SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                            FORM 10 Q/A

(Mark One)

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

     For the quarterly period ended June 27, 1999

/  /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:  0-19717

                         WPI GROUP, INC.
                         ---------------
     (Exact name of registrant as specified in its charter)

            NEW HAMPSHIRE                      02-0218767
            -------------                      ----------
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)                  Identification
Number)


1155 Elm Street, Manchester, New Hampshire         03101
------------------------------------------         -----
(Address of principal  executive offices)          (Zip Code)


Registrant's telephone number including area code: (603) 627-3500
                                                   --------------

------------------------------------------------------------------
-----
(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 proceedings
during the preceding five years:

Indicate by check mark whether the registrant filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of
the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by the court.
Yes       No
     ---     ---
Applicable only to corporate issuers:

Indicate the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date:

          Class                  Outstanding as of July 31, 1999
          -----                  -------------------------------
Common Stock, par value $.01           6,049,958 shares

<PAGE>
The Registrant submits its first amendment to its Form 10-Q for
the
period ended June 26, 1999 to correct its Financial Data Schedule

                         WPI GROUP, INC.


                             INDEX
                             -----
                                                         Page No.
                                                         --------

PART I - FINANCIAL INFORMATION

  Item 1. Consolidated Financial Statements


         Consolidated Balance Sheets                         3
         - June 27,1999 and September 27,1998

         Consolidated Statements of Operations               4
         - Three months ended June 27,1999 and June
           28,1998
         - Nine months ended June 27,1999 and June
           28,1998

         Consolidated Statements of Cash Flows               5
         - Nine months ended June 27,1999 and June
           28,1998

         Notes to Consolidated Financial Statements          6

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

PART II - OTHER INFORMATION

  Item 6. Exhibits and Reports on Form 8-K                   11

SIGNATURES                                                   12

                               -2-

<PAGE>
<TABLE>

                         WPI GROUP, INC.

                   CONSOLIDATED BALANCE SHEETS

<CAPTION>


                                             September 27,  June 27,
                                                 1998         1999
                                             -------------   ------------
                                                             (unaudited)

<S>                                         <C>            <C>

ASSETS

CURRENT ASSETS

  Cash and cash equivalents                  $     159,518   $     50,948
  Accounts receivable - net of
  allowance for doubtful
  accounts of $1,283,000 and
  $898,000, respectively                        21,123,792     15,792,925
  Accounts receivable - other                      270,611        317,344
  Inventories                                   14,188,286     16,764,656
  Prepaid expenses and other
  current assets                                 1,562,048      2,389,543
  Prepaid income taxes                           2,551,616      2,551,459
  Refundable income taxes                          620,578        209,480
                                             -------------   ------------
  Total current assets                          40,476,449     38,076,355


PROPERTY, PLANT AND EQUIPMENT
  at cost, less accumulated depreciation        15,514,291     15,195,186
OTHER ASSETS                                    54,132,417     52,802,425
                                             -------------   ------------

                                             $ 110,123,157   $106,073,966
                                             =============   ============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Bank credit facility                       $      -        $ 67,000,000
  Current portion of long-term debt              3,715,748        495,372
  Accounts payable                               7,776,470      8,008,348
  Accrued expenses                               5,985,304      5,601,062
  Accrued income taxes                           1,672,166      1,121,588
                                             -------------   ------------
  Total current liabilities                     19,149,688     82,226,370
                                             -------------   ------------

LONG-TERM DEBT                                  62,638,964      1,423,800
                                             -------------   ------------

DEFERRED INCOME TAXES                            3,091,995      3,095,604
                                             -------------   ------------
COMMITMENTS
STOCKHOLDERS' EQUITY:
   Common stock, $.01 par value;
   authorized 20,000,000 shares,
   issued and outstanding 6,028,204
   and 6,049,958, respectively.                     60,282         60,499
   Additional paid-in capital                   14,169,771     14,234,931
   Retained earnings                            10,418,044      5,660,687
   Cumulative foreign currency
   translation adjustments                         594,413       (627,925)
                                             -------------   ------------

   Total stockholders' equity                   25,242,510     19,328,192
                                             -------------   ------------

                                             $ 110,123,157   $106,073,966
                                             =============   ============
</TABLE>

                See notes to financial statements
                              - 3 -

<PAGE>
<TABLE>

                         WPI GROUP, INC.
                CONSOLIDATED STATEMENTS OF OPERATIONS
                           (unaudited)


<CAPTION>


                            Three Months Ended             Nine Months Ended
                           June 28,        June 27,      June 28,       June 27,
                             1998            1999          1998           1999
                        -----------    -----------      -----------   -----------
<S>                    <C>            <C>              <C>           <C>

NET SALES               $24,397,485    $21,201,209      $69,494,757    $68,153,904

COST OF GOODS SOLD       13,874,966     12,905,474       40,511,951     40,030,909
                        -----------    -----------      -----------    -----------

GROSS PROFIT             10,522,519      8,295,735       28,982,806     28,122,995
                        -----------    -----------      -----------    -----------

OPERATING EXPENSES:
   Research and new
   product development    1,323,517      1,465,118        3,983,448      4,435,651
   Selling, general and
   administration         6,426,139      7,312,248        17,670,970    21,772,999
   Restructuring costs       -              -                 -          1,750,000
                        -----------    -----------       -----------    -----------

Total operating expense   7,749,656      8,777,366        21,654,418     27,958,650
                        -----------    -----------       -----------    -----------

OPERATING INCOME (LOSS)   2,772,863       (481,631)        7,328,388        164,345
                        -----------    -----------       -----------    -----------

OTHER INCOME (EXPENSE):
    Interest expense       (771,792)    (1,791,732)       (2,445,588)    (5,196,901)
    Foreign currency exchange
    gain (loss)             (26,162)        19,208           (54,422)       252,590
    Other, net               56,408          8,685            72,173         22,609
                        -----------    -----------        ----------    -----------
                           (741,546)    (1,763,839)       (2,427,837)    (4,921,702)
                        -----------    -----------       -----------    -----------

INCOME (LOSS)BEFORE PROVISION
FOR INCOME TAXES          2,031,317     (2,245,470)        4,900,551     (4,757,357)

PROVISION FOR INCOME
TAXES                       663,000        904,000         1,568,000              0
                        -----------    -----------       -----------    -----------

NET INCOME (LOSS)       $ 1,368,317    $(3,149,470)      $ 3,332,551    $(4,757,357)
                        ===========    ===========       ===========    ===========

BASIC EARNINGS (LOSS)
PER SHARE:              $      0.23    $     (0.52)      $      0.55    $     (0.79)
                        ===========    ===========       ===========    ===========
DILUTED EARNINGS (LOSS)
PER SHARE:              $      0.22    $     (0.52)      $      0.54    $     (0.79)
                        ===========    ===========       ===========    ===========
Weighted Average Common
Shares                    6,018,419      6,048,977         6,011,864      6,041,515

Effect of Dilutive
Options                     172,258          -               200,164          -
                        -----------    -----------       -----------    -----------
Adjusted Weighted Average
Common Shares             6,190,677      6,048,977        6,212,028      6,041,515
                        ===========    ===========      ===========    ===========
</TABLE>


                See notes to financial statements
                              - 4 -

<PAGE>
<TABLE>
                         WPI GROUP, INC.
              CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (unaudited)

<CAPTION>
                                                  Nine Months Ended
                                                June 28,      June 27,
                                                  1998          1999
                                              ------------   -----------
<S>                                          <C>            <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                          $  3,332,551   $(4,757,357)
                                              ------------   -----------
   Adjustments to reconcile net income to
   net cash provided by operating
   activities:
   Depreciation and amortization                 4,073,770     4,730,186
   Deferred income taxes                            21,135         9,292
   Changes in current assets and
   liabilities net of effects
   of acquisition:
   Accounts receivable                          (5,252,176)    4,618,742
   Accounts receivable - other                     (54,793)      (52,531)
   Inventories                                     515,345    (3,061,493)
   Prepaid expenses and other current
   assets                                          353,425      (507,582)
   Accounts payable                               (395,206)      583,320
   Accrued expenses                                  1,070       208,043
   Accrued income taxes                          1,211,818      (426,613)
                                              ------------   -----------
         Total adjustments                         474,388     6,101,364
                                              ------------   -----------
   Net cash provided by operating
   activities                                    3,806,939     1,344,007
                                              ------------   -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Increase (Decrease) in notes payable         (2,000,000)    2,564,460
   Proceeds from issuance of common stock           50,878        35,958
   Proceeds from exercise of stock options          79,469        28,519
   Tax benefit on exercise of non-
   statutory options                                22,000           900
                                              ------------   -----------

   Net cash provided by (used in)
   financial activities                         (1,847,653)    2,629,837
                                              ------------   -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Additions to property, plant and
   equipment                                      (950,889)   (2,150,774)
   Proceeds from sales of property, plant
   and equipment                                 1,492,738         -
   Increase in other assets                     (1,646,877)   (1,504,180)
   Payment of accrued acquisition costs           (133,328)     (397,453)
                                              ------------   -----------

   Net cash (used in) investing
   activities                                   (1,238,356)   (4,052,407)
                                              ------------   -----------

EFFECT OF FOREIGN CURRENCY
TRANSLATION ON CASH                                 24,502       (30,007)
                                              ------------   -----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS                                   745,432      (108,570)

CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD                                678,799       159,518
                                              ------------   -----------
CASH AND CASH EQUIVALENTS,
END OF PERIOD                                 $  1,424,231   $    50,948
                                              ============   ===========
SUPPLEMENTAL DISCLOSURE OF CASH
INFORMATION:
   Income taxes paid (refunded)               $   (337,684)  $    70,246
   Interest paid                                 2,423,138     3,940,396

</TABLE>


                See notes to financial statements
                              - 5 -

<PAGE>



           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   BASIS OF PRESENTATION

  The  financial statements for the three months and nine  months
  ended  June 27,1999 and June 28, 1998 are unaudited and include
  all  adjustments  which,  in  the opinion  of  management,  are
  necessary to present fairly the results of operations  for  the
  periods  then  ended.  All such adjustments  are  of  a  normal
  recurring  nature.  These financial statements should  be  read
  in  conjunction with the financial statements and notes thereto
  included  in the Company's Form 10-K filed with the  Securities
  and  Exchange  Commission  (File No. 0-19717),  which  included
  financial statements for the years ended September 27,1998  and
  September 28,1997.

  The  results of the Company's operations for any interim period
  are  not necessarily indicative of the results of the Company's
  operations  for any other interim period or for a  full  fiscal
  year.

<TABLE>

2.   INVENTORIES
<CAPTION>
     Inventory consists of:                  September 27,    June 27,
                                                 1998           1999
                                             -------------  -----------

       <S>                                   <C>           <C>

       Raw Materials                         $   7,684,405  $ 9,467,918
       Work in Process                           4,758,535    5,110,955
       Finished Goods                            1,745,346    2,185,783
                                             -------------  -----------

           Total                             $  14,188,286  $16,764,656
                                             =============  ===========

</TABLE>

3.   BANK CREDIT FACILITY

  The Company has a $75 million credit facility with a syndication
  of banks, consisting of a $20 million revolving line of credit
  which expires on September 30, 2003, and term notes totaling $55
  million payable in varying quarterly installments commencing on
  December 31, 1998, and through September 30, 2004.  The agreement
  contains certain restrictive covenants, including financial covenants,
  one of which the Company was not in compliance with at September 27, 1998.
  In December 1998, the Company reached an agreement with the banks
  to waive the event of non-compliance and amend certain terms of the
  agreement.

  As of March 28, 1999 and June 27, 1999, the Company was not in
  compliance with two of the financial covenants contained in the credit
  agreement. The Company reached agreement with the banks to waive the event
  of non-  compliance as of March 28, 1999 and June 27, 1999 up to and
  until October 1, 1999 and to amend certain terms of the agreement. In
  relevant part, the terms of the amendment increases the interest accrued
  on all borrowings by 2% per annum and limits the revolving credit
  borrowings to $14.8 million, the amount of the Company's current revolving
  credit borrowings.  In addition to the payment of a fee to amend the
  agreement, the Company has agreed to issue to the banks warrants to
  purchase 124,000 shares of the Company's common stock at $2.75 per share.
  The warrants are exercisable after one year for a period of ten years.

  The Company believes that its cash flow from operations and
  current availability under the credit facility sufficient to support
  working capital needs for the forseeable future.  While the
  Company has received waivers of compliance with certain financial covenants
  through the

                                - 6 -
<PAGE>



  end of its fiscal year ending September 26, 1999, the Company
  anticipates the need to negotiate with its banks on an amendment
  to its credit facility, negotiate with the banks on further waiver
  on certain covenants and other terms, or refinance its credit facility.
  There is no assurance that the Company will obtain an amendment or
  waiver or be able to refinance its credit facility.  If the Company
  is unable to obtain an amendment or waiver or is unable to refinance
  the credit facility, the Company could be in non-compliance with the
  terms of the credit agreement.  Such non-compliance would permit the
  banks to accelerate the maturity of all outstanding borrowings under
  the credit facility and would have a material adverse effect
  on the Company's liquidity and capital reserves and cash flows.
  Accordingly, debt related to the credit facility has been classified as
  current in the balance sheet in the third fiscal quarter of 1999.


                              - 7 -
<PAGE>

                             ITEM 2.

   Management's Discussion and Analysis of Financial Condition
                    and Results of Operations

  This Management's Discussion and Analysis of Financial Condition
  and Results of Operations should be read in conjunction with the
  financial statements and footnotes contained in the Company's
  Form 10-Q for the period ending June 27, 1999 and the Form 10-K for
  the year ended September 27, 1998, filed with the Securities and
  Exchange Commission.  In addition to historical information,
  this report contains forward looking statements that involve risks
  and uncertainties that could cause actual results to differ
  materially. Factors that might cause or contribute to such differences
  include, but are not limited to, those discussed in this section. Readers
  should carefully review the risks described in other documents
  the Company files from time to time with the Securities and Exchange
  Commission, including the Company's Annual Report on Form 10-K
  where the fiscal year ended September 27, 1998.  Readers are cautioned
  not to place undue reliance on the forward looking statements, which
  speak only as of the date of this report.  The Company undertakes
  no obligation to publicly release any revisions to the forward
  looking statements or reflect events or circumstances after the
  date of this document.


  RESULTS OF OPERATIONS

  Net  sales  of  $21.2 million for the  third  quarter  of
  fiscal  1999  decreased 13% from sales of $24.4 million  for
  the third quarter of fiscal 1998. For the first nine months  of
  fiscal  1999,  the  Company reported net sales  of  $68.2
  million, 2% lower than the sales of $69.5 million for the  first
  nine   months  of  fiscal  1998. The Company's net sales for the
  quarter and nine months ended June 27, 1999 include WPI Instruments,
  Inc. as a result of its acquisition in August 1998.  The Company's
  fiscal 1999 sales were negatively impacted by lower sales in the
  Company's power conversion systems, electronic ballasts and handheld
  terminal product lines.

  Cost  of  sales  of  $12.9 million for the third  quarter  of
  fiscal  1999 resulted in a gross profit of 39%, compared  to  a
  gross  profit of 43%  for the same period of fiscal 1998.  Cost
  of  sales  of  $40.0 million for the first  nine  months  of
  fiscal 1999 resulted in a gross profit of 41%, compared to  a
  gross  profit of 42% for the same period of fiscal  1998.   The
  decrease in the Company's gross profit percentage in  fiscal
  1999  was  primarily attributable to a change  in  the  mix  of
  products sold.

  Research and new product development expenses were 7% and 7 % of
  sales   for  the  quarter  and for the nine  months  ended
  June  27,1999, respectively, compared to 5%  and 6% of sales for
  the same three and nine  month  periods in fiscal 1998. The
  increase in research and new product development expenses as a
  percentage of net sales was due primarily to the decrease in sales
  and the acquisition of WPI Instruments.

  As  a  percentage of sales, selling, general and administrative
  expenditures  were 34% and 26% for the quarters  and 32%  and
  25%  of the nine month periods ended June 27, 1999 and June 28,
  1998,  respectively.  The  increase  in  selling,  general  and
  administrative  expenses as a percentage  of  sales  in  fiscal
  1999  was primarily attributable to the decrease in sales, the
  acquisition of WPI Instruments and higher expenses incurred
  prior to the implementation of the Company's consolidation and
  restructuring initiatives.

  The Company's operating loss of the third quarter of fiscal 1999
  is $.5 million compared to operating income of $2.8 million in
  the third quarter of fiscal 1998.  For the nine months ended June
  27, 1999 and June 28, 1998, the Company's operating income was $.2
  million and $7.3 million, respectively.  The decrease in operating
  income was primarily due to the increase in selling, general and
  administration expenses discussed above and the restructuring
  costs incurred to date in connection with the Company's reorganization
  of its Information Solutions and Industrial Technology Groups.

                              - 8 -

<PAGE>


  For the three months ended June 27, 1999, the Company's loss
  before provision for income taxes is $2.2 million compared to income of
  $2.0 million for the three months ended June 28, 1998.  For the
  nine months ended June 27, 1999, the Company's loss before provision
  for income taxes is $4.8 million compared to income of $4.9 million
  for the nine months ended June 28, 1998.  The decrease for the three
  and nine month periods was primarily due to weaker sales and the
  Company's reorganization discussed above.

  The provision for income taxes of $904,000 for the three months
  ended June 27, 1999 represents the reversal of the tax benefits
  recognized in the first and second quarter of fiscal 1999.  The
  Company had recognized the tax benefit because it expected to
  generate sufficient U.S. and U.K. income to realize the benefits
  of the loss during fiscal 1999.  The tax benefits were reversed
  because the Company does not believe it is more likely than not
  that it will generate sufficient taxable income in fiscal 1999
  to offset the loss incurred to debt.  Any unutilized net operating
  loss will be available for carry forward to reduce the Company's
  future taxable income.


  LIQUIDITY AND CAPITAL RESOURCES

  The Company has a $75 million credit facility with a syndication
  of banks, consisting of a $20 million revolving line of credit
  which expires on September 30, 2003, and term notes totaling $55
  million payable in varying quarterly installments commencing on
  December 31, 1998, and through September 30, 2004.  The agreement
  contains certain restrictive covenants, including financial covenants,
  one of which the Company was not in compliance with at September 27,
  1998. In December 1998, the Company reached an agreement with the banks
  to waive the event of non-compliance and amend certain terms of the
  agreement.

  As of March 28, 1999 and June 27, 1999, the Company was not in
  compliance with two of the financial covenants contained in the credit
  agreement. The Company reached agreement with the banks to waive the event
  of non-compliance as of March 28, 1999 and June 27, 1999 up to and
  until October 1, 1999 and to amend certain terms of the agreement. In
  relevant part, the terms of the amendment increases the interest accrued
  on all borrowings by 2% per annum and limits the revolving credit
  borrowings to $14.8 million, the amount of the Company's current revolving
  credit borrowings.  In addition to the payment of a fee to amend the
  agreement, the Company has agreed to issue to the banks warrants to
  purchase 124,000 shares of the Company's common stock at $2.75 per share.
  The warrants are exercisable after one year for a period of ten years.

  The Company believes that its cash flow from operations and
  current availability under the credit facility sufficient to support
  working capital needs for the forseeable future.  While the
  Company has received waivers of compliance with certain financial covenants
  through the end of its fiscal year ending September 26, 1999, the Company
  anticipates the need to negotiate with its banks on an amendment to its
  credit facility, negotiate with the banks on further waiver on certain
  covenants and other terms, or refinance its credit facility.  There is
  no assurance that the Company will obtain an amendment or waiver or be able to
  refinance its credit facility.  If the Company is unable to obtain an
  amendment or waiver or is unable to refinance the credit facility, the
  Company could be in non-compliance with the terms of the credit agreement.
  Such non-compliance would permit the banks to accelerate the maturity
  of all outstanding borrowings under the credit facility and would have a
  material adverse effect on the Company's liquidity and capital reserves
  and cash flows. Accordingly, debt related to the credit facility has been
  classified as current in the balance sheet in the third fiscal quarter
  of 1999.



  As of June 27, 1999, the Company had no material commitments
  for capital expenditures.





                              - 9 -
<PAGE>

  RESTRUCTURING COSTS

  The Company has recognized one-time restructuring charges in
  connection with the consolidation and restructuring of its Information
  Solutions and Industrial Technology Group operations.  As part of the
  restructuring, the Company has integrated and consolidated the operations
  and management of its handheld computer and terminal operations into one
  business unit   and has consolidated and integrated the operations and
  management of its Industrial Technology companies into a second business
  unit.  In connection with the reorganization and consolidation, WPI
  anticipates a net reduction of approximately 10% of its workforce,
  transferring and consolidating manufacturing into three facilities and
  recording a restructuring charge of $1,750,000 during fiscal 1999.  The
  restructuring charge and remaining obligation as of June 27, 1999 of
  approximately $365,000 consists primarily of employee severance costs.
  Management anticipates the cash requirements for the remaining obligation
  to be relatively consistent over the next two quarters.
<TABLE>
  The Company's restructuring activity as of June 27, 1999 is as
follows   in thousands:
<CAPTION>
                      Initial            Utilization of Reserve   Remaining
                      Reserve            Cash         Non-Cash    Reserve
  <S>                 <C>                <C>          <C> <S>    <C>

  Severance costs     $1,575             $1,210       $   -      $   365
  Other costs            175                175           -           -
                      ------             ------       --------    ------
     Total            $1,750             $1,385       $   -      $   365
                      ======             ======       ========    ======
</TABLE>
  YEAR 2000

  The information set forth under this caption is designated to be
  a "Year 2000 readiness disclosure" under the Year 2000 Information
  Readiness Disclosure Act, Public Law 105-271.

  WPI has established its Year 2000 Project in order to evaluate
  the issue of computer software and embedded computer chips that are not
  able to distinguish between the year 1900 and the year 2000.  WPI's Year
  2000 Project is divided into three major sections: (1) IT systems
  (which examine operating systems and business applications software);
  (2) External agents (which examine third party suppliers and customers);
  and (3) Product issues (which involve Year 2000 issues inherent in products
  sold by WPI).

  The IT systems section evaluates hardware and systems software.
  WPI has completed its evaluation of its main internal operating systems
  and business applications software.  As a result of this evaluation, WPI
  has begun the process of implementing the necessary changes and
  testing its internal systems to achieve Year 2000 compliance in this area.
  This process is currently on schedule.  WPI estimates that if this process
  stays on   schedule, IT systems are expected to be Year 2000 compliant by
  September 1999.

  The external agents section includes the process of identifying
  and prioritizing critical suppliers and customers at the direct
  interface level,and communicating with them about their plans
  and progress in addressing the year 2000 problem.   Year 2000
  compliance issues at critical suppliers create
  risks for WPI, since their inability to operate effectively
  could impact our business.  Evaluations of the most critical
  third parties have been completed. WPI has receive assurances
  from its critical suppliers that they are or will be Year 2000 ready.

  The product issues section includes the process of identifying
  any product sold by WPI which may not be Year 2000 compliant,
  determining a corrective course of action and disseminating
  information about Year 2000 compliance to customers.  Although most
  of WPI's products that have integrated software or
  embedded microprocessors are Year 2000 compliant, there can be
  no assurances that all of WPI's products are currently Year 2000
  compliant. Detailed


                              - 10 -
<PAGE>

  evaluations of products have been completed.  These evaluations
  have been followed by corrective actions and the dissemination of Year
  2000 compliance information to product users, where necessary.

  Total costs associated with required IT systems modifications to
  become Year 2000 compliant and product issues are not expected to have
  a material effect on the consolidated results of operations, cash flows or
  financial position of WPI.

  The failure to correct a material Year 2000 problem could result
  in an interruption in, or a failure of, certain normal business
  activities or operations.  Due to the general uncertainty inherent in
  the Year 2000 problem, resulting in part from the uncertainty of the
  Year 2000 readiness of third party suppliers and customers, WPI is
  unable to determine at this time,  whether the consequences of Year 2000
  failure will have a material impact on WPI's results of operations,
  liquidity or financial condition.  However, management believes that
  WPI's Year 2000 Project will significantly reduce WPI's level of risk
  regarding the Year 2000 problem.

                              - 11 -
<PAGE>

                         WPI GROUP, INC.

                   PART II - Other Information



  Item 6.   Exhibits and Reports on Form 8-K

          A.   Exhibits

                27  Financial Data Schedule


          B.   Reports on Form 8-K

               None.




                             - 12 -
<PAGE>


                           SIGNATURES

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



                         WPI GROUP, INC.
                          (Registrant)




Date: August 23,1999                        By:/s/ John R. Allard
                                               ------------------
                                               John R. Allard
                                               President and
                                               Chief Operating
Officer









Date: August 23,1999                         By:/s/John W. Powers
                                               -----------------
                                               John W. Powers
                                               Vice President and
                                               Chief Financial
Officer



                              - 13 -

<PAGE>