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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q
(Mark One)

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

           For the quarterly period ended February 27, 1998

( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

                       For the transition period from to .

                         Commission File Number: 1-4404

                           THE STRIDE RITE CORPORATION
             (Exact name of registrant as specified in its charter)

                      Massachusetts                  04-1399290
             (State or other jurisdiction) (I.R.S. Employer Identified No.)

                191 Spring Street, Lexington, Massachusetts 02173
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code: (617)824-6000

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

                                                    Name of each exchange
Title of each class                                 on which registered
Common stock, $.25 par value                        New York Stock Exchange

Preferred Stock Purchase Rights                     New York Stock Exchange

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

         Indicate by check mark whether the registrant (1) has filed all reports
required 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  report),  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.

             Yes (X)          No ( )

As of March 31, 1998,  47,273,257 shares of the registrant's  common stock, $.25
par  value,   and  the   accompanying   Preferred  Stock  Purchase  Rights  were
outstanding.


<PAGE>





PART I - FINANCIAL INFORMATION

ITEM 1.  Financial Statements

                           THE STRIDE RITE CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in Thousands)
<TABLE>

<CAPTION>
                                 February 27,                      February 28,
                                     1998          November 28,        1997
                                 (Unaudited)          1997         (Unaudited)
                              ----------------    --------------  --------------

  Assets

  Current Assets:
<S>                                  <C>              <C>             <C>
       Cash and cash equivalents     $  3,342         $41,663         $11,551

       Short-term investments           6,450           9,417          36,270

       Accounts and notes              95,199          51,708          92,804
         receivable, net

       Inventories:
         Finished goods               118,844         133,233         101,654
         Work in process                    -             256           1,380
         Raw materials                  1,243           1,239           4,349
                                      -------         -------         -------
                                      120,087         134,728         107,383

       Deferred income taxes and
          prepaid expenses             36,057          34,135          36,939
                                      -------         -------         -------

       Total current assets           261,135         271,651         284,947

  Property and equipment, net          54,764          55,395          53,222

  Other assets                         21,184          16,872          19,115
                                     --------        --------        --------

       Total assets                  $337,083        $343,918        $357,284
                                     ========        ========        ========
</TABLE>







            Theaccompanying   notes  are  an  integral  part  of  the  condensed
               consolidated financial statements.

                                     2


<PAGE>



PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION
                CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)
                             (Dollars in Thousands)

<TABLE>
<CAPTION>
                                      February 27,                  February 28,
                                          1998       November 28,      1997
                                       (Unaudited)       1997        (Unaudited)
                                      ------------   ------------   ------------

 Liabilities and Stockholders' Equity

 Current Liabilities:
     Current maturities of
<S>                                                                   <C>
        long-term debt                         -             -        $    833
     Short-term debt                     $ 4,000             -           3,200
     Accounts payable                     26,155      $ 31,748          22,000
     Income taxes payable                 23,732        21,445          25,533
     Accrued expenses and other
        liabilities                       32,894        42,195          39,846
                                         -------      --------          ------
     Total current liabilities            86,781        95,388          91,412

 Deferred income taxes                     6,504         6,504           8,275


 Stockholders' Equity:
     Preferred stock, $1 par value
        Shares authorized - 1,000,000
        Shares issued - None                   -             -               -

     Common stock, $.25 par value
        Share authorized - 135,000,000
        Shares issued - 56,946,544        14,237        14,237          14,237

     Capital in excess of par value       22,309        22,289          22,691

   Retained earnings                     328,331       326,292         317,799

     Less cost of 9,679,987 shares
        of common stock held in
        treasury(9,630,600 on
        November 28, 1997 and
        7,746,230 on February 28,1997)  (121,079)     (120,792)        (97,130)
                                        ---------     ---------        --------
     Total stockholders' equity          243,798       242,026         257,597
                                        ---------     ---------        --------

     Total liabilities and stockholders'
        equity                          $337,083      $343,918        $357,284
                                        =========     =========       =========
</TABLE>
          The accompanying   notes  are  an  integral   part  of  the  condensed
              consolidated financial statements.
                                    3


<PAGE>



PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION
             CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
      For the periods ended  February 27, 1998 and February 28, 1997
                      (In Thousands Except Per Share Data)
<TABLE>

<CAPTION>
                                               1998               1997
                                          --------------    ---------------
<S>                                         <C>                <C>
Net sales                                   $128,985           $131,805

Cost of sales                                 82,505             85,795

Selling and administrative expenses           39,145             39,712
                                            --------           --------

Operating income                               7,335              6,298

Other income (expense):
     Interest income                             930                852
     Interest expense                           (386)               (31)
     Other, net                                 (936)              (684)
                                            ---------          ---------
                                                (392)               137
                                            ---------          ---------

Income before income taxes                     6,943              6,435

Provision for income taxes                     2,542              2,315
                                            ---------          ---------

Net income                                   $ 4,401            $ 4,120
                                            =========          =========

Net income per common share:
     Diluted                                 $   .09            $   .08
                                            =========          =========
     Basic                                   $   .09            $   .08
                                            =========          =========

Dividends per common share                   $   .05            $   .05
                                            =========          =========

Average shares used in per share computations:
     Diluted                                  47,569             49,962
                                            =========          =========
     Basic                                    47,289             49,593
                                            =========          =========
</TABLE>




               The accompanying notes are an integral part of the
                   condensed consolidated financial statements








                                  4


<PAGE>



PART I - FINANCIAL INFORMATION (Continued)

                       THE STRIDE RITE CORPORATION
       CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
     For the three months ended February 27, 1998 and February 28 1997
                          (Dollars in Thousands)
<TABLE>
<CAPTION>
                                                         1998         1997
                                                       --------     ---------
Cash was provided from (used for) Operations:
<S>                                                     <C>            <C>
     Net income                                         $4,401         $4,120
     Adjustments to reconcile to net cash
        provided from (used for)operations:
     Depreciation and amortization                       2,577          2,284
     Compensation expense related to executive
        stock plans                                         83            178
     Equity in loss of affiliate                             -            400
     Loss on disposal of property and equipment            635              -
     Changes in:
        Accounts and notes receivable                  (43,491)       (47,938)
        Inventories                                     14,641         11,704
        Prepaid expenses                                (1,922)         3,356
        Accounts payable, income taxes, accrued
          expenses and other current liabilities       (10,777)        (6,290)
                                                       --------       --------
        Net cash used for operations                   (33,853)       (32,186)
                                                       --------       --------
Investments:
     Short-term investments                              2,967         (1,659)
     Additions to property and equipment                (3,060)        (2,527)
     Purchase of noncurrent marketable securities       (1,020)        (1,600)
     Increase in other assets                           (3,356)        (2,656)
                                                        -------        -------
        Net cash used for investments                   (4,469)        (8,442)
                                                        -------        -------
Financing:
     Proceeds from sale of stock under stock plans         725              6
     Cash dividends paid                                (2,363)        (2,483)
     Repurchase of common stock                         (2,361)        (5,813)
     Short-term debt                                     4,000          3,200
                                                        -------        -------
        Net cash provided from (used for) financing          1         (5,090)
                                                        -------        -------

Net decrease in cash and cash equivalents              (38,321)       (45,718)

Cash and cash equivalents at beginning of the
        period
                                                        41,663         57,269
                                                       --------       --------

Cash and cash equivalents at end of the period         $ 3,342        $11,551
                                                      =========      =========
</TABLE>

               The accompanying notes are an integral part of the
                   condensed consolidated financial statements





                                         5

<PAGE>







PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                     NOTE 1

         The financial information included in this Form 10-Q of The Stride Rite
Corporation (the "Company") for the periods ended February 27, 1998 and February
28, 1997 is unaudited and subject to year-end audit adjustments.  However,  such
information   includes  all   adjustments   (including   all  normal   recurring
adjustments) which, in the opinion of management, are considered necessary for a
fair presentation of the consolidated  results for those periods. The results of
operations for the periods ended February 27, 1998 and February 28, 1997 are not
necessarily indicative of the results of operations that may be expected for the
complete fiscal year. The year-end condensed balance sheet data was derived from
audited financial  statements,  but does not include all disclosures required by
generally accepted accounting  principles.  Certain  reclassifications have been
made to the 1997 condensed  consolidated  financial statements to conform to the
fiscal 1998 presentation.

                                     NOTE 2

         During  the  first  three  months  of fiscal  1998,  interest  payments
amounted to  $385,000($13,000  in 1997). For the first three months of 1998, the
Company paid income  taxes  amounting to $255,000 as compared to a net refund of
income taxes in 1997 totaling $278,000.

                                     NOTE 3

         Earnings per share has been  restated to adopt SFAS No. 128,  "Earnings
per Share".  Basic  earnings  per common  share was  calculated  by dividing net
income by the weighted  average number of common shares  outstanding  during the
period.  Diluted earnings per share was calculated by dividing net income by the
sum of the weighted average number of shares plus additional  common shares that
would have been outstanding if potential  dilutive common shares had been issued
for stock options  granted.  The following table reconciles the number of shares
for basic versus  dilutive for the quarters ended February 27, 1998 and February
28, 1997 and shows the prior three  fiscal year ends  restated  for SFAS No. 128
"Earnings per Share".










                                    6


<PAGE>



PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

         Note 3 - continued...

<TABLE>
<CAPTION>
        (in thousands, except per share data)      Feb. 27,         Feb. 28,
                                                     1998             1997

<S>                                                   <C>              <C>
        Net income                                    $ 4,401          $ 4,120
        Earnings per common share:
             Basic                                        .09              .08
             Diluted                                      .09              .08

        Weighted average common shares
             outstanding (basic)
                                                       47,289           49,593
        Calculation of dilutive effect                    280              369
                                                ==============    =============
        Weighted average common shares
             outstanding (diluted)
                                                       47,569           49,962
                                                ==============    =============
</TABLE>

Restated  earnings per share  information for the three years ended November 28,
1997 is as follows:

<TABLE>
                                                 Years Ended
                                --------------------------------------------
<CAPTION>
<S>                                  <C>            <C>          <C>
                                     1997           1996         1995
                                     ----           ----         ----
Basic net income per share           $.41           $.05        $(.17)
Diluted net income per share          .40            .05         (.17)
</TABLE>



                                     NOTE 4

         On March 31, 1998, the Company sold two buildings and adjoining land in
Boston  which was  formerly  used as a  distribution  center  for the  Company's
wholly-owned  subsidiary,  Stride Rite Children's Group. The Boston facility was
closed  in  December  1997  following  the  transfer  of  operations  to  a  new
distribution  center in Huntington,  Indiana.  The transaction  will result in a
pre-tax  gain of  approximately  $3.8  million  ($.05 per  share) in the  second
quarter of fiscal 1998.












                                   7


<PAGE>



PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                  AND RESULTS OF OPERATIONS

         Certain  statements  contained  in  this  Item  2 are  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995 and are thus prospective. Such forward-looking statements are subject to
risks,  uncertainties  and other  factors  which could cause  actual  results to
differ   materially   from  future   results   expressed   or  implied  by  such
forward-looking statements.  Readers are referred to Exhibit 99 to the Company's
Quarterly  Report on Form 10-Q for the fiscal  period  ended March 1, 1996 for a
discussion of some of such factors.

Results of Operations
         The following table summarizes the Company's  performance for the first
quarter of fiscal 1998 as compared to the results for the  comparable  period in
fiscal 1997:

Increase (Decrease) Percent vs. 1997 Results:
<TABLE>
<CAPTION>

                                                        First Quarter

<S>                                                           <C>
Net sales                                                     (2.1%)
Gross profit                                                    1.0%
Selling and administrative expenses                           (1.4%)
Operating income                                               16.5%
Income before income taxes                                      7.9%
Net income                                                      6.8%
</TABLE>

Operating Ratios as a Percent to Net Sales:

<TABLE>
                                                    First Quarter
<CAPTION>
                                        --------------------------------------
                                              1998                  1997
                                        -----------------      ---------------

<S>                                                <C>                  <C>
Gross profit                                       36.0%                34.9%
Selling and administrative expenses                30.3%                30.1%
Operating income                                    5.7%                 4.8%
Income before income taxes                          5.4%                 4.9%
Net income                                          3.4%                 3.1%
</TABLE>








                                    8


<PAGE>



PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)

Net Sales

         Net sales in the first  quarter of fiscal 1998  decreased  $2.8 million
(2.1%) from the sales level achieved in the comparable  period of fiscal 1997. A
decline of 3.6% in revenues related to the Company's  wholesale divisions during
the first quarter of 1998 was somewhat offset by a 4.6% increase in retail sales
during the period. The wholesale  divisions of the Company had unit shipments of
current line merchandise  during the first quarter of 1998 which were 2.2% lower
than the 1997 first quarter.  Sales of discontinued  products declined 6% in the
first  quarter of fiscal  1998 as compared  to the  comparable  period of fiscal
1997.  Excluding  the  impact of  product  mix  changes,  net sales in the first
quarter of 1998  increased by  approximately  $0.1 million due to selling  price
inflation.

         In the first  quarter of fiscal 1998,  each of the  domestic  wholesale
businesses  experienced sales declines from the 1997 first quarter. Sales of the
Tommy  Hilfiger(R)  division  in 1998 were 9% below the first  quarter of fiscal
1997,  which included heavy shipments to retailers to support the initial launch
of the brand. Difficult market conditions for athletic footwear, and the brand's
disappointing  retail  results  in the Fall  1997  season,  negatively  impacted
shipments  in the  first  quarter  of  1998.  Sales of the  Keds  division,  the
Company's  largest  business  unit,  declined  3%  in  total  as  the  sales  of
discontinued  styles decreased  sharply.  Sales of Keds current line merchandise
increased 3% in the first quarter of 1998.  Keds has expanded its core styles in
1998  with  the  introduction  of the  Ready to  Wear(TM)  and  Relaxed  Fit(TM)
collections. These new "basics" have offset the continuing sales decrease of the
Champion(R)  style,  which declined 28% in the first quarter of 1998 compared to
the prior year.  Sales of the  consolidated  Stride Rite Children's Group in the
first quarter of 1998 were even with the comparable  period of the prior year as
an 8.6% retail sales increase at comparable  stores offset the impact of a lower
store  count and a 3%  decrease in sales to  independent  accounts.  Much of the
retail  store sales  improvement  was driven by a more  aggressive  promotion of
clearance  merchandise.  At the end of the first  quarter of 1998,  the  Company
operated  191  stores,  down 6% from the 204 stores open at the end of the first
quarter in 1997.  Sales of the Sperry  Top-Sider  division  declined  15% in the
quarter as the brand







                                     9


<PAGE>




PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)

experienced   delayed  future  orders  and  soft  reorders  due  to  competitive
conditions and high retailer inventories.  Sales of the Company's  International
division in the first  quarter of 1998  increased 30% compared to the prior year
as Keds sales in Europe and the Middle East were  shipped  earlier than in 1997.
International  sales also  benefited from the transition to licenses from direct
sales in certain  geographic  regions.  In the second half of fiscal  1998,  the
Company  currently  plans to launch  licensed  products to customers for the new
Levi's(R)  product  line  for  men  and  boys;  the  Tommy  Hilfiger(R)  women's
collection; and the Nine West Kids(TM) products for girls.

Gross Profit
         During the first quarter of fiscal 1998,  gross profit  increased  $0.5
million,  or 1.0% despite the net sales decrease of 2.1%. The consolidated gross
profit  percent  for the first three  months of 1998  increased  1.1  percentage
points,  finishing  at 36.0% in 1998  compared to 34.9% in 1997.  The  increased
sales of current line merchandise and the lower sales of discontinued  styles in
the first quarter of 1998 helped to offset a less profitable product mix than in
the  comparable  period of 1997.  Markdowns and inventory  obsolescence  expense
reduced the gross profit rate by 5.7  percentage  points in the first quarter of
1998 compared to a reduction of 2.4 percentage  points in 1997, due  principally
to the Tommy  Hilfiger(R)  sales slowdown and the more  aggressive  clearance in
Retail  operations.  The Company's gross profit performance in the first quarter
of 1998 was also  negatively  impacted by $0.8 million in start-up costs related
to the new licensed product lines which will be introduced in the second half of
the year. The LIFO provision had a favorable impact on gross profit comparisons,
with LIFO  increasing  gross profit by $0.7 million  (0.5% of net sales) in 1998
compared to a reduction of $0.2 million (0.2% of net sales) in 1997. The primary
reason for the favorable  LIFO impact was the reduction of certain  manufactured
inventory  quantities  which were valued at costs prevailing in prior years. The
Company's  gross profit  performance in the first quarter of 1998 also benefited
from the  shut-down  of domestic  manufacturing  facilities  during 1997 and the
shifting of product  sourcing to lower cost  resources.  In the first quarter of
1997,  inefficiencies in domestic manufacturing operations reduced the Company's
gross profit percentage by 1.1%.








                                   10


<PAGE>




PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)

Operating Costs

         Selling and administrative expenses in the first quarter of fiscal 1998
decreased $0.6 million or 1.4% below the spending levels in the first quarter of
1997.  This rate of decrease was slightly below the overall decline in net sales
of 2.1%.  Operating  costs as a percentage of sales  increased from last year by
0.2  percentage  points in the first quarter (30.3% in 1998 compared to 30.1% in
1997).  Operating  costs in the first  quarter of 1998  included $1.4 million of
product  development and other selling and  administrative  costs related to the
Levi's(R),  Tommy Hilfiger(R)  women's and Nine West Kids(TM) licenses which are
expected  to produce  revenues  in the second  half of 1998.  In  addition,  the
Company  incurred $0.5 million of increased  advertising  spending,  principally
related to the Keds Spring 1998  national  television  campaign  supporting  the
introduction  of the Ready to Wear(TM)  and Relaxed  Fit(TM)  collections.  As a
percentage of net sales,  advertising  expense  represented 6.6% of net sales in
the first  quarter of 1998,  which was higher than the spending  rate of 6.3% of
net sales in the comparable period in 1997.  Offsetting these spending increases
was a $0.8 million decrease in distribution  expenses due to the lower costs and
efficiencies of the new Huntington, Indiana distribution facility.  Distribution
expenses  represented 1.9% of net sales in the first quarter of 1998 compared to
2.4% in the  1997  first  quarter.  In  addition,  the  elimination  of  certain
international  division  overhead  costs  of  $0.8  million  and  various  other
administrative  expense  decreases also contributed to the overall  reduction in
operating expenses.

Other Income and Taxes

         Other income (expense)  decreased pre-tax income by $0.4 million in the
first  quarter of fiscal 1998  compared  to an  increase of $0.1  million in the
first  quarter of fiscal 1997.  Interest  income  increased  $0.1 million in the
quarter due to a higher return on short-term  investments.  Interest  expense in
the first quarter of 1998 was higher than 1997,  increasing  $0.4 million due to
higher borrowings caused by expenditures related











                                     11


<PAGE>




PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)


to the  Company's  share  repurchase  program and  increased  inventory  levels.
Average  short-term  borrowings in the first quarter of 1998 were $24.1 million,
significantly increased from the average borrowings of $0.6 million in the first
quarter of 1997.

         The  provision  for income  taxes  increased  $0.2 million in the first
quarter  of fiscal  1998 as  compared  to the  similar  period  in  fiscal  1997
primarily  due to the  higher  pre-tax  income  earned in the  period.  The 1998
effective income tax rate was also higher,  36.6% compared to 36.0% in 1997, due
to the reduced tax savings related to a company-owned life insurance program.

Net Income

         Net income for the first quarter of fiscal 1998 increased $0.3 million,
up 7% from the income  earned in the 1997 first  quarter.  This  increase in net
income was achieved  despite the $2.2 million of start-up  costs  related to the
three new licensed  brands which will be  introduced in the second half of 1998.
The improved  gross  profit rate and the  favorable  LIFO impact  resulted in an
increase  in the  Company's  return on net sales in the first  quarter  of 1998,
which improved by 0.3 percentage  points (3.4% of sales in 1998 compared to 3.1%
in 1997).

Liquidity and Capital Resources

         At February 27, 1998,  the Company's  balance sheet  reflects a current
ratio of 3 to 1 with no  long-term  debt.  The  Company's  cash  and  short-term
investments totaled $9.8 million at the end of the latest quarter, significantly
below the prior year's cash and investments  total of $47.8 million.  This lower
cash and short-term  investment  balance was principally the result of cash used
in the  Company's  share  repurchase  program  and a $15.6  million  increase in
inventory  levels  entering  the quarter of fiscal  1998.  The Company uses bank
lines of credit to fund seasonal  working capital needs.  Borrowings under these
lines of credit  totaled  $4 million at the period  ending  February  27,  1998,
slightly higher than the $3.2 million of short-term debt  outstanding at the end
of the first quarter of 1997. The







                                   12


<PAGE>




PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)

Company's cash and  investments  balance,  net of these  short-term  borrowings,
totaled $5.8 million at February 27, 1998  compared to $44.6  million at the end
of the 1997 first quarter.

         The Company's normal seasonal shipping and cash flow patterns generally
require  the use of funds in the first  quarter of the fiscal  year.  During the
first  quarter of fiscal 1998,  the Company  used $33.9  million of cash to fund
operating  needs.  This negative  cash flow amount was slightly  higher than the
$32.2 million use of cash to fund operations  during the first quarter of fiscal
1997.

         At February 27, 1998,  accounts receivable and inventory levels totaled
$215.3  million,  an increase of $15.1 million or 7.5% above the $200.2  million
comparable  asset  amount at the end of the first  quarter of 1997.  Inventories
were higher at the end of the first  quarter of 1998,  up $12.7 million or 11.8%
from  the  1997  level,  as  additional  inventory  associated  with  the  Tommy
Hilfiger(R) product line offset an inventory reduction at Keds.

         Additions to property and  equipment  totaled $3.1 million in the first
quarter of 1998  compared  to $2.5  million in the 1997 first  quarter.  A large
portion of the Company's  capital  expenditures  over the next two years will be
related to information  systems in order to upgrade  capabilities and to prepare
for the Year 2000 transition.  During fiscal 1997, the Company formulated a plan
to implement  system changes  designed to handle the transition in the Company's
systems.  In most areas,  the Company plans to implement  new computer  systems,
which will be Year 2000 compliant,  as part of its continuing efforts to upgrade
systems  capabilities  and to effect  the  transition  from  mainframe  computer
processing  to lower cost,  midrange  computers.  As previously  disclosed,  the
Company  expects to spend  approximately  $15  million  in capital  expenditures
during  the  1997 to 1999  period  as part of  this  effort  to  upgrade  system
capabilities and to deal with the Year 2000 transition. The Company is presently
evaluating  a plan  to  remediate  certain  elements  of its  existing  business
software as a further  step to minimize  business  interruptions  related to the
Year 2000 issue.  The cost of this remediation  effort,  which is expected to be
approximately $1 million, will be charged to expense as the costs are incurred.








                                    13


<PAGE>




PART I - FINANCIAL INFORMATION (Continued)

                           THE STRIDE RITE CORPORATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)

         During  the first  quarter of 1998,  the  Company  repurchased  215,000
shares of stock for an  aggregate  expenditure  of $2.4  million  in cash.  This
brings the cumulative shares repurchased under the authorization approved by the
Company's Board of Directors in October 1997 to 740,000 shares leaving 1,260,000
shares authorized for future repurchase.




































                                    14


<PAGE>




PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

        (a)      Exhibits.  The following Exhibits are contained in this report:

                 Exhibit No.             Description of Exhibit

                 11                      Computation of Per Share Earnings
                 27                      Financial Data Schedule
        (b)      Reports on Form 8-K

                 There were no reports  filed on Form 8-K during the most recent
                 quarterly period.


































                                      15


<PAGE>
                           THE STRIDE RITE CORPORATION


                                   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 duly authorized.


                           THE STRIDE RITE CORPORATION
                                  (Registrant)



Date:  April 10, 1998                     By:  /S/ John M. Kelliher
                                          -------------------------
                                               John M. Kelliher
                                               Chief Financial Officer




























                                        16


<PAGE>






                           THE STRIDE RITE CORPORATION

                                INDEX TO EXHIBITS



     Exhibit
       No.                                                Sequential Page No.

       11          Computation of Per Share Earnings             17 of 19
       27          Financial Data Schedule                       19 of 19






































                                        17


<PAGE>



                                    Exhibit 11

                           THE STRIDE RITE CORPORATION
                        COMPUTATION OF PER SHARE EARNINGS
                      (In Thousands except Per Share Data)

<TABLE>
<CAPTION>

                                                  Three Months Ended
                                         Feb. 27, 1998         Feb. 28, 1997
                                       -----------------     ------------------

Net income applicable to common
     shares
<S>                                          <C>                  <C>
                                             $ 4,401              $ 4,120
                                             =======              =======

Calculation of shares:

   Weighted average number of
     common shares outstanding (basic)        47,289               49,593

   Common shares  attributable to assumed exercise of dilutive stock options and
     stock purchase rights using the treasury stock method
                                                 280                  369
                                             --------             --------

Average common shares and common
     equivalents outstanding during
     the period (diluted)
                                              47,569               49,962
                                              ======               ======

Basic and diluted net income per
     common share
                                            $    .09             $    .08
                                            ========             ========

</TABLE>




















                                        18