<PAGE> 


                                 FORM 10-Q


                     SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC 20549


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

               For the quarterly period ended March 31, 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 May 5, 1997: 26,128,999 shares




                                      
                                                               Page 1 of 10 <PAGE>
 



<PAGE>
                            PART I   FINANCIAL INFORMATION

Item 1:   Financial Statements
<TABLE>

                             CONSOLIDATED BALANCE SHEETS
<CAPTION>
                                                                            March 31,         December 31,
                                                                              1997               1996
                                                                           (Unaudited)
                                                                                    (in thousands)
                                                             ASSETS
<S>                                                                        <C>               <C>    
Current assets:
   Cash and cash equivalents                                               $      753        $     1,795
   Receivables                                                                111,065            106,514
   Inventories                                                                 91,019             73,785
   Deferred income taxes                                                        4,633              6,287
   Other                                                                        2,968              2,552

      Total current assets                                                    210,438            190,933
Property, plant and equipment, less 
   accumulated depreciation                                                   158,424            151,934
Intangibles, less accumulated amortization                                     72,718             28,712
Other assets                                                                       90                 66
                                                                             $441,670           $371,645

                                                 LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Accounts payable and accrued liabilities                                  $ 68,568          $  78,086
   Income taxes payable                                                        11,774              4,649
      Total current liabilities                                                80,342             82,735
Long-term debt                                                                132,346             71,630
Postretirement benefits other than pensions                                    17,102             17,430
Deferred income taxes                                                          10,181             10,592
Other long-term liabilities                                                    10,186              9,551
Stockholders' equity:
   Preferred stock                                                                  -                  -
   Common stock                                                                   261                261
   Additional paid-in capital                                                  50,965             51,443
   Retained earnings                                                          146,309            133,739
   Translation component                                                       (5,739)            (4,460)

   Treasury stock, at cost                                                       (283)            (1,276)
      Total stockholders' equity                                              191,513            179,707
                                                                             $441,670           $371,645
</TABLE>
See accompanying notes.










                                    - 2 - <PAGE>
 



<PAGE>
                       CONSOLIDATED INCOME STATEMENTS
                                (Unaudited)
<TABLE>
<CAPTION>
                                                                                  Three Months Ended
                                                                                       March 31,               
                                                                               1997               1996
                                                                         (in thousands, except per share data)

<S>                                                                          <C>                <C>     
Revenues                                                                     $175,974           $169,275
Cost of sales                                                                 129,916            127,863

   Gross profit                                                                46,058             41,412
Selling, general and administrative expenses                                   21,118             19,630
Amortization of goodwill                                                          441                108
   Operating earnings                                                          24,499             21,674
Interest expense                                                                1,643                983
   Income before income taxes                                                  22,856             20,691

Income taxes                                                                    8,971              8,121
      Net income                                                             $ 13,885          $  12,570

Net income per share                                                         $    .53          $     .48

See accompanying notes.

</TABLE>






























                                    - 3 - <PAGE>
 


<PAGE>
                     CONSOLIDATED CASH FLOW STATEMENTS
                                (Unaudited)

<TABLE>
<CAPTION>
                                                                                  Three Months Ended
                                                                                       March 31,               
                                                                               1997               1996
                                                                                   (in thousands)
<S>                                                                          <C>                <C>
Cash flows from operating activities:
   Net income                                                                $ 13,885           $ 12,570
   Adjustments to reconcile net income to net cash
      provided by operating activities:
      Depreciation                                                              4,419              3,904
      Amortization                                                                614                399
      Deferred income taxes                                                     1,243                379
      Changes in operating assets and liabilities(*):
           Receivables                                                         (1,266)            (2,500)
           Inventories                                                         (3,838)            (8,699)
           Accounts payable and accrued liabilities                            (8,281)              (358)
           Income taxes payable                                                 7,460              5,645
           Other assets and liabilities, net                                    1,965              1,945

               Net cash provided by operating activities                       16,201             13,285
Cash flows from investing activities:
   Capital expenditures                                                        (6,275)            (5,267)
   Cash paid for acquired business                                            (73,332)                 -
   Proceeds from sales of property, plant and equipment                            28                 35
               Net cash used for investing activities                         (79,579)            (5,232)
Cash flows from financing activities:
   Net borrowings (repayments) under long-term credit                                                                      
      facility and credit agreements                                           63,129             (3,479)
   Purchase of treasury stock                                                       -             (2,425)
   Exercise of stock options                                                      515                319
   Cash dividends paid                                                         (1,315)            (1,302)
               Net cash provided by (used for) financing activities            62,329             (6,887)
Effect of exchange rate changes on cash and cash equivalents                        7                 49

Increase (decrease) in cash and cash equivalents                               (1,042)             1,215
Cash and cash equivalents, beginning of period                                  1,795                750
Cash and cash equivalents, end of period                                     $    753           $  1,965


(*) Net of the effects of exchange rate changes and acquired business.

See accompanying notes.

</TABLE>








                                    - 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.

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.

Note 3:  Supplemental Cash Flow Information

Cash  payments  for  income taxes during the first three months of 1997 and
1996 amounted to $600,000 and $2,130,000, respectively.

Total  interest  paid,  net  of amounts capitalized, during the first three
months  of  1997  and  1996  amounted  to  $1,401,000  and  $1,050,000,
respectively.







                                    - 5 - <PAGE>
 






<PAGE>
Note 4:  Inventories

<TABLE>
<CAPTION>
                                                                             March 31,         December 31,
                                                                               1997               1996
                                                                                    (in thousands)

<S>                                                                          <C>                <C>
Raw materials                                                                $ 14,774           $ 18,075
Work-in-process                                                                17,707             17,599
Finished goods                                                                 71,375             49,029
Perishable tooling and supplies                                                 4,297              3,965

   Total                                                                      108,153             88,668
Allowances (primarily LIFO reserves)                                          (17,134)           (14,883)
   Net inventories                                                           $ 91,019           $ 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 March 31, 1997 and 1996 were 26,353,000 and 26,212,000,
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  February  27,  1997,  the Company declared a quarterly cash dividend of
$.05 per share payable on April 2, 1997.


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

Results of Operations

Three  Months  Ended  March 31, 1997 Compared With Three Months Ended 
March 31, 1996

Revenues
Revenues  for  the  three  months  ended March 31, 1997 were $176.0 million
compared  with  $169.3 million in the same period last year, an increase of
4%, all of which was due to the acquisition of Alpha and Intech Cable, Inc.
(ICI).    Revenues  decreased  8%  over 1996 when including Alpha (acquired
January 8, 1997) and ICI (acquired December 3, 1996) as if they had been

                                    - 6 - <PAGE>
 






<PAGE>
acquired  at  the  beginning  of  the period. The following table shows the
components  of the 4% increase in the Company's first quarter 1997 revenues
in each of Belden's four served markets.

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

<S>                                                        <C>                       <C>
Computer                                                   34%                       3% 
Audio/video                                                23                        (6)
Industrial                                                 19                        23
Electrical                                                 23                        4

</TABLE>

The  increase  in  the  computer  market revenues was due to the additional
revenues from the acquisition of Alpha and ICI. Excluding the acquisitions,
revenues  declined  approximately 16% in the first quarter of 1997 compared
with  the  same  period  in 1996.  The primary contributors to this decline
were  reductions  in shipments to a significant customer that was adjusting
its inventories, decreased demand for the Company's telephony products sold
in  Europe,  and  competitive  price  reductions.  Management  expects  the
unfavorable  impact  of  competitive  price  reductions to continue for the
remainder  of  1997.    Sales  of  the  Company's  computer interconnection
products, which link both personal computers to discrete peripheral devices
and mainframes to terminals, were up slightly compared with the first three
months of 1996.

The revenue decline in the audio/video market was primarily attributable to
delayed spending by domestic CATV providers due to continuing uncertainties
regarding  the telecommunication network architecture and the effect of the
telecommunications  legislation  enacted  in  early  1996.    This  delayed
spending  not  only  affected  volume  growth, but also negatively impacted
selling  prices.    This  trend  in  domestic  CATV revenues is expected to
continue  throughout  the remainder of the year.  Partially offsetting this
decline  was  strong demand for CATV products sold in Europe, Latin America
and  the  Pacific  Rim.    Broadcast revenues were up slightly in the first
three  months  of 1997 compared with  1996 as revenues continued to benefit
from  the strength of this market as technology is converted from analog to
digital.

Continued capital investment by manufacturers and the acquisitions of Alpha
and  ICI  primarily  caused  the  growth  in  industrial  market  revenues.
Excluding  acquisitions,  industrial  market  revenues  grew  9%.    The
acquisitions  of  Alpha  and  ICI  caused  the  growth in electrical market
revenues  in  the  first  quarter  of  1997  compared with 1996.  Excluding
acquisitions,  revenues  declined almost 7%.  This decline was attributable
to  the  conversion  of  production  to  more profitable industrial cables,
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 three months
ended  March 31, 1997 compared with 1996.  This decline was attributable to
competitive price reductions, primarily on computer networking and CATV


                                    - 7 - <PAGE>
 






<PAGE>
products. Management expects action by competitors to continue to influence
selling  prices.   Revenues were also reduced by approximately $4.5 million
due to the impact of foreign currency exchange rates.  

Domestic revenues, which represented approximately 67% of total revenues in
the  first  quarter  of  1997, increased 8% from 1996. Included in domestic
revenues were export sales (primarily to the Pacific Rim and Latin America)
of  $14  million,  which represented an increase of 1% from 1996.  European
revenues  decreased  11%  in  the first quarter of 1997 compared with 1996,
however,  increased 1% in local currencies. Canadian revenues increased 17%
in  the first quarter of 1997 compared with 1996 due primarily to increased
demand for industrial products sold in Canada.  European and Canadian first
quarter revenues represented 19% and 6% of total revenues, respectively.

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

<TABLE>
<CAPTION>
                                                          Three Months Ended                 % Increase
                                                              March 31,                    1997 Compared
                                                      1997                 1996               With 1996
                                                           ($ in thousands)

<S>                                                <C>                    <C>                     <C>
Gross profit                                       $46,058                $41,412                 11.2%
   As a % of revenue                                 26.2%                  24.5%

Operating earnings                                 $24,499                $21,674                 13.0%
   As a % of revenue                                 13.9%                  12.8%

Income before income taxes                         $22,856                $20,691                 10.5%
   As a % of revenue                                 13.0%                  12.2%

Net income                                         $13,885                $12,570                 10.5%
   As a % of revenue                                  7.9%                   7.4%

</TABLE>

The  increase  in  gross  profit  was  primarily  due  to  higher revenues,
improvements  in manufacturing efficiency and material cost reductions. The
manufacturing  improvements and material cost reductions contributed to the
improvement  in  gross  profit  as  a percent of revenues from 24.5% in the
first quarter of 1996 to 26.2% in 1997.

Operating earnings increased during the first three months of 1997 compared
with  the  first  three  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  due  primarily  to  the
acquisitions  of Alpha and ICI. Operating earnings as a percent of revenues
increased to 13.9% in 1997 from 12.8% in 1996 due to the improvement.

The  increase  in  income  before  income  taxes was due to the increase in
operating earnings, partially offset by higher interest costs for the first
three months of 1997 compared to the same period in 1996. The increase in


                                    - 8 - <PAGE>
 






<PAGE>
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 first three months of 1997 and 1996 was $139
million and $86 million, respectively. The Company's average daily interest
rate for the first three months of 1997 was 5.1% compared to 4.9% in 1996.

The Company's effective tax rate was 39.3% and 39.2%, respectively, for the
first quarter of 1997 and 1996. 

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 March 31,
1997,  the Company had $99 million available under the Credit Agreement. In
addition,  as  of  March  31,  1997, the Company had unsecured, uncommitted
arrangements with four banks under which it may borrow up to $66 million at
prevailing  interest  rates. At March 31, 1997, the Company had $35 million
available  under these arrangements. The Company expects that cash provided
by  operations  and  borrowings  available  under the Credit Agreement 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  quarter  of 1997, operating working capital (defined as
r e ceivables  and  inventories  less  payables  and  accrued  liabilities,
excluding  the effect of exchange rate changes) increased $5.8 million. The
increase  was  primarily due to increases in inventories to support current
and  future  growth  and  decreases in payables associated with spending on
restructuring  projects.  These  increases  were  partially  offset  by  an
increase  in  income  taxes  payable  due  to  the  timing of estimated tax
payments.


Capital Expenditures
For the first three months in 1997, the Company had capital expenditures of
$6.3  million, primarily for modernization and enhancement of machinery and
equipment  and  the  implementation  of  an integrated business information
system.  The  Company currently plans on spending approximately $25 million
during  the  remainder of 1997 primarily on machinery and equipment and the
integrated business information system.

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

                                    - 9 - <PAGE>
 



<PAGE>
factors  are  more  specifically  described in the Company Annual Report on
Form 10-K for the year ended December 31, 1996.

                         PART II   OTHER INFORMATION

Item 6:   Exhibits and Reports on Form 8-K

(b)       Form   8-K,  dated  January  8,  1997,  reporting  the  Company's
          acquisition  of substantially all of the assets of (i) Alpha Wire
          Division of Alpha Wire Corporation and (ii) Alpha Wire Limited.

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





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






















                                    - 10 - <PAGE>