SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C.  20549


                                     


                                 FORM 11-K
                                     
           FOR ANNUAL REPORT OF EMPLOYEE STOCK PURCHASE, SAVINGS
            AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934
                                     
            [X]  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934
                                     
                For the fiscal year ended December 31, 1998
                                     
                                    OR
                                     
            [ ]  TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934
                                     
                                     
                    Commission file number:   33-41313
                                     
                                     
A.   Full title of the plan and the address of the plan,
     if different from that of the issuer named below:
                                     
                        Bairnco Corporation 401(k)
                          Savings Plan and Trust
                                     
B.   Name of issuer of the securities held pursuant to
     the plan and the address of its principal executive office:
                                     
                            Bairnco Corporation
                              2251 Lucien Way
                          Maitland, Florida 32751
                                     
                                     
            REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
                                     

To the Advisory Committee of
Bairnco Corporation 401(k) Savings Plan and Trust:

We  have  audited the accompanying statements of net assets  available
for benefits of Bairnco Corporation 401(k) Savings Plan and Trust (the
Plan)  as of December 31, 1998 and 1997, and the related statement  of
changes  in  net  assets available for benefits  for  the  year  ended
December  31,  1998. These financial statements and  the  supplemental
schedules  referred  to  below are the responsibility  of  the  Plan's
management.   Our  responsibility is to express an  opinion  on  these
financial statements and schedules based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit
to  obtain reasonable assurance about whether the financial statements
are free of material misstatement.  An audit includes examining, on  a
test  basis,  evidence supporting the amounts and disclosures  in  the
financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as  well
as  evaluating  the  overall  financial  statement  presentation.   We
believe that our audits provide a reasonable basis for our opinion.

In  our  opinion, the financial statements referred to  above  present
fairly,  in  all  material  respects, the  net  assets  available  for
benefits of the Plan as of December 31, 1998 and 1997, and the changes
in  its  net assets available for benefits for the year ended December
31, 1998, in conformity with generally accepted accounting principles.

Our  audits  were made for the purpose of forming an  opinion  on  the
basic  financial  statements  taken  as  a  whole.   The  supplemental
schedules  of reportable transactions, assets held for investment  and
transactions  with parties in interest are presented for  purposes  of
additional analysis and are not a required part of the basic financial
statements   but  are  supplementary  information  required   by   the
Department  of  Labor's  Rules  and  Regulations  for  Reporting   and
Disclosure under the Employee Retirement Income Security Act of  1974.
The Fund Information in Note 6 is presented for purposes of additional
analysis  rather  than to present the changes in net assets  available
for  benefits  of  each  fund.  The supplemental  schedules  and  Fund
Information have been subjected to the auditing procedures applied  in
the  audits of the basic financial statements and, in our opinion, are
fairly  stated  in  all material respects, in relation  to  the  basic
financial statements taken as a whole.


Orlando, Florida
     March 9, 1999
                                             Arthur Andersen LLP



<TABLE>
                              BAIRNCO CORPORATION
                         401(k) SAVINGS PLAN AND TRUST
                STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
                        AS OF DECEMBER 31, 1998 AND 1997
                                     

<CAPTION>

                                                  1998         1997
<S>                                               <C>          <C>
ASSETS

INVESTMENTS, at fair market value (Notes 2 & 3)   

     Bairnco common stock                         $  194,962   $  277,830
     Mutual funds                                  5,131,997    3,873,674
     Participant notes receivable                    193,146      108,523

          TOTAL INVESTMENTS                        5,520,105    4,260,027

RECEIVABLES

     Participants' contributions                      71,745       69,647
     Investment income                                    --        1,396
     
          TOTAL RECEIVABLES                           71,745       71,043

          TOTAL ASSETS                             5,591,850    4,331,070

NET ASSETS AVAILABLE FOR BENEFITS                 $5,591,850   $4,331,070






The accompanying notes are an integral part of these financial statements.
</TABLE>



                              BAIRNCO CORPORATION
                         401(k) SAVINGS PLAN AND TRUST
           STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
                      FOR THE YEAR ENDED DECEMBER 31, 1998
                                     
                                    (Note 6)



                                                               1998

NET ASSETS AVAILABLE FOR BENEFITS, beginning of year        $4,331,070

ADDITIONS:
      Participants' contributions                            1,038,728
      Interest and dividends                                   157,892
      Net realized and unrealized appreciation on
        investments (Note  2)                                  654,560
                                                             1,851,180
DEDUCTIONS:
      Distributions                                            584,679
      Administrative expenses                                    5,721
                                                               590,400

NET INCREASE                                                 1,260,780

NET ASSETS AVAILABLE FOR BENEFITS, end of year              $5,591,850






The accompanying notes are an integral part of these financial statements.



                              BAIRNCO CORPORATION
                         401(k) SAVINGS PLAN AND TRUST
                         NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 1998 and 1997


1.   PLAN DESCRIPTION:

     The  following  description of the Bairnco Corporation 401(k)  Savings
Plan and Trust (the "Plan") provides only general information. Participants
of the Plan should refer to the Plan document for a complete description of
the  Plan's  provisions.   The  Plan document  is  available  from  Bairnco
Corporation  ("Bairnco" or the "Corporation") at its offices  in  Maitland,
Florida.

General

     Bairnco  established the Plan effective July 1, 1991.  The Plan  is  a
defined  contribution  plan  under which  all  full-time  employees  become
eligible  for  participation  on  the first  day  of  the  month  following
completion  of  thirty days of service.  Once an employee becomes  eligible
for  participation, salary deferrals (contributions) may  commence  on  any
subsequent  date.  The Plan excludes non-resident aliens, leased  employees
and   independent  contractors  from  participating  in  the  Plan.   Union
employees of the Corporation are permitted to participate in the Plan.  The
Plan  is  subject  to the Department of Labor's Rules and  Regulations  for
Reporting and Disclosure under the Employee Retirement Income Security  Act
of 1974 ("ERISA").

Contributions

     Under  the terms of the Plan, allowable contributions are outlined  as
follows:
       
       Participant Contributions - The participants may elect  to  defer  a
       minimum  of  1% and a maximum of 20% of compensation, as defined  in
       the  Plan,  not  to  exceed $10,000 for 1998.   The  maximum  dollar
       amount  that  may be deferred is adjusted annually by  the  Internal
       Revenue  Service.  The amount of the compensation which is deferred,
       plus  any  earnings  or losses on that amount,  is  not  subject  to
       federal income tax until the funds are actually distributed  to  the
       participant  by  the Plan.  However, contributions  are  subject  to
       FICA (Social Security and Medicare Taxes).
       
       
       Employer  Contributions - The Corporation does  not  match  elective
       deferrals pursuant to the Plan.

Participant Accounts

     Each   participant's  account  is  credited  with  the   participant's
contribution  and allocations of Plan earnings or losses, and charged  with
an  allocation  of  administrative  expenses.   Allocations  are  based  on
participant account balances, as defined in the Plan.  The benefit to which
a  participant  is  entitled is the amount that can be  provided  from  the
participant's vested account.

Vesting

     A  participant  shall  at all times have a 100 percent  nonforfeitable
interest  in the value of his/her account attributable to all contributions
made  plus  or  minus  investment earnings and losses thereon  and  related
administrative costs.

Transfers From Other Qualified Plans

      Participants  who  have an interest in any other  qualified  employee
benefit plan (as described in Section 401(a) of the Internal Revenue  Code)
may  transfer the distributions from these plans directly into the Plan  at
the discretion of the Administrative Committee (see Note 4).


Distributions

     A  participant  who  has attained age 59-1/2 may elect,  by  filing  a
written  application  with the Administrative Committee,  to  withdraw  any
amount up to 100 percent of the vested portion of his/her account, for  any
reason.  For participants who have not attained age 59-1/2, the reasons for
such withdrawals are restricted to those defined in the Plan.

     Upon  termination of employment, a participant can elect to  have  the
balance  in the participant's account distributed to the participant  in  a
single  lump sum cash distribution or a partial distribution, if  requested
in writing by the participant.  As an alternative, the participant may also
elect  to leave the related funds in the Plan or transfer the related funds
into another qualified plan.

Participant Notes Receivable

      An  active  participant may borrow from his/her account a minimum  of
$1,000  up  to a maximum equal to the lesser of (1) a total of  $50,000  of
borrowings within one year or (2) 50% of the participant's account balance.

     Loan transactions are treated as transfers between the investment fund
and  the  participant notes receivable account.  Loan terms range from  1-5
years or up to 15 years for the purchase of a primary residence.  The loans
are  secured by the balance in the participant's account and bear  interest
at  the prime rate at the time of borrowing plus 2%.  During 1998, interest
rates  ranged  from  9.75%  to  10.5%.  Principal  and  interest  are  paid
quarterly  through payroll deductions.  As of December 31, 1998  and  1997,
there were 61 and 43 loans outstanding.


2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

     Use of Estimates-

      The  preparation of financial statements in conformity with generally
accepted  accounting principles requires management to make  estimates  and
assumptions that affect the reported amounts of assets and liabilities  and
disclosure  of  contingent  assets and  liabilities  at  the  date  of  the
financial  statements and the reported amounts of additions and  deductions
from  the  net  assets available for benefits during the reporting  period.
Actual results could differ from those estimates.

     Basis Of Accounting-
     
     For  the year ended December 31, 1998, the accounting records  of  the
Plan  and  the  Plan's  assets were maintained by  Schwab  Retirement  Plan
Services,  Inc. ("Schwab") a subsidiary of the Charles Schwab  Corporation.
The  participants'  account  balances are determined  on  the  cash  basis;
however, the Plan's financial statements contained herein are presented  on
an accrual basis.

     Investment Valuation and Income Recognition-
     
     Investments  are  stated at fair market value.  Securities  which  are
traded  on  a national securities exchange are valued at the last  reported
sales  price on the last business day of the year. Any unlisted  securities
are  valued  at the bid price next preceding the close of business  on  the
valuation  date.  Participant notes receivable are valued  at  cost,  which
approximates fair market value.

     Any unrealized appreciation/depreciation on investments represents the
difference between fair market value of investments at the beginning of the
Plan  year or when acquired, whichever is later, and the fair market  value
of investments at the end of the Plan year.

     Interest income is recognized on the accrual basis.

     Administrative Expenses-

      Certain  administrative expenses of the Plan  are  paid  directly  by
Bairnco  on behalf of the Plan.  During the year ended December  31,  1998,
Bairnco paid administrative expenses of approximately $16,000.
     
     Benefit Payments-

     Benefits are recorded when paid.
  
     
3.   INVESTMENTS:

     There  are  currently eight investment options into which participants
may  direct the investment of their accounts.  These are Invesco  Strategic
Technology  Fund,  Founders Growth Fund, Schwab 1000  Equity  Fund,  Strong
Government  Securities  Fund, Schwab Retirement  Money  Fund,  Neuberger  &
Berman Partners Fund and Neuberger & Berman Guardian Fund (collectively the
"mutual funds"), and Bairnco Corporation Common Stock Fund ("Bairnco common
stock  fund").  Participants invest in units of participation of  the  fund
which  represents  an undivided interest in the underlying  assets  of  the
fund.    Participants  may  separately  direct  the  investment  of  future
deferrals and existing account balances into these eight investment options
in  increments of 5%.  Participants are permitted to modify their elections
for future deferrals and existing account balances between investment funds
on a daily basis.

      The investments that represent 5% or more of the net assets available
for benefits are as follows at December 31, 1998 and 1997:

                                             1998          1997
      Invesco Strategic Technology Fund      $  476,615    $  312,018
      Founders Growth Fund                      844,891       551,921
      Schwab 1000 Equity Fund                 2,379,812     1,907,170
      Strong Government Securities Fund         758,197       565,494
      Schwab Retirement Money Fund              637,965       537,071
      Bairnco Common Stock Fund                 194,962       277,830
                                             $5,292,442    $4,151,504


4.   TRUST AGREEMENT:

Schwab  is the Plan's Trustee pursuant to the Plan document which is signed
by  the  Corporation and Plan Trustee.  Schwab manages the Plan assets  and
makes  distributions to participants as directed by the Plan Administrator.
The  Administrative Committee of the Corporation is the Plan Administrator.
Expenses  incurred  by  the Plan Trustee or the Plan Administrator  in  the
performance  of their duties may be paid by the Plan or the Corporation  at
the  Corporation's discretion.  During 1998, all investment managers'  fees
were paid directly by the Plan.


5.   PLAN TERMINATION:

     Although it has not expressed any intent to do so, the Corporation
reserves the right under the Plan to terminate the Plan, in whole or in
part, at any time.  In the event of the Plan's termination, the Plan assets
will be distributed to the participants in lump sum distributions or
transferred to another qualified plan at the direction of the participant.


6.   CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION:

     The following schedule presents changes in net assets available for
benefits, by fund, for the year ended December 31, 1998:
<TABLE>
<CAPTION>
     
                                          Participant Directed                                                  

               Invesco             Schwab     Strong     Schwab     Neuberger Neuberger Bairnco         
               Strategic  Founders 1000       Government Retirement & Berman  & Berman  Common   Participant              
               Technology Growth   Equity     Securities Money      Partners  Guardian  Stock    Notes       Other      
               Fund       Fund     Fund       Fund       Fund       Fund      Fund      Fund     Receivable  Receivable Total
<S>            <C>        <C>      <C>        <C>        <C>        <C>       <C>       <C>      <C>         <C>        <C>
Net Assets                                                                                                   
 Available                                                                                                    
 for                                                                                                          
 Benefits,
 beginning
 of year       $312,018   $551,921 $1,907,170 $565,494   $537,071   $     --  $     --  $277,830 $108,523    $71,043    $4,331,070
                                                                                                             
Additions:                                                                                                   
Participant's                         
 contributions  157,803    287,199    321,615  151,154     64,831      7,179     3,164    43,685       --      2,098     1,038,728
Interest and 
 dividends           (5)    47,062     17,830   52,496     31,558      2,448       946     6,953       --     (1,396)      157,892
Net realized                                                                                                 
 and
 unrealized
 appreciation
 (depreciation)
 on investments 111,924    115,830    509,632     (617)       390     (3,128)   (2,429)  (77,042)      --         --       654,560

Total additions 269,722    450,091    849,077  203,033     96,779      6,499     1,681   (26,404)      --        702     1,851,180

                                                                                                             
Deductions:                                                                                                  
Distributions    64,038     86,971    319,600   55,558     37,899      1,728        --     9,549    9,336         --       584,679
Administrative                                                                                                 
 expenses           740      1,145      2,210      759        455          5         6       401       --         --         5,721

Total
 deductions      64,778     88,116    321,810   56,317     38,354      1,733         6     9,950    9,336         --       590,400

Transfers to                                                                                                 
 other funds    (40,347)   (69,005)   (54,625)  45,987     42,469     23,626     4,450   (46,514)  93,959         --            --
                                                                                                             
Net increase
 (decrease)     164,597    292,970    472,642  192,703    100,894     28,392     6,125   (82,868)  84,623        702     1,260,780

Net Assets                                                                                                   
 Available                                                                                                    
 for                                                                                                          
 Benefits,  
 end of year   $476,615   $844,891 $2,379,812 $758,197   $637,965    $28,392    $6,125  $194,962 $193,146    $71,745    $5,591,850


7.   TRANSACTIONS WITH PARTIES IN INTEREST:

     Under ERISA, the Plan is  required to  report  investment transactions
with and compensation paid to a "party in interest".  The term "party  in
interest" is broadly defined but includes Bairnco Corporation as the Plan's
sponsor, Schwab, as Plan Trustee, and any person or corporation which
renders services to the Plan.   Certain  fees  for  legal  and   accounting
services provided in connection with the Plan were paid by the Plan sponsor
on  behalf  of  the  Plan  during  these years and are not included in the
accompanying financial statements. Additional fees paid by the Plan during
1998 for services rendered by parties in interest were based on rates which
the Plan's Administrator believes were customary and reasonable.


8.   INCOME TAX STATUS:

     The Plan obtained its latest determination letter on April 29, 1997,
in   which  the  Internal  Revenue  Service  stated that the  Plan, as then
designed, was in  compliance  with  the  applicable  requirements of the
Internal Revenue  Code.   The  plan administrator and legal counsel believe
that the Plan is currently being operated in compliance with the applicable
requirements of the Internal Revenue Code.


9.   SUBSEQUENT EVENT

     Effective October 31, 1998, Bairnco purchased MII International, Inc.
("MII").   On  December  11,  1998, Bairnco's  Board of Directors elected to
merge the MII 401(k) plan into the Plan effective January 1, 1999, at which
time the employees of MII will begin participating in the Plan.


10.  SUPPLEMENTAL SCHEDULES:

     Supplemental Schedule I lists the reportable transactions of the Plan
     for the year ended December 31, 1998.  Purchases and sales are made at
     fair market value on the date of transaction.

     Supplemental  Schedule  II lists the Plan assets held for investment as
     of December 31, 1998.

     Supplemental Schedule III lists transactions  with parties in interest
     of the Plan for the year ended December 31, 1998.

                                                                SCHEDULE I

                            BAIRNCO CORPORATION
                       401(k) SAVINGS PLAN AND TRUST
                    SCHEDULE OF REPORTABLE TRANSACTIONS
                   FOR THE YEAR ENDED DECEMBER 31, 1998


                                              Sales      Sales      Sales
Description of Transaction         Purchases  Cost       Proceeds   Net Gain

 Founders Growth Fund              $433,631   $236,572   $256,491   $ 19,919
 Schwab 1000 Equity Fund            512,349    390,721    549,339    158,618
 Strong Government Securities Fund  317,252    117,020    123,932      6,912
 Schwab Retirement Money Fund       229,053    127,794    128,549        755





The preceding notes are an integral part of this schedule.

                                                                 SCHEDULE II
                                     
                            BAIRNCO CORPORATION
                       401(k) SAVINGS PLAN AND TRUST
                  SCHEDULE OF ASSETS HELD FOR INVESTMENT
                          AS OF DECEMBER 31, 1998


                                       Fair Market
Description                            Value (Note 2)    Cost

Cash Equivalents
  Schwab Money Market Fund             $    1,411         $    1,411

Common Stocks
  Bairnco Corporation                     193,551            174,600

    Total Bairnco Common Stock Fund    $  194,962         $  176,011

Mutual Funds
  Invesco Strategic Technology Fund    $  476,615         $  419,042
  Founders Growth Fund                    844,891            760,963
  Schwab 1000 Equity Fund               2,379,812          1,521,336
  Strong Government Securities Fund       758,197            741,957
  Schwab Retirement Money Fund            637,965            637,965
  Neuberger & Berman Partners Fund         28,392             30,914
  Neuberger & Berman Guardian Fund          6,125              7,492

    Total Mutual Funds                 $5,131,997         $4,119,669

Other Investments
  Participant Notes Receivable         $  193,146         $  193,146

    Total                              $5,520,105         $4,488,826




The preceding notes are an integral part of this schedule.
                                                                                
                                                                                
                                                                                
                                                                SCHEDULE III

                            BAIRNCO CORPORATION
                       401(k) SAVINGS PLAN AND TRUST
             SCHEDULE OF TRANSACTIONS WITH PARTIES IN INTEREST
                   FOR THE YEAR ENDED DECEMBER 31, 1998


Description                                               Amount


Sold 8,228.303 units of Bairnco Corporation Common
  Stock between $5.563 and $11.375 per unit               $ 71,213


Purchased 7,469.303 units of Bairnco Corporation Common
  Stock between $5.563 and $12.023 per unit               $ 64,311







The preceding notes are an integral part of this schedule.



                           SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Administrative Committee has duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.


                                         BAIRNCO CORPORATION 401(K)
                                         SAVINGS PLAN AND TRUST
                                         (Name of Plan)




Date: March 9, 1999                      By: /s/ J. ROBERT WILKINSON
                                             J. ROBERT WILKINSON
                                             Administrative Committee Member


</TABLE>