FORM 10-Q/A

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                       Amendment No. 1

(Mark One)
    [  X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)  OF THE
           SECURITIES EXCHANGE ACT OF 1934
           For the quarterly period ended March 31, 1997
                               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 0-684

                      GOULDS PUMPS, INCORPORATED
       (Exact name of registrant as specified in its charter)

           Delaware                                15-0321120
(State or other Jurisdiction of               (I.R.S. Employer
Incorporation  or  Organization)                Identification No.)

        300 WillowBrook Office Park, Fairport, New York 14450
              (Address of principal executive offices)
                           (Zip Code)


                           (716) 387-6600
       (Registrant's telephone number, including area code)


       (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.      Yes   X       No


      Indicate  the number of shares outstanding of each  of  the
issuer's  classes  of common stock, as of the latest  practicable
date.

      As  of  April 30, 1997, 21,391,414 shares of $1  par  value
common stock were outstanding.
<F50>
                   GOULDS PUMPS, INCORPORATED

                             INDEX


                                                                PAGE

                      PART I - FINANCIAL INFORMATION


Item 1.     Condensed Consolidated Balance Sheets -
            March 31, 1997 and December 31, 1996..............   3

            Condensed Consolidated Statements of Earnings -
            Three Months Ended March 31, 1997 and 1996........   4

            Condensed Consolidated Statements of Cash Flows -
            Three Months Ended March 31, 1997 and 1996........   5

            Notes to Condensed Consolidated Financial
            Statements........................................   6


Item 2.     Management's Discussion and Analysis of
            Financial Condition and Results of Operations....    7




                       PART II - OTHER INFORMATION


Item   1.  Legal  Proceedings................................12

Item 2.    Changes in the Rights of the Company's Security
           Holders.......................................... 12

Item 4.    Submission of Matters to a Vote of Security -
           Holders.......................................... 12

Item  6.   Exhibits  and  Reports on Form 8-K................13


          Signature......................................... 15

This Amendment replaces in its entirety the Quarterly Report on Form 10-Q
filed by the Company on May 14, 1997, which, due to a clerical error, included
the text of the Quarterly Report on Form 10-Q for the first quarter of 1996.
<F50>


                 PART I - FINANCIAL INFORMATION
                 Item 1. - Financial Statements

Condensed Consolidated Balance Sheets
Goulds  Pumps, Incorporated                          March  31,  December 31,
(In   thousands)                                           1997          1996
                                                    (Unaudited)     (Audited)
  ASSETS
  Current Assets:
    Cash  and cash equivalents                        $   9,266     $  5,227
    Receivables -  net                                  153,412      156,018
    Inventories -  net                                  126,756      125,507
    Deferred  tax asset                                   6,921        6,867
    Prepaid  expenses and other current assets           15,585       16,358
      Total  current assets                             311,940      309,977

   Property,  plant and equipment - net                 175,587      183,457
   Deferred  tax asset                                   10,677       10,607
   Goodwill  - net                                       23,703       25,880
   Other  assets                                         24,169       24,950
                                                       $546,076     $554,871

  LIABILITIES AND STOCKHOLDERS' EQUITY
  Current Liabilities:
    Short-term borrowings                              $ 43,803    $ 51,108
    Current  portion of long-term debt                   17,263      14,631
    Trade  payables                                      73,049      68,951
    Compensation  and commissions                        20,028      26,925
    Other  current liabilities                           42,769      41,517
      Total  current liabilities                        196,912     203,132

   Long-term  debt                                       58,344      57,965
    Pension                                              27,188      28,258
   Other  postretirement benefits obligation             51,038      51,220
   Deferred  tax liability and other                      3,031       3,190

  Stockholders' Equity:
   Preferred stock - $20.00 par value: shares -
      authorized:  750,000; issued and outstanding:
      none                                                    -          -
   Common stock - $1.00 par value; shares - authorized:
      90,000,000; issued and outstanding:
      21,381,593 and 21,376,093 shares,
      respectively                                      21,382      21,376
    Additional  paid-in capital                         61,543      61,351
    Retained  earnings                                 144,155     140,388
    Cumulative translation adjustments and other       (17,517)    (12,009)
       Total  stockholders' equity                     209,563     211,106

                                                      $546,076    $554,871

See   Accompanying  Notes  to  Condensed  Consolidated  Financial
Statements.
<F50>
     Condensed Consolidated Statements of Earnings (Unaudited)
     Goulds Pumps, Incorporated
     (In thousands except per share data)

                                              Three Months Ended March 31,
                                                        1997         1996


     Net  sales                                     $178,699     $183,581
     Costs and expenses
     Cost of sales                                   128,384      130,154
     Selling, general and
       administrative expenses                        34,271       38,602
     Research and development expenses                 2,027        2,328
     Interest expense                                  2,359        2,787
     Interest income                                    (521)        (325)
     Other income - net                                 (488)      (1,227)

     Earnings before income taxes                     12,667       11,262
     Income taxes                                      4,624        4,025

     Net earnings                                  $   8,043       $7,237

     Net earnings  per common share                $     .38       $  .34

     Dividends per common share                    $     .20       $  .20

     Weighted average shares
       outstanding (in thousands)                     21,377       21,292


     See Accompanying Notes to Condensed Consolidated  Financial
     Statements.
<F50>
Condensed Consolidated Statements of Cash Flows (Unaudited)
Goulds Pumps, Incorporated
(In thousands)

                                              Three Months Ended March 31,
                                                             1997     1996
OPERATING ACTIVITIES:
Net earnings                                            $   8,043  $ 7,237
Adjustments to reconcile net earnings to net cash
  provided by (applied to) operating activities:
  Depreciation and amortization                             7,697    6,847
  Gain  on  sale of certain product  lines                      -   (1,174)
  Net changes in assets and liabilities, net of
   effects  from  acquisition                              (4,643) (24,520)
  Net cash provided by (applied to)
     operating  activities                                 11,097  (11,610)

INVESTING ACTIVITIES:
Purchases  of  property, plant and  equipment              (3,010)  (4,279)
Proceeds  from  sale of certain  product  lines                 -    2,723
Other - net                                                  (559)    (327)
   Net cash applied to investing activities                (3,569)  (1,883)

FINANCING ACTIVITIES:
Proceeds  from  long-term  debt                            38,565   30,173
Payments  on  long-term  debt                             (22,079) (21,370)
Increase  (decrease)  in short-term  borrowings           (16,017)   8,463
Proceeds  from  stock  options  exercised                     116      201
Dividends paid                                             (4,275)  (4,258)
  Net cash (applied to) provided by financing
      activities                                           (3,690)  13,209

Effect  of  exchange rate changes  on  cash                   201      (65)

Increase  (decrease)  in  cash and cash  equivalents        4,039     (349)
Cash and cash equivalents:
    Beginning  of  period                                   5,227    6,383
    End  of  period                                      $  9,266  $ 6,034


See   Accompanying  Notes  to  Condensed  Consolidated  Financial
Statements.
<F50>
      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. In  the  opinion  of  management, the  accompanying  unaudited
   condensed   consolidated  financial  statements  contain   all
   adjustments   necessary  to  present  fairly   the   Company's
   financial  position as of March 31, 1997 and  the  results  of
   operations  and  cash flows for the three months  ended  March
   31,  1997  and 1996. The results of operations for  the  three
   month   period  ended  March  31,  1997  are  not  necessarily
   indicative  of the results to be expected for the entire  year
   of 1997.

   The accounting policies  followed by the Company are set forth 
   in Note  1  to the  Company's financial statements in the 1996 
   Goulds  Pumps, Incorporated   Annual   Report  on   Form   10-K,   
   which is incorporated by reference.

   In   March  1997  the Financial  Accounting  Standards  Board  
   issued  Statement  of Financial  Accounting Standards No. 128 
   "Earnings Per  Share". This  new  standard requires dual presentation  
   of  basic  and diluted  earnings per share (EPS) on the face of the  
   earnings statement and requires a reconciliation of the numerators  
   and denominators  of  basic  and diluted  EPS  calculations.   The
   statement  will  be  effective for the Company's  1997  fiscal
   year.  Early adoption of the statement is not permitted.   The
   Company  has applied this statement to the 1996 first  quarter
   and  annual results and to the 1997 first quarter results  and
   determined that the adoption of this statement would not  have
   had  a  material impact on the earnings per share calculations
   for those periods.

2. Net  earnings  per share of common stock are  based  upon  the
   weighted  average number of shares of common stock outstanding
   during  the  period.   No  effect has been  given  to  options
   outstanding  under  the Company's Stock  Option  Plans  as  no
   significant dilutive effect would result from the exercise  of
   these options.  See Exhibit 11 on page 14.

3. Inventories were as follows (in thousands):

                                        March 31,  December 31,
                                             1997          1996
                                      (Unaudited)     (Audited)

   Raw materials                       $ 43,548      $ 43,358
   Work-in-process                       53,375        53,143
   Finished goods                        61,339        61,072

   Inventories valued at FIFO/
     average cost                       158,262       157,573
   LIFO allowance                       (31,506)      (32,066)
   Inventories - net                   $126,756      $125,507
<F50>
Management's  Discussion and Analysis of Financial Condition  and
Results of Operations

      Management's discussion and analysis reviews the  Company's
operating results for the three months ended March 31,  1997  and
1996,  and its financial condition at March 31, 1997.  The  focus
of  this  review  is  on  the  underlying  business  reasons  for
significant changes and trends affecting our sales, net  earnings
and   financial  condition.   This  review  should  be  read   in
conjunction   with   the   accompanying  condensed   consolidated
financial statements.

      In  an effort to give investors a well-rounded view of  the
Company's  current condition and future opportunities, this  Form
10-Q includes statements by the Company's management about future
performance and results.  Because they are forward-looking,  such
statements   involve  uncertainties.   They  include   risks   of
increases  in  manufacturing  costs;  market  acceptance  of   or
preference  for the Company's products; competitive  forces;  the
impact of, and changes in, government regulations, such as  trade
restrictions or prohibitions, import and other charges or  taxes;
changes  in  global  demand for pumps and pump-related  products;
availability of the Company's products; cyclicality of industries
to  which  the  Company markets certain of its products;  general
economic  factors  in  markets where the Company's  products  are
sold,  manufactured or marketed; technological factors; and other
factors  discussed in the Company's filings with  the  Securities
and Exchange Commission.

Overview

      On April 21, 1997, the Company announced that the Board  of
Directors  had  approved a definitive agreement under  which  ITT
Industries, Inc. will acquire Goulds Pumps, Incorporated.  A cash
tender  offer to acquire all of the outstanding common shares  of
Goulds  for  $37 per share has been commenced, and is subject  to
the  valid  tender of a majority of the voting  power  of  Goulds
stockholders,  the  expiration or termination of  all  applicable
waiting    periods   under   the   Hart-Scott-Rodino   Anti-Trust
Improvements  Act of 1976, applicable foreign filings  and  other
customary  closing  conditions.   These  procedures  are  further
outlined in the documents and information prepared by the Company
and  ITT Industries, Inc., filed with the Securities and Exchange
Commission and submitted to stockholders of the Company.

      The  Company's first quarter 1997 results represents  first
quarter records for earnings per share and orders, with increases
of 11.8% and 1.0%, respectively, over first quarter 1996 results.
This  was the third consecutive year of significant first quarter
earnings improvement.

     Net sales for the three months ended March 31, 1997 declined
2.7%  when compared to the same period in 1996, to $178.7 million
from  last  year's $183.6 million. This decline in sales  can  be
attributed to the unusually high backlog last year, as well as  a
first  quarter  1997 softening in the North American  residential
water  market.  Backlog fell 8.5% from the first quarter of  1996
after  adjusting  for the disposal of certain Municipal  Business
Unit product lines.
<F50>
      The first quarter 1996 results included a pre-tax charge of
approximately  $1.2  million  for a European  management  change.
However,  this charge was fully offset by a gain of approximately
$1.2  million  on  the  sale of certain Municipal  Business  Unit
product lines.

      The  Company believes the record first quarter 1997 results
reflect  increased  focus on profitability, regionalization,  and
operating  expense  controls.   These  factors  are  expected  to
continue  to impact results in a positive manner, while continued
emphasis on manufacturing improvements through implementation  of
focused  factories and other strategies should  strengthen  gross
margins.

      In  March  1997,  the Financial Accounting Standards  Board
issued  Statement  of Financial Accounting Standards  (SFAS)  No.
128,  "Earnings  per Share," which will be effective  during  the
fourth quarter of 1997.  SFAS No. 128 will require the Company in
its  fourth  quarter  and in its annual  report  to  restate  all
previously  reported  earnings per share information  to  conform
with the new pronouncement's requirements.

Results of Operations

      The  sales decline of $4.9 million in the first quarter  of
1997 compared to the first quarter of 1996 results from a decline
of $5.7 million, or 5.8%, in the Industrial Products (IP) sector,
offset  by  an  increase of $0.8 million, or 1.0%, in  the  Water
Technologies  (WT) sector.  Compared to 1996, IP  sales  in  1997
were  negatively  impacted by the 1996 sale of certain  Municipal
Business Unit product lines, and the working off of an abnormally
high  beginning backlog in 1996.  WT's first quarter  1997  sales
constituted another first quarter record.

      Gross margin for the three months ended March 31, 1997  was
28.2% compared to 29.1% in the same period last year.  IP's gross
margin decreased to 28.9% from 30.6%, while WT's gross margin  of
27.3%  was  almost identical to the 27.4% reported in  the  first
quarter of 1996.  Higher sales in 1996 as a result of working off
the  unusually high backlog and the resulting favorable  overhead
absorption, as well as a sizable low margin shipment to the  Asia
Pacific  region, were the primary factors in the decline  at  IP.
Gross margin at WT was impacted by start-up inefficiencies at the
new Auburn, New York manufacturing facility.

     Selling, general and administrative expenses as a percentage
of net sales were 19.2% for the first three months of 1997 versus
21.0%  a year ago.  This reduction is partially a result  of  the
impact of the 1996 charge associated with the European management
change  (approximately $1.2 million), without which SG&A expenses
for  the  first  quarter  of 1996 would  have  been  20.4%.   The
remainder  of  the  decrease  largely results  from  Company-wide
actions to control operating costs.
<F50>
      Research  and  development expenditures  declined  by  $0.3
million  compared to 1996, and represented 1.1% of net sales  for
the  quarter  ended March 31, 1997 as compared to  1.3%  for  the
quarter  ended  March  31,  1996.   The  reduction  is   due   to
consolidation of certain research facilities in Europe at the end
of 1996.

      Interest expense declined $0.4 million from $2.8 million in
the  first  quarter of 1996 to $2.4 million in the  three  months
ended  March 31, 1997.  The decrease is the result of a reduction
in  debt  levels  brought about by strong cash  flows,  favorable
average  effective  borrowing  rates,  and  the  impact  of   the
strengthening U.S. dollar.

      Other  income was $0.7 million lower than the first quarter
of  1996,  primarily related to the 1996 gain on sale of  certain
product lines of the Municipal Business Unit and 1996 translation
gains.

      The  provision  for  income taxes was 36.5%  and  35.7%  of
earnings  before income taxes in the first quarter  of  1997  and
1996,  respectively.   Both rates are within  the  typical  range
expected by the Company.

Liquidity and Capital Resources

      Cash  generated by operations in the first three months  of
1997  of  $11.1  million was used to fund  $3.6  million  of  net
investing activities and applied to $3.7 million of net financing
activities.  Cash and cash equivalents increased by $4.0 million.

      Of the significant items impacting cash from operations, an
increase  in  inventories, excluding the impact of exchange  rate
changes  of  $5.5  million, was due chiefly to  a  shift  in  the
current  mix towards longer lead time business.  Additionally,  a
federal  tax refund of approximately $2.8 million which had  been
accrued in 1996 was received in the first quarter of 1997.

      Capital  additions for the first quarter were $3.0 million,
related  mostly to buildings and equipment in North  America  and
Europe.   The Company expects to spend approximately $35  to  $40
million  in  capital expenditures in 1997 which will be  financed
with  a  combination of internally generated cash from operations
and external financing.

      The  March  31, 1997 Condensed Consolidated  Balance  Sheet
reflects  a  $5.5 million increase in the cumulative  translation
adjustments and other over December 31, 1996.  This is the result
of  the strength of the U. S. dollar against the Italian lira and
Austrian schilling during the first quarter of 1997.

Restructuring Charges

      In  December  1996,  the  Company recorded  a  net  pre-tax
restructuring  credit of $0.1 million.  This net credit  resulted
from  two offsetting items.  First, the Company recorded  a  $1.5
million  restructuring  charge as a result  of  the  decision  to
<F50>
consolidate  European  facilities.  This  European  restructuring
plan   is   expected  to  result  in  pre-tax   savings,   mainly
compensation  related,  of approximately $1.5  million  annually.
Through  March 31, 1997 the Company has incurred $1.2 million  in
termination  costs.   At  March 31, 1997  the  reserve  was  $0.3
million.   More  than offsetting this charge was a  $1.6  million
credit  for  the reversal of certain termination and  exit  costs
related to the 1995 restructuring reserve.

       In   December  1995,  the  Company  recorded   a   pre-tax
restructuring charge of $19.7 million, offset in part by  a  $1.2
million  reversal  of  a prior year restructuring  charge.   This
charge  resulted  from the Company's decision to  wind  down  its
manufacturing  operation  in Venezuela, impacting  the  Company's
investment  in  this  subsidiary, and to transfer  its  ownership
interest   in   Environamics  Corporation   to   that   company's
management.  In 1996, $1.6 million of the charge was reversed, as
discussed  in  the previous paragraph.  Net of the reversal,  the
total   $18.1   million  restructuring  charge  for  Environamics
Corporation   and   Venezuela  consisted  of  $1.7   million   of
termination  benefits  and  $16.4 million  of  other  exit  costs
(including the write-off of previous investments).  Through March
31,  1997  the  Company has incurred $1.5 million in  termination
costs  and  $15.7  million in exit costs.  The balance  for  this
restructuring reserve at March 31, 1997 was $0.9 million.

Orders and Backlog

      Orders  of $178.9 million were a first quarter record,  and
showed  an increase of 1.0% over the first three months of  1996.
The  IP sector's record orders of $93.1 million were up 2.3% over
1996, reflecting continued strength in the chemical market and an
increase  in pulp and paper orders, although the pulp  and  paper
market  remains weak.  The Company's more selective  approach  to
bidding  on  large engineered projects continues.  WT  orders  of
$85.8  million were consistent with orders for the first  quarter
of 1996.

      Backlog of $124.3 million at March 31, 1997 was 8.5%  lower
than  March 31, 1996 backlog of $135.8 million, after restatement
to  exclude  backlog  of  the disposed  Municipal  Business  Unit
product   lines.    This   decrease  is   attributable   to   the
discontinuance  of  manufacturing at the Venezuelan  facility  in
1996, combined with reduced project work at Vogel.

Environmental Matters

      The  Company recorded a $2.0 million provision in 1991  for
estimated  costs  to  monitor and remediate an  inactive  Company
landfill site in Seneca Falls, New York.  At March 31, 1997,  the
remaining  reserve  was $0.5 million.  The remediation  plan  was
approved  by  the  New  York  State Department  of  Environmental
Conservation in 1995 and is expected to be completed in the third
quarter  of 1997.  The Company believes that the current  reserve
associated  with  this site is sufficient to  absorb  any  future
costs.
<F50>
      Apart  from  issues  discussed above, the  Company  is  not
currently  aware of other environmental matters  which  would  be
reasonably likely to have any material impact on recurring  costs
or capital expenditures.
<F50>
                   PART II - OTHER INFORMATION


Item 1.  Legal Proceedings

      Disclosures  regarding legal proceedings are set  forth  in
Part  I,  Item  3 of the Company's Form 10-K for the  year  ended
December 31, 1996, which is incorporated herein by reference.

     No material developments have occurred since that report was
filed on March 27, 1997.

Item 2.  Changes in the Rights of the Company's Security Holders

      On  April  21, 1997 the Board of Directors of Goulds  Pumps
Incorporated  adopted a Stockholder Protection  Rights  Agreement
(the "Rights Agreement") and declared a dividend of one Right, as
defined  in the Rights Agreement,  for each outstanding share  of
Company Common Stock.  The Rights can be terminated by the  Board
of  Directors prior to the time any person or group  becomes  the
beneficial  owner of 20% or more of the shares of Company  Common
Stock  (an "Acquiring Person").  In that regard, the Company  has
agreed   to  terminate  the  Rights  immediately  prior  to   ITT
Industries' purchase of shares of Company Common Stock at  $37.00
per  share pursuant to the previously announced transaction.  The
dividend was paid on April 21, 1997 to stockholders of record  on
April 21, 1997.

      Pursuant to the terms of the Rights Agreement, until it  is
announced  that  a  person  has become  an  Acquiring  Person  or
commences  a tender offer that will result in such person  owning
20%  or more of Goulds Common Stock, the Rights are evidenced  by
the Common Stock certificate, automatically trade with the Common
Stock and are not exercisable.  Upon announcement that any person
or  group has become an Acquiring Person, each Right (other  than
Rights  beneficially owned by an Acquiring Person or  transferees
thereof,  which  Rights  become  void)  entitles  its  holder  to
purchase,  for the exercise price, a number of shares of  Company
Common Stock having a market value of twice the exercise price.

      The Rights Agreement was filed as an exhibit to Form 8-K on
April 21, l997.

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

      The Annual Meeting of Stockholders was held on May 7, 1997.
Stockholders elected eight Directors nominated in the  March  24,
1997  Proxy Statement, incorporated herein by reference, to  hold
office   until   the   next  Annual  Meeting   of   Stockholders.
Additionally, stockholders ratified the appointment of Deloitte &
Touche  LLP  as  the  Company's independent  auditors  for  1997.
Results of stockholder voting were as follows:
<F50>
1.   Election of Directors          Votes For     Votes Withheld

     Jerry H. Ballengee            18,915,269         536,504
     William  W.  Goessel          18,921,580         530,193
     David  P.  Gruber             18,921,688         530,085
     Melvin Howard                 18,925,452         526,321
     Barbara  B.  Lucas            18,943,156         508,617
     Thomas C. McDermott           18,913,481         538,292
     James C. Miller III           18,929,053         522,720
     Peter Oddleifson              18,845,501         606,272

2.   Proposal to Ratify the Appointment of Deloitte & Touche  LLP
     as Independent Auditors for 1997:

                    Votes          Votes          Votes
                     For          Against      Abstaining
                 19,362,149        44,350        45,274


Item 6.  Exhibits and Reports on Form 8-K

     (a) Exhibit 2
            Agreement  and Plan of Merger, dated April 20,  1997,
            by   and   among   ITT   Industries,   Inc.,   George
            Acquisition Corp. and the Company (filed  as  Exhibit
            2 on page 4 of Form 8-K filed April 24, 1997.)
        
         Exhibit 4
            Stockholder  Protection  Rights  Agreement  dated  as
            of  April 21, 1997 between Goulds Pumps, Inc. and The
            Bank of New York as Rights Agent (filed as Exhibit  1
            on page 6 of Form 8-K filed April 21, 1997).

        Exhibit 10
        (a) Form of Revised Change of Control Agreements.
        (b) Form of Senior Executive Change of Control Agreements.
        (c) Amendment  to  Supplemental  Executive  Pension  Plan,
            dated as of April 16, 1997.
        (d) Amendment  to  Executive Incentive Plan,  dated  as  of
            April 4, 1997.
        (e) Amendment   to  Severance  Plan  for   U.S.   Salaried
            Employees, dated as of April 4, 1997.

        (filed as Item 9, Exhibits 4 - 8, on page 19 of Schedule
         14D-9, filed April 25, 1997.)

           Exhibit 11
             Earnings Per Share Computation

       (b) Exhibit 27
             Financial Data Schedule - filed electronically only.

       (c) No reports on  Form 8-K were filed for the three months ended  
           March 31, 1997.

<F50>

                           EXHIBIT 11

    GOULDS PUMPS, INCORPORATED AND CONSOLIDATED SUBSIDIARIES
               COMPUTATION OF EARNINGS PER SHARE
             (IN THOUSANDS, EXCEPT PER SHARE DATA)

                                                         March 31,   March 31,
                                                              1997        1996

a.    Net  earnings                                        $ 8,043     $ 7,237

b.    Actual weighted average number of shares outstanding  21,377      21,292

c.    Primary earnings per share based on actual average
      shares  outstanding  (a /  b)  (1)                   $   .38     $   .34

d.    Shares exercisable under all common stock equivalents    924         663

e.    Proceeds assuming exercise of outstanding options    $19,618     $12,859

      Reinvestment of proceeds under "Treasury Stock Method":

f.    Average market price per share during each quarter or
      market  price at quarter-end (whichever  is  higher) $ 23.63     $ 22.60

g.    Shares to be acquired (e / f)                            830         569

h.    Net increase in all common stock equivalents
      (d - g)                                                   94          94

i.    Adjusted weighted average shares  outstanding 
      (b  +  h)                                             21,471      21,386

j.   Fully  diluted earnings per share (a  /  i)           $   .37     $   .34

k.   Dilutive effect on earnings per share (c  -  j)  (2)  $   .01     $    --

(1)  Earnings per share information is based on weighted  average
     number  of  shares of common stock outstanding  during  each
     period.   No  effect  has been given to options  outstanding
     under  the  Company's  Stock Option  Plans  as  no  material
     dilutive  effect  would result from the  exercise  of  these
     options.

(2)  This  calculation is submitted in accordance with Securities
     Exchange  Act of 1934 Release No. 9038 although not required
     by  APB  Opinion  No. 15 since no material  dilutive  effect
     would result from the exercise of these options.

<F50>
                           SIGNATURE





      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.




                                  GOULDS PUMPS, INCORPORATED
                                               (Registrant)




Date: May 16, 1997                    /s/John P. Murphy
                                      John P. Murphy
                                      Vice President - Finance
                                      (Mr. Murphy is the Chief
                                      Financial Officer and has
                                      been duly authorized to
                                      sign on behalf of the
                                      Registrant.)