UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                       450 Fifth Street, NW
                     Washington, D.C.  20549

                           FORM 10-QSB



(Mark One)
[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the quarterly period ended September 28, 1997

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
     ACT

     For the transition period from __________ to __________

     Commission file number 2-69336



                           CRAMER, INC.

A Kansas Corporation          IRS Employment I.D. #48-0638707

625 Adams Street
Kansas City, Kansas  66105         Telephone No. (913) 621-6700

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
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 CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date: 
3,840,650 shares of commons stock, no par value as of October 29,
1997.


<PAGE>


                  PART I.  FINANCIAL INFORMATION

Item 1.   Financial Statements

                           CRAMER, INC.
                          BALANCE SHEETS
                            UNAUDITED
         (Amounts in Thousands, Except Share Information)

   ASSETS                                           9/28/97      12/31/96

CURRENT ASSETS:

 Cash                                              $     121    $     117
 Trade receivables, net of 
   allowance of $21                                    1,065        1,034
 Inventories                                           1,419        1,286
 Prepaid expenses                                        236          284
   Total current assets                                2,841        2,721

PROPERTY AND EQUIPMENT
 At cost                                               5,443        5,319
 Accumulated depreciation                              4,820        4,661
   Net property and equipment                            623          658

OTHER ASSETS:
 Intangible pension asset                                264          264
 Other                                                    22            0

   Total assets                                     $  3,750     $  3,643

 LIABILITIES AND EQUITY

CURRENT LIABILITIES:
 Note payable                                       $  1,210     $  1,059
 Current maturities of long-term debt                      0           76
 Accounts payable                                        572          672
 Accrued liabilities                                     627          573
   Total current liabilities                           2,409        2,380

NONCURRENT LIABILITIES:
 Pension benefits payable                                452          552
 Other                                                   197          159
   Total noncurrent liabilities                          649          711

STOCKHOLDERS' EQUITY:
 Common stock, no par value; 
   authorized, 6,000,000 shares; 
   issued and outstanding 3,840,650 
   shares at September 28, 1997 and 
   December 31, 1996                                   3,508        3,508
 Accumulated deficit                                 (2,774)      (2,914)
                                                         734          594
 Minimum pension liability adjustment                   (42)         (42)

   Net stockholders' equity                              692          552

   Total liabilities and stockholders' 
   equity                                            $ 3,750      $ 3,643


<PAGE>



                           CRAMER, INC.
                     STATEMENTS OF OPERATIONS
                            UNAUDITED
          (Amounts in Thousands, Except Per Share Data)


                                         Quarter             Nine Months
                                          Ended                Ended   
                                  9/28/97     9/29/96    9/28/97    9/29/96

NET SALES                         $  3,092    $ 2,928    $ 9,195  $ 8,727
COST OF SALES                        2,276      2,107      6,771    6,275
   Gross profit                        816        821      2,424    2,452

OPERATING EXPENSES:
 Selling expenses                      462        491      1,416    1,470
 General and administrative            259        253        785      714
   Total operating expenses            721        744      2,201    2,184

   Income from operations               95         77        223      268

OTHER INCOME (EXPENSE):
 Interest expense, net                (17)       (23)        (64)     (83)
 Other, net                           (24)       (17)        (19)      26
   Total other income 
     (expense)                        (41)       (40)        (83)     (57)

INCOME BEFORE INCOME TAXES              54         37        140      211

INCOME TAXES                             0          0          0        0

NET INCOME                           $  54      $  37     $  140   $  211



Net income per share based on weighted
 average number of common
 equivalent shares 
 outstanding                         $0.01      $0.01    $0.04      $0.05

Weighted average common 
 equivalent shares 
 outstanding                     3,840,650  3,840,650 3,840,650 3,840,650


<PAGE>


                           CRAMER, INC.
                     STATEMENTS OF CASH FLOWS
                            UNAUDITED
                      (Amounts in Thousands)



                                                      Nine Months Ended  
                                                    9/28/97          9/29/96

Cash flows from operating activities:
 Net income                                            $140         $211 
 Adjustments to reconcile net income to 
  net cash provided by operating activities:
  Depreciation and amortization                         164          133 
  Change in operating assets and liabilities:
   Accounts receivable                                  (31)          30 
   Inventory                                           (133)        (117)
   Prepaid expenses                                      48           52 
   Accounts payable and accrued expenses                (46)        (111)
   Other noncurrent liabilities                         (62)          41 

   Net cash provided by operating activities             80          239 

Cash flows from investing activities:
 Capital expenditures for plant and equipment          (124)        (198)
 Acquisitions of other noncurrent assets                (27)           0 

   Net cash used by investing activities               (151)        (198)

Cash flows from financing activities:
 Principal payments on notes payable 
  & long-term debt                                   (3,088)      (5,634)
 Proceeds from issuance of notes 
  payable and long-term debt                          3,163        5,543 

   Net cash provided by (used in)
   financing activities                                  75          (91)

Net increase (decrease) in cash                           4          (50)
Cash at beginning of year                               117           84 

Cash at end of quarter                                $ 121       $   34 

Supplemental disclosures:
 Cash paid during the period for interest             $  64       $   88 
 Cash paid during the period for income tax           $   0       $    1 



<PAGE>




ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS

          Except for the historical information contained herein,
          this report on Form 10-QSB contains forward-looking
          statements that involve risk and uncertainties.  The
          Company's actual results could differ materially. In
          connection with the "safe harbor" provisions of the
          Private Securities Litigation Reform Act of 1995,
          Cramer, Inc. reminds readers that there are many
          important factors that could cause the Company's actual
          results to differ materially from those projected in
          forward-looking statements of the Company made by, or
          on behalf of, the Company.  When used in this Form 10-
          QSB and in other filings by the Company with the
          Securities and Exchange Commission, in the Company's
          press releases and in oral statements made with the
          approval of an authorized executive officer, words or
          phrases such as "will likely result", "expects", "are
          expected to", "will continue", "is anticipated",
          "estimate", "project" or similar expressions are
          intended to identify forward-looking statements.  The
          Company wishes to caution readers not to place undue
          reliance on such forward-looking statements.

          There are a number of reasons why investors should not
          place undue reliance on forward-looking statements. 
          Among the  risks and uncertainties that could cause the
          Company's actual results for future periods to differ
          materially from any forward-looking statements made are
          the following:

          .    Fluctuations or reductions in product demand and
               market acceptance
          .    The level of product development by the Company
          .    Capacity and supply constraints or difficulties
          .    The results of financing efforts
          .    The effect of new laws and regulations
          .    Unexpected additional expenses or operating losses
          .    Competition
          .    The Company's reliance on certain vendors for key
               components.

          The foregoing list of risks and uncertainties is not
          meant to be complete.



A.        SUMMARY OF OPERATIONS

          At $9,195,000, net sales for the first three quarters
          of 1997 were 5% higher than for the same period in
          1996.  The increase in net sales reflects a general
          strengthening in the Company's seating business and a
          35% reduction in the costs of product returns, defects
          or price adjustments.  This reduction is a result of
          the Company's formal quality initiatives instituted in
          the second half of 1996.

          Intake of new orders was $9,263,000 in the first three
          quarters of 1997, an increase of 3% as compared to the
          first three quarters of 1996.  At September 28, 1997,
          the Company's backlog was $947,000, an amount <PAGE> that is
          substantially the same as the level at December 31,
          1996.  Substantially all of the Company's backlog is
          scheduled to ship within the next three months.

          As a percentage of net sales, gross margins in the
          first three quarters of 1997 were 26% as compared to
          28% in the first three quarters of 1996.  The decrease
          in margins reflects (1) increased costs for
          manufacturing supplies and higher raw material and
          component prices, (2) an increase in property and
          casualty insurance rates, and (3) an increase in the
          proportion of products that are sold freight prepaid
          with the cost of delivery included in the price of the
          product.

          Selling expenses in the first three quarters of 1997
          decreased by $54,000 as compared to the first three
          quarters of 1996.  The decrease primarily reflects the
          reclassification of certain selling costs to
          administrative departments and the absence of expenses
          to recruit and relocate new executive sales management
          which were incurred in 1996.  General and
          administrative expenses increased due to additional
          engineering expenses necessary to implement a formal
          quality improvement program and expand new product
          development.

          Interest expense decreased by $19,000, or 23%, in the
          first three quarters of 1997 as compared to the same
          period last year.  This difference reflects the lower
          interest rates available to the Company due to its
          participation in a consolidated Rotherwood banking
          arrangement initiated in the second quarter of 1996. 
          (See discussion in Management Discussion and Analysis
          in the 1996 Form 10KSB.)

          Other nonoperating income in the first three quarters
          of 1996 included $34,000 of insurance proceeds in
          settlement of a claim for damages arising from
          vandalism to the Company's heating system during
          February of 1996.

          The Company's results from operations and net income
          for the first three quarters of 1997 are less than the
          same amounts in the prior year.  However, actions
          undertaken at the end of the second quarter of 1997
          have started to improve the Company's results.  (See
          discussion in Management Discussion and Analysis in the
          June 29, 1997 Form 10QSB.)  Income from operations and
          net income in the quarter ending September 28, 1997
          were $95,000 and $54,000, improvements of 23% and 46%,
          respectively, from the same amounts in the quarter
          ended September 29, 1996.  Management expects the
          improvement in the Company's performance to accelerate
          in the last quarter of the fiscal year.



<PAGE> 




B.        FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

          The Company's trade accounts receivable increased by
          $31,000 from December 31, 1996 to September 28, 1997. 
          The increase was in line with management's expectations
          and reflects the higher sales volume in September 1997
          as compared to December 1996.

          Inventories increased by $133,000 during the first
          three quarters of 1997.  The increase is primarily in
          raw materials and work in progress, which is a normal
          trend during the year.

          Capital expenditures aggregated $124,000 during the
          first three quarters of 1997 and consisted of factory
          tooling to enhance the Company's manufacturing
          capacity.  The rate of purchases of capital assets is
          not anticipated to change significantly during the
          remainder of 1997.

          During the first quarter of 1997, the Company purchased
          the U.S. distribution rights to a product that competes
          with its Kik-Step (Registered Trademark) stool.  A
          portion of the purchase price represents payment of a
          non-compete agreement with the principal party
          associated with the other product.  This payment was
          recorded as an other non-current asset and is being
          amortized to expense over a three year period.

          The Company's accounts payable decreased by $100,000
          during the first three quarters of 1997.  The reduction
          was the result of the Company negotiating cash
          discounts for accelerated payments with several of its
          key vendors.  This is part of the Company's ongoing
          program to strengthen its relationships with its
          primary material suppliers.

          Primarily as a result of the decrease in accounts
          payable, short term notes payable increased by $75,000
          during the first three quarters of 1997.

          During the first three quarters of 1997, the Company
          reduced its long-term notes by $76,000 in accordance
          with established payment schedules.  All long-term
          notes to banks and similar parties was retired as of
          September 28, 1997.

          To comply with ERISA minimum funding requirements, the
          Company made a $108,000 contribution to the Pension
          Plan Trust in the third quarter of 1997.

          The Company continues to participate in a consolidated
          cash management and credit facility with its parent,
          Rotherwood Corporation.  (See discussion in Management
          Discussion and Analysis in the 1996 Form 10-KSB.) 
          Management believes that the Company's access to this
          facility, along with existing cash balances and cash
          generated from future operations, will be adequate to
          meet future operating requirements and liquidity needs
          for the foreseeable future.




<PAGE> 


                   PART II.  OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

          The Company is a defendant in several lawsuits relating
          to product liability claims arising from accidents
          allegedly occurring in connection with the use of its
          products.  The claims are covered by insurance and are
          being defended by the Company's independent counsel, or
          by counsel assigned by the insurance carriers, but are
          subject to deductibles ranging from $0 to $100,000.  A
          number of the claimants allege substantial damages. 
          While management believes the Company has substantial
          defenses with respect to the claims, the ultimate
          outcome of such litigation cannot be predicted with
          certainty.  The Company has reasonably estimated and
          accrued in its financial statements its portion of the
          deductible as a product liability contingency.  Such
          claims are an ordinary aspect of the Company's
          business.


ITEM 2.   CHANGES IN SECURITIES

          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.   EXHIBITS AND REPORTS ON FORM 8-K

          None.



<PAGE> 


                            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.

                                   CRAMER, INC.
                                   (Registrant)


Date: 11/5/97                       /s/  Gary A. Rubin
                                   Gary A. Rubin
                                   Vice President, Finance & CFO