SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
   
                                    FORM 10-K/A
    
[x]     ANNUAL  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)
        OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934
          FOR  THE  FISCAL  YEAR  ENDED  DECEMBER  31,  1998
                                       OR
[  ]     TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)
        OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934
         FOR  THE  TRANSITION  PERIOD  FROM  ______  TO  _________

Commission  File  No.  001-12049

                            GRADALL INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

            DELAWARE                                   36-3381606
 (State or other jurisdiction of                    (I.R.S.  Employer
  incorporation or organization)                 Identification  Number)


             406 MILL AVENUE S.W., NEW PHILADELPHIA, OHIO     44663
   (Address of principal executive offices)                        (Zip Code)

       Registrant's telephone number, including area code: (330) 339-2211
        Securities registered pursuant to Section 12(b) of the Act:  NONE
           Securities registered pursuant to Section 12(g) of the Act:
                          COMMON STOCK, $.001 PAR VALUE
                                (Title of Class)

     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  by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best  of  registrant's  knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form  10-K.  X
           ---

     The  aggregate  market  value of the voting stock held by non-affiliates of
the  registrant  as  of  February  26,  1999  was  $90,684,360.

     The  number  of  shares outstanding of registrant's common stock, par value
 .001  per  share,  as  of  February  26,  1999  was  9,515,460.

                       DOCUMENTS INCORPORATED BY REFERENCE
     Portions  of  the registrant's Annual Report to Shareholders for the fiscal
year ended December 31, 1998, are incorporated by reference into Part II of this
Form  10-K.

     Portions  of  the  registrant's  Proxy  Statement  to  be filed pursuant to
Regulation  14A  with  respect  to  the  1999 Annual Meeting of Shareholders are
incorporated  by  reference  into  Part  III  of  this  Form  10-K.
     The  Exhibit  index  appears  on  sequential  page  28.

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                                   SIGNATURES

     Pursuant  to  the  requirements  of  Section  13 or 15(d) 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.

                                                GRADALL INDUSTRIES, INC.



March  26,  1999                              By:/s/ Barry  L. Phillips
----------------                                 ----------------------
Date                                             Name: Barry L. Phillips
                                                 Title: President

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