UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549
                           FORM 10-Q/A
                           __________
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 1995

                                OR

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

 For the transition period from         to
                                
                  Commission file number 1-8782

                        GLEASON CORPORATION         
      (Exact name of registrant as specified in its charter)

             DELAWARE                     16-1224655
   (State or other jurisdiction of     (I.R.S. Employer
    incorporation or organization)      Identification No.)

       1000 University Avenue, Rochester, New York  14692
   (Address of principal executive offices)         (Zip Code)


Registrant's telephone number, including area code:   (716) 473-1000


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 ( ).

The number of shares outstanding of the registrant's Common
stock, par value $1 per share, at September 30, 1995 was
5,176,982 shares.

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 PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

                  None.


Item 2.  Changes in Securities

                  None.
 
Item 3.  Default Upon Senior Securities

                  None.


Item 4.  Submission of Matters to a Vote of Security Holders

                  None.


Item 5.  Other Information

                  None.


Item 6.  Exhibits and Reports on Form 8-K
         (a)   Material Contracts - The credit agreement between
               the Company and its subsidiaries and the Chase Manhattan
               Bank, N.A. and NBD Bank dated September 29, 1995 is filed
               as an exhibit to this Form 10-Q.

         (b)   Reports on Form 8-K
               Amendment No. 1 to the Current Report on Form 8-K
               dated June 30, 1995 was filed on Form 8-K/A dated July 10, 
               1995 for Item 7(c) related to the Company's acquisition
               of certain assets of Hurth Maschinen und Werkzeuge GmbH.

               Amendment No. 2 to the Current Report on Form 8-K dated
               June 30, 1995 was filed on Form 8-K/A dated August 24, 
               1995 for Items 7(a) and (b) related to the Company's
               acquisition of certain assets of Hurth Maschinen
               und Werkzeuge GmbH.

           EXHIBIT 27 - FINANCIAL DATA SCHEDULE

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              SIGNATURES



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






                                        GLEASON CORPORATION
                                        Registrant




DATE:  January 3, 1996
                                            John J. Perrotti
                                            John J. Perrotti
                                         Vice President - Finance
                                         (Chief Financial Officer)