SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                    FORM 10-K 
(Mark One)
 [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
ACT OF 1934
                   For the fiscal year ended June 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    1-8101
                                                  ___________
Exact Name of Registrant as
Specified in Its Charter:      DDL ELECTRONICS, INC.
                             ______________________________
          DELAWARE                                       33-0213512
 _____________________________                            _____________
 State or Other Jurisdiction of                        I.R.S. Employer  
Incorporation or Organization No.                       Identification

Address of Principal Executive Offices:     2151 Anchor Court
                                            Newbury Park, CA 91320
                                           _________________________
Registrant's Telephone Number:              (805) 376-9415
                                             _________________________

Securities registered pursuant to Section 12(b) of the Act:
       Title of each class        Name of each exchange on which registered
    _________________________       ________________________________________
   Common Stock, $.01 Par Value            New York Stock Exchange
                                           Pacific Exchange
   7% Convertible Subordinated
     Debentures due May 15, 2001           New York Stock Exchange

   8-1/2% Convertible Subordinated
     Debentures due August 1, 2008         New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:   None

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 by check mark if disclosure of delinquent filers pursuant to Item 
405 of Regulation S-K is not contained herein, and will not be contained, to 
the best of registrant's knowledge, in definitive proxy or information 
statements incorporated by reference in Part III of this Form 10-K or any 
amendment to this Form 10-K.  [ ] 

The aggregate market value of the voting stock held by non-affiliates of the 
registrant based on the closing price as reported by the New York Stock 
Exchange on August 21, 1998 was $13,472,000.  The registrant had 34,088,128  
shares of Common Stock outstanding as of August 21, 1998.

                     DOCUMENTS INCORPORATED BY REFERENCE

Specified parts of the registrant's Annual Report to Stockholders for its 
fiscal year ended June 30, 1998 are incorporated by reference into Parts I 
and II hereof.  Specified parts of the registrant's Proxy Statement for its 
1998 Annual Meeting of Stockholders are incorporated by reference into Part 
III hereof.

                              EXHIBIT INDEX
                               See page 11


     THIS ANNUAL REPORT ON FORM 10-K, INCLUDING EXHIBITS THERETO, 
CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF 
THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE 
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.  THESE FORWARD-LOOKING 
STATEMENT ARE TYPICALLY IDENTIFIED BY THE WORDS "ANTICIPATES", 
"BELIEVES", "EXPECTS", "INTENDS", "FORECASTS", "PLANS", "FUTURE", 
"STRATEGY", OR WORDS OF SIMILAR MEANING.  VARIOUS IMPORTANT FACTORS THAT 
COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN 
THE FORWARD-LOOKING STATEMENTS ARE DESCRIBED AS "RISK FACTORS" IN THE 
COMPANY'S DEFINITIVE PROXY STATEMENT FILED WITH THE SECURITIES AND 
EXCHANGE COMMISSION ON JUNE 12, 1998 AND IN OTHER DOCUMENTS THE COMPANY 
HAS FILED AND FILES, FROM TIME TO TIME, WITH THE SECURITIES AND EXCHANGE 
COMMISSION.

                                 PART I

Item 1.   BUSINESS

GENERAL

     The Company is an independent provider of electronic manufacturing 
services ("EMS") to original equipment manufacturers ("OEMs") in the 
computer, telecommunications, instrumentation, medical, industrial and 
aerospace industries.  The Company also fabricates printed circuit boards 
("PCBs") for use primarily in the computer, communications and 
instrumentation industries.  Its EMS facilities are located in Southern 
California, Florida and Northern Ireland.  Its PCB facilities are located 
in Northern Ireland and primarily serve customers in Western Europe. 
 
     The Company acquired its European PCB operation in 1984.  In 1985, the 
Company entered the EMS business by acquiring its first domestic EMS 
operation, and in 1990 it started up its European EMS operation.  In fiscal 
1995, the Company liquidated or sold all assets associated with its PCB and 
EMS operations in the United States.  In fiscal 1996, the Company acquired 
SMTEK, Inc. ("SMTEK") as the first step toward rebuilding a domestic 
presence in the EMS industry.

     On June 29, 1998, the Company acquired Jolt Technology, Inc. ("Jolt"), 
an EMS provider located in Fort Lauderdale, Florida.  The acquisition of 
Jolt brings the Company an East Coast presence, has broadened the Company's 
customer base, and has expanded its involvement in the quick-turn segment 
of the EMS market.  The acquisition of Jolt was recorded under the pooling-
of-interests method of accounting.

     The Company was incorporated in California in 1959 and was 
reincorporated in Delaware in 1986.  The Company's principal executive 
offices are located at 2151 Anchor Court, Newbury Park, California 91320, 
telephone (805) 376-9415.


FINANCIAL INFORMATION BY BUSINESS SEGMENT AND GEOGRAPHICAL AREA

     As indicated above, the Company operates in two business segments: 
electronic manufacturing services and printed circuit board fabrication.  
Information with respect to these segments' sales, operating income, 
identifiable assets, depreciation and amortization, and capital 
expenditures for each of the last three fiscal years is set forth in Note 
11 to the consolidated financial statements of the accompanying 1998 Annual 
Report to Stockholders. Such information is incorporated herein by 
reference and is made a part hereof.


INDUSTRY OVERVIEW

     Electronic Manufacturing Services Industry

     The EMS industry's revenues in the United States were estimated by the 
Institute for Interconnecting and Packaging Electronic Circuits (known as 
the "IPC") to be $18 billion in 1997.  As a result of the continued trend 
toward outsourcing manufacturing services on the part of electronic 
equipment OEMs, the EMS industry in the United States grew in excess of 20% 
annually from 1990 to 1997, according to IPC estimates.  The Company 
expects the trend toward outsourcing to continue and to result in continued 
growth in the EMS industry.

     The EMS industry can be classified into three segments: high-volume, 
medium-volume and low-volume.  The Company focuses on the medium-volume 
segment.  Manufacturers in this segment are highly fragmented and 
competitive.  Customer bases tend to be highly concentrated, with two or 
three customers typically accounting for a significant portion of an EMS 
provider's total revenue.
 
     Two principal assembly techniques are employed in providing higher-
margin, higher-complexity contract manufacturing in the medium-volume EMS 
market segment: surface mount technology ("SMT"), which accounts for the 
majority of manufacturing; and through-hole technology.  Management 
believes that the medium-volume EMS market is continuing to move toward SMT 
as the preferred manufacturing technique, mainly because semiconductors 
have continued to decline in size, thereby lowering manufacturing 
tolerances.

     Description of Products and Services - EMS
     
     Production of electronic assemblies for a customer is only performed 
when a firm order is received.  Customer cancellations of orders are 
infrequent and are subject to cancellation charges.  More often, a customer 
will delay shipment of orders based on its actual or anticipated needs. 
Electronic assemblies are produced based on one of two general methods, 
either "turnkey" (where the Company provides all materials, labor and 
equipment associated with producing the customers' product) or "consigned" 
(the Company provides labor and equipment only for manufacturing product).  

     The Company's EMS operations provide both turnkey and consignment 
electronic manufacturing services using surface mount and through-hole 
interconnection technologies.  The Company conducts the EMS portion of its 
business through its SMTEK and Jolt subsidiaries in the U.S. and through 
its DDL Electronics Limited ("DDL-E") subsidiary in Europe. SMTEK, Jolt and 
DDL-E do not fabricate any of the components or PCBs used in these 
processes.  EMS sales represented approximately 84%, 80% and 69% of the 
Company's consolidated sales for the fiscal years ended June 30, 1998, 1997 
and 1996, respectively. 

    Since turnkey electronic contract manufacturing may be a substitute for 
all or some portion of a customer's captive EMS capability, continuous 
communication between the Company and the customer is critical.  To 
facilitate such communication, the Company's EMS businesses maintain customer 
service departments whose personnel work closely with the customer throughout 
the assembly process.  The Company's engineering and service personnel 
coordinate with the customer on the implementation of new and re-engineered 
products, thereby providing the customer with feedback on such issues as ease 
of assembly and anticipated production lead times.  Component procurement is 
commenced after component specifications are verified and approved sources 
are confirmed with the customer.  Concurrently, assembly routing and 
procedures for conformance with the workmanship standards of IPC are defined 
and planned.  Additionally, in-circuit test fixtures are designed and 
developed.  In-circuit tests are normally performed on all assembled circuit 
boards for turnkey projects.  Such tests verify that components have been 
properly inserted and meet certain functional standards and that electrical 
circuits are properly completed.  In addition, under protocols specified by 
the customer, the Company performs customized functional tests designed to 
ensure that the board or assembly will perform its intended function.  The 
Company's personnel monitor all stages of the assembly process in an effort 
to provide flexible and rapid responses to the customer's requirements, 
including changes in design, order size and delivery schedule.

    The materials procurement element of the Company's turnkey services 
consists of the planning, purchasing, expediting and financing of the 
components and materials required to assemble a board-level or system-level 
assembly.  Customers have increasingly required the Company and other 
independent providers of electronic manufacturing services to purchase some 
or all components directly from component manufacturers or distributors and 
to finance the components and materials.  In establishing a turnkey 
relationship with an independent provider of electronic manufacturing 
services, a customer typically incurs costs in qualifying that EMS provider 
and, in some cases, its sources of component supply, refining product design 
and developing mutually compatible information and reporting systems.  With 
this relationship established, the Company believes that customers experience 
significant difficulty in expeditiously and effectively reassigning a turnkey 
project to a new assembler or in taking on the project themselves.  At the 
same time, the Company faces the obstacle of attracting new customers away 
from existing EMS providers or from performing services in-house.

     Printed Circuit Board Industry

     The PCB fabrication industry historically served as additional 
capacity to electronic equipment OEMs' captive manufacturing facilities.  
However, as electronic products have become more sophisticated, the board 
manufacturing processes have become much more advanced, requiring greater 
capital investment and manufacturing expertise.  As a result, OEMs have 
outsourced substantially all of their PCB manufacturing requirements.

     Description of Products and Services--PCB Fabrication
     
     Printed circuit boards are the basic platforms used to interconnect
microprocessors, integrated circuits and other components essential to the
functioning of electronic products.  PCBs range from simple single- and 
double-sided boards to multilayer boards with more than 20 layers.  Single-
sided PCBs are used in electronic games and automobile ignition systems, 
whereas multilayer PCBs are used in more advanced applications such as 
computers, office equipment, communications, instrumentation and defense 
systems.

     PCBs consist of fine lines of a conductive material, such as copper, 
which are bonded to a non-conductive panel, typically rigid laminated epoxy 
glass.  The conductive pathways in the PCBs form electrical circuits and 
replace wire as a means of connecting electronic components.  On 
technologically advanced multilayer boards, conductive pathways between 
layers are connected with traditional plated through-holes and may 
incorporate surface mount technology. "Through-holes" are holes drilled 
entirely through the board that are plated with a conductive material and 
constitute the primary connection between the circuitry on the different 
layers of the board and the electronic components attached to the boards 
later.  "Surface mount" boards are boards on which electrical components 
are soldered onto the surface instead of being inserted into through-holes.  
Although substantially more complex and difficult to produce, surface mount 
boards can substantially reduce wasted space associated with through-hole 
technology and permit greatly increased surface and inner layer densities.  

     The Company fabricates and sells advanced, multilayer PCBs based on 
designs and specifications provided by the Company's customers.  These 
specifications are developed either solely through the design efforts of 
the customer or through the design efforts of the customer working together 
with the Company's design and engineering staff.  Customers submit requests 
for quotations on each job and the Company prepares bids based on its own 
cost estimates.  

     The development of increasingly sophisticated electronic equipment, 
which combines higher performance and reliability with reduced size and 
cost, has created a demand for increased complexity, miniaturization and 
density in electronic circuitry.  In response to this demand, multilayer 
technology is advancing rapidly on many fronts, including the widespread 
use of surface mount technology.  More sophisticated boards are being 
created by decreasing the width of the tracks on the board and increasing 
the amount of circuitry that can be placed on each layer.  Fabricating 
advanced multilayer PCBs requires high levels of capital investment and 
complex, rapidly changing production processes.

The Company conducts its PCB fabrication business through its Irlandus 
Circuits Limited ("Irlandus") subsidiary located in Northern Ireland.  PCB 
sales represented approximately 16%, 20% and 31% of the Company's 
consolidated sales for the fiscal years ended June 30, 1998, 1997 and 1996, 
respectively, with multilayer boards constituting a substantial portion of 
the sales.
 

MARKETS AND CUSTOMERS

     The Company's sales in the EMS and PCB fabrication businesses and the 
percentage of its consolidated sales to the principal end-user markets it 
serves for the last three fiscal years were as follows (dollars in 
thousands):

                                        Year ended June 30 
                       ----------------------------------------------------
    Markets                1998                1997                1996 
 ------------          ------------        ------------        ------------
Computer             $ 4,935    9.3%     $ 4,622    9.0%     $ 4,457   12.5%
Telecommunications    10,062   18.9        7,233   14.0        4,268   12.0
Commercial avionics   11,333   21.3        9,838   19.1        2,329    6.6
Space and satellites   2,729    5.1        2,065    4.0          949    2.7
Banking automation     7,344   13.8        8,089   15.6        3,155    8.9 
Industrial controls
 & instrumentation     3,934    7.4        7,189   13.9        4,767   13.4
Medical                3,428    6.4        2,609    5.1        4,880   13.8
Defense                4,802    9.0        4,666    9.0        3,897   11.0
Other                  4,698    8.8        5,329   10.3        6,788   19.1
                      ------  -----       ------  -----       ------  -----
    Total            $53,265  100.0%     $51,640  100.0%     $35,490  100.0%
                      ======  =====       ======  =====       ======  =====

    The Company markets its EMS and PCB fabrication services through both a 
direct sales force and independent manufacturers' representatives.  The 
Company's marketing strategy is to develop close relationships with, and to 
increase sales to, certain existing and new major EMS and PCB fabrication 
customers.  This includes becoming involved at an early stage in the design 
of PCBs for these customers' new products.  The Company believes that this 
strategy is necessary to keep abreast of rapidly changing technological 
needs and to develop new EMS and PCB fabrication processes, thereby 
enhancing the Company's EMS and PCB capabilities and its position in the 
industry.  As a result of this strategy, however, fluctuations experienced 
by one or more of these customers in demand for their products may have and 
have had adverse effects on the Company's sales and profitability.

    During fiscal 1998, the Company's EMS and PCB businesses served 
approximately 96 and 133 customers, respectively.  The Company's five 
largest customers accounted for 55%, 46% and 35% of consolidated sales 
during fiscal years 1998, 1997 and 1996, respectively.  In fiscal 1998, the 
Company's three largest customers accounted for 19.9%, 13.8% and 13.8% of 
consolidated sales, respectively.  No other customer accounted for more 
than 10% of consolidated sales.


RAW MATERIALS AND SUPPLIERS

     In its EMS business, the Company uses numerous suppliers of electronic 
components and other materials.  The Company's customers may specify the 
particular manufacturers and components, such as the Intel Pentium 
microprocessor, to be used in the EMS process.  To the extent these 
components are not available on a timely basis or are in short supply 
because of allocations imposed by the component manufacturer, and the 
customer is unwilling to accept a substitute component, delays may occur.  
Such delays are experienced in the EMS business from time to time and have 
caused sales and inventory fluctuations in the Company's EMS business.

    The principal materials used by the Company in its PCB fabrication 
processes are copper laminate, epoxy glass, copper alloys, gold and various 
chemicals, all of which are readily available to the Company from various 
sources.  The Company believes that its sources of materials for its 
fabrication business are adequate for its needs and that it is not 
substantially dependent upon any one supplier.


INDUSTRY CONDITIONS AND COMPETITION

     The markets in which the EMS and PCB fabrication businesses operate 
are intensely competitive and have experienced excess production capacity 
during the past few years.  Seasonality is not a significant factor in the 
EMS and PCB fabrication businesses.  Competition is principally based on 
price, product quality, technical capability and the ability to deliver 
products on schedule.  Both the price of and the demand for EMS and PCBs 
are sensitive to economic conditions, changing technologies and other 
factors.  The technology used in EMS and fabrication of PCBs is widely 
available, and there are a large number of domestic and foreign 
competitors.  Many of these firms are larger than the Company and have 
significantly greater financial, marketing and other resources.  Many of 
the Company's competitors have also made substantial capital expenditures 
in recent years and operate technologically advanced EMS and PCB 
fabrication facilities.  Furthermore, some of the Company's customers have 
substantial in-house EMS capabilities.  There is a risk that when these 
customers are operating at less than full capacity they will use their own 
facilities rather than contract with the Company.  Despite this risk, 
management believes that the Company has not experienced a significant loss 
of business to OEMs' captive assembly operations. 

BACKLOG  

     At June 30, 1998, 1997 and 1996, the Company's backlog was 
$36,209,000, $28,587,000 and $17,669,000, respectively.  Backlog is 
comprised of orders believed to be firm for products that have scheduled 
shipment dates during the next 12 months.  Some orders in the backlog may 
be canceled under certain conditions.  Historically, a substantial portion 
of the Company's orders have been for shipment within 90 days of the 
placement of the order and, therefore, backlog information as of the end of 
a particular period is not necessarily indicative of trends in the 
Company's business.  In addition, the timing of orders from major customers 
may result in significant fluctuations in the Company's backlog and 
operating results from period to period.

ENVIRONMENTAL REGULATION 

     The Company is currently involved in certain remediation and 
investigative studies regarding soil and groundwater contamination at 
the site of a former printed circuit board manufacturing plant in 
Anaheim, California which was leased by one of the Company's 
subsidiaries, Aeroscientific Corp., which is now an inactive, 
insolvent subsidiary.  Management, based in part on consultations 
with outside environmental engineers and scientists, believes that 
the total remaining costs to clean up this site will not exceed 
$600,000.  The remaining costs to be incurred to remediate this site 
will be borne partially by the property owner under a cost sharing 
agreement entered into several years ago.  At June 30, 1998, the 
Company had a reserve of $528,000, which management believes is 
adequate to cover its share of future remediation costs at this site.  
It is possible, however, that these future remediation costs could 
differ significantly from the estimates, and that the Company's 
portion could exceed the amount of its reserve.  The Company's 
liability for remediation in excess of its reserve could have a 
material adverse impact on its business, financial condition and 
results of operations. 

EMPLOYEES  

     At June 30, 1998, the Company had approximately 530 employees.


Item 2.  PROPERTIES

     SMTEK conducts its operations from a 45,000 square foot facility which 
is leased through May 31, 2000.  The monthly rent was approximately $29,000 
during fiscal 1998 and is subject to a 4% increase each year.  SMTEK has 
the option to extend the lease term for three renewal periods of three 
years each.  The lease rate during the renewal periods is subject to 
adjustment based on changes in the Consumer Price Index for the local area.
  
     Jolt occupies an 8,400 square foot facility which is leased through 
October 31, 1998 for $7,100 per month.  Jolt management is currently in 
negotiations with the landlord concerning an extension of the lease, and 
management expects that the lease will be renewed for an additional one 
year term.  In the event the lease is not renewed, management believes that 
there is sufficient vacant industrial space in the local vicinity to enable 
Jolt to relocate without unduly disrupting its operations.

     DDL-E conducts its operations from a 67,000 square foot facility in 
Northern Ireland that was purchased in 1989.  Prior to DDL-E commencing 
operations in the spring of 1990, approximately 1.6 million pounds sterling 
(approximately $2,700,000) was expended on auto-insertion equipment, 
surface mount device placement equipment, wave solder equipment, visual 
inspection equipment and automated test equipment.  The Company believes 
that this facility possesses the technology required to compete effectively 
and that the facility is capable of supporting projected growth for up to 
the next two years.

     Irlandus owns and occupies a 63,000 square foot production facility 
and an adjacent 9,000 square foot office and storage facility.  Irlandus' 
existing capacity is expected to be adequate to meet anticipated order 
levels for the next three years.

    The following table lists principal plants and properties of the 
Company and its subsidiaries:
                                                       Owned
                                            Square       or
         Location                           Footage    Leased
       ------------                         ------     ------
  Newbury Park, California                   45,000     Leased 
  Fort Lauderdale, Florida                    8,400     Leased
  Craigavon, Northern Ireland                63,000     Owned
  Craigavon, Northern Ireland                67,000     Owned
  Craigavon, Northern Ireland                 9,000     Owned

     The Northern Ireland properties are pledged as security for 
installment loans payable to the Industrial Development Board for Northern 
Ireland, from which the properties were purchased.  These loans had an 
aggregate outstanding balance of approximately $1,214,000 at June 30, 1998.  


Item 3.  LEGAL PROCEEDINGS

     No material legal proceedings are presently pending as to which the 
Company or any of its properties is subject.


Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     At the 1997 Annual Meeting of Stockholders held on June 29, 1998, 
Charlene A. Gondek was elected a Class I director and Gregory L. Horton was 
elected a Class II director.  Directors whose terms of office continued 
after the meeting were Karen Beth Brenner, Richard K. Vitelle and Thomas M. 
Wheeler.  In addition to the election of directors, the stockholders 
approved the acquisition of Jolt Technology, Inc. for 9 million shares of 
the Company's common stock and an amendment to the Certificate of 
Incorporation to increase the number of authorized shares of common stock 
from 50 million to 75 million shares.  There were 24,613,666 shares of 
common stock outstanding and entitled to vote at this meeting.  Following is 
a summary of the voting:


                                               Votes 
                                             Against or   Votes 
                                  Votes For   Withheld  Abstained  Unvoted
                                  --------    -------    -------   -------
Election of Charlene A. Gondek
 as Class I director             19,641,063    170,580 

Election of Gregory L. Horton
 as Class II director            20,890,231    170,580 

Approval of acquisition of 
 Jolt Technology, Inc.           12,325,393    179,561   93,968  12,014,744

Approval of increase in
 authorized shares of  
 common stock                    18,958,705  1,640,573   86,949   3,927,439


The acquisition of Jolt Technology, Inc. required the affirmative vote 
of a majority of the shares actually voted, while the increase in authorized 
shares required the affirmative vote of all outstanding shares of common 
stock.
     

                                PART II

Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER 
         MATTERS      

     The information set forth under the caption "Market and Dividend 
Information" in the Company's 1998 Annual Report to Stockholders is 
incorporated herein by reference and made a part hereof.

Item 6.  SELECTED FINANCIAL DATA

     The information set forth under the caption "Five-Year Financial 
Summary" in the Company's 1998 Annual Report to Stockholders is 
incorporated herein by reference and made a part hereof.

Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

     The information set forth under the caption "Management's Discussion 
and Analysis of Financial Condition and Results of Operations" ("MD&A") in 
the Company's 1998 Annual Report to Stockholders is incorporated herein by 
reference and made a part hereof.

Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     Reference is made to the financial statements later in this Report 
under Item 14(a)(1).

Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE 

     Not applicable.



PART III

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
    
     This information is incorporated by reference to the Company's proxy 
statement for its 1998 Annual Meeting of Stockholders.

Item 11. EXECUTIVE COMPENSATION

     This information is incorporated by reference to the Company's proxy 
statement for its 1998 Annual Meeting of Stockholders.

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     This information is incorporated by reference to the Company's proxy 
statement for its 1998 Annual Meeting of Stockholders.

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     This information is incorporated by reference to the Company's proxy 
statement for its 1998 Annual Meeting of Stockholders.

                                PART IV

Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS OF FORM 8-K
                                                         
                                                           1998 Annual
                                                            Report to
                                                           Stockholders
                                                              ------
(a)(1) List of Financial Statements

List of data incorporated by reference:
  Report of KPMG Peat Marwick LLP on consolidated
   financial statements                                         10 
  Consolidated balance sheets as of June 30, 1998
   and 1997                                                     11 
  Consolidated statements of operations for the
   years ended June 30, 1998, 1997 and 1996                     13 
  Consolidated statements of cash flows for the
   years ended June 30, 1998, 1997 and 1996                     14 
  Consolidated statements of stockholders'
   equity (deficit) for the years ended June 30,
   1998, 1997 and 1996                                          15
  Notes to consolidated financial statements                    16

(a)(2)  Financial Statement Schedules
   The financial statement schedules are omitted
   because they are either not applicable or the
   information is included in the notes to 
   consolidated financial statements.
                                                    Form 10-K
                                                     -------
(a)(3)  List of Exhibits:                   
      Exhibit Index                                     11

(b) Reports on Form 8-K:
      On July 15, 1998, the Company filed a Current Report on Form 8-K 
regarding the acquisition of Jolt Technology, Inc.


                                 SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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, on 
August 27, 1998.

                                          DDL ELECTRONICS, INC.


                                          /s/ Gregory L. Horton 
                                         -----------------------
                                         Gregory L. Horton
                                         Chief Executive Officer, 
                                          President and Chairman
                                          of the Board of Directors


     Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the
dates indicated.


      Signature                      Title                      Date
         
/s/ Gregory L. Horton        Chief Executive Officer,       August 27, 1998
-----------------------       President and Chairman      ------------------
   Gregory L. Horton          of the Board


/s/ Richard K. Vitelle       Vice President-Finance and     August 27, 1998
-----------------------       Administration, Chief       ------------------
   Richard K. Vitelle         Financial Officer, Treasurer,
                              Secretary and Director

/s/ Karen B. Brenner         Director                       August 27, 1998
-----------------------                                   ------------------
   Karen B. Brenner


/s/ Charlene A. Gondek       Director                       August 27, 1998     
-----------------------                                   ------------------
   Charlene A. Gondek


/s/ Thomas M. Wheeler        Director                       August 27, 1998     
-----------------------                                   ------------------
   Thomas M. Wheeler


                               EXHIBIT INDEX

Exhibit
Number    Description
------    -----------

2.1	   Agreement and Plan of Merger dated May 28, 1998 among the 
         Company, Jolt Technology, Inc. and the shareholders of Jolt 
         Technology, Inc. (incorporated by reference to Appendix A of the 
         Company's Definitive Proxy Statement dated June 12, 1998). 

 3.1      Amended and Restated Certificate of Incorporation of the 
          Company (incorporated by reference to Exhibit 4.1 of the 
          Company's Registration Statement on Form S-8, Commission File 
          No. 33-7440).

 3.2      Bylaws of the Company, amended and restated effective March 
          1995 (incorporated by reference to Exhibit 3-b of the 
          Company's 1995 Annual Report on Form 10-K).

 4.1      Certificate of Designation, Preferences and Rights of Series A 
          Junior Participating Preferred Stock of the Company 
          (incorporated by reference to Exhibit 4.2 of the Company's 
          Registration Statement on Form S-8, Commission File No. 33-7440).

 4.2      Certificate of Designation, Preferences and Rights of Series B 
          Convertible Preferred Stock of the Company (incorporated by 
          reference to Exhibit 4.3 of the Company's Registration 
          Statement on Form S-8, Commission File No. 33-7440).

 4.3      Indenture dated July 15, 1988, applicable to the Company's
          8-1/2% Convertible Subordinated Debentures due August 1, 2008
          (incorporated by reference to Exhibit 4-c of the Company's 1988 
          Annual Report on Form 10-K). 

 4.3.1    Supplemental Indenture relating to the Company's 8-1/2% 
          Convertible Subordinated Debentures due August 1, 2008 
          (incorporated by reference to Exhibit 4-b of the Company's 
          1991 Annual Report on Form 10-K).

 4.4      Indenture relating to the Company's 7% Convertible 
          Subordinated Debentures due 2001 (incorporated by reference to 
          Exhibit 4-c of the Company's 1991 Annual Report on Form 10-K).

 4.5      Rights Agreement dated as of June 10, 1989, between the 
          Company and Bank of America, as Rights Agent (incorporated by 
          reference to Exhibit 1 to the Company's Report on Form 8-K 
          dated June 15, 1989).

 4.5.1    Amendment to Rights Agreement dated as of February 21, 1991, 
          amending the Rights Agreement dated as of June 10, 1989, 
          between the Company and Bank of America, as Rights Agent 
          (incorporated by reference to Exhibit 4.7 of Registration 
          Statement No. 33-39115). 

 4.6      Series C Warrant Agreement dated as of July 1, 1995 between
          the Company and Fechtor, Detwiler & Co., Inc. covering 250,000
          shares and expiring on June 30, 2000 (incorporated by reference 
          to Exhibit 4-f of the Company's Registration Statement on Form
          S-3, Commission File No. 333-02969).

 4.7      Series C Warrant Agreement dated as of July 1, 1995 between
          the Company and Fortuna Capital Management covering 100,000
          shares and expiring on June 30, 2000 (incorporated by reference 
          to Exhibit 4-g of the Company's Registration Statement on Form
          S-3, Commission File No. 333-02969).

 4.8      Series C Warrant Agreement dated as of July 1, 1995 between
          the Company and Karen Brenner covering 50,000 shares and expiring
          on June 30, 2000 (incorporated by reference to Exhibit 4-h of
          the Company's Registration Statement on Form S-3, Commission
          File No. 333-02969).
         
 4.9      Series C Warrant Agreement dated as of July 1, 1995 between
          the Company and Barry Kaplan covering 15,000 shares and expiring 
          on June 30, 2000  (incorporated by reference to Exhibit 4-k of
          the Company's Registration Statement on Form S-3, Commission
          File No. 333-02969).

 4.10     Series D Warrant Agreement dated as of July 1, 1995 between
          the Company and Charles Linn Haslam covering 250,000 shares
          and expiring on June 30, 2000 (incorporated by reference to
          Exhibit 4-i of the Company's Registration Statement on Form
          S-3, Commission File No. 333-02969).
         
 4.11     Form of Series E Warrant dated February 29, 1996 covering an
          aggregate 1,500,000 shares and expiring on February 28, 2001
          (incorporated by reference to Exhibit 4-n of the Company's
          Registration Statement on Form S-3, Commission File No.
          333-02969).
 
 4.12     Form of Warrant and Contingent Payment Agreement for Series G
          Warrants dated as of March 31, 1996 between the Company and
          each of several former officers, key employees and directors
          of the Company under various consulting agreements and
          deferred fee arrangements covering an aggregate 595,872 shares
          expiring on June 1, 1998 (incorporated by reference to Exhibit
          4-l of the Company's Registration Statement on Form S-3,
          Commission File No. 333-02969).

 4.13     Form of Warrant Agreement for Series H Warrants dated July 1,
          1995 among the Company and each of several current or former
          non-employee directors covering an aggregate of 300,000 shares
          expiring on June 30, 2000 (incorporated by reference to
          Exhibit C of the Company's Definitive Proxy Statement dated June 
          14, 1996).
 
 4.14     Debt Term Sheet dated June 30, 1997 between the Company and Thomas 
          M. Wheeler (incorporated by reference to Exhibit 4.16 of the 
          Company's 1997 Annual Report on Form 10-K). 

 4.14.1   Secured promissory note dated June 30, 1997 in the principal amount 
          of $2 million between the Company and Thomas M. Wheeler 
          (incorporated by reference to Exhibit 4.16.1 of the Company's 
          1997 Annual Report on Form 10-K).

 4.14.2   Collateral Security Stock Pledge Agreement dated June 30, 1997 
          between the Company and Thomas M. Wheeler (incorporated by   
          reference to Exhibit 4.16.2 of the Company's 1997 Annual Report 
          on Form 10-K).

 10.1     1985 Stock Incentive Plan (incorporated by reference to
          Exhibit 4a of Registration Statement No. 33-3172).

 10.2     1987 Stock Incentive Plan (incorporated by reference to 
          Exhibit 4a of Registration Statement No. 33-18356)

 10.3     1991 General Nonstatutory Stock Option Plan (incorporated by 
          reference to Exhibit 10-cf of the Company's 1993 Annual Report
          on Form 10-K).

 10.4     1993 Stock Incentive Plan (incorporated by reference to
          Exhibit 4.7 of the Company's Registration Statement on Form
          S-8, Commission file No. 33-74400).

 10.5     1996 Stock Incentive Plan (incorporated by reference to 
          Exhibit A of the Company's Proxy Statement for the fiscal 1995 
          Annual Stockholders Meeting). 

 10.6     1996 Non-Employee Directors Stock Option Plan (incorporated by 
          reference to Exhibit B of the Company's Proxy Statement for the
          fiscal 1995 Annual Stockholders Meeting).

 10.7     Form of Indemnity Agreement with officers and directors
          (incorporated by reference to Exhibit 10-o of the Company's
          1987 Annual Report on Form 10-K).

 10.8     Standard Industrial Lease-Net dated August 1, 1984, among the
          Company, Aeroscientific Corp., and Bradmore Realty Investment
          Company, Ltd. (incorporated by reference to Exhibit 10-w of
          the Company's 1990 Annual Report on Form 10-K).

 10.8.1   Second Amendment to Lease among Bradmore Realty Investment
          Company, Ltd., the Company and the Company's Aeroscientific
          Corp. subsidiary, dated July 2, 1993 (incorporated by
          reference to Exhibit 10-cd of Registration Statement No.
          33-63618).

 10.9     Standard Industrial Lease - Net dated October 15, 1992,
          between L.N.M. Corporation-Desert Land Managing Corp. and the
          Company's A.J. Electronics, Inc. subsidiary (incorporated by
          reference to Exhibit 10.2 of the Company's Quarterly Report on
          Form 10-Q for the quarter ended October 2, 1993).

 10.10    Grant Agreement dated August 29, 1989, between DDL Electronics
          Limited and the Industrial Development Board for Northern Ireland  
          ("IDB") (incorporated by reference to Exhibit 10.29 of the 
          Company's Registration Statement No. 33-39115).

 10.10.1  Agreement dated May 2, 1996, between DDL Electronics Limited
          and the IDB amending the Grant Agreement dated August 29,
          1989, between DDL Electronics and the IDB (incorporated by 
          reference to Exhibit 10.11.1 filed with the Company's 1996 Annual 
          Report on Form 10-K).


 10.11    Form of Land Registry for the Company's Northern Ireland 
          subsidiaries dated November 4, 1993 (incorporated by reference 
          to Exhibit 10.1 of the Company's Quarterly Report of Form 10-Q 
          for the quarter ended September 30, 1993).

 10.12    Business Financing Agreement dated August 21, 1996 between SMTEK,
          Inc. and Deutsche Financial Services Corporation (incorporated by
          reference to Exhibit 10 of the Company's Quarterly Report on Form 
          10-Q for the quarter ended September 30, 1996).

 10.13    Employment Agreement and Letter of Understanding and Agreement
          dated October 15, 1995 between the Company and Gregory L. 
          Horton (incorporated by reference to Exhibit 99.2 filed with 
          the Company's Current Report on Form 8-K dated January 12, 
          1996).

 10.14    Employment Agreement dated September 12, 1996 between the 
          Company and Richard K. Vitelle (incorporated by reference to
          Exhibit 10.15 filed with the Company's 1996 Annual Report on 
          Form 10-K).

 11       Statement re Computation of Per Share Earnings (incorporated by 
          reference to Note 9 to the consolidated financial statements of
          the 1998 Annual Report to Stockholders).

 13       Annual Report to security holders.

 21       Subsidiaries of the Registrant.

 23       Consent of KPMG Peat Marwick LLP.

 27       Financial Data Schedule.

 99       Undertaking for Form S-8 Registration Statement.