<PAGE>
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549
                 ----------------------------------
                              FORM 10-Q

(Mark One)

[X] Quarterly report under Section 13 or 15(d) of the Securities Ex-
    change Act of 1934.  For the quarterly period ended June 30, 1997, 
    or 

[ ] Transition report pursuant to Section 13 or 15(d) of the Securi-
    ties Exchange Act of 1934.  For the transition period from _______ 
    to _______.

Commission File Number:  0-4791

                        PAUL MUELLER COMPANY
----------------------------------------------------------------------
        (Exact name of registrant as specified in its charter)

                              Missouri
----------------------------------------------------------------------
    (State or other jurisdiction of incorporation or organization)

                             44-0520907
----------------------------------------------------------------------
                (I.R.S. Employer Identification No.)

1600 W. Phelps Street, P.O. Box 828, Springfield, Missouri  65801-0828
----------------------------------------------------------------------
         (Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code:  (417) 831-3000

----------------------------------------------------------------------
         (Former name, former address and former fiscal year, 
                    if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all re-
ports 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 [ ]

Indicate the number of shares outstanding of the issuer's Common Stock 
as of August 1, 1997:  1,168,021

                                   1

<PAGE>   2
PART I  -  FINANCIAL INFORMATION

The condensed financial statements included herein have been prepared 
by the Company without audit, pursuant to the rules and regulations 
of the Securities and Exchange Commission.  Certain information and 
footnote disclosures normally included in the financial statements, 
prepared in accordance with generally accepted accounting principles, 
have been condensed or omitted pursuant to such rules and regulations, 
although the Company believes that the disclosures are adequate to 
make the information presented not misleading.  It is suggested that 
these condensed financial statements be read in connection with the 
financial statements and the notes thereto included in the Company's 
latest annual report on Form 10-K.  This report reflects all adjust-
ments which are, in the opinion of management, necessary for a fair 
statement of the results for the interim period.

                                   2

<PAGE>  3
                 PAUL MUELLER COMPANY AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED BALANCE SHEETS
                        (Dollars in Thousands)
<TABLE>
<CAPTION>
                                                    June 30   Dec. 31
                                                      1997      1996
                                                    -------   -------
                                                  (Unaudited)
<S>                                                <C>       <C>
ASSETS
------
Current Assets:
  Cash............................................ $  5,354  $  2,221
  Available-for-sale investments, at market.......   10,241    14,605
  Accounts and notes receivable, less reserve of 
    $644 at June 30,1997, and $698 at December 31, 
    1996, for doubtful accounts...................   14,158    15,329
  Inventories (Note 2) -
    Raw materials and components.................. $  5,636  $  3,768
    Work-in-process...............................    3,009       719
    Finished goods................................    2,169     1,498
                                                   --------  --------
                                                   $ 10,814  $  5,985
  Prepayments.....................................      581       403
                                                   --------  --------
      Total Current Assets........................ $ 41,148  $ 38,543
Other Assets......................................    3,549     3,486
Property, Plant & Equipment, at cost.............. $ 48,667  $ 47,107
  Less - Accumulated depreciation.................   36,941    35,951
                                                   --------  --------
                                                   $ 11,726  $ 11,156
                                                   --------  --------
                                                   $ 56,423  $ 53,185
                                                   ========  ========
LIABILITIES AND SHAREHOLDERS' INVESTMENT
----------------------------------------
Current Liabilities:
  Accounts payable................................ $  3,988  $  2,283
  Accrued expenses................................    7,101     6,093
  Advance billings................................    4,917     4,085
                                                   --------  --------
      Total Current Liabilities................... $ 16,006  $ 12,461
Other Long-Term Liabilities (Note 4)..............      799     1,188
Contingencies (Note 5)............................
Shareholders' Investment:
  Common Stock, par value $1 per share - 
    Authorized 20,000,000 shares - Issued 
    1,342,325 shares.............................. $  1,342  $  1,342
  Preferred Stock, par value $1 per share - 
    Authorized 1,000,000 shares - No shares issued        -         -
  Paid-in surplus.................................    4,307     4,307
  Retained earnings...............................   36,523    36,441
                                                   --------  --------
                                                   $ 42,172  $ 42,090
  Less - Treasury stock, 174,304 shares at 
         June 30, 1997, and December 31, 1996, 
         at cost..................................    2,554     2,554
                                                   --------  --------
                                                   $ 39,618  $ 39,536
                                                   --------  --------
                                                   $ 56,423  $ 53,185
                                                   ========  ========
</TABLE>
 The accompanying notes are an integral part of these balance sheets.

                                   3

<PAGE>  4
                 PAUL MUELLER COMPANY AND SUBSIDIARIES
              CONSOLIDATED CONDENSED STATEMENTS OF INCOME
            (Dollars in Thousands Except Per Share Amounts)
                              (Unaudited)
<TABLE>
<CAPTION>
                               Three Months Ended   Six Months Ended
                                     June 30             June 30
                               ------------------  ------------------
                                 1997      1996      1997      1996
                               --------  --------  --------  --------
<S>                            <C>       <C>       <C>       <C>
Net Sales..................... $ 21,868  $ 21,526  $ 39,076  $ 40,216
Cost of Sales.................   16,467    16,499    29,446    31,125
                               --------  --------  --------  --------
    Gross Profit.............. $  5,401  $  5,027  $  9,630  $  9,091
Selling, General & 
  Administrative Expenses.....    4,231     3,819     8,134     7,498
                               --------  --------  --------  --------
    Operating Income.......... $  1,170  $  1,208  $  1,496  $  1,593
Other Income (Expense):
  Interest income............. $    183  $    160  $    376  $    328
  Interest expense (Note 4)...       (3)      (30)       (5)      (57)
  Other, net..................      212        80       324       267
                               --------  --------  --------  --------
                               $    392  $    210  $    695  $    538
                               --------  --------  --------  --------
Income from Operations before 
  Provision for Income Taxes.. $  1,562  $  1,418  $  2,191  $  2,131
Provision for Income Taxes....      515       447       708       660
                               --------  --------  --------  --------
    Net Income................ $  1,047  $    971  $  1,483  $  1,471
                               ========  ========  ========  ========
Earnings per Common 
  Share (Note 3).............. $   0.90  $   0.83  $   1.27  $   1.26
                               ========  ========  ========  ========
</TABLE>
   The accompanying notes are an integral part of these statements.

                                   4

<PAGE>  5
                 PAUL MUELLER COMPANY AND SUBSIDIARIES
            CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                        (Dollars in Thousands)
                             (Unaudited)
<TABLE>
<CAPTION>
                                                    Six Months Ended
                                                         June 30
                                                   ------------------
                                                     1997      1996
                                                   --------  --------
<S>                                                <C>       <C>
Cash Flows from Operating Activities:
  Net income...................................... $  1,483  $  1,471
  Adjustments to reconcile net income to net 
      cash provided by operating activities:
    Bad debt expense..............................       17        87
    Depreciation and amortization.................    1,108     1,241
    (Gain) on sales of fixed assets...............       (2)        -
    Changes in assets and liabilities -
      Decrease (increase) in interest receivable..       55       (96)
      Decrease (increase) in accounts and 
        notes receivable..........................    1,153    (2,056)
      (Increase) decrease in inventory............   (4,829)      583
      (Increase) in prepayments...................     (177)     (127)
      (Increase) in other assets..................      (99)      (26)
      Increase in accounts payable................    1,705     1,625
      Increase in accrued expenses................    1,008     1,687
      Increase (decrease) in advance billings.....      832      (358)
      (Decrease) in long-term liabilities.........     (389)     (321)
                                                   --------  --------
        Net Cash Provided by Operations........... $  1,865  $  3,710

Cash Flows Provided (Requirements) from 
    Investing Activities:
  Proceeds from maturities of investments......... $ 10,440  $ 12,600
  Purchases of investments........................   (6,130)  (12,765)
  Proceeds from sale of equipment.................        2         1
  Additions to property, plant and equipment......   (1,642)   (1,164)
                                                   --------  --------
        Net Cash Provided (Required) from
            Investing Activities.................. $  2,670  $ (1,328)

Cash Flows (Requirements) from 
    Financing Activities:
  Dividends paid.................................. $ (1,402) $ (1,168)
                                                   --------  --------
        Net Cash (Required) by 
            Financing Activities.................. $ (1,402) $ (1,168)
                                                   --------  --------
Net Increase in Cash.............................. $  3,133  $  1,214
Cash at Beginning of Period.......................    2,221     2,491
                                                   --------  --------
Cash at End of Period............................. $  5,354  $  3,705
                                                   ========  ========

Supplemental Disclosures of Cash Flow Information:
  Cash paid during the period for:
    Interest...................................... $      9  $     61
    Income taxes..................................      895       544
</TABLE>
   The accompanying notes are an integral part of these statements.

                                   5

<PAGE>  6
                 PAUL MUELLER COMPANY AND SUBSIDIARIES
                NOTES TO CONDENSED FINANCIAL STATEMENTS
                        JUNE 30, 1997 AND 1996

1. The condensed financial statements include the accounts of Paul 
   Mueller Company (Company) and its wholly owned subsidiaries, 
   Mueller International Sales Corporation and Mueller Transportation, 
   Inc.  A summary of the significant accounting policies is included 
   in Note 1 to the consolidated financial statements included in 
   the Company's annual report on Form 10-K for the year ended 
   December 31, 1997.

2. Inventory is recorded at the lower of cost, last-in, first-out 
   (LIFO), or market.

   Because the inventory determination under the LIFO method can only 
   be made at the end of each fiscal year based on the inventory 
   levels and costs at that time, interim LIFO determinations, in-
   cluding those at June 30, 1997, must necessarily be based on 
   management's estimate of expected year-end inventory levels and 
   costs.  Since estimates of future inventory levels and prices are 
   subject to many factors beyond the control of management, interim 
   financial results are subject to final year-end LIFO inventory 
   amounts.  Accordingly, inventory components reported as of June 30, 
   1997, are estimates based on management's knowledge of the Com-
   pany's production cycle, the costs associated with this cycle and 
   the sales and purchasing volume of the Company.

3. The net income per share of common stock has been computed on 
   the basis of weighted average shares outstanding:  1,168,021 for 
   periods ended June 30, 1997, and June 30, 1996.  Statement of 
   Financial Accounting Standards (SFAS) No. 128, "Earnings per 
   Share," was issued March 1997 and is effective for the Company's 
   1997 calendar year.  Adoption of SFAS No. 128 will not affect the 
   calculation of earnings per share.

4. The $3,000,000 Floating Rate Weekly Demand Industrial Development 
   Revenue Bond issue due on December 1, 1996, was repaid as required.

5. The Company currently employs over 900 people, of which approxi-
   mately 400 are represented by the Sheet Metal Workers Union.  The 
   International Union called a strike beginning July 25, 1995, and 
   currently 24 employees are participating.

   The Company is a defendant in two lawsuits pending at June 30, 
   1997.  In the opinion of management, after consultation with 
   legal counsel, the outcome of these lawsuits will not have a 
   material adverse effect on the Company's consolidated financial 
   statements.

                                   6

<PAGE>  7
                 PAUL MUELLER COMPANY AND SUBSIDIARIES
               MANAGEMENT'S ANALYSIS OF OPERATING RESULTS
                        AND FINANCIAL CONDITION

The following is Management's Discussion and Analysis of the signifi-
cant factors which have affected the Companies' financial condition 
and operating results reflected in the accompanying Consolidated 
Condensed Financial Statements.

The information discussed below in Management's Discussion and Analy-
sis of Operating Results and Financial Condition contains statements 
regarding matters that are not historical facts, but rather are 
forward-looking statements.  These statements are based on current 
financial and economic conditions and current expectations, and 
involve risk and uncertainties.  Actual future results may differ 
materially depending on a variety of factors.  These factors, some of 
which are identified in the discussion accompanying such forward-
looking statements, include, but are not limited to, milk prices paid 
to dairy farmers, feed prices, weather conditions, dairy farm consoli-
dation and other factors affecting the profitability of dairy farmers, 
the price of stainless steel, actions of competitors, labor strife, 
the Registrant's execution of internal performance plans, economic 
conditions in key export markets, the level of capital expenditures in 
the U.S. economy, and other changes to business conditions.

OPERATING RESULTS

Net sales for the second quarter ended June 30, 1997, were $21,868,000 
compared to $21,526,000 for the second quarter of 1996.  The improve-
ment was solely due to an increase of $998,000 in shipments of Dairy 
Farm Equipment, virtually all of which related to the domestic mar-
ket.  Although milk prices declined during the second quarter of 1997 
and feed prices remained high, the number of milk cooler units shipped 
increased.  The rise in domestic Dairy Farm Equipment sales was due to 
the increased backlog at December 31, 1996 (which was the result of a 
sales promotion during the fourth quarter of 1996), an increase in the 
size of domestic milk coolers sold, and the expansion of dairy opera-
tions in the western and southwestern markets of the United States.  
Export shipments of Dairy Farm Equipment were flat for the second 
quarter of 1997 compared to the second quarter of 1996.  The decrease 
in Processing Equipment shipments was due primarily to lower sales of 
Commercial Refrigeration Equipment.  
Commercial Refrigeration sales for the quarter were adversely affected 
by a lower rate of order entry for 1997 compared to 1996.

The most significant factor affecting the improvement in the gross 
profit rate for the second quarter of 1997 compared to the second 
quarter of 1996 was an increase in gross margins.  The improvement 
in gross margins occurred principally in Dairy Farm Equipment, in 
PyroPure Equipment, and in Food and Pharmaceutical Processing Equip-
ment, as sales and the gross margin rate were higher for Dairy Farm 
Equipment and PyroPure Equipment and the gross margin rate was better 
for Food and Pharmaceutical Equipment.

Selling, general and administrative expenses increased $412,000 for 
the second quarter ended June 30, 1997, compared to the second quar-
ter of 1996.  Increased expenditures were incurred for personnel, 
training, advertising, manufacturers' representative commissions, and 
travel.

Interest income increased for the second quarter of 1997 compared to 
second quarter of 1996 due to higher interest rates, as the average 
level of investable funds was comparable between years.  Interest ex-
pense decreased for the second quarter of 1997 versus 1996, as the 
$3,000,000 industrial revenue bond issue was retired in December 1996.  
Other, net increased for the second quarter of 1997 versus the second 
quarter of 1996 due to improved trucking results, increased royalty 
income, and an increase in miscellaneous income.

                                   7

<PAGE>  8
The effective tax rate for the second quarter of 1997 and the second 
quarter of 1996 varied from the statutory tax rate (34%) primarily as 
a result of tax-exempt income and the lower effective tax rate for 
the FSC. 

Net sales for the six months ended June 30, 1997, were $39,076,000 
versus $40,216,000 for the six months ended June 30, 1996.  Dairy 
Farm Equipment sales improved by $2,200,000, while Processing Equip-
ment shipments declined by $3,340,000.  The improvement in Dairy 
Farm Equipment sales was primarily in the domestic market for the 
reasons mentioned above.  Export sales of Dairy Farm Equipment were 
up slightly due to the strong market in the United Kingdom.  The de-
crease in Processing Equipment sales was mainly the result of lower 
shipments for Food and Pharmaceutical Processing Equipment, Accu-Therm 
Plate Heat Exchangers, and Commercial Refrigeration products.  Food 
and Pharmaceutical Processing Equipment sales declined due to a lower 
backlog at December 31, 1996, compared to December 31, 1995.  Lower 
shipments were recorded for Commercial Refrigeration and Accu-Therm 
Plate Heat Exchangers due to the lower rate of order entry in 1997 
compared to 1996.

The gross profit rate was 24.6% for the six months ended June 30, 
1997, and 22.6% for the six months ended June 30, 1996.  An improve-
ment in gross margins and lower net manufacturing burden were the 
primary reasons for the improvement in the gross profit rate.  In-
creased sales were achieved for Dairy Farm Equipment and PyroPure 
Equipment, which contributed to the increase in the overall gross 
margin for the first six months of 1997 compared to the same period 
of a year ago.  Net manufacturing burden was lower for the first six 
months of 1997 compared to the first six months of 1996, as burden 
absorption was much higher due to the increased level of manufacturing 
activity.  The manufacturing activity was higher in 1997 compared to 
1996 due to the fact that there were approximately 145 employees par-
ticipating in the strike during most of the first six months of 1996.

Selling, general and administrative expenses were higher by $636,000 
for the six months ended June 30, 1997, compared to the same period 
of a year ago.  A portion of the increase in expenses was due to the 
reasons mentioned above.  The balance was due to the receipt of a 
$312,000 group life insurance premium refund during the first quarter 
of 1996, of which $234,000 was credited to general and administrative 
expense.

Interest income increased for the first six months of 1997 compared 
to first six months of 1996 due to higher interest rates and a higher 
average level of investable funds.  Interest expense decreased for 
1997 versus 1996, as the $3,000,000 industrial revenue bond issue 
was retired in December 1996.  Other, net improved due to increased 
royalty income and an increase in miscellaneous income.

The effective tax rate for the first six months of 1997 and the first 
six months of 1996 varied from the statutory rate (34%) primarily as a 
result of tax-exempt income and lower effective tax rate for the FSC.

As previously reported, the labor contract with the Sheet Metal Work-
ers Union (which covers a portion of the employees at the Springfield, 
Missouri, plant) expired on June 11, 1994.  Negotiations with union 
representatives continued until an impasse was reached, and the Com-
pany implemented specific provisions of its final offer effective 
September 19, 1994.  In November 1994, the Regional Director of the 
National Labor Relations Board (NLRB) also concluded that a lawful 
impasse had been reached in negotiations prior to the Company's imple-
mentation of its offer.

However, on December 22, 1994, the Regional Director of the NLRB 
issued an unfair labor practice complaint against the Company for 
refusing to supply information to union representatives about the 
personal health insurance claims of individual employees and their 
dependents and reversed his previous decision regarding the implemen-
tation of changes in wages and benefits.  A hearing on these and other 
unfair labor practice issues was held in August 1996 by an administra-
tive law judge of the NLRB.  The administrative law judge issued his 

                                   8

<PAGE>  9
decision on May 21, 1997, and, on the major issues, found that a law-
ful impasse had been reached in negotiations prior to the Company's 
implementation of its offer, and that the Company was entitled to 
refuse to supply information to union representatives about personal 
health insurance claims of individual employees and their dependents.  
The administrative law judge, however, ruled against the Company on 
some other unfair labor practice issues, and the Company and the union 
both have appealed the decision to the NLRB.  A decision by the NLRB 
is not expected for several months, and there can be an appeal from 
any NLRB decision, either by the Company or the union.  A final de-
termination of the charges may take up to two years, however; and 
management believes, based on an evaluation by counsel, that there 
is no significant financial exposure to the Company.

The Company currently employs about 900 people, of which approximately 
400 at the Springfield, Missouri, facility are represented by the 
Sheet Metal Workers Union.  The International Union called a strike 
beginning on July 25, 1995, and currently there are still 24 employees 
participating.  No action has been taken by the union to prevent non-
striking employees from working.

The Company has implemented the provisions of its revised and final 
offer effective April 1, 1996, which remains open for the union's 
acceptance, and no further negotiations are scheduled.

The Company has facilities located in Springfield, Missouri and 
Osceola, Iowa.  There are approximately 800 employees assigned to 
the Springfield facility, and there are an additional 100 employees 
at the Osceola facility (none of which are represented by a labor 
union).

Looking to the balance of 1997, there are several factors that could 
affect the results of operations.  If there is expanded employee 
participation for an extended period of time in the strike mentioned 
above, this could have an adverse effect on the level of production 
and the ability to secure orders.  Another stainless steel price in-
crease of 5% was announced effective June 1997, and although stainless 
steel prices are expected to remain relatively stable for the balance 
of 1997, any further increases could reduce the profitability of the 
Company's products.  Domestically, the average price paid to farmers 
for milk was lower for the second quarter of 1997 compared to the 
first quarter of 1997.  Prices are expected to remain relatively low 
until late summer or early fall, while feed prices are expected to 
remain high.  These factors may have an adverse effect on sales of 
Dairy Farm Equipment.

In support of the Company's efforts to expand its marketing of brew-
ery systems, the Company has elected to open a microbrewery and brew-
pub operation in Springfield, Missouri.  The operation will showcase 
the Company's brewery technology capability, while also functioning 
as a training and product development facility for brewery equipment.  
Beer will be distributed locally in draft and sold at retail in the 
brewpub.  Completion of this project is scheduled for late 1997.

The backlog of sales at June 30, 1997, was $31,000,000 compared to 
$24,900,000 at June 30, 1996.  The June 30, 1997, backlog primarily 
represents orders that will be completed and shipped over the next 
twelve months.

FINANCIAL CONDITION

The consolidated financial condition and the liquidity of the Company 
at June 30, 1997, have not changed significantly since December 31, 
1996.  There were no material commitments for capital expenditures at 
June 30, 1997.

                                   9

<PAGE>  10
PART II  -  OTHER INFORMATION

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

         a. Exhibits	
<TABLE>
<CAPTION>
                                                         Sequentially
            Exhibit                                        Numbered
            Number                 Exhibit                    Page
            ------  -------------------------------------  --------
             <S>    <C>                                        <C>
             (27)   Financial Data Schedule..............      11
</TABLE>
         b. Reports on Form 8-K -- There were no reports on form 8-K 
            filed for the three months ended June 30, 1997.

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.

                                PAUL MUELLER COMPANY

DATE:  August 2, 1997           /S/         DONALD E. GOLIK
       --------------           --------------------------------------
                                Donald E. Golik, Senior Vice President 
                                     and Chief Financial Officer

                                   10