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 March 31, 1997
                     	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
      101 Greenwood Avenue, Suite 470	              Identification No.)
         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 May 6, 1997 was 6,030,171.


<PAGE>1


          	SPS TECHNOLOGIES, INC. AND SUBSIDIARIES

                           	PART 1

                   	FINANCIAL INFORMATION



Item 1. Index to Financial Statements

   	Condensed Statements of Consolidated Operations -
   	Three Months Ended March 31, 1997 and 1996
   	(Unaudited)	


   	Condensed Consolidated Balance Sheets -
   	March 31, 1997 and December 31, 1996
   	(Unaudited)	


   	Condensed Statements of Consolidated Cash Flows -
   	Three Months Ended March 31, 1997 and 1996
   	(Unaudited)	


   	Notes to Condensed Consolidated Financial Statements	


<PAGE 2>


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


                                               Three Months Ended
                                                    March 31,
                                             ------------------------
                                                 1997          1996   
                                             ----------    ----------
Net sales                                    $  137,975    $  113,975
  
Cost of goods sold                              108,645        91,150
                                             ----------    ---------- 
Gross profit                                     29,330        22,825

Selling, general and
 administrative expense                          16,552        14,065
                                             ----------    ----------
Operating earnings                               12,778         8,760

Other income (expense):
 Interest income                                    340            60
 Interest expense                                (2,276)       (1,590)
 Equity in earnings       
  of affiliates                                      85           102
 Other, net                                        (207)         (132)
                                             ----------    ---------- 
                                                 (2,058)       (1,560)
                                             ----------    ----------
Earnings before income taxes                     10,720         7,200

Provision for income taxes                        3,600         2,160
                                             ----------    ----------
Net earnings                                 $    7,120    $    5,040 
                                             ==========    ==========

Earnings per common share  
 and common share equivalent                 $     1.12    $      .81 
                                             ==========    ==========

Weighted average number of
 common shares used to compute
 earnings per share                           6,337,398     6,221,943


See accompanying notes to condensed consolidated financial statements.


<PAGE>3


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


                                         March 31,    December 31,
                                           1997           1996
                                        ----------     ----------
Assets

Current assets
 Cash and cash equivalents              $   15,383     $   33,310
 Accounts and notes receivable,
  less allowance for doubtful
  receivables of $1,812 (1996-$1,668)       85,031         73,542
 Inventories                               101,092         99,778
 Deferred income taxes                      19,000         20,567
 Prepaid expenses                            3,360          2,979
 Net assets held for sale                      500          1,600
                                        ----------     ----------       
   Total current assets                    224,366        231,776
                                        ----------     ----------

Investments in affiliates                    4,715          4,760
Property, plant and equipment, net of
 accumulated depreciation of $125,932      
 (1996-$127,446)                           159,093        148,616
Other assets                                53,354         42,848
                                        ----------     ----------
     Total assets                       $  441,528     $  428,000
                                        ==========     ==========


See accompanying notes to condensed consolidated financial statements.


<PAGE>4


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


                                         March 31,    December 31,
                                           1997           1996
                                        ----------     ----------
Liabilities and shareholders' equity

Current liabilities
 Notes payable and current portion of
   long-term debt                   				$   16,783 	   $   16,454
 Accounts payable                           41,958         34,952
 Accrued expenses                           49,839         50,132
 Income taxes payable                        4,968          3,919
                                        ----------     ----------
   Total current liabilities               113,548        105,457
                                        ----------     ----------
Deferred income taxes                       15,260         14,505
Long-term debt                              99,206         98,838
Retirement obligations                      25,665         25,607

Minority interest                            6,002          5,997


Shareholders' equity
 Preferred stock, par value $1 per share,
  authorized 400,000 shares, issued none
 Common stock, par value $1 per share,
  authorized 30,000,000 shares,
  issued 6,673,452 shares (6,646,250 
  shares in 1996)	                           6,673          6,646
 Additional paid-in capital                 83,784         82,561
 Retained earnings                         108,011        100,891
 Minimum pension liability                  (2,257)        (2,257)
 Common stock in treasury, at cost,
  650,681 shares (645,381 shares in 1996)   (8,253)        (7,920)
 Cumulative translation adjustments         (6,111)        (2,325)
                                        ----------     ----------
  Total shareholders' equity               181,847        177,596
                                        ----------     ----------
      Total liabilities and              
       shareholders' equity             $  441,528     $  428,000
                                        ==========     ==========


	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)


                                                Three Months Ended
                                                     March 31,  
                                             ------------------------
                                                1997          1996  
                                             ----------    ----------

Net cash provided by (used in)
operating activities                         $   13,012    $      (58)
                                             ----------    ----------
Cash flows provided by (used in) 
investing activities
  Additions to property, plant and equipment    (12,860)       (5,224) 
  Proceeds from sale of property, plant
    and equipment						                           1,192           350
  Acquisitions of businesses, net of cash
    acquired                                    (19,534)          690 
                                             ----------    ---------- 
Net cash used in investing activities           (31,202)       (4,184)
                                             ----------    ----------
Cash flows provided by (used in) financing
activities
  Proceeds from borrowings                        3,219        14,605 
  Reduction of borrowings                        (2,993)       (9,849)
  Purchase of company stock                        (333)
  Proceeds from exercise of stock options           633         1,354
                                             ----------    ---------- 
Net cash provided by financing activities           526         6,110 
                                             ----------    ----------
Effect of exchange rate changes on cash            (263)          (32)
                                             ----------    ---------- 
Net increase (decrease) in cash 
  and cash equivalents   			                    (17,927)        1,836

Cash and cash equivalents at
  beginning of period                            33,310         8,093
                                             ----------    ----------
Cash and cash equivalents at 
  end of period                              $   15,383    $    9,929
                                             ----------    ---------- 
Significant noncash financing activity
  Debt assumed with businesses acquired      $      900
  Acquisition of treasury shares  
    for stock options exercised                		          $    3,066


	See accompanying notes to condensed consolidated financial statements


<PAGE>6


            	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 March 31, 1997, the 
results of operations for the three-month periods ended 
March 31, 1997 and 1996, and cash flows for the three-month 
periods ended March 31, 1997 and 1996.  The December 31, 
1996 condensed 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 1996 
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.

	In January 1997, the Company acquired all of the 
outstanding shares of Postkey, Ltd. (Postkey), a 
manufacturer of cylindrical thread roll dies, located 
in Nuneaton, England, for $1,200.  The excess of 
purchase price over the fair values of the net assets 
acquired was approximately $860 and has been recorded 
as goodwill, which is being amortized on a straight-
line basis over 30 years.

	On February 24, 1997, the Company acquired all of 
the outstanding shares of Greer Stop Nut, Inc. (Greer), 
a manufacturer of nylon insert nuts, located in 
Nashville, Tennessee for $10,000.  The excess of the 
purchase price over the fair values of the net assets 
acquired was approximately $5,000 and has been recorded 
as goodwill, which is being amortized on a straight-
line basis over 40 years.


<PAGE>7


	On March 7, 1997, the Company acquired the assets 
of RJF International Corporation's (RJF) Bonded Magnet 
Business, a manufacturer of flexible ferrite bonded 
magnets, located in Cincinnati and Marietta, Ohio for 
$9,200.  The excess of the purchase price over the fair 
values of the net assets acquired was approximately 
$4,800 and has been recorded as goodwill, which is 
being amortized on a straight-line basis over 30 years.

	In the first quarter of 1996, the Company formed a 
joint venture in China by acquiring a 55 percent 
interest in Shanghai SPS Biao Wu Fasteners Co. Ltd. 
(SSBW).  The Company contributed cash and equipment of 
$3,288 and manufacturing technology.

	In 1996, the Company completed two acquisitions of 
magnet materials manufacturers.  On June 14, 1996, the 
Company acquired all of the outstanding shares of 
Flexmag Industries, Inc. (Flexmag) located in Marietta, 
Ohio, and the assets of a related magnets business 
located in Seneca, South Carolina, for $21,274.  On 
July 3, 1996, the Company acquired all of the 
outstanding shares of Swift Levick Magnets Ltd. (Swift 
Levick), located in Derbyshire, England for $18,491.  
The excess of the purchase price over the fair value of 
the net assets acquired for both acquisitions was 
approximately $12,900 and has been recorded as 
goodwill, which is being amortized on a straight-line 
basis over 30 years.

	On October 8, 1996, the Company acquired 85 
percent of the capital stock of Mecair Aerospace 
Industries, Inc. (Mecair), a manufacturer of aerospace 
fasteners, located in Pointe Claire (Montreal), Quebec, 
Canada for $8,300.  The excess of the purchase price 
over the fair value of the net assets acquired was 
approximately $3,500 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 Greer, 
RJF, Flexmag, Swift Levick and Mecair acquisitions had 
been made at the beginning of the periods presented.  
The effects of the other acquisitions (Postkey and 
SSBW) are not material and, accordingly, have been 
excluded from the pro forma presentation.


<PAGE>8
       

                                     Three Months Ended
                                          March 31,
	                                  ------------------------	
                    		  	             1997	         1996
		                                 ----------    ----------
	Net sales                         $  141,173    $  131,515    
	Net earnings                           7,157         5,511   
	Earnings per common share
  	  and common share equivalent         1.13           .89


	The pro forma consolidated results of operations 
include adjustments to give effect to amortization of 
goodwill, interest expense on acquisition debt and 
certain other adjustments, together with 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 this period or the future results of 
the combined operations.

3.	Inventories

                           March 31,      December 31,
                             1997             1996
                          ----------       ---------- 
Finished goods            $   46,575       $   50,726
Work-in-process               29,420           25,363
Raw materials 
  and supplies                18,561           17,010
Tools                          6,536            6,679 
                          ----------       ---------- 
                          $  101,092       $   99,778
                          ==========       ==========

	The March 31, 1997 inventory balances include 
$3,700 of inventory from businesses acquired in 1997.

4.	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 March 31, 1997, the accrued 
liability for environmental remediation represents 
management's best estimate of the costs related to 
environmental remediation which are considered probable 
and can be reasonably estimated.  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, 


<PAGE>9

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.

5.	Earnings Per Share

	Earnings per share is computed by dividing net 
earnings by the weighted average number of common 
shares outstanding.  When dilutive, stock options are 
included as common share equivalents using the treasury 
stock method.

6.	Recently Issued Accounting Standards

	In February 1997, the Financial Accounting 
Standards Board issued Statement of Financial 
Accounting Standards (SFAS) No. 128, "Earnings Per 
Share."  This Statement establishes new standards for 
computing and presenting earnings per share (EPS) and 
applies to entities with publicly held common stock or 
potential common stock.  This Statement is effective 
for financial statements issued for periods ending 
after December 15, 1997 (earlier application is not 
permitted).  This Statement requires restatement of all 
prior-period EPS data presented.  The Company has 
evaluated the provisions of SFAS No. 128 and does not 
anticipate adoption to have a material effect on its 
computation of EPS.


<PAGE>10


         SPS TECHNOLOGIES, INC. AND SUBSIDIARIES

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


Introduction
------------
	Sales, net earnings and net cash provided by operating 
activities have improved in the first quarter of 1997 compared to 
the same quarter in 1996.  The improvement in operating results 
was due primarily to increased sales of aerospace fasteners and 
the inclusion of businesses acquired in the last twelve months.  
In the first quarter of 1997, the Company completed three 
acquisitions which strengthened its existing businesses.

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

                                       Three Months Ended
                                            March 31,
                                     -----------------------
                                         1997        1996
Net sales:                           ----------   ----------
  Fasteners                          $   92,982   $   78,755
  Materials                              44,993       35,220
                                     ----------   ----------
                                     $  137,975   $  113,975
                                     ==========   ==========
Operating earnings:
  Fasteners                          $    9,281   $    6,016 
  Materials                               5,807        4,614
  Unallocated corporate costs            (2,310)      (1,870)
                                     ----------   ----------
                                     $   12,778   $    8,760
                                     ==========   ==========
Net Sales
---------
	Net sales increased $24.0 million, or 21.1 percent, compared 
to the first quarter of 1996 and increased $12.8 million, or 10.2 
percent, compared to the fourth quarter of 1996.

	Fastener segment sales increased $14.2 million, or 18.1 
percent, compared to the first quarter of 1996.  Aerospace 
fastener sales of $49.2 million in the first quarter of 1997 are 
a $10.7 million, or 28.0 percent, increase from the first quarter 
of 1996 and $4.4 million, or 9.9 percent, increase from the 
fourth quarter of 1996. Based on commercial aircraft production 
projections by the major aircraft manufacturers, the Company 
expects this trend of improving demand for aerospace fasteners to 
continue throughout 1997 and into 1998.  The Company has invested 
and plans to continue to invest in infrastructure to increase 
capacity and support this projected expansion.


<PAGE>11


	The Company's industrial and Unbrako fastener sales 
increased $3.1 million, or 8.1 percent, compared to the first 
quarter of 1996 and $2.3 million, or 5.8 percent, compared to the 
fourth quarter of 1996.  This increase is due primarily to 
increased sales of Unbrako fasteners in North America and sales 
by Greer Stop Nuts, Inc., a business acquired on February 24, 
1997.  Partially offsetting this increase was a $1.6 million 
decrease in sales of Unbrako fasteners in Europe compared to the 
first quarter of 1996.  Sales of automotive fasteners in North 
America and Europe remained level with the first quarter of 1996.

	Excluding the $9.0 million of sales from the magnetic 
materials businesses acquired after the first quarter of the 
prior year (Flexmag Industries, Inc., Swift Levick Magnets, Ltd. 
and RJF International Corporation's Bonded Magnet Business),
materials segment sales increased $785 thousand, or 2.2 percent,
compared to the first quarter of 1996 and $5.4 million, or 17.8
percent, compared to the fourth quarter of 1996.  Sales of
superalloys increased $1.4 million compared to the first quarter
of 1996 and $3.3 million compared to the fourth quarter of 1996.
This increase is driven by increased demand from the aerospace,
land-based turbine and medical markets.  Excluding sales from
acquired businesses, sales of magnetic materials decreased $620
thousand compared to the first quarter of 1996, but increased
$2.1 million compared to the fourth quarter of 1996.  The
increase from the fourth quarter of 1996 is attributed to higher
sales to the personal computer and telecommunications markets.

Operating Earnings
------------------
	Operating earnings of the fastener segment improved 
significantly from $6.0 million, or 7.6 percent of sales, in the 
first quarter of 1996 to $9.3 million, or 10.0 percent of sales, 
in the first quarter of 1997.  The improvement in earnings is 
attributed to increased sales of aerospace fasteners and cost 
reductions attributed to the Company's investment in new 
equipment and employee training programs.  The operating earnings 
from Mecair Aerospace Industries, Inc. and Greer Stop Nut, Inc., 
two companies recently acquired, also contributed to this 
increase.

	In the materials segment, operating earnings increased from 
$4.6 million, or 13.1 percent of sales, in the first quarter of 
1996 to $5.8 million, or 12.9 percent of sales, in the first 
quarter of 1997.  The improvement in operating earnings is 
attributed to a higher volume and better product mix of 
superalloy sales and operating earnings from the recently 
acquired magnetic material businesses noted above.


<PAGE>12


Other Income and Expense
------------------------
	Due to higher levels of interest bearing cash, interest 
income increased from $60 thousand in the first quarter of 1996 
to $340 thousand in the first quarter of 1997.  Due to higher 
levels of debt, interest expense increased from $1.6 million in 
the first quarter of 1996 to $2.3 million in the first quarter of 
1997. 

Orders and Backlog
------------------
	Incoming orders for the first quarter of 1997 were $163.4 
million compared to $127.9 million in the first quarter of 1996, 
a 27.8 percent increase.  The increase in orders is attributed to 
the $16.2 million increase in orders received by the Aerospace 
Products Division, $6.2 million increase in orders for 
superalloys and orders received by the recently acquired magnetic 
materials businesses of $9.1 million.  Partially offsetting these 
increases were the $1.8 million decrease in orders received for 
automotive fasteners sold in North America and the $1.4 million 
decrease in orders received for Unbrako Products sold in Europe.  
Backlog at March 31, 1997 was $210.1 million, compared to $149.4 
million on the same date a year ago and $181 million at December 
31, 1996.

Acquisitions
------------
	As discussed in Note 2 to the financial statements, the 
Company acquired three businesses in the first quarter of 1997.  
In January 1997, the Company acquired all of the outstanding 
shares of Postkey Ltd. (Postkey) located in Nuneaton, England for 
$1.2 million.  Postkey is a supplier of tooling and tool services 
to the United Kingdom fastener market with 1996 sales of 
approximately $900 thousand.  This acquisition increases the 
Company's market penetration into the United Kingdom tool market 
and expands the Company's cylindrical thread roll die technical 
know-how.  On February 24, 1997, the Company acquired all of the 
outstanding shares of Greer Stop Nut, Inc. (Greer), a 
manufacturer of nylon insert prevailing torque (locking) nuts, 
located in Nashville, Tennessee for $10 million.  In 1996, Greer 
had sales of approximately $13.1 million.  The acquisition of 
Greer adds a complementary branded product line to the Company's 
Unbrako business.  On March 7, 1997, the Company acquired the 
assets of RJF International Corporation's (RJF) Bonded Magnet 
Business, a manufacturer of flexible ferrite bonded magnets, 
located in Cincinnati and Marietta, Ohio for $9.2 million.  In 
1996, RJF's Bonded Magnet Business had sales of approximately 
$9.2 million.  These assets will be relocated to the Company's 
current magnetic manufacturing facility in Marietta, Ohio.


<PAGE>13


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 by or used in operating activities, 
investing activities and financing activities is summarized in 
the condensed statements of consolidated cash flows.  Net cash 
provided by operating activities increased by $13.0 million 
compared to the first quarter of 1996 primarily due to the $11.2 
million improvement in changes in working capital.

	The increase in cash used in investing activities is 
attributed to 1997 payments for the acquisitions of Greer ($10 
million) and RJF ($9.2 million).  Additionally, the Company spent 
$12.9 million for capital expenditures in the first quarter of 
1997 and has budgeted $35 million for the full year of 1997, as 
reported on Form 10-K for the year ended December 31, 1996.

	Net assets held for sale included in the December 31, 1996 
consolidated balance sheet includes the land and building located 
in Puerto Rico, related to the former site of an Unbrako 
manufacturing operation closed in 1992, and a small parcel of 
land located in Newtown, Pennsylvania.  In January 1997, the 
Company sold the land and building in Puerto Rico for $1.1 
million and these proceeds are included in the consolidated cash 
flow from investing activities.

	The Company's total debt to equity ratio was 64 percent at 
March 31, 1997, compared to 65 percent at December 31, 1996.  
Total debt was $116.0 million at March 31, 1997 and $115.3 
million at December 31, 1996.  As of March 31, 1997, under the 
terms of the existing credit agreements, the Company is permitted 
to incur an additional $31 million in debt.


<PAGE>14


           	SPS TECHNOLOGIES, INC. AND SUBSIDIARIES
            --------------------------------------- 
                           	PART II
                            -------
                      	OTHER INFORMATION
                       ----------------- 

Item 4. Submission of Matters to Vote of Security Holders
---------------------------------------------------------
None            

Item 6. Exhibits and Reports on Form 8-K
----------------------------------------
(a)	Exhibits

   	11 -Computation of Earnings Per Share Statement.

(b)	No reports on Form 8-K were filed during the quarter ended 
    March 31, 1997.


<PAGE>15


            	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:  May 12, 1997                  /s/William M. Shockley     
       ------------                  ----------------------  
							                             	William M. Shockley
                             								Vice President, 
							                             	Chief Financial Officer
                             								and Controller




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


<PAGE>16


           	SPS TECHNOLOGIES, INC. AND SUBSIDIARIES

                       	EXHIBIT INDEX

Exhibit 11 - Computation of Earnings Per Share Statement


<PAGE>17