<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 10-Q

(XX)  Quarterly report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934

For the Quarterly Period ended November 30, 1997
 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        1-8831       

(Exact name of registrant as specified in its charter)
                       FEDDERS CORPORATION
<TABLE>
<S>                           <C>
Delaware                     22-2572390              
(State of incorporation)  (I.R.S. Employer Identification No.)
</TABLE>

<TABLE>
<S>
P. O. Box 813                                            <C>
505 Martinsville Road, Liberty Corner, NJ        07938-0813            
(Address of principal executive offices)        (Zip Code)
</TABLE>

Registrant's telephone number, including area code:  908/604-8686


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     


As of December 31, 1997, the registrant has outstanding 18,839,698 shares of 
Common Stock, 21,082,706 shares of Class A Stock (which is immediately
convertible into Common Stock on a share-for-share basis upon conversion of
all of the Class B Stock) and 2,266,706 shares of Class B Stock (which is
immediately convertible into Common Stock on a share-for-share basis).

<PAGE>
FEDDERS CORPORATION

INDEX

<TABLE>
<CAPTION>
                                                            Page
                                                            Number
<S>                                                         <C>
PART I FINANCIAL INFORMATION

Item 1.  Financial Statements

Consolidated Statements of Operations                         3
Consolidated Balance Sheets                                 4-5
Consolidated Statements of Cash Flows                         6
Notes to Consolidated Financial Statements                  7-14

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations      15-16


Part II  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K                   17

SIGNATURE                                                   18

</TABLE>























<Page 3>
PART I FINANCIAL INFORMATION
FEDDERS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
                                      Three months ended
                                 November 30,      November 30,            
                                 1997              1996           
<S>                              <C>               <C>         

Net sales                        $ 25,491          $ 33,087   
Costs and expenses:                    
 Cost of sales                     20,758            25,908   
 Selling, general and 
  administrative expenses           9,035             9,358   
                                
                                   29,793            35,266   
                                
Operating loss                     (4,302)           (2,179)  
Minority interest in
 joint venture                         95               508   
Net interest income (expense)      (1,836)                3   
                              
 Loss before income taxes          (6,043)           (1,668)     
              
Federal, state and foreign 
 income tax benefit                 2,112               422
                                 
Net loss                           (3,931)           (1,246)
Preferred stock dividend                  
 requirement                          -                 726    
Loss attributable to
 common stockholders             $ (3,931)         $ (1,972)    
                                    

Net loss per share               $  (0.09)         $  (0.05)     
                                                


Dividends per share declared:
 Common Stock                    $  0.020           $ 0.020      
 Class A Stock                      0.020             0.020      
 Class B Stock                      0.018             0.018 
 Preferred Stock                      -               0.095 

</TABLE>
See accompanying notes









<Page 4>
FEDDERS CORPORATION
CONSOLIDATED BALANCE SHEETS
(amounts in thousands, except share data)
(unaudited)
<TABLE>
<CAPTION>
                                    November 30,  August 31, November 30, 
                                      1997         1997         1996     
<S>                                 <C>           <C>         <C>
ASSETS:
Current assets:
 Cash                               $ 55,609      $110,393     $ 28,188 

 Accounts receivable (less 
  allowance of $1,189, $1,834 and 
  $2,630 at November 30, 1997,
  August 31, 1997 and
  November 30, 1996, respectively)    14,241         9,060        9,736 

Inventories:
Finished goods                        49,762        32,233       51,069 
Work in process                        5,147         6,631        5,047
Raw materials and supplies            29,668        24,023       39,656
                                      84,577        62,887       95,772
                                                                       
Deferred income taxes                  4,070         4,070        3,584 
Prepaid expenses                       8,201         8,917        2,988

    Total current assets             166,698       195,327      140,268 

Property, plant and equipment at cost:
  Land and improvements                3,701         3,924        3,946
  Buildings                           23,516        24,349       23,895
  Machinery and equipment             87,677        87,421       86,971
  Machinery and equipment under
   capital lease                       8,945         8,647        8,191
                                     123,839       124,341      123,003
 
  Less accumulated depreciation       60,750        60,347       59,605
                                      63,089        63,994       63,398
                                                            
Deferred income taxes                  6,374         6,374        7,364
Goodwill                              56,432        56,858       58,208
Other assets                           6,580         6,461        2,798
 
                                    $299,173      $329,014     $272,036
                                

</TABLE>
See accompanying notes








<Page 5>
FEDDERS CORPORATION
CONSOLIDATED BALANCE SHEETS
(amounts in thousands, except share data) (unaudited)
<TABLE>
<CAPTION>
                                      November 30,  August 31,  November 30,
                                         1997          1997        1996     
<S>                                   <C>           <C>          <C>
LIABILITIES & STOCKHOLDERS' EQUITY:
Current liabilities:
 Current portion of long-term debt    $  1,926       $  1,891    $  1,727
 Accounts payable                       14,984         10,591      18,220
 Income taxes payable                   10,875         10,027      10,168
 Accrued expenses                       18,391         31,082      27,204
     Total current liabilities          46,176         53,591      57,319
Long-term debt                         111,112        113,489      38,101
Other long-term liabilities             11,118         11,207      14,234
Minority interest in joint venture       4,945          5,040       5,330
Commitments and Contingencies 
Stockholders' equity:
 Preferred Stock, $1 par value,
   15,000,000 shares authorized, 
   6,809,184 and 7,517,061 issued  
   at August 31, 1997 and                              
   November 30,1996, respectively          -            6,809       7,517  
 Common Stock, $1 par value, 
   80,000,000 shares authorized, 
   18,839,698 issued at November
   30, 1997, August 31, 1997 and 
   November 30, 1996, respectively      18,840         18,990      18,990
 Class A Stock, $1 par value,
   60,000,000 shares authorized,
   28,242,238, 20,074,281 and 
   19,629,514 issued at
   November 30, 1997, August 31,
   1997 and November 30, 1996,
   respectively                         28,242         20,074      19,630
 Class B Stock, $1 par value, 
   7,500,000 shares authorized, 
   2,266,706 issued at November      
   30, 1997, August 31, 1997  
   and November 30, 1996, respectively   2,267          2,267       2,267
 Additional paid-in capital             87,684         85,702      87,806
 Retained earnings                      32,219         37,024      21,147
 Cumulative translation adjustment        (190)          (138)       (305)
                                       169,062        170,728     157,052
   Less:
   Treasury stock, at cost,                         
   7,447,130 and 4,334,800 shares
   at November 30, 1997 and 
   August 31, 1997                     (43,240)       (25,041)       -  
  
     Total stockholders' equity        125,822        145,687     157,052

                                      $299,173       $329,014    $272,036 
</TABLE>
See accompanying notes

<Page 6>
FEDDERS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands) (unaudited)
<TABLE>
<CAPTION>
                                                   Three months ended
                                                       November 30,
                                                1997        1996   
<S>                                              <C>         <C>
Cash flows from operations:
 Net loss                                         $ (3,931)   $ (1,246)     
 Adjustments to reconcile net loss
  to net cash used in operating activities:
   Depreciation and amortization                     2,288       2,432
   
   Changes in operating assets and liabilities:
    Accounts receivable                             (5,181)     (1,761)  
    Inventories                                    (21,690)    (42,326)  
    Other current assets                               716         378    
    Other assets                                      (119)       (132)   
    Accounts payable                                 4,393       1,706    
    Income taxes payable                               848      (5,223)
    Accrued expenses                               (12,701)    (10,851)  
    Other long-term liabilities                        (89)       (261)   
    Other                                              (52)       (147)
   Net cash used in operations                     (35,518)    (57,431)

Cash flows from investing activities:
 Additions to property, plant and equipment         (1,967)     (2,610)   
 Disposals of property, plant and equipment          1,032          96 
 Minority interest in Joint Venture                    (95)       (278)
Net cash used in investing activities               (1,030)     (2,792)

Cash flows from financing activities:             
 Repayments of long-term debt                       (2,354)       (578)   
 Proceeds from stock options exercised                  73         166    
 Repurchase of capital stock                       (15,081)         -
 Cash dividend                                        (874)     (1,472)
Net cash used in financing activities              (18,236)     (1,884)
 
Net decrease in cash and cash equivalents          (54,784)    (62,107)   
Cash and cash equivalents at beginning of period   110,393      90,295  
Cash and cash equivalents at end of period        $ 55,609    $ 28,188 

Supplemental disclosure:
 Interest paid                                    $    466    $   (489)
 Net income tax paid (refunded)                     (3,121)      4,951

Supplemental disclosure of non-cash investing and financing activities:
 The redemption of 6,492,778 shares of 
  Convertible Preferred Stock for 1.022 shares
  each of Class A Stock or 6,635,619 shares
  (Note D).                                       $  6,636    $     -
 Stock options exercised through exchange of
  963,198 shares of Class A Stock.                   4,322          -

 </TABLE>
See accompanying notes











<Page 7>
FEDDERS CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)


A.  Net loss per share was computed using the weighted average number of
    shares of Common, Class A and Class B Stock and other common stock
    equivalents outstanding which amounted to approximately 42,333,000 and
    42,215,000 shares in the first quarter of 1998 and 1997, respectively. 
    Additionally, at November 30, 1996 there were approximately 7.5 million
    shares of Convertible Preferred Stock ("Preferred Stock") outstanding.

B.  Pursuant to the Company's stock option plans, options to purchase
    1,257,730 and 87,000 shares of Class A Stock were exercised during the
    first three months of fiscal 1998 and 1997, respectively.


C.  In July 1997, the Company announced that it had been authorized to
    repurchase up to an additional $50 million of outstanding stock.  Under
    this plan, in the first quarter of fiscal 1998, the Company purchased
    approximately 2.3 million shares of Class A, Preferred and Common Stock 
    for approximately $13.4 million or approximately $5.83 per share. Total
    repurchases under the program amount to $17.8 million. 


D.  In September 1997, the Company redeemed its Preferred Stock for 1.022 
    shares of Class A Stock based on the average closing price of $6.113 
    of the Class A Stock.  The redemption resulted in the surrender of 
    6,492,778 shares of Preferred Stock for 6,635,619 shares of Class A 
    stock.  Fractional shares and all accounts holding 100 shares or less 
    were paid in cash at the rate of $6.25 per share which amounted to 
    $0.3 million at November 30, 1996.  At November 30, 1996 there were 
    approximately 7.5 million shares of Preferred Stock outstanding.

E.  In August 1997, Fedders North America, Inc. ("FNA"), a subsidiary of
    the Company issued $100 million principal amount of 9 3/8% senior
    subordinated notes due in 2007.  The notes are guaranteed by the Company on
    a senior subordinated basis.  The Company received a dividend payment of
    approximately $72.3 million from FNA to support a $50 million stock
    repurchase program and to redeem its 8 1/2% Convertible Subordinated
    Debentures due 2012, in the aggregate amount of approximately $22.3
    million, which was completed in August 1997.  The following condensed
    consolidating financial statements present separate information for FNA and
    the Company and its subsidiaries, other than FNA.  The non-guarantor and 
    subsidiaries of the Company are inconsequential, individually and in the
    aggregate, to the consolidated financial statements and management has
    determined that separate financial statements of the Company would not be
    meaningful.







<Page 8>
E. Continued
(Amounts in thousands) (unaudited)
<TABLE>
<CAPTION>
Condensed Consolidating Statements of Operations

                                    For the Three Months Ended
                                    November 30, 1997                       
                                   Fedders        Other     Fedders
                                   North America  Fedders   Corporation     
                                  <C>            <C>       <C>
Net Sales                        $ 17,664         $  7,827  $ 25,491
Cost of Sales                      15,265            5,493    20,758
Selling, general and
 administrative expenses (a)        6,345            2,690     9,035
Operating loss                     (3,946)            (356)   (4,302)
Minority interest in joint
 venture                              -                 95        95
Net interest income (expense) (b)  (3,229)           1,393    (1,836) 
Income (loss) before income taxes  (7,175)           1,132    (6,043)
Income taxes (benefit)             (2,511)             399    (2,112) 
Net income (loss)                  (4,664)             733    (3,931)
Preferred stock dividend                
 requirements                         -                 -         -
Net income (loss) attributable to
 common stockholders             $ (4,664)        $    733  $ (3,931) 


                                    For the Three Months Ended                 
                                       November 30, 1996                       
                                    Fedders         Other      Fedders
                                    North America   Fedders    Corporation 
                                    <C>             <C>        <C>
Net sales                           $ 26,389        $  6,698   $ 33,087
Cost of sales                         21,307           4,601     25,908
Selling, general and
 administrative expenses (a)           6,923           2,435      9,358   
Operating loss                        (1,841)           (338)    (2,179)
Minority interest in joint
 venture                                -                508        508
Net interest income (expense) (b)       (477)            480          3   
Income (loss) before income taxes     (2,318)            650     (1,668)
Income taxes (benefit)                  (584)            162       (422)  
Net income (loss)                     (1,734)            488     (1,246)
Preferred stock dividend                
 requirements                            -               726        726  
Net loss attributable to common  
 stockholders                       $ (1,734)       $   (238)  $ (1,972)  

</TABLE>
See accompanying notes

<Page 9>
E. Continued
(Amounts in thousands) (unaudited)
<TABLE>
<CAPTION>

Condensed Consolidating Balance Sheets


                                             November 30, 1997                       

                               Fedders       Other    Eliminating Fedders
                               North America Fedders  Entries     Corporation
ASSETS                          <C>            <C>         <C>           <C>
Current assets
 Cash                         $   -         $ 55,609  $            $ 55,609
 Accounts receivable, net      11,180          3,061                 14,241  
 Inventories                   70,676         13,901                 84,577
 Other current assets             926         11,345                 12,271 
Total current assets           82,782         83,916        -       166,698
Investments in subsidiaries      -           104,306     (104,306)     -
Property, plant and equipment,
 net                           51,588         11,501                 63,089
Goodwill                       49,930          6,502                 56,432
Other long-term assets          3,646          9,308                 12,954 
                             $187,946       $215,533    $(104,306) $299,173

LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:         
 Current portion of long-term
  debt                       $  1,907       $     19    $          $  1,926
 Accounts and income taxes        
  payable                      20,981          4,878                 25,859
 Accrued expenses              15,036          3,355                 18,391   
Total current liabilities      37,924          8,252         -       46,176  

Net due to (from) affiliate    23,820        (23,820)                   -
Long-term debt                106,895          4,217                111,112
Other long-term liabilities     2,832         13,231                 16,063

Stockholders' equity:
 Common Class A and
  Class B Stock                     5         49,344                 49,349
  Paid-in capital              21,292        239,616     (173,224)   87,684
 Retained earnings (deficit)   (4,664)       (32,035)      68,918    32,219
 Treasury stock                   -          (43,240)               (43,240)
 Cumulative translation        
  adjustment                     (158)           (32)                  (190)
 Total stockholders' equity    16,475        213,653     (104,306)  125,822 
                             $187,946       $215,533    $(104,306) $299,173 
        
See accompanying notes





<Page 10>
E. Continued
(Amounts in thousands) (unaudited)

</TABLE>
<TABLE>
<CAPTION>

Condensed Consolidating Balance Sheets


                                                August 31,1997

                               Fedders       Other    Eliminating Fedders
                               North America Fedders  Entries     Corporation
ASSETS                          <C>            <C>         <C>           <C>
Current assets
 Cash                        $   -          $110,393  $             $110,393
 Accounts receivable, net       5,461          3,599                   9,060  
 Inventories                   50,303         12,584                  62,887
 Other current assets             584         12,403                  12,987  
Total current assets           56,348        138,979         _       195,327
Investments in subsidiaries      -           104,306     (104,306)      -
Property, plant and equipment,
 net                           51,466         12,528                  63,994
Goodwill                       50,284          6,574                  56,858
Other long-term assets          7,794          5,041                  12,835  
                             $165,892       $267,428    $(104,306)  $329,014 

LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:         
 Current portion of long-term
  debt                       $  1,870       $     21    $           $  1,891
 Accounts and income taxes        
  payable                      20,747           (129)                 20,618
 Accrued expenses              22,752          8,330                  31,082  
Total current liabilities      45,369          8,222          -       53,591  

Net due to (from) affiliate   (10,758)        10,758                     -
Long-term debt                107,346          6,143                 113,489
Other long-term liabilities     2,780         13,467                  16,247

Stockholders' equity:
 Preferred Stock                  -            6,809                   6,809
 Common Class A and
  Class B Stock                     5         41,326                  41,331
  Paid-in capital              21,292        237,634     (173,224)    85,702
 Retained earnings (deficit)      -          (31,894)      68,918     37,024
 Treasury stock                   -          (25,041)                (25,041)
 Cumulative translation        
  adjustment                     (142)             4                    (138)
 Total stockholders' equity    21,155        228,838     (104,306)   145,687
                             $165,892       $267,428    $(104,306)  $329,014 
        
See accompanying notes






<Page 11>
E. Continued
(Amounts in thousands) (unaudited)

</TABLE>
<TABLE>
<CAPTION>

Condensed Consolidating Balance Sheets


                                               November 30, 1996

                             Fedders        Other     Eliminating Fedders
                             North America  Fedders   Entries     Corporation
ASSETS                          <C>            <C>         <C>           <C>
Current assets
 Cash                      $   -          $ 28,188    $           $ 28,188
 Accounts receivable, net     7,512          2,224                   9,736  
 Inventories                 80,842         14,930                  95,772
 Other current assets           587          5,985                   6,572  
Total current assets         88,941         51,327         -       140,268
Investments in subsidiaries    -           104,306     (104,306)      -
Property, plant and equipment,
 net                         50,998         12,400                  63,398
Goodwill                     51,418          6,790                  58,208
Other long-term assets          559          9,603                  10,162  
                           $191,916       $184,426    $(104,306)  $272,036

LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:         
 Current portion of long-term
  debt                     $  1,704       $     23    $           $  1,727
 Accounts and income taxes        
  payable                    22,060          6,328                  28,388
 Accrued expenses            22,360          4,844                  27,204
Total current liabilities    46,124         11,195           -      57,319

Net due to (from) affiliate (90,103)        90,103                     -
Long-term debt                8,885         29,216                  38,101
Other long-term liabilities   4,291         15,273                  19,564

Stockholders' equity:
 Preferred Stock               -             7,517                   7,517
 Common Class A and
  Class B Stock                   5         40,882                  40,887
  Paid-in capital           109,637         87,641     (109,472)    87,806
 Retained earnings (deficit 113,201        (97,220)       5,166     21,147
 Cumulative translation        
  adjustment                   (124)          (181)                   (305)
 Total stockholders'equity  222,719         38,639     (104,306)   157,052 
                           $191,916       $184,426    $(104,306)  $272,036 
        
See accompanying notes







<Page 12>
E. Continued
(Amounts in thousands) (unaudited)

</TABLE>
<TABLE>
<CAPTION>

Condensed Consolidating Statements of Cash Flows

 
                                                For the Three Months Ended             
                                                    November 30, 1997                     

                                      Fedders        Other       Fedders        
                                      North America  Fedders     Corporation  
                                     <C>              <C>             <C>

Net cash provided by (used in)
 operations                         $ (32,987)     $ (2,531)     $ (35,518)
Net additions (disposals) of property,
 plant, and equipment, being
 cash used in investing activities     (1,177)          147         (1,030)
Net repayments of short and long-
 term borrowings                         (414)       (1,940)        (2,354)
Cash dividends                            -            (874)          (874)
Proceeds from stock options
 exercised                                -              73             73
Repurchase of capital stock               -         (15,081)       (15,081)
Change in net due to (from)
 affiliate                             34,578       (34,578)           -
Net cash provided by (used in)
 financing activities                  34,164       (52,400)       (18,236)
Net decrease in cash and cash
 equivalents                              -         (54,784)       (54,784)
Cash and cash equivalents at
 beginning of year                        -         110,393        110,393  
Cash and cash equivalents at
 end of period                    $       -        $ 55,609       $ 55,609   

See accompanying notes

















<Page 13>
E. Continued
(Amounts in thousands) (unaudited)

</TABLE>
<TABLE>
<CAPTION>

Condensed Consolidating Statements of Cash Flows
 
                                               For the Three Months Ended    
                                                    November 30, 1996      

                                       Fedders        Other      Fedders        
                                       North America  Fedders    Corporation
                                       <C>            <C>        <C>
Net cash provided by (used in)
 operations                           $ (40,216)     $ (17,215) $ (57,431)
Net additions (disposals) of property,
 plant, and equipment, being
 cash used in investing activities       (2,564)          (228)    (2,792)
Net repayments of short and long-
 term borrowings                           (403)          (175)      (578)
Cash dividends                              -           (1,472)    (1,472)
Proceeds from stock options
 exercised                                  -              166        166
Change in net due to (from)
 affiliate                               43,183        (43,183)        -
Net cash provided by (used in)
 financing activities                    42,780        (44,664)    (1,884)
Net decrease in cash and cash
 equivalents                                -          (62,107)   (62,107)
Cash and cash equivalents at
 beginning of year                          -           90,295     90,295 
Cash and cash equivalents at
 end of period                       $      -       $   28,188  $  28,188  

Intercompany transactions

    The historical condensed consolidating financial statements presented
above include the following transactions between the Company and FNA.

a) The Company charges corporate overhead essentially on a cost basis
allocated in proportion to sales.  Such charges to FNA amounted to
approximately $2.8 million and $2.6 million for the three months ended
November 30, 1997 and 1996, respectively.

b) The Company allocates interest expense to FNA based upon the level of
FNA's working capital at the prime rate of interest.  Such interest charges
amounted to approximately $0.6 million and $0.4 million for the three
months ended November 30, 1997 and 1996, respectively.

c) FNA's depreciation and amortization for the three months ended November
30, 1997 and 1996 amounted to approximately $1.6 million and $1.9 million,
respectively.  Capital expenditures of FNA for the same periods amounted to
$1.2 million and $2.6 million, respectively.






<Page 14>
F.   On January 8, 1998, the Company announced that it will recognize
expenses to restructure its operations totaling $16.8 million in the second
fiscal quarter ending February 28, 1998.  The restructuring will not result
in factory closings.  However, it will involve shifting some additional
production from FNA factories to China. As part of the restructuring,
sales, marketing, service and administrative support functions of Fedders
North America will be relocated to the Company's factory in Effingham,
Illinois. The charges consist primarily of the write-off of certain fixed 
assets($5.8 million), amounts for termination of various equipment and 
facility leases ($5.4 million), personnel-related costs ($2.9 million) and 
facility-closing costs ($2.7 million).

G.  The financial information included herein is unaudited; however, such
information reflects all adjustments which consist solely of normal
recurring adjustments which are, in the opinion of management, necessary
for a fair statement of results for the interim periods.  The Company's
business is seasonal, and consequently, operating results for the three-month
period ending November 30, 1997 are not necessarily indicative of the
results that may be expected for the fiscal year ending August 31, 1998.





































<Page 15>
Item 2.  Management's Discussion and Analysis of Results of Operations and 
Financial Condition.

The following is management's discussion and analysis of certain
significant factors which affected the Company's financial position and
operating results during the periods included in the accompanying
consolidated financial statements.

First Quarter

Results of Operations

</TABLE>
<TABLE>
<CAPTION>                      

Operating Results As A Percent Of Net Sales                                     

                               1998         1997      
<S>                            <C>          <C>         
Gross profit                   18.6%        21.7%    
Selling, general and 
 administrative expenses       35.4%        28.3%       
Operating loss                (16.9%)       (6.6%)      
Interest income (expense)      (7.2%)         -         
Pre-tax loss                  (23.7%)       (5.0%)
</TABLE>

Net sales in the seasonally low-volume first quarter of fiscal 1998 of
$25.5 million decreased 23.0% from sales of $33.1 million in the first
quarter of 1997.  The decrease is the result of a more pronounced seasonal
pattern of domestic sales primarily because major retailers, who continue
to gain market share, want deliveries closer to the air-conditioning
season, which is in the second half of the Company's fiscal year.
  
The gross profit margin decreased in the first quarter of 1998 due to lower
absorption of fixed costs and expenses in the air conditioning and
compressor factories related to the lower sales volume.

Selling, general and administrative expenses decreased to $9.0 million in
the current year from $9.4 million in the prior year period.  These expenses
increased as a percentage of net sales from the prior year as a result of
the sales decrease.

Net interest expense increased in the first fiscal quarter due to interest
on the 9 3/8% senior subordinated notes due in 2007 offset, in part, by a
reduction in interest expense related to the redemption of the Company's 
8 1/2% convertible subordinated debentures.












<Page 16>
The net loss for the normally unprofitable off-season quarter of fiscal
1998 was $3.9 million, or 9 cents per share, compared to a net loss
attributable to common shareholders in fiscal 1997 of $2.0 million, or 5
cents per share, which included a Preferred Stock dividend requirement of
$0.7 million.  In September 1997 the Preferred Stock was called for
redemption.

Liquidity and Capital Resources

Working capital requirements of the Company are seasonal with cash balances
peaking in the fourth fiscal quarter and the greatest utilization of its
lines of credit occurring early in the calendar year.  Cash on hand
amounted to $55.6 million at November 30,1997, compared to $28.2 million a
year earlier. The increase was due to proceeds of the $100 million senior
note offering in August 1997. Cash included $2.4 million and $6.2 million
at Fedders Xinle, the Company's Chinese joint venture, at November 30, 1997


Net cash used in operations for the three-months ended November 30, 1997
amounted to $35.5 million.  During the seasonally slow first fiscal
quarter, the Company utilized cash to produce compressors and finished
goods. Inventories increased to $84.6 million at November 30, 1997 from
$62.9 million at year end, while decreasing from $95.8 million a year
earlier.  Finished goods decreased by $1.3 million from the prior year
level reflecting rebalancing of inventories by moderating production in the
Company's U.S.factories.  Work-in-process and raw materials decreased by
$9.9 million as the Company adjusted production.  Accounts receivable
increased to $14.3 million.

Net cash used in investing activities consisted primarily of capital
expenditures of $2.0 million in the first three months of fiscal 1998.

Net cash used in financing activities amounted to $18.2 million, primarily
due to stock repurchases under the previously announced stock repurchase
plan of up to $50 million and to payment of dividends.  At November 30,1997,
the Company had no short-term borrowings.

In the first quarter of fiscal 1998 and 1997, the Company declared
quarterly dividends of two cents on each share of outstanding Class A and
Common Stock and $1.8 cents on each share of outstanding Class B Stock. In
the prior year period the Company declared a quarterly dividend of $.095
cents on each share of outstanding Preferred Stock.

Management believes that the Company's cash, earnings and borrowing
capacity are adequate to meet the demands of its operations and its long-
term credit requirements.

Forward looking statements are made within the "Safe-Harbor" clause of the
Private Litigation Reform Act of 1995.









<Page 17>
PART II  OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K


None.





















































<Page 18>
SIGNATURE


         Pursuant to the requirements of the Securities Exchange Act of1934, 
the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.


                                    FEDDERS CORPORATION



                                    By/s/Thomas A. Kroll
                                       Thomas A. Kroll
                                       Corporate Controller
                                       




Date: January 14, 1998             Signing in his capacity as
                                   Corporate Controller and on behalf
                                   of the Registrant.