UNITED STATES

                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                 December 31, 1997 

Commission file number                         0-10976 


                    MICROWAVE FILTER COMPANY, INC.
        (Exact name of registrant as specified in its charter.)       

          New York                          16-0928443
  (State of Incorporation)         (I.R.S. Employer Identification
                                              Number)

6743 Kinne Street, East Syracuse, N.Y.           13057   
(Address of Principal Executive Offices)       (Zip Code)

Registrant's telephone number, including area code:  (315) 438-4700

   Indicate by check mark whether 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 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 practical date:

   Common Stock, $.10 Par Value -    3,545,057 shares as of December
31, 1997.

<PAGE>

                     PART I. - FINANCIAL INFORMATION


                     MICROWAVE FILTER COMPANY, INC.
                     
                  CONSOLIDATED STATEMENTS OF OPERATIONS

                          FOR THE THREE MONTHS 

                    ENDED DECEMBER 31, 1997 AND 1996
                              (Unaudited)


(Amounts in thousands, except per share data)

                                Three months ended        
                                     Dec. 31                    
                                1997          1996         
[S]                            [C]           [C]            
Net sales                      $1,840        $1,722          

Cost of goods sold              1,126         1,095         
                               -------       -------      
Gross profit                      714           627       

Selling, general and
 administrative expenses          659           586          
                               -------       -------      
Income from operations             55            41

Other income (expense)             16            16          
                               -------       -------       
Income before income
 taxes                             71            57          

Provision for income
 taxes                             24            20          
                               -------       -------      
NET INCOME                        $47           $37           
                               =======       =======      

Earnings per share              $0.01         $0.01       
                               =======       =======      

[FN]
See Accompanying Notes to Consolidated Financial Statements 


<PAGE>  
                         MICROWAVE FILTER COMPANY, INC.

                          CONSOLIDATED BALANCE SHEETS
                              

                               DECEMBER 31, 1997       SEPTEMBER 30, 1997
                                   (Unaudited)
[S]                                 [C]                    [C]         
Assets
Current Assets:
Cash and cash equivalents           $ 1,158                $ 1,434
Accounts receivable-trade,net           761                    545 
Inventories                           1,321                  1,262
Deferred tax asset - current            259                    259
Prepaid expenses and other 
 current assets                         100                    104 
                                    --------               --------
Total current assets                  3,599                  3,604

Property,plant and equipment,net      1,611                  1,562

Deferred Tax asset - noncurrent           8                      8

                                    --------               --------
Total assets                        $ 5,218                $ 5,174    
                                    ========               ========
 
Liabilities And Stockholders' Equity
Current liabilities:
Current portion of long term 
 debt                               $    56                $    56  
Accounts payable                        335                    320
Customer deposits                        57                     50   
Accrued federal and state 
 income taxes                            48                     30    
Accrued payroll and related 
 expenses                                70                    103  
Accrued compensated absences            231                    222
Other current liabilities               252                     78
                                    --------               --------
Total current liabilities             1,050                    859
                         
Long term debt, less current
 portion                                 31                     46
Deferred compensation and
 other liabilities                       17                     18
                                    --------               --------
Total liabilities                     1,098                    923
                                    --------               --------
Stockholders' Equity:
Common stock,$.10 par value             428                    428
Additional paid-in capital            3,206                  3,206 
Retained earnings                     1,124                  1,255  
                                    --------               --------
                                      4,758                  4,889
Common stock in treasury,
 at cost                               (638)                  (638)
                                    --------               --------
Total stockholders' equity            4,120                  4,251
                                    --------               --------
Total liabilities and
 stockholders' equity               $ 5,218                $ 5,174
                                    ========               ========

[FN]
See Accompanying Notes to Consolidated Financial Statements

<PAGE>

                          MICROWAVE FILTER COMPANY, INC. 

                      CONSOLIDATED STATEMENTS OF CASH FLOWS


                           FOR THE THREE MONTHS ENDED

                           DECEMBER 31, 1997 AND 1996
                                 (Unaudited)

                                Three months ended        
                                  December 31                  
                                1997          1996        
[S]                          [C]            [C]           
Cash flows from operating                                                  
 activities:

Net income                   $   47        $    37     
Adjustments to reconcile
 net income to net cash
 provided by operating
 activities:
Depreciation and amortization    77             78        
Stock compensation                0              8

Change in assets and liabilities:
(Increase) decrease in:
Accounts receivable            (216)           105         
Inventories                     (59)           198      
Prepaid expenses & other
 assets                           4            (25)           
Increase (decrease) in:
Accounts payable & accrued
 expenses                        13           (414)        
Deferred compensation &
 other liabilities               (1)             4        
                             -------        -------    
Net cash provided by (used in)
 operating activities          (135)            (9)          
                                
Cash flows from investing activities:
Capital expenditures           (127)           (72)      

Cash flows from financing activities:
Principal payments on 
 long-term debt                 (14)           (13)       
                             -------        -------     
Increase (decrease) in cash
 and cash equivalents          (276)           (94)         
Cash and cash equivalents
 at beginning of period       1,434           1,281         
                             -------        -------       
Cash and cash equivalents 
 at end of period            $1,158          $1,187      
                             =======        =======      

[FN]

See Accompanying Notes to Consolidated Financial Statements

<PAGE>
                    MICROWAVE FILTER COMPANY, INC.
 
              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS   

                         DECEMBER 31, 1997


Note 1. Summary of Significant Accounting Policies

  The accompanying financial statements, which should be read in conjunction
with the financial statements of Microwave Filter Company, Inc. ("the 
Company") included in the 1997 Annual Report filed on Form 10-K, are 
unaudited but have been prepared in the ordinary course of business for
the purpose of providing information with respect to the interim period.
The Company believes that all adjustments (none of which were other than
normal recurring accruals) necessary for a fair presentation for such
periods have been included.

Note 2. Earnings (loss) per share

  Earnings (loss) per common share are calculated based upon the weighted 
average number of shares of common stock outstanding during the periods 
including, when significant, any common stock equivalents and after 
restatement of any stock dividends. The weighted average number of shares
used for the computations were 3,545,057 and 3,547,398 for the three months 
ending December 31, 1997 and December 31, 1996, respectively.

Note 3. Inventories

  Inventories are stated at the lower of cost determined on the first-in,
first-out method or market. 
  
  Inventories consisted of the following:
                                           December 31,     September 30,
                                               1997             1997

  Raw materials and stock parts              $   872          $   832
  Work-in-process                                198              185
  Finished goods                                 251              245
                                             -------          -------    
                                             $ 1,321          $ 1,262
                                             =======          =======

<PAGE>
           

                    MICROWAVE FILTER COMPANY, INC.
           
                     MANAGEMENT'S DISCUSSION AND 
                 ANALYSIS OF FINANCIAL CONDITION AND
                        RESULTS OF OPERATIONS

                          DECEMBER 31, 1997


  Net sales for the three months ended December 31, 1997 equalled $1,839,943,
an increase of $117,521 or 6.8% when compared to net sales of $1,722,422 for
the three months ended December 31, 1996. 

  The increase in sales can primarily be attributed to an increase in the 
sales of the Company's RF/Microwave products to OEMs (Original Equipment 
Manufacturers.) Part of the Company's long term growth strategy (see the 
FY96 annual report) is to invest in product and infrastructure development
to exploit new markets such as LMDS (Cellular TV), PCS and PCN; and, continue
to develop OEM relationships. This strategy is proving successful and has
helped offset the hiatus in demand in Wireless Cable; as well as a decrease
in sales in the Schroeder Machines Division of Niagara Scientific, Inc., a
wholly owned subsidiary. 
 
  Net income for the three months ended December 31, 1997 equalled $46,724,
an increase of $9,313 or 24.9% when compared to net income of $37,411 for 
the three months ended December 31, 1996. The increase in net income can 
primarily be attributed to the increase in sales and the improvement in gross
profit as a percentage of sales when compared to the same period last year.

  Gross profit increased $87,221 or 13.9% to $713,958 during the three 
months ended December 31, 1997 when compared to gross profit of $626,737 
during the three months ended December 31, 1996. The dollar increase in gross 
profit during the three months ended December 31, 1997 can be attributed
equally to the increase in sales and the improvement in gross profit as a 
percentage of sales when compared to the same period last year. The increase
in gross profit as a percentage of sales during the three months ended 
December 31, 1997 when compared to the same period last year can primarily 
be attributed to lower manufacturing overhead cost per sales dollar. 
     
   Selling, general and administrative (SG&A) expenses increased $72,948 
to $659,203 during the three months ended December 31, 1997 when compared 
to SG&A expenses of $586,255 during the three months ended December 31,
1996. Increases were realized in advertising and promotional expenses, sales 
commissions, salary and salary related expenses.  

  Cash and cash equivalents decreased $276,042 to $1,158,431 at December 31, 
1997 when compared to September 30, 1997. The decrease was a result of 
$135,308 in net cash used in operating activities, $126,829 in net cash 
used for capital expenditures and $13,905 in net cash used in financing 
activities. 

  At December 31, 1997, the Company had available aggregate lines of credit
totaling $600,000. In addition, the Company has a Letter of Credit facility
available, for up to $500,000, which will be secured by specified inventory
being purchased.  

  Management believes that its working capital requirements for the forseeable
future will be met by its existing cash balances, future cash flows and its
current credit arrangements.  

 
  

<PAGE>

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995

  Any statements contained in this report which are not historical facts are
forward looking statements; and, therefore, many important factors could 
cause actual results to differ materially from those in the forward looking
statements. Such factors include, but are not limited to, changes 
(legislative, regulatory and otherwise) in the MMDS, LPTV or Cable industry,
demand for the Company's products (both domestically and internationally),
the development of competitive products, competitive pricing, market 
acceptance of new product introductions, technological changes, general
economic conditions, litigation and other factors, risks and uncertainties
which may be identified in the Company's Securities and Exchange Commission
filings.


                     PART II - OTHER INFORMATION


Item 1.  Legal Proceedings

         The Company is unaware of any material threatened or pending
         litigation against the company. 

Item 2.  Changes in Securities

         None during this reporting period. 

Item 3.  Defaults Upon Senior Securities

         The Company has no senior securities.

Item 4.  Submission of Matters to a Vote of Security Holders

         None during this reporting period. 

Item 6.  Exhibits and Reports on Form 8-K

         None.


<PAGE>



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

                               MICROWAVE FILTER COMPANY, INC.


February 13, 1998                  Carl F. Fahrenkrug 
(Date)                           --------------------------
                                 Carl F. Fahrenkrug
                                 Chief Executive Officer

February 13, 1998                  Richard L. Jones
(Date)                           --------------------------
                                 Richard L. Jones
                                 Chief Financial Officer