UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549

                         FORM 10-Q


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


            For the quarter ended June 30, 2000
              Commission file number 1-4416



                  SPS TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its Charter)


             PENNSYLVANIA                     23-1116110
        (State of incorporation)            (I.R.S. Employer
      Two Pitcairn Place, Suite 200        Identification No.)
         165 Township Line Road
        Jenkintown, Pennsylvania                  19046
(Address of principal executive offices)       (Zip Code)

                      (215) 517-2000
   (Registrant's telephone number, including area code)


     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

     The number of shares of Registrant's Common Stock outstanding
on August 7, 2000 was 12,679,377.

<PAGE>1

              SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
              ---------------------------------------
                             INDEX
                             -----


Part I. Financial Information
-----------------------------

Item 1.  Financial Statements


     Statements of Consolidated Operations -
     Three and Six Months Ended June 30, 2000 and 1999
     (Unaudited)


     Consolidated Balance Sheets -
     June 30, 2000 and December 31, 1999
     (Unaudited)


     Condensed Statements of Consolidated Cash Flows -
     Six Months Ended June 30, 2000 and 1999
     (Unaudited)


     Consolidated Statements of Comprehensive Income -
     Three and Six Months Ended June 30, 2000 and 1999
     (Unaudited)


     Notes to Condensed Consolidated Financial
     Statements



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

Item 3.  Quantitative and Qualitative Disclosures
         About Market Risk



Part II. Other Information
--------------------------

Item 4.  Submission of Matters to Vote of Security
         Holders

Item 6.  Exhibits and Reports on Form 8-K

<PAGE>2

                SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
                 STATEMENTS OF CONSOLIDATED OPERATIONS
           (Unaudited-Thousands of dollars, except share data)


                               Three Months Ended          Six Months Ended
                                    June 30,                  June 30,
                              ----------------------     --------------------
                                 2000         1999        2000        1999
                              --------      --------     --------   --------
Net sales                     $228,003      $194,560     $444,733   $397,035
Cost of goods sold             183,326       151,792      357,432    309,413
                              --------      --------     --------   --------
Gross profit                    44,677        42,768       87,301     87,622

Selling, general and
 administrative expense         25,248        18,240       48,801     39,425
                              --------      --------     --------   --------
Operating earnings              19,429        24,528       38,500     48,197
                              --------      --------     --------   --------
Other income (expense):
 Interest income                   182           282          624        478
 Interest expense               (5,721)       (3,270)     (10,264)    (6,604)
 Equity in loss of
  affiliates                      -           (1,770)        -        (2,032)
 Other, net                        390          (100)         530       (199)
                              --------      --------     --------   --------
                                (5,149)       (4,858)      (9,110)    (8,357)
                              --------      --------     --------   --------

Earnings before income taxes    14,280        19,670       29,390     39,840

Provision for income taxes       4,320         6,660        9,020     13,510
                              --------      --------     --------   --------
Net earnings                  $  9,960      $ 13,010     $ 20,370   $ 26,330
                              ========      ========     ========   ========

Earnings per common share:

  Basic                       $   0.79      $   1.03     $   1.61   $   2.07
                              ========      ========     ========   ========
  Diluted                     $   0.77      $   1.00     $   1.58   $   2.02
                              ========      ========     ========   ========





See accompanying notes to condensed consolidated financial statements.

<PAGE>3

               SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
                    CONSOLIDATED BALANCE SHEETS
                       (Thousands of dollars)


                                          Unaudited
                                          June 30,    December 31,
                                            2000          1999
                                         ----------   ------------
Assets

Current assets
 Cash and cash equivalents                $ 24,874      $  50,479
 Accounts and notes receivable,
  less allowance for doubtful
  receivables of $4,300
 (1999-$3,363)                             140,005        118,287
 Inventories                               150,675        138,121
 Deferred income taxes                      18,996         19,291
 Prepaid expenses and other                  7,722          6,971
                                          --------       --------
     Total current assets                  342,272        333,149


Property, plant and equipment, net of
 accumulated depreciation of $155,454
 (1999-$152,865)                           227,343        221,147

Other assets, principally goodwill         238,272        146,668
                                          --------       --------
     Total assets                         $807,887       $700,964
                                          ========       ========








See accompanying notes to condensed consolidated financial statements.

<PAGE>4

                   SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEETS
                  (Thousands of dollars, except share data)


                                          Unaudited
                                          June 30,     December 31,
                                            2000           1999
                                          ---------    ------------

Liabilities and shareholders' equity

Current liabilities
 Notes payable and current portion of
   long-term debt                         $ 18,946       $ 15,553
 Accounts payable                           67,741         63,698
 Accrued expenses                           66,846         56,354
 Income taxes payable                        8,418          7,165
                                          --------       --------
   Total current liabilities               161,951        142,770
                                          --------       --------
Deferred income taxes                       26,711         26,098
Long-term debt                             271,388        201,895
Retirement obligations and other
  long-term liabilities                     25,889         25,162


Shareholders' equity
 Preferred stock, par value $1 per share,
  authorized 400,000 shares, issued none
 Common stock, par value $0.50 per share,
  authorized 60,000,000 shares,
  issued 14,063,829 shares (13,986,882
  shares in 1999)                            7,032          6,993
 Additional paid-in capital                113,741        110,261
 Common stock in treasury, at cost,
  1,395,798 shares (1,366,407 shares
  in 1999)                                 (24,997)       (22,285)
 Retained earnings                         249,551        229,181
 Accumulated other comprehensive income
  Minimum pension liability                   (732)          (732)
  Cumulative translation adjustments       (22,647)       (18,379)
                                          --------       --------
    Total shareholders' equity             321,948        305,039
                                          --------       --------

      Total liabilities and
       shareholders' equity               $807,887       $700,964
                                          ========       ========



See accompanying notes to condensed consolidated financial statements.

<PAGE>5

              SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
           CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS
                 (Unaudited-Thousands of dollars)

                                                 Six Months Ended
                                                      June 30,
                                                 ----------------
                                                  2000       1999
                                                 -----      -----
Net cash provided by operating
activities (including depreciation
and amortization of $24,050 in
2000 and $17,239 in 1999)                      $ 31,490     $ 31,648
                                               --------     --------
Cash flows provided by (used in)
investing activities
  Additions to property, plant and equipment    (15,148)     (15,670)
  Proceeds from sale of property, plant
    and equipment                                 4,332        7,369
  Acquisitions of businesses, net of cash
    acquired                                   (116,111)     (28,537)
  Proceeds from sale of other assets               -           2,501
                                               --------      -------
Net cash used in investing activities          (126,927)     (34,337)
                                               --------      -------
Cash flows provided by (used in) financing
activities
  Proceeds from borrowings                      101,506       38,515
  Reduction of borrowings                       (27,694)     (30,891)
  Purchases of treasury stock                    (4,240)      (4,481)
  Proceeds from exercise of stock options           569          573
                                               --------      -------
Net cash provided by financing activities        70,141        3,716
                                               --------      -------
Effect of exchange rate changes on cash            (309)        (457)
                                               --------      -------
Net increase (decrease) in cash and cash
  equivalents                                   (25,605)         570

Cash and cash equivalents at
  beginning of period                            50,479        8,414
                                               --------     --------
Cash and cash equivalents at
  end of period                                $ 24,874     $  8,984
                                               ========     ========
Significant noncash investing
and financing activities
  Issuance (refund) of treasury shares
    for businesses acquired                   $   3,600     $   (756)
  Debt assumed with businesses acquired       $     483     $ 15,060
  Acquisition of treasury shares for
    stock options exercised                   $     336     $    887


See accompanying notes to condensed consolidated financial statements.

<PAGE>6

                   SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                     (Unaudited - Thousands of dollars)




                                   Three Months Ended        Six Months Ended
                                        June 30,                 June 30,
                                   ------------------      ------------------
                                     2000      1999           2000     1999
                                     ----      ----           ----     ----

Net earnings                       $ 9,960   $13,010        $20,370   $26,330

Other comprehensive
 income(expense):
   Foreign currency
    translation adjustments         (2,530)   (1,372)        (4,268)   (9,668)
                                   -------   -------        -------   -------

Total comprehensive income         $ 7,430   $11,638        $16,102   $16,662
                                   =======   =======        =======   =======







See accompanying notes to condensed consolidated financial statements.

<PAGE>7

                SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
          (Unaudited-Thousands of dollars, except share data)

1.   Financial Statements

     In the opinion of the Company's management, the accompanying unaudited,
 condensed consolidated financial statements contain all adjustments
 necessary to present fairly the financial position as of June 30, 2000,
 the results of operations for the three and six month periods ended
 June 30, 2000 and 1999, and cash flows for the six month periods ended
 June 30, 2000 and 1999.  The December 31, 1999 balance sheet data was
 derived from audited financial statements, but does not include all
 disclosures required by generally accepted accounting principles.  The
 accompanying financial statements contain only normal recurring adjustments.
 All financial information has been prepared in conformity with the
 accounting principles reflected in the financial statements included in the
 1999 Annual Report filed on Form 10-K applied on a consistent basis.

2.   Business Acquisitions

     All acquisitions have been accounted for under the purchase method.  The
 results of operations of the acquired businesses are included in the
 consolidated financial statements from the dates of acquisition.

     On March 14, 2000 the Company acquired all of the outstanding shares of
 Avibank Mfg., Inc. (Avibank) based in Burbank, California for approximately
 $115,800.  Consideration consisted of approximately $112,200 in cash and
 110,652 shares of the Company's common stock in treasury valued at $3,600.
 Avibank is a manufacturer of latches, hold open rods, quick release pins,
 structural panel fasteners, self-retaining bolts and expandable fasteners
 for aerospace markets.  Avibank, through its AVK Industrial Products
 Division, also manufactures threaded inserts for the automotive and
 industrial markets.  The excess of the purchase price over the fair values
 of the net assets acquired was approximately $90,800 and has been recorded
 as goodwill, patents, trademarks and other intangibles which are being
 amortized on a straight-line basis over 15 to 40 years.

     On June 30, 1999 the Company acquired all of the outstanding shares of
 National Set Screw Corporation, doing business as NSS Technologies, Inc.
 (NSS), based in Plymouth, Michigan for approximately $43,700.  NSS
 manufactures highly specialized, cold-formed steel components for the
 automotive,  heavy truck, mining/road construction and waterworks
 industries.  The excess of the purchase price over the fair values of the
 net assets acquired was approximately $25,000 and has been recorded as
 goodwill, which is being amortized on a straight-line basis over 40 years.

     The following unaudited pro forma consolidated results of operations are
 presented as if the Avibank and NSS acquisitions had been made at the
 beginning of the periods presented.

<PAGE>8

                                       Six Months Ended
                                          June 30,
                                       ----------------
                                        2000      1999
                                        ----      ----

     Net sales                        $461,540  $467,786
     Net earnings                       20,272    21,427
     Basic earnings
       per common share                   1.60      1.67
     Diluted earnings
       per common share                   1.57      1.63

     The pro forma consolidated results of operations include adjustments
 to give effect to amortization of goodwill and other intangibles, interest
 expense on acquisition debt, shares of common stock issued and the related
 income tax effects.  The unaudited pro forma information is not necessarily
 indicative of the results of operations that would have occurred had the
 purchase been made at the beginning of the periods presented or the future
 results of the combined operations.

3.   Inventories
                               June 30,        December 31,
                                 2000              1999
                              ---------        ------------

     Finished goods           $ 63,957           $ 57,292
     Work-in-process            47,780             41,853
     Raw materials
       and supplies             32,660             33,454
     Tools                       6,278              5,522
                              --------           --------
                              $150,675           $138,121
                              ========           ========
4.   Long-term Debt

     On March 10, 2000, the Company entered into a Bank Credit Agreement to
 borrow up to $75,000 in either United States Dollars or certain European
 currencies.  Borrowings bear interest at either a) an overnight base rate
 equal to the higher of the prime rate of the agent bank or the federal funds
 rate plus .5 percentage points, b) a rate equal to the effective interbank
 rate plus a margin ranging from .75 to 1.30 percentage points based on the
 consolidated Leverage Ratio, as defined, or c) at a rate and term negotiated
 between the agent bank and the Company, as applicable.  Borrowings
 outstanding under the 2000 Bank Credit Agreement at June 30, 2000 were
 $10,640 with an interest rate of 7.23 percent.  This agreement expires March
 9, 2005.  The Company is required to pay a fee on unborrowed amounts of the
 facility ranging from .175 to .30 percentage points based on the
 consolidated Leverage Ratio.

     On February 25, 2000, the Company entered into a long-term Note Purchase
 Agreement with one insurance company for $15,000 at a fixed interest rate
 of 8.37 percent due in annual installments from February 28, 2004 to
 February 28, 2010.

<PAGE>9

     On February 24, 2000, the Company received the proceeds of the Michigan
 Strategic Fund Variable Rate Demand Limited Obligation Revenue Bonds, Series
 2000.  The proceeds of the Series 2000 Bonds of $6,000 were issued to
 finance the acquisition and installation of machinery and equipment at a
 precision fastener and components segment manufacturing facility in Canton,
 Michigan and are to be repaid on February 1, 2010.  The Bonds are secured by
 a bank letter of credit.  At June 30, 2000, the interest rate on the
 Series 2000 bonds was 4.9 percent.

     The Company is subject to a number of restrictive covenants under its
 various debt agreements.  Covenants associated with the Company's Note
 Purchase Agreements are generally more restrictive than those of the Bank
 Credit Agreements.  The following significant covenants are currently in
 place under the Note Purchase Agreements:  maintenance of a consolidated
 debt-to-total capitalization (shareholders' equity plus total debt) ratio
 of not more than 55 percent and maintenance of a consolidated net worth of
 at least $200,000 plus 50 percent of adjustable consolidated net income for
 quarters ended after December 31, 1998.  Under these covenants, restricted
 payments, which include all dividends and purchases or retirements of
 capital stock, paid by the Company may not exceed $40,000 plus 50 percent of
 consolidated net income (or minus 100 percent of the consolidated net loss)
 from January 1, 1999 to the date of the restricted payment.  Certain of the
 Company's debt agreements contain cross default and cross acceleration
 provisions. At June 30, 2000, the Company was in compliance with all
 covenants of these existing credit agreements.  As of June 30, 2000, under
 the terms of these existing credit agreements, the Company is permitted to
 incur an additional $103,300 in debt.

5.   Environmental Contingency

     The Company has been identified as a potentially responsible party by
 various federal and state authorities for clean up or removal of waste from
 various disposal sites.  At June 30, 2000, the accrued liability for
 environmental remediation represents management's best estimate of the
 undiscounted costs related to environmental remediation which are considered
 probable and can be reasonably estimated.  Management believes the overall
 costs of environmental remediation will be incurred over an extended period
 of time. The Company has not included any insurance recovery in the accrued
 environmental liability. The measurement of the liability is evaluated
 quarterly based on currently available information.  As the scope of the
 Company's environmental liability becomes more clearly defined, it is
 possible that additional reserves may be necessary.  Accordingly, it is
 possible that the Company's results of operations in future quarterly or
 annual periods could be materially affected.  Management does not anticipate
 that its consolidated financial condition will be materially affected by
 environmental remediation costs in excess of amounts accrued.

<PAGE>10

6.   Per Share Data

     Basic earnings per common share is calculated using the average shares
 of common stock outstanding, while diluted earnings per common share
 reflects the potential dilution that could occur if stock options were
 exercised.  Earnings per share are computed as follows:

                           Three Months Ended           Six Months Ended
                               June 30,                    June 30,
                           -------------------         ------------------
                           2000           1999         2000          1999
                           ----           ----         ----          ----

Net earnings          $     9,960    $    13,010  $    20,370  $    26,330
                      ===========    ===========  ===========  ===========
Average shares of
  common stock
  outstanding used
  to compute basic
  earnings per
  common share         12,681,612     12,687,477   12,650,218   12,689,568

Additional common
  shares to be
  issued assuming
  exercise of stock
  options, net of
  shares assumed
  reacquired              220,767        311,816      221,507      344,017
                       ----------     ----------   ----------   ----------
Shares used to
  compute dilutive
  effect of stock
  options              12,902,379     12,999,293   12,871,725   13,033,585
                       ==========     ==========   ==========   ==========
Basic earnings per
  common share              $0.79          $1.03        $1.61        $2.07
                            =====          =====        =====        =====
Diluted earnings per
   common share             $0.77          $1.00        $1.58        $2.02
                            =====          =====        =====        =====

7.   Segment Information

     The Company has three reportable segments:  Precision Fasteners and
 Components, Specialty Materials and Alloys and Magnetic Products.  The
 Precision Fasteners and Components segment consists of business units which
 produce precision fasteners, components and consumable tools for the
 aerospace, automotive and industrial machinery markets.  The Specialty
 Materials and Alloys segment produces specialty metals, superalloys and
 ceramic cores for aerospace, industrial gas turbine, medical and other
 general industrial applications.  The Magnetic Products segment produces
 magnetic materials and products used in automotive, telecommunications,
 aerospace, reprographic, computer and advertising specialty applications.

PAGE<11>

 Sales and Operating Earnings by Segment
 (Unaudited-Thousands of dollars)

                             Three Months Ended   Six Months Ended
                                  June 30,             June 30,
                             ------------------   ----------------
                              2000        1999     2000      1999
                              ----        ----     ----      ----
  Net sales:
    Precision Fasteners
     and Components         $161,017    $133,020  $309,179  $270,914
    Specialty Materials
     and Alloys               32,186      26,890    64,768    56,329
    Magnetic Products         34,800      34,650    70,786    69,792
                            --------    --------  --------  --------
    Total net sales         $228,003    $194,560  $444,733  $397,035
                            ========    ========  ========  ========

  Operating earnings:
    Precision Fasteners
     and Components         $ 13,965    $ 19,130  $ 28,109  $ 37,257
    Specialty Materials
     and Alloys                4,479       3,504  $  8,830     7,796
    Magnetic Products          3,945       4,344     7,321     8,344
    Unallocated
     Corporate Costs          (2,960)     (2,450)   (5,760)   (5,200)
                            --------    --------  --------  --------
  Total operating earnings  $ 19,429    $ 24,528  $ 38,500  $ 48,197
                            ========    ========  ========  ========

8.   Recently Issued Accounting Standards

     In June 1998, the Financial Accounting Standards Board issued Statement
 of Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative
 Instruments and Hedging Activities."  This Statement requires that all
 derivative instruments be recorded on the balance sheet at their fair value.
 Changes in the fair value of derivatives are recorded each period in current
 earnings or other comprehensive income, depending on the use of the
 derivative and whether it qualifies for hedge accounting.  This Statement is
 effective for all interim period financial statements for fiscal years
 beginning after June 15, 2000.  The Company will adopt SFAS No. 133 in the
 first quarter of 2001.  The Company anticipates that, due to its limited use
 of derivative instruments, the adoption of SFAS No. 133 will not have a
 material effect on the Company's results of operations or its financial
 position.

<PAGE>12

                SPS TECHNOLOGIES, INC. AND SUBSIDIARIES

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

Introduction
------------

     Net earnings decreased in 2000 compared to the corresponding periods in
 the prior year.  The decrease in operating earnings is primarily attributable
 to lower earnings from the Company's aerospace fastener and component
 operations and the amortization of the step-up of inventory related to
 purchase accounting adjustments for a business acquired in March of 2000.
 These decreases were partially offset by the earnings of businesses acquired
 in 1999 and 2000 and by strong demand for the Company's products sold to the
 automotive and industrial gas turbine markets.  The Company completed two
 acquisitions in 2000 which expand the range of products offered to the
 aerospace, automotive and industrial markets.

Net Sales
---------

     Net sales increased $33.4 million, or 17.2 percent, in the second
 quarter of 2000 and $47.7 million, or 12.0 percent, for the six month period
 ended June 30, 2000 compared to the same periods in 1999.

     Sales of products by recently acquired businesses (NSS Technologies,
 ULMA S.p.A. and Avibank Mfg., Inc.) increased Precision Fasteners and
 Components segment sales by $40.1 million in the second quarter of 2000
 and $62.9 million for the six month period ended June 30, 2000 compared to
 the same periods in 1999.  Excluding the sales from these recently acquired
 businesses, this segment's sales decreased $12.1 million, or 9.1 percent,
 in the second quarter of 2000 and $24.6 million, or 9.1 percent, for the six
 months ended June 30, 2000.  Sales of aerospace fasteners and components
 declined by $13.3 million, or 16.5 percent, in the second quarter of 2000
 and $29.0 million, or 17.4 percent, for the six months ended June 30,
 2000.  These decreases reflect the reduced demand from North American
 commercial aerospace markets and the impact of inventory consolidation
 activities by a major aerospace engine manufacturer in Europe.  While the
 Company is encouraged by a $4.6 million, or 8.9 percent, increase in
 incoming orders for aerospace fasteners in the second quarter of 2000,
 compared to the second quarter of 1999, it expects lower sales of aerospace
 fasteners and components for the full year 2000 compared to 1999.

     Excluding recently acquired businesses, the Company's automotive and
 industrial fastener sales increased $1.9 million, or 4.3 percent, in the
 second quarter of 2000 and $5.4 million, or 6.2 percent, for the six months
 ended June 30, 2000 compared to the same periods in 1999.  These increases
 are the result of a strong automotive market in the United States and a
 moderate recovery of the automotive demand in Brazil.  The Company continues
 to benefit from new orders for fasteners and components used in high
 performance and safety-critical automotive applications.

<PAGE>13

     Specialty Materials and Alloys segment sales increased $5.3 million, or
 19.7 percent, in the second quarter of 2000 and $8.4 million, or 15.0
 percent, for the six months ended June 30, 2000 compared to the same periods
 in 1999.  These higher sales are primarily the result of strong demand from
 the industrial gas turbine and medical markets combined with higher material
 prices (principally, cobalt and nickel) which are reflected in higher
 selling prices to customers. The Company expects the demand for its alloys
 from these markets to remain relatively strong throughout 2000.

 The Magnetic Products segment sales were approximately the same in the
 second quarter of 2000 and higher by $1.0 million, or 1.4 percent, for the
 six months ended June 30, 2000 compared to the same periods in 1999.  These
 results are attributed to strong demand from the United States automotive,
 telecommunications, computers and advertising markets.  Sales of magnetic
 products for reprographic applications decreased by approximately $0.7
 million in the second quarter and $1.7 million for the six month period
 and partially offset the increase in sales to other markets served by the
 Material Products segment.

Operating Earnings
------------------

     Operating earnings decreased $5.1 million, or 20.8 percent, in the
 second quarter of 2000 and $9.7 million, or 20.1 percent, for the six months
 ended June 30, 2000 compared to the same periods in 1999.  Operating
 earnings in 2000 include a non-recurring charge related to purchase
 accounting for the acquisition of Avibank Mfg., Inc (Avibank) on March 14,
 2000.  Operating earnings declined by $3.8 million in the second quarter of
 2000 and $4.6 million for the six months ended June 30, 2000 due to the
 amortization of the inventory step-up that resulted from the acquisition of
 Avibank.   Operating earnings for the six months ended June 30, 2000 include
 a non-recurring gain related to the sale of an automotive fastener
 manufacturing facility.  On March 31, 2000 the Company sold its Coventry,
 England facility for $2.5 million, resulting in a gain of $.9 million.  The
 Company's automotive fastener operation located in the building will
 continue to occupy a portion of the facility under a lease arrangement.
 Operating earnings for the second quarter and six month periods in 1999
 include a non-recurring gain related to the sale leaseback of an aerospace
 fastener manufacturing facility.  Pursuant to the exercise of a purchase
 option granted in a lease agreement dated November 30, 1994, the Company
 sold its Santa Ana, California facility for $6.8 million on June 11, 1999,
 resulting in a realized gain of $3.4 million.  The Company's aerospace
 fastener operation located in this building have remained there under a
 leaseback arrangement.  A deferred gain of $1.8 million is being amortized
 into operating earnings over the 10 year leaseback period.

<PAGE>14

     Excluding the non-recurring charge and gains described above, the
 operating earnings of the Precision Fasteners and Components segment
 decreased from $33.9 million or 12.5 percent of sales, for the six months
 ended June 30, 1999 to $31.7 million, or 10.3 percent of sales, for the six
 months ended June 30, 2000.  The decrease in earnings is due primarily to
 the decrease in sales of aerospace fasteners and components discussed above.
 The decrease in operating profit margin (12.5 percent to 10.3 percent)
 reflects a shift in the mix of sales from higher margin aerospace products
 to lower margin automotive products.  Operating earnings of companies
 acquired in 1999 and 2000 (NSS Technologies, ULMA S.p.A. and Avibank Mfg.,
 Inc.) increased Precision Fasteners and Components operating earnings by
 $6.3 million for the six month period ended June 30, 2000.  In response to
 decreased demand for certain fastener products, the Company has incurred
 certain charges for downsizing and consolidating fastener manufacturing
 operations that are included in the 2000 and 1999 operating earnings of this
 segment.  These costs were approximately $1.4 million for the six month
 period ended June 30, 2000 and 1999 and related primarily to cost of
 employee separations in certain manufacturing operations in North America,
 England and Ireland.

     In the second half of 2000, the Company's aerospace components
 manufacturing operations in Nottingham, England (part of Chevron Aerospace
 Group Limited) will be moved to a larger facility in the same area.  This
 move will allow for a more consolidated and efficient manufacturing
 operation and for future expansion of current operations.  While the
 short-term impact will result in some production disruptions that may
 adversely affect the second half of 2000, the Company expects the long-term
 benefits of improved manufacturing efficiencies to begin in 2001.

     The operating earnings of the Specialty Materials and Alloys segment
 increased from $7.8 million, or 13.8 percent of sales, for the six months
 ended June 30, 1999 to $8.8 million, or 13.6 percent of sales, for the six
 months ended June 30, 2000.  The increase in earnings is due primarily to
 the increase in sales discussed above.  The decrease in the operating profit
 margin is the result of higher material prices for cobalt and nickel and
 production problems associated with the manufacture of new ceramic core
 products for the industrial gas turbine market.

 Operating earnings of the Magnetic Products segment decreased from $8.3
 million, or 12.0 percent of sales, for the six months ended June 30, 1999
 to $7.3 million, or 10.3 percent of sales, for the six months ended June 30,
 2000.  The decrease in earnings is attributed to decreased sales of
 reprographic magnetic products and the operating loss of approximately
 $1.5 million incurred by the Company's majority owned joint venture
 manufacturing facility in Adelanto, California.  The Company has assumed an
 increase in management control and has initiated actions to return this
 facility to profitability.

<PAGE>15

Other Income and Expense
------------------------

     Due to higher levels of debt, interest expense increased from $6.6
 million in the first six months of 1999 to $10.3 million in the first six
 months of 2000.  In the second quarter of 1999, the Company recorded losses
 from its Indian affiliate in the amount of $1.1 million which reduced its
 investment balance to zero.  The Company withdrew its last on-site
 representative from its fastener joint venture in China and, due to ongoing
 losses incurred by that operation, wrote off the residual carrying value of
 that investment of $0.6 million.  No tax benefit was available on the write
 off of the Company's joint venture in China.

Orders and Backlog
------------------

    Incoming orders for the second quarter of 2000 were $237.1 million
 compared to $178.9 million for the second quarter of 1999, a 32.6 percent
 increase.  Incoming orders for the six months ended June 30, 2000 were
 $460.3 million compared to $383.7 million for the same period in 1999, a
 20.0 percent increase.  Businesses acquired after June 29, 1999 received
 orders of $40.2 million for the quarter and $63.7 million for the six month
 period.  Incoming orders for the Specialty Materials and Alloys segment
 increased $13.5 million for the quarter and $12.3 million for the six month
 period.  The backlog of orders, which represent firm orders with delivery
 scheduled within 12 months, at June 30, 2000 was $290.2 million compared to
 $270.8 million on the same date a year ago and $255.9 million at December
 31, 1999.

Acquisitions
------------

     As discussed in Note 2 to the financial statements, the Company acquired
 all of the outstanding shares of Avibank Mfg., Inc. (Avibank) based in
 Burbank, California for approximately $115.8 million on March 14, 2000.  The
 shareholders of Avibank and SPS will elect to have the transaction treated
 as an asset purchase for tax purposes.  Avibank is a leading manufacturer of
 latches, hold open rods, quick release pins, structural panel fasteners,
 self-retaining bolts and expandable fasteners for aerospace markets.
 Avibank, through its AVK Industrial Products Division, also manufactures
 threaded inserts for the automotive and industrial markets.  A large number
 of Avibank's products are proprietary.  For the year ended December 31,
 1999, Avibank reported sales of approximately $77.5 million.  The
 acquisition of Avibank represents another step in the execution of the
 Company's strategy of acquiring technically sophisticated, strong niche
 companies which are extensions of its existing businesses.

     On January 10, 2000, the Company acquired certain operating assets of
 ULMA S.p.A. (ULMA) based in Milan, Italy for approximately $2.3 million.
 ULMA is a full range manufacturer of flat, planetary and cylindrical thread
 roll dies used in metal forming.  Sales for the year ended December 31, 1999
 were approximately $5.2 million.  The acquisition of ULMA expands the
 Company's precision tool product offering and establishes a precision tool
 manufacturing presence in Continental Europe.

<PAGE>16

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

     Management considers liquidity to be the ability to generate
 adequate amounts of cash to meet its needs and capital resources
 to be the resources from which such cash can be obtained, principally from
 operating and external sources.  The Company believes that capital resources
 available to it will be sufficient to meet the needs of its business, both
 on a short-term and long-term basis.

     Cash flow provided or used by operating activities, investing activities
 and financing activities is summarized in the condensed statements of
 consolidated cash flows.  Net cash provided by operating activities was
 approximately the same for the six months ended June 30, 2000 compared to
 the same period in 1999.  The decrease in net earnings ($6.0 million) was
 offset by higher non-cash charges for depreciation and amortization ($6.8
 million).

     Cash flows provided by or used in investing activities for 2000 include
 the cash payment for the acquisition of Avibank ($112.2 million) and the net
 proceeds from the sale of the Coventry, England facility ($2.5 million).
 Cash flows provided by or used in investing activities for 1999 include the
 cash payment for the acquisition of NSS Technologies, Inc. ($28.5 million)
 and the net proceeds from the sale of the Santa Ana, California facility
 ($6.6 million).  The Company spent $15.1 million for capital expenditures in
 the first six months of 2000 and has budgeted $34.5 million for the full
 year of 2000, as reported on Form 10-K for the year ended December 31, 1999.

 The Company's total debt to equity ratio was 90 percent at June 30, 2000,
 compared to 71 percent at December 31, 1999.  Total debt was $290.3 million
 at June 30, 2000 and $217.4 million at December 31, 1999.  As of June 30,
 2000, under the terms of its existing credit agreements, the Company is
 permitted to incur an additional $103.3 million in debt.   Additional
 information related to financing activities is provided in Note 4 to the
 financial statements.

Forward-Looking Statements
--------------------------

     Certain statements in Management's Discussion and Analysis of Financial
 Condition and Results of Operations contain "forward-looking" information,
 within the meaning of the Private Securities Litigation Reform Act of 1995,
 that involve risk and uncertainty.  Statements such as the Company's
 expectations of lower sales of aerospace fasteners and components, demand
 for its alloys from the industrial gas turbine and medical markets to remain
 relatively strong throughout 2000, future benefits of the Company's
 downsizing and consolidating fastener manufacturing operations, long-term
 benefits of moving aerospace component manufacturing operations into a
 larger facility, plans to return the Adelanto, California facility to
 profitability and future benefits from operational synergies with newly
 acquired companies are "forward-looking" statements contained in
 Management's Discussion and Analysis of Financial Condition and Results of
 Operations.  Actual future results may differ materially depending on a
 variety of factors, such as:  the effects of competition on products and
 pricing, fluctuations in raw material prices, customer satisfaction and
 qualification issues, labor disputes, worldwide political and economic
 stability and changes in fiscal policies, laws and regulations on a national
 and international basis.  The Company undertakes no obligation to publicly
 release any forward-looking information to reflect anticipated or
 unanticipated events or circumstances after the date of this document.

<PAGE>17

                 SPS TECHNOLOGIES, INC AND SUBSIDIARIES

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

     The Company's primary market risk exposures are foreign currency
 exchange rate and interest rate risk.  Fluctuations in foreign currency
 exchange rates affect the Company's results of operations and financial
 position.  As discussed in Note 1 to the financial statements on Form
 10-K for the year ended December 31, 1999, the Company uses forward exchange
 contracts and one currency swap agreement to minimize exposure and reduce
 risk from exchange rate fluctuations affecting the results of operation.
 Because the largest portion of the Company's foreign operations are located
 in countries with relatively stable currencies, namely, England, Ireland and
 Canada, the foreign currency exchange rate risk to the Company's financial
 position is not material.  However, the Company has expanded into Brazil,
 China and other foreign countries which has increased its exposure to foreign
 currency fluctuations.  Fluctuations in interest rates primarily affect the
 Company's results of operations.  Because a majority of the Company's debt
 is in fixed rate obligations (as disclosed in Note 8 to the financial
 statements on Form 10-K for the year ended December 31, 1999), the Company
 has effectively limited its exposure to fluctuations in interest rates.

 A description of the Company's financial instruments is provided in Notes 1
 and 16 to the financial statements on Form 10-K for the year ended December
 31, 1999.  Assuming an instantaneous 10 percent strengthening of the United
 States dollar versus foreign currencies for which forward exchange contracts
 and currency rate swap agreements existed and a 10 percent change in the
 interest rate on the Company's variable rate debt had all occurred on June
 30,2000, the Company's results of operations, cash flow and financial
 position would not have been materially affected.

<PAGE>18
                 SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
                                PART II
                           OTHER INFORMATION

Item 4. Submission of Matters to Vote of Security Holders

(a)  The Annual Meeting of Shareholders was held on April 27, 2000.

(b)  The name of each director elected at the Annual Meeting as the Company's
     two Class II directors, each to hold office until the 2003 Annual
     Meeting of Shareholders, is as follows:

             Raymond P. Sharpe
             James F. O'Connor

     The name of each other director whose term of office continued after the
     meeting is as follows:

             Howard T. Hallowell, III
             Charles W. Grigg
             Richard W. Kelso
             Harry J. Wilkinson
             Eric M. Ruttenberg
             John S. Thompson

(c)  1.  The results of the election of directors with respect to each
     nominee for office was as follows:

                                              For         Withheld
                                           ----------   -----------
             Raymond P. Sharpe             10,955,473       437,078
             James F. O'Connor             10,954,938       437,613

     2.   A proposal to amend the SPS 1988 Long Term Incentive Stock Plan
     received 9,841,242 votes for and 1,533,674 votes against, with 17,635
     abstentions and 0 broker non-votes.

Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits

       27    Financial Data Schedule

(b) No reports on Form 8-K were filed during the quarter ended June 30, 2000.



<PAGE>19


              SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
                            SIGNATURES

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




                                      SPS TECHNOLOGIES, INC.
                                      ----------------------
                                      (Registrant)




Date:    August 7, 2000               William M. Shockley
                                      ----------------------
                                      William M. Shockley
                                      Vice President,
                                      Chief Financial Officer





 Mr. Shockley is signing on behalf of the registrant and as the Chief
 Financial Officer of the registrant.


<PAGE>20

                             EXHIBIT INDEX




27  Financial Data Schedule.



PAGE<22>