Exhibit Index on Page 15
                                                                      ----
                           UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D. C. 20549

                             FORM 10-Q

(Mark One)

[XX]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
      SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended      May 30, 1998
                               ---------------------------------------------
                                    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:   1-8821

                   GENERAL MICROWAVE CORPORATION
----------------------------------------------------------------------------
          (Exact name of registrant as specified in its charter)

            New York                                   11-1956350
----------------------------------------------------------------------------
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                  Identification No.)

5500 New Horizons Boulevard, Amityville, New York      11701
----------------------------------------------------------------------------
(Address of principal executive offices)             (Zip Code)

                           (516)  226-8900
----------------------------------------------------------------------------
           (Registrant's telephone number, including area code)

                                N/A
----------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
                            since last report)

     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.

                          [X] Yes   [ ] No

     As of June 26, 1998, there were 1,210,903 shares of common stock
outstanding.
                             Page 1 of 16
<PAGE>




                  PART I  -  FINANCIAL INFORMATION


Item l.  Financial Statements.
-------  ---------------------















































                                Page 2
<PAGE>















                      GENERAL MICROWAVE CORPORATION

                            AND SUBSIDIARIES

                    CONSOLIDATED FINANCIAL STATEMENTS

                               (Unaudited)

                               MAY 30, 1998






























                                Page 3
<PAGE>



<TABLE>BALANCE SHEET ASSETS
<CAPTION>

               GENERAL MICROWAVE CORPORATION AND SUBSIDIARIES

                        CONSOLIDATED BALANCE SHEETS

                                A S S E T S



                                              May 30, 1998    February 28, 1998
                                               (Unaudited)
                                             --------------   -----------------
<S>                                           <C>              <C>
Current assets:

  Cash and cash equivalents                   $  3,325,670     $  3,275,497
  Restricted cash                                  320,000          200,000
  Accounts receivable, net of allowance for
    doubtful accounts                            3,996,865        4,440,355
  Current assets of discontinued operations          9,789           13,942
  Inventories                                    4,678,743        4,440,889
  Prepaid expenses and other current assets        319,778          287,437
  Deferred income taxes, net                       794,083          794,083
                                              -------------    -------------
      Total current assets                      13,444,928       13,452,203


  Property, plant and equipment, net             5,698,559        5,714,943
  Debt issuance costs, net                          30,412           35,629
  Costs in excess of fair value of net
     assets acquired, net                          585,273          604,173
  Other intangible assets, net                     134,186          137,686
  Other assets                                      73,069           92,518
                                              -------------    -------------
                                              $ 19,966,427     $ 20,037,152
                                              =============    =============
</TABLE>

See accompanying notes to consolidated financial statements.










                                Page 4
<PAGE>



<TABLE>BALANCE SHEET LIABILITIES AND STOCKHODERS' EQUITY
<CAPTION>

                GENERAL MICROWAVE CORPORATION AND SUBSIDIARIES

                        CONSOLIDATED BALANCE SHEETS

                     LIABILITIES AND STOCKHOLDERS' EQUITY

<S>                                          <C>               <C>
                                              May 30, 1998     February 28, 1998
                                               (Unaudited)
                                             --------------    -----------------

Current liabilities:

  Current installments of long-term debt      $    637,500       $    675,000
  Short-term borrowing                                -               230,319
  Accounts payable                                 808,002            656,387
  Customer advance payments                           -               314,474
  Current liabilities of discontinued
    operations                                     165,225            205,363
  Accrued payroll and other employee benefits      805,284            816,487
  Accrued expenses and other current
    liabilities                                  1,167,038          1,072,426
  Accrued commissions                              174,671            189,595
                                              -------------      -------------
          Total current liabilities              3,757,720          4,160,051
                                              -------------      -------------

  Long term debt, less current installments        693,680            806,250
  Deferred income taxes                            589,995            589,995
  Minority interest                                 43,249             40,645

Stockholders' equity:
  Preferred stock, $.01 par value;
    1,000,000 shares authorized and unissued          -                  -
  Common stock, $.01 par value; 5,000,000
    shares authorized; issued 1,678,011 at
    May 30, 1998 and 1,677,761 at
    February 28, 1998                               16,780             16,778
  Additional paid-in capital                     9,631,746          9,630,499
  Retained earnings                              8,421,906          7,981,583
                                              -------------      -------------
                                                18,070,432         17,628,860
Less: treasury stock, at cost                    3,188,649          3,188,649
                                              -------------      -------------
                                                14,881,783         14,440,211
                                              -------------      -------------
                                              $ 19,966,427       $ 20,037,152
                                              =============      =============
</TABLE>

See accompanying notes to consolidated financial statements.

                                Page 5
<PAGE>



<TABLE>STATEMENT OF OPERATIONS
<CAPTION>
                GENERAL MICROWAVE CORPORATION AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF OPERATIONS

                                           FOR THE QUARTER ENDED
                                      May 30, 1998        May 31, 1997
                                      ------------        ------------
                                                (Unaudited)
<S>                                   <C>                 <C>
Net sales                             $ 5,926,692         $ 4,987,128
                                      ------------        ------------
Costs and expenses:
  Cost of sales                         3,759,110           3,219,545
  Selling                                 536,670             623,599
  General and administrative              923,208             811,373
  Research and development                 93,281             113,401
                                      ------------        ------------
                                        5,312,269           4,767,918
                                      ------------        ------------

Operating earnings                        614,423             219,210
                                      ------------        ------------

Other expenses (income):
  Interest expense                         17,023              43,322
  Dividend and interest income            (49,569)            (22,238)
  Other                                    16,646              12,339
                                      ------------        ------------
                                          (15,900)             33,423
                                      ------------        ------------

Earnings before provision for
  income taxes                            630,323             185,787
Provision for income taxes                190,000              18,000
                                      ------------        ------------
Net earnings                          $   440,323         $   167,787
                                      ============        ============

Basic net earnings per share          $      0.36         $      0.14
                                      ============        ============

Diluted net earnings per share        $      0.36         $      0.14
                                      ============        ============

Weighted average number of
  common shares outstanding-Basic       1,210,670           1,205,659

Weighted average number of
  common shares outstanding-Diluted     1,236,298           1,205,659

</TABLE>
See accompanying notes to consolidated financial statements.

                                Page 6
<PAGE>



<TABLE>STATEMENT OF CASH FLOWS
<CAPTION>

                   GENERAL MICROWAVE CORPORATION AND SUBSIDIARIES

                       CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                            FOR THE QUARTER ENDED
<S>                                                     <C>               <C>
                                                        May 30, 1998      May 31, 1997
                                                        ------------      ------------
                                                                  (Unaudited)
Cash flows from operating activities:
  Net earnings from continuing operations               $   440,323       $   167,787
  Adjustments to reconcile net earnings
    to net cash provided by operating activities:
      Depreciation and amortization                         197,719           201,877
      Minority interest in earnings of
        consolidated subsidiary                               2,604               645
      Changes in assets and liabilities:
        Accounts receivable, net                            443,490           345,443
        Inventories                                        (237,854)          155,451
        Prepaid expenses and other current assets           (32,341)         (151,028)
        Accounts payable and accrued liabilities            220,100          (249,067)
        Customer advance payments                          (314,474)             -
        Other,net                                            19,449            27,761
                                                        ------------      ------------
          Net cash provided by operating activities         739,016           498,869
                                                        ------------      ------------

Net cash provided by (used in) discontinued operations      (35,985)            3,497
                                                        ------------      ------------
Cash flows from investing activities:
  Purchase of property, plant & equipment                  (153,719)          (98,098)
                                                        ------------      ------------
          Net cash used in investing activities            (153,719)          (98,098)
                                                        ------------      ------------
Cash flows from financing activities:
  Principal payments on long-term debt                     (150,070)          (52,806)
  Net proceeds from (payments on) short-term borrowings    (230,319)         (324,944)
  Proceeds from exercise of stock options                     1,250              -    
                                                        ------------      ------------
          Net cash used in financing activities            (379,139)         (377,750)
                                                        ------------      ------------

Net increase in cash                                        170,173            26,518
Cash at beginning of the period                           3,475,497         1,945,362
                                                        ------------      ------------
Cash at end of the period                               $ 3,645,670       $ 1,971,880
                                                        ============      ============
Supplemental disclosure of cash flow information:
  Cash paid during the period for:
  Interest                                                   16,953            43,646
  Income Taxes                                               66,016             9,399

</TABLE>
See accompanying notes to consolidated financial statements.

                                Page 7
<PAGE>




          GENERAL MICROWAVE CORPORATION AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           May 30, 1998

                           (Unaudited)


NOTE 1: The consolidated financial statements include the accounts
        of General Microwave Corporation (GMC), its wholly-owned
        subsidiaries, General Microwave Foreign Sales Corporation
        (FSC), Micro-El Patent Corporation and GMC Associates, Inc.
        (formerly known as Math Associates, Inc. (Math)); its
        indirect wholly-owned subsidiaries, General Microwave
        Israel Corporation (GMIC) and General Microwave Israel
        (1987) Ltd. (GMIL); and its majority-owned subsidiary
        General Microcircuits Corporation (GMCC).  All intercompany
        accounts and transactions have been eliminated in
        consolidation.

NOTE 2: The accompanying consolidated condensed financial
        statements have not been audited, but in the opinion of
        management, have been prepared in conformity with generally
        accepted accounting principles applying certain judgements
        and estimates which include all adjustments (consisting
        only of normal recurring adjustments) considered necessary
        to present fairly such information.  Operating results for
        any interim period are not necessarily indicative of the
        results for an entire year.

NOTE 3: Inventories on hand at:

                                 May 30, 1998    February 28, 1998
                                 ------------    -----------------
        Raw materials            $ 2,169,511       $ 2,106,835
        Work in process            2,229,823         2,484,041
        Finished goods               496,411           421,619
                                 ------------      ------------
                                   4,895,745         5,012,495
 
        Less progress billings
        and customer advances       (217,002)         (571,606)
                                 ------------      ------------
                                 $ 4,678,743       $ 4,440,889
                                 ============      ============

        Inventories are valued at the lower of cost or market on a
        first-in, first-out basis.





                                Page 8
<PAGE>





NOTE 4: Accumulated depreciation and amortization of property,
        plant and equipment was $8,664,543 at May 30, 1998 and 
        $8,494,439 at February 28, 1998.

NOTE 5: Reclassifications are made whenever necessary to conform
        with the current year's presentation.

NOTE 6: On June 23, 1998 the Shareholders approved an amendment to
        the Company's 1990 Stock Option Plan increasing the number
        of shares of the Company's common stock that may be issued
        pursuant to the plan by 50,000 to 175,000 shares.





































                                Page 9
<PAGE>




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         ---------------------------------------------------------------
         RESULTS OF OPERATIONS
         ---------------------

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

For the Quarter Ended May 30, 1998 compared with the Quarter Ended May 31,
--------------------------------------------------------------------------
1997.
-----

In the first quarter of fiscal 1999, the Company had net earnings of
$440,323 or $.36 basic and diluted net earnings per share, compared to the
first quarter of fiscal 1998 which had net earnings of $167,787 or $.14
basic and diluted net earnings per share.  Sales of $5,926,692 increased
by $939,564 (18.8%) from the comparable quarter last year primarily due to
improved industry conditions.  The increase in sales and improvement in
earnings was principally at the Company's Amityville, New York operation.

Cost of sales, as a percentage of sales, decreased during the current
quarter to 63.4% from 64.6% during the comparable quarter of last year.
Management attributes this improvement to a better product mix and
production efficiencies. Selling expenses decreased as a percentage of
sales in the current fiscal quarter to 9.0% from 12.5% in the comparable
quarter of last year, principally due to lower commissions payable related
to the customer mix in the first quarter of fiscal 1999.  General and
administrative expenses decreased as a percentage of sales in the current
fiscal quarter, to 15.6% from 16.3% in the comparable quarter of last year.

The provision for income taxes for the quarter ended May 30, 1998,
reflects an estimated annual effective tax rate of approximately 30.1%.
This rate is less than the federal statutory rate of 34% principally due
to a lower tax rate on the income generated by the Israeli operation offset
slightly by the provision for state income taxes.

During the first quarter of fiscal 1999, sales orders booked were $5.9
million and the closing backlog was $13.8 million compared with $4.6
million and $16.6 million, respectively, for the first quarter of fiscal
1998.  The closing backlog at fiscal year-end February 28, 1998 was $13.9
million.

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

May 30, 1998 compared with February 28, 1998
--------------------------------------------

At May 30, 1998, the Company's ratio of current assets to current
liabilities was 3.6 to 1 compared to 3.2 at February 28, 1998.


                                Page 10
<PAGE>




During the first quarter of fiscal 1999, cash flows provided by continuing
operations amounted to approximately $739,000 as compared to approximately
$499,000 during the comparable period last year.  Cash flows were used
primarily to purchase capital equipment for $154,000 and repay short-term
and long-term debt of the Israeli subsidiaries through cash flows generated
by such subsidiaries of $379,000.  Accounts receivable declined $443,000
due to high February 1998 sales compared to more level monthly first
quarter fiscal 1999 sales.  Inventories increased by approximately $238,000
due to a reduction in progress billing of $354,000 (see Note 3 to
Consolidated Financial Statements).  Customer advances were reduced by
approximately $314,000.  Accounts payable and accrued liabilities increased
primarily due to tax accruals.  The Company expects to spend up to $650,000
during the remainder of the year for capital equipment.

The agreements relating to the Company's 7-Day Demand Industrial
Development Revenue Bonds contain several restrictive covenants.  The
Company must, among other things, maintain profitable operations, a minimum
ratio of current assets to current liabilities, a minimum level of tangible
net worth, as defined, and must not exceed a specified debt to equity
ratio.  The tangible net worth covenant limits the ability of the Company
to pay cash dividends.  As a result of such covenant, there is
approximately $2,121,811 of unrestricted funds available for the payment
of cash dividends as of May 30, 1998.  Management anticipates using such
funds to enhance future operations and does not anticipate cash dividends
in the immediately foreseeable future.  In addition, commencing April 1,
1996, the Company is required to make monthly sinking fund payments of
$40,000 towards its annual bond payment.  Such amount is reflected as
restricted cash on the accompanying consolidated balance sheets.

The Company believes that its present resources, including available
credit, are sufficient to meet its needs for the foreseeable future.

Year 2000 Conversion
--------------------

The Company is evaluating the risks and costs associated with the year 2000
conversion.  Based on the Company's ongoing evaluation, management
currently believes that the costs to achieve year 2000 compliance will not
result in costs significantly in excess of historical and/or planned levels
of capital expenditures.  The Company intends to communicate with its
customers, suppliers, financial institutions and others with which it does
business to ensure that year 2000 issues will be resolved in a timely
manner.  If necessary modifications and conversions by those with which the
Company does business are not completed timely, the year 2000 conversion
issue may have a material adverse financial impact on the Company.

Recent Accounting Pronouncements
--------------------------------

The Financial Accounting Standards Board issued Statement of Financial
Accounting Standard No. 131, "Disclosures about Segments of an Enterprise

                                Page 11
<PAGE>




and Related Information" (SFAS No. 131), SFAS No. 131 established standards
to report information about operating segments and related discussions
about products and services, geographic areas and major customers.  SFAS
No. 131 is effective for financial statements for the reporting periods
beginning after December 15, 1997.  This statement permits early
application and requires restatement for all prior periods.  The Company
is currently evaluating the requirements of SFAS No. 131 and has not yet
determined what impact this statement will have on information reported
regarding industry segments.

The Financial Accounting Standards Board issued Statement of Financial
Accounting Standard No. 132, "Employers' Disclosures about Pensions and
Other Postretirement Benefits" (SFAS No. 132).  SFAS No. 132 revises
disclosures about pension and other postretirement benefit plans.
Management of the Company does not believe that the implementation of SFAS
No. 132 will have a significant impact on previously reported information
regarding its employee pension plan.

Forward-Looking Information
---------------------------

    Certain statements made in this report may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995.  Such forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially different from
any future results, performance or achievements expressed or implied by
such forward-looking statements.  Such factors include, among others, the
following:  general economic conditions; the level of domestic and
worldwide spending on military defense products; timing and volume of
incoming orders; shipment volumes; competitive factors such as rival
component manufacturers' competing technologies; acceptance of new Company
products; price pressures; the Company's ability to invest in new product
development and new processes and its ability to integrate these processes
in its manufacturing operations; manufacturing capacity and the ability to
"ramp" to meet anticipated demand; engineering development costs;
availability of third party supplier parts at reasonable prices;
obsolescence of inventory due to changes in customer demand; efficiencies
of manufacturing processes; and availability of financial resources to fund
anticipated growth.





                                Page 12
<PAGE>




                  PART II  -  OTHER INFORMATION



Item 6.   Exhibits and Reports on Form 8-K
-------   --------------------------------

     (a)  Exhibits:
          ---------

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

          27   Financial Data Schedule (filed with electronically
               filed copy only)

     (b)  Reports on Form 8-K:
          --------------------

          None.























                                Page 13
<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.



                                   GENERAL MICROWAVE CORPORATION
                                   -----------------------------
                                            (Registrant)




Date: July 7, 1998                 By:S/Arnold H. Levine
                                   -----------------------------
                                   Arnold H. Levine, Vice
                                   President-Finance, Treasurer,
                                   Chief Financial Officer
                                   (Principal Financial and
                                   Chief Accounting Officer)


























                                Page 14
<PAGE>




                          Exhibit Index
                          -------------

                                                       Page Number
                                                      in Sequential
Exhibit No.                                             Numbering
-----------                                             ---------

    27         Financial Data Schedule (Filed with          16
               electronically filed copy only)








































                                Page 15
<PAGE>




                         GENERAL MICROWAVE CORPORATION
                                AND SUBSIDIARIES
                            FINANCIAL DATA SCHEDULE
                                 Page 16 of 16