UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                                  FORM 10-K
                                      
[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

                 For the fiscal year ended December 31, 1997

                                     OR

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

                      Commission file number:   1-8120

                             BAIRNCO CORPORATION
           (Exact name of Registrant as specified in its charter)

            Delaware                                   13-3057520
       (State or other jurisdiction of               (IRS Employer
         incorporation or organization)           Identification No.)
                                      
     2251 Lucien Way, Maitland, Florida                         32751
  (Address of principal executive offices)                   (Zip Code)
                                      
     Registrant's telephone number, including area code: (407) 875-2222
         Securities registered pursuant to Section 12(b) of the Act:
                                      
                                            Name of each Exchange on
      Title of each class                       which registered

 Common Stock, par value $.01 per share      New York Stock Exchange
                                      

Securities registered pursuant to Section 12(g) of the Act:  None

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. [ ]

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

On March 9, 1998, the aggregate market value of the Registrant's voting stock
held by non-affiliates was $87,548,579.

On  March  9,  1998, there were 8,855,209 shares of Common Stock outstanding,
exclusive  of  treasury  shares  or  shares  held  by  subsidiaries  of   the
Registrant.

Parts  I,  II  and  IV incorporate information by reference from  the  Annual
Report to Stockholders for the fiscal year ended December 31, 1997.  Part III
incorporates  information by reference from the Proxy Statement  dated  March
18,  1998  in connection with the Registrant's Annual Meeting of Stockholders
to be held on April 24, 1998.


                             PART I

Item 1.   BUSINESS


     a.   Recent Developments and Description

     Bairnco  Corporation was incorporated under the laws of the  State  of
New  York  on  April  9,  1981.   Effective  September  24,  1991,  Bairnco
Corporation  changed its state of incorporation from New York to  Delaware.
Unless   otherwise   indicated  herein,  the  terms   "Bairnco"   and   the
"Corporation" refer to Bairnco Corporation and its subsidiaries.
     
     Bairnco's  two  core businesses are Arlon's Engineered  Materials  and
Components, and Kasco's Replacement Products and Services.
     
     At  December  31,  1997,  Bairnco employed 855  persons  including  10
Headquarters personnel.  Bairnco's operations occupy approximately  649,700
square feet of factory and office space at its principal locations.   There
is  an  additional  45,000  square feet  of  leased  space  used  as  field
warehouses throughout North America.


     b. & c. Financial Information About Industry Segments
             and Narrative Description of Business

     Bairnco  Corporation  is  a  diversified  multinational  company  that
operates  two  business sectors. Engineered materials  and  components  are
designed,  manufactured  and  sold  under  the  Arlon  brand  identity   to
electronic, industrial and commercial markets.  These products are based on
common   technologies  in  coating,  laminating,  polymers  and  dispersion
chemistry.    Replacement  products  and  services  are  manufactured   and
distributed  under  the Kasco brand identity principally  to  supermarkets,
meat  and  deli  operations, and meat, poultry and fish  processing  plants
throughout  the United States, Canada and Europe.  Kasco also  manufactures
small band saw blades for cutting metal and wood, and large band saw blades
for  use  at  lumber  mills.   In  France, in  addition  to  providing  its
replacement  products, Kasco also distributes equipment to the  supermarket
and food processing industries.
     
     Financial data and other information about the Corporation's  segments
is  set forth in Note 8 to the Consolidated Financial Statements on page 27
and  on  pages 6 through 11 of Bairnco's 1997 Annual Report to Stockholders
which is incorporated herein by reference.  This information should be read
in  conjunction  with  the "Financial History" set  forth  on  page  13  of
Bairnco's  1997 Annual Report to Stockholders, and "Management's Discussion
and  Analysis" set forth on pages 14 and 15 of Bairnco's 1997 Annual Report
to Stockholders, which is incorporated herein by reference.
     
     The principal facilities utilized by each segment are detailed on page
9 under "Item 2. PROPERTIES" of this filing.

                ENGINEERED MATERIALS AND COMPONENTS (ARLON)

Description of Business

     Engineered  materials  and components are designed,  manufactured  and
sold  under  the  Arlon  brand  identity  to  electronic,  industrial   and
commercial  markets.   These products are based  on  common  technology  in
coating  and  laminating, as well as in polymers and dispersion  chemistry.
Arlon's  principal  products  include high performance  materials  for  the
printed  circuit  board industry, cast and calendered vinyl  film  systems,
custom  engineered laminates and pressure sensitive adhesive  systems,  and
calendered and extruded silicone rubber insulation products used in a broad
range of electrical, industrial, consumer and commercial products.

     Arlon Materials for Electronics has an international reputation as the
premier supplier of high technology materials for the printed circuit board
industry.  These products are marketed principally to printed circuit board
manufacturers  and  OEM's by a direct sales force in  concert  with  strong
technical   support   teams  in  the  US  and  through   distributors   and
manufacturers  representatives in Europe, the Far East, and South  America.
Our  Electronic  Substrates product line includes  high  temperature,  high
performance thermoset laminates and prepreg bonding plies used  in  circuit
boards  for  demanding  commercial applications and  military  electronics.
These   applications  require  materials  that  withstand  high  continuous
operating  temperatures,  provide ease of field repairability,  are  highly
reliable,   and  improve  fabrication  yields.   Intermediate   temperature
laminates,  which  provide  improved  product  reliability  and   ease   of
manufacture  at  a  lower cost, are also key to the  line.   The  Microwave
Materials   product  line  offers  application  matched,  reinforced   PTFE
laminates  providing high yields and high performance for  temperature  and
frequency  dependent  microwave applications.  The  applications  for  this
product  line  are  found  in digital cordless telephones,  cellular  phone
systems,  direct  broadcast satellite TV systems,  personal  communications
networks,  global  positioning satellites, local area  networks,  collision
avoidance systems, and radar detection systems.
     
     Arlon specialty graphic films are marketed under the Calon brand  name
and include cast and calendered vinyl films that are manufactured in a wide
variety of colors, face stocks and adhesive systems.  These vinyl films are
used  in  commercial  and electrical signage, point of  purchase  displays,
highway   signage,   fleet  markings,  and  other  commercial   advertising
applications.

      Custom engineered laminates and coated products are also manufactured
and  marketed under the Arlon brand identity.  Typical applications include
insulating  foam tapes for thermopane windows, specialty circuit materials,
electrical  insulation  materials  for  motors  and  transformers,  thermal
insulation panels for appliances and cars, identification cards and labels,
durable  printing stock, and other custom engineered laminates for specific
industrial applications.

      A  line of silicone rubber based materials, used in a broad range  of
consumer,  industrial  and commercial products, is  also  manufactured  and
marketed  under  the Arlon brand identity.  Typical applications  of  these
materials  include silicone rubber for molding composites, silicone  rubber
insulating  tape for electric traction motor coil windings, insulation  for
industrial  flexible  heaters, insulating tape for electrical  splices,  as
well as many thermal and electrical conductivity applications.

Competition

     Arlon  has  numerous  competitors ranging in  size  from  small,  sole
proprietorships to units of very large, multinational corporations that  in
certain instances have far greater market positions and financial resources
than the Corporation's.
     
     The  principal  method of competition for Arlon's products  varies  by
product line and type of customer.  While competition for established lines
is  usually  based on one or more of lead time, price, product performance,
technical support and customer service, it may also be based on the ability
to service emerging technologies through the custom design of new products,
or  redesign  of existing products, and materials for the new applications.
For  high performance materials sold to the printed circuit board industry,
the consistent technical performance of the materials supplied in excess of
minimum  specified standards can be the critical competitive  element.   In
addition,  Arlon sells a significant portion of its circuit board materials
into  the  Japanese and European markets where local producers  of  similar
materials   have  a  competitive  advantage  related  to  their  geographic
location.

Distribution

     Arlon  products are marketed by company sales personnel, outside sales
representatives and distributors in the United States, Canada, Europe,  the
Far East and several other international markets.

Raw Materials and Purchased Parts

     The  essential  raw materials used in Arlon engineered  materials  and
components  are  silicone  rubber, fiberglass cloth,  pigments,  steel  and
aluminum  parts, copper foil, aluminum foil, polyethylene foam and  various
plastic  films,  special papers and release liners, vinyl  resins,  various
adhesives and solvents, Teflon(TM) or polytetrafluoroethylene (PTFE) resin,
polyimide  resin,  epoxy resins, and various chemicals.   Generally,  these
materials are each available from several qualified suppliers.  There  are,
however,  several raw materials used in Arlon's products that are purchased
from chemical companies and are proprietary in nature.  Other raw materials
are  purchased  from  a  single approved vendor on a  "sole  source"  basis
although alternative sources could be developed in the future if necessary.
However,  the  qualification procedure can take up to  several  months  and
could therefore interrupt production if the primary raw material source was
lost unexpectedly.
     
     Due  to  the  number and diversity of Arlon's products it is  unlikely
that  availability problems with any one raw material would have a material
adverse  effect on Arlon.  The  Corporation  is  aware  that a raw material 
supplier will discontinue the sale of a  resin  system  currently  used  in
certain Arlon products.  An alternative resin system is being qualified and
is expected to replace the existing resin system during 1998.  There are no
other known  limitations to  the  continued  availability  of  Arlon's  raw
materials.  Current suppliers are  located  in  the  United  States, Japan,
Europe and Brazil.

Employees

     As  of December 31, 1997, approximately 505 employees were employed by
the   operations,  which  constitute  Arlon's  engineered   materials   and
components.


Patents and Trademarks

     The Corporation owns several registered trademarks under which certain
Arlon products are sold.  The Corporation does not believe that the loss of
any or all of these trademarks would have a material adverse effect on this
segment.

                 REPLACEMENT PRODUCTS AND SERVICES (KASCO)

Description of Business

     Replacement  products  and services are manufactured  and  distributed
under  the Kasco brand identity principally to supermarkets, meat and  deli
operations,  and  meat, poultry and fish processing plants  throughout  the
United States, Canada and Europe.  These products and services include band
saw  blades  for  cutting  meat and fish, grinder  plates  and  knives  for
grinding meat, seasoning products, preventive maintenance for equipment  in
meat and deli operations, and other related butcher supply products.  Kasco
also  manufactures small band saw blades for cutting metal  and  wood,  and
large  band  saw blades for use at lumber mills.  Kasco's French  operation
also   distributes  equipment  to  the  supermarket  and  food   processing
industries.
     
     Replacement  products and services are sold under a  number  of  brand
names including Kasco in the United States and Canada, Atlantic Service  in
the United Kingdom, and Bertram & Graf and Biro in Continental Europe.

Competition and Marketing

     Kasco  competes  with  several  large and  medium-sized  national  and
regional  companies,  as  well  as numerous  small  local  companies.   The
principal   methods   of  competition  are  service,  price   and   product
performance.  The performance of meat band saw blades used in cutting  meat
or other food items is balanced between minimizing waste and maximizing the
efficiency and productivity of the band saw machine and operator  or  other
cutting/processing equipment being used
     
     Kasco  introduced  several new products in  1997.   One  of  the  most
exciting  is the Predator Series of custom splitter blades.  These splitter
blades  offer reduced workplace noise, peak high speed cutting performance,
and increased durability with a unique Gold Tooth Hardening process.

     The Mealtime Solutions seasoning program continues to be a success  as
sales  for  home  meal  replacement  items  within  supermarkets  increase.
Mealtime  Solutions  offers  a  package of seasoning  blends,  recipes  and
instructions which allows a supermarket to present value-added products  in
their meat and deli departments.  To support this growing market, Kasco has
moved  seasoning manufacturing from City of Industry, CA to St.  Louis,  MO
and built a formulation lab and test kitchen.

     In North America, Kasco supplies its products and services directly to
the  supermarket  and  meat  cutting industries  through  a  continent-wide
network  of service professionals and exclusive distributors.  During  1997
Kasco  reorganized  this network to better serve its  customers,  and  also
designed  an extensive training program that will be implemented  in  1998.
In  addition,  Kasco has increased its emphasis on preventive  maintenance,
increasing the value-added service its network of professionals provides to
customers.

Raw Materials and Purchased Supplies

     High  quality carbon steel is the principal raw material used  in  the
manufacture of band saw blades and is purchased from multiple domestic  and
international  suppliers.   Tool steel is utilized  in  manufacturing  meat
grinder plates and knives and is purchased from qualified suppliers located
in  the  United States, Europe and Japan. Equipment, replacement parts  and
supplies  are  purchased from a number of manufacturers  and  distributors,
mostly  in  the  United  States and Europe.  In France,  certain  specialty
equipment and other items used in the supermarket industry and in the  food
processing   industry   are   purchased   and   resold   under    exclusive
distributorship agreements with the equipment manufacturers.   All  of  the
raw  materials  and purchased products utilized by this  sector  have  been
readily  available  throughout this last year and it  is  anticipated  that
adequate supplies will continue to be available throughout the coming year.

Employees

     As  of  December 31, 1997, approximately 340 persons were employed  in
the replacement products and services segment.

Patents and Trademarks

     The  Corporation has a number of United States and foreign  mechanical
patents related to several of the products manufactured and sold by  Kasco,
as  well  as  a  number of design patents and registered  trademarks.   The
Corporation does not believe, however, that the loss of any or all of those
patents would have a material adverse effect on this segment.

     d.  Foreign Operations

     The  Corporation has foreign operations located in Canada, the  United
Kingdom,  France, and Germany.  Information on the Corporation's operations
by geographical area for the last three fiscal years is set forth in Note 8
to  the  Consolidated  Financial Statements on page 27  of  Bairnco's  1997
Annual Report to Stockholders which is incorporated herein by reference.
     
     In  addition, export sales from the Corporation's US based  operations
for  the  years  ended December 31, 1997, 1996 and 1995  were  $28,770,000,
$28,692,000 and $27,115,000, respectively.  Export sales to any  particular
country or geographic area did not exceed 10% of consolidated sales  during
any of these years.



     
Item 2.  PROPERTIES

     The  following chart lists for the Corporation as a whole, and by each
of  its  segments, the principal locations of the Corporation's  facilities
and  indicates whether the property is owned or leased and if  leased,  the
lease expiration date.


                                                        LEASED OR OWNED
        LOCATION                    SQUARE FEET        (LEASE EXPIRATION)

CORPORATION TOTAL                      694,700


Headquarters
    
  Maitland, FL                           7,700         Leased (Expires 2000)


Engineered Materials and Components (Arlon)
    
  Bear, DE                             135,000         Owned
  East Providence, RI                   68,000         Owned
  Rancho Cucamonga, CA                  80,000         Owned
  Santa Ana, CA                        124,000         Leased (Expires 2003)
                                    
                                    
Replacement Products and Services (Kasco)
    
  City of Industry, CA                  15,000         Leased (Expires 1998)
  Gwent, Wales, UK                      25,000         Owned
  Pansdorf, Germany                     22,000         Owned
  Paris, France                         20,000         Leased (Expires 2000)
  St. Louis, MO                         78,000         Owned
  St. Louis, MO                         42,000         Leased (Expires 2000)
  Toronto, Ontario, Canada              33,000         Owned
  Field Warehouses
           (Approximately 70 locations
           in North America)            45,000         Leased
     
     
     Item 3.  LEGAL PROCEEDINGS

     Bairnco  has been named as a defendant in a number of personal  injury
and  wrongful  death  cases  in  which  it  is  alleged  that  Bairnco   is
derivatively  liable  for the asbestos-related claims  against  its  former
subsidiary, Keene Corporation ("Keene").  On December 6, 1993, Keene  filed
for  protection under Chapter 11 of the Bankruptcy Code.  On June 8,  1995,
the  Keene  Creditors' Committee commenced an adversary proceeding  in  the
Bankruptcy  Court  against  Bairnco, certain  of  its  present  and  former
officers and directors, and others alleging that the transfer of assets for
value  by  Keene  to other subsidiaries of Bairnco, and  the  spin-offs  of
certain  other  subsidiaries  by  Bairnco, were  fraudulent  and  otherwise
violative  of  law  (the "Transactions Lawsuit") and  seeking  compensatory
damages of $700 million, plus interest and punitive damages.  The complaint
in  the Transactions Lawsuit includes a count under the civil RICO statute,
18 U.S.C. Section 1964, pursuant to which compensatory damages are trebled.

     Bairnco  is party to a separate action brought by Keene in the  United
States  Bankruptcy  Court for the Southern District of New  York  in  which
Keene  seeks  the  exclusive  benefit of tax refunds  attributable  to  the
carryback  by  Keene  of  certain  net operating  losses  ("NOL  Refunds"),
notwithstanding certain provisions of tax sharing agreements between  Keene
and  Bairnco  (the  "NOL Lawsuit").  (After filing the NOL  Lawsuit,  Keene
ceded  control  of  the  action  to  the  Creditors'  Committee.)   Pending
resolution  of  the NOL Lawsuit, any refunds actually received  are  to  be
placed  in escrow.  Through December 31, 1997, approximately $28.5  million
of  NOL  Refunds had been received and placed in escrow.  There can  be  no
assurance whatsoever that resolution of the NOL Lawsuit will result in  the
release of any portion of the NOL Refunds to Bairnco.

     Keene's  plan  of reorganization was approved and became effective  on
July  31, 1996.  The plan, as approved, creates a Creditors Trust that  has
succeeded to all of Keene's asbestos liabilities, and also has succeeded to
the  right to prosecute both the Transactions Lawsuit and the NOL  Lawsuit.
The  plan  also  includes  a  permanent injunction  under  which  only  the
Creditors  Trust, and no other entity, can sue Bairnco in  connection  with
the claims asserted in these lawsuits.

     By  order  entered  April  10,  1997,  the  Transactions  Lawsuit  was
transferred  from the Bankruptcy Court to the United States District  Court
for  the  Southern  District of New York, where it will be  litigated.   On
September  15, 1997, Bairnco and other defendants filed motions to  dismiss
the  complaint for failure to state a claim as well as motions for  summary
judgment  on  the grounds that the complaint is time-barred.   Briefing  on
these  motions  is complete.  Subsequent to year-end, the court  issued  an
opinion  granting the motions to dismiss four of the twenty-one  defendants
in the Transactions Lawsuit.  The court reserved decision on the motions of
the  other defendants. There can be no assurance that the remaining motions
will result in dismissal of the Transactions Lawsuit or any part thereof.

     On  January  6,  1998, the Creditors Trust filed a  motion,  to  which
Bairnco  consented, to have the NOL Lawsuit transferred from the Bankruptcy
Court to the District Court.  That motion is pending.

     Management  believes  that  Bairnco has meritorious  defenses  to  all
claims  or  liability purportedly derived from Keene and  that  it  is  not
liable, as an alter ego, successor, fraudulent transferee or otherwise, for
the  asbestos-related  claims  against  Keene  or  with  respect  to  Keene
products.

     Bairnco Corporation and its subsidiaries are defendants in a number of
other actions. Management of Bairnco believes that the disposition of these
other actions, as well as the actions and proceedings described above, will
not  have  a  material  adverse  effect  on  the  consolidated  results  of
operations  or  the  financial  position of  Bairnco  Corporation  and  its
subsidiaries as of December 31, 1997.

     
         
     
     Item 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
     
     No  matter was submitted to a vote of security holders during the
fourth quarter of 1997.
         
     EXECUTIVE OFFICERS OF THE REGISTRANT
     
         The  information required with respect to executive  officers
     of the Corporation is as follows:
     
     Name and Age of                        Data Pertaining to
     Executive Officers                     Executive Officers
     
     Luke E. Fichthorn III (56)                  Mr.   Fichthorn   has
                                     served  as  Chairman  of  Bairnco
                                     since   May  23,  1990,  and   on
                                     December  18, 1991, became  Chief
                                     Executive  Officer  of   Bairnco.
                                     For  over twenty-five years,  Mr.
                                     Fichthorn  has  been  a   private
                                     investment banker and partner  of
                                     Twain   Associates,   a   private
                                     investment      banking       and
                                     consulting  firm.  Mr.  Fichthorn
                                     served  as  a director  of  Keene
                                     Corporation, a former  subsidiary
                                     of   Bairnco   Corporation   from
                                     August,  1969  until  May,  1981,
                                     and  became a director of Bairnco
                                     in  January, 1981.  Mr. Fichthorn
                                     is  also  a  director of  Florida
                                     Rock  Industries,  Inc.  and  FRP
                                     Properties,  Inc.,   neither   of
                                     which    is    affiliated    with
                                     Bairnco.
     
     J. Robert Wilkinson (63)                    Mr.   Wilkinson   was
                                     elected  Vice President - Finance
                                     and   Treasurer  in  March  1990.
                                     From  September 1986 to September
                                     1989,    Mr.    Wilkinson     was
                                     Bairnco's   Vice   President    -
                                     Controller.   From  October  1989
                                     to  March  1990 he was  Executive
                                     Vice   President   of   Shielding
                                     Systems  Corporation,  a   wholly
                                     owned subsidiary of Bairnco.
     
     James W. Lambert (44)                       Mr.    Lambert    was
                                     appointed   Corporate  Controller
                                     of  Bairnco on August  11,  1997.
                                     Prior  to  joining  Bairnco,  Mr.
                                     Lambert was employed for over  15
                                     years   by   Air   Products   and
                                     Chemicals  Inc., in a variety  of
                                     financial, marketing and  product
                                     management capacities.

     
                                 PART II
     
     
     Item 5. MARKET FOR THE REGISTRANTS COMMON EQUITY AND RELATED
             STOCKHOLDER MATTERS
     
         a.  &  c.    Data regarding market prices of Bairnco's common
     stock  is  included in the "Quarterly Results of  Operations"  on
     page 16 of Bairnco's 1997 Annual Report to Stockholders which  is
     incorporated  herein  by reference.  Bairnco's  common  stock  is
     traded on the New York Stock Exchange under the symbol BZ.   Data
     on  dividends paid is included in the Consolidated Statements  of
     Income   on   page  18  of  Bairnco's  1997  Annual   Report   to
     Stockholders,  which is incorporated herein  by  reference.   The
     quarterly  cash  dividend remained constant at  $0.05  per  share
     during  1997.   The Board continues to review the dividend  on  a
     quarterly basis.
     
         b.    The  approximate number of holders of record of Bairnco
     common  stock (par value $.01 per share) as of December 31,  1997
     was 1,574.
     
     
     
     Item 6. SELECTED FINANCIAL DATA
     
         Reference  is  made  to "Financial History"  on  page  13  of
     Bairnco's   1997   Annual  Report  to  Stockholders,   which   is
     incorporated herein by reference.
     
     
     
     Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
             CONDITION AND RESULTS OF OPERATIONS
     
         Reference  is  made  to  the  "Management's  Discussion   and
     Analysis"  on pages 14 and 15 of Bairnco's 1997 Annual Report  to
     Stockholders which is incorporated herein by reference.
     
     
     
     Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
     
         Reference  is  made to the Consolidated Financial  Statements
     and  accompanying Notes included on pages 18 through 28  and  the
     "Quarterly  Results of Operations" on page 16 of  Bairnco's  1997
     Annual  Report  to Stockholders which is incorporated  herein  by
     reference.  Financial Statement Schedules are included in Part IV
     of this filing.
     
     
     
     Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
             ACCOUNTING AND FINANCIAL DISCLOSURE
     
         None.
     
                                 PART III
     
     
     Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
     
         The information required with respect to directors of Bairnco
     is included in the Proxy Statement for the 1998 Annual Meeting of
     Stockholders of Bairnco, which will be filed with the  Securities
     and Exchange Commission and is incorporated herein by reference.
         
         See  the  information  regarding executive  officers  of  the
     Corporation on page 12 of this Annual Report on Form 10-K.
     
     
     
     Item 11. EXECUTIVE COMPENSATION
     
         The  information required by Item 11 is included in the Proxy
     Statement for the 1998 Annual Meeting of Stockholders of Bairnco,
     which  will  be filed with the Securities and Exchange Commission
     and is incorporated herein by reference.
     
     
     
     Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
     
         The  information required by Item 12 is included in the Proxy
     Statement for the 1998 Annual Meeting of Stockholders of Bairnco,
     which  will  be filed with the Securities and Exchange Commission
     and is incorporated herein by reference.
     
     
     
     Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
     
         The  information required by Item 13 is included in the Proxy
     Statement for the 1998 Annual Meeting of Stockholders of Bairnco,
     which  will  be filed with the Securities and Exchange Commission
     and is incorporated herein by reference.
     
                                 PART IV
     
     Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
     
         a)  1.  Financial Statements
     
             Included in the 1997 Annual Report to Stockholders  which
             is  included as Exhibit 13 to this Annual Report on  Form
             10-K:
             
                Report of Independent Certified Public Accountants;
                Consolidated Statements of Income for the years ended
                  December 31, 1997, 1996 and 1995;
                Consolidated Balance Sheets as of December 31, 1997
                  and 1996;
                Consolidated Statements of Cash Flows for the years
                  ended December 31, 1997, 1996 and 1995;
                Consolidated Statements of Stockholders' Investment
                  for the years ended December 31, 1997, 1996 and 1995;
                Notes to Consolidated Financial Statements.
     
             2.  Financial Statement Schedules
         
             Included in Part IV of this Annual Report on Form 10-K:
     
                 Report of Independent Certified Public Accountants on
                   Financial Statement Schedules on page 19 of this
                   Annual Report on Form 10-K;
                 Financial Statement Schedules for the years ended
                   December 31, 1997, 1996 and 1995:
                 
                 Schedule II - Valuation and Qualifying Accounts
                   on page 20 of this Annual Report on Form 10-K;
                 
             All  other  schedules and notes are omitted because  they
             are   either   not  applicable,  not  required   or   the
             information   called   for   therein   appears   in   the
             Consolidated Financial Statements or Notes thereto.
     
             3.   See Index to Exhibits on pages 22 through 24 of this
                  Annual Report on Form 10-K.
     
         b)  Reports on Form 8-K - None for fiscal year 1997.
         
     
                                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.
     
                                         BAIRNCO CORPORATION
                                         (Registrant)
     
     
     
     Date:  March 23, 1998               By:   /s/ J. Robert Wilkinson
                                               J. Robert Wilkinson
                                               Vice President - Finance 
                                                 and Treasurer
                                               (Principal Financial Officer)
                                                  
     
                                SIGNATURES
     
         Pursuant  to the requirements of the Securities Exchange  Act
     of  1934,  this  Report has been executed below by the  following
     persons on behalf of the Registrant and in the capacities and  on
     the date indicated above.
     
     
         
         /s/ Luke E. Fichthorn III
         Luke E. Fichthorn III - Chairman and CEO
     
     
     
         /s/ Richard A. Shantz
         Richard A. Shantz - Director
     
     
     
         /s/ Charles T. Foley
         Charles T. Foley - Director
     
     
     
         /s/ William F. Yelverton
         William F. Yelverton - Director
         
     
     
         /s/ J. Robert Wilkinson
         J. Robert Wilkinson - Vice President-Finance
           and Treasurer
         (Principal Financial Officer)
     
     
     
         /s/ James W. Lambert
         James W. Lambert - Controller
         (Principal Accounting Officer)
     
     


            REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
     
                     ON FINANCIAL STATEMENT SCHEDULES
     
     
     
     
     TO BAIRNCO CORPORATION:
     
     
     We  have  audited in accordance with generally accepted  auditing
     standards,  the  consolidated financial  statements  included  in
     Bairnco  Corporation's Annual Report to Stockholders incorporated
     by  reference  in  this  Form 10-K, and have  issued  our  report
     thereon  dated January 22, 1998.  Our audits were  made  for  the
     purpose  of  forming an opinion on those statements  taken  as  a
     whole.  The schedule listed in Item 14(a) 2 is the responsibility
     of  the  company's management and is presented  for  purposes  of
     complying with the Securities and Exchange Commission's rules and
     is not part of the basic consolidated financial statements.  This
     schedule has been subjected to the auditing procedures applied in
     the audits of the basic consolidated financial statements and, in
     our opinion, fairly states in all material respects the financial
     data  required to be set forth therein in relation to  the  basic
     consolidated financial statements taken as a whole.
     
     
     
     
     Orlando, Florida
     January 22, 1998
                                                  Arthur Andersen LLP
                 
                                
<TABLE>
              BAIRNCO CORPORATION AND SUBSIDIARIES
         SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
      FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<CAPTION>

                    Balance                                   Balance
Year Ended          Beginning                Deductions       End
December  31,       of Year       Expenses      (a)           of Year

<S>                 <C>           <C>        <C>              <C>
1997 - Reserve
for Doubtful
Accounts            $  822,000    $365,000   $(244,000)       $943,000

1996 - Reserve
for Doubtful
Accounts            $  763,000    $300,000   $(241,000)       $822,000

1995 - Reserve
for Doubtful
Accounts            $1,097,000    $202,000   $(536,000)       $763,000

(a)  Actual  charges incurred in connection with the purpose  for
     which the reserves were established.
</TABLE>






               SECURITIES AND EXCHANGE COMMISSION

                    WASHINGTON,  D.C.  20549


                            EXHIBITS

                               TO

                           FORM 10-K

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

          For the fiscal year ended December 31, 1997

                  Commission File No.:  1-8120





                      BAIRNCO CORPORATION

     (Exact name of registrant as specified in the charter)







                           INDEX TO EXHIBITS

                                                       
            Description               Incorporated Herein By Reference To

Certificate of Incorporation, as      Exhibit 3 to Bairnco's Annual
amended through September 24, 1991.   Report on Form 10-K for fiscal
                                      year ended December 31, 1991.
                                      
By Laws, as amended through December  Exhibit 3 to Bairnco's Annual
18, 1991.                             Report on Form 10-K for fiscal
                                      year ended December 31, 1991.
                                      
Amended and Restated Credit           Exhibit 3.1 to Bairnco's Annual
Agreement, dated as of December 17,   Report on Form 10-K for fiscal
1992, among Bairnco Corporation and   year ended December 31, 1992.
certain of its subsidiaries, as
guarantors, and certain Commercial
Lending Institutions and Continental
Bank NA (now Bank of America,
Illinois), as the Agent for Lenders.

Amendment dated as of March 16, 1994  Exhibit 3 to Bairnco's Annual
to Amended and Restated Credit        Report on Form 10-K for fiscal
Agreement dated as of December 17,    year ended December 31, 1993.
1992, by and among Bairnco  
Corporation and certain of its  
subsidiaries and certain Commercial  
Lending Institutions and Continental
Bank NA (now Bank of America,
Illinois), as the Agent for Lenders.

Promissory note dated as of           Exhibit 4 to Bairnco's Annual
September 1, 1989, between Arlon,     Report on Form 10-K for fiscal
Inc. and the Delaware Economic        year ended December 31, 1989.
Development Authority.                

Indenture of Trust, series 1989,      Exhibit 4 to Bairnco's Annual
dated as of September 1, 1989,        Report on Form 10-K for fiscal
between the Delaware Economic         year ended December 31, 1989.
Development Authority and  
Manufacturers and Traders Trust
Company, securing  variable rate
demand Industrial Development
Refunding Revenue Bonds (Arlon, Inc.
Project), series 1989 of the
Delaware Economic Development
Authority.

Loan Agreement, dated as of           Exhibit 4 to Bairnco's Annual
September 1, 1989, between the        Report on Form 10-K for fiscal
Delaware Economic Development         year ended December 31, 1989.
Authority and Arlon, Inc.             

Reimbursement Agreement dated as of   Exhibit 4 to Bairnco's Annual
September 1, 1989 by and among        Report on Form 10-K for fiscal
Arlon, Inc., Bairnco Corporation and  year ended December 31, 1989.
Continental Bank NA (now Bank of
America, Illinois).


Agreement of the Company, dated       Exhibit 4(e) to Bairnco's Annual
March 30, 1987, to furnish a copy of  Report on Form 10-K for fiscal
any instrument with respect to        year ended December 31, 1986.
certain other long-term debt to the
Securities and Exchange Commission
upon its request.

Lease dated December 10, 1991         Exhibit 10 to Bairnco's Annual
between Mattei Corporation and        Report on Form 10-K for fiscal
Bairnco Corporation.                  year ended December 31, 1991.


Lease, dated May 1, 1985, between     Exhibit 10 to Bairnco's Annual
John B. Merrill, Joseph S. Weedon     Report on Form 10-K for fiscal
and Richard A. Westberg and KASCO     year ended December 31, 1986.
Corporation as successor to Atlantic
Service, Inc.

Standard Industrial Lease dated June  Exhibit 10 to Bairnco's Annual
30, 1983 between James E. and Nancy   Report on Form 10-K for fiscal
S. Welsh, trustees under Welsh        year ended December 31, 1983.
Family Trust, dated April 20, 1979
and Arlon, Inc. as successor to
Keene Corporation.

Bairnco Corporation 401(k) Savings    Exhibit 4.3 to Bairnco's
Plan and Trust.                       Registration Statement on Form
                                      S-8, No. 33-41313.
                                                       
Bairnco Corporation 1990 Stock        Exhibit 4.3 to Bairnco's
Incentive Plan.                       Registration Statement on Form
                                      S-8, No. 33-36330.
                                      
Bairnco Corporation Management        Exhibit 10 to Bairnco's Annual
Incentive Compensation Plan.          Report on Form 10-K for fiscal
                                      year ended December 31, 1981.
                                      
Employment Agreement dated January    Exhibit 10 to Bairnco's Annual
22, 1990, between Bairnco             Report on Form 10-K for fiscal
Corporation and Luke E. Fichthorn     year ended December 31, 1989.
III.                                  

Amendment dated as of April 18,       Exhibit 4 to Bairnco's
1995, to Amended and Restated Credit  Quarterly Report on Form 10-Q
Agreement dated as of December 17,    for the quarterly period ended
1992, by and among Bairnco            April 1, 1995.
Corporation and certain of its
subsidiaries and certain Commercial
Lending Institutions and Continental
Bank NA (now Bank of America,
Illinois), as the Agent for Lenders.

Amendment dated as of February 14,    Exhibit 4 to Bairnco's Annual
1997, to Amended and Restated Credit  Report on Form 10-K for fiscal
Agreement dated as of December 17,    year ended December 31, 1996.
1992, by and among Bairnco
Corporation and certain of its
subsidiaries and certain Commercial
Lending Institutions and Bank of
America, Illinois, as the Agent for
Lenders.

Promissory Note dated January 31,     Exhibit 4 filed herewith.
1998, between Bairnco Corporation
and Bank of America NT&SA

Calculation of Basic and Diluted      Exhibit 11 filed herewith.
Earnings per Share for the years  
ended December 31, 1997, 1996 and
1995.

1997 Annual Report to Stockholders.   Exhibit 13 filed herewith.
                                                       
Subsidiaries of the Registrant.       Exhibit 21 filed herewith.

Consent of Independent Certified      Exhibit 23 filed herewith.
Public Accountants.                                    

Financial Data Schedules.             Exhibit 27 filed herewith
                                      (electronic filing only).
                                      
Form 11-K Re: Bairnco Corporation     Exhibit 99 filed herewith.
401(k) Savings Plan and Trust for     
the fiscal year ended December 31,
1997.