SECURITIES AND EXCHANGE COMMISSION
                         Washington D.C.
                                
                            FORM 10-Q
                                
                                
           Quarterly Report Under Section 13 or 15(d)
             Of the Securities Exchange Act of 1934
                                
                                
               For Quarter Ended December 31, 1997
                 Commission File Number  0-7955


                       Mentor Corporation
     (Exact name of registrant as specified in its charter)


     Minnesota                        41-0950791
(State of Incorporation) (I.R.S. Employer Identification Number)


5425 Hollister Avenue, Santa Barbara, California       93111
    (Address of Principal Executive Offices)        (Zip Code)


Registrant's Telephone Number:     (805) 681-6000



Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by section 13 of 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                 No

The number of shares outstanding for each of the Issuer's classes
of common stock as of February 13, 1998 was:

          Common stock, $.10 par value 24,872,273 shares

                       Mentor Corporation
                                
                              INDEX

Part I.  Financial Information

     Item 1.  Financial Statements (unaudited)

          Condensed Consolidated Statements of Financial
               Position -- December 31, 1997 and March 31,1997
          Consolidated Statements of Income -- Three Months
               Ended December 31, 1997 and 1996
          Consolidated Statements of Income -- Nine Months
               Ended December 31,1997 and 1996
          Condensed Consolidated Statements of Cash Flows --
               Nine Months Ended December 31, 1997 and 1996
          Notes to Condensed Consolidated Financial Statements--
               December 31, 1997

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

Part II. Other Information

     Item 1.  Legal Proceedings
     Item 2.  Changes in Securities
     Item 3.  Defaults upon Senior Securities
     Item 4.  Submission of Matters to a Vote of Security Holders
     Item 5.  Other Information
     Item 6.  Exhibits and Reports on Form 8-K

List of Exhibits

     11.  Statement Regarding Computation of Per Share Earnings
                       Mentor Corporation
     Condensed Consolidated Statements of Financial Position
              December 31, 1997 and March 31, 1997
                           (Unaudited)



                                     December 31,    March 31,
(dollars in thousands)                   1997          1997
                                           
ASSETS                                                         
Current assets:                                                
    Cash and marketable securities    $ 28,404     $  27,808
    Accounts receivable, net            36,106        37,961
    Inventories                         44,761        38,205
    Deferred income taxes               10,211         6,282
    Other                                4,034         5,502
                                                   
          Total current assets         123,516       115,758
                                                               
Property, plant and equipment,                                 
     net of accumulated depreciation    36,017        31,328
Other assets:                                                  
  Patents, licenses and trademarks                 
    net of accumulated amortization      3,819         4,616
  Goodwill, net of accumulated                     
    amortization                        13,776        14,218
  Other assets                          10,047           725
                                        27,642        19,559
Total assets                          $187,175      $166,645


See Notes to Condensed Consolidated Financial Statements

                       Mentor Corporation
     Condensed Consolidated Statements of Financial Position
              December 31, 1997 and March 31, 1997
                           (Unaudited)



                                         December 31,        March 31,
(dollars in thousands)                       1997               1997
                                                                        
LIABILITIES AND SHAREHOLDERS' EQUITY                                    
Current liabilities:                                                    
    Accounts payable                       $    6,185         $    4,443
    Accrued compensation                        4,553              8,560
    Income taxes payable                        3,433                 90
    Dividends payable                             631                628
    Sales returns                               5,330              5,791
    Other accrued liabilities                   7,375              8,025
    Short-term borrowings and current                       
        portion of long-term debt                  49                50
                                                            
          Total current liabilities            27,556             27,587
                                                            
Long-term deferred taxes                        1,744                701
Long-term debt                                      _                  8
                                                            
Shareholders' equity:                                      
    Common shares, $.10 par value:                          
       Authorized-- 50,000,000 shares                       
       Issued and outstanding:                              
         24,932,998 shares at                               
           December 31,1997
         24,806,748 shares at                   2,497              2,481
           March 31, 1997
    Capital in excess of par                   37,023             37,565
    Other equity                                1,442              (693)
    Retained earnings                         116,913            101,996
                                              157,875            138,349
                                                                        
Total liabilities and shareholders'                         
equity                                     $  187,175         $  166,645


See Notes to Condensed Consolidated Financial Statements
                       Mentor Corporation
                Consolidated Statements of Income
          Three Months Ended December 31, 1997 and 1996
                           (Unaudited)
                                
                                
(in thousands, except per share         1997             1996
data)
                                                                   
Net sales                             $  54,076         $  50,498
Costs and expenses:                                  
  Cost of sales                          18,985            16,612
  Selling, general and                               
     administrative                      22,006            18,827
  Research and development                4,718             4,339
                                         45,709            39,778
                                                     
Operating income                          8,367            10,720
  Interest expense                           (6)              (55)
  Interest income                           365               158
  Other income (expense)                    160               (63)
Income before income taxes                8,886            10,760
  Income taxes                            3,050             3,658
                                                     
Net income                            $   5,836         $   7,102
                                                                   
Basic earnings per share              $     .23         $    .29
Diluted earnings per share            $     .22         $    .27
                                
See notes to consolidated financial statements
                                
                       Mentor Corporation
                Consolidated Statements of Income
          Nine Months Ended December 31, 1997 and 1996
                           (Unaudited)
                                
                                
(in thousands, except per share         1997             1996
data)
                                                                   
Net sales                            $  158,185        $   149,042
Costs and expenses:                                  
  Cost of sales                          57,779             49,331
  Selling, general and                               
     administrative                      61,477             56,123
  Research and development               14,661             12,403
                                        133,917            117,857
                                                     
Operating income                         24,268             31,185
  Interest expense                          (21)              (516)
  Interest income                         1,069                629
  Other income (expense)                    196               (180)
Income before income taxes               25,512             31,118
  Income taxes                            8,726             10,641
                                                     
Net income                            $  16,786         $   20,477
                                                    
Basic earning per share:              $     .67         $      .82
Diluted earning per share:            $     .64         $      .77
                                                     
See notes to consolidated financial statements
                                
                       Mentor Corporation
         Condensed Consolidated Statements of Cash Flows
          Nine Months Ended December 31, 1997 and 1996
                           (Unaudited)
                                

(in thousands)                               1997                1996
                                                                        
Cash flows from operating activities       $  18,972            $   13,268
                                                             
Cash flows from investing                                    
activities:
                                                             
    Sale of equipment, intangibles                           
      and other assets                          149                      3
    Purchase of property, equipment,                         
      and intangibles                       (10,487)                (8,553)
    Reduction of notes receivable               113                     56
    Investment in Marketing Partner          (7,006)                    _
                                          $ (17,231)           $    (8,494)
                                                             
Cash flows from financing                                    
activities:
                                                             
      Exercise of stock options                2,101                 3,612
      Dividends paid                          (1,864)               (1,866)
      Reduction of long-term debt                 (9)                 (406)
      Expiration of puts                         146                   105
      Repurchase of common stock             (1,519)                (4,715)
                                               1,145                (3,270)
Increase (decrease) in cash, cash                            
  equivalents, and marketable                              
  securities                                    596                  1,504
                                                                        
Cash at beginning of period                   27,808                18,541
                                                             
Cash at end of period                      $  28,404            $   20,045

See notes to consolidated financial statements

                           Mentor Corporation
          Notes to Condensed Consolidated Financial Statements
                            December 31, 1997

Note A

Inventories at December 31, 1997 and March 31, 1997 consisted of:

                          December 31      March 31
                                 (In thousands)

Raw materials             $    13,420    $     12,477
Work in process                 7,054           5,379
Finished goods                 28,136          20,349
                          $    44,761    $     38,205


Note B

Other assets at December 31, 1997 include the Company's equity
investments in its marketing partners, PerImmune Holdings, Inc. and North
American Scientific, Inc. (NASI).  The PerImmune investment is valued at
cost of $7 million.  In accordance with Financial Accounting Standards
Board (FASB) statement 115 "Accounting of Certain Equity Investments in
Debt and Equity Securities" the North American Scientific investment is
carried at its fair market value of approximately $3.5 million.
Unrealized gains, net of the related tax effect, are accounted for as a
component of Other equity.

Note C

In 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 128, "Earnings per Share".  Statement
128 replaced the previously reported primary and fully diluted earnings
per share with basic and diluted earnings per share.  Unlike primary
earnings per share, basic earnings per share excludes any dilutive
effects of options, warrants, and convertible securities.  Diluted
earnings per share is very similar to the previously reported fully
diluted earnings per share.  All earnings per share amounts for all
periods have been restated to conform to Statement 128 requirements.

Note D

The amounts set forth in the accompanying statements are unaudited but,
in the opinion of management, reflect all adjustments (consisting only of
normal accruals) necessary for a fair statement of the results of
operations for the periods presented.  Operating results for the nine
months period ended December 31, 1997 are not necessarily indicative of
the results that may be expected for the year ended March 31, 1998.  It
is suggested that the condensed consolidated financial statements
included herein be read in conjunction with the Company's annual report
on form 10-K for the year ended March 31, 1997.
Note E

The Company's three quarterly interim reporting periods are each
approximately thirteen week periods ending on the Friday nearest the end
of the third calendar month.  The fiscal year end remains March 31.  To
facilitate ease of presentation, each interim period is shown as if it
ended on the last day of the appropriate calendar month.  The actual
dates on which each quarter ended are shown below:

                       Fiscal 1998         Fiscal 1997
                                           
First Quarter          June 30, 1997       June 30, 1996
Second Quarter         September 26, 1997  September 29, 1996
Third Quarter          January 2, 1998     December 29, 1996

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


Except for the historical information contained herein, the matters
discussed in this Management's Discussion are forward-looking statements,
the accuracy of which is necessarily subject to risks and uncertainties.
Actual results may differ significantly from the discussion of such
matters in the forward looking statements.  Potential risks and
uncertainties include, without limitation, those mentioned in this report
and, in particular, the factors described under "Factors That May Affect
Future Results of Operations" in the Company's Annual Report on Form 10-K
for the fiscal year ended March 31, 1997.


RESULTS OF OPERATIONS

Sales

Sales for the three months ended December 31, 1997 increased 7% to $54.0
million, compared to $50.5 million the prior year.  Growth was
particularly strong in sales of urology products, increasing 13% compared
to a year ago.  Both disposable products for the management of urinary
incontinence and penile implants aided in the increase.  Plastic surgery
products were flat compared to a year ago, while Ophthalmic products
declined 11%.  Ophthalmology sales should benefit in the future from
sales of the MemoryLens, which received FDA approval on December 23,
1997.  In addition, during the quarter the Company benefited by $2.8
million in shipments of the Contour GenesisTM tissue removal system.

Plastic surgery sales were affected by a small fire at the Company's
Texas facility, which occurred on August 27th.  The fire caused the
shutdown of certain production departments in September and October.  A
further discussion of the fire is included in Cost of Sales.
                                    
                                 Sales by Principal Product Line

                       For the Three Months          For the Nine Months
                               Ended                        Ended
                           December 31,                  December 31,

                                   Percent                         Percent
                  1997      1996   Change       1997       1996    Change
                                                                   
Plastic surgery  $25,135  $25,319     (1)%   $ 79,903   $ 78,108       2%
General surgery    2,752       _     N/A        3,717          _      N/A
Urology           17,572   15,508     13%      49,190     44,220      11%
Ophthalmology      8,617    9,671    (11)%     25,375     26,714      (5)%
                 $54,076  $50,498      7%    $158,185   $149,042       6%

Cost of Sales

Cost of sales was 35.1% for three months ended December 31, 1997 compared
to 32.9% for the same period last year.

The increase was related to costs associated with restoring full
manufacturing capacity at the Company's Texas manufacturing facility
following the previously reported fire, and the cost of other process
improvements.  The facility has been repaired and commenced production
during October.  The process improvement measures are ongoing.

The Company anticipates filing a business interruption insurance claim
before the end of the fiscal year to recover these losses.  However,
there can be no assurance that any proceeds will be forthcoming or that
the insurance will fully compensate for the losses incurred.

Selling, General and Administrative Expenses

Selling, General and Administrative expenses were 40.7% of sales in the
quarter compared to 37.3% in the previous year.  The increase relates
primarily to the Company's efforts in launching two new products, the
Contour Genesis and the MemoryLens.  During the quarter, there were two
major trade shows where these products were shown.

Research and Development

Research and development expenses were 8.7% of sales for the third
quarter, compared to 8.6% for the prior year.  The Company continues to
spend substantial funds on its premarket approval applications ("PMAAs")
for its saline breast implants, silicone gel filled breast implants, and
penile implants.  The Company is committed to a variety of clinical and
laboratory studies in connection with these products.  Other major
studies underway include Urethrin, a product for treating urinary
incontinence, and an alternate filler breast implant.

Interest and Other Income and Expense

Interest expense decreased $49 thousand in the quarter from the prior
year.  Interest income increased from $158 thousand last year to $365
thousand this year, resulting from higher cash balances.

Income Taxes

The effective rate of corporate income taxes was 34.3% for the quarter,
compared to 34.0% in the same period a year ago.

Net Income

Diluted earnings per share decreased to $.22 for the three months ended
December 31, 1997, compared to $.27 last year, due to the increased
selling, general and administrative expenses, and increases in cost of
goods sold.


LIQUIDITY AND CAPITAL RESOURCES

At December 31, 1997, the Company's working capital was $96 million
compared to $88 million at March 31, 1997.  The Company's working capital
needs were provided from operations.

The Company generated $19 million of cash from operations during the nine
months ended December 31, 1997, compared to $15 million the previous
year.  Lower net income in the current period was offset by reduced
accounts receivables.  In addition, last year's cash flow included the
final payment of the Litigation Settlement Obligation, for $5.0 million.

The Company anticipates investing approximately $14 million in facilities
and capital equipment in fiscal 1998.  The majority of the expenditures
will be to increase capacity at the Company's manufacturing facilities in
Puerto Rico, Texas and Minneapolis.

During the first quarter of fiscal 1998, the Company entered into two new
product alliances.  As part of the agreement with North American
Scientific for bracytherapy seeds for the treatment of prostate cancer,
the Company took a $1 million equity position.  Similarly, the Company
has taken a $1 million equity position in PerImmunne, its marketing
partner for a new bladder cancer test.  In the third quarter, the Company
made an additional investment of $5 million in PerImmunne in exchange for
the rights to a potential bladder cancer treatment.  In addition to the
$5 million investment, the Company is obligated to provide $1 million per
year for three years to help defray the cost of Phase III clinical trials
for the bladder treatment product.  The Company will also pay an
additional $3 million as certain milestones are achieved.

For the last several years, the Company has paid a quarterly cash
dividend of $.025 per share.  At the indicated rate of $.10 per year, the
aggregate annual dividend would equal approximately $2.5 million.

The Company's Board of Directors has authorized the repurchase of up to
1,000,000 shares of Common Stock.  The shares purchased and retired under
this program will be used to offset stock options previously granted to
employees of the Company under existing stock option plans.  During the
first nine months of fiscal 1998, the Company repurchased 69,500 shares
for consideration of $1.5 million.

The Company's principal source of liquidity at December 31, 1997
consisted of $28 million in cash and marketable securities plus $15
million available under its line of credit.


PART II

Item 1.   Legal Proceedings

     In regards to the litigation reported in Item 3 of the annual report
on Form 10-K for the fiscal year ended March 31, 1997, there have been no
material changes.

Item 2.   Changes in Securities

     No changes have been made in any registered securities.

Item 3.   Defaults Upon Senior Securities

     No event constituting a material default has occurred respecting any
senior security of the Registrant.

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

     Exhibit 11     Statement regarding computation of Per Share Earnings
Pursuant to the requirement 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.


MENTOR CORPORATION
(Registrant)



DATE:     February 13, 1998        BY:   /s/ANTHONY R. GETTE
          Anthony R. Gette
            President and
            Chief Operating Officer



DATE:     February 13, 1998        BY:   /s/GARY E. MISTLIN
          Gary E. Mistlin
            Chief Financial Officer

EXHIBIT 11
                   MENTOR CORPORATION AND SUBSIDIARIES
          STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS
                (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


                             Three Months Ended       Nine Months Ended
                                December 31,            December 31,
                              1997        1996        1997        1996
Numerator:                                                      
                                                                
  Net income                $  5,836    $  7,102    $ 16,786    $ 20,477
  Numerator for basic                                           
    earnings per share -                                        
    income available to                                         
    common stockholders        5,836       7,102      16,786      20,477
                                                                
  Numerator for diluted                                         
    earnings per share -                                        
    income available to                                         
    common stockholder                                          
    after assumed                                               
    conversions             $  5,836    $  7,102    $ 16,786    $ 20,477
                                                                
Denominator:                                                    
  Denominator for basic                                         
    earnings per share -                                        
    weighted-average                                            
    shares                    24,961      24,855      24,877      24,860
                                                                
  Effect of dilutive                                            
securities:
    Employee stock options     1,553       1,458       1,471       1,502
                                                                
    Denominator for diluted                                     
      earnings per share -                                      
      adjusted weighted-                                        
      average shares and                                        
      assumed conversions     26,514      26,313      26,347      26,362
                                                                
Basic earnings per share    $    .23    $    .29    $    .67    $    .82
Diluted earnings per share  $    .22    $    .27    $    .64    $    .77