SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC  20549

                                   FORM 10-K
(Mark one)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934 (NO FEE REQUIRED)

For the fiscal year ended June 30, 1999
                                      OR

[ ] 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 1-8277

                              ACME ELECTRIC CORPORATION
            (Exact name of Registrant as specified in its charter)

   STATE OF NEW YORK                                       16-0324980
(State or other jurisdiction of                        (I.R.S. Employer
 incorporation or organization)                        Identification No.)

 400 Quaker Road, East Aurora, New York                      14052
(Address of principal corporate offices)                   (Zip Code)

                                 716/655-3800
                              (Telephone Number)

Securities registered pursuant to Section 12(b) of the Act:
                                                       Name of each exchange
           Title of each class                          on which registered
Common Stock - Par Value $1.00 per share              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 to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days.  YES   X    NO ____

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [X]

State the aggregate market value of the voting stock held by non-affiliates of
the Registrant as of September 10, 1999.
      Common Stock, Par Value $1 Per Share, $35,211,172

Indicate the number of shares outstanding of each of the Registrant's classes
of common stock as of September 10, 1999.
      Common Stock, Par Value $1 Per Share, 5,073,656 shares

<PAGE>

                      DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant's Annual Report to Shareholders for the fiscal year
ended June 30, 1999, are incorporated by reference into Parts I and II.

Portions of the Registrant's definitive proxy statement for the annual meeting
of shareholders to be held on October 29, 1999, are incorporated by reference
into Part III.


                                    PART I

ITEM 1 - BUSINESS

Business
--------
  The Registrant was duly organized and incorporated under the laws of the
  State of New York on April 26, 1946, as successor to a business founded in
  1917.  Its sole line of business is the design, manufacture and marketing of
  power conversion equipment for electronic and electrical systems.  Principal
  markets encompass the computer, test equipment, information systems,
  military, aerospace and telecommunications and a variety of industrial,
  commercial and residential fields for applications that require conversion
  of electrical energy from one useable state to another.  Products are
  distributed to customers through the Registrant's sales force, independent
  sales representatives and wholesale distributors.  The business of the
  Registrant is not seasonal in nature.

Competition
-----------
  Competitive conditions within the power conversion industry are intense.
  The Registrant competes with many other companies, some of which have far
  greater resources than the Registrant.  The principal methods of competition
  within the industry are price, service and product performance.  To meet
  this competition, the Registrant attempts to maintain high standards of
  engineering, manufacturing and customer service.  Due to the number and
  variety of competitors, reliable data relative to the Registrant's
  competitive position within the power conversion industry would be difficult
  to develop and is not known nor believed to exist.

Customers
---------
  Power conversation equipment sales encompass markets wherein the demands of
  any one customer may vary greatly due to changes in technology and market
  strategy.  No customer of the Company accounted for more than 10% of sales
  in fiscal year 1999.  One customer of the Company accounted for 17.2% and
  16.2% of fiscal 1998 and 1997 sales, respectively.  No customer accounted
  for greater than 10% of the Company's accounts receivable balance of June
  30, 1999 or 1998.

Backlog
-------
  The backlog of orders believed to be firm totaled approximately $13,826,000
  at June 30, 1999, compared with approximately $15,502,000 at June 30, 1998.
  The lower backlog at June 30, 1999, compared with the backlog at June 30,
  1998, reflects a reduced backlog of orders in the Registrant's aerospace
  business, as improved production capabilities supported a return to on-time
  deliveries on several delinquent customer programs, thereby reducing the end
  of the year cumulative backlog.

  Backlog orders at June 30, 1999, are generally expected to be filled during
  the current fiscal year.

Raw Materials
-------------
  The Registrant purchases materials in a semi-finished state from other
  manufacturers and distributors.  Availability of materials is considered
  adequate to maintain current production levels.

Patents
-------
  The Registrant holds several technical patents and trademarks and is a party
  to certain patent applications.  The extent of the effect of such patents
  and trademarks is, however, in the opinion of management, not material at
  this time.

Licenses
--------
  The Registrant is a party to several license agreements.  The only
  significant license, providing for the sale and manufacture of a proprietary
  fiber nickel cadmium battery (FNC), is an agreement with Hoppecke Batterie
  Systeme GmbH (formerly, Daug-Hoppecke Gesellschaft Fur Batteriesysteme mbH
  ("DAHO")) of Brilon, Germany.  The Company recorded an impairment loss write-
  off as of June 30, 1994, assigning zero value to the FNC license agreement.

Employees
---------
    As of June 30, 1999, approximately 570 persons were employed by the
    Registrant.

Research and Development
------------------------
  Approximately 7% of the Registrant's employees are engaged in engineering
  design and product development.  New products are continuously designed to
  satisfy specific customer requirements, and the cost of such development is
  expensed as incurred.  Since satisfaction of many customers' needs requires
  advancing applicable technology, applied research is an integral part of
  engineering-design and product-development activities.  The cost of such
  activities during the fiscal years ended June 30, 1999, 1998 and 1997, was
  $3,638,000, $4,136,000 and $4,552,000, respectively.

Environmental Matters
---------------------
  On June 27, 1997, the Registrant settled the claim by the New York State
  Department of Environmental Conservation (DEC) for contribution toward the
  costs of remediation of a municipal waste landfill site upon payment of
  $725,000.  In July 1999, the Registrant did receive a $350,000 settlement
  from its insurance carrier related to this matter.  These proceeds will be
  included in the reported results of the first quarter of fiscal year 2000.

ITEM 2 - PROPERTIES

  The Registrant owns one plant in Lumberton, North Carolina.  The Registrant
  also leases two facilities, one in Cuba, New York, with a purchase option
  for a nominal amount.  The Cuba facility is subject to three mortgages
  securing indebtedness, aggregating approximately $3,700,000 as of June 30,
  1999, and is also subject to an additional mortgage securing a bond issued
  by the owner of the facility (an industrial development agency) to the
  County of Allegany in the outstanding amount of approximately $500,000, for
  which the Registrant is not personally liable, but which is being paid in
  installments through the application thereto of payments in lieu of taxes
  being made periodically by the Registrant.  The second leased facility is
  located in Tempe, Arizona.  The Registrant further leases facility space at
  a second location in Cuba, New York, and a warehouse in Tempe, Arizona.

                       Square Footage      Square Footage        Lease Ex-
  Location                  Owned              Leased          piration Date

  Cuba, NY (New Plant)       --                91,000           April 2017
  Cuba, NY (Old Plant)       --                72,000           August 1999*
  East Aurora, NY            --                10,000           April 2004
   (Exec. Offices)
  Lumberton, NC            128,170               --             N/A
  Tempe, AZ                  --                40,260           March 2005

  *Registrant continues to lease this facility on a hold-over basis and
  believes that it can secure suitable renewal terms at market rates.

ITEM 3 - LEGAL PROCEEDINGS

  The Registrant is involved in ordinary routine litigation incidental to its
  business, but none is expected to have a material impact upon the financial
  condition of the Registrant.

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

  No matter was submitted during the fourth quarter of the fiscal year covered
  by this report to a vote of security holders through the solicitation of
  proxies or otherwise.


                                    PART II

ITEM 5 - MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER
              MATTERS

  Information relating to the market and market prices of the Registrant's
  common stock and the approximate number of Registrant's shareholders and its
  dividend history for the past two fiscal years appears on page 25 of the
  Registrant's Annual Report to Shareholders for the fiscal year ended June
  30, 1999, submitted herewith as an exhibit and such information is
  incorporated by reference herein.

  Information relating to long-term debt for the past two fiscal years appears
  on page 19 of the Registrant's Annual Report to Shareholders for the fiscal
  year ended June 30, 1999, submitted herewith as an exhibit and such
  information is incorporated by reference.  The Registrant suspended its
  quarterly cash dividend effective the third quarter of fiscal 1991.  The
  loss in fiscal 1991 resulted in a deficit of retained earnings.  As the
  Company continues to have a deficit of retained earnings, it does not expect
  to reinstate dividends in the foreseeable future.

ITEM 6 - SELECTED FINANCIAL DATA

  A five-year summary of certain financial information relating to the finan
  cial condition and results of operations of the Registrant appears on page
  13 of the Registrant's Annual Report to Shareholders for the fiscal year
  ended June 30, 1999, submitted herewith as an exhibit and such summary is
  incorporated by reference herein.

ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
      RESULTS OF OPERATIONS

  Management's discussion and analysis of financial condition and results of
  operations appears on pages 10 through 13 of the Registrant's Annual Report
  to Shareholders for the fiscal year ended June 30, 1999, submitted herewith
  as an exhibit and such management's discussion and analysis is incorporated
  by reference herein.

ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

  The following financial statements of the Registrant and its subsidiaries,
  appearing on pages 14 through 24 of the Registrant's Annual Report to
  Shareholders for the fiscal year ended June 30, 1999, submitted herewith as
  an exhibit, are incorporated by reference herein:

     Statements of Operations - Years Ended June 30, 1999, 1998, 1997

     Balance Sheets - June 30, 1999 and 1998

     Statements of Cash Flows - Years Ended June 30, 1999, 1998, 1997

     Statements of Shareholders' Equity - Years Ended June 30, 1999, 1998,
                                                                1997

     Notes to Financial Statements

ITEM 9 - DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURES

  There have been no disagreements with accountants on accounting and
  financial disclosure matters.


                                   PART III

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Identification of Directors
---------------------------
  Information on directors of the Registrant is contained under the caption
  "Election of Directors," presented in the Registrant's Definitive Proxy
  Statement filed pursuant to Regulation 14A and used in conjunction with the
  Registrant's 1999 Annual Meeting of Shareholders to be held on October 29,
  1999, and is incorporated by reference herein.

Identification of Executive Officers
------------------------------------

Summary of Business Experience
Name, Age and Position                 Over the Last Five Years
----------------------             -----------------------------------
Robert J. McKenna, 51, Chairman,   Prior to assuming the position currently
President and Chief                held in October 1994, served as President
Executive Officer                  and Chief Executive Officer since October
                                   1993.

John B. Drenning, Esq., 62         Partner, Phillips, Lytle, Hitchcock,
Secretary                          Blaine,& Huber LLP since 1990.

Michael A. Simon, 42               Prior to assuming the position currently
Corporate Controller and           held in August 1997, served as Controller
Assistant Secretary                since 1992.

Daniel K. Corwin, 52,             Prior to assuming the position currently
Vice President and General        held in April 1997, served as Vice
Manager, Electronics Division     President and Chief Financial Officer
Treasurer                         since August 1994.

Nicola T. Arena, 50               Prior to assuming the position currently
Vice President and General        held in February 1996, served as Director
Manager, Power Distribution       of Sales and Marketing for Aeroquip Cor-
Products Division                 poration since 1991.

John E. Gleason, 52,              Prior to assuming the position currently
Vice President and General        held in April 1997, served as Acting
Manager, Aerospace Division       Manager of the Aerospace Division and
                                  Vice President and General Manager of
                                  the Electronics Division since August
                                  1996.  Prior thereto, served as Vice
                                  President and General Manager of the
                                  Electronics Division since May 1993.

ITEM 11 - EXECUTIVE COMPENSATION

  The information required is incorporated by reference to "Report of the
  Compensation Committee of the Board of Directors," "Summary Compensation
  Table," "Option Grants in Last Fiscal Year," Aggregated Option Exercises in
  Last Fiscal Year and F/Y-End Option Values," "Total Shareholder Returns,"
  "Employment and Change-in Control Arrangements," "1989 Stock Option Plan,"
  "1996 Directors' Stock Option Plan," "1998 Stock Option Plan," and "Pension
  Plan" in the Registrant's definitive Proxy Statement for its 1999 Annual
  Meeting of Shareholders to be held on October 29, 1999.

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

  Information relating to security ownership of certain beneficial owners and
  management is contained under the captions "Voting Securities and Principal
  Holders Thereof," "Nominees For Election As Directors," and "Supplemental
  Requirement Information: Shares of Common Stock Beneficially Owned" in the
  Registrant's definitive proxy statement filed pursuant to Regulation 14A and
  used in conjunction with the Registrant's 1999 Annual Meeting of
  Shareholders to be held on October 29, 1999, and is incorporated by
  reference herein.

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

  Certain transactions have been referenced under Item 11.  There are no other
  applicable relationships or related transactions.

                                    PART IV

ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

(a)  1.   Financial Statements

          See the accompanying Index to Financial Statements and Financial
          Statement Schedules on page F-1 of this report.

     2.   Financial Statement Schedules

          See the accompanying Index to Financial Statements and Financial
          Statement Schedules on page F-1 of this report.

     3.   Exhibits                              Page Number or Incorporation
                                                       by Reference
                                               -----------------------------
           3a   Certificate of Incorporation,  Exhibit (3a) to Report on
                as amended to date             Form 10-K for fiscal year
                                               ended June 30, 1989.

           3b   Bylaws, as amended to date     Exhibit (3b) to Report on
                                               Form 10-K for fiscal year
                                               ended June 30, 1990.

           4    Rights Agreement between       Exhibit 1 to Registration
                Acme Electric Corporation and  Statement on Form 8-A filed
                American Stock Transfer and    November 15, 1993.
                Trust Company dated as of
                November 9, 1993.

          10a   Acme Electric Corporation      Definitive Proxy Statement
                1989 Stock Option Plan*        filed under Schedule 14A,
                                               September 18, 1989.

          10b   Acme Electric Corporation      Definitive Proxy Statement
                1996 Directors' Stock Option   filed under Schedule 14A,
                Plan*                          September 18, 1996.

          10c   Acme Electric Corporation      Definitive Proxy Statement
                1998 Stock Option Plan*        filed under Schedule 14A,
                                               September 16, 1998.

          10d   Employment Agreement           Exhibit 10.1 to Report on
                effective February 1, 1999,    Form 10-Q for Quarter Ended
                between Robert J. McKenna      January 2, 1999.
                and Acme Electric Corporation*

          10e   Employment Agreement           Exhibit 10.2 to Report on
                effective February 1, 1999,    Form 10-Q for Quarter Ended
                between Daniel K. Corwin       January 2, 1999.
                and Acme Electric Corporation*

          10f   Employment Agreement            Exhibit 10.3 to Report on
                effective February 1, 1999,     Form 10-Q for Quarter Ended
                between Nicola T. Arena         January 2, 1999.
                and Acme Electric Corporation*

          10g   Employment Agreement            Exhibit 10.4 to Report on
                effective February 1, 1999,     Form 10-Q for Quarter Ended
                between John E. Gleason         January 2, 1999.
                and Acme Electric Corporation*

          10h   Employment Agreement            Exhibit 10.5 to Report on
                effective February 1, 1999,     Form 10-Q for Quarter Ended
                between Michael A. Simon        January 2, 1999.
                and Acme Electric Corporation*

          11    Statement re. computation of    Note (8) to Financial
                per share earnings              Statements at page 21 of
                                                1999 Annual Report to
                                                Shareholders.

          13    Acme Electric Corporation 1999
                Annual Report to Shareholders   See Exhibit 13 attached.

          23    Consent of Independent          Pages F-4 through F-5 on
                Accountants                     Report on Form 10-K for
                                                fiscal year ended June 30,
                                                1999.

          27    Financial Data Schedule         See Exhibit 27 attached.

          99    Additional Exhibits -
                News Release, August 5, 1999,
                announcing fourth quarter
                and year-end results.           See Exhibit 99-1 attached.

                News Release, August 11, 1999,
                announcing the opening of
                Mexican subsidiary.             See Exhibit 99-2 attached.

                News Release, August 17, 1999,
                announcing selection as sole
                supplier to Powerware.          See Exhibit 99-3 attached.

                News Release, September 2, 1999,
                announcing selection as primary
                supplier to Coca-Cola.          See Exhibit 99-4 attached.

                News Release, September 21, 1999,
                announcing the Company's move   See Exhibit 99-5 attached.
                to NASDAQ National Market.

(b)       Reports on Form 8-K

          There were no reports filed on Form 8-K during the fourth quarter
          ended June 30, 1999.  Subsequent to the end of the fourth quarter, a
          report on Form 8-K was filed on September 21, 1999.

*Management contract or compensatory plan or arrangement.


                                  SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) 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.


ACME ELECTRIC CORPORATION


By:  /s/                                   Date:    09/28/99
     Robert J. McKenna
     Chairman, President and
     Chief Executive Officer
     (Principal Executive Officer)


By:  /s/                                   Date:    09/28/99
     Michael A. Simon
     Corporate Controller and
     Assistant Secretary
     (Principal Financial Officer)

<PAGE>
                                  SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.


     Signature and Title                        Date


/s/                                            09/28/99
Robert D. Batting                               Director


/s/                                            09/28/99
Robert T. Brady                                 Director


/s/                                            09/28/99
Randall L. Clark                                Director


/s/                                            09/28/99
Terry M. Manon                                 Director


/s/                                            09/28/99
Robert J. McKenna                               Director


<PAGE>

                           ACME ELECTRIC CORPORATION

                         INDEX TO FINANCIAL STATEMENTS


     The financial statements together with the report thereon of
PricewaterhouseCoopers LLP dated August 5, 1999, appearing on pages 14 through
25 of the accompanying 1999 Annual Report to Shareholders, are incorporated by
reference in this Form 10-K Annual Report.  With the exception of the
aforementioned information and the information incorporated in Items 5, 6, 7, 8
and 14 of this Form 10-K, the 1999 Annual Report to Shareholders is not to be
deemed filed as part of this report.  The following financial statement
schedules should be read in conjunction with the financial statements in such
1999 Annual Report to Shareholders.  Financial statement schedules not included
in this Form 10-K Annual Report have been omitted because they are not
applicable or the required information is shown in the financial statements or
notes thereto.


                         FINANCIAL STATEMENT SCHEDULES

                            1999, 1998 AND 1997

                                                     Page
                                                     ----
     Report of independent accountants               F-2

     Valuation and qualifying accounts and           F-3
        reserves (Schedule VIII)

     Consents of independent accountants             F-4 and F-5


<PAGE>
                       Report of Independent Accountants
                        on Financial Statement Schedule


To the Board of Directors of
Acme Electric Corporation



Our audits of the financial statements referred to in our report dated August

5, 1999 appearing on page 25 of the 1999 Annual Report to Shareholders of Acme

Electric Corporation (which report and financial statements are incorporated in

this Annual Report on Form 10-K) also included an audit of the Financial

Statement Schedule listed in the Index to Financial Statements and Financial

Statement Schedules which appears on page F-1 of this Form 10-K.  In our

opinion, this Financial Statement Schedule presents fairly, in all material

respects, the information set forth therein when read in conjunction with the

related financial statements.



/s/
PRICEWATERHOUSECOOPERS LLP


Buffalo, New York
August 5, 1999

                                      F-2

<PAGE>
<TABLE>
                            ACME ELECTRIC CORPORATION
         SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
                                 (000's Omitted)

<CAPTION>
                                              Additions      Additions
                                 Balance At  (Deductions)   (Deductions)
Deductions                       Balance
                                 Beginning     Cost and         Other
From                             At End
                                  Of Year       Expense       Accounts
Reserves                         Of Year

<S>                               <C>           <C>             <C>
<C>        <C>
Fiscal year ended June 30, 1999
 Reserve deducted from assets:
 Allowance for doubtful accounts  $  466        $ (145)         $   -         $
150                               $  171
 Inventory obsolescence and
   impairment reserve             $  781        $  502          $   -         $
66                                $1,217


Fiscal year ended June 30, 1998
 Reserve deducted from assets:
 Allowance for doubtful accounts  $  523        $    70         $   -         $
127                               $  466
 Inventory obsolescence and
   impairment reserve             $  546        $  582          $   -         $
347                               $  781


Fiscal year ended June 30, 1997
 Reserve deducted from assets:
 Allowance for doubtful accounts  $  389        $  464          $   -         $
330                               $  523
 Inventory obsolescence and
   impairment reserve             $  399        $  147          $   -         $
-                                 $  546
 Restructuring Cost Reserves      $  399        $      -        $   -         $
399                               $      -

</TABLE>


                                       F-3

<PAGE>

                      CONSENT OF INDEPENDENT ACCOUNTANTS



We hereby consent to the incorporation by reference in the Registration

Statements on Forms S-8 (No. 2-45985, No. 33-79488, No. 33-59521, No. 33-59523,

No. 333-27243 and No. 333-87129) of Acme Electric Corporation of our report

dated August 5, 1999 appearing on page 25 of the 1999 Annual Report to

Shareholders which is incorporated in this Annual Report on Form 10-K.  We also

consent to the incorporation by reference of our report on the Financial

Statement Schedule, which appears on page F-2 of this Form 10-K.



/s/
PRICEWATERHOUSECOOPERS LLP


Buffalo, New York
September 28, 1999

                                      F-4

<PAGE>

                      CONSENT OF INDEPENDENT ACCOUNTANTS



We hereby consent to the incorporation by reference in the Prospectus

constituting part of the Registration Statement on Form S-3 (No. 2-89587) of

Acme Electric Corporation of our report dated August 5, 1999 appearing on page

25 of the 1999 Annual Report to Shareholders which is incorporated in this

Annual Report on Form 10-K.  We also consent to the incorporation by reference

of our report on the Financial Statement Schedule, which appears on page F-2 of

this Form 10-K.



/s/
PRICEWATERHOUSECOOPERS LLP


Buffalo, New York
September 28, 1999

                                      F-5