<PAGE> 


                                  FORM 10-Q


                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549


X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
   ACT OF 1934

                 For the quarterly period ended June 30, 1997

Commission File Number 1-12280

                                 BELDEN INC.
            (Exact Name of Registrant as Specified in its Charter)

      Delaware                                      76-0412617
(State or Other Jurisdiction of                 (I.R.S. Employer
Incorporation or Organization)                  Identification No.)


                      7701 Forsyth Boulevard, Suite 800
                          St. Louis, Missouri 63105
            (Address of Principal Executive Offices and Zip Code)

                                (314) 854-8000
             (Registrant's Telephone Number, Including Area Code)


  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 requirement
  for the past 90 days.

  Yes     X        No                

  Number of shares outstanding of the issuer's Common Stock, par
  value $.01 per share, as of July 27, 1997: 26,145,173 shares




Exhibit Index on Page 14                                        Page 1 of 14 <PAGE>
 



<PAGE>
                              PART I - FINANCIAL INFORMATION

Item 1:      Financial Statements
<TABLE>
<CAPTION>
                                                   CONSOLIDATED BALANCE SHEETS

                                                                             June 30,         December 31,
                                                                              1997               1996
                                                                           (Unaudited)
                                                                                    (in thousands)
                                                              ASSETS
<S>                                                                      <C>                 <C>   
Current assets:
   Cash and cash equivalents                                             $      8,905        $     1,795
   Receivables                                                                118,314            106,514
   Inventories                                                                 94,263             73,785
   Deferred income taxes                                                        4,816              6,287
   Other                                                                        2,559              2,552

      Total current assets                                                    228,857            190,933
Property, plant and equipment, less 
   accumulated depreciation                                                   157,713            151,934
Intangibles, less accumulated amortization                                     70,930             28,712
Other assets                                                                      129                 66
                                                                             $457,629           $371,645

                                                 LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Accounts payable and accrued liabilities                                  $ 76,158          $  78,086
   Income taxes payable                                                         5,572              4,649
      Total current liabilities                                                81,730             82,735
Long-term debt                                                                135,991             71,630
Postretirement benefits other than pensions                                    16,626             17,430
Deferred income taxes                                                          10,193             10,592
Other long-term liabilities                                                     9,398              9,551
Stockholders' equity:
   Preferred stock                                                                  -                  -
   Common stock                                                                   261                261
   Additional paid-in capital                                                  50,944             51,443
   Retained earnings                                                          159,442            133,739
   Translation component                                                       (6,916)            (4,460)

   Treasury stock, at cost                                                        (40)            (1,276)
      Total stockholders' equity                                              203,691            179,707
                                                                             $457,629           $371,645
</TABLE>
See accompanying notes.










                                        - 2 - <PAGE>
 

<PAGE>
<TABLE>
<CAPTION>
                                                                         CONSOLIDATED INCOME STATEMENTS
                                                         (Unaudited)

                                                             Six Months Ended          Three Months Ended
                                                                 June 30,                   June 30,        
                                                                1997         1996          1997         1996
                                                                      (in thousands, except per share data)

<S>                                                         <C>          <C>           <C>          <C>
Revenues                                                    $368,571     $336,924      $192,597     $167,649
Cost of sales                                                273,676      253,997       143,760      126,134
   Gross profit                                               94,895       82,927        48,837       41,515
Selling, general and administrative expenses                  43,812       38,227        22,694       18,597

Amortization of goodwill                                         941          216           500          108
   Operating earnings                                         50,142       44,484        25,643       22,810
Interest expense                                               3,516        1,873         1,873          890
   Income before income taxes                                 46,626       42,611        23,770       21,920
Income taxes                                                  18,301       16,725         9,330        8,604

      Net income                                              28,325       25,886        14,440       13,316
Net income per share                                        $   1.08      $   .99       $   .55     $    .51

</TABLE>
See accompanying notes.
































                                                                    - 3 -<PAGE>

<PAGE>
<TABLE>
<CAPTION>
                             CONSOLIDATED CASH FLOW STATEMENTS
                                                            (Unaudited)


                                                                                   Six Months Ended
                                                                                       June 30,               
                                                                               1997               1996
                                                                                   (in thousands)
<S>                                                                          <C>                <C>
Cash flows from operating activities:
   Net income                                                                $ 28,325           $ 25,886
   Adjustments to reconcile net income to net cash
      provided by operating activities:
      Depreciation                                                              8,633              7,876
      Amortization                                                              1,277                798
      Deferred income taxes                                                     1,072               (486)
      Changes in operating assets and liabilities(*):
           Receivables                                                         (9,669)            (4,493)
           Inventories                                                         (7,742)           (11,028)
           Accounts payable and accrued liabilities                               (18)            (2,788)
           Income taxes payable                                                 1,435               (329)
           Other assets and liabilities, net                                    3,025              2,822

               Net cash provided by operating activities                       26,338             18,258
Cash flows from investing activities:
   Capital expenditures                                                       (11,885)           (12,457)
   Cash paid for acquired businesses                                          (73,332)                 -
   Proceeds from sales of property, plant and equipment                           100                 91
               Net cash used for investing activities                         (85,117)           (12,366)
Cash flows from financing activities:
   Net borrowings (repayments) under long-term credit   
            facility and credit agreements                                     67,899               (654)
   Purchase of treasury stock                                                       -             (2,425)
   Exercise of stock options                                                      619                725
   Cash dividends paid                                                         (2,621)            (2,605)
               Net cash provided by (used for) financing activities            65,897             (4,959)
Effect of exchange rate changes on cash and cash equivalents                       (8)              (306)

Increase (decrease) in cash and cash equivalents                                7,110                627
Cash and cash equivalents, beginning of period                                  1,795                750
Cash and cash equivalents, end of period                                     $  8,905           $  1,377

</TABLE>
(*)  Net of the effects of exchange rate changes and acquired business.

See accompanying notes.










                                                                    - 4 - <PAGE>
 

<PAGE>

                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


Note 1: Summary of Significant Accounting Policies

Basis of Presentation
The accompanying Consolidated Financial Statements include Belden and all of
its subsidiaries. All significant intercompany accounts and transactions are
eliminated in consolidation. The financial information presented as of any
date other than December 31, 1996 has been prepared from the books and
records without audit. The accompanying Consolidated Financial Statements
have been prepared in accordance with the instructions to Form 10-Q and do
not include all of the information and the footnotes required by generally
accepted accounting principles for complete statements. In the opinion of
management, all adjustments, consisting only of normal recurring adjustments,
necessary for a fair presentation of such financial statements have been
included. These Consolidated Financial Statements should be read in
conjunction with the Consolidated Financial Statements and notes thereto
contained in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.

Derivative Financial Instruments
As part of its risk management strategy, the Company purchases exchange
traded forward contracts to manage its exposure to changes in copper costs. 
The copper forward contracts obligate the Company to make or receive a
payment equal to the net change in the value of the contract at its maturity. 
Such contracts are designated as hedges of the Company's anticipated sales
for which selling prices are firm, are short-term in nature, and are
effective in hedging the Company's exposure to changes in copper costs during
that cycle.

Forward contracts are marked to market with unrealized gains and losses
deferred and recognized in earnings when realized as an adjustment to cost of
sales (the deferral accounting method).  The related amounts due to or from
the exchange are included in inventory.  Unrealized changes in the fair value
of contracts no longer effective as hedges are recognized in income from the
date the contracts become ineffective until their expiration.

Note 2: Acquisitions

On January 8, 1997, the Company purchased substantially all of the assets of
the Alpha Wire Division (Alpha) of Alpha Wire Corporation for cash of
approximately $70 million. The Company financed the acquisition utilizing
funds available under its existing credit agreement. Alpha designs and
markets specialty wire and cable for a variety of markets, including the
computer interconnect, industrial and electrical markets.  Alpha, located in
Elizabeth, New Jersey, had revenues in 1996 of approximately $51 million. 
The acquisition was accounted for under the purchase method of accounting. 
Accordingly, the purchase price was allocated to the net assets acquired
based on their estimated fair market value.  The Company recorded
approximately $44 million of goodwill with respect to the Alpha acquisition
that will be amortized over 40 years using the straight-line method.  Alpha's
operating results have been included in the Company's consolidated results
since January 9, 1997.


                                        - 5 - <PAGE>

<PAGE>

Note 3:  Supplemental Cash Flow Information

Cash payments for income taxes during the first six months of 1997 and 1996
amounted to $17,423,000 and $17,551,000, respectively.  Included in these
amounts were $5,800,000 and $5,600,000 paid to Cooper Industries, Inc. in the
first six months of 1997 and 1996, respectively, in accordance with a Tax
Sharing and Separation Agreement.

Total interest paid, net of amounts capitalized, during the first six months
of 1997 and 1996 amounted to $3,141,000 and $1,943,000, respectively. 

Note 4:  Inventories
<TABLE>
<CAPTION>
                                                                             June  30,         December 31,
                                                                               1997               1996
                                                                                    (in thousands)

<S>                                                                          <C>                <C>
Raw materials                                                                $ 16,349           $ 18,075
Work-in-process                                                                17,185             17,599
Finished goods                                                                 70,836             49,029
Perishable tooling and supplies                                                 4,446              3,965

   Total                                                                      108,816             88,668
Allowances (primarily LIFO reserves)                                          (14,553)           (14,883)
   Net inventories                                                           $ 94,263           $ 73,785
</TABLE>

Note 5:  Per Share Information

Earnings per share have been computed based on the weighted average number of
common shares outstanding and common stock options which are dilutive, using
the treasury stock method. The shares used in the computation for the three
months ended June 30, 1997 and 1996 were 26,338,000 and 26,240,000,
respectively.  The shares used in the computation for the six months ended
June 30, 1997 and 1996 were 26,345,000 and 26,226,000, respectively.

In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share," which
is required to be adopted on December 31, 1997.  At that time, the Company
will be required to change the method currently used to compute earnings per
share and to restate all prior periods.  Under the new requirements for
calculating primary earnings per share, the dilutive effect of stock options
will be excluded.  The impact of SFAS No. 128 on the calculation of primary
and fully diluted earnings per share is not expected to be material.

On May 1, 1997, the Company declared a quarterly cash dividend of $.05 per
share payable on July 1, 1997.


                                        - 6 -<PAGE>





<PAGE>

Item 2:  Management's Discussion and Analysis of Results of Operations and
         Financial Condition

Results of Operations

Six Months Ended June 30, 1997 Compared With Six Months Ended June 30, 1996

Revenues
Revenues for the six months ended June 30, 1997 were $368.6 million compared
with $336.9 million in the same period last year, an increase of 9%, all of
which was due to the acquisitions of Alpha Wire (Alpha) and Intech Cable,
Inc. (ICI). Revenues decreased 3% when including revenues of Alpha (acquired
January 8, 1997) and ICI (acquired December 3, 1996) as if they had been
acquired at the beginning of each period. The following table shows the
components of the 9% increase in the Company's revenues for the first six
months of 1997 in each of the Company's four served markets.

<TABLE>
<CAPTION>
                                                                             % Increase (Decrease)
                                                      % of Total              in 1997 Revenues
                                                        Revenues             Compared with 1996

<S>                                                        <C>                      <C>
Computer                                                   35%                      16%
Audio/video                                                23                        (6)
Industrial                                                 19                        27
Electrical                                                 23                        4
</TABLE>

The increase in the computer market revenues was due to additional revenues
associated with the acquisitions of Alpha and ICI.  Excluding the
acquisitions, revenues declined approximately 6% in the first six months of
1997 compared with the same period in 1996.  This decline was attributable to
reductions in shipments in the first quarter to a significant customer that
was adjusting inventories, $2 million in rebates issued in the second quarter
related to the lower value of inventories held by distributors who
participated in qualifying inventory stocking programs, decreased demand for
the Company's telephony products sold in Europe and competitive price
reductions. Sales of the Company s computer interconnection products, which
link personal computers to discrete peripheral devices and mainframes to
terminals, grew slightly compared to the first six months of 1996. 

The revenue decline in the audio/video market was due to soft demand in the
United States for CATV drop cable.  This soft demand not only affected volume
growth, but also negatively impacted selling prices.  The soft demand for
CATV drop cable in the United States is expected to continue throughout the
remainder of the year.  Partially offsetting this decline was strong demand
for CATV products sold in Europe.  Broadcast revenues were up slightly in the
first six months of 1997 on the continued strength of this market as
technology is converted from analog to digital.


                                        - 7 - <PAGE>

<PAGE>

Continued capital investment by manufacturers and the acquisitions of Alpha
and ICI were the primary causes for the growth in industrial market revenues.
Excluding acquisitions, industrial market revenues grew 12%.  The
acquisitions of Alpha and ICI generated the growth in electrical market
revenues in the first six months of 1997 compared with 1996.  Excluding
acquisitions, revenues declined 7%.  This decline was attributable to the
conversion of production to more profitable industrial cables, market driven
declines in pricing, weak demand in Europe and decreased demand for the
Company's electrical cords used on power tools, appliances and other
electrical equipment. 

Average prices for the Company's products were down in the first six months
of 1997 compared to 1996.  The decline was attributable to competitive price
reductions, primarily on computer networking and CATV products.  Management
expects actions by competitors to have a continued influence on selling
prices.  Consolidated revenues were also reduced by approximately $9.2
million due to the impact of foreign currency exchange rates.

U.S. revenues, which represented approximately 66% of total revenues in the
first six months of 1997, increased 14% from 1996. Sales to export markets
(primarily to the Pacific Rim and Latin America) during the first six months
of 1997 were $40 million, which represented an increase of 1% from 1996. 
European revenues decreased 2% in the first six months of 1997 compared with
1996, but increased 8% in local currencies due primarily to stronger demand
for both networking and CATV products. Canadian revenues increased 16% in the
first six months of 1997 compared with 1996 due primarily to higher demand
for industrial products.  European and Canadian revenues represented 17% and
6% of total revenues, respectively, for the first six months of 1997.Costs,
Expenses and Earnings
The following table sets forth information regarding the components of
earnings for the first six  months of 1997 compared with the same period in
1996.

<TABLE>
<CAPTION>
                                                           Six Months Ended                   % Increase
                                                               June 30,                     1997 Compared
                                                      1997                 1996               With 1996
                                                    (in thousands, except % data)


<S>                                                <C>                    <C>                     <C>
Gross profit                                       $94,895                $82,927                 14.4%
   As a % of revenue                                 25.8%                  24.6%

Operating earnings                                 $50,142                $44,484                 12.7%
   As a % of revenue                                 13.6%                  13.2%

Income before income taxes                         $46,626                $42,611                  9.4%
   As a % of revenue                                 12.7%                  12.6%

Net income                                         $28,325                $25,886                  9.4%
   As a % of revenue                                  7.7%                   7.7%


                                        - 8 - <PAGE>

<PAGE>

The increase in the gross profit amount was due to higher revenues,
improvements in manufacturing efficiency and material cost reductions. The
improvement in gross profit as a percent of revenues in 1997 was attributable
to the manufacturing improvements and material cost reductions, offset
partially by both the $2 million in rebates issued during the second quarter
and the competive price reductions on networking and CATV products. 

Operating earnings increased during the first six months of 1997 compared to
the first six months of 1996 due to greater gross profit. This increase was
partially offset by an increase in selling, general and administrative costs
and goodwill amortization associated with the acquisitions. Operating
earnings as a percent of revenues for the first six months of 1997 increased
from the same period in 1996 due primarily to the improvement in gross
profit.

Income before income taxes increased due to greater operating earnings. This
increase in operating earnings was partially offset by higher interest costs,
which was related to the higher debt levels incurred in connection with the
acquisitions. Average debt during the first six months of 1997 and 1996 was
$140 million and $85 million, respectively. The Company's average daily
interest rate for the first six months of 1997 was 5.4% compared to 5.0% for
the same period in 1996. 

The Company's effective tax rate was 39.3% for the first six months of 1997
and 1996.

Three Months Ended June 30, 1997 Compared With Three Months Ended June 30,
1996

Revenues
Revenues for the three months ended June 30, 1997 were $192.6 million
compared with $167.6 million in the same period last year, an increase of
15%, the majority of which was due to the acquisition of Alpha and ICI. 
Revenues increased 1% over 1996 when including Alpha and ICI as if they had
been acquired at the beginning of each period. The following table shows the
components of the 15% increase in the Company's second quarter 1997 revenues
in each of Belden's four served markets.


</TABLE>
<TABLE>
<CAPTION>
                                                                           % Increase (Decrease)
                                                      % of Total             in 1997 Revenues
                                                        Revenues             Compared with 1996

<S>                                                         <C>                      <C>
Computer                                                    36%                      32%
Audio/video                                                 22                       (5)
Industrial                                                  20                       32
Electrical                                                  22                        3
</TABLE>

Factors affecting the revenue improvement, excluding acquisitions, in the
three months ended June 30, 1997 compared with 1996, were essentially the
same as those noted above in the comparison of the six months ended June 30,
1997 and 1996.  However, the computer market revenues, excluding the effect
of acquistions, grew 4% in the second quarter due to strong demand for the
Company's networking products, both domestically and in Europe, which was
significantly offset by competitive price reductions and $2 million in
rebates related to the lower value of inventories held by distributors who
participated in qualifying inventory stocking programs.


                                        - 9 - <PAGE>
 





<PAGE>

Costs, Expenses and Earnings
The following table sets forth information regarding the components of
earnings for the second quarter of 1997 compared with the same period in
1996.

<TABLE>
<CAPTION>
                                                          Three Months Ended                 % Increase
                                                               June 30,                     1997 Compared
                                                      1997                 1996               With 1996
                                                            ($ in thousands)

<S>                                                <C>                    <C>                     <C>
Gross profit                                       $48,837                $41,515                 17.6%
   As a % of revenue                                 25.4%                  24.8%

Operating earnings                                 $25,643                $22,810                 12.4%
   As a % of revenue                                 13.3%                  13.6%

Income before income taxes                         $23,770                $21,920                  8.4%
   As a % of revenue                                 12.3%                  13.1%

Net income                                         $14,440                $13,316                  8.4%
   As a % of revenue                                  7.5%                   7.9%
</TABLE>

The increase in gross profit was primarily due to higher revenues,
improvements in manufacturing efficiency and material cost reductions,
partially offset by the impact of unfavorable foreign currency  exchange
rates on the Company's gross profits in Europe. The manufacturing
improvements and material cost reductions contributed to the improvement in
gross profit as a percent of revenues.

Operating earnings increased during the second quarter of 1997 compared with
the second quarter of 1996 due to greater gross profit. This increase was
partially offset by an increase in selling, general and administrative costs
and goodwill amortization associated with the acquisitions of Alpha and ICI.
Operating earnings as a percent of revenues decreased in 1997 from 1996
primarily due to the $2 million in rebates issued to distributors.

The increase in income before income taxes for the second quarter of 1997
compared to the same period in 1996 was due to the increase in operating
earnings, partially offset by higher interest costs. The increase in average
debt levels, associated with the Company's acquisitions, and the increase in
average interest rates contributed to the increase in interest costs. Average
debt during the second quarter of 1997 and 1996 was $142 million and $84
million, respectively. The Company's average daily interest rate for the
second quarter of 1997 was 5.6% compared to 4.9% in 1996.

The Company's effective tax rate was 39.3% for the second quarter of 1997 and
1996.


                                        - 10 - <PAGE>

<PAGE>

Financial Condition

Liquidity and Capital Resources

The Company has a $200 million multicurrency variable rate bank revolving
credit agreement ("Credit Agreement") with a group of seven banks. The Credit
Agreement is unsecured and expires in November 2001. At June 30, 1997, the
Company had $73 million available under the Credit Agreement. In addition, as
of June 30, 1997, the Company had unsecured, uncommitted arrangements with
four banks under which it may borrow up to $66 million at prevailing interest
rates. At June 30, 1997, the Company had $57 million available under these
arrangements.  

On August 11, 1997, the Company completed a private placement of $75 million
in unsecured debt (Private Placement).  The Private Placement will mature
twelve years from closing with an average life of ten years.  The Private
Placement was priced at a fixed rate of 6.92%.   The proceeds from the
Private Placement were used to pay off borrowings under the Credit Agreement. 
The Note Purchase Agreement effecting the Private Placement contains various
customary affirmative and negative covenants and other provisions, including
restrictions on the incurrence of debt and maintaining a debt to total
capitalization ratio not to exceed 65%.

The Company expects that cash provided by operations and borrowings available
under the Credit Agreement and the Private Placement will provide it with
sufficient liquidity to meet its operating needs and fund its normal
dividends and anticipated capital expenditures.

Working Capital
During the first six months of 1997, operating working capital (defined as
receivables and inventories less payables and accrued liabilities, excluding
the effect of exchange rate changes) increased $16.0 million. The increase
was primarily due to increases in inventories to support current and future
growth and increases in receivables associated with higher revenues.

Capital Expenditures
For the first six months in 1997, the Company had capital expenditures of
$11.9 million, primarily for modernization and enhancement of machinery and
equipment and the implementation of an integrated business information
system. The Company plans on spending approximately $25 million during 1997
on similar projects.

All of the statements in this document other than historical facts are
forward looking statements made in reliance upon the Safe Harbor of the
Private Securities Litigation Reform Act of 1995.  There can be no assurances
that the Company's actual results will be materially consistent with such
forward looking information.  Developments in technology, acceptance of the
Company's products, changes in raw material costs, pricing of the Company's
products, foreign currency rates and changes in the economy will have an
impact on the Company's actual results.  These factors are more specifically
described in the Company Annual Report on Form 10-K for the year ended
December 31, 1996.





                                        - 11 -<PAGE>


<PAGE>

PART II   OTHER INFORMATION

Item 4:   Submission of Matters to a vote of Security Holders


On May 1, 1997, the Company held its regular Annual Meeting of Stockholders
("Meeting").  The stockholders approved the following items at the Meeting:

1.        Election of Directors:  Messrs. Joseph Coppola, Christopher Byrnes
          and John DallePezze each were elected to a three-year term.  Mr.
          Coppola had served as a director since 1993; Mr. Byrnes had served
          as a director since 1995; and Mr. DallePezze had not previously
          served as a director.  The voting for each director was as follows:

<TABLE>
<CAPTION>
                                                                Shares Voted      Shares 
                                                                     For         Withheld

          <S>                                                     <C>             <C>
          Joseph R. Coppola                                       22,941,409      53,041

          Christopher I. Byrnes                                   22,947,383      47,066

          John R. DallePezze                                      22,946,660      47,790
</TABLE>

          The terms of the other directors, Messrs, Alan E. Riedel, Lorne D.
          Bain, Bernard G. Rethore and C. Baker Cunningham, expire after
          1997.

2.        Approval of an amendment to the Belden Inc. Long-Term Incentive
          Plan ("Plan") increasing by 1,300,000 the number of shares that may
          be granted under the Plan.  There were 22,055,436 shares For,
          712,178 shares against, and 226,835 shares abstained for the
          proposal.

Item 6:   Exhibits and Reports on Form 8-K

(a)       4.1     Note Purchase Agreement

          10.1   Amendment to the Belden Inc. Long-Term Incentive Plan

(b)       None.

















                                        - 12 -<PAGE>


<PAGE>

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.


                                           BELDEN INC.



Date:  August 13, 1997        By:    /s/ C. Baker Cunningham      
                                        C. Baker Cunningham
                                   Chairman of the Board, President
                                     and Chief Executive Officer





Date:  August 13, 1997        By:      /s/ Richard K. Reece       
                                          Richard K. Reece            
                                    Vice President, Finance, Treasurer
                                      and Chief Financial Officer

































                                        - 13 - <PAGE>
 


<PAGE>

                              Index to Exhibits

Exhibit
Number

4.1       Note Purchase Agreement

10.1    Amendment to the Belden Inc. Long-Term Incentive Plan 


























                                        - 14 - <PAGE>