109,000
    Short term investments ..........................................              0       2,031,000
    Accounts receivable, less allowance of $385,000
        in 1998 and $254,000 in 1997 ................................     20,908,000      20,267,000
    Inventories
        Raw materials ...............................................      4,546,000       4,812,000
        Work in process .............................................      3,745,000       3,307,000
        Finished goods ..............................................      2,275,000       2,690,000
                                                                        ------------    ------------
                                                                          10,566,000      10,809,000
    Prepaid expenses ................................................        972,000         904,000
    Income taxes receivable .........................................        366,000         666,000
    Deferred tax benefit ............................................      1,221,000       1,221,000
                                                                        ------------    ------------
        Total current assets ........................................     39,272,000      41,007,000
                                                                        ------------    ------------

Property, Plant and Equipment, at Cost
    Land ............................................................      2,234,000       2,098,000
    Buildings and improvements ......................................     17,893,000      17,429,000
    Machinery and equipment .........................................     36,208,000      35,935,000
                                                                        ------------    ------------
                                                                          56,335,000      55,462,000
    Less-accumulated depreciation and amortization ..................     38,462,000      37,843,000
                                                                        ------------    ------------
                                                                          17,873,000      17,619,000
Other ...............................................................      2,750,000       2,202,000
                                                                        ------------    ------------
                                                                        $ 59,895,000    $ 60,828,000
                                                                        ============    ============


Liabilities & Stockholders' Investment ..............................   Oct. 3, 1998     Jan. 3,1998
                                                                        ------------    ------------

Current Liabilities:
    Notes/overdraft payable to banks ................................   $          0    $     93,000
    Accounts payable ................................................      7,022,000       9,701,000
    Accrued liabilities .............................................      7,310,000       8,726,000
    Income taxes payable and deferred taxes .........................        384,000         750,000
                                                                        ------------    ------------
        Total current liabilities ...................................     14,716,000      19,270,000
                                                                        ------------    ------------

Deferred Income Taxes ...............................................      2,244,000       2,196,000
Other Non-current Liabilites ........................................      1,490,000         855,000
Commitments and Contingencies
Stockholders' Investment:
  Common stock, $.10 par value--Authorized 10,000,000 shares
  Issued and outstanding--8,870,019 shares at October 3, 1998
    and 8,629,131 shares at January 3, 1998 .........................        825,000         827,000
  Additional paid-in capital ........................................      9,650,000      11,785,000
  Cumulative translation adjustments ................................     (2,252,000)     (1,749,000)
  Retained earnings:
    Balance beginning of year .......................................     27,644,000      20,269,000
    Net income for the period .......................................      5,578,000       7,375,000
                                                                        ------------    ------------
    Balance at end of period ........................................     33,222,000      27,644,000
                                                                        ------------    ------------
        Total stockholders' investment ..............................     41,445,000      38,507,000
                                                                        ------------    ------------
                                                                        $ 59,895,000    $ 60,828,000
                                                                        ============    ============
</TABLE>

The accompanying notes are an integral part of these balance sheets.

<PAGE>


<TABLE>
                          FARR COMPANY AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED INCOME STATEMENTS
                                   (Unaudited)
<CAPTION>
                                               Three Months Ended              Nine Months Ended
                                          Oct. 3, 1998   Sep. 27, 1997   Oct. 3, 1998    Sep. 27, 1997
                                          ------------   -------------   ------------    -------------
<S>                                       <C>             <C>             <C>             <C>         
Net Sales .............................   $ 31,011,000    $ 31,612,000    $ 93,434,000    $ 93,522,000
Cost of Sales .........................     23,114,000      23,343,000      69,431,000      68,786,000
                                          ------------    ------------    ------------    ------------

Gross Margin ..........................      7,897,000       8,269,000      24,003,000      24,736,000

    Selling, general and administrative      5,112,000       5,242,000      15,450,000      16,027,000
    Interest expense ..................         25,000          40,000          89,000         173,000
    Interest income ...................        (71,000)        (30,000)       (201,000)        (72,000)
                                          ------------    ------------    ------------    ------------ 

Total Expenses ........................      5,066,000       5,252,000      15,338,000      16,128,000
                                          ------------    ------------    ------------    ------------

Income Before Income Taxes ............      2,831,000       3,017,000       8,665,000       8,608,000

Income Taxes ..........................      1,047,000       1,125,000       3,087,000       3,190,000
                                          ------------    ------------    ------------    ------------

Net Income ............................   $  1,784,000    $  1,892,000    $  5,578,000    $  5,418,000
                                          ============    ============    ============    ============





Diluted Earnings per Common Share * ...   $       0.21    $       0.23    $       0.66    $       0.65
                                          ============    ============    ============    ============

Basic Earnings per Common Share .......   $       0.21    $       0.23    $       0.67    $       0.66
                                          ============    ============    ============    ============
</TABLE>



* Based upon 8,430,909 and 8,392,329 average shares outstanding at
  October 3, 1998 and September 27, 1997, respectively restated for
  3 for 2 stock split.

The accompanying notes are an integral part of these statements.

<PAGE>

<TABLE>
                          FARR COMPANY AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<CAPTION>
                                                                Year-to-Date
 Cash Provided by ( Used in ) :                          Oct. 3, 1998  Sep. 27, 1997
                                                         ------------  -------------
  Operating Activities:
<S>                                                       <C>            <C>        
    Net Income ........................................   $ 5,578,000    $ 5,418,000
    Adjustments to reconcile net income to net cash
      provided by operating activities:
    Depreciation and amortization .....................     1,854,000      1,764,000
    Provision for loss on accounts receivable .........       120,000        165,000
    Equity in loss of affiliate .......................        35,000              0
    Benefit retirement trust ..........................       614,000        510,000
    Change in deferred income taxes ...................        16,000         18,000
    Exchange gain .....................................       (32,000)       (57,000)
    Net loss on sale/retirement of P,P & E ............         4,000         25,000
    Changes in assets and liabilities
      Inventories .....................................        80,000      1,635,000
      Receivables and prepaid expenses ................      (968,000)      (728,000)
      Accounts payable & accrued expenses .............    (4,128,000)      (119,000)
      Net change in current income taxes payable ......       137,000       (129,000)
                                                          -----------    -----------

    Net cash provided by operating activities .........     3,310,000      8,502,000
                                                          -----------    -----------

  Investing Activities:

    Purchases of property, plant and equipment .......    (2,136,000)    (1,718,000)
    Redemptions (purchases) of short term investments      2,031,000     (2,001,000)
    Note receivable - affiliate ......................      (106,000)             0
    Investments in joint venture .....................             0       (184,000)
    Purchase of investments, benefits trust ..........      (614,000)      (490,000)
                                                         -----------    -----------

      Net cash used in investing activities ..........      (825,000)    (4,393,000)
                                                         -----------    -----------

  Financing Activities:

    Principal payments on revolving line of credit
      and long-term debt borrowings & overdrafts .....       (93,000)    (2,459,000)
    Treasury stock acquired ..........................    (2,844,000)             0
    Proceeds from sale of stock, stock option plans ..       719,000        240,000
    Other ............................................         9,000          7,000
                                                         -----------    -----------

      Net cash used in financing activities ..........    (2,209,000)    (2,212,000)
                                                         -----------    -----------

  Effect of Exchange Rate Changes on Cash ............      (146,000)       (18,000)

  Increase in Cash and Cash Equivalents ..............       130,000      1,879,000
  Cash and Cash Equivalents at Beginning of Period ...     5,109,000      1,997,000
                                                         -----------    -----------

    Cash and Cash Equivalents at End of Period .......   $ 5,239,000    $ 3,876,000
                                                         ===========    ===========
</TABLE>


The accompanying notes are an integral part of these statements.
<PAGE>




<PAGE>




                          FARR COMPANY AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                 OCTOBER 3, 1998

                                   (Unaudited)

1.       Other than Common Stock, there have been no significant  changes in the
         Company's  policies,  practices or position from that  described in the
         notes to the  Consolidated  Financial  Statements  included in the 1997
         Annual Report to  Stockholders  which was  incorporated by reference in
         the Annual Report on Form 10-K for the year ended January 3, 1998.

2.       Common Stock
         On June 26,  1998,  the Board of Directors  authorized a 500,000  share
         stock  repurchase  plan.  Under the plan, the Company may purchase from
         time to time a cumulative  total of 500,000  shares of its common stock
         either on the open market or through negotiated  transactions.  No time
         limit has been set for  completion  of this stock  repurchase  program.
         Shares  purchased are planned to be made with existing cash on hand. As
         of October 3, 1998, the Company has purchased  233,250 shares under the
         repurchase program.

         As of October  3,  1998,  January  3, 1998 and  December  28,  1996 the
         Company  held in treasury  616,644,  357,834 and 376,586  shares of its
         common  stock  at  a  cost  of $4,035,000, $1,191,000  and  $1,399,000,
         respectively.   Outstanding   stock   amounts  are   reflected  net  of
         outstanding   treasury  shares  in  the   Consolidated   Statements  of
         Stockholder's Investment.

3.       On April 28, 1998, the Company's Board of Directors  authorized a stock
         dividend as a 3-for-2 stock split, payable May 29, 1998 to stockholders
         of record on May 8, 1998.



<PAGE>



4.       Earnings per Share Calculation
         As a result of the 3-for-2 stock split distributed on May 29, 1998, per
         share  amounts  for 1998 and 1997 have been  restated  to  reflect  the
         weighted  average  number  of  shares  of  common  stock   outstanding,
         increased by shares  issued for the stock split.  The per share amounts
         are  calculated as though the stock split  occurred in the first day of
         the year.
<TABLE>
<CAPTION>
                                                          Three Months Ended                       Nine Months Ended
                                                 October 3, 1998  September 27, 1997      October 3, 1998  September 27, 1997
                                                 -----------------------------------      -----------------------------------

BASIC EARNINGS PER SHARE CALCULATION

   Earnings:
<S>                                                <C>                <C>                   <C>                <C>       
     Net Income                                    $1,784,000         $1,892,000            $5,578,000         $5,418,000
                                                   =============================            =============================

   Shares:
     Weighted average number of common
         shares outstanding                         8,303,045          8,222,499             8,313,662          8,208,516
                                                   =============================            =============================

   Net Income Per Common Share                     $     0.21         $     0.23            $     0.67         $     0.66
                                                   =============================            =============================


DILUTED EARNINGS PER SHARE CALCULATION

   Earnings:
     Net Income                                    $1,784,000         $1,892,000            $5,578,000         $5,418,000
                                                   =============================            =============================

   Shares:
     Weighted average number of common
         shares outstanding                         8,303,045          8,222,499             8,313,662          8,208,516
     Assuming exercise of options reduced by
         the number of shares which could have
         been purchased with the proceeds from
         exercise of such options                     105,716            195,742               129,450            183,813
                                                   -----------------------------            -----------------------------
     Weighted average number of common
         shares and dilutive common share
         equivalents outstanding                    8,408,761          8,418,241             8,443,112          8,392,329
                                                   =============================            =============================

   Net Income Per Common Share                     $     0.21         $     0.23            $     0.66         $     0.65
                                                   =============================            =============================
</TABLE>


5.       During fiscal 1998, the Company adopted Financial  Accounting  Standard
         No.130,   "Reporting  Comprehensive  Income",  (SFAS  No.  130),  which
         established standards for reporting and display of comprehensive income
         and  its  components  in  a  full  set  of  general  purpose  financial
         statements.
<TABLE>
<CAPTION>
                                                          Three Months Ended                       Nine Months Ended
                                                 October 3, 1998  September 27, 1997      October 3, 1998  September 27, 1997
                                                 -----------------------------------      -----------------------------------
<S>                                                <C>                <C>                   <C>                <C>       
  Net Income                                       $1,784,000         $1,892,000            $5,578,000         $5,418,000
  Other Comprehensive income, net of tax
    Foreign currency translation adjustments loss    (399,000)          (237,000)             (503,000)          (399,000)
                                                   -----------------------------            -----------------------------

  Comprehensive Income                             $1,385,000         $1,655,000            $5,075,000         $5,019,000
                                                   =============================            =============================
</TABLE>


<PAGE>




                      MANAGEMENT'S DISCUSSION AND ANALYSIS


Liquidity and Capital Resources
-------------------------------

FINANCIAL CONDITION

As of October 3, 1998, working capital was $24,556,000 compared to $21,737,000
at the end of 1997, representing a $2,819,000 increase in total working capital.
The primary components of the change in working capital were decreases in
accounts payable and accrued liabilities ($4,095,000) and an increase in
accounts receivable ($641,000) partially offset by a net decrease in cash and
cash equivalents and short term investments ($1,901,000).

The decreases in accounts payable and accrued liabilities primarily reflected
large accounts payable payments against open capital expenditure payables at
year-end and payments related to accrued employee benefit expenses.

Borrowing availability under the Company's domestic revolving credit facility at
the end of the third quarter was $10,000,000.

Operating capital requirements of the Company are anticipated to be provided
through cash flows generated from operating activities and borrowing
availability under the Company's domestic revolving credit facility.

On April 28, 1998, the Board of Directors declared a 3-for-2 stock split of its
common stock effected in the form of a 50 percent stock dividend. The stock
dividend was distributed on May 29, 1998, to stockholders of record as of May 8,
1998.

On June 26, 1998, the Board of Directors authorized a 500,000 share stock
repurchase plan. Under the plan, the Company may purchase from time to time a
cumulative total of 500,000 shares of its common stock either on the open market
or through negotiated transactions. No time limit has been set for completion of
this stock repurchase program. Shares purchased are planned to be made with
existing cash on hand and then will be held as treasury shares. As of October 3,
1998, the Company has purchased 233,250 shares under the repurchase program.

CASH FLOW

Cash flow generated from operating activities during the first nine months
totaled $3,310,000 compared to $8,502,000 for the same period a year ago. The
decrease in cash flow from operating activities was primarily related to the
increase in working capital associated with decreases in accounts payable and
accrued liabilities as compared to the same period last year.

Capital expenditures for the first nine months increased to $2,136,000 from
$1,718,000 for the same period a year ago. Fourth quarter and 1998 total capital
expenditures are anticipated to decrease from 1997 levels as 1997 expenditures
for the Company's headquarters will not reoccur in the fourth quarter of 1998.


<PAGE>

Results of Operations
---------------------

For the third quarter of 1998, the Company's sales of $31,011,000 were down
$601,000 or 2 percent from 1997 third quarter sales of $31,612,000. Sales for
the first nine months of $93,434,000 were about even with last year's nine month
sales of $93,522,000. Third quarter and 1998 year-to-date sales in the Company's
core HVAC business have been affected by generally soft, industry-wide demand
for domestic environmental filtration products. In addition, continuing global
financial concerns have reduced the Company's domestic export sales.

The soft market conditions for domestic environmental products is anticipated to
be only short term while the global financial concerns remain uncertain as to
their continuing adverse impact on international sales from the Company's
domestic operations. To mitigate the sales impact on current year's earnings,
the Company has already implemented cost reduction measures and has restructured
and strengthened its overseas sales organization by hiring a new vice president
of international sales and marketing. In addition, weakening Canadian foreign
currency exchange rates, as compared to last year's level, reduced comparable
reported nine months sales for 1998 by approximately $969,000.

Foreign subsidiary 1998 nine month sales were ahead of last year's nine month
sales by 4 percent due to filter house, railroad and air pollution control
products.

Third quarter 1998 net income totaled $1,784,000, down by $108,000 or 6 percent
from $1,892,000 in the third quarter last year primarily because of a decrease
in sales volume. Nine months 1998 net income advanced to $5,578,000,
representing an increase of 3 percent from last year's first nine months net
income of $5,418,000. The increase in the nine month income was attributable to
improvements in the Company's Canadian and U.K. operations; overall operating
efficiencies; lower selling, general and administrative expenses; and a decrease
in the Company's effective income tax rate.

Gross margin as a percent of sales during the third quarter decreased to 25.5
percent as compared to 26.2 percent during the third quarter of 1997. The
decrease in gross margin is primarily related to sales mix.

Selling, general and administrative expenses as a percentage of sales during the
quarter dropped to 16.5 percent compared to 16.6 percent during the third
quarter of 1997. Third quarter spending totaled $5,112,000 compared to
$5,242,000 for the same period last year, reflecting decreases in selling and
marketing related expenses associated with lower sales volume and nonrecurring
1997 sales reorganization expenses.

Changes in both interest expense and interest income generally reflect the
Company's stronger cash position as compared to the prior year's lower average
cash balances.

The effective tax rate during the third quarter decreased to 37 percent from
37.3 percent last year. Tax rates are expected to increase during the fourth
quarter of 1998 as tax benefits derived from the Company's Foreign Sales
Corporation are expected to decline due to lower export sales compared to last
year.

<PAGE>


On April 3, 1998, the AICPA issued Statement of Position 98-5, "Reporting on the
Costs of Start-Up Activities". Application of this statement will not have a
significant impact to the Company's financial position or operating results.



In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities". The Statement establishes accounting and reporting
standards requiring that every derivative instrument (including certain
derivative instruments embedded in other contracts) be recorded in the balance
sheet as either an asset or liability measured at its fair value. Statement 133
is effective for fiscal years beginning after June 15, 1999. Application of this
statement will not have an impact to the Company's financial position or
operating results.

YEAR 2000

The Company's internal business systems will be Year 2000 (Y2K) compliant by
December 31, 1998. Major customers and suppliers have advised the Company that
their systems either are Year 2000 compliant or are anticipated to be compliant
by December 31, 1998. The Company does not anticipate material or significant
external risks or exposures associated with Year 2000 issues. Unanticipated Year
2000 related problems will be addressed by a Y2K Task Force Team within the
Company. The Company's estimate for external cost including consultants and
software applications used to make the Company's internal business systems Y2K
compliant are not material to the Company's business, operations or financial
condition. The Company does not track internal cost incurred for the Y2K project
that are principally related to payroll costs for its information systems group.



<PAGE>





                          PART II. - OTHER INFORMATION

Item 6.a.         Exhibits

The following are being filed with this Quarterly Report on Form 10-Q.

- Exhibit 27      Financial data schedule.






                               -------------------

Copies of Exhibits are available, on prepayment of 15 cents per page, by writing
to the Secretary of the Company at the address set forth on the cover page of
this Form 10-Q.




<PAGE>





                           PART II - OTHER INFORMATION

                                   (Continued)

                                   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 hereunto duly authorized.



                                       FARR COMPANY
                                       


November 13, 1998                      /s/  Stephen E. Pegg
                                       ------------------------
                                       Stephen E. Pegg
                                       Senior Vice President
                                       Chief Financial Officer