SECURITIES AND EXCHANGE COMMISSION
                            Washington D.C.  20549

                                  FORM 10-Q

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

For the quarterly period ended January 23, 1998

Commission File No. 1-5590

Fluke Corporation
(Exact name of registrant as specified in its charter)

Washington
(State of incorporation of organization)

91 - 0606624
(I.R.S. Employer Identification No.)

6920 Seaway Boulevard  Everett, Washington             98203
(Address of principal executive offices)             (Zip Code)

(425) 347-6100
(Registrant's telephone number, including area code)


(Former name if changed since last report)

(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.

Yes        X        No


As of February 20, 1998, there were 18,389,083 shares of $0.25 par value 
common stock outstanding.





















                           FLUKE CORPORATION

INDEX


PART I.    FINANCIAL INFORMATION

Item 1     Financial Statements

           Consolidated Balance Sheets as of January 23, 1998 and
             April 25, 1997

           Consolidated Statements of Income for the quarter and
             three quarters ended January 23, 1998 and January 24, 1997

           Consolidated Statements of Cash Flows for the three quarters
             ended January 23, 1998 and January 24, 1997

Notes to Consolidated Financial Statements

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


PART II.   OTHER INFORMATION

Item 6     Exhibits and Reports on Form 8-K


SIGNATURES



































PART I.  FINANCIAL INFORMATION

Item 1 - Financial Statements
<TABLE>

                         CONSOLIDATED BALANCE SHEETS
                      Fluke Corporation and Subsidiaries

unaudited (in thousands except shares)
<CAPTION>
                                                    1/23/98          4/25/97
<S>                                              <C>              <C>
ASSETS
Current Assets
  Cash and cash equivalents                       $  37,504        $  40,916
  Accounts receivable, less allowances               81,258           80,689
  Inventories                                        55,706           54,522
  Deferred income taxes                              16,216           16,968
  Prepaid expenses and other current assets          23,030           16,185
     Total Current Assets                           213,714          209,280

Property, Plant and Equipment
  Land                                                4,557            5,236
  Buildings                                          46,243           47,414
  Machinery and equipment                           123,194          115,022
  Construction in progress                           12,043            5,634
  Less accumulated depreciation                    (117,772)        (113,660)
     Net Property, Plant and Equipment               68,265           59,646

Goodwill and Other Intangibles                        9,936           11,876
Other Assets                                         12,243           11,558

Total Assets                                      $ 304,158        $ 292,360

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
  Accounts payable                                $  16,876        $  16,504
  Accrued liabilities                                30,504           35,350
  Accrued liabilities related to restructuring        5,499           11,894
  Income taxes payable                                2,800            1,584
  Current maturities of long-term obligations
     and short term debt                                383            1,145
Total Current Liabilities                            56,062           66,477

Long-term Obligations                                   389              563
Deferred Income Taxes                                11,983           10,178
Other Liabilities                                    13,386           12,203

     Total Liabilities                               81,820           89,421

Stockholders' Equity
  Common stock                                        4,589            4,524
  Additional paid-in capital                         74,407           69,490
  Retained earnings                                 150,479          133,736
  Cumulative translation adjustment                  (7,137)          (4,811)
     Total Stockholders' Equity                     222,338          202,939

Total Liabilities and Stockholders' Equity        $ 304,158        $ 292,360


Total Shares Outstanding                         18,355,974       18,092,960
</TABLE>



<TABLE>
                      CONSOLIDATED STATEMENTS OF INCOME
                      Fluke Corporation and Subsidiaries

unaudited (in thousands except shares and per share amounts)
<CAPTION>
                                     QUARTER ENDED       THREE QUARTERS ENDED
                                  1/23/98     1/24/97     1/23/98     1/24/97
<S>                            <C>         <C>         <C>         <C>  
Revenues                        $ 110,181   $ 108,450   $ 325,945   $ 315,077
Cost of Goods Sold                 52,817      49,823     152,757     145,601
Gross Margin                       57,364      58,627     173,188     169,476

Operating Expenses
  Marketing and administrative     35,679      37,390     108,983     110,043
  Research and development         10,148      10,076      31,282      30,631
     Total Operating Expenses      45,827      47,466     140,265     140,674

Operating Income                   11,537      11,161      32,923      28,802

Non-Operating Expenses (Income)
  Interest Expense                     27          54          77         238
  Other                              (245)       (491)       (872)     (1,535)
     Total Non-Operating
       Expenses (Income)             (218)       (437)       (795)     (1,297)

Income Before Income Taxes         11,755      11,598      33,718      30,099
Provision for Income Taxes          4,233       4,176      12,139      10,714
Net Income                      $   7,522   $   7,422    $ 21,579   $  19,385


Earnings Per Share
  Basic                         $    0.41   $    0.43    $   1.18   $    1.12
  Diluted                       $    0.40   $    0.41    $   1.14   $    1.09

Cash Dividends Declared
  Per Share                     $  0.0875   $  0.0800    $ 0.2625   $  0.2400

Average Shares Outstanding     18,338,574  17,417,314  18,259,694  17,380,490

Average Shares and Share
  Equivalents Outstanding      18,879,983  17,892,880  18,861,645  17,755,598
</TABLE>























<TABLE>
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                      Fluke Corporation and Subsidiaries

unaudited (in thousands)
<CAPTION>
                                                     THREE QUARTERS ENDED
                                                    1/23/98          1/24/97
<S>                                                <C>              <C>  
Operating Activities
Net Income                                         $ 21,579         $ 19,385
Items not affecting cash:
  Depreciation and amortization                      11,687           10,964
  Deferred income tax                                 2,380             (739)
  Other                                                 841               98
Net change in:
  Accounts receivable                                (1,681)          (7,997)
  Inventories                                        (2,089)           2,329
  Prepaid expenses                                   (7,000)           1,215
  Accounts payable                                      683           (1,368)
  Accrued liabilities                                (3,412)          (2,906)
  Accrued liabilities related to restructuring       (6,395)             ---
  Income taxes payable                                2,003            1,213
  Other assets and liabilities                          ---              (86)
Net Cash Provided by Operating Activities            18,596           22,108

Investing Activities
  Additions to property, plant and equipment        (21,734)         (10,721)
  Proceeds from disposal of property, plant
     and equipment                                    2,239              191
Net Cash Used By Investing Activities               (19,495)         (10,530)

Financing Activities
  Proceeds from short-term obligations                  746              ---
  Payments on short-term obligations                 (1,531)             ---
  Proceeds from long-term obligations                    23              660
  Payments on long-term obligations                    (174)          (4,155)
  Cash dividends paid                                (4,649)          (4,578)
  Proceeds from issuance of common stock              3,432            1,256
Net Cash Used By Financing Activities                (2,153)          (6,817)

Effect of Foreign Currency Exchange Rates 
  on Cash and Cash Equivalents                         (360)            (315)

Net Increase (Decrease) In Cash and Cash 
  Equivalents                                        (3,412)           4,446

Cash and Cash Equivalents at Beginning of Period     40,916           36,631
Cash and Cash Equivalents at End of Period         $ 37,504         $ 41,077

Supplemental Cash Flow Information
  Income Taxes Paid                                $  7,905         $  7,601
  Interest Paid                                    $     78         $    245
</TABLE>










                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1. The accompanying unaudited Consolidated Financial Statements do not 
purport to be full presentations and do not include all information and 
disclosures required for fair presentation by generally accepted 
accounting principles, but rather include only that information 
required by the instructions to Form 10-Q.  However, in the opinion of 
management, the accompanying unaudited Consolidated Financial 
Statements contain all adjustments (consisting of normal recurring 
accruals) considered necessary to present fairly the Consolidated 
Balance Sheets of the Company at January 23, 1998 and April 25, 1997 
and the Consolidated Statements of Income for the quarter and three 
quarters ended January 23, 1998 and January 24, 1997 and the Statements 
of Cash Flows for three quarters ended January 23, 1998 and January 24, 
1997.



2. The results of operations for the quarter and three quarters ended 
January 23, 1998, and January 24, 1997, are not necessarily indicative 
of the results to be expected for the full year.



3. Restatement of Financial Results
On October 15, 1997, a two-for-one stock split was effected in the form 
of a 100 percent stock dividend.  Prior period Common Stock and 
Retained Earnings accounts as well as shares and per share amounts in 
the accompanying financial statements have been restated to 
retroactively reflect the effect of this stock split.


































4. Earnings Per Share
In February 1997, the Financial Accounting Standards Board issued 
Statement No. 128, "Earnings per Share" which must be adopted in the 
Company's third quarter of fiscal 1998.  This statement requires 
reporting both basic and diluted earnings per share.  Basic earnings per 
share is computed using the weighted-average shares outstanding.  
Diluted earning per share is computed by including the dilutive effect 
of stock options, the Company's only common share equivalents.

<TABLE>
<CAPTION>
                                       QUARTER ENDED       THREE QUARTERS ENDED
                                  1/23/98      1/24/97      1/23/98     1/24/97
<S>                            <C>          <C>          <C>         <C>  
Total shares outstanding at
  beginning of the period      18,332,592   17,401,680   18,092,960  17,305,910
  
Weighted average shares
  issued under employee 
  stock plans                       5,982       15,634      166,734      74,580
  
Weighted average 
  shares outstanding           18,338,574   17,417,314   18,259,694  17,380,490
  
Weighted average effect
  of dilutive stock options       541,409      475,566      601,951     375,108
  
Weighted average shares
  and share equivalents
  outstanding                  18,879,983   17,892,880   18,861,645  17,755,598
  
Net Income   (in thousands)     $   7,522    $   7,422     $ 21,579    $ 19,385

Earnings Per Share
  Basic                         $    0.41    $    0.43     $   1.18    $   1.12
  Diluted                       $    0.40    $    0.41     $   1.14    $   1.09
</TABLE>



5. The components of inventories are as follows:
<TABLE>
(in thousands)
<CAPTION>
                                               1/23/98         4/25/97
<S>                                            <C>             <C>
Finished Goods                                 $17,532         $17,789
Work-in-Process                                 12,512          11,160
Purchased Parts and Materials                   25,662          25,573
Total Inventories                              $55,706         $54,522
</TABLE>














Item 2      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                     AND RESULTS OF OPERATIONS
                 Fluke Corporation and Subsidiaries


RESULTS OF OPERATIONS

COMPARISON OF THE QUARTER ENDED JANUARY 23, 1998 
    TO THE QUARTER ENDED JANUARY 24, 1997

Revenues of $110 million for the third quarter were 2 percent higher 
than the same quarter last year.  The stronger US dollar, relative to 
most currencies, had a negative impact of 5 percent.  Computer network 
installation and maintenance tools continue to be the Company's fastest 
growing products but did not meet the high growth rates experienced 
last year.  Revenues from the US distribution channel were flat.  
Economic problems in South Korea and the ASEAN countries resulted in 
lower revenues from those regions when compared to the same quarter 
last year.

US revenues of $47 million were up 1 percent over the third quarter 
last year.  Contributing to the low growth was the performance of the 
US distribution channel where revenues were flat compared to last year.  
The Company did not offer quarter-end incentives to its industrial 
distributors as it has in the past.  The Company believes this caused 
some distributors to delay their normal stocking orders in anticipation 
of these incentives.  Discontinuing this practice should improve the 
management and profitability of this sales channel in the future.  The 
Company completed its certification of representatives that sell 
computer network installation and maintenance tools and expanded the 
number of these representatives for broader geographic coverage.  
Despite these actions, revenue growth for these products slowed 
compared to last year.  Several large orders for these products 
expected during the third quarter were delayed.  The Company 
anticipates these orders to be placed in the fourth quarter.

In Europe, local currency revenues increased by 11 percent.  However, 
the stronger US dollar resulted in European revenue growth of only 1 
percent compared to the same quarter last year.  Revenues from the 
Intercon region, countries outside Europe and the United States, grew 5 
percent to $21 million compared to the same quarter in 1997.  Intercon 
revenues in local currencies grew 9 percent but currencies in Japan, 
Singapore and Canada also weakened compared to the US dollar.  Revenues 
from Latin America and The People's Republic of China had good growth.  
The weaker currency in Japan, and economic uncertainties in Korea and 
the ASEAN countries, resulted in lower revenues in those three markets 
compared to the third quarter of 1997.

Operating income of $12 million increased 3 percent over the same 
quarter last year.  Lower gross margins were offset by lower marketing 
and administrative expenses.  The lower gross margins were due to 
product mix and the effect of the stronger US dollar when converting 
local currency revenues.  The Company held local currency prices 
relatively flat as it balanced profitability with the goal to increase 
market share.  The Company responded to the flat revenue growth by 
taking several actions to minimize expenses.  For example, new hiring 
was temporarily put on hold and certain marketing programs were 
delayed.  Marketing and administrative expenses also benefited 
approximately 5 percent from the effect of the strong US dollar when 
converting the local currency expenses of the Company's non-US sales 
subsidiaries.

Restructuring actions in Europe are proceeding on schedule.  The three 
primary activities consist of centralizing finance and administration, 
centralizing product repairs, and re-aligning the sales force.
COMPARISON OF THE THREE QUARTERS ENDED JANUARY 23, 1998 
    TO THE THREE QUARTERS ENDED JANUARY 24, 1997

The $326 million in revenues during the three quarters ended January 
23, 1998, were 3 percent higher than the same period last year.  Most 
of the growth in revenues comes from handheld tools, primarily those 
used to install and maintain computer networks, which increased 30 
percent compared to the three quarters ended January 24, 1997.

Revenues from customers in the US grew 6 percent to $150 million 
compared to the same quarters last year.  This represents 46 percent of 
total revenues.  European revenues of $109 million for the three 
quarters ended January 23, 1998 represents a decrease of 4 percent from 
the comparable period last year.  The strong US dollar had an 11 
percent negative impact on the Company's European revenues.  Local 
currency revenues in Europe actually increased 7 percent with the 
United Kingdom, Sweden and Belgium showing the most growth.

Revenues from the Intercon region grew 10 percent to over $67 million 
compared to the three quarters ended January 24, 1997.  Revenues from 
The People's Republic of China increased 26 percent compared to the 
same period last year.  Contributing to this growth was the new sales 
office located in Chengdu in the province of Sichuan, which opened in 
May 1997 and is the Company's third office in this important market.  
The Company also had excellent growth in South America and Canada.  The 
weak South Korean economy and the political uncertainty in Hong Kong 
resulted in decreased revenues in those markets compared to the three 
quarters ended January 24, 1997.

The Company improved operating income to $33 million during the period, 
a 14 percent increase over the same three quarters in the prior year.  
Gross margin as a percent of revenue decreased slightly due to the 
negative effect of the strong US dollar on revenues.  Marketing and 
administrative expenses declined and research and development expenses 
grew 2 percent.  Savings from the closure of the Hamburg, Germany 
research and development office in May 1997, are being used to fund the 
development of more mission centric products.  Marketing and 
administrative expenses benefited 5 percent when local currency 
expenses of the Company's non-US sales subsidiaries were converted to 
US dollars.

LIQUIDITY AND CAPITAL RESOURCES
On December 15, 1997, the Company's Board of Directors authorized 
management to purchase $30 million of its common stock on the open 
market.  The repurchase program seeks to offset dilution associated 
with stock options issued under the Company's stock incentive programs.  
The purchases will be made from time to time on the open market, and 
will be funded from operating cash flow.  The Board of Directors also 
declared a quarterly cash dividend of $0.0875 per share which was paid 
on February 13, 1998 to stockholders of record as of January 23, 1998.

Capital expenditures of $22 million in the three quarters ended January 
23, 1998 was double the expenditures for the comparable period last 
year.  Capital expenditures will continue to exceed historical averages 
through the end of the current fiscal year due to continued investment 
in the business information system and additional investments in 
manufacturing equipment.  The Company expects to fund these 
expenditures and other working capital requirements through cash 
generated from normal operations.

The current ratio was 3.8 to 1 at January 23, 1998 compared to 3.1 to 1 
at April 25, 1997.  The improvement was primarily a result of paying 
down both current liabilities and the accrued liability related to 
restructuring which declined by over $6 million as the Company incurred 
planned costs to reorganize its European operations.

The Company has a program to hedge some of its foreign exchange 
exposure using forward exchange contracts.  Under this program the 
contracts cannot be speculative and are limited to actual currency 
risk.  The Company does not currently use any other form of derivatives 
in managing its financial risk.

YEAR 2000
The Company has an active program which is evaluating the impact of the 
Year 2000 on all of its activities - products, information technology, 
manufacturing, purchasing, and facilities.  The Company is currently 
implementing a new enterprise-wide Oracle system which will address most 
of the business application software issues related to the Year 2000.  
This new system, when completed, will cost approximately $15 million in 
capitalized software, hardware and consulting services.  Although the 
complete assessment of all Year 2000 exposures have not been completed, 
it is anticipated that the cost of the evaluation, compliance testing, 
and conversion, if necessary, will not be a materially significant 
expense to the Company.








PART II.  OTHER INFORMATION

Item 6     Exhibits and Reports on Form 8-K

 (a)  Exhibits

           Exhibit 11 - Computation of Earnings Per Share

 (b)  Reports on Form 8-K
           There were no reports on Form 8-K filed during the three        
months ended January 23, 1998. 






                                  SIGNATURES
                      Fluke Corporation and Subsidiaries

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.

                               FLUKE CORPORATION
                                  Registrant

         March 3, 1998                        /s/Elizabeth J. Huebner
              Date                              Elizabeth J. Huebner
                                                   Vice President,
                                               Chief Financial Officer