SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549
                                   
                               FORM 10-Q
                                   
              Quarterly Report Under Section 13 or 15(d)
                of the Securities Exchange Act of 1934

  For the Quarter
Ended March 29, 1998                          Commission File Number 0-13433
--------------------                          ------------------------------
                          MILTOPE GROUP INC.
----------------------------------------------------------------------------
        (Exact Name of Registrant as Specified in its Charter)



            Delaware                                11-2693062
---------------------------------                ------------------
 (State or other jurisdiction                    (I.R.S. Employer
of incorporation or organization)                Identification No.)


 500 Richardson Road South
      Hope Hull, AL                                     36043
--------------------------------                 -------------------
    (Address of principal                             (Zip Code)
     executive offices)


   Registrant's telephone number, including area code (334) 284-8665
                                   
                                  Not Applicable
--------------------------------------------------------------------------------
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
       -------                  -------

    Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the close of the period covered by this
report.  Outstanding at May 13, 1998: 5,871,523 shares of Common Stock,
$.01 par value.

<PAGE>
                    PART I - FINANCIAL INFORMATION
                                   
                  MILTOPE GROUP INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED BALANCE SHEETS
                              (unaudited)
<TABLE>
                                                December 31,    March 29,
                                                    1997          1998
                                               ------------   -----------
ASSETS                                           
<S>                                            <C>             <C>
CURRENT ASSETS:                                   
 Cash                                          $   443,000      $   117,000
 Accounts receivable                             9,977,000        5,779,000
Inventories                                     14,703,000       15,785,000
Deferred income taxes                              345,000          345,000
Other current assets                               242,000          558,000
                                               -----------      -----------
        Total current assets                    25,710,000       22,584,000
                                              ------------      -----------
PROPERTY AND EQUIPMENT - at cost:                 
Machinery and equipment                          7,177,000        7,255,000
Furniture and fixtures                           1,561,000        1,565,000
Land, building and improvements                  8,021,000        8,086,000
                                               -----------      -----------
        Total property and equipment            16,759,000       16,906,000
  Less accumulated depreciation                  7,101,000        7,463,000
                                               -----------      -----------
    Property and equipment - net                 9,658,000        9,443,000
                                               -----------      -----------
DEFERRED INCOME TAXES                            2,240,000        2,266,000
OTHER ASSETS                                       841,000          597,000
                                               -----------      -----------
TOTAL                                          $38,449,000      $34,890,000
                                               ===========      ===========
LIABILITIES AND STOCKHOLDERS'EQUITY
CURRENT LIABILITIES:                              
 Accounts payable                              $ 4,437,000      $ 3,914,000
 Accrued expenses                                1,351,000          791,000
 Current maturities of long-term debt              270,000          280,000
                                               -----------      -----------
        Total current liabilities                6,058,000        4,985,000
LONG-TERM DEBT                                  11,251,000        8,810,000
                                               -----------      -----------
       Total liabilities                        17,309,000       13,795,000
                                               -----------      -----------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:                             
Common stock - $.01 par value; 20,000,000                    
 shares authorized; 6,811,112 shares 
 outstanding at December 31, 1997 and 
 March 29, 1998                                     68,000          68,000
Capital in excess of par value                  20,264,000      20,264,000
Retained earnings                               15,054,000      15,009,000
                                               -----------     -----------
                                                35,386,000      35,341,000
Less treasury stock                             14,246,000      14,246,000
                                               -----------     -----------
 Total stockholders'equity                      21,140,000      21,095,000
                                               -----------     -----------
TOTAL                                          $38,449,000     $34,890,000
                                               ===========     ===========
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE>
                  MILTOPE GROUP INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                              (unaudited)
<TABLE>                                   
                                                  Thirteen Weeks Ended
                                                -------------------------
                                                March 30,       March 29,
                                                  1997            1998
                                                ----------     ----------      
<S>                                             <C>            <C>
NET SALES                                       $9,042,000     $7,444,000
COSTS AND EXPENSES:                             ----------     ----------
  Cost of sales                                  6,860,000      5,506,000
                                      
  Selling, general and administrative            1,595,000      1,376,000
                                      
  Engineering, research and development            226,000        467,000
                                                ----------     ----------
   Total                                         8,681,000      7,349,000
                                                ----------     ----------
INCOME FROM OPERATIONS                             361,000         95,000

INTEREST EXPENSE -  net                            187,000        166,000
                                                ----------     ----------
INCOME (LOSS) BEFORE  INCOME TAXES                 174,000        (71,000)

INCOME TAX BENEFIT                                       -         26,000
                                                ----------     ----------
NET  INCOME (LOSS)                              $  174,000     $  (45,000)
                                                ==========     ==========
BASIC AND DILUTED
  NET INCOME (LOSS) PER SHARE                   $      .03     $     (.01)
                                                ==========     ==========
WEIGHTED AVERAGE SHARES OUTSTANDING              5,868,000      5,872,000
                                                ==========     ==========
</TABLE>
See notes to condensed consolidated financial statements.

<PAGE>
                  MILTOPE GROUP INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    FOR THE THIRTEEN WEEKS ENDED MARCH 30, 1997 AND MARCH 29, 1998
                              (unaudited)
<TABLE>
<S>                                                           <C>           <C>                                   
                                                               March 30,    March  29,
                                                                 1997         1998
                                                              ----------    ----------
OPERATING ACTIVITIES:                              
  Net income (loss)                                           $  174,000    $  (45,000)
  Adjustments to reconcile net income                
  (loss) to net cash provided by operating activities:
    Depreciation and amortization                                413,000       367,000
    Provision for slow-moving and obsolete inventories           238,000         6,000
    Provision for doubtful accounts receivable                    30,000         5,000
    Deferred income taxes                                              -       (26,000)
    Change in operating assets and liabilities:                
      Accounts receivable                                      3,429,000     4,193,000         
      Inventories                                               (451,000)   (1,088,000)
      Other current assets                                      (410,000)      (26,000)
      Other assets                                               302,000       (52,000)
      Accounts payable and accrued expenses                   (3,638,000)   (1,083,000)
                                                             -----------   -----------
      Cash provided by operating activities                       87,000     2,251,000
                                                             -----------   -----------
INVESTING ACTIVITIES:
   Purchase of property and equipment                           (333,000)     (146,000)
   Purchase of deferred assets                                    (8,000)            -
                                                             -----------   -----------
      Cash used in investing                                    (341,000)     (146,000)
                                                             -----------   -----------
FINANCING ACTIVITIES:                              
  Proceeds (payments) from revolving credit loan - net           730,000    (2,363,000)
  Payments of other long-term debt                               (60,000)      (68,000)
    Exercise of stock options                                      5,000             -
                                                             -----------   -----------
      Cash provided by (used in) financing activities            675,000    (2,431,000)
                                                             -----------   -----------
NET INCREASE (DECREASE) IN CASH                                  421,000      (326,000)
CASH, BEGINNING OF PERIOD                                        128,000       443,000
                                                             -----------   -----------
CASH, END OF PERIOD                                          $   549,000   $   117,000
                                                             ===========   ===========
SUPPLEMENTAL DISCLOSURE:
   Cash payments made for:                              
    Income taxes                                             $    65,000   $    67,000
                                                             ===========   ===========
    Interest                                                 $   233,000   $   163,000
                                                             ===========   ===========
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
FINANCING ACTIVITIES    
  Change in unrealized appreciation on investment                
  available for sale                                         $   573,000   $         -
                                                             ===========   ===========
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE>
                  MILTOPE GROUP INC. AND SUBSIDIARIES
                                   
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                              (unaudited)

1.     Financial  Statements  -  In  the  opinion  of  management,  the
accompanying  unaudited  condensed  consolidated  financial  statements
contain  all  adjustments  necessary (consisting  of  only  normal  and
recurring  accruals) to present fairly the financial  position  of  the
Company  and  its subsidiaries as of December 31, 1997  and  March  29,
1998,  the results of operations and cash flows for the thirteen  weeks
ended March 30, 1997 and March 29, 1998.

The  results for the thirteen weeks ended March 30, 1997 and March  29,
1998  are not necessarily indicative of the results for an entire year.
It is suggested that these consolidated financial statements be read in
conjunction  with  the Company's Annual Report on  Form  10-K  for  the
fiscal year ended December 31, 1997.

Effective  January  1,  1998, the Company  adopted  the  provisions  of
Statement  of  Financial Accounting Standards (SFAS) No. 130  Reporting
Comprehensive   Income.   The  statement  requires  the   addition   of
comprehensive  income  and  its  components  in  the  Company's  annual
financial  statements.   Other  comprehensive  income  (loss)  includes
unrealized  investment  gains and losses, which  are  not  included  in
income  under current accounting principles. Total comprehensive income
(loss) for the quarters ended March 30, 1997 and March 29, 1998 were:

<TABLE>

                                     March 30, 1997  March 29, 1998
                                     --------------  --------------
<S>                                    <C>             <C>
Net income (loss)                      $174,000        $ (45,000)
Other comprehensive income              361,000                -
                                       --------        ---------
Total comprehensive income (loss)      $535,000        $ (45,000)
                                       ========        =========
</TABLE>

2.   Inventories - Net

Inventories consist of the following:

                                   December 31, 1997  March 29, 1998
                                   -----------------  --------------
<TABLE>
<S>                                   <C>              <C>
Purchased parts and subassemblies     $10,019,000      $10,949,000                    
Work-in-process                         4,684,000        4,836,000
                                      -----------      -----------
Total                                 $14,703,000      $15,785,000
                                      ===========      ===========
</TABLE>

3.  Income Taxes - The income tax provision in the first quarter of
 1997 was completely offset by the utilization of the Company's  net
operating loss carryforward.

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion includes certain forward looking statements
which are affected by important factors including, but not limited to,
actions of competitors, termination of contracts at the convenience of
the United States government, customer funding variations in connection
with multi-year contracts and follow-on options that could cause actual
results to differ materially from forward looking statements.

GENERAL
-------
      The  following  discussion and analysis presents certain  factors
affecting the Company's results of operations  for  the  thirteen weeks 
ended March 29, 1998, as compared to the thirteen weeks ended March 30, 
1997.

RESULTS OF OPERATIONS
---------------------
Thirteen  weeks ended  March 29, 1998 compared to thirteen weeks  ended
March 30, 1997
-----------------------------------------------------------------------
      Net  sales  for  the thirteen weeks ended March 29,  1998  (first
quarter of 1998) were $7,444,000 compared to net sales for the thirteen
weeks ended March 30, 1997 (first quarter of 1997) of $9,042,000.   The
decrease  in  sales  was  primarily attributable  to  the  Company  not
receiving  expected  U.S. Government funding  for  the  SPORT  program.
Management anticipates receiving additional funding for this program by
the second half of 1998.

      The  gross  margin percentage for the first quarter of  1998  was
26.0% as compared with 24.1% for the same period in 1997.  The increase
is attributable to a more favorable product mix in the first quarter of
1998.

     Selling, general and administrative expenses for the first quarter
of  1998 decreased 13.7% from the first quarter of 1997, to $1,376,000.
These expenses as a percent of sales were 18.5% in the first quarter of
1998  compared to 17.6% for the similar period in 1997.    The increase
as a percent of sales was attributable to the decrease in sales for the
quarter.

      Company  sponsored engineering, research and development expenses
for  the  first quarter of 1998 increased 106.6% from the first quarter
of  1997,  to $467,000.  These expenses as a percentage of  sales  were
6.3%  in  the  first quarter of 1998 compared to 2.5% for  the  similar
period in 1997.  The increase is attributable to an increased amount of
research   and  development  for  in-flight  entertainment  and   cabin
management products.

      Interest  expense, net of interest income, was  $166,000  in  the
first  quarter of 1998 compared to $187,000 for the similar  period  in
1997.  The decrease reflects decreased debt compared to the prior year.

      Net income for the first quarter of 1998 decreased from the first
quarter  of  1997 to a net loss of $45,000. The basic and  diluted  net
loss  per share was $0.01 for the first quarter of 1998 as compared  to
the  basic  and diluted net income per share of $0.03 for  the  similar
period  in  1997  based on a weighted average of 5,872,000  shares  and
5,868,000  shares  of  the Company's common stock outstanding  for  the
respective periods.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------
      Working  capital  approximated  $17,599,000  at  March  29,  1998
compared  to  $19,652,000  at December 31,  1997.  Accounts  receivable
decreased  approximately  $4,200,000 as a result  of  decreased  sales.
Inventories increased approximately $1,100,000 as a result of the SPORT
contract. Accounts payable decreased approximately $500,000 as a result
of  decreased sales. Accrued expenses decreased approximately  $600,000
as  a  result  of  decreased  accrued interest  and  decreased  accrued
liabilities related to long term contracts.

     A $15 million revolving credit agreement, at the Company's option,
bears  interest at the bank's reference rate (8.50% at March  29,  1998
and  December  31, 1997), or at a rate equaling the London  Inter  Bank
Offered Rate (5.59% and 5.81% at March 29, 1998 and  December 31, 1997,
respectively)  plus  2.0%.  If for any day the total  amount  advanced,
regardless  of  the  interest  rate option,  exceeds  $10  million,  an
additional  .25%  is added to the interest rate.  The revolving  credit
facility  is  scheduled to mature on May 31, 1999, at  which  time  the
outstanding  amount  would be converted into a  term  loan  payable  in
twelve  equal quarterly installments.  However, at the request  of  the
Company,  the  bank  may  extend  the revolving  credit  agreement  for
successive  one year periods based upon a review of the previous  year-
end  audited consolidated financial statements.  The Company's accounts
receivable,  contract rights and inventories are pledged as  collateral
to the agreement.

<PAGE>

PART II - OTHER INFORMATION
---------------------------
Item 1 - Legal Proceedings

     The  Company,  from  time  to time,  is  a  party  to  pending  or
     threatened  legal  proceedings  and  arbitrations.    Based   upon
     information presently available, and in light of legal  and  other
     defenses  available to the Company, management does  not  consider
     liability  from  any  threatened  or  pending  litigation  to   be
     material.

Item 6 - Exhibits and Reports on Form 8-K

       (a) Exhibits
           --------
            27.  Financial Data Schedule

       (b) 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.



                                   MILTOPE GROUP INC.


                                   By:
                                      ----------------------------------
                                       James E. Matthews,
                                       President and Chief Executive
                                       Officer
                                       (Principle Executive Officer)




Dated:  May 13, 1998