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

                                  FORM 10-Q

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

For the quarterly period ended          September 25, 1999

                                     OR

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

For the transition period from



Commission file number                         1-367



                         THE L. S. STARRETT COMPANY
           (Exact name of registrant as specified in its charter)

         MASSACHUSETTS                                        04-1866480
 (State or other jurisdiction of                           (I.R.S. Employer
 incorporation or organization)                          Identification No.)


     121 CRESCENT STREET, ATHOL, MASSACHUSETTS               01331-1915
     (Address of principal executive offices)                 (Zip Code)


Registrant's telephone number, including area code       978-249-3551



      Former name, address and fiscal year, if changed since last report.


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filings requirements for the past 90 days.

                             YES  X  NO


Common Shares outstanding as of  September 25, 1999:

     Class A Common Shares      5,124,809

     Class B Common Shares      1,572,407



                                 Page 1 of 11
<PAGE>
                         THE L. S. STARRETT COMPANY

                                  CONTENTS

                                                                    Page No.

Part I.  Financial Information:

      Item 1.  Financial Statements

                  Consolidated Statements of Earnings and
                  Cash Flows - thirteen weeks ended
                  September 25, 1999 and September 26, 1998
                  (unaudited)                                           3

                  Consolidated Balance Sheets - September 25,
                  1999 (unaudited) and June 26, 1999                    4

                  Consolidated Statements of Stockholders'
                  Equity - thirteen weeks ended September 25,
                  1999 and  September 26, 1998 (unaudited)              5

                  Notes to Consolidated Financial Statements            6


      Item 2.  Management's Discussion and Analysis of Financial
               Condition and Results of Operations                    7-10



Part II.  Other information:

      Item 4.  Submission of Matters to a Vote of Security Holders     10

      Item 6.  Exhibits and reports on Form 8-K                      10-11


























                                 Page 2 of 11
<PAGE>
                         THE L. S. STARRETT COMPANY
             Consolidated Statements of Earnings and Cash Flows
         (in thousands of dollars except per share data)(unaudited)
                                                           13 Weeks Ended
EARNINGS                                                  9/25/99  9/26/98

Net sales                                                  58,412   58,364
Cost of goods sold                                        (42,267) (41,221)
Selling and general                                       (11,844) (11,891)
Other income and expense                                       16      509

Earnings before income taxes                                4,317    5,761
Provision for federal, foreign and
      state income taxes                                    1,442    1,845

Net earnings                                                2,875    3,916
Basic earnings per share                                      .43      .57
      Average outstanding shares used                       6,698    6,896
Diluted earnings per share                                    .43      .57
      Average outstanding shares used                       6,706    6,908
Dividends per share                                           .20      .20


CASH FLOWS

Cash flows from operating activities:
   Net earnings                                             2,875    3,916
   Noncash expenses:
      Depreciation and amortization                         2,976    2,954
      Deferred taxes                                          411      207
      Unrealized translation losses(gains)
   Working capital changes:
      Receivables                                          (6,505)   1,210
      Inventories                                           1,158    1,031
      Other assets and liabilities                          1,130   (1,485)
   Prepaid pension cost and other                            (905)    (763)

         Net cash from operations                           1,140    7,070

Cash flows from investing activities:
   Additions to plant and equipment                        (3,248)  (5,335)
   Short-term investments, net                              1,464   (3,217)

         Net cash used in investing                        (1,784)  (8,552)

Cash flows from financing activities:
   Short-term borrowings, net                               2,415     (401)
   Common stock issued                                        954      840
   Treasury shares purchased                               (1,205)    (861)
   Dividends                                               (1,339)  (1,378)

         Net cash used in financing                           825   (1,800)

Effect of translation rate changes
      on cash                                                 (28)      38

Net decrease in cash                                          153   (3,244)
Cash, beginning of period                                     271    3,705
Cash, end of period                                           424      461

               See notes to consolidated financial statements
                                 Page 3 of 11
<PAGE>
                         THE L. S. STARRETT COMPANY
                         Consolidated Balance Sheets
                          (in thousands of dollars)
                                                       Sep. 25     June 26
                                                         1999        1999
ASSETS                                               (unaudited)
Current assets:
   Cash                                                    424         271
   Investments                                          15,356      16,933
   Accounts receivable (less allowance for doubtful
         accounts of $2,380,000 and $2,361,000)         42,138      36,004
   Inventories:
      Finished goods                                    32,178      31,964
      Goods in process and finished parts               27,243      31,589
      Raw materials and supplies                        16,278      14,488
                                                        75,699      78,041
   Prepaid expenses and other current assets             1,980       6,173
                  Total current assets                 135,597     137,422

Property, plant and equipment, at cost (less
      accumulated depreciation of $71,003,000
      and $69,685,000)                                  73,494      73,854
Cost in excess of net assets acquired (less
      accumulated amortization of $4,365,000
      and $4,266,000)                                    6,998       7,094
Prepaid pension cost                                    27,149      26,212
Other assets                                             1,107       1,146
                                                       244,345     245,728

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Notes payable and current maturities                  6,016       3,600
   Accounts payable and accrued expenses                11,580      13,783
   Accrued salaries and wages                            4,330       6,026
   Taxes payable                                           691         484
   Employee deposits for stock purchase plan               495         429
                  Total current liabilities             23,112      24,322

Deferred income taxes                                   12,433      11,919
Long-term debt                                           3,300       3,300
Accumulated postretirement medical benefit obligation   16,156      16,151
Stockholders' equity:
      Class A Common $1 par (20,000,000 shrs. auth.;
        5,124,809 outstanding in 9/99, excluding
        1,249,165 held in treasury; 5,109,173 outstanding
        in 6/99, excluding 1,243,158 held in treasury)   5,125       5,109
      Class B Common $1 par (10,000,000 shrs. auth.;
        1,572,407 outstanding in 9/99, excluding
        291,340 held in treasury; 1,596,748 outstanding
        in 6/99, excluding 288,642 held in treasury)     1,572       1,597
      Additional paid-in capital                        43,316      42,730
      Retained earnings reinvested and employed in
            the business                               156,057     155,349
      Foreign currency translation adjustment          (16,871)    (14,922)
      Other equity adjustments                             145         173
                  Total stockholders' equity           189,344     190,036
                                                       244,345     245,728



               See Notes to Consolidated Financial Statements
                                 Page 4 of 11
<PAGE>
                         THE L. S. STARRETT COMPANY
               Consolidated Statements of Stockholders' equity
   For the Thirteen Weeks Ended September 25, 1999 and September 26, 1998
                          (in thousands of dollars)
                                 (unaudited)


                           Common      Addi-            Accumulated
                          Stock Out-  tional               Other
                          standing   Paid-in   Retained Comprehensive
                          ($1 Par)   Capital   Earnings    Income    Total


Balance June 27, 1998        6,897    41,263   151,317    (4,183)  195,294
Comprehensive income:
  Net earnings                                   3,916               3,916
  Unrealized net gains
    on investments                                           103       103
  Translation gain, net                                      253       253
Total comprehensive income                                           4,272
Dividends ($.20 per share)                      (1,378)             (1,378)
Treasury shares:
  Purchased                    (23)     (145)     (693)               (861)
  Issued                        25       815                           840


Balance September 26, 1998   6,899    41,933   153,162    (3,827)  198,167






Balance June 26, 1999        6,706    42,730   155,349   (14,749)  190,036
Comprehensive income:
  Net earnings                                   2,875               2,875
  Unrealized net losses
    on investments                                           (28)      (28)
  Translation loss, net                                   (1,949)   (1,949)
Total comprehensive income                                             898
Dividends ($.20 per share)                      (1,339)             (1,339)
Treasury shares:
  Purchased                    (46)     (331)     (828)             (1,205)
  Issued                        37       917                           954


Balance September 25, 1999   6,697    43,316   156,057   (16,726)  189,344













               See Notes to Consolidated Financial Statements
                                 Page 5 of 11
<PAGE>
                         THE L. S. STARRETT COMPANY
                 Notes to Consolidated Financial Statements

In the opinion of management, the accompanying financial statements contain
all adjustments, consisting only of normal recurring adjustments, necessary
to present fairly the financial position of the Company as of September 25,
1999 and June 26, 1999; the results of operations and cash flows for the
thirteen weeks ended September 25, 1999 and September 26, 1998; and changes
in stockholders' equity for the thirteen weeks ended September 25, 1999 and
September 26, 1998.

The Company follows the same accounting policies in the preparation of
interim statements as described in the Company's annual report filed on form
10-K for the year ended June 26, 1999, and these financial statements should
be read in conjunction with said annual report.


Other income (expense) is comprised of the following (in thousands):

                                                     Thirteen Weeks
                                                    Ended September
                                                     1999     1998

        Interest income                               272      499
        Interest expense and commitment fees         (212)     (77)
        Realized and unrealized exchange losses       (82)     (31)
        Other                                          38      118
                                                       16      509


Approximately 70% of all inventories are valued on the LIFO method.  At
September 25, 1999 and June 26, 1999, total inventories are $23,508,000 and
$23,521,000 less, respectively, than if determined on a FIFO basis.


Long-term debt is comprised of the following (in thousands):

                                                   September   June
                                                     1999      1999

        Industrial revenue bond                        900       900
        Revolving credit agreement                   3,000     3,000
                                                     3,900     3,900
        Less current portion                           600       600
                                                     3,300     3,300















                                Page 6 of 11
<PAGE>
                         THE L. S. STARRETT COMPANY
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

                            RESULTS OF OPERATIONS
Sales
Sales for the September quarter are approximately the same as the
corresponding quarter of a year ago. A 5% decrease in foreign sales is
offset by a slight increase in domestic sales. The foreign decrease is
mainly a result of the Brazil currency devaluation that took place in
January 1999. In addition, the strong pound in the U.K. continues to
adversely affect Scotland's business in terms of export pricing and import
price competition. Foreign sales were actually up over 10% in local
currency. The increase in domestic sales was mostly due to product mix as
the industrial manufacturing sector continues to be weak.

Earnings Before Taxes
Pretax earnings are down 25% from the September 1998 quarter. Almost half of
this decrease relates to the devaluation mentioned above. The rest is due to
international pricing pressures resulting from the strong pound, lower
domestic margins as a result of lower production activity and overhead
absorption, product mix, and less net interest income.

Income Taxes
The effective income tax rate was 33.4% in the September quarter of 1999 and
32.0% in the prior year. The increase is because the prior period contained
the effects of some favorable tax law changes in Brazil.

Market Risk
Market risk is the potential change in a financial instrument's value caused
by fluctuations in interest and currency exchange rates and equity and
commodity prices. The Company's operating activities expose it to many risks
that are continually monitored, evaluated, and managed. Proper management of
these risks helps reduce the likelihood of earnings volatility. At June 1999
and September 1999, the Company was not a party to any derivative
arrangement and the Company does not engage in trading, market-making or
other speculative activities in the derivatives markets.

The Company does not engage in regular hedging activities to minimize the
impact of foreign currency fluctuations. Net monetary assets in Scotland and
Brazil are approximately $5 million and $4 million, respectively. Inflation
in Brazil has decreased to less than 10% today from over 2000% in 1994 when
their current economic plan was initiated. As a consequence, their economy
ceased to be considered hyperinflationary as of January 1998.

A 10% change in interest rates would not have a significant impact on the
aggregate net fair value of the Company's interest rate sensitive financial
instruments (primarily variable rate investments of $8,000,000 and debt of
$9,000,000 at September 25, 1999) or the cash flows or future earnings
associated with those financial instruments. A 10% change in interest rates
would impact the fair value of the Company's fixed rate investments of
approximately $6,800,000 by $300,000.

Year 2000
The Company does not currently anticipate any material disruption of its
operations as a result of failure by the Company to be year 2000 compliant.
If, however, the Company, its customers or its suppliers are unable to
achieve year 2000 compliance, the potential exists for the Company's
business and results of operations to be adversely affected.


                              Page 7 of 11
<PAGE>
Worldwide, the Company has four major computer systems that are used in the
areas of manufacturing, sales and accounting. Two use third party packages
that the Company believes are or, through vendor upgrades, will be year 2000
compliant. The other two systems are in the process of being converted to
third party packages that the Company believes are already compliant. The
Company expects to complete the reasonably necessary remediation of its
significant systems by the end of calendar 1999 and has not incurred, and
does not expect to incur, significant additional separately identifiable
costs in order to make its computer systems year 2000 compliant. If it
begins to appear that the Company's planned upgrades and modifications might
fail to bring any of these major systems into year 2000 compliance or fail
to do so in a timely manner, the Company will have to adopt, and for one
system has actually adopted, contingency plans to deal with any resulting
disruptions in its business.

The Company employs certain manufacturing processes that utilize computer
controlled manufacturing equipment. The Company believes such equipment is
year 2000 compliant to the extent reasonably necessary but has not completed
its testing of such equipment. In the event the Company determines that such
equipment cannot readily be made year 2000 compliant, it believes it can
revert to the manual processes previously employed or outsource such work.
The Company is also in the process of investigating the status of other
systems with respect to year 2000 compliance such as phone, fax, heating/air
conditioning, and electricity and believes they will be year 2000 compliant
to the extent reasonably necessary before the end of 1999. The Company is
utilizing internal resources for this purpose and does not expect to incur
significant separately identifiable costs.

In addition to reviewing its own systems, the Company has polled or is in
the process of polling its significant customers and vendors to get
assurance that they are year 2000 compliant and to attempt to identify
potential issues. To the extent such assurance is not received, appropriate
contingency plans will be developed and implemented. At this time, the
Company is not aware of significant problems. If the Company's customers and
vendors do not achieve year 2000 compliance before the end of 1999, the
Company could experience a variety of problems that might have a material
adverse effect on the Company's business and results of operations. For
example, customers might lose EDI capability or vendors might fail to
deliver, but most foreseeable problems can be overcome by reverting to
phone, fax, mail and other manual procedures. It should be noted that the
Company outsources very little other than raw steel and is not dependent on
single source suppliers.


                       LIQUIDITY AND CAPITAL RESOURCES
                                                          13 Weeks Ended
                                                          9/25/99  9/26/98
   Cash provided by operations                             1,140    7,070
   Cash used in investing activities                      (1,784)  (8,552)
   Cash from (used in) financing activities                  825   (1,800)
   Cash effect of translation rate changes                   (28)      38
      Net increase (decrease) in cash                        153   (3,244)

The drop in net earnings along with an increase in accounts receivable
caused cash flow provided by operations to decrease compared to the prior
year's quarter. Lower fixed asset additions and less cash available for
investment caused the drop in investing activity. Short-term borrowing in
Brazil accounts for the change in cash from financing activities.



                                Page 8 of 11
<PAGE>
The Company maintains sufficient liquidity and has adequate resources,
including lines of credit, to fund its operations under current business
conditions. The Company continues to maintain a strong financial position
with a working capital ratio of 5.9 to 1 as of September 25, 1999 and 5.7 to
1 as of June 26, 1999.

SAFE HARBOR STATEMENT
UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1996

This quarterly report, as well as the 1999 Annual Report, including the
Chairman's letter to stockholders, include forward-looking statements about
the Company's business, sales, expenditures, Year 2000 compliance,
environmental regulatory compliance, foreign operations, interest rate
sensitivity, debt service, liquidity and capital resources, and other
operating and capital requirements. In addition, forward-looking statements
may be included in future Company documents and in oral statements by
Company representatives to security analysts and investors.  The Company is
subject to risks that could cause actual events to vary materially from such
forward-looking statements, including the following risk factors:

Risks Related to Year 2000 Issues: The Company continues to explore whether
and to what extent its computer and other systems will be disrupted at the
turn of the century as a result of the widely-publicized dating system flaw
inherent in many computer systems. While the Company is in the process of
upgrading and modifying its systems in order to address the Year 2000 issue,
there can be no assurance that the Company's existing systems will be
upgraded or modified in time to remedy the Year 2000 issue or that the
Company's computer systems will not be disrupted upon the turn of the
century. Any disruption of the Company's business due to the Year 2000
issue, whether caused by the Company's systems or those of any of its
suppliers, customers, banks, lenders, or insurers, could have a material
adverse effect on the Company's financial condition or results of
operations. See "Management's Discussion and Analysis of Financial Condition
and Results of Operations-Year 2000."

Risks Related to Technology: Although the Company's strategy includes
significant investment in research and development of new and innovative
products to meet technology advances, there can be no assurance that the
Company will be successful in competing against new technologies developed
by competitors.

Risks Related to Adoption of the Euro: The new European currency (the Euro)
began being used by the eleven participating European countries January 1,
1999. Although the United Kingdom is not currently a Euro country, the
Company's Scottish subsidiary does a significant amount of business with
Euro countries. Management believes it has the necessary systems and
business processes to deal with what is, in effect, one more foreign
currency, but there can be no assurance that there will not be unforeseen
economic effects of this change that might affect the Company's sales or
margins on business done with Euro countries.

Risks Related to Foreign Operations:  Approximately a third of the Company's
sales are derived from foreign operations and approximately a third of the
Company's net assets are located outside the United States.  Foreign
operations are subject to special risks that can materially affect the
sales, profits, cash flows, and financial position of the Company, including
taxes and other restrictions on distributions and payments, currency
exchange rate fluctuations, political and economic instability, inflation,
minimum capital requirements, and exchange controls.  In particular, the


                               Page 9 of 11
<PAGE>
Company's Brazilian operations, which constitute over half of the Company's
revenues from foreign operations, can be very volatile, changing from year
to year due to the political situation and economy.  As a result, the future
performance of the Brazilian operations is inherently unpredictable. See
Management's Discussion (SALES) regarding the recent devaluation of the
Brazilian currency.

Risks Related to Cyclical Nature of the Industry: The market for the
Company's products is subject to general economic conditions, including the
level of capital spending by industrial companies.  As such, recessionary
forces decrease demand for the Company's products and adversely affect
performance.

Risks Related to Competition:  The Company's business is subject to direct
and indirect competition from both domestic and foreign firms.  In
particular, low-wage foreign sources have created severe competitive pricing
pressures. Under certain circumstances, including significant changes in
U.S. and foreign currency relationships, such pricing pressures might reduce
unit sales and/or adversely affect the Company's margins.


                      PART II.  OTHER INFORMATION

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

      (a) A regular meeting of shareholders was held on September 15, 1999.
      (c)1. The following directors were elected:
                                                                 Abstentions
                                               Votes      Votes   and Broker
                                                For     Withheld  Non-votes
            A shares voting as separate class:
                 Andrew B. Sides, Jr.        4,598,250  235,932      N/A
            A and B shares voting together:
                 Douglas R. Starrett        19,037,952  295,910      N/A
                 Roger U. Wellington, Jr.   19,033,653  300,209      N/A

         2. The following additional matters, as more fully described in the
          registrant's Notice and Proxy Statement for said meeting, were
          voted on:

            Approval of an amendment to the Company's By-laws to specify the
            the circumstances under which indemnification of directors and
            officers and certain employees who are trustees and
            administrators of the Company's employee benefit plans is
            allowed or required. There were 17,019,084 votes in favor,
            141,220 votes against, and 353,169 abstentions.

            Approval of a form of indemnification agreement for directors
            and officers and certain employees who are trustees and
            administrators of the Company's employee benefit plans. There
            were 16,884,227 votes in favor, 296,588 votes against, and
            332,658 abstentions. Pursuant to this approval, effective
            September 15, 1999, the Company entered into indemnification
            agreements with such persons.

 ITEM 6.  Exhibits and Reports on Form 8-K.

6(a) Exhibit 3. Bylaws as amended 9/15/99 filed herewith electronically.



                                 Page 10 of 11
<PAGE>
 ITEM 6.  Exhibits and Reports on Form 8-K. (continued)

6(a)(continued) Exhibit 10. Form of indemnification agreement entered into
     with directors and officers and certain employees who are trustees and
     administrators of the Company's employee benefit plans filed herewith
     electronically.




                                 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.

                                        THE L. S. STARRETT COMPANY
                                               (Registrant)




Date   November 8, 1999                S/R.U.WELLINGTON, JR.
                                       R. U. Wellington, Jr. (Treasurer
                                         and Chief Financial Officer)


Date   November 8, 1999                S/S.G.THOMSON
                                    S. G. Thomson (Chief Accounting Officer)































                                Page 11 of 11