UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC 20549

                                FORM 10-Q
(Mark one)
[X]  QUARTERLY EXCHANGE REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934
                                    
     For the quarterly period ended July 4, 1998
                              or
                                    
[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

         For the transition period from              to
               Commission File Number               1-8120

                          BAIRNCO CORPORATION
         (Exact name of registrant as specified in its charter)

                Delaware                             13-3057520
        (State or other jurisdiction of            (IRS Employer
         incorporation or organization)         Identification No.)

      2251 Lucien Way, Suite 300, Maitland, FL             32751
      (Address of principal executive offices)           (Zip Code)

                           (407) 875-2222
          (Registrant's telephone number, including area code)

                                    
     (Former name, former address and former 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  filing
requirements for the past 90 days.  Yes     X        No

           (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
               PROCEEDING DURING THE PRECEDING FIVE YEARS)
                                    
Indicate  by  check  mark whether the registrant  has  filed  all
documents and reports required to be filed by Sections 12, 13, or
15(d)  of the Securities Exchange Act of 1934 subsequent  to  the
distribution of securities under a plan confirmed by a court.
Yes       No

                 (APPLICABLE ONLY TO CORPORATE ISSUERS)
                                    
Indicate  the  number  of  shares outstanding  of  each  issuer's
classes of common stock, as of the latest practicable date.

8,647,534 shares of Common Stock Outstanding as of July 4, 1998.
                                    
                                    
     "Safe Harbor" Statement under the Private Securities Reform Act
                                 of 1995

Certain  of  the  statements contained in this  Quarterly  Report
(other than the financial statements and statements of historical
fact), including, without limitation, statements as to management
expectations   and   beliefs   presented   under   the    caption
"Management's Discussion and Analysis of Financial Condition  and
Results of Operations", are forward-looking statements.  Forward-
looking  statements are made based upon management's expectations
and  belief  concerning future developments and  their  potential
effect  upon  the  Corporation.  There can be no  assurance  that
future  developments  will  be  in accordance  with  management's
expectations  or  that the effect of future developments  on  the
Corporation will be those anticipated by management.

The  Corporation  wishes to caution readers that the  assumptions
which  form the basis for forward-looking statements with respect
to  or  that may impact earnings for the year ended December  31,
1998  and  thereafter include many factors that  are  beyond  the
Corporation's  ability  to control or estimate  precisely.  These
risks  and  uncertainties include, but are not  limited  to,  the
market  demand and acceptance of the Corporation's  existing  and
new  products, the impact of competitive products, changes in the
market  for  raw  or packaging materials which could  impact  the
Corporation's  manufacturing  costs,  changes  in  product   mix,
changes in the pricing of the products of the Corporation or  its
competitors,  the  loss  of a significant customer  or  supplier,
production delays or inefficiencies, the costs and other  effects
of  complying with environmental regulatory requirements,  losses
due  to  natural disasters where the Corporation is self-insured,
the costs and other effects of legal and administrative cases and
proceedings, settlements and investigations, and changes in US or
international economic or political conditions, such as inflation
or fluctuations in interest or foreign exchange rates.

While the Corporation periodically reassesses material trends and
uncertainties  affecting the Corporation's results of  operations
and  financial  condition in connection with its  preparation  of
management's  discussion and analysis contained in its  quarterly
reports, the Corporation does not intend to review or revise  any
particular forward-looking statement referenced herein  in  light
of future events.


PART I - FINANCIAL INFORMATION

Item 1:   FINANCIAL STATEMENTS

<TABLE>
                                    
                  BAIRNCO CORPORATION AND SUBSIDIARIES
               CONSOLIDATED CONDENSED STATEMENTS OF INCOME
          FOR THE QUARTERS ENDED JULY 4, 1998 AND JUNE 28, 1997
                               (Unaudited)

<CAPTION>
                                      1998          1997
<S>                                   <C>           <C> 
Net sales                             $ 37,651,000  $ 41,128,000
  Cost of sales                         24,905,000    27,020,000
Gross profit                            12,746,000    14,108,000
  Selling and administrative expenses    9,717,000     9,981,000
Operating profit                         3,029,000     4,127,000
  Interest expense, net                    508,000       460,000
Income before income taxes               2,521,000     3,667,000
  Provision for income taxes               933,000     1,320,000
Net income                            $  1,588,000  $  2,347,000

Basic earnings per share of common 
  stock (Note 2)                      $       0.18  $       0.26

Diluted earnings per share of common 
  stock (Note 2)                      $       0.18  $       0.25

Dividends per share of common stock   $       0.05  $       0.05




The accompanying notes are an integral part of these financial
statements.
</TABLE>
                                    
<TABLE>
                                    
                  BAIRNCO CORPORATION AND SUBSIDIARIES
               CONSOLIDATED CONDENSED STATEMENTS OF INCOME
         FOR THE SIX MONTHS ENDED JULY 4, 1998 AND JUNE 28, 1997
                               (Unaudited)
<CAPTION>

                                       1998          1997
<S>                                   <C>            <C>
Net sales                             $ 79,776,000   $ 78,573,000
  Cost of sales                         53,347,000     51,485,000
Gross profit                            26,429,000     27,088,000
  Selling and administrative expenses   19,433,000     19,097,000
Operating profit                         6,996,000      7,991,000
  Interest expense, net                    989,000        875,000
Income before income taxes               6,007,000      7,116,000
  Provision for income taxes             2,223,000      2,596,000
Net income                            $  3,784,000   $  4,520,000

Basic earnings per share of common 
  stock (Note 2)                      $       0.43   $       0.49

Diluted earnings per share of common 
  stock (Note 2)                      $       0.42   $       0.48

Dividends per share of common stock   $       0.10   $       0.10




The accompanying notes are an integral part of these financial
statements.
</TABLE>
                                    

<TABLE>
                  BAIRNCO CORPORATION AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
          FOR THE QUARTERS ENDED JULY 4, 1998 AND JUNE 28, 1997
                               (Unaudited)
                                 Note 3
<CAPTION>

                                           1998         1997
<S>                                        <C>          <C> 
Net income                                 $ 1,588,000  $  2,347,000
Other comprehensive income, net of tax:
  Foreign currency translation adjustment       (4,000)      (95,000)
Comprehensive income                       $ 1,584,000  $  2,252,000

                                    


The accompanying notes are an integral part of these financial
statements.
</TABLE>
                                    
<TABLE>
                                    
                  BAIRNCO CORPORATION AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
         FOR THE SIX MONTHS ENDED JULY 4, 1998 AND JUNE 28, 1997
                               (Unaudited)
                                 Note 3
<CAPTION>

                                            1998          1997
<S>                                         <C>           <C>
Net income                                  $ 3,784,000   $ 4,520,000
Other comprehensive income, net of tax:
  Foreign currency translation adjustment       (78,000)     (563,000)
Comprehensive income                        $ 3,706,000   $ 3,957,000

                                    


The accompanying notes are an integral part of these financial
statements.
</TABLE>

<TABLE>
                                    
                  BAIRNCO CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED CONDENSED BALANCE SHEETS
                AS OF JULY 4, 1998 AND DECEMBER 31, 1997
<CAPTION>
                                    
                                                 (Unaudited)
                                                 1998           1997
<S>                                              <C>            <C>
ASSETS
Current assets:
Cash and cash equivalents                        $  1,078,000   $  1,217,000
Accounts receivable, less allowances of
  $1,005,000 and $943,000, respectively            24,517,000     24,939,000
Inventories (Note 4)                               28,095,000     26,398,000
Deferred income taxes                               2,641,000      2,641,000
Other current assets                                3,183,000      2,748,000
       Total current assets                        59,514,000     57,943,000

Plant and equipment, at cost                       92,428,000     89,870,000
Less - Accumulated depreciation and amortization  (52,653,000)   (49,957,000)
  Plant and equipment, net                         39,775,000     39,913,000
Cost in excess of net assets of purchased 
  businesses                                        7,763,000      7,607,000
Other assets                                        3,766,000      3,823,000
                                                 $110,818,000   $109,286,000

LIABILITIES & STOCKHOLDERS' INVESTMENT
Current Liabilities:
Short-term debt                                  $  4,506,000   $  3,018,000
Current maturities of long-term debt                    4,000          9,000
Accounts payable                                    8,916,000      8,661,000
Accrued expenses (Note 5)                           8,838,000     10,543,000
       Total current liabilities                   22,264,000     22,231,000

Long-term debt                                     29,582,000     27,291,000
Deferred income taxes                               4,086,000      4,098,000
Other liabilities                                   3,188,000      3,197,000
Stockholders' Investment:
  Preferred stock, par value $.01, 5,000,000 
    shares authorized, none issued                        --             --
  Common stock, par value $.01, 30,000,000 
    shares authorized, 11,173,899 and 11,160,774 
    shares issued, respectively                       112,000        112,000
  Paid-in capital                                  49,096,000     49,030,000
  Retained earnings                                25,707,000     22,802,000
  Accumulated other comprehensive income (Note 3)   1,494,000      1,572,000
  Treasury stock, at cost, 2,526,365 and 
    2,166,765 shares, respectively                (24,711,000)   (21,047,000)
       Total stockholders' investment              51,698,000     52,469,000
                                                 $110,818,000   $109,286,000

The accompanying notes are an integral part of these financial
statements.
</TABLE>


<TABLE>
                  BAIRNCO CORPORATION AND SUBSIDIARIES
             CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
         FOR THE SIX MONTHS ENDED JULY 4, 1998 AND JUNE 28, 1997
                               (Unaudited)
<CAPTION>
                                    
                                                1998          1997
<S>                                             <C>           <C>
Cash Flows from Operating Activities:
  Net income                                    $ 3,784,000   $ 4,520,000
  Adjustments to reconcile to net cash 
   provided by operating activities:                                
    Depreciation and amortization                 3,423,000     3,311,000
    (Gain) loss on disposal of plant and 
     equipment                                      (27,000)        1,000
    Deferred income taxes                           (12,000)       (7,000)
    Change in operating assets and liabilities:
     Decrease (increase) in accounts receivable     359,000    (4,698,000)
     (Increase) in inventories                   (1,772,000)   (3,436,000)
     (Increase) decrease in other current assets   (441,000)    1,635,000
     Increase in accounts payable                   275,000     4,583,000
     (Decrease) in accrued expenses              (1,686,000)   (1,232,000)
    Other                                          (184,000)     (684,000)
      Net cash provided by operating activities   3,719,000     3,993,000
                                                    
Cash Flows from Investing Activities:
  Capital expenditures                           (3,301,000)   (4,644,000)
  Proceeds from collection on notes receivable          --        179,000
  Proceeds from sale of plant and equipment          66,000        19,000
      Net cash (used in) investing activities    (3,235,000)   (4,446,000)
                                                    
Cash Flows from Financing Activities:
  Net borrowings of external debt                 3,826,000     4,855,000
  Payment of dividends                             (880,000)     (929,000)
  Purchase of treasury stock                     (3,664,000)   (2,866,000)
  Exercise of stock options                          66,000         2,000
      Net cash (used in) provided by financing 
       activities                                  (652,000)    1,062,000
                                                    
Effect of foreign currency exchange rate 
  changes on cash and cash equivalents               29,000       (38,000)
                                                    
Net (decrease) increase in cash and cash 
  equivalents                                      (139,000)      571,000
Cash and cash equivalents, beginning of period    1,217,000       855,000
Cash and cash equivalents, end of period        $ 1,078,000   $ 1,426,000





The accompanying notes are an integral part of these financial
statements.
</TABLE>
                                    
                                    
                  BAIRNCO CORPORATION AND SUBSIDIARIES
          NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                              JULY 4, 1998
                               (Unaudited)
                                    

(1) Basis of Presentation

The  accompanying  consolidated  condensed  financial  statements
include  the accounts of Bairnco Corporation and its subsidiaries
("Bairnco"  or  the "Corporation") after the elimination  of  all
material intercompany accounts and transactions.

The   unaudited   consolidated  condensed  financial   statements
included  herein  have been prepared pursuant to  the  rules  and
regulations  of the Securities and Exchange Commission.   Certain
information  and note disclosures which are normally included  in
annual financial statements prepared in accordance with generally
accepted  accounting  principles have been condensed  or  omitted
pursuant to those rules and regulations, although the Corporation
believes  that  the  disclosures made are adequate  to  make  the
information presented not misleading.

The  consolidated results of operations for the quarter and  six-
month period ended July 4, 1998 are not necessarily indicative of
the results of operations for the full year.

Certain  reclassifications were made to prior  year  balances  in
order to conform to the current year presentation.


(2) Earnings per Common Share

The   Corporation  adopted  Statement  of  Financial   Accounting
Standards ("SFAS") No. 128 effective December 15, 1997, and as  a
result,  the Corporation's previously reported quarterly earnings
per common share for 1997 have been restated.  Earnings per share
data is based on net income and not comprehensive income.

Statements  regarding the computation of earnings per  share  for
the  quarters and six-month periods ended July 4, 1998  and  June
28,   1997  are  included  as  Exhibit  11.1  and  Exhibit  11.2,
respectively, to this Quarterly Report on Form 10-Q.


(3) Comprehensive Income

In  June  1997, the Financial Accounting Standards  Board  issued
Statement  of Financial Accounting Standards No. 130,  "Reporting
Comprehensive Income" ("SFAS 130"), which is effective for  years
beginning   after  December  15,  1997.   SFAS  130   established
standards  for reporting and displaying comprehensive income  and
its  components  in  a  full  set  of  general-purpose  financial
statements.    This  statement  requires  that   all   items   of
comprehensive  income  are  classified  by  their  nature  in   a
financial  statement and that the accumulated  balance  of  other
comprehensive  income  be  displayed  separately  from   retained
earnings and additional paid-in capital in the equity section  of
a  statement of financial position.  The comparative prior period
financial  statements have been reclassified to  conform  to  the
current period presentation.

Comprehensive income includes net income as well as certain other
transactions  shown as changes in stockholders' investment.   For
Bairnco, comprehensive income includes net income plus the change
in  net  asset  values  of  foreign  divisions  as  a  result  of
translating the local currency values of net assets to US dollars
at  varying  exchange  rates.   Accumulated  other  comprehensive
income   consists   solely   of  foreign   currency   translation
adjustments.   There  are currently no tax expenses  or  benefits
associated with the foreign currency translation adjustments.


(4) Inventories

Inventories  consisted of the following as of July  4,  1998  and
December 31, 1997:

                                       1998           1997

  Raw materials and supplies       $ 5,694,000    $ 5,646,000
  Work in process                    6,088,000      6,402,000
  Finished goods                    16,313,000     14,350,000
    Total inventories              $28,095,000    $26,398,000


(5) Accrued Expenses

Accrued  expenses consisted of the following as of July  4,  1998
and December 31, 1997:

                                       1998           1997

  Salaries and wages              $ 1,677,000     $ 2,353,000
  Income taxes                         72,000         139,000
  Insurance                         1,952,000       2,216,000
  Litigation                        1,101,000       1,461,000
  Other accrued expenses            4,036,000       4,374,000
    Total accrued expenses        $ 8,838,000    $ 10,543,000


(6) Contingencies

Bairnco  Corporation  and  its  subsidiaries  are  defendants  in
certain legal actions which are discussed more fully in Part  II,
Item 1 ("Legal Proceedings") of this filing.

Item 2:MANAGEMENT'S   DISCUSSION  AND   ANALYSIS   OF   FINANCIAL
       CONDITION AND RESULTS OF OPERATIONS

The  following discussion should be read in conjunction with  the
accompanying  Consolidated  Condensed  Financial  Statements  and
related  notes and with Bairnco's Audited Consolidated  Financial
Statements  and  related notes for the year  ended  December  31,
1997.

Bairnco  Corporation is a diversified multinational company  that
operates two distinct businesses under the names Arlon and Kasco.

Engineered  materials  and components are designed,  manufactured
and sold under the Arlon brand identity to electronic, industrial
and  commercial  markets.  These products  are  based  on  common
technologies  in  coating, laminating,  polymers  and  dispersion
chemistry.   Arlon's principal products include high  performance
materials  for  the  printed circuit  board  industry,  cast  and
calendered  vinyl film systems, custom engineered  laminates  and
pressure  sensitive adhesive systems, and calendered and extruded
silicone  rubber  insulation products used in a  broad  range  of
industrial, consumer and commercial products.

Replacement   products   and  services   are   manufactured   and
distributed  under  the  Kasco name principally  to  retail  food
stores  and  meat, poultry and fish processing plants  throughout
the  United  States,  Canada and Europe.  The principal  products
include replacement band saw blades for cutting meat, fish,  wood
and metal, on site maintenance services and seasonings for ready-
to-cook foods for the retail food industry primarily in the  meat
and  deli departments.  Kasco also distributes equipment  to  the
food  industry in France. These products are sold under a  number
of  brand names including Kasco in the United States and  Canada,
Atlantic  Service in the United Kingdom, and Bertram &  Graf  and
Biro in Continental Europe.

Comparison of Second Quarter 1998 to Second Quarter 1997

Sales in the second quarter 1998 were $37,651,000, a decrease  of
8.5%  from  $41,128,000  in  1997.  Arlon  second  quarter  sales
decreased 13.8% over prior year.  Arlon sales to the electronics,
telecommunications and insulation markets decreased significantly
due  to  the  impact  of the Asian economic crisis  on  both  our
domestic  and  foreign customers.  The strong dollar  versus  the
Asian  rim currencies resulted in price pressure on export  sales
to  those markets.  The down turn was exacerbated by an inventory
correction   in   the  supply  chain  to  the   electronics   and
telecommunications markets.  Kasco sales increased  5.3%  due  to
improved seasoning and route sales.

Gross profit decreased 9.7% to $12,746,000 from $14,108,000 as  a
result  of the decreased sales, pressure on export prices to  the
Asian  rim  and  increased price competition in the  electronics,
telecommunications and insulation markets.  Bairnco  has  and  is
continuing to reduce production costs in the operations affected.
The  gross  profit  margin as a percent of sales  decreased  from
34.3% in 1997 to 33.9% in 1998.

Selling  and administrative expenses decreased 2.6% to $9,717,000
from   $9,981,000.    As  a  percent  of   sales,   selling   and
administrative expenses increased from 24.3% to 25.8%.

Interest  expense increased to $508,000 in 1998  as  compared  to
$460,000 in 1997 due primarily to higher average borrowings.

The  effective tax rate for the second quarter of  1998  was  37%
versus  36%  for 1997.  The provision for income  taxes  in  both
periods includes all applicable federal, state, local and foreign
income taxes.

Net   income  decreased  32.3%  to  $1,588,000  as  compared   to
$2,347,000  in the second quarter of 1997. Diluted  earnings  per
common  share decreased 28% to $.18 from $.25 as a result of  the
reduced net income.

Comparison of First Six Months 1998 to First Six Months 1997

Due  to the weak second quarter results, sales for the first half
of  1998  were  up only 1.5% to $79,776,000 from  $78,573,000  in
1997.

Gross profit decreased $659,000, or 2.4% from $27,088,000 in  the
first  half  of 1997.  The gross profit margin as  a  percent  of
sales  decreased from 34.5% to 33.1%.  The profit margin declines
are  primarily  attributable  to  the  reduced  sales  and  price
pressures resulting from the impact of the Asian economic  crisis
during the second quarter.

Selling and administrative expenses increased 1.8% to $19,433,000
from $19,097,000.  This increase was due to planned strengthening
of  the  sales  force  and investment in the development  of  new
products and information system upgrades during the first quarter
of  1998.   As  a  percent of sales, selling  and  administrative
expenses increased to 24.4% from 24.3%.

Interest expense increased $114,000 as compared to the first half
of  1997.   This  increase was primarily  the  result  of  higher
average borrowings.

The  effective tax rate for the first half of 1998 was 37% versus
36.5%  in  1997.  The provision for income taxes in both  periods
includes all applicable federal, state, local and foreign  income
taxes.

Net  income  decreased 16.3% to $3,784,000  from  $4,520,000  and
diluted  earnings per common share decreased 12.5% to  $.42  from
$.48.



Liquidity and Capital Resources

At  July  4,  1998, Bairnco had working capital of $37.3  million
compared to $35.7 million at December 31, 1997.  The increase  in
inventory from December 31, 1997 results from the sudden decrease
in  sales trends that occurred during the second quarter of 1998.
Inventories were built to meet anticipated increased sales during
the  second  quarter which never materialized.  Programs  are  in
place  to reduce these inventories during the remainder of  1998.
Accrued expenses are down from December 31, 1997 primarily due to
1997 bonuses which were paid out during the first quarter 1998.

During  the first quarter 1998, the Board of Directors authorized
an   additional  $5,000,000  to  be  available  for  the  ongoing
repurchase  of Bairnco's common stock.  The Board has  authorized
management  to continue its stock repurchase program  subject  to
market  conditions  and  capital requirements  of  the  business.
During  the second quarter Bairnco repurchased 155,300 shares  of
its  common  stock at a total cost of $1,500,000.   Total  shares
repurchased during the first half of 1998 were 359,600.

At July 4, 1998, Bairnco's total debt outstanding was $34,092,000
compared  to  $30,318,000 at the end of 1997.  This increase  was
primarily  due  to  the  stock  repurchases.   At  July  4,  1998
approximately $13.4 million was available for borrowing under the
Corporation's  secured reducing revolving  credit  agreement,  as
amended.   In addition, approximately $3.3 million was  available
under  various short-term domestic and foreign uncommitted credit
facilities.

Bairnco  made  approximately $1.5 million of capital expenditures
during  the  second  quarter of 1998 bringing the  total  capital
expenditures  for 1998 to $3,301,000.  Total capital expenditures
planned for 1998 have been cut from approximately $12 million  to
$7 million.

Cash  provided by operating activities plus the amounts available
under   the  existing  credit  facilities  are  expected  to   be
sufficient to fulfill Bairnco's anticipated cash requirements  in
1998.

Other Matters

Bairnco  Corporation  and its subsidiaries are  defendants  in  a
number  of  legal actions and proceedings which are discussed  in
more  detail  in  Part II, Item 1 ("Legal Proceedings")  of  this
filing.   Management of Bairnco believes that the disposition  of
these  actions  and proceedings will not have a material  adverse
effect on the consolidated results of operations or the financial
position of Bairnco Corporation and its subsidiaries as  of  July
4, 1998.

As stated in Bairnco's 1997 Annual Report on Form 10-K, the Corporation
has evaluated and identified its internal risks of software failure
due to processing errors arising from calculations using the Year
2000 date.  The plan that was established to maintain the integrity
of its financial systems and ensure the reliability of its operating
systems is proceeding on schedule.  The estimated cost of achieving
Year 2000 compliance remains at approximately $250,000 and includes
software and installation costs to be incurred during 1998 and 1999.


Outlook

Bairnco  has taken actions to reduce costs that should  partially
mitigate the negative impact of weak markets without stopping our
programs  to grow the business.  Development of new products  and
the penetration of new markets will continue at Arlon.  Kasco  is
expected to make continued progress in 1998 and beyond.  However,
the  operating results for the remainder of 1998 are expected  to
continue to be below 1997 results.

Management  is  not  aware  of  any  adverse  trends  that  would
materially affect the Corporation's strong financial position.


PART II - OTHER INFORMATION

Item 1:  LEGAL PROCEEDINGS

Bairnco  has  been named as a defendant in a number  of  personal
injury  and  wrongful death cases in which  it  is  alleged  that
Bairnco  is  derivatively liable for the asbestos-related  claims
against  its former subsidiary, Keene Corporation ("Keene").   On
December 6, 1993, Keene filed for protection under Chapter 11  of
the  Bankruptcy  Code.   On June 8, 1995,  the  Keene  Creditors'
Committee  commenced an adversary proceeding  in  the  Bankruptcy
Court  against Bairnco, its subsidiaries, certain of its  present
and  former officers and directors, and others alleging that  the
transfer  of  assets for value by Keene to other subsidiaries  of
Bairnco,  and  the  spin-offs of certain  other  subsidiaries  by
Bairnco,  were  fraudulent and otherwise violative  of  law  (the
"Transactions Lawsuit") and seeking compensatory damages of  $700
million,  plus interest and punitive damages.  The  complaint  in
the  Transactions Lawsuit includes a count under the  civil  RICO
statute,  18  U.S.C. Section 1964, pursuant to which compensatory
damages are trebled.

Bairnco  also  is  the defendant in a separate action  originally
brought  by Keene in the United States Bankruptcy Court  for  the
Southern District of New York in which Keene sought the exclusive
benefit of tax refunds attributable to the carryback by Keene  of
certain  net  operating  losses ("NOL Refunds"),  notwithstanding
certain  provisions of tax sharing agreements between  Keene  and
Bairnco  (the  "NOL Lawsuit").  (After filing  the  NOL  Lawsuit,
Keene  ceded  control of the action to the Creditors' Committee.)
Pending  resolution  of  the NOL Lawsuit,  any  refunds  actually
received  are  to be placed in escrow.  Through  April  4,  1998,
approximately $28.5 million of NOL Refunds had been received  and
placed  in  escrow.   There can be no assurance  whatsoever  that
resolution of the NOL Lawsuit will result in the release  of  any
portion of the NOL Refunds to Bairnco.

Keene's  plan of reorganization was approved and became effective
on  July  31,  1996.  The plan, as approved, creates a  Creditors
Trust  that has succeeded to all of Keene's asbestos liabilities,
and  also  has  succeeded  to the right  to  prosecute  both  the
Transactions Lawsuit and the NOL Lawsuit. The plan also  includes
a  permanent injunction under which only the Creditors Trust, and
no  other  entity, can sue Bairnco in connection with the  claims
asserted in these lawsuits.

By  order  entered April 10, 1997, the Transactions  Lawsuit  was
transferred  from  the  Bankruptcy Court  to  the  United  States
District  Court for the Southern District of New York,  where  it
will  be  litigated.  On September 15, 1997,  Bairnco  and  other
defendants filed motions to dismiss the complaint for failure  to
state  a  claim  as well as motions for summary judgment  on  the
grounds  that  the complaint is time-barred.  Briefing  on  these
motions  is  complete. On February 6, 1998, the court  issued  an
opinion granting the motions to dismiss of four of the defendants
in  the Transactions Lawsuit.  The court reserved decision on the
other  defendants' motions.  There can be no assurance  that  the
remaining  motions will result in dismissal of  the  Transactions
Lawsuit or any part thereof.

On  January 6, 1998, the Creditors Trust filed a motion, to which
Bairnco  consented, to have the NOL Lawsuit transferred from  the
Bankruptcy Court to the District Court.  That motion is pending.

Management believes that Bairnco has meritorious defenses to  all
claims or liability purportedly derived from Keene and that it is
not liable, as an alter ego, successor, fraudulent transferee  or
otherwise, for the asbestos-related claims against Keene or  with
respect to Keene products.

Bairnco  Corporation  and its subsidiaries are  defendants  in  a
number of other actions. Management of Bairnco believes that  the
disposition  of these other actions, as well as the  actions  and
proceedings  described above, will not have  a  material  adverse
effect on the consolidated results of operations or the financial
position of Bairnco Corporation and its subsidiaries as  of  July
4, 1998.

Item 2:  CHANGES IN SECURITIES AND USE OF PROCEEDS

       None.

Item 3:  DEFAULTS UPON SENIOR SECURITIES

       None.

Item 4:  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

       None

Item 5:  OTHER INFORMATION

       None.

Item 6(a):  EXHIBITS

       Exhibit 11.1 - Calculation of Basic and Diluted Earnings per Share
       for the Quarters ended July 4, 1998 and June 28, 1997.

       Exhibit 11.2 - Calculation of Basic and Diluted Earnings per Share
       for the Six Months ended July 4, 1998 and June 28, 1997.








                               SIGNATURES



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



                                              BAIRNCO CORPORATION
                                                  (Registrant)



                             /s/ J. Robert Wilkinson
                             J. Robert Wilkinson
                             Vice President Finance and Treasurer
                             (Chief Financial Officer)

DATE:  August 5, 1998

















                                EXHIBITS
                                    
                              TO FORM 10-Q
                                    
                            FOR QUARTER ENDED
                                    
                              July 4, 1998