<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10 - Q



Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934

For the quarterly period ended MARCH 31, 1998

Commission File Number 0-11309


                               GALILEO CORPORATION
             (Exact name of registrant as specified in its charter)


DELAWARE                                                              04-2526583
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)


GALILEO PARK, P.O. BOX 550, STURBRIDGE, MASSACHUSETTS                      01566
(Address of principal executive offices)                              (Zip Code)


Registrant's telephone number including area code                 (508) 347-9191


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 latest practicable date.

           Class                                  Outstanding at March 31, 1998
----------------------------                      -----------------------------
COMMON STOCK, PAR VALUE $.01                            8,032,000 SHARES





                                  PAGE 1 OF 15

<PAGE>   2


                               GALILEO CORPORATION
                                      INDEX


     PART I.  Financial Information:                                    Page No.
                                                                        -------

Item 1.  Financial Statements (unaudited)

Consolidated Condensed Balance Sheets at March 31, 1998, and 
September 30, 1997........................................................  3

Consolidated Condensed Statements of Income for the Three and 
Six Months Ended March 31, 1998, and 1997.................................  4

Consolidated Condensed Statements of Cash Flows for the Six 
Months ended March 31, 1998, and 1997.....................................  5

Notes to Consolidated Condensed Financial Statements......................  6

Item 2.

Management's Discussion and Analysis of Financial
Condition and Results of Operations.......................................  9


     PART II. Other Information:


Item 2.  Changes in Securities and Use of Proceeds ....................... 13


Item 6.  Exhibits and Reports on Form 8-K ................................ 13


Signatures ............................................................... 14




                                       2
<PAGE>   3




  PART I.
ITEM 1.  FINANCIAL STATEMENTS


                               GALILEO CORPORATION
                CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
                             (Dollars in thousands)

<TABLE>
<CAPTION>

                                                                  Mar. 31, 1998   Sept. 30, 1997
                                                                  -------------   -------------- 
<S>                                                                  <C>              <C>     

ASSETS
------

Current assets:
  Cash and cash equivalents                                          $ 2,068          $ 9,546 
  Accounts receivable, net                                             8,074            5,639 
  Inventories, net                                                    10,391            6,614 
  Other current assets                                                   478              187 
                                                                     -------          -------
  Total current assets                                                21,011           21,986 
Property, plant and equipment, net                                    18,277           15,372 
Excess of cost over the fair value of assets acquired, net            20,133            3,873 
Other assets, net                                                      1,816            1,496 
                                                                     -------          -------
Total assets                                                         $61,237          $42,727 
                                                                     =======          ======= 
                                                                                              
                                                                                              
LIABILITIES AND SHAREHOLDERS' EQUITY                                                          
------------------------------------                                                          
                                                                                              
Current liabilities:                                                                          
  Accounts payable and accrued liabilities                           $ 6,512          $ 5,669 
  Note payable                                                         1,223               -- 
                                                                     -------          -------
    Total current liabilities                                          7,735            5,669 
Other liabilities                                                      1,357              956 
Long-term debt                                                         8,800               -- 
                                                                     -------          -------
Total liabilities                                                     17,892            6,625 
                                                                     -------          ------- 
Shareholders' equity:                                                                         
  Common stock                                                            80               69 
  Additional paid-in capital                                          52,000           42,951 
  Accumulated deficit                                                 (8,735)          (6,918)
                                                                     -------          ------- 
Total shareholders' equity                                            43,345           36,102 
                                                                     -------          ------- 
Total liabilities and shareholders' equity                           $61,237          $42,727 
                                                                     =======          ======= 
                                                                                      

</TABLE>


See Notes to Consolidated Condensed Financial Statements




                                       3
<PAGE>   4

                               GALILEO CORPORATION
             CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)
                  (Amounts in thousands except per share data)


<TABLE>
<CAPTION>

                                            For the Three Months       For the Six Months
                                               Ended March 31,            Ended March 31,
                                            --------------------       ------------------ 
                                             1998          1997          1998       1997    
                                            -------      -------       -------    -------   
<S>                                         <C>          <C>           <C>        <C>     
  
Net sales                                   $11,866      $ 8,721       $20,433    $18,432   
Cost of sales                                 7,702        5,798        13,474     11,234   
                                            -------      -------       -------    -------   
Gross profit                                  4,164        2,923         6,959      7,198   
                                                                                            
Engineering expenses                          1,575        1,379         2,966      2,562   
Selling and administrative expenses           3,199        2,273         5,765      4,434   
Reduction in carrying value of certain                                                      
  long-lived assets                              --           --            --      2,226   
Reorganization costs                             --        6,872            --      6,872   
                                            -------      -------       -------    -------   
                                              4,774       10,524         8,731     16,094   
                                            -------      -------       -------    -------   
Operating loss before other income               
  (expense) and income taxes                   (610)      (7,601)       (1,772)    (8,896)
Other income (expense)                         (121)         243           (63)       493   
                                            -------      -------       -------    -------   
Loss before income taxes                       (731)      (7,358)       (1,835)    (8,403)  
Provision (benefit) for income taxes            (27)          20           (20)       141   
                                            =======      =======       =======    =======   
Net loss                                    $  (704)     $(7,378)      $(1,815)   $(8,544)  
                                            =======      =======       =======    =======   
Basic and diluted loss per share            $ (0.09)     $ (1.08)      $ (0.25)   $ (1.25)  
                                                                                            
Weighted average shares outstanding           7,621        6,847         7,248      6,842   
                                                               
</TABLE>



See Notes to Consolidated Condensed Financial Statements







                                       4
<PAGE>   5


                               GALILEO CORPORATION
           CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                                      For the Six Months 
                                                                        Ended March 31,
                                                                   -----------------------
                                                                     1998           1997
                                                                   --------       -------- 
<S>                                                                <C>            <C>      

Cash flows from operating activities:
Net loss                                                           $ (1,815)      $ (8,544)
Adjustments to reconcile net loss to net
  cash provided (used) by operating activities:
     Depreciation and amortization                                    1,142          1,685
     Reduction in carrying value of certain long-lived assets            --          2,226
     Reorganization provision                                            --          6,451
     Other adjustments, net                                               8             --
Increase (Decrease) in cash from changes in operating assets
  and liabilities:
     Accounts receivable                                                913          1,741
     Inventories                                                       (577)          (802)
     Accounts payable and accrued liabilities                        (1,597)          (190)
     Other changes, net                                                 173           (243)
                                                                   --------       --------
       Total adjustments                                                 62         10,868
                                                                   --------       --------
Net cash provided (used) by operating activities                     (1,753)         2,324
Cash flows from investing activities:
  Acquisition of businesses, net of cash acquired                   (10,627)        (5,500)
  Capital expenditures                                               (1,682)        (2,130)
                                                                   --------       --------
       Net cash used in investing activities                        (12,309)        (7,630)

Cash flows from financing activities:
   Proceeds from long-term note payable                               8,800             --
   Payments on notes payable                                         (2,294)          (542)
   Proceeds from issuance of common stock                                51            102
   Other financing activities, net                                       27            (21)
                                                                   --------       --------
       Net cash provided (used) by financing activities               6,584           (461)
                                                                   --------       --------
Net decrease in cash and cash equivalents                            (7,478)        (5,767)

Cash and cash equivalents at beginning of period                      9,546         18,652
                                                                   --------       --------

Cash and cash equivalents at end of period                         $  2,068       $ 12,885
                                                                   ========       ========
Supplemental disclosure of cash paid for:
  Acquisition of businesses
     Fair value of assets acquired                                 $ 28,037       $  5,500
     Gross cash paid                                                 11,340          5,500
     Value of common stock issued for acquisition                     8,982             --
                                                                   --------       --------
         Liabilities assumed                                       $  7,715       $     --
                                                                   ========       ========

</TABLE>




See Notes to Consolidated Condensed Financial Statements



                                       5
<PAGE>   6


                               GALILEO CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                  (Dollars in thousands except per share data)

1.   In the opinion of management, the accompanying unaudited consolidated
     condensed financial statements contain all adjustments (consisting of only
     normal recurring adjustments) necessary to present fairly Galileo
     Corporation's (the Company) financial position as of March 31, 1998, and
     the results of operations and cash flows for the periods ended March 31,
     1998, in conformity with generally accepted accounting principles for
     interim financial information applied on a consistent basis. The results of
     operations for the three and six months ended March 31, 1998, are not
     necessarily indicative of the results to be expected for the full year.
     These financial statements should be read in conjunction with the Company's
     1997 Annual Report to Shareholders and Form 10-K for the fiscal year ended
     September 30, 1997.

2.   Classification of inventories is:

                                        March 31, 1998       September 30, 1997
                                        --------------       ------------------

     Finished goods                         $ 4,995                 $2,755
     Work-in-progress                         1,930                    660
     Raw materials                            3,466                  3,199
                                            -------                 ------
                                            $10,391                 $6,614
                                            =======                 ======


3.   Acquisitions

     (a)  Leisegang Feinmechanik-Optik GmbH & Co., KG

     In October 1997 the Company acquired all of the outstanding shares of
     Leisegang Feinmechanik-Optik GmbH & Co., KG ("Leisegang GmbH") for $2,250
     in cash. Leisegang GmbH was a privately held manufacturer and distributor
     of colposcopes and accessories. These diagnostic products are sold to
     OB/GYN physicians' offices and hospitals primarily through a worldwide
     network of sales representatives and distributors. The acquisition was
     accounted for using the purchase method of accounting. The purchase price
     allocations are preliminary, and the resulting excess of the cost over the
     fair value of net assets acquired of $795 is being amortized over 30 years.
     Included in notes payable is $1,223 associated with the final acquisition
     payment due in October 1998.



                                       6
<PAGE>   7

     (b)  OFC Corporation

     As of January 1998 the Company acquired all the outstanding shares of OFC
     Corporation ("OFC") for approximately $6,338 in cash and 1,154,258 shares
     of Galileo Common Stock. OFC designs, manufactures and markets a broad
     range of optical components and systems which incorporate the latest
     advances in photonic technology and optical coatings. The acquisition was
     accounted for using the purchase method of accounting. The purchase price
     allocations are preliminary and the resulting excess of the cost over the
     fair value of net assets acquired of $12,505 is being amortized over 30
     years.

     (c)  Les Entreprises Galenica, Inc.

     In February 1998 the Company acquired all the outstanding shares of Les
     Entreprises Galenica, Inc., ("Galenica") for approximately $3,482 in cash.
     Galenica manufactures and markets a broad line of disposable, single-use
     vaginal specula, the most frequently used diagnostic instrument by OB/GYN
     physicians, clinics and hospitals. The acquisition was accounted for using
     the purchase method of accounting. The purchase price allocations are
     preliminary, and the resulting excess of the cost over the fair value of
     net assets acquired of $2,902 is being amortized over 30 years.

     Assuming that these acquisitions had been made as of the beginning of
     fiscal 1998 and 1997, results for the Company on a pro forma basis would
     have been net sales of $25,363 and $28,008 and a net loss of $1,532 and
     $7,772, or a loss of $0.21 and $1.14 per share, respectively.

4.   In January 1998 the Company entered into a $12,000 revolving credit
     facility with a bank. Any loans thereunder may be converted to a three-year
     term loan after two years and will bear interest at the prime rate through
     June 30, 1998, with a Company option thereafter for LIBOR-based rates under
     certain conditions. This facility will be used for acquisitions and working
     capital and will provide additional flexibility to carry out current
     Company growth initiatives. The facility contains certain covenants and
     requirements concerning financial ratios and other indebtedness, as well as
     limitations regarding payment of dividends. At March 31, 1998, $8,800 was
     outstanding under this facility and included in long-term debt.

5.   Fiscal 1997 Nonrecurring Charges

     (a)  Loss of a Major Customer and Related Reorganization

     On February 11, 1997, the company received written notification from its
     then largest customer, Xerox Corporation, that Xerox had developed internal
     production capabilities for dicorotron assemblies and would no longer
     purchase 



                                       7
<PAGE>   8
     these assemblies from the Company. On March 12, 1997, the Company announced
     a reorganization plan in response to this lost business. In connection with
     this plan, the Company recorded a nonrecurring charge of $6,872, or $1.01
     per share, in the three months ended March 31, 1997. Sales to Xerox
     Corporation amounted to $2,593 and $6,273 for the three and six months
     ended March 31, 1997, respectively. The Company completed final shipments
     to Xerox during the second quarter of fiscal 1997.

     (b)  Impairment of Long-Lived Assets

     In the first quarter of fiscal 1997, the Company adopted Statement of
     Financial Accounting Standard No. 121, "Accounting for the Impairment of
     Long-Lived Assets and for Long-Lived Assets to be Disposed Of." This
     statement requires impairment losses be recognized for long-lived assets
     when indicators of impairment are present and the fair market values of
     assets are estimated to be less than carrying amounts. The adoption of this
     Standard resulted in a $2,226, or $0.32 per share, nonrecurring, pretax,
     noncash charge which reduced certain robotic assembly equipment for the
     Company's Medical Products Group to its estimated fair market value.

6.   In 1997, the Financial Accounting Standards Board issued Statement of
     Financial Accounting Standard 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 effect 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 of have been
     presented, and where necessary, restated to conform to Statement 128
     requirements.













                                       8
<PAGE>   9

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

OVERVIEW

Galileo Corporation (the "Company") along with its recently acquired
wholly-owned subsidiary, OFC Corporation, develops, manufactures and markets
products based on its core optical and photonic technologies for applications in
medical products and instruments, telecommunications products, analytical
instruments and office equipment. The Company's core competencies in glass
sciences and experience in fiberoptic and photonic technology are fundamental to
developing and manufacturing its products. The Company markets its products to
original equipment manufacturers (OEMs), through marketing partners,
distributors and direct to end-users. Leisegang Medical, a wholly-owned
subsidiary, develops, manufactures, and markets women's health-related medical
products.

On February 11, 1997, the Company received written notification from its then
largest customer, Xerox Corporation ("Xerox"), that Xerox had developed internal
production capabilities for dicorotron assemblies and would no longer purchase
these assemblies from the Company. These assemblies accounted for approximately
$20.4 million, or 48% of the Company's fiscal 1996 revenues. Reduced revenues
from this product materially adversely affected the Company's financial
performance and resulted in subsequent period losses. In connection with this
loss of business, the Company adopted a reorganization plan and recorded a
charge of $6.9 million in the three months ended March 31, 1997.

The Company's Medical Products consist of a variety of endoscopes in support of
minimally invasive medical procedures. Endoscopes are valuable in any medical
procedure where video imaging can provide accurate diagnosis, improve surgical
performance and reduce patient discomfort. In addition, the fiscal 1996
acquisition of Leisegang Medical, the fiscal 1997 acquisition of the
Sani-Spec(R) product line from C.R. Bard, Inc., and the fiscal 1998 acquisitions
of Leisegang GmbH and Galenica, more fully discussed below, position the Company
as a supplier of medical instrument equipment, principally to the obstetric and
gynecological markets. The Company believes that its medical products offer
significant future growth opportunities.

Leisegang Medical, headquartered in Boca Raton, FL, was a privately-held
distributor and manufacturer of OB/GYN diagnostic and surgical equipment.
Included in its product line are colposcopes produced by Leisegang GmbH, a
related company based in Berlin, Germany. In October 1997 the Company announced
the acquisition of Leisegang GmbH. Leisegang GmbH was a privately held
manufacturer and worldwide distributor of colposcopes and accessories and the
supplier of colposcopes for Leisegang Medical with approximately $3.0 million of
revenues in the fiscal year preceding acquisition. These products are sold to
OB/GYN physicians' offices and hospitals through an internal sales force, sales
representatives and distributors. Leisegang Medical is well known and




                                       9
<PAGE>   10

highly respected in the gynecological equipment market, estimated to be $200
million annually, and is a leader in sales to physicians' offices. In addition
to colposcopes, its products include biopsy instruments, ultrasound, video
equipment, laser and electro-surgical systems and accessories, cryosurgery
equipment, surgical instruments, rigid and flexible hysteroscopes, and fetal
heart monitors. These acquisitions also provide Galileo with new distribution
channels that enhance the brand name recognition and market penetration of the
Company's medical imaging and sensing products.

In February 1997 the Company acquired the Sani-Spec(R) product line. This
product line includes a comprehensive suite of women's health-related products
used by OB/GYN physicians, clinics and hospitals including Sani-Spec single-use
vaginal specula, Sani-Scope(TM) anoscopes, Spec Light(TM) speculum lights and
Pap Smear kits. The product line is marketed through a nationwide network of
approximately 80 dealers and has been a market leader for over 20 years.

In February 1998 the Company acquired Galenica, Inc. Galenica, based near
Montreal, Canada, was a privately held company that manufactures and markets a
broad line of disposable, single-use vaginal specula, the most frequently used
diagnostic instrument used by OB/GYN physicians, clinics and hospitals. These
products are marketed primarily in the United States, Canada, Latin America and
Europe through an extensive international distributor network. Galenica's
revenues for the fiscal year preceding the acquisition were approximately $3.0
million.

In February 1998 the Company entered into a medical products supply and
distribution agreement with PSS World Medical, Inc. The agreement covers
distribution to physicians' offices and other office-based health care providers
throughout the United States and includes purchase requirements to retain
exclusivity to certain Leisegang products.

As of January 1998 the Company acquired OFC Corporation. OFC designs,
manufactures and markets a broad range of optical components and systems which
incorporate the latest advances in photonic technology and optical coating.
OFC's revenues for the fiscal year preceding the acquisition were approximately
$14.0 million. OFC's products include optical filters, optical lens coatings for
medical devices, laser systems, infrared thermal imaging devices and optical
analytical instruments. OFC's operations also include one of the world's largest
and most technically advanced diamond point turning facilities which
manufactures highly-sophisticated optical components and systems for industrial
lasers and semiconductor instrumentation.

The Company's Scientific Detector and Spectroscopy Products include detectors
and sensors which are used in various instruments in a wide range of markets
including semiconductor processing, life sciences, food processing, bulk and
specialty chemicals, petroleum refining, biotechnology, failure analysis and
quality and process control.



                                       10
<PAGE>   11

The Company's Fluorolase(R) fiberoptic-based optical amplifier products are
targeted at applications for telecommunications as well as high-speed data and
video transmission. The Company believes that the Fluorolase products offer
significant future growth opportunities.

In addition to investing in research and development activities for all of its
products, the Company is exploring other acquisition opportunities to enhance
product offerings to its customers.

This Report on Form 10-Q contains certain forward-looking statements concerning,
among other things, the Company's plans and objectives for future operations,
planned products and services, expansion into new markets and anticipated
customer demand for its existing and future products and services. Certain
factors that could cause the Company's actual results to differ from those
projected or implied in these forward-looking statements are set forth in
Management's Discussion and Analysis of Financial Condition and Results of
Operations included in the Company's September 30, 1997, SEC Form 10-K and
incorporated herein.

RESULTS OF OPERATIONS

Revenues for the three and six months ended March 31, 1998, increased to $11.9
million and $20.4 million from $8.7 million and $18.4 million, respectively,
from the comparable prior-year period. Current fiscal year revenues from
acquisitions, particularly OFC, and revenues from new products have more than
offset the loss of fiscal 1997 revenues from Xerox, as more fully discussed in
the "Overview" section above.

Gross profit (as a percentage of revenues) for the three months ended March 31,
1998, of 35.0%, increased from 33.5% from the comparable prior-year period
primarily due to the impact of product mix and improved operating efficiencies.
Gross profit of 34% for the six months ended March 31, 1998, decreased from 39%
for the comparable prior-year period as revenues from acquisitions and revenues
from new products are at gross margins lower than prior-year Xerox-related
revenues.

Engineering expenses increased to $1.5 million and $2.9 million for the three
and six months ended March 31, 1998, respectively, primarily due to the
inclusion of expenses from acquisitions and increased spending to support the
development of the Company's medical and telecommunication products.

Selling and administrative expenses increased to $3.2 million and $5.8 million
for the three and six months ended March 31, 1998, respectively, due to the
inclusion of operating expenses from acquisitions.




                                       11
<PAGE>   12

As a result of the loss of its then largest customer, more fully described in
the "Overview" section above, the Company announced a reorganization plan. In
connection with this plan, the Company recorded a nonrecurring charge of $6.9
million, or $1.01 per share, in the three months ended March 31, 1997. In the
first quarter of fiscal 1997, the Company recorded $2.2 million, or $0.32 per
share, nonrecurring charge to reduce the value of certain robotic assembly
equipment to its estimated fair market value. Excluding the impact of these
charges, net income for the six months ended March 31, 1997, was $0.6 million,
or $0.08 per share.

Other income or expense principally relates to interest earned on investments or
interest paid on bank borrowings.

For both the current and comparable prior-year periods, the Company's effective
tax rate differs from the statutory rate primarily due to available tax loss
carryforwards. The provisions principally relate to foreign, state and franchise
taxes.

FINANCIAL CONDITION

The Company's working capital at March 31, 1998, of $13.3 million decreased from
$16.3 million at September 30, 1997. The change in working capital was primarily
the result of the use of cash for acquisitions, the inclusion of acquired
company balances and operating losses for the year to date.

Capital spending for the six months ended March 31, 1998, amounted to $1.6
million. This compares with $2.1 million of capital expenditures for the
comparable prior-year period. Capital spending for fiscal 1998 primarily relates
to machinery and equipment to support the development of new medical scopes and
the Company's telecommunications products.

In January 1998 the Company entered into a $12 million credit facility with a
bank, $8.8 million of which was outstanding at March 31, 1998, and is included
in long-term debt. Proceeds of this borrowing and available cash balance were
used primarily to fund the Company's 1998 acquisitions. The Company considers
its working capital and available credit facility to be adequate to support its
currently planned operations.








                                       12
<PAGE>   13


PART II. OTHER INFORMATION


ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         In January 1998 the company entered into a $12.0 million revolving
         credit facility with a bank pursuant to a loan agreement, a copy of
         which is filed as Exhibit 4. to this report. The loan agreement
         effectively prohibits the payment of cash dividends and includes
         financial maintenance requirements and limitations on other
         indebtedness.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

          a.   Exhibits:

               4.   BankBoston, N.A. To Galileo Corporation Loan Agreement Dated
                    as of January 27, 1998.

               27.  Financial Data Schedule (EDGAR filing only)

          b.   Reports on Form 8-K

               1.   On January 7, 1998, the Registrant filed a Form 8-K for the
                    agreement to acquire OFC Corporation.

               2.   On February 12, 1998, the Registrant filed a Form 8-K for
                    the acquisition of Les Entreprises Galenica, Inc.

               3.   On February 13, 1998, the Registrant filed a Form 8-K for
                    the acquisition of OFC Corporation.

               4.   On April 2, 1998, the Registrant filed on a Form 8-K/A an
                    amendment for the acquisition of OFC Corporation including
                    pro forma financial statements.









                                       13
<PAGE>   14


                                   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.


                                         GALILEO CORPORATION



Dated:  May 15, 1998                     /s/ William T. Hanley
                                         --------------------------------------
                                         William T. Hanley, President and
                                         Chief Executive Officer (Principal
                                         Executive Officer)



                                         /s/ Gregory Riedel
                                         --------------------------------------
                                         Gregory Riedel, Vice President,
                                         Finance and Chief Financial Officer
                                         (Principal Financial and Accounting
                                         Officer)


















                                       14
<PAGE>   15


                               GALILEO CORPORATION
                                INDEX TO EXHIBITS



 Exhibit No.                                                            Page No.
 ----------                                                             -------

     4         BankBoston, N.A. To Galileo Corporation Loan               16
               Agreement Dated as of January 27, 1998.

    27         Financial Data Schedule                                   EDGAR 
                                                                         Filing 
                                                                          Only








































                                       15