===============================================================================
                                
                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                
                            FORM 10-Q


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

          For the quarterly period ended March 31, 1997
                                
                               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 0-9722
                                
                                
                      INTERGRAPH CORPORATION
     ------------------------------------------------------
     (Exact name of registrant as specified in its charter)
                                
           Delaware                               63-0573222
-------------------------------      ------------------------------------
(State or other jurisdiction of      (I.R.S. Employer Identification No.)
incorporation or organization)

     Intergraph Corporation
       Huntsville, Alabama                         35894-0001
----------------------------------------          ------------
(Address of principal executive offices)           (Zip Code)

                            (205) 730-2000
                          ------------------
                          (Telephone Number)


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


   Common stock, par value  $.10 per share:  47,836,471 shares
                outstanding as of March 31, 1997

============================================================================

                     INTERGRAPH CORPORATION
                           FORM 10-Q *
                         March 31, 1997
                                
                              INDEX


                                                                     Page No.
                                                                    ----------
PART I.  FINANCIAL INFORMATION


 Item 1. Financial Statements
                    
                    
         Consolidated Balance Sheets at March 31, 1997 and
             December 31, 1996                                            2

         Consolidated Statements of Operations for the quarters
             ended March 31, 1997 and 1996                                3

         Consolidated Statements of Cash Flows for the quarters
             ended March 31, 1997 and 1996                                4

         Notes to Consolidated Financial Statements                     5 - 6

 Item 2. Management's Discussion and Analysis of Financial Condition    7 - 13
         and Results of Operations


PART II. OTHER INFORMATION

 Item 6. Exhibits and Reports on Form 8-K                                14


SIGNATURES                                                               15






*Information  contained  in this Form 10-Q  includes  statements
 that  are  forward looking as defined in Section  21-E  of  the
 Securities  Exchange Act of 1934.  Actual  results  may  differ
 materially   from  those  projected  in  the  forward   looking
 statements.   Information concerning factors that  could  cause
 actual  results to differ materially from those in the  forward
 looking statements is described in  the Company's filings  with
 the  Securities  and  Exchange Commission, including  its  most
 recent Annual Report on Form 10-K and this Form 10-Q.


PART I.   FINANCIAL INFORMATION

                                
             INTERGRAPH CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED BALANCE SHEETS
                           (Unaudited)

-----------------------------------------------------------------------------
                                        March 31,     December 31,
                                           1997           1996
-----------------------------------------------------------------------------
(In thousands except share and per share amounts)

Assets
   Cash and cash equivalents            $ 54,581         $ 50,674
   Accounts receivable, net              292,620          326,117
   Inventories                            87,578           89,411
   Other current assets                   39,076           37,718
-----------------------------------------------------------------------------
        Total current assets             473,855          503,920

   Investments in affiliates              18,060           19,102
   Other assets                           59,432           59,106
   Property, plant, and equipment, net   164,573          174,219
-----------------------------------------------------------------------------
        Total Assets                    $715,920         $756,347
=============================================================================

Liabilities and Shareholders' Equity
   Trade accounts payable               $ 48,516         $ 51,205
   Accrued compensation                   49,894           50,364
   Other accrued expenses                 68,405           72,798
   Billings in excess of sales            58,986           62,869
   Short-term debt and current 
    maturities of long-term debt          15,182           35,880
-----------------------------------------------------------------------------
        Total current liabilities        240,983          273,116

   Deferred income taxes                   6,120            6,204
   Long-term debt                         55,943           29,764
-----------------------------------------------------------------------------
        Total liabilities                303,046          309,084
-----------------------------------------------------------------------------

   Shareholders' equity:
     Common stock, par value $.10 per share -
       100,000,000 shares authorized;
       57,361,362 shares issued            5,736            5,736
     Additional paid-in capital          228,655          229,675
     Retained earnings                   313,390          339,679
     Unrealized holding gain on 
      securities of affiliate              3,268            6,858
     Cumulative translation adjustment       644            6,049
-----------------------------------------------------------------------------
                                         551,693          587,997
     Less - cost of 9,524,891 treasury 
      shares at March 31, 1997, and 
      9,656,295 treasury shares at 
      December 31, 1996                 (138,819)        (140,734)
-----------------------------------------------------------------------------
        Total shareholders' equity       412,874          447,263
-----------------------------------------------------------------------------
        Total Liabilities and 
         Shareholders' Equity           $715,920         $756,347
=============================================================================
     
The accompanying notes are an integral part of these
 consolidated financial statements.


                                
             INTERGRAPH CORPORATION AND SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF OPERATIONS
                           (Unaudited)

----------------------------------------------------------------------------- 
Quarter Ended March 31,                         1997        1996
-----------------------------------------------------------------------------
(In thousands except per share amounts)

Revenues
 Systems                                    $169,043     $163,184
 Maintenance and services                     83,715       93,522
-----------------------------------------------------------------------------
   Total revenues                            252,758      256,706
-----------------------------------------------------------------------------

Cost of revenues
 Systems                                     110,238      105,508
 Maintenance and services                     54,910       55,797
-----------------------------------------------------------------------------
   Total cost of revenues                    165,148      161,305
-----------------------------------------------------------------------------

   Gross profit                               87,610       95,401

Product development                           25,959       25,335
Sales and marketing                           59,703       62,378
General and administrative                    25,057       24,425
Nonrecurring operating charge                  1,095          ---
-----------------------------------------------------------------------------

   Loss from operations                      (24,204)     (16,737)

Interest expense                             ( 1,235)     ( 1,223)
Equity in earnings of affiliates               1,468        2,180
Gain on sale of investment in affiliate          ---        9,373
Other income (expense) - net                 ( 2,318)          16
-----------------------------------------------------------------------------

   Loss before income taxes                  (26,289)     ( 6,391)

Income taxes                                     ---          ---
-----------------------------------------------------------------------------

   Net loss                                 $(26,289)    $( 6,391)
=============================================================================

   Net loss per share                       $(   .55)    $(   .14)
=============================================================================

Weighted average shares outstanding           47,758       46,902
=============================================================================

The accompanying notes are an integral part of these
 consolidated financial statements.
                                
                                
             INTERGRAPH CORPORATION AND SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Unaudited)
 
-----------------------------------------------------------------------------
Quarter Ended March 31,                             1997         1996
-----------------------------------------------------------------------------
(In thousands)

Cash Provided By (Used For):
Operating Activities:
 Net loss                                       $(26,289)     $( 6,391)
 Adjustments to reconcile net loss to net
 cash provided by operating activities:
   Depreciation and amortization                  15,962        18,655
   Gain on sale of investment in affiliate           ---       ( 9,373)
   Equity in earnings of affiliated companies    ( 1,468)      ( 2,180)
   Net changes in current assets and liabilities  13,983        11,733
-----------------------------------------------------------------------------
   Net cash provided by operating activities       2,188        12,444
-----------------------------------------------------------------------------

Investing Activities:
 Purchases of property, plant, and equipment     ( 4,995)      (11,753)
 Capitalized software development costs          ( 2,111)      ( 5,593)
 Proceeds from sale of division and investment 
  in affiliate                                       891         9,761
 Other                                           ( 1,059)          214
-----------------------------------------------------------------------------
   Net cash used for investing activities        ( 7,274)      ( 7,371)
-----------------------------------------------------------------------------

Financing Activities:
 Gross borrowings                                 28,396        7,602
 Debt repayment                                  (21,214)     (25,553)
 Proceeds of employee stock purchases and 
  exercise of stock options                          841        1,181
-----------------------------------------------------------------------------
   Net cash provided by (used for) 
    financing activities                           8,023      (16,770)
-----------------------------------------------------------------------------
Effect of exchange rate changes on cash              970      (   741)
-----------------------------------------------------------------------------
Net increase (decrease) in cash and 
 cash equivalents                                  3,907      (12,438)
Cash and cash equivalents at beginning of period  50,674       56,407
-----------------------------------------------------------------------------
Cash and cash equivalents at end of period      $ 54,581     $ 43,969
=============================================================================

The accompanying notes are an integral part of these
 consolidated financial statements.
                                
             INTERGRAPH CORPORATION AND SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1: In  the  opinion  of  management,  the  accompanying
        unaudited  consolidated financial statements  contain  all
        adjustments   (consisting  of  normal   recurring   items)
        necessary  for  a  fair presentation of  results  for  the
        interim periods presented.

        Certain   reclassifications  have   been   made   to   the
        previously  reported consolidated statements of operations
        and  cash  flows for the quarter ended March 31,  1996  to
        provide    comparability   with   the    current    period
        presentation.

NOTE 2: As  further  described  in the  Company's  Form  10-K
        filing  for its year ending December 31, 1996, the Company
        has  been  party  to certain arbitration proceedings  with
        its  50%-owned affiliate, Bentley Systems,  Inc.   In  May
        1997,   the   Company   was   notified   of   an   adverse
        determination   of   one   of   such   proceedings.    See
        Management's   Discussion  and   Analysis   of   Financial
        Condition and Results of Operations in this Form 10-Q  for
        further details.

NOTE 3: Inventories are stated at the lower of average cost
        or market and are summarized as follows:

        -----------------------------------------------------
                                  March 31,      December 31,
                                    1997            1996
        ----------------------------------------------------- 
        (In thousands)
       
        Raw materials              $25,925          $26,601
        Work-in-process             29,021           24,008
        Finished goods              11,368           12,945
        Service spares              21,264           25,857
        -----------------------------------------------------
        Totals                     $87,578          $89,411
        =====================================================

NOTE 4: Property,  plant,  and  equipment  -  net   includes
        allowances for depreciation of $289,921,000 and $307,536,000 
        at March 31, 1997 and December 31, 1996, respectively.
  
NOTE 5: In   first   quarter  1997  the  Company   sold   an
        unprofitable business unit to a third party.   Total  loss
        on  the sale was $8,100,000, of which $7,000,000 ($.15 per
        share)  had  been  recorded as  an  asset  revaluation  in
        fourth  quarter  1996.  The remaining loss  of  $1,100,000
        ($.02 per share) was recorded upon final determination  of
        the  loss  and  closure of the sale in first quarter  1997
        and  is included in "Nonrecurring operating charge" in the
        consolidated statement of operations for that period.   In
        addition,  the Company has discontinued the operations  of
        a   second  unprofitable  business  unit.   This  business
        closure   did  not  materially  affect  the   results   of
        operations of the Company in first quarter 1997.

        Revenues  and  losses of these two business units  totaled
        $24,000,000  and $16,000,000, respectively, for  the  full
        year   1996.    Assets  of  the  business  units   totaled
        $14,000,000 at December 31, 1996.
 
NOTE 6: In the quarter ended March 31, 1996, the Company sold
        its  stock investment in an affiliated company at  a  gain
        of  $9,373,000 ($.20 per share).  The gain is included  in
        "Gain   on  sale  of  investment  in  affiliate"  in   the
        consolidated  statement  of  operations  for  the  quarter
        ended March 31, 1996.
                                
                                
             INTERGRAPH CORPORATION AND SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 7: Supplementary cash flow information is summarized as follows:

        Changes  in current assets and liabilities, net  of  the
        effects  of  business divestitures, in  reconciling  net
        loss to net cash provided by operations are as follows:
      
        ---------------------------------------------------------------
                                 Cash Provided By (Used For) Operations
        Quarter Ended March 31,                          1997     1996
        ---------------------------------------------------------------
        (In thousands)
      
        (Increase) decrease in:
          Accounts receivable                          $22,514  $31,628
          Inventories                                   (4,503)  (5,832)
          Other current assets                          (  290)   1,896
        Increase (decrease) in:
          Trade accounts payable                        (1,755)  (9,427)
          Accrued compensation and other 
           accrued expenses                             (  771)  (4,951)
          Billings in excess of sales                   (1,212)  (1,581)
        ---------------------------------------------------------------
        Net changes in current assets and liabilities  $13,983  $11,733
        ===============================================================

        Cash  payments  for  income  taxes  totaled  $918,000  and
        $1,080,000  for  the  quarters ended March  31,  1997  and
        1996,  respectively.    Cash payments  for   interest   in
        those periods totaled $1,243,000 and $1,198,000, respectively.
      
        First  quarter  1997 investing and financing  transactions
        that  did not require cash included the sale of a  noncore
        business unit of the Company in part for guaranteed  notes
        receivable  and future royalties totaling $3,200,000,  and
        a  $3,590,000 unfavorable mark-to-market adjustment of  an
        investment in an affiliated company.

        There   were   no   significant  non-cash  investing   and
        financing transactions in the first quarter of 1996.
      
NOTE 8: Net  loss per share is computed by dividing net  loss
        by  the  weighted average number of common and  equivalent
        common  shares  outstanding.  Employee stock  options  are
        the  only common stock equivalent and are included in  the
        weighted   average  number  of  common  shares   only   if
        dilutive.   Weighted average common and equivalent  common
        shares  outstanding for both the primary and fully diluted
        loss  per share calculations for the quarters ended  March
        31,   1997   and  1996  were  47,758,000  and  46,902,000,
        respectively.
      
        In  February  1997,  the  Financial  Accounting  Standards
        Board  issued Statement of Financial Accounting  Standards
        No.  128,  Earnings Per Share, which establishes standards
        for  computing  and  presenting  earnings  per  share  for
        publicly  held  entities.  The Statement is effective  for
        fiscal  years  ending  after  December  15,  1997.    Upon
        adoption,  the  Statement requires  restatement  of  prior
        period  earnings per share data.  The Company  will  adopt
        this  Statement  for its fiscal year ending  December  31,
        1997  and  does  not  expect  the  adoption  of  this  new
        standard  to  materially  affect  previously  reported  or
        future earnings per share data.
                                
                                
             INTERGRAPH CORPORATION AND SUBSIDIARIES
             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS


SUMMARY
-------

Earnings.  In first quarter 1997 the Company incurred a net loss
of  $.55  per  share on revenues of $252.8 million.   The  first
quarter  1996  loss  was $.14 per share on  revenues  of  $256.7
million, including a $9.4 million ($.20 per share) gain  on  the
sale  of  an  investment in an affiliated  company.   The  first
quarter  1997 loss from operations was $.51 per share  versus  a
loss  of $.36 per share for the first quarter of 1996.  The $.15
per  share  quarter-to-quarter operating loss  increase  results
primarily from a 16% decline in maintenance revenues and  a  5.9
point  decline in maintenance and professional services  margin,
while  the Company's continuing operating losses in general  are
the   result  of  stagnant  revenues,  declining  margins,   and
operating  expenses that are too high for the level  of  revenue
being generated by the Company.

Disposition  of Noncore Business Units.  In first  quarter  1997
the Company sold an unprofitable business unit to a third party.
Total loss on the sale was $8,100,000, of which $7,000,000 ($.15
per  share) had been recorded as an asset revaluation in  fourth
quarter 1996.  The remaining loss of $1,100,000 ($.02 per share)
was recorded upon final determination of the loss and closure of
the  sale in first quarter 1997 and is included in "Nonrecurring
operating  charge" in the consolidated statement  of  operations
for  that period.  In addition, the Company has discontinued the
operations  of  a  second  unprofitable  business  unit.    This
business  closure  did  not materially  affect  the  results  of
operations of the Company in first quarter 1997. Revenues and losses  
of these two business units totaled $24,000,000 and $16,000,000, 
respectively, for the full year 1996.  Assets of the business units 
totaled $14,000,000 at December 31, 1996.

Litigation.   As  further described in the Company's  Form  10-K
filing  for  its year ending December 31, 1996, the Company  has
been party to certain arbitration proceedings with its 50%-owned
affiliate, Bentley Systems, Inc. (BSI), the developer and  owner
of  MicroStation, a software product utilized  in  many  of  the
Company's software applications and for which the Company serves
as  a  nonexclusive  distributor.   In  May  1997,  the  Company
received  notice of the adverse determination of an  arbitration
proceeding  with BSI in which the Company had alleged  that  BSI
had  inappropriately and without cause terminated a  contractual
arrangement  with  the Company, and in which  BSI  had  filed  a
counterclaim against the Company seeking significant damages  as
the  result of the Company's alleged failure to use best efforts
to  sell  software support services pursuant  to  terms  of  the
contractual arrangement terminated by BSI.  The arbitrator's award
against the Company is in the amount of $6.1 million, against which
the Company will offset approximately $5.8 million in fees otherwise
owed  the Company by BSI.  The cash position of the Company will
therefore  not  be  significantly  adversely  affected  by  this
arbitration award.  However, the Company will record a charge
to  earnings in the full amount of the $6.1 million award, or
approximately  $.13  per  share.  In addition,  the  contractual
arrangement  that was the subject of this arbitration  has  been
terminated  effective with the award, and  as  a  result  the
Company  will  no  longer  sell  the  related  software  support
services.  The Company believes the cessation of such sales will
not  materially  affect  its  financial  position,  results   of
operations, or cash flows in future periods, although there likely
will be an increase in the expense of providing support services
for certain MicroStation customers.

The Company has one other arbitration proceeding in process related to 
its business relationship with BSI.  The Company is vigorously defending 
its positions in that proceeding, but at present is unable to predict 
its outcome.  Separately, the Company has engaged an investment banking 
firm to value and sell its ownership interest in BSI.  At present, this 
firm is not actively seeking a buyer for the Company's interest in BSI
due  to  disagreement  between the  Company  and  BSI  regarding
information to be provided potential buyers.  See "MicroStation"
below  and  the Company's Form 10-K for the year ended  December
31,   1996   for  further  details  of  the  Company's  business
relationship  with  BSI,  its sales  of  MicroStation,  and  the
financial  effects on the Company of changes  in  this  business
relationship.

The  Company  has  other ongoing litigation, in particular  that
with Zydex, Inc., on which it is at present unable to predict an
outcome.  See the Company's Form 10-K filing for its year  ended
December 31, 1996 for further description of the Zydex matter.

Remainder  of  the  Year.  Industry conditions  and  changes  in
operating system and hardware architecture strategies  (as  more
fully  described in the Company's Form 10-K filing for its  year
ended December 31, 1996) resulted in a transition period for the
Company  characterized  by  revenues  that  declined  from  1992
through 1994, by restructuring charges in 1993 and 1995, and  by
annual  net losses from 1993 through 1995.  Although the Company
substantially  completed  its  operating  system  and   hardware
architecture transition in 1995, revenue to date associated with
resulting  new  product offerings has not met expectations,  and
gross  margin  on  product sales has continued  to  decline  due
primarily  to  price competition in the industry.   The  Company
expects that industry trends toward higher performance and lower
priced   products,   intense   competition,   rapidly   changing
technologies,  shorter  product  cycles,  and  development   and
support  of  software  standards that result  in  less  specific
hardware and software dependencies by customers will continue in
1997  and  beyond.   The Company continues to believe  that  its
operating system and hardware architecture strategies will prove
to  be  the  correct  choices, that the  industry  is  accepting
Windows-NT,  and  that  Windows-NT  will  become  the   dominant
operating  system  in markets served by the  Company.   However,
acceptance  of  this system and the Company's new  products  has
been  slower than anticipated, and the timing of such acceptance
is  unpredictable.  Competing operating systems and products are
available in the market, and several competitors of the  Company
offer  or  are adopting Windows-NT as the operating  system  for
their  products.  There can be no assurance that the  Windows-NT
operating system will become dominant in markets served  by  the
Company or that the Company's product strategies will result  in
restoration  of  profitability.  Improvement  in  the  Company's
operating  results  will  depend on its  ability  to  accurately
anticipate customer requirements and technological trends and to
rapidly  and  continuously develop and deliver new hardware  and
software  products that are competitively priced, offer enhanced
performance,    and    meet    customers'    requirements    for
standardization and interoperability.  To achieve profitability,
the Company must substantially increase sales volume and further
align  its  operating expenses with the level of  revenue  being
generated.


ORDERS/REVENUES
---------------

Orders.  First quarter systems orders totaled $159.0 million, an
increase  of 10% from first quarter 1996.  U.S. orders increased
26% from the first quarter 1996 level due to improved orders  in
the   U.S.  commercial  and  federal  areas  of  61%  and   24%,
respectively.   This  improvement  was  partially  offset  by  a
decline   in   orders  resulting  from  disposal  of   the   two
unprofitable  business  units described above.   Excluding  this
impact,  U.S.  orders  increased approximately  39%  over  first
quarter  1996.  Total international systems orders  declined  3%
from  first quarter 1996.  A 40% decline in Asia Pacific  orders
more  than  offset  slight increases in all other  international
regions.   First quarter 1996 Asia Pacific orders  included  two
unusually large individual orders.


New  Products.   During the first quarter, the Company  added  a
line  of  Intel/Windows-based  personal  workstations  that  are
priced to compete with PCs.  The workstations have features  and
performance  required  by  professional  users  and  provide  3D
graphics  that  the Company believes users will require  in  the
future.   In  addition, the Company announced two  new  software
products,  Solid  Edge 3.0 and GeoMedia, based  on  its  Jupiter
technology.   Solid  Edge  3.0 is a solid  modeling  system  for
designing mechanical parts and assemblies.  The Company believes
it  removes  the  obstacles that once prevented  companies  from
using  3D  solid modeling as a mainstream design tool.  GeoMedia
allows users to access data warehouses virtually anywhere in the
world  and  simultaneously perform analyses  with  varying  data
types  and  formats.  Shipment of these products is  planned  to
begin in the second quarter of 1997.

Revenues.   Total  revenues for first quarter 1997  were  $252.8
million,  down approximately 2% from first quarter 1996.   Sales
outside  the  U.S.  represented 55% of total revenues  in  first
quarter  1997, relatively unchanged from the first  quarter  and
full  year  1996  mix.   European revenues  were  35%  of  total
revenues  for  first quarter, compared to 37% for first  quarter
1996 and 33% for the full year 1996.

Systems.   Systems revenue for first quarter was $169.0 million,
up 4% from the same prior year period.  U.S. commercial revenues
were  up  31%,  while  federal government  and  U.S.  divisions'
revenues declined by 2% and 66%, respectively, resulting  in  an
overall  5% systems revenue increase in the U.S.  Excluding  the
impact of the two unprofitable business units disposed of in the
first  quarter,  U.S. systems revenues were up  13%  from  first
quarter  1996.  International systems revenues were up  3%  from
first  quarter  1996  as  a result of modest  increases  in  all
regions,  with  the exception of the Asia Pacific region,  which
experienced  a  13% systems revenue decline as a  result  of  an
unusually  large shipment to a single customer in first  quarter
1996.

Hardware revenues for first quarter 1997 increased 18% from  the
prior year period.  Unit sales of workstations and servers  were
up  59%  from first quarter 1996, while workstation  and  server
revenues  increased only 9% due to a 32% decline in the  average
per  unit  selling price.  Sales of peripheral hardware products
increased  by  45% from the prior year period due  to  sales  of
graphics  cards  introduced during the second quarter  of  1996.
Software  revenues  declined  4%  from  the  prior  year  level,
including  a  21% decline in MicroStation revenues (see  further
details   below).   Excluding  MicroStation,  software  revenues
increased  3%  from  first  quarter 1996  due  primarily  to  an
increase   in   plant   design,  information   management,   and
infrastructure software applications sales, partially offset  by
a  decline in mechanical software sales.  Sales of Windows-based
software   represented  approximately  80%  of  total   software
revenues in the first quarter of 1997, up from approximately 70%
in  the first quarter of 1996.  The Company is unable to predict
the  level  of  success  of  its products  in  the  marketplace;
however,   it   expects  systems  revenue  levels  to   increase
sequentially throughout the remainder of the year through growth
in  core  product sales and sales of new hardware  and  software
product offerings.

MicroStation.   Through  the end of 1994,  the  Company  had  an
exclusive  license agreement with BSI, a 50%-owned affiliate  of
the Company, under which the Company distributed MicroStation, a
software product developed and maintained by BSI and utilized in
many  of  the Company's software applications.  As a  result  of
settlement  of a dispute between the companies relative  to  the
exclusivity  of  the  Company's distribution license,  effective
January 1, 1995, the Company had a nonexclusive license to  sell
MicroStation via its direct sales force and to sell MicroStation
via  its  indirect sales channels if MicroStation is  sold  with
other  Intergraph products.  The Company's sales of MicroStation
have  declined  each  year  since  the  change  in  the  license
agreement.   During first quarter 1997, the Company's  sales  of
MicroStation declined by approximately 21% from the  same  prior
year  period.  The Company estimates that this decline increased
first quarter 1997 net loss by approximately $2 million or  $.04
per  share.   The  Company is unable to  predict  the  level  of
MicroStation  sales that will occur in the  future,  but  it  is
possible such sales will be further reduced.

Maintenance  and  Services.  Maintenance  and  services  revenue
consists  of  revenues from maintenance of Company  systems  and
from  Company provided training, consulting, and other services.
These  forms of revenue totaled $83.7 million for first  quarter
1997,  down  10%  from the same prior year period.   Maintenance
revenues  totaled $62.8 million for the quarter, down  16%  from
the  same  prior  year period. The trend in the industry  toward
lower  priced products and longer warranty periods has  resulted
in  reduced  levels  of  maintenance revenue,  and  the  Company
believes  this  trend  will continue in  the  future.   Services
revenue  represents approximately 8% of total revenues  and  has
increased  10%  from  the  same prior year  period.   Growth  in
services  revenue has acted to partially offset the  decline  in
maintenance  revenue.   The Company is endeavoring  to  increase
revenues  from  its services business.  Such revenues,  however,
produce lower gross margins than maintenance revenues.


GROSS MARGIN
------------

The  Company's  total gross margin was 34.7% for  first  quarter
1997,  down  2.5 points from first quarter 1996 and  2.1  points
from the full year 1996 levels.

Systems margin for first quarter 1997 was 34.8%, down .5  points
from  first quarter 1996 and down 1.0 point from the  full  year
1996 level as a result of higher hardware content in the product
mix  and  strengthening  of  the U.S.  dollar  in  international
markets, primarily Europe, partially offset by a slight  decline
in price discounting.

In general, the Company's systems margin may be lowered by price
competition,  a  stronger U.S. dollar in international  markets,
the  effects  of technological changes on the value of  existing
inventories, and a higher mix of federal government sales, which
generally produce lower margins than commercial sales.   Systems
margins  may  be  improved  by higher software  content  in  the
product, a weaker dollar in international markets, a higher  mix
of  international  systems  sales to total  systems  sales,  and
reductions in prices of component parts, which generally tend to
decline  over  time in the industry.  The Company is  unable  to
predict  the  effects that many of these factors may  have,  but
expects  continuing pressure on its systems margin due primarily
to industry price competition.

Maintenance  and  services margin for  first  quarter  1997  was
34.4%,  down 5.9 points from first quarter 1996 and  4.4  points
from  the  full year 1996 level due to a decline in  maintenance
revenue without a corresponding decline in maintenance cost, and
to   an  increase  in  professional  services  cost  without   a
corresponding  increase in professional services  revenue.   The
Company  believes  that the trend in the industry  toward  lower
priced  products  and longer warranty periods will  continue  to
reduce  its maintenance revenue, which will pressure maintenance
margin in the absence of corresponding cost reductions.


OPERATING EXPENSES
------------------

Operating  expenses for first quarter 1997 were  flat  with  the
comparable  prior  year period.  Total employee   headcount  has
declined 4.5% from that same period.

Sales and marketing expense declined 4% from first quarter  1996
due   primarily   to  strengthening  of  the  U.S.   dollar   in
international  markets, primarily Europe, and to slight  expense
declines  in  most geographic regions.  Product development  and
general  and  administrative  expenses  increased  slightly   as
compared to the prior year period.


NONOPERATING INCOME AND EXPENSE
-------------------------------

Interest  expense was $1.2 million for both first  quarter  1997
and  1996.  The Company's average outstanding debt has increased
in  comparison  to  the  first quarter  of  1996;  however,  the
Company's   rate   of   interest  on  the  debt   has   declined
approximately  2  points due primarily to a  change  in  lenders
under the Company's primary credit facility.  See "Liquidity and
Capital  Resources"  below  for a discussion  of  the  Company's
current financing arrangements.

In  the  first  quarter  of  1996,  the  Company  sold  a  stock
investment in an affiliated company, resulting in a gain of $9.4
million ($.20 per share).  The gain is included in "Gain on sale
of  investment  in affiliate" in the consolidated  statement  of
operations for the quarter ended March 31, 1996.

"Other income (expense) - net" in the consolidated statements of
operations consists primarily of foreign exchange losses,  other
miscellaneous  items  of nonoperating income  and  expense,  and
nonrecurring charges/credits.


IMPACT OF CURRENCY FLUCTUATIONS AND CURRENCY RISK MANAGEMENT
------------------------------------------------------------

Fluctuations  in  the value of the U.S. dollar in  international
markets  can have a significant impact on the Company's  results
of  operations.  For the first quarter of 1997 and the full year
1996,  approximately 55% of the Company's revenues were  derived
from  customers  outside  the United States,  primarily  through
subsidiary operations.  Most subsidiaries sell to customers  and
incur and pay operating expenses in local currency.  These local
currency  revenues and expenses are translated  to  dollars  for
U.S.  reporting purposes.  A stronger U.S. dollar will  decrease
the  level of reported U.S. dollar orders and revenues, decrease
the  dollar gross margin, and decrease reported dollar operating
expenses  of  the  international subsidiaries.   For  the  first
quarter  of  1997, the U.S. dollar strengthened on average  from
its  first  quarter 1996 level, which decreased reported  dollar
revenues, orders, and gross margin, but also decreased  reported
dollar  operating  expenses  in comparison  to  the  prior  year
period.  Currency effects did not have a material impact on  the
Company's  results of operations for the first quarter  of  1997
and 1996.

The  Company conducts business in all major markets  outside  of
the  U.S.,  but  the most significant of these  operations  with
respect  to  currency  risk are located in Europe  (specifically
Germany, U.K., The Netherlands, France and Italy) and Australia.
Primarily,  but not exclusively in these locations, the  Company
has  certain  currency  related  asset and  liability  exposures
against which certain measures, primarily hedging, are taken  to
reduce  currency  risk.  With respect to  these  exposures,  the
objective  of  the  Company  is  to  protect  against  financial
statement volatility arising from changes in exchange rates with
respect to amounts denominated for balance sheet purposes  in  a
currency other than the functional currency of the local entity.
The  Company  therefore enters into forward  exchange  contracts
primarily  related  to these balance sheet  items  (intercompany
receivables,   payables,  and  formalized  intercompany   debt).
Periodic changes in the value of these contracts offset exchange
rate  related changes in the financial statement value of  these
balance  sheet items.  Forward exchange contracts are  purchased
with  maturities  reflecting the expected  settlement  dates  of
these balance sheet items (generally three months or less),  and
only  in  amounts  sufficient  to  offset  possible  significant
currency  rate related changes in the recorded values  of  these
balance  sheet items, which represent a calculable exposure  for
the  Company  from  period  to  period.   Since  this  risk   is
calculable, and these contracts are purchased only in offsetting
amounts,  neither  the  contracts  themselves  nor  the  exposed
foreign  currency denominated balance sheet items are likely  to
have a significant effect on the Company's financial position or
results  of  operations.   The  Company's  positions  in   these
derivatives  are  continuously monitored  to  ensure  protection
against  the known balance sheet exposures described above.   By
policy,  the  Company is prohibited from market speculation  via
such  instruments and therefore does not take currency positions
exceeding its known financial statement exposures, and does  not
otherwise trade in currencies.


INCOME TAXES
------------

The  Company incurred a loss before income tax benefit of  $26.3
million  in  first  quarter 1997 versus $6.4  million  in  first
quarter  1996.   These  losses generated minimal  net  financial
statement tax benefit, as the majority of available tax benefits
were   offset   by   tax   expenses  in  individual   profitable
international subsidiaries.


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

At  March 31, 1997, cash totaled $54.6 million compared to $50.7
million  at  December 31, 1996.  Cash generated  from operations
in  first  quarter 1997 totaled $2.2 million ($12.4  million  in
first quarter 1996).

Net  cash used for investing activities totaled $7.3 million  in
first  quarter 1997 and 1996.  Included  in investing activities
were  capital  expenditures of $5.0 million  ($11.8  million  in
first  quarter 1996), primarily for Intergraph products used  in
hardware  and  software  development  and  sales  and  marketing
activities.  The Company expects that capital expenditures  will
require $40 to $50 million for the full year 1997, primarily for
these  same  purposes.  The Company's term  loan  and  revolving
credit  agreement contains certain restrictions on the level  of
the Company's capital expenditures.  Other significant investing
activities  included  $2.1  million for  capitalizable  software
development   costs  ($5.6  million  in  first  quarter   1996).
Investing activities in the first quarter of 1996 also  included
$9.8  million in proceeds from the sale of an investment  in  an
affiliated company.

Net  cash provided by financing activities in first quarter 1997
totaled  $8.0 million versus a net use of cash of $16.8  million
in  first quarter 1996.  First quarter 1997 financing activities
included  a  $7.2 million net addition to short-  and  long-term
debt,  compared  with a net repayment of $18.0  million  in  the
first quarter of 1996.

In  January  1997, the Company entered into a three  year  fixed
term  loan and revolving credit agreement.  Available borrowings
are determined by the amounts of eligible assets of the Company 
(the "borrowing base"), as defined in the agreement, including 
accounts receivable, inventory, and property, plant, and equipment,  
with maximum borrowings of $100 million.  The term loan portion of 
the agreement is in the principal amount of  $20  million,  with
principal  due  at expiration of the agreement.  Borrowings  are
secured by a pledge of substantially all of the Company's assets
in  the  U.S.  The rate of interest on all borrowings under  the
agreement  is  the greater of 7% or the Norwest  Bank  Minnesota
National  Association base rate of interest (8.5% at  March  31,
1997)  plus .625%.  The agreement requires the Company to pay  a
facility  fee  at an annual rate of .15% of the  maximum  amount
available under the credit line, an unused credit line fee at an
annual  rate  of  .25%  of the average  unused  portion  of  the
revolving  credit line, and a monthly agency fee.  At March  31,
1997, the Company had outstanding borrowings of $20 million, all
of  which  was  classified as long-term debt in the consolidated
balance  sheet, and an additional $39 million of  the  available
credit line was allocated to support letters of credit issued by
the Company.  As of this same date, the borrowing base under the
credit line was $89 million.

The  term  loan and revolving credit agreement contains  certain
financial covenants of the Company, including minimum net worth,
minimum   current   ratio,  and  maximum   levels   of   capital
expenditures.   In addition, the agreement includes  restrictive
covenants  that  limit or prevent various business  transactions
(including   repurchases  of  the  Company's   stock,   dividend
payments,  mergers,  acquisitions of  or  investments  in  other
businesses,   and   disposal  of  assets  including   individual
businesses,  subsidiaries, and divisions) and limit  or  prevent
certain other business changes.

In  March of 1997, the Company entered into an agreement for the
sale and leaseback of one of its facilities.  Based on the terms
of  the agreement, the transaction has been accounted for  as  a
borrowing.   The  amount borrowed totals  $8.4  million  and  is
included  in  "Long-term debt" in the 1997 consolidated  balance
sheet.   The borrowing will be repaid over a period of 20  years
at an implicit rate of interest of 10.7%.

At  March 31, 1997, the Company had approximately $54 million in
debt  on  which interest is charged under various floating  rate
arrangements,  primarily  under its three  year  term  loan  and
revolving credit agreement, an Australian term loan, and various
mortgages.   The  Company is exposed to market  risk  of  future
increases  in interest rates on these loans, with the  exception
of  the  Australian term loan, on which the Company has  entered
into an interest rate swap agreement.

The  Company  is  not  currently generating sufficient  cash  to
adequately  fund  its operations and build  cash  reserves,  but
believes that existing cash balances, together with cash  to  be
generated  by operations and cash available under its term  loan
and  revolving credit agreement will be adequate  to  meet  cash
requirements for the remainder of 1997.

                                
             INTERGRAPH CORPORATION AND SUBSIDIARIES


PART II.  OTHER INFORMATION

   Item 6:  Exhibits and Reports on Form 8-K

            (a) Exhibit 10, agreement between Intergraph Corporation 
                and Green Mountain, Inc., dated April 1, 1997.*

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



         *Denotes management contract or compensatory plan, contract, 
          or arrangement required to be filed as an Exhibit to this 
          Form 10-Q.




             INTERGRAPH CORPORATION AND SUBSIDIARIES

                           SIGNATURES
                                


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




                     INTERGRAPH CORPORATION
                     ----------------------  
                          (Registrant)
                                


By: /s/ Larry J. Laster              By: /s/ John W. Wilhoite
   ---------------------------          ---------------------
        Larry J. Laster                      John W. Wilhoite
        Executive Vice President,            Vice President and Controller
        Chief Financial Officer and          (Principal Accounting Officer)
        Director

Date:   May 13, 1997                 Date:   May 13, 1997