FORM 10-Q

                   SECURITIES AND EXCHANGE COMMISSION

                        WASHINGTON, D.C.  20549


                     ____________________________


                Quarterly Report Under Section 13 or 15(d)
                 of the Securities Exchange Act of 1934


                     ____________________________


              For the Quarterly Period Ended September 27, 1997

                         Commission File No. 1-8684



                  Excel Industries, Inc.                      
     (Exact name of registrant as specified in its charter)

     Indiana                                   35-1551685        
(State or other jurisdiction        (IRS Employer Identification
of incorporation or organization)    Number)


          1120 North Main Street, Elkhart, Indiana 46514         
(Address of principal executive offices)        (Zip Code)


Registrant's telephone number, including area code: (219)264-2131

Indicate by "X" whether the registrant (a) 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 prior that the registrant was required to file such 
reports), and (2) has been subject to such filing requirements 
for the past 90 days.

Yes    X         No        

Indicate the number of shares outstanding of each of the issuer's 
classes of common stock, as of the latest practicable date.

At October 21, 1997, there were outstanding 11,159,099 common 
shares, no par value.
<PAGE>
<TABLE>
<CAPTION>
                        EXCEL INDUSTRIES, INC.

                                Index


                                                        Page No.
<S>      <C>                                            <C>
PART I   Financial Information

         Consolidated Balance Sheet -
              September 27, 1997 and December 28, 1996          1

         Consolidated Statement of Income -
              Quarter Ended September 27, 1997 and
              September 28, 1996
              Nine Months Ended September 27, 1997 and
              September 28, 1996                                2

         Consolidated Statement of Shareholders'
          Equity -
              Nine Months Ended September 27, 1997 and
              September 28, 1996                                3

         Consolidated Statement of Cash Flows -
              Nine Months Ended September 27, 1997 and
              September 28, 1996                                4

         Notes to Consolidated Financial Statements           5-9

         Management's Discussion and Analysis of
          Financial Condition and Results of Operations     10-13

PART II  Other Information                                     14

         Signatures                                            15

         Financial Data Schedule                      Exhibit  27
</TABLE>
<PAGE>
<TABLE>
                         EXCEL INDUSTRIES, INC.
                 CONSOLIDATED BALANCE SHEET (UNAUDITED)
                            (in thousands)
<CAPTION>
                                     September 27,   December 28,
                                         1997             1996
ASSETS
<S>                                    <C>              <C>
Current assets
  Cash and short-term investments      $  2,021         $  6,580
  Marketable securities                  25,615           23,981
  Accounts receivable                   142,826          127,351
  Customer tooling to be billed          27,576           17,278
  Inventories                            41,765           43,960
  Prepaid expenses                       19,401           19,800
        Total current assets            259,204          238,950

Property, plant and equipment,
   less accumulated depreciation;
   $113,664 in 1997; $90,723 in 1996    152,700          159,775
Goodwill                                 36,337           31,814
Other assets                             16,902           12,695
                                       $465,143         $443,234

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
  Accounts payable                     $ 78,994         $ 68,673
  Accrued liabilities                    52,067           46,583
  Current portion of debt                24,083            9,554
        Total current liabilities       155,144          124,810

Long-term debt                          106,926          123,452
Other long-term liabilities              40,463           44,247
Commitments and contingent liabilities     --               --
Shareholders' equity
  Preferred shares - no par value,
   authorized 1,000 shares,
   none issued                             --               --
  Common shares - no par value,
   authorized 20,000 shares;
   issued and outstanding; 10,738 in     92,528           92,187
   1997; 10,718 in 1996
  Retained earnings                      70,242           58,653
  Minimum pension liability adjustment     (160)            (160)
  Cumulative translation adjustment        --                 45
        Total shareholders' equity      162,610          150,725
                                       $465,143         $443,234

NOTE:  The balance sheet at December 28, 1996 has been derived
        from the audited financial statements at that date.
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
<TABLE>
                        EXCEL INDUSTRIES, INC.
             CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
                 (thousands, except per share amounts)
<CAPTION>

                                           Quarter Ended
                                   September 27,    September 28,
                                       1997               1996
<S>                                  <C>                <C>
Net sales                            $213,548           $227,635

Cost of goods sold                    191,889            203,703
      Gross profit                     21,659             23,932
Selling, administrative and
 engineering expenses                  18,968             17,873
      Operating income                  2,691              6,059

Interest expense                       (2,805)            (2,963)
Other income, net                         572                549
      Income before income taxes          458              3,645
Provision for taxes on income             161              1,422
      Net income                     $    297           $  2,223

Net income per share:
      Primary                        $    .03           $    .21
      Fully diluted                  $    .03           $    .21
Cash dividends per share             $   .125           $    .11
</TABLE>
<TABLE>
<CAPTION>
                                          Nine Months Ended
                                   September 27,    September 28,
                                       1997               1996
<S>                                  <C>                <C>
Net sales                            $729,238           $652,390

Cost of goods sold                    639,482            576,568
       Gross profit                    89,756             75,822
Selling, administrative and
 engineering expenses                  58,585             45,623
      Operating income                 31,171             30,199

Interest expense                       (8,476)            (6,761)
Other income, net                       1,407                979
      Income before income taxes       24,102             24,417
Provision for taxes on income           8,436              9,258
      Net income                     $ 15,666           $ 15,159

Net income per share:
      Primary                        $   1.46           $   1.42
      Fully diluted                  $   1.35           $   1.28
Cash dividends per share             $   .375           $    .33

The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
<TABLE>
                               EXCEL INDUSTRIES, INC.
    CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 27, 1997 AND SEPTEMBER 28, 
1996
                                           (in thousands)
<CAPTION>
                                             MINIMUM
                                             PENSION 
                     COMMON    RETAINED     LIABILITY
                     SHARES    EARNINGS     ADJUSTMENT 
<S>                 <C>        <C>          <C>
Balance at 
 December 28, 1996  $92,187    $ 58,653     $ (160)    
Net income                       15,666                
Dividends                        (4,077)               
Share options 
 exercised               91                             
Shares issued under
 employee stock
 purchase plan          250                              
Cumulative 
 translation
 adjustment                                             

Balance at
 September 27, 1997 $92,528    $ 70,242     $ (160)  

Balance at 
 December 30, 1995  $95,157    $ 44,412     $ (659)  
Net income                       15,159             
Warrants issued       1,500                     
Dividends                        (3,535)          
Shares issued under
 employee stock 
 purchase plan          174                      
Purchase treasury
 shares                                              
Cumulative 
 translation
 adjustment                                           

Balance at
 September 28, 1996 $96,831     $56,036     $ (659)   
<PAGE>
<CAPTION>
                                CUMULATIVE
                               TRANSLATION   TREASURY
                                ADJUSTMENT    SHARES    TOTAL
<S>                            <C>          <C>       <C>
Balance at
 December 28, 1996             $    45      $   --    $150,725
Net income                                              15,666
Dividends                                              (4,077)
Share options
 exercised                                                  91
Shares issued under
 employee stock
 purchase plan                                             250
Cumulative 
 translation
adjustment                         (45)                    (45)

Balance at
 September 27, 1997            $  --        $    --   $162,610

Balance at
 December 30, 1995             $  --        $ (4,593) $134,317
Net income                                              15,159
Warrants issued                                          1,500
Dividends                                               (3,535)
Shares issued under
 employee stock
 purchase plan                                             174
Purchase treasury
 shares                                         (160)     (160)
Cumulative
 translation
 adjustment                         66                      66
Balance at
 September 28, 1996            $    66      $ (4,753) $147,521
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
<TABLE>
                        EXCEL INDUSTRIES, INC.
            CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
                            (in thousands)
<CAPTION>
                                             Nine Months Ended
                                        September 27,  September 28,
                                              1997       1996
<S>                                         <C>        <C>
Cash flows from operating activities
   Net income                               $ 15,666   $ 15,159

Adjustments to reconcile net income
 to net cash from operating activities:
   Depreciation and amortization              26,956     19,361
   Deferred income taxes and other               536     (3,194)
   Changes in current assets and
    liabilities, excluding effect 
    of acquisitions and disposals:
    Accounts receivable and other            (11,644)     9,918
    Inventories and customer tooling          (9,071)    19,172
    Accounts payable and accrued 
     liabilities                               2,598       (651)
    Total adjustments                          9,375     44,606
 
    Net cash provided by operating
     activities                               25,041     59,765

Cash flows from investing activities
   Purchase of property, plant and
    equipment                                (25,346)   (19,625)
   Investment in marketable securities        (1,634)     8,202
   Businesses acquired                        (2,415)   (58,984)
   Proceeds from sale of assets                5,604       --   
   Net cash used for investing activities    (23,791)   (70,407)

Cash flows from financing activities
   Issuance of common shares                     343        174
   New debt                                     --      100,000
   Maturities of long-term debt               (2,075)   (71,291)
   Dividends                                  (4,077)    (3,535)
   Purchase of treasury shares                  --         (160)
   Net cash from (for) financing activities   (5,809)    25,188

Net change in cash and short-term investments (4,559)    14,546
Cash and short-term investments at 
 beginning of year                             6,580        391

Cash and short-term investments at 
 end of third quarter                       $  2,021   $ 14,937

Supplemental Schedule of Noncash Activities:
      In connection with the restructuring reserve established 
for plant closures in March, 1997, goodwill has been increased by 
$5,400, which is net of income taxes.
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
                         EXCEL INDUSTRIES, INC.
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               (UNAUDITED)

Note 1 - Basis of Presentation:

The financial statements have been prepared from the unaudited 
financial records of the Company.  In the opinion of management, 
the financial statements include all adjustments consisting only 
of normal recurring adjustments necessary for a fair presentation 
of the results of operations and financial position for the 
interim periods.

Note 2 - Inventories:
<TABLE>
      Inventories consist of the following:
       (in thousands of dollars)
<CAPTION>
                                  9/27/97           12/28/96
      <S>                        <C>                 <C>
      Raw materials              $25,545             $24,047
      Work in process and
       finished goods             17,077              20,770
      LIFO Reserve                  (857)               (857)
                                 $41,765             $43,960
</TABLE>
Note 3 - Net Income per Share:

Primary net income per share is computed using the weighted 
average number of shares outstanding during the period.  In 
computing fully diluted earnings per share, the conversion of the 
Company's 10% Convertible Subordinated Notes is also assumed 
except when the effect of the conversion is anti-dilutive.  
Shares used to compute net income per share data are as follows: 
(amounts in thousands)
<TABLE>
<CAPTION>
                      Quarter Ended           Nine Months Ended
                   9/27/97       9/28/96      9/27/97    9/28/96
<S>                <C>           <C>          <C>        <C>
Primary            10,735        10,707       10,728     10,708
Fully diluted      12,400        12,977       12,393     12,978
</TABLE>

Note 4 - Contingencies

A chemical cleaning compound, trichloroethylene (TCE), has been 
found in the soil and groundwater on the Company's property in 
Elkhart, Indiana, and in 1981 TCE was found in a well field of 
the City of Elkhart in close proximity to the Company's facility. 
The Company was named as one of nine potentially responsible 
parties (PRPs) in the contamination of this site.

      The United States Environmental Protection Agency (EPA) and 
the Indiana Department of Environmental Management (IDEM) have 
conducted a preliminary investigation and evaluation of the site 
and have undertaken remedial action in the nature of air-
stripping towers.

      In early 1992, the EPA issued a Unilateral Order under 
Section 106 of the Comprehensive Environmental Response, 
Compensation and Liability Act which required the Company and 
other PRPs to undertake remedial work.  The Company and the other 
PRPs have reached an agreement regarding the funding of 
groundwater monitoring and the operation of the air-strippers as 
required by the Unilateral Order.  The Company was required to 
install and operate a soil vapor extraction system to remove TCE 
from the Company's property.  The Company has installed and is 
operating the equipment pursuant to the Unilateral Order.  In 
addition, the EPA and IDEM have asserted a claim for 
reimbursement of their investigatory costs and the costs of 
installing and operating the air-strippers on the municipal well 
field (the EPA Costs).  On February 22, 1993, the United States 
filed a lawsuit in the United States District Court for the 
Northern District of Indiana against eight of the PRPs, including 
the Company.  On July 20, 1993, IDEM joined in the lawsuit.  The 
lawsuit seeks recovery of the costs of enforcement, prejudgment 
interest and an amount in excess of $6.8 million, which 
represents costs incurred to date by the EPA and IDEM, and a 
declaration that the eight defendant PRPs are liable for any 
future costs incurred by the EPA and IDEM in connection with the 
site.  On September 5, 1996 the United States Department of 
Justice lodged with the United States District Court for the 
Northern District of Indiana a proposed partial consent decree 
which specifies payment of Federal Past Response Costs from 
certain PRPs which for Excel amounted to approximately $3.2 
million which together with amounts due IDEM would bring Excel's 
total obligation to approximately $3.4 million.  This consent 
decree has not been accepted by the Court, and comments objecting 
to the consent decree have been lodged with the United States 
Department of Justice and the Court.

      The Company does not believe the annual cost to the Company 
of monitoring groundwater and operating the soil vapor extraction 
system and the air-strippers will be material.  Each of the PRPs, 
including the Company, is jointly and severally liable for the 
entire amount of the EPA Costs.  The Company believes that 
adequate provisions have been recorded for its costs and its 
anticipated share of the EPA Costs and that its cash on hand, 
unused lines of credit or cash from operations are sufficient to 
fund any required expenditures.

      The Company has been named a PRP for costs at seven other 
disposal sites.  The remedial investigations and feasibility 
studies have been completed, and the results of those studies 
have been provided to the appropriate agencies.  The studies 
indicated a range of viable remedial approaches, but agreement 
has not yet been reached on the final remediation approach.  
Furthermore, the PRPs for these sites have not reached an 
agreement on the allocation of costs between the PRPs.  The 
Company believes it either has no liability as a responsible 
party or that adequate provisions have been recorded for current 
estimates of the Company's liability and estimated legal costs 
associated with the settlement of these claims.  It is reasonably 
possible that the Company's recorded estimate of its obligation 
may change in the near term.

      There are claims and pending legal proceedings against the 
Company and its subsidiaries with respect to taxes, workers' 
compensation, warranties and other matters arising out of the 
ordinary conduct of the business.  The ultimate result of these 
claims and proceedings at September 27, 1997 is not determinable, 
but, in the opinion of management, adequate provision for 
anticipated costs has been made or insurance coverage exists to 
cover such costs.

Note 5 - Acquisitions and Disposals

On April 3, 1996, the Company completed the purchase of all of 
the outstanding common shares of Anderson Industries, Inc. 
(Anderson).

      The accompanying consolidated statement of income for the 
nine months ended September 27, 1997 includes the operating 
results of Anderson.  Pro forma unaudited consolidated operating 
results of the Company and Anderson for the nine months ended 
September 28, 1996, assuming the acquisition had been made as of 
the beginning of 1996, are summarized below (in thousands except 
per share amounts):
<TABLE>
<S>                                              <C>
Net sales                                        $ 750,204
Net income                                          16,831
Net income per share, primary                         1.57
Net income per share, fully diluted                   1.41
</TABLE>
      The unaudited pro forma financial information presented is 
not necessarily indicative either of the results of operations 
that would have occurred had the transactions been completed on 
the indicated dates or of future results of operations of the 
combined companies.

      In the first quarter of 1997 the Company recorded an $8.7 
million pre-tax restructuring reserve for closing manufacturing 
facilities in 1997 at Rockford, Illinois and Battle Creek, 
Michigan which had been acquired as part of the acquisition of 
Anderson.  The reserve consists of personnel related costs 
(mainly severance pay and fringe benefits) and costs related to 
the disposals of buildings and equipment.  The reserve increased 
the associated goodwill by $5.4 million (which is net of income 
taxes) and was not a charge to earnings.  Total charges to the 
reserve through September 27, 1997 were $4.8 million.  In 
addition, the Company expects that additional expenses to be 
incurred in 1997 including relocation, start-up and other related 
costs not covered by the reserve will be approximately $4.2 
million pretax or about 24 cents per share after tax.  Actual 
expenditures through September 27, 1997 were $3.6 million.

      In January, 1997, the Company completed the purchase of the 
assets of the Compliance Group located in Greendale, Wisconsin 
for approximately $2.4 million in cash.  The excess of the 
purchase price over the estimated fair value of assets acquired 
has been acccounted for as goodwill.

      In May, 1997, the Company completed the sale of the 
automotive parking brake product line for $2.9 million.  This 
product line was acquired when Excel purchased Anderson.  Sales 
in 1996 were approximately $12 million or less than 2% of total 
sales.

      In September, 1997, the Company announced the closure of 
the Italian manufacturing division of its Atwood Mobile Products 
subsidiary.  Closing expenses recorded in the third quarter were 
approximately $1.2 million.  Historically, this division has had 
annual sales of approximately $2.5 million and losses in excess 
of $1 million.  Losses through September, 1997 were approximately 
$900,000.


Note 6 - Long-term Debt

The Company notified holders of Excel's 10% convertible 
subordinated notes of its intent to prepay the notes at the end 
of October, 1997.  The Company expects this action will result in 
conversion of the notes into common shares.  Held by three 
financial institutions, the notes are due December 1, 2000 and 
are convertible into common shares of the Company at a price of 
$13.214.  Conversion of the notes will add approximately 
1,665,000 common shares to the current total of 10,738,000 common 
shares outstanding.


Note 7 - Accounting Changes

In February, 1997, the Financial Accounting Standards Board 
issued Statement of Financial Accounting Standards No. 128, 
"Earnings per Share".  This Statement, which must be adopted in 
1997, specifies the computation, presentation and disclosure 
requirements for earnings per share for entities with publicly 
held common stock or potential common stock.  The 1996 fully 
diluted earnings per share as reported amounted to $1.66.  Using 
this new standard, diluted earnings per share for 1996 was $1.62.
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF
             FINANCIAL CONDITION AND RESULTS OF OPERATIONS


General

In 1996, the Company acquired all of the outstanding common 
shares of Anderson Industries, Inc., (Anderson) located in 
Rockford, Illinois.  With this acquisition, the Company 
established lines of business to distinguish activities for the 
light vehicle segment separate from the recreational vehicle, 
mass transit and heavy truck segment (RV/MT/HT).  The light 
vehicle products segment normally experiences reduced sales 
volumes in the months of July, August and December as vacation 
periods, model changeover and start-up and holidays affect the 
number of production days.  The RV/MT/HT products segment is 
seasonal in that sales in the quarter October through December 
are normally at reduced levels.

Material Changes in Results of Operations:
Quarter Ended September 27, 1997 Compared to
Quarter Ended September 28, 1996

Sales in the third quarter of 1997 decreased 6.2% or $14.1 
million to $213.5 million from $227.6 million in 1996.  
Discontinued programs such as the Aerostar, Thunderbird and 
Cougar adversely affected sales by $5.3 million.  Also, North 
American passenger car production volumes overall declined 7%. 
However, Ford truck production increased 10.8% which helped 
offset price reductions on products under long-term pricing 
agreements. Sales for the light vehicle products segment were 
$162.8 million in the third quarter of 1997 compared to $176.7 
million in the 1996 period.  For the RV/MT/HT products segment 
sales decreased slightly to $50.7 million in 1997 from $50.9 
million in 1996.

Gross profit was $21.7 million in the current quarter or 10.2% of 
sales, down from $23.9 million or 10.5% of sales in the third 
quarter of 1996.  Margins declined $2.7 million in the quarter 
due to the start-up costs on new programs and the costs 
associated with the closure of two domestic plants.

Selling, administrative and engineering expenses totaled $19.0 
million in the third quarter of 1997, up from $17.9 million in 
the 1996 third quarter.  The increase was due to approximately 
$1.2 million in costs associated with the closure of the Italian 
operation and $800,000 in increased product development costs.

Interest expense totaled $2.8 million in the 1997 third quarter 
down from $3.0 million in the year ago third quarter.  The 
decrease was the result of reduced debt through scheduled 
payments.
Other income of $572,000, which is primarily interest income on 
marketable debt securities, was up slightly from the $549,000 in 
the 1996 third quarter.

Provision for taxes on income was at an effective rate of 35% for 
1997, down from 39% in 1996.  The reduction was due to lower 
estimated state income taxes and favorable benefits of our 
foreign sales corporation.

Material Changes in Results of Operations:
Nine Months Ended September 27, 1997 Compared to 
Nine Months Ended September 28, 1996

Sales in the first nine months of 1997 increased 11.8% or $76.8 
million to $729.2 million from $652.4 million in 1996.  The 
acquisition of Anderson was effective the first of April, 1996.  
The increase in sales in 1997 of $98.2 million due to this 
transaction was offset by reductions in passenger car sales and 
selling price reductions on products under long-term pricing 
agreements.  Sales for the light vehicle products segment were 
$565.4 million for the nine months in 1997 compared to $528.9 
million in the same period in 1996.  For the RV/MT/HT products 
segment, sales increased to $163.8 million in 1997 from $123.5 
million in 1996.

Gross profit was $89.8 million in the nine months ended September 
27, 1997 or 12.3% of sales, up from gross profit of $75.8 million 
or 11.6% of sales in the first nine months of 1996.  The increase 
in gross profit in the nine months was due to the addition of the 
Anderson locations offsetting the start-up costs on new programs 
and the costs associated with the closure of two domestic plants.

Selling, administrative and engineering expenses totaled $58.6 
million in the first nine months of 1997 up from $45.6 million in 
the 1996 period.  The increase was due to the addition of 
Anderson locations, increases in product development expenses and 
costs associated with the closure of the Italian operation.

Interest expense totaled $8.5 million in 1997 up from $6,761,000 
in the year ago first nine months due to the additional long-term 
debt outstanding including Senior Notes issued in connection with 
the Anderson acquisition.

Other income of $1.4 million consists primarily of interest 
income on marketable debt securities.  Other income of $979,000 
in 1996 included interest income of $1.4 million which was offset 
in part by the recognition of equity losses in our former 
Brazilian joint venture.

Provision for taxes on income was at an effective rate of 35% for 
1997, down from 37.9% in 1996.  The decrease was due to lower 
estimated state income taxes and favorable benefits of our 
foreign sales corporation.

Material Changes in Financial Condition:

For the nine months ended September 27, 1997 cash flow from 
operations totaled $25.0 million and proceeds from the sales of 
the parking brake product line and other assets were $5.6 million 
of which $25.3 million was used for capital expenditures, $2.4 
million for the acquisition of the assets of The Compliance Group 
and an additional $4.1 million for dividends.  Capital 
expenditures for the year are estimated to be $40 million.

The Company recorded an $8.7 million pre-tax restructuring 
reserve in the first quarter of 1997 for closing manufacturing 
facilities in 1997 at Rockford, Illinois and Battle Creek, 
Michigan which had been acquired in 1996 as part of the 
acquisition of Anderson. The reserve increased the associated 
goodwill by $5.4 million (which is net of income taxes) and was 
not a charge to earnings.  Total charges to the reserve through 
September 27, 1997 were $4.8 million.  In addition, the Company 
expects that additional expenses to be incurred in 1997 including 
relocation, start-up and other related costs not covered by the 
reserve will be approximately $4.2 million pre-tax or about 24 
cents per share after tax.  Actual expenditures through September 
27, 1997 were $3.6 million.  The Company estimates that annual 
savings from the plant closures will be approximately $7 million 
to $8 million or 40 cents to 45 cents per share.

In January, 1997, the Company completed the purchase of the 
assets of the Compliance Group located in Greendale, Wisconsin 
for approximately $2.4 million in cash.  The excess of the 
purchase price over the estimated fair value of assets acquired 
has been accounted for as goodwill.

In May, 1997, the Company completed the sale of the automotive 
parking brake product line for $2.9 million.  This product line 
was acquired when Excel purchased Anderson.  Sales in 1996 were 
approximately $12 million or less than 2% of total sales.

In September, 1997, the Company announced the closure of the 
Italian manufacturing division of its Atwood Mobile Products 
subsidiary. Closing expenses recorded in the third quarter were 
approximately $1.2 million.  Historically, this division has had 
annual sales of approximately $2.5 million and losses in excess 
of $1 million.  Losses through September, 1997 were approximately 
$900,000.

Cash and short-term marketable securities amounted to $27.6 
million at September 27, 1997, a decrease of $2.9 million from 
December 28, 1996.  At September 27, 1997, the Company had 
available unused lines of credit of approximately $60 million.  
For the next twelve months, the Company expects its current cash 
balances, operating cash flow and available credit lines to be 
sufficient to finance operating cash needs, capital expenditures 
and any environmental remediation requirements.

The Company notified holders of Excel's 10% convertible 
subordinated notes of its intent to prepay the notes at the end 
of October, 1997.  The Company expects this action will result in 
conversion of the notes into common shares.  Held by three 
financial institutions, the notes are due December 1, 2000 and 
are convertible into common shares of the Company at a price of 
$13.214.  Conversion of the notes will add approximately 
1,665,000 common shares to the current total of 10,738,000 common 
shares outstanding.

The Company has supply agreements with a majority of its 
automotive customers which require the absorption of the effects 
of inflation and require specified price reductions or 
productivity offsets to price reductions.  The Company believes 
that these types of agreements are typical in the automotive 
supply business, and the Company's ability to maintain gross 
margins at or near their present levels will be dependent on its 
ability to substantially offset the effects of such agreements 
through productivity improvements, cost reduction programs and 
implementation of value analysis/value engineering programs, 
which reduce part weight and system costs to the customer.

Forward-Looking Statements

This report contains certain forward-looking statements which 
involve certain risks and uncertainties.  Such statements are 
subject to certain risks and uncertainties which could cause 
actual results to differ materially from those anticipated.  
Potential risks and uncertainties include economic factors, 
concentration of a substantial percentage of sales in a few major 
OEM customers, and other business factors.  Readers are cautioned 
not to place undue reliance on those forward-looking statements 
which speak only as of the date of this report.
<PAGE>
                     PART II.  OTHER INFORMATION

All items in Part II are either not applicable or answerable in 
the negative.
<PAGE>
                            SIGNATURES


Pursuant to the requirement of the Securities Exchange Act of 
1934, the registrant has duly caused this report to be signed on 
its behalf by the undersigned hereunto duly authorized.
<TABLE>
<CAPTION>
                                     EXCEL INDUSTRIES, INC.
                                         (Registrant)
<S>    <C>                               <C>
Date:  November 7, 1997                  s/ James O. Futterknecht
                                          James O. Futterknecht
                                          Chairman, President and
                                          Chief Executive Officer



Date:  November 7, 1997                  s/ Joseph A. Robinson   
                                          Joseph A. Robinson
                                          Senior Vice President,
                                          Secretary and 
                                          Chief Financial Officer 



Date:  November 7, 1997                  s/ Ike K Eikelberner    
                                          Ike K. Eikelberner
                                          Vice President,
                                          Corporate Controller
                                          and Chief Accounting
                                          Officer
</TABLE>
<PAGE>

                            SIGNATURES


Pursuant to the requirement of the Securities Exchange Act of 
1934, the registrant has duly caused this report to be signed on 
its behalf by the undersigned hereunto duly authorized.
<TABLE>
<CAPTION>
                                     EXCEL INDUSTRIES, INC.
                                          (Registrant)


<S>    <C>                                <C>
Date:  November 7, 1997                   _____________________
                                          James O. Futterknecht
                                          Chairman, President and
                                          Chief Executive Officer



Date:  November 7, 1997                   _____________________
                                          Joseph A. Robinson
                                          Senior Vice President,
                                          Secretary and 
                                          Chief Financial Officer



Date:  November 7, 1997                   _____________________
                                          Ike K. Eikelberner
                                          Vice President,
                                          Corporate Controller
                                          and Chief Accounting
                                          Officer
</TABLE>