SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                 FORM 10-K/A
                               Amendment No. 1

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

   For the fiscal year ended December 28, 1997.
                                     OR
   [  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
        SECURITIES EXCHANGE ACT OF 1934

   Commission file number 1-10182

                          SCOTSMAN INDUSTRIES, INC.
           (Exact name of registrant as specified in its charter)

   Delaware                                            36-3635892
   (State of incorporation)         (I.R.S. Employer Identification No.)

   820 Forest Edge Drive, Vernon Hills, Illinois       60061
   (Address of principal executive offices)            (Zip Code)

   Registrant's telephone number, including area code: (847) 215-4500

   Securities registered pursuant to Section 12(b) of the Act:

                                           Name of each exchange
   Title of each class                     on which registered
   -------------------                     ---------------------
     
   Common stock, $0.10 par value           New York Stock Exchange
   Common stock purchase rights,           New York Stock Exchange
   no par value

   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<PAGE>





   or information statements incorporated by reference in Part III of
   this Form 10-K/A or any amendment to this Form 10-K/A. [   ]

   At March 4, 1998 there were 10,576,597 shares of registrant's common
   stock outstanding, and the aggregate market value of the voting stock
   held by nonaffiliates of the registrant as of such date was
   approximately $307.6 million.

                     DOCUMENTS INCORPORATED BY REFERENCE

   Registrant's definitive Proxy Statement for its 1998 Annual Meeting of
   Shareholders to be held on May 14, 1998 (the "1998 Proxy Statement"):
   Part III.
<PAGE>



   The registrant is filing this Form 10-K/A (Amendment No. 1) for the
   sole purpose of adding additional exhibits to its Annual Report on
   Form 10-K for the fiscal year ended December 28, 1997.  The additional
   exhibits consist of financial data schedules containing restated
   earnings per share figures reflecting the adoption of Statement of
   Financial Accounting Standards No. 128, "Earnings Per Share."



                                 SIGNATURES


   Pursuant to the requirements of the Securities Exchange Act of 1934,
   the registrant has duly caused this amendment to be signed on its
   behalf by the undersigned thereunto duly authorized.




                                           SCOTSMAN INDUSTRIES, INC.



   Date: June 25, 1998                     By: /s/ Donald D. Holmes
                                           --------------------------
                                           Donald D. Holmes
                                           Vice President - Finance<PAGE>




<TABLE>
<CAPTION>
                                EXHIBIT INDEX
          Exhibit                                                                                   Page Number
           Number                                    Description1                                   of Exhibit
          <S>           <C>                                                                         <C>
            2.1         Agreement  and Plan of Merger, dated as of February 2, 1997, among the   
                        Company,  K  Acquisition  Corp.,  and  Kysor  Industrial   Corporation
                        (incorporated  herein  by  reference   from  Exhibit  (c)(1)  to   the
                        Company's Tender  Offer Statement  on Schedule  14D-1, filed with  the
                        Commission on February 7, 1997),  as amended by the First Amendment to
                        Agreement and Plan of Merger, dated as of  March 7, 1997 (incorporated
                        herein by reference to the Company's 8-K, dated March 8, 1997).

            2.2         Asset Purchase Agreement  dated as of February 2, 1997,  among Kuhlman
                        Corporation, Transpro  Group, Inc., Kysor  Industrial Corporation, and
                        certain  subsidiaries of  Kysor  Industrial Corporation  (incorporated
                        herein by reference to Exhibit (c)(2) of  the Company's Schedule 14D-1
                        filed with the Commission on February 7, 1997).

            2.3         Agreement for  the Sale, Purchase and  Assignment of the  Entire Share
                        Capital   of  Hartek   Beverage  Handling   GmbH  and   Hartek  Awagem
                        Vertriebsges, m.b.H., dated December  31, 1995, among Hartek  Beverage
                        Handling  B.V., Hartwall Bolagen AB,  Scotsman Group Inc. and Scotsman
                        Industries, Inc.  (incorporated herein by  reference to  the Company's
                        10-K for the fiscal year ended December 31, 1995).

            2.4         Agreement and  Plan of  Merger, dated  as of January  11, 1994,  among
                        Scotsman  Industries,  Inc.,  Scotsman  Acquisition  Corporation,  DFC
                        Holding Corporation, The  Delfield Company, Onex Corporation, Onex DHC
                        LLC, Pacific Mutual  Life Insurance Co., PM Group Life  Insurance Co.,
                        EJJM, Matthew O.  Diggs, Jr., Timothy C. Collins, W.  Joseph Manifold,
                        Charles R.  McCollom, Anita J. Moffatt  Trust, Anita J.  Moffatt, Remo
                        Panella, Teddy F.  Reed, Robert L. Schafer, Graham E.  Tillotson, John
                        A.  Tilmann Trust,  John  A. Tilmann,  Kevin  E. McCrone,  Michael  P.
                        McCrone, Ronald  A. Anderson and  Continental Bank  N.A. (incorporated
                        herein by reference to  the Company's 8-K, dated January 13, 1994), as
                        amended by the  First Amendment thereto,  dated as of  March 17,  1994
                        (incorporated  herein  by  reference to  the  Company's  10-K  for the
                        fiscal year ended January 2, 1994).

            2.5         Share  Acquisition Agreement,  dated  as  of January  11,  1994, among
                        Scotsman  Industries, Inc.,  Whitlenge Acquisition  Limited, Whitlenge
                        Drink  Equipment  Limited,  Timothy   C.  Collins,  Graham  F.   Cook,
                        Christopher  R.L.  Wheeler,  Michael  de St.  Paer  and  John  Rushton
                        (incorporated herein by reference to the Company's 8-K, dated  January
                        13, 1994),  as amended  by the  First Amendment  thereto, dated as  of
                        March 17, 1994 (incorporated herein by reference  to the Company's 10-
                        K for the fiscal year ended January 2, 1994).

            3.1         Restated  Certificate of  Incorporation of  the  Company (incorporated
                        herein by reference to  the Company's 10-K for  the fiscal year  ended
                        December 31, 1989).

            3.2         By-Laws of the Company,  as amended (incorporated herein  by reference
                        to the Company's 8-K, dated June 21, 1991).<PAGE>
          Exhibit                                                                                   Page Number
           Number                                    Description1                                   of Exhibit

             4          Rights  Agreement  dated  as  of  April   14,  1989  between  Scotsman
                        Industries, Inc. and Harris Trust & Savings Bank  (incorporated herein
                        by  reference to the Company's 8-K,  dated April 25, 1989), as amended
                        by  Amendment   No.  1   thereto,  dated  as   of  January  11,   1994
                        (incorporated   herein  by  reference  to  Scotsman  Industries,  Inc.
                        Amendment No.  4 to  General Form  for Registration  of Securities  on
                        Form  10/A,  as  filed  with the  Commission  on  January  27,  1994),
                        Amendment 2  thereto, dated  as  of  February 10,  1998  (incorporated
                        herein by  reference to the Company's  8-K, dated February  10, 1998),
                        and Amendment 3  thereto, dated as of February 11,  1998 (incorporated
                        herein by reference to the Company's 8-K, dated February 10, 1998).

            10.1        Reorganization and Distribution Agreement  dated as of March 15, 1989,
                        by and  among Household International,  Inc., Eljer  Industries, Inc.,
                        Schwitzer, Inc. and  Scotsman Industries, Inc. (incorporated herein by
                        reference to the Company's 8-K, dated April 25, 1989).

            10.2        Tax  Sharing Agreement  dated as  of March  15,  1989 among  Household
                        International,  Inc.,  Eljer  Industries,  Inc.,  Schwitzer,  Inc. and
                        Scotsman  Industries, Inc.  (incorporated herein  by reference  to the
                        Company's 8-K, dated April 25, 1989).

            10.3        Benefits  and  Labor  Agreement  dated as  of  March  15,  1989  among
                        Household  International,  Inc.,  Eljer Industries,  Inc.,  Schwitzer,
                        Inc. and Scotsman Industries,  Inc. (incorporated herein by  reference
                        to the Company's 10-K for the fiscal year ended December 31, 1989).

            10.4        Credit Agreement  dated  March  12,  1997  (the  "Credit  Agreement"),
                        among Scotsman  Group Inc.  and the  other parties  named therein,  as
                        Borrowers, the Lenders  named therein, and The First National  Bank of
                        Chicago, as Agent (incorporated  herein by reference to the  Company's
                        10-K  for the fiscal year ended December 29,  1996), as amended by the
                        first  amendment thereto, dated March  24, 1997,  the second amendment
                        thereto dated  June 30,  1997, and the  third amendment thereto  dated
                        December 15, 1997.

            10.5        Domestic  Guaranty,  dated as  of  March  12, 1997,  entered  into  by
                        Scotsman Industries,  Inc., in  favor of  The First  National Bank  of
                        Chicago,  as agent,  and the  lenders named  in  the Credit  Agreement
                        (incorporated  herein  by  reference  to the  Company's  10-Q  for the
                        quarter ended March 30, 1997).

            10.6        Domestic Guaranty, dated as of March  12, 1997, in the form separately
                        entered into by each of Scotsman Group Inc.,  Booth, Inc., DFC Holding
                        Corporation, The  Delfield Company and  Kysor Industrial  Corporation,
                        in  favor of The  First National  Bank of Chicago,  as agent,  and the
                        lenders  named  in   the  Credit  Agreement  (incorporated  herein  by
                        reference  to the  Company's  10-Q for  the  quarter ended  March  30,
                        1997).<PAGE>





          Exhibit                                                                                   Page Number
           Number                                    Description1                                   of Exhibit

            10.7        Foreign Guaranty,  dated as of March 12, 1997,  in the form separately
                        entered into  by each  of Whitlenge Drink  Equipment Limited, Scotsman
                        Drink  Limited, Frimont S.p.A. and Castel  MAC S.p.A., in favor of The
                        First  National Bank of  Chicago, as  agent, and the  lenders named in
                        the  Credit  Agreement   (incorporated  herein  by  reference  to  the
                        Company's 10-Q for the quarter ended March 30, 1997).

            10.8        Stock Pledge Agreements,  dated as of December 15, 1997,  between each
                        of  Scotsman  Industries,  Inc.,  Scotsman  Group  Inc.,  DFC  Holding
                        Corporation and Kysor Industrial  Corporation, and the First  National
                        Bank of Chicago, as agent under the Credit Agreement.

            10.9        Indenture, dated as  of December 17, 1997, among  Scotsman Industries,
                        Inc.,  Scotsman  Group,  Inc.,  and Harris  Trust  and  Savings  Bank,
                        together with the form  of 8 5/8% Senior  Subordinated Notes Due  2007
                        issued by Scotsman Group Inc. under the Indenture.

           10.10        Promissory Note  in the  principal amount of  $15,000,000, made as  of
                        March 12, 1997  by Scotsman Group Inc. to Comerica  Bank (incorporated
                        by reference  to the Company's 10-K for the fiscal year ended December
                        29, 1996),  together with  the related Reaffirmation  of Guaranty  and
                        Consent, dated March  12, 1996, by Scotsman Industries, Inc.  in favor
                        of  Comerica  Bank,  Guaranty  Agreement,  dated  June  30,  1996,  by
                        Scotsman Industries,  Inc.  in favor  of  Comerica Bank  (incorporated
                        herein  to the Company's  10-Q, dated  June 30, 1996)  and Guaranty by
                        Booth, Inc., DFC  Holding Corporation, The Delfield Company  and Kysor
                        Industrial  Corporation, dated  March 12,  1997, in  favor of Comerica
                        Bank (incorporated herein  by reference to the Company's 10-K  for the
                        fiscal year ended December 29, 1996).

           10.11        Reimbursement  Agreement,  dated   March  1,  1988,   among  Household
                        Manufacturing,  Inc.,  King-Seeley   Thermos  Co.  and  the   National
                        Westminster Bank PLC, as amended  by the Amendments dated as  of April
                        14,  1989, December 12, 1989, June 26,  1992, November 20, 1992, March
                        17, 1993,  among Scotsman  Group Inc.,  Scotsman Industries, Inc.  and
                        The  Bank of  Nova Scotia  (incorporated herein  by  reference to  the
                        Company's  10-K  for the  fiscal  year  ended January  3,  1993),  the
                        Amendment dated  April 29, 1994 (incorporated  herein by  reference to
                        the Company's  10-Q for the quarter  ended April 3,  1994) , Amendment
                        No. 7 thereto, dated March 12,  1997 (incorporated by reference to the
                        Company's 10-K  for the  fiscal year ended  December 29, 1996),  among
                        Scotsman Group  Inc., Scotsman  Industries,  Inc.,  The Bank  of  Nova
                        Scotia and The First National Bank of Chicago.<PAGE>

          Exhibit                                                                                   Page Number
           Number                                    Description1                                   of Exhibit

           10.12        ISDA  Master Agreement,  dated  as of  March  3, 1994,  including  the
                        Schedule  and  Amended Confirmation  (2)  thereto,  between The  First
                        National  Bank of Chicago and Scotsman Group Inc. (incorporated herein
                        by reference to  the Company's 10-K for the  fiscal year ended January
                        1,  1995), together  with the  related Confirmation  of Interest  Rate
                        Swap Transactions,  dated March 17, 1997,  in the notional  amounts of
                        $100  million and  $50 million,  respectively (incorporated  herein by
                        reference  to the  Company's  10-Q for  the  quarter ended  March  30,
                        1997).

           10.13        Long-Term   Executive   Incentive   Compensation   Plan   of  Scotsman
                        Industries, Inc., as amended February 10, 1998.

           10.14        Scotsman  Industries, Inc.  Executive Incentive  Compensation Program,
                        Plans AA, A-1 and A-2.

           10.15        Scotsman Group Inc.  Supplemental Tax Reduction Investment Plan, dated
                        as  of  April  14,  1989 (incorporated  herein  by  reference  to  the
                        Company's 10-K for the fiscal year ended December 30, 1990).

           10.16        Non-Employee Directors Stock  Option Plan, effective as of  August 11,
                        1994 (incorporated herein by  reference to the Company's  Registration
                        Statement on Form S-8, No. 33-59397).

           10.17        Employment Agreement dated September  16, 1991 between Scotsman  Group
                        Inc. and Richard  C. Osborne (incorporated herein by reference  to the
                        Company's 10-Q for the quarter ended September 29, 1991).

           10.18        Employment Agreement dated September  16, 1991 between Scotsman  Group
                        Inc.  and Emanuele  Lanzani (incorporated  herein by  reference to the
                        Company's 10-K for the fiscal year ended December 29, 1991).

           10.19        Employment Agreement dated September  16, 1991 between Scotsman  Group
                        Inc. and  Donald D.  Holmes (incorporated herein  by reference to  the
                        Company's 10-Q for the quarter ended September 29, 1991).

           10.20        Employment  Agreement dated  October 17,  1996 between  Scotsman Group
                        Inc.  and Michael de St. Paer (incorporated herein by reference to the
                        Company's 10-K for the fiscal year ended December 29, 1996).

           10.21        Service Agreement  dated February 1, 1995,  as amended by  the Service
                        Agreement Addendum,  dated January 31,  1997, between  Hartek Beverage
                        Handling GmbH and  Ludwig H.  Klein (incorporated herein  by reference
                        to  the Company's 10-K  for the fiscal year  ended December 29, 1996),
                        and further  amended by the letter  agreement dated October  20, 1997,
                        from Richard C. Osborne to Ludwig H. Klein.

           10.22        Executive Severance Agreement dated  as of September 16,  1991 between
                        Richard C.  Osborne and  Scotsman Group Inc.  (incorporated herein  by
                        reference to  the Company's 10-Q for  the quarter ended  September 29,
                        1991),  as amended by Amendment No. 1 thereto, dated as of January 11,
                        1994 (incorporated herein  by reference to the Company's 10-K  for the
                        fiscal year ended January 2, 1994).<PAGE>

          Exhibit                                                                                   Page Number
           Number                                    Description1                                   of Exhibit

           10.23        Executive Severance Agreement  dated as of September 16,  1991 between
                        Emanuele Lanzani and  Frimont S.p.A. (incorporated herein by reference
                        to  the Company's 10-K  for the fiscal year  ended December 29, 1991),
                        as amended by Amendment  No. 1 thereto, dated  as of January 11,  1994
                        (incorporated  herein  by reference  to  the  Company's 10-K  for  the
                        fiscal year ended January 2, 1994).

           10.24        Executive Severance Agreement dated as  of September 16, 1991  between
                        Donald  D. Holmes  and  Scotsman Group  Inc. (incorporated  herein  by
                        reference to  the Company's 10-Q for  the quarter ended  September 29,
                        1991), as amended by Amendment  No. 1 thereto, dated as of January 11,
                        1994,  between Donald D. Holmes  and Scotsman  Group Inc (incorporated
                        herein by reference  to the Company's 10-K  for the fiscal  year ended
                        January 2, 1994).

           10.25        Retirement   Program  for   Emanuele  Lanzani   of  Frimont,   S.p.A.,
                        Subsidiary  of  King-Seeley   Thermos  Co.  dated  July   25,     1984
                        (incorporated  herein  by reference  to  the  Company's 10-K  for  the
                        fiscal year ended December 31, 1989).

           10.26        Agreement dated  March 27, 1981, by  and between Emanuele  Lanzani and
                        King-Seeley Thermos  Co. and Frimont,  S.p.A. (incorporated  herein by
                        reference to  the Company's  10-K for the  fiscal year ended  December
                        31,  1989),  as  amended  by  the  Amendment   dated  March  20,  1990
                        (incorporated  herein  by  reference to  the  Company's  10-Q  for the
                        quarter ended September 30, 1990).

           10.27        Industrial Building Lease Agreement  dated September  21, 1988 by  and
                        between  American  National  Bank and  Trust  Company  of  Chicago, as
                        Trustee  under Trust  Agreement No.  64661 dated  June  17, 1985,  and
                        Household Manufacturing,  Inc. (incorporated  herein  by reference  to
                        the Company's 10-K for the fiscal year ended December 31, 1989).

           10.28        Lease Agreement,  dated  as of  April  16, 1993,  by and  between  the
                        Western and Southern Life  Insurance Company and Booth, Inc.  together
                        with the related Guaranty by  Scotsman Group Inc. dated as of April 8,
                        1993 (incorporated herein  by reference to the Company's 10-Q  for the
                        quarter  ended October 2, 1993), as  amended by First Amendment to the
                        Lease  Agreement,  dated October  27,  1993,  (incorporated herein  by
                        reference to the Company's 10-K  for the fiscal year ended  January 1,
                        1995) and Second  Amendment to the Lease Agreement, dated  December 3,
                        1993, (incorporated herein by reference to the  Company's 10-K for the
                        fiscal year ended January 1, 1995).

             21         List of Subsidiaries.

             23         Consent of Arthur Andersen LLP.

            27.1        Article 5 Financial  Data Schedule for the Fiscal Year  Ended December
                        28, 1997.

            27.2        Restated Article 5  Financial Data Schedule for the Fiscal  Year Ended
                        December 29, 1996.<PAGE>





          Exhibit                                                                                   Page Number
           Number                                    Description1                                   of Exhibit

            27.3        Restated Article 5  Financial Data Schedule for the Fiscal  Year Ended
                        December 31, 1995.

            27.4        Restated Article 5  Financial Data Schedule for  the Quarterly  Period
                        Ended September 28, 1997.
            27.5        Restated  Article 5 Financial Data  Schedule for  the Quarterly Period
                        Ended June 29, 1997.

            27.6        Restated Article 5  Financial Data  Schedule for the  Quarterly Period
                        Ended March 30, 1997.
            27.7        Restated  Article 5  Financial Data Schedule  for the Quarterly Period
                        Ended September 29, 1996.

            27.8        Restated Article  5 Financial Data  Schedule for the Quarterly  Period
                        Ended June 30, 1996.

            27.9        Restated Article  5 Financial Data Schedule  for the  Quarterly Period
                        Ended March 31, 1996.
             99         Cautionary Statements.
     ___________________

     (1)      Unless otherwise indicated, all documents incorporated herein by reference to prior filings have been
              incorporated by reference to filings made under Commission File No 1-10182.
</TABLE>