SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                            FORM 10-K

(Mark One)
[ 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

[   ] 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   0-6510

              MAUI LAND & PINEAPPLE COMPANY, INC.
     (Exact name of registrant as specified in its charter)

         HAWAII                         99-0107542
(State or other jurisdiction       (IRS Employer Identification
of incorporation or organization)        number)

120 KANE STREET, P. O. BOX 187, KAHULUI, MAUI, HAWAII  96733-6687
(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code (808) 877-3351

Securities registered pursuant to Section 12(g) of the Act:

                     Common Stock, without Par Value
                             (Title of Class)

     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  [  ]

     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.  [X]

     The aggregate market value, as of February 2, 1998, of the
voting stock held by nonaffiliates of the registrant:
$52,237,000.

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

          Class                 Outstanding at February 2, 1998
Common Stock, no par value              1,797,125 shares

Documents incorporated by reference:
Parts I, II and IV -- Portions of the 1997 Annual Report to
Security Holders.
Part III -- Portions of Proxy Statement dated March 27, 1998.
Exhibit Index--pages 19 - 22.

PART I
Item 1.  Business

(a)  General
     Maui Land & Pineapple Company, Inc. is a Hawaii corporation,
the successor to a business organized in 1909.  The Company
consists of a landholding and operating parent company as well as
its principal wholly owned subsidiaries, Maui Pineapple Company,
Ltd. and Kapalua Land Company, Ltd.  The "Company," as used
herein, refers to the parent and all of its subsidiaries.
     The Company also participates in joint ventures that are
accounted for by the equity method.  The most significant of
these ventures are Kaahumanu Center Associates, the owner and
operator of a regional shopping center, and Plantation Club
Associates, a developer of residential lots.
     The industry segments of the Company are as follows:
          (1)  Pineapple - includes growing pineapple,
          canning pineapple in tinplated steel containers
          fabricated by the Company, and marketing canned
          pineapple products and fresh whole and fresh cut
          pineapple.
          (2)  Resort - includes the development and sale of
          resort real estate, property management and the
          operation of recreational and retail facilities
          and utility companies at Kapalua, Maui.  It also
          includes the Company's investment in Plantation
          Club Associates and (through 1995) Kaptel
          Associates.
          (3)  Commercial & Property - includes Kaahumanu
          Center (investment in Kaahumanu Center Associates,
          effective May 1, 1995), the Napili Plaza shopping
          center, and non-resort rentals and land sales.  It
          also includes the Company's land entitlement and
          land management activities.

(b)  Financial Information About Industry Segments
     The information set forth under Note 15 to Consolidated
Financial Statements on page 18 of the Maui Land & Pineapple
Company, Inc. 1997 Annual Report is incorporated herein by
reference.

(c)  Narrative Description of Business

(1)  Pineapple
     Maui Pineapple Company, Ltd. is the operating subsidiary for
the Company's Pineapple segment.  It owns and operates fully
integrated facilities for the production of pineapple products.
     Pineapple is cultivated on two Company-operated plantations
on Maui that provided approximately 87% of the fruit processed in
1997.  The balance of fruit processed was purchased from
independent Maui growers.  Two pineapple crops are normally
harvested from each new planting.  The first, or plant crop, is
harvested approximately 18 to 23 months after planting, and the
second, or ratoon crop, is harvested 12 to 14 months later.
     Harvested pineapple is processed at the Company's cannery in
Kahului, Maui, where a full line of canned pineapple products is
produced, including solid pineapple in various grades and styles,
juice, and juice concentrates.  The cannery operates most of the
year; however, over 50% of production volume takes place during
June, July and August.  The metal containers used in canning
pineapple are produced in the Company-owned can plant on Maui.
The metal is imported from manufacturers in Japan.  A warehouse
is maintained at the cannery site for inventory purposes.
     The Company sells canned pineapple products as store-brand
pineapple with 100% HAWAIIAN U.S.A.TM stamped on the can lid.
Its products are sold principally to large grocery chains, other
food processors, wholesale grocers, and to organizations offering
a complete buyers' brand program to affiliated chains and
wholesalers serving both retail and food service outlets.  A
substantial volume of the Company's pineapple products is
marketed through food brokers.
     The Company also sells fresh whole pineapple to retail and
wholesale grocers in Hawaii and the continental United States.
In 1996 the Company began selling fresh cut pineapple to
customers in Hawaii.  In 1997 the Company began test marketing
fresh cut pineapple on the West Coast of the United States.
     In 1997 Royal Coast Tropical Fruit Company, Inc. (a wholly
owned subsidiary of Maui Pineapple Company, Ltd.) entered into a
joint venture with an Indonesian pineapple grower and canner.
The joint venture, Premium Tropicals International, LLC, will
market and sell Indonesian canned pineapple in the United States.
Sales through this joint venture began in 1998.
     In 1997, approximately 20 domestic customers accounted for
about 56% of the Company's pineapple sales.  Export sales,
primarily to Japan, Canada and Western Europe, amounted to
approximately 4.1%, 5.7% and 7.1% of total pineapple sales in
1997, 1996 and 1995, respectively.  Sales to the U.S. government
amounted to approximately 12.9%, 12.5% and 13.1% of total
pineapple sales in 1997, 1996 and 1995, respectively.  The
Company's pineapple sales office is in Concord, California.
     As a service to its customers, the Company maintains
inventories of its products in public warehouses in the
continental United States.  The balance of its products is
shipped directly from Hawaii to its customers.  The Company's
canned pineapple products are shipped from Hawaii by ocean
transportation.  They are then taken by truck or rail to
customers or to public warehouses.  Fresh whole and fresh cut
pineapple is shipped by air.
     The Company sells its products in competition with both
foreign and U.S. companies.  Its principal competitors are two
U.S. companies, Dole Food Company, Inc. and Del Monte Food Co.,
which produce substantial quantities of pineapple products, a
significant portion of which is produced in the Philippines.
Producers of pineapple products in other foreign countries,
particularly Thailand and Indonesia, are also a major source of
competition.  Foreign production has the advantage of lower labor
costs.  The Company's principal marketing advantages are the high
quality of its fresh and canned pineapple, the relative proximity
to the West Coast United States fresh fruit market and being the
only U.S. canner of pineapple.  Other canned fruits and fruit
juices are also a source of competition.  Generally, the price of
the Company's products is influenced by supply and demand of
pineapple and other fruits and juices.
     For information regarding the antidumping petition and
duties currently imposed on imports of canned pineapple fruit
from Thailand, see Part I, Item 3. (A) of this report.
     For further information regarding Pineapple operations see
Management's Discussion and Analysis of Financial Condition and
Results of Operations.

(2)  Resort
     Kapalua Resort is a master-planned golf resort community on
Maui's northwest coast.  The property encompasses 1,650 acres
bordering the ocean with three white sand beaches, and includes
two hotels, seven residential subdivisions, three championship
golf courses, two ten-court tennis facilities, a 22,000 square
foot shopping center and over ten restaurants.  Water and waste
transmission utilities are also included in the Resort.
Approximately 766 acres are available for further development
within the Kapalua Resort.
     Kapalua Land Company, Ltd. is the developing and operating
subsidiary of the Company's resort segment.  The following
additional wholly owned subsidiaries of the Company are included
in the Resort segment:  Kapalua Water Company, Ltd. and Kapalua
Waste Treatment Company, Ltd., public utilities providing water
and waste transmission services for the Kapalua resort; Kapalua
Advertising Company, Ltd., an in-house advertising agency;
Kapalua Investment Corp., an investment holding company; and
Kapalua Realty Company, Ltd. (wholly owned by Kapalua Land
Company, Ltd.) a general brokerage real estate company located
within the resort.
     The Company, through subsidiaries and joint ventures,
developed the Kapalua Resort, which opened in 1975 with The Bay
Course.  At Kapalua, the Company owns three golf courses (The
Bay, The Village and The Plantation Courses), one tennis facility
(The Tennis Garden), the shopping center (The Kapalua Shops), the
land under both hotels (The Ritz-Carlton Kapalua Hotel and
Kapalua Bay Hotel), as well as various on-site administrative and
maintenance facilities.
     The Company operates the golf and tennis facilities, the
shopping center, nine retail shops, a vacation rental program
(The Kapalua Villas), and certain services to the resort
including shuttle, security and maintenance of common areas.  The
Company is the ground lessor under long-term leases for both
hotels and also receives rental income from certain other
properties.  The Company manages the Kapalua Club, a membership
program that provides for certain rights and privileges of its
members within the Resort.
     Joint ventures have enabled Kapalua to proceed with some
development projects.  Plantation Club Associates, an
unincorporated joint venture between Kapalua Land Company, Ltd.
and Rolfing Partners, was formed in 1988 to finance and develop
The Plantation at Kapalua, comprised of an 18-hole golf course
(The Plantation Course) and two residential development projects
(Plantation Estates Phase I and II).  In 1997 the three remaining
lots in Plantation Estates Phase I were sold and the partners
concluded an agreement to liquidate the partnership effective as
of December 31, 1997.  For further information regarding
Plantation Club Associates, see Note 3 to Consolidated Financial
Statements.
     Kapalua Investment Corp. (KIC) was a general partner in
Kaptel Associates, the partnership that owned The Ritz-Carlton
Kapalua Hotel.  In October of 1995, KIC transferred its 25%
interest in Kaptel to the major general partner, NI Hawaii
Resorts, Inc.  For further information regarding Kaptel
Associates, see Note 3 to Consolidated Financial Statements.
     In 1997 the Company and ERE Yarmouth, owner of the Kapalua
Bay Hotel, formed a 50/50 joint venture, Kapalua Coconut Grove
LLC, to develop the 12-acre parcel adjacent to the hotel.
Yarmouth purchased a one-half interest in the land from the
Company prior to formation of the venture.
     The Kapalua Resort faces substantial competition from
alternative visitor destinations throughout the world.  Kapalua's
total room inventory accounts for approximately 10% of the units
available in West Maui, and approximately 6% of the total
inventory on Maui.
     Kapalua's marketing strategies continue to target upscale
visitors with a focus on golf.  Beginning in January 1999,
Kapalua will host the Mercedes Championships, the season opening
event for the PGA Tour.  This event replaces the Lincoln-Mercury
Kapalua International and is a major marketing event for Kapalua.
Advertising placements in key publications are also designed to
promote Kapalua through the travel trade, consumer, golf and real
estate media.
     For further information regarding Resort operations see
Management's Discussion and Analysis of Financial Condition and
Results of Operations.

(3)  Commercial & Property
     Kaahumanu Center is the largest retail and entertainment
center on Maui, with a gross leasable area (GLA) of approximately
573,000 square feet.  On December 31, 1997, 127 tenants occupied
96% of the available GLA.  Kaahumanu Center faces substantial
competition from other retail centers in Kahului and in other
areas of Maui. The Kahului area has approximately 1.7 million
square feet of retail space in use or under construction.  The
Center's primary competitors are the Maui Mall and the Maui
Market Place, both located within 3 miles of Kaahumanu Center.
     In June of 1993 Kaahumanu Center Associates (KCA) was formed
to finance the expansion and renovation of and to own and operate
the Kaahumanu Center.  The expansion and renovation, which was
completed in November of 1994, expanded the Center from
approximately 315,000 to 573,000 square feet of GLA.  KCA is a
partnership between the Company, as general partner, and the
Employees' Retirement System of the State of Hawaii (ERS), as a
limited partner.  Effective April 30, 1995, the Company and ERS
each have a 50% ownership interest in KCA.  Prior to that, the
ownership interests were 99% for the Company and 1% for ERS.
     Napili Plaza is a 44,000 square foot retail and commercial
office center located in West Maui.  As of December 31, 1997, 21
tenants occupied 82% of the GLA.  Napili Plaza faces competition
from several other retail locations in the Napili area, which
have approximately 276,000 total square feet of retail area.
     The Company's land entitlement and management activities are
included in the Commercial & Property segment.  Land entitlement
is the process of obtaining the required county, state and
federal approvals to proceed with the planned development and use
of a parcel of land, and satisfying all conditions and
restrictions imposed in connection with such governmental
approvals.  The Company actively works with regulatory agencies
and legislative bodies at all levels of government to obtain
necessary entitlements.
     For further information regarding Commercial & Property
operations see Management's Discussion and Analysis of Financial
Condition and Results of Operations.

(4)  Employees
     In 1997 the Company employed 2,270 employees.  Pineapple
operations employed approximately 580 full-time and 1,160
seasonal or intermittent employees, of which approximately 44%
were covered by collective bargaining agreements.  Resort
operations employed approximately 430 employees.  Approximately
14% are part-time employees and approximately 22% were covered by
collective bargaining agreements.  The Company's Commercial &
Property operations employed approximately 75 employees, and the
balance of the employees was engaged in administrative
activities.

(5)  Other Information
     The Company's Pineapple segment engages in continuous
research to develop techniques to reduce costs through crop
production and processing innovations and to develop and perfect
new products.  Improved production systems have resulted in
increased productivity by the labor force.  Research and
development expenses approximated $601,000 in 1997, $543,000 in
1996 and $410,000 in 1995.
     The Company has reviewed its compliance with Federal, State
and local provisions that regulate the discharge of materials
into the environment or otherwise relate to the protection of the
environment.  The Company does not expect any material future
financial impact as a result of compliance with these laws.  For
information concerning certain pending environmental proceedings
see Part I, Item 3. (B) and (C) of this report.

(d)  Financial Information About Foreign and Domestic Operations
and Export Sales
     Export sales only arise in the Company's Pineapple segment.
Export sales of pineapple products are primarily to Japan,
Western Europe and Canada.  For the last three years these sales
did not exceed 10% of total consolidated revenues.

Item 2.   PROPERTIES
     The Company owns approximately 28,600 acres of land on Maui.
Approximately 8,100 acres are used directly or indirectly in the
Company's operations and the remaining land is primarily in
pasture or forest reserve.  This land, most of which was acquired
from 1911 to 1932, is carried on the Company's balance sheet at
cost.  The Company believes it has clear and unencumbered
marketable title to all such property except for the following:
(1)  a mortgage on the fee and leasehold interest in the 36-acre
     Ritz-Carlton Kapalua Hotel site, which secures a loan to the
     ground lessee for up to $65 million.;
(2)  a perpetual conservation easement granted to the State of
     Hawaii on a 13-acre parcel at Kapalua;
(3)  certain easements and rights-of-way that do not materially
     affect the Company's use of its property;
(4)  a mortgage on the three golf courses at Kapalua, which
     secures the Company's $15 million revolving credit
     arrangement;
(5)  a permanent conservation easement granted to The Nature
     Conservancy of Hawaii, a non-profit corporation, covering
     approximately 8,600 acres of forest reserve land;
(6)  a $5,000,000 mortgage on the fee interest in Napili Plaza
     shopping center; and
(7)  a small percentage of the Company's land in various
     locations on which multiple claims exist and for which the
     Company has initiated quiet title actions.
     Approximately 22,400 acres of the Company's land are located
in West Maui, approximately 6,200 acres are located at its
Haliimaile plantation in Central Maui, and approximately 28 acres
are located in Kahului, Maui.
     The 22,400 acres in West Maui comprise a largely contiguous
parcel which extends from the sea to an elevation of
approximately 5,700 feet and includes nine miles of ocean
frontage with approximately 3,300 lineal feet along sandy
beaches, as well as agricultural and grazing lands, gulches and
heavily forested areas.  The Haliimaile property is situated at
elevations between 1,000 and 3,000 feet above sea level on the
slopes of Haleakala.
     Approximately 6,400 acres of Company-owned land are used
directly or indirectly in pineapple operations and approximately
1,650 acres are designated for the Kapalua Resort.  The Kahului
acreage includes offices, a can manufacturing plant and a
pineapple-processing cannery with interconnected warehouses at
the cannery site where finished product is stored.
     Approximately 3,000 acres of leased land are used in the
Company's pineapple operations.  A major operating lease covering
approximately 1,500 acres of land expires on December 31, 1999.
Eleven leases expiring at various dates through 2012 cover the
balance of the leased property.  The aggregate land rental for
all leased land was $519,000 in 1997.

Item 3.   LEGAL PROCEEDINGS
     A.  Antidumping Petition.
     In June 1994, Maui Pineapple Company, Ltd. and the
International Longshore and Warehouse Union filed an antidumping
petition with the U.S. International Trade Commission and the
U.S. Department of Commerce.  The petition alleged that Thai
producers of canned pineapple were violating U.S. and
international trade laws by selling their products in the United
States at less than fair value, and that such sales were causing
injury to the U.S. industry producing canned pineapple.
     On May 30, 1995, the U.S. Department of Commerce completed
its portion of the investigation, concluding that imports of
canned pineapple from Thailand were being sold in the United
States at less than fair value.  Thai producers investigated
included Dole Thailand, Ltd., The Thai Pineapple Public Co.,
Ltd., Siam Agro Industry Pineapple and Others Co., Ltd., and
Malee Sampran Factory Public Co., Ltd.
     On June 30, 1995, the U.S. International Trade Commission
announced its unanimous determination that the domestic industry
producing canned pineapple was materially injured by reason of
the unfair imports of canned pineapple from Thailand.  As a
result of the affirmative findings of both the U.S. Department of
Commerce and the U.S. International Trade Commission, antidumping
duties were imposed on all imports of canned pineapple fruit from
Thailand into the United States, with cash duty deposits ranging
up to 51%.
     The Thai respondents appealed the dumping calculations of
the Department of Commerce to the United States Court of
International Trade (USCIT).  Maui Pineapple filed a cross appeal
concerning one element of the Department's determination.  On
November 8, 1996, the USCIT announced its decision regarding
appeals filed by the Thai respondents.  The USCIT remanded
certain issues back to the Department of Commerce for
recalculation.  In one of the issues, the USCIT ruled that the
Department of Commerce's reliance on the Thai pineapple
companies' normal accounting records (their allocation ratio
between juice and solid pack) was inconsistent with a higher
court's previous ruling.  The Company strongly disagrees with the
USCIT's decision on this issue, which could substantially reduce
the duties being imposed if the USCIT's position is upheld.
     In 1997 the Company and the Department of Commerce appealed
the decision by the USCIT to the United States Court of Appeals
for the Federal Circuit.  A final decision by that court is not
expected until mid-1998.
     The amount of duties on the Thai imports is subject to
periodic reviews by the Department of Commerce.  The Company or
the Thai producers can initiate these reviews.  If the cost of
production changes relative to the selling price of the product
in the U.S., the duties would be adjusted.  Based on results of
the recently finalized first review, there were no significant
adjustments to the duties.  Results of the second review, which
covers the period from July 1996 to June 1997, are pending.
     
     B.  Occidental Chemical Litigation.
     The County of Maui has sued several chemical manufacturers
claiming that they are responsible for the presence of a
nematocide commonly known as "DBCP" in certain water wells that
the County of Maui maintains.  One of those chemical
manufacturers, Occidental Chemical Corporation ("OCC"), has
claimed that Maui Land & Pineapple Company, Inc. ("MLP") is
required to indemnify OCC against the County's claims under the
terms of a March 14, 1978 Agreement for Sale of DBCP between MLP
and Occidental Chemical Company.  MLP rejected OCC's tender of
this indemnification and, on November 13, 1997, filed a lawsuit
against OCC, Maui Land & Pineapple Company, Inc. v. Occidental
Chemical Corporation, Civil No. 97-0867 (Second Circuit Court,
State of Hawaii), seeking judgment declaring that MLP has no
obligation to indemnify OCC against the County's claims.  On
December 9, 1997, OCC removed MLP's lawsuit to the United States
District Court for the District of Hawaii.  On December 9, 1997
OCC filed a counterclaim against MLP in that lawsuit seeking
judgment (a) declaring that MLP is obligated to indemnify OCC
against the County's claims, and (b) awarding OCC damages for
MLP's alleged breach of that obligation.  OCC has not specified
the amount it seeks to recover from MLP on its counterclaim,
which MLP is contesting.  MLP and OCC have each filed their
answer to the other's claim, but have not commenced discovery or
other litigation activity.  No settlement negotiations have been
initiated.
     MLP tendered the defense and indemnification of OCC's claims
to its insurers, including Hawaiian Insurance & Guaranty Company,
which is being liquidated by the State of Hawaii and is now known
as HUI/Unico in Liquidation, Inc. ("HUI/Unico").  HUI/Unico
agreed to defend MLP against OCC's claims under a reservation of
the right to contest its obligation to do so.  On September 2,
1997 HUI/Unico filed a lawsuit against MLP, Reynaldo D. Graulty,
Insurance Commissioner of the State of Hawaii, in his capacity as
Liquidator of HUI/Unico in Liquidation, Inc. v. Maui Land &
Pineapple Company, Inc., Civil No. 97-3571-09 (First Circuit
Court, State of Hawaii), seeking judgment declaring that
HUI/Unico has no obligation to defend and indemnify MLP against
OCC's claims.  MLP is contesting HUI/Unico's lawsuit and, on
October 13, 1997, filed a counterclaim against HUI/Unico seeking
judgment declaring that HUI/Unico is obligated to defend and
indemnify MLP against OCC's claims and awarding MLP damages for
HUI/Unico's alleged breach of that obligation.  MLP and HUI/Unico
have commenced initial discovery.  No settlement negotiations
have been initiated.

     C.  Cannery Waste Water Citations
     In June of 1997, at a total cost of $3.2 million, the
Company completed a system for disposal of cooling and wastewater
from its cannery operation at Kahului.  The system transmits the
water from the cannery to an agricultural area in Central Maui
and recycles the water for irrigation purposes.  This new system
allowed the Company to discontinue its previous method of
disposing of this water.  The Department of Health of the State
of Hawaii (DOH) issued citations to the Company for (1) it's
previous discharge of condenser and can cooling water from the
cannery into Kahului harbor, and (2) it's previous disposal of
effluent from the cannery into an injection well.  The Company is
in negotiations with the DOH regarding the potential penalties
that may be imposed on the Company.

Item 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
          None.

PART II
Item 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
     The information set forth under the caption "Common Stock"
on page 19 of the Maui Land & Pineapple Company, Inc. 1997 Annual
Report is incorporated herein by reference.

Item 6.   SELECTED FINANCIAL DATA
     The information set forth under the caption "Selected
Financial Data" on page 20 of the Maui Land & Pineapple Company,
Inc. 1997 Annual Report is incorporated herein by reference.

Item 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
     "Management's Discussion and Analysis of Financial Condition
and Results of Operations" on pages 21 through 23 of the Maui
Land & Pineapple Company, Inc. 1997 Annual Report is incorporated
herein by reference.


Item 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
     Not applicable for 1997.

Item 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
     The "Independent Auditors' Report," "Consolidated Financial
Statements" and "Notes to Consolidated Financial Statements" on
pages 7 through 18 of the Maui Land & Pineapple Company, Inc.
1997 Annual Report are incorporated herein by reference.

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 set forth under the captions "Section 16(a)
Beneficial Ownership Reporting Compliance" and "Election of
Directors" on pages 6 through 8 of the Maui Land & Pineapple
Company, Inc. Proxy Statement, dated March 27, 1998, is
incorporated herein by reference.  Below is a list of the names
and ages of the Company's executive officers, indicating their
position with the Company and their principal occupation during
the last five years.  The current terms of the executive officers
expire in May of 1998 or at such time as their successors are
elected.

Gary L. Gifford (50)     President and Chief Executive Officer
                         since 1995; Executive Vice
                         President/Resort from 1987 to 1995.

Paul J. Meyer (50)       Executive Vice President/Finance since
                         1984.

Douglas R. Schenk (45)   Executive Vice President/Pineapple since
                         1995; Vice President/Pineapple from 1993
                         to 1995; Cannery Manager of Maui
                         Pineapple Company, Ltd. from 1989 to
                         1993.

Donald A. Young (50)     Executive Vice President/Resort since
                         1995; Executive Vice
                         President/Operations of Kapalua Land
                         Company, Ltd. from 1992 to 1995; Vice
                         President/Operations of Kapalua Land
                         Company, Ltd. from 1985 to 1992.

Scott A. Crockford (42)  Vice President/Retail Property since
                         1995; General Manager of Kaahumanu
                         Center from 1989 to 1995.

Warren A. Suzuki (45)    Vice President/Land Management since
                         October 1995; Vice
                         President/Construction & Planning of
                         Kapalua Land Company, Ltd. from May 1995
                         to October 1995; Director of Project
                         Coordination of Kapalua Land Company,
                         Ltd. from 1988 to 1995.

Item 11.  EXECUTIVE COMPENSATION
     The information set forth under the caption "Executive
Compensation" on pages 9 through 14 and under the subcaption
"Directors' Meetings and Committees" on page 8 of the Maui Land &
Pineapple Company, Inc. Proxy Statement dated March 27, 1998 is
incorporated herein by reference.

Item 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
     The information set forth under the caption "Security
Ownership of Certain Beneficial Owners and Management" on pages 4
through 6 of the Maui Land & Pineapple Company, Inc. Proxy
Statement dated March 27, 1998 is incorporated herein by
reference.

Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
     The information set forth under the caption "Compensation
Committee Interlocks and Insider Participation" on page 14 of the
Maui Land & Pineapple Company, Inc. Proxy Statement dated March
27, 1998 is incorporated herein by reference.

PART IV
Item 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
FORM 8-K
     (a)  1.   Financial Statements
     The following Financial Statements and Supplementary Data of
Maui Land & Pineapple Company, Inc. and subsidiaries and the
Independent Auditors' Report are included in Item 8 of this
report:
     Consolidated Balance Sheets, December 31, 1997 and 1996
     Consolidated Statements of Operations and Retained Earnings
     for the Years
        Ended December 31, 1997, 1996 and 1995
     Consolidated Statements of Cash Flows for the Years Ended
        December 31, 1997, 1996 and 1995
     Notes to Consolidated Financial Statements
     (a)  2.   Financial Statement Schedules
     The following Financial Statement Schedule of Maui Land &
Pineapple Company, Inc. and subsidiaries and the Independent
Auditors' Report are filed herewith:
     II.  Valuation and Qualifying Accounts.
     The Financial Statements of Kaahumanu Center Associates for
the Years Ended December 31, 1997, 1996 and 1995 are filed as
exhibits.
     (a)  3.   Exhibits
     Exhibits are listed in the "Index to Exhibits" found on
     pages 19 to 22 of this Form 10-K.
     (b)  3.   Reports on Form 8-K
     There were no reports on Form 8-K filed for the period
covered by this report.



INDEPENDENT AUDITOR'S REPORT

To the Stockholders and Directors of
Maui Land & Pineapple Company, Inc.:


We have audited the consolidated financial statements of Maui
Land & Pineapple Company, Inc. and its subsidiaries as of
December 31, 1997 and 1996 and for each of the three years in the
period ended December 31, 1997, and have issued our report
thereon dated February 6, 1998; such consolidated financial
statements and report are included in your 1997 Annual Report and
are incorporated herein by reference.  Our audits also included
the financial statement schedule of Maui Land & Pineapple
Company, Inc. listed in Item 14.  This financial statement
schedule is the responsibility of the Company's management.  Our
responsibility is to express an opinion based on our audits.  In
our opinion, the financial statement schedule, when considered in
relation to the basic financial statements taken as a whole,
presents fairly in all material respects the information set
forth therein.



/S/ DELOITTE & TOUCHE LLP

Honolulu, Hawaii
February 6, 1998

                                                                SCHEDULE II
                                                                           
<TABLE>

                    MAUI LAND & PINEAPPLE COMPANY, INC.
                              AND SUBSIDIARIES

                     VALUATION AND QUALIFYING ACCOUNTS
            FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<CAPTION>
                                      ADDITIONS
                         ADDITIONS    CHARGED
             BALANCE AT  CHARGED TO   TO OTHER                BALANCE
             BEGINNING   COSTS AND    ACCOUNTS    DEDUCTIONS  AT END
DESCRIPTION  OF PERIOD   EXPENSES     describe    describe (b)   OF PERIOD
                          (Dollars in Thousands)

Allowance for
 Doubtful Accounts

     <S>        <C>        <C>          <C>         <C>          <C>
     1997       $  698     $   47       $(a) 13     $(191)       $ 567

     1996          573        440            --      (315)         698

     1995       $  422     $  385       $(c) (101)  $(133)       $ 573

</TABLE>
(a)  Recoveries.
(b)  Write off of uncollectible accounts.
(c)  Adjustment as of 4/30/95 for the exclusion of formerly
     consolidated amounts resulting from the conversion to
     the equity method of accounting for Kaahumanu Center
     Associates. See Note 3 to Consolidated Financial
     Statements.


                           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.

     MAUI LAND & PINEAPPLE COMPANY, INC.

March 26, 1998                By  /S/ GARY L. GIFFORD
                                 Gary L. Gifford
                                 President & Chief Executive
Officer

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the
dates indicated.


By   /S/ MARY C. SANFORD                Date    March 26, 1998
     Mary C. Sanford
     Chairman of the Board

By   /S/ RICHARD H. CAMERON             Date    March 26, 1998
     Richard H. Cameron
     Vice Chairman of the Board

By   /S/ PAUL J. MEYER                  Date    March 26, 1998
     Paul J. Meyer
     Executive Vice President/Finance
     (Principal Financial Officer)

By   /S/ TED PROCTOR                    Date    March 26, 1998
     Ted Proctor
     Controller & Assistant Treasurer
     (Principal Accounting Officer)

By   /S/ PETER D. BALDWIN               Date    March 26, 1998
     Peter D. Baldwin
     Director

By   /S/ SAMUEL K. HIMMELRICH, SR.      Date    March 26, 1998
     Samuel K. Himmelrich, Sr.
     Director

By   /S/ RANDOLPH G. MOORE              Date    March 26, 1998
     Randolph G. Moore
     Director

By   /S/ FRED E. TROTTER III            Date    March 26, 1998
     Fred E. Trotter III
     Director
                        INDEX TO EXHIBITS

The exhibits designated by an asterisk (*) are filed herewith.
The exhibits not so designated are incorporated by reference to
the indicated filing.  All previous exhibits were filed with the
Securities and Exchange Commission in Washington D. C. under file
number 0-6510.

3.             Articles of Incorporation and By-laws
3         (i)  Articles of Incorporation (Amended as of 4/19/79).
          Exhibit 3 to Form 10-K for the year ended December 31,
          1980.
3         (ii) By Laws (Amended as of 2/26/88).  Exhibit (3ii) to
          Form 10-Q for the quarter ended September 30, 1994.

10.            Material Contracts
10.1  (i)  Amended and Restated Revolving Credit and Term
           Loan Agreement, dated as of December 4, 1996.  Exhibit
           10.1(i) to Form 10-K for the year ended December 31,
           1996.
   (ii)*   First Loan Modification Agreement, dated
           December 31, 1997.
  (iii)*   Second Loan Modification Agreement, dated
           March 17, 1998.

10.2 (i)   Limited Partnership Agreement of Kaahumanu Center
           Associates, dated June 18, 1993.  Exhibit (10)A to Form
           10-Q for the quarter ended June 30, 1993.
    (ii)   Cost Overrun Guaranty Agreement, dated June 28,
           1993.  Exhibit (10)B of Form 10-Q for the quarter ended
           June 30, 1993.
   (iii)   Environmental Indemnity Agreement, dated June
           28, 1993.  Exhibit (10)C to Form 10-Q for the quarter
           ended June 30, 1993.
    (iv)   Indemnity Agreement, dated June 28, 1993.  Exhibit
           (10)D to Form 10-Q for the quarter ended June 30, 1993.
     (v)   Direct Liability Agreement, dated June 28, 1993.
           Exhibit (10)E to Form 10-Q for the quarter ended June
           30, 1993.
    (vi)   Amendment No. 1 to Limited Partnership Agreement
           of Kaahumanu Center Associates.  Exhibit (10)B to Form
           8-K, dated as of April 30, 1995.
   (vii)   Conversion Agreement, dated April 27, 1995.
           Exhibit (10)C to Form 8-K, dated as of April 30, 1995.
  (viii)   Indemnity Agreement, dated April 27, 1995.
           Exhibit (10)D to Form 8-K, dated as of April 30, 1995.

10.3 (i)  Note Purchase Agreement between John Hancock
          Mutual Life Insurance Company and Maui Land & Pineapple
          Company, Inc., dated September 9, 1993.  Exhibit (10)A
          to Form 10-Q for the quarter ended September 30, 1993.
   (ii)   First Amendment to Note Purchase Agreement dated
          as of March 30, 1994.  Exhibit (10)A to Form 10-Q for
          the quarter ended March 31, 1994.
  (iii)   Second Amendment to Note Purchase Agreement,
          dated as of November 13, 1995.  Exhibit 10.3(iii) to
          Form 10-K for the year ended December 31, 1995.
   (iv)   Waiver To Note Purchase Agreement, dated as of
          December 31, 1996.  Exhibit 10.3(iv) to Form 10-K for
          the year ended December 31, 1996.
   (v)    Third Amendment to Note Purchase Agreement,
          (between John Hancock Mutual Life Insurance Company and
          Maui Land & Pineapple Company, Inc.) issued as of March
          31, 1997.  Exhibit (10)A to Form 10-Q for the quarter
          ended March 31, 1997.

10.4(i)   The following relate to The Ritz-Carlton Kapalua
          Hotel: Partnership Agreement; Development Agreement;
          Operating Agreement; Hotel Ground Lease; Supplemental
          Agreement; Construction Loan Agreement; Promissory
          Note; Real Property Mortgage; Leasehold Mortgage.
          Exhibit (10)A-I to Form 10-Q for the quarter ended
          September 30, 1990.
   (ii)   Dissolution Agreement, dated October 31, 1995.
          Exhibit (10)A to Form 10-Q for the quarter ended
          September 30, 1995.
  (iii)   First Mortgage, Security Agreement, Financing
          Statement and Assignment of Rentals covering the fee
          simple interest and the leasehold interest, securing a
          loan of $65,000,000, dated February 24, 1996.  Exhibit
          10.4(iii) to Form 10-K for the year ended December 31,
          1995.
  (iv)    Subordination, Nondisturbance and Attornment
          Agreement (Ground Lessor), dated February 24, 1996.
          Exhibit 10.4(iv) to Form 10-K for the year ended
          December 31, 1995.
   (v)    Hotel Ground Lease by and between Maui Land &
          Pineapple Company, Inc. (Lessor) and NI Hawaii Resort,
          Inc. (Lessee), effective January 1, 1996.  Exhibit
          10.4(v) to Form 10-K for the year ended December 31,
          1995.
  (vi)    Amendment Relating to Off-Site Loan, dated January
          9, 1996 and Effective January 1, 1995.  Exhibit
          10.4(vi) to Form 10-K for the year ended December 31,
          1995.
 (vii)    Letter Agreement, dated January 1, 1996, Re:
          Nonrecourse Open Account For Off-Site Improvements.
          Exhibit 10.4(vii) to Form 10-K for the year ended
          December 31, 1995.
(viii)    Agreement with NI Hawaii Resort, Inc. (Ground
          Lease), dated January 9, 1996.  Exhibit 10.4(viii) to
          Form 10-K for the year ended December 31, 1995.
  (ix)    Amendment and Restatement of Tennis Operating
          Agreement by and between Kapalua Land Company, Ltd.
          (Operator) and NI Hawaii Resort, Inc. (Owner), dated
          January 9, 1996.  Exhibit 10.4(ix) to Form 10-K for the
          year ended December 31, 1995.
   (x)    Assignment Agreement (Assignment of Amended and
          Restated Tennis Operating Agreement), dated January 9,
          1996.  Exhibit 10.4(x) to Form 10-K for the year ended
          December 31, 1995.
  (xi)    Golf Course Use Agreement by and between Maui Land
          & Pineapple Company, Inc. and NI Hawaii Resort, Inc.
          dated, January 9, 1996.  Exhibit 10.4(xi) to Form 10-K
          for the year ended December 31, 1995.
 (xii)    Memorandum of Understanding between Maui
          Hotels, Kapalua Investment Corp. and NI Hawaii Resort,
          Inc., effective October 31, 1995.  Exhibit 10.4(xii) to
          Form 10-K for the year ended December 31, 1995.
(xiii)    Supplemental Agreement, entered into among
          Maui Hotels, Kapalua Investment Corp. and NI Hawaii
          Resort, Inc. as of February 15, 1996.  Exhibit
          10.4(xiii) to Form 10-K for the year ended December 31,
          1995.
 (xiv)    Release of Real Property Mortgage, Security
          Agreement and Financing Statement, dated March 12,
          1996.  Exhibit 10.4(xiv) to Form 10-K for the year
          ended December 31, 1995.

10.5 (i)  Partnership Agreement of Plantation Club
          Associates, dated November 10, 1988.  Exhibit (10)A to
          Form 10-K for the year ended December 31, 1988.
    (ii)  Partnership Redemption Agreement Among Plantation
          Club Associates, Rolfing Partners and Kapalua Land
          Company, Ltd, dated September 30, 1997.  Exhibit (10)A
          to Form 10-Q for the quarter ended September 30, 1997.

10.6           Mortgage, Security Agreement and Financing
          Statement, dated November 27, 1996.  Exhibit 10.6 to
          Form 10-K for the year ended December 31, 1996.

10.7           Compensatory plans or arrangements
     (i)  Executive Deferred Compensation Plan (revised as
          of 8/16/91).  Exhibit (10)A to Form 10-Q for the
          quarter ended September 30, 1994.
    (ii)  Executive Insurance Plan (Amended).  Exhibit (10)A
          to Form 10-K for the year ended December 31, 1980.
   (iii)  Supplemental Executive Retirement Plan
          (effective as of January 1, 1988).  Exhibit (10)B to
          Form 10-K for the year ended December 31, 1988.
   (iv)*  Executive Change-In-Control Severance
          Agreement (Gary L. Gifford, President/CEO), dated as of
          March 13, 1998.
    (v)*  Executive Change-In-Control Severance Agreement
          (Paul J. Meyer, Executive Vice President/Finance),
          dated as of March 13, 1998.
   (vi)*  Executive Change-In-Control Severance
          Agreement (Donald A. Young, Executive Vice
          President/Resort), dated as of March 13, 1998.
  (vii)*  Executive Change-In-Control Severance
          Agreement (Douglas R. Schenk, Executive Vice
          President/Pineapple), dated as of March 16, 1998.
 (viii)*  Change-In-Control Severance Agreement (Warren
          A. Suzuki, Vice President/Land Management), dated as of
          March 16, 1998.
   (ix)*  Change-In-Control Severance Agreement (Scott
          A. Crockford, Vice President/Retail Property), dated as
          of March 13, 1998.
    (x)*  Executive Severance Plan, effective as of March 5,1998.

10.8      (i)  Hotel Ground Lease between Maui Land & Pineapple
          Company, Inc. and The KBH Company.  Exhibit (10)B to
          Form 10-Q for the quarter ended September 30, 1985.
          (ii) Third Amendment of Hotel Ground Lease, dated and
          effective as of September 5, 1996.  Exhibit (10)A to
          Form 10-Q for the quarter ended September 30, 1996.

10.9      (i)  Letter to Mr. Darrell D. Friedman from Mary
          Cameron Sanford dated April 29, 1996.  Exhibit (10)A to
          Form 10-Q for the quarter ended March 31, 1996.
          (ii) Letter to Mary Cameron Sanford from Darrell D.
          Friedman dated April 30, 1996.  Exhibit (10)B to Form
          10-Q for the quarter ended March 31, 1996.

10.10     (i)  Loan Agreement Between Pacific Coast Farm Credit
          Services, ACA and Maui Land & Pineapple Company, Inc.,
          dated as of April 18, 1997.  Exhibit (10)B to Form 10-Q
          for the quarter ended March 31, 1997.

11.            Statement re computation of per share earnings:
          Net Income (Loss) divided by weighted Average Common
          Shares Outstanding equals Net Income (Loss) Per Common
          Share.

13.*           Annual Report to Security Holders:  Maui Land &
          Pineapple Company, Inc. 1997 Annual Report.

21.            Subsidiaries of registrant:
               All of the following were incorporated in the
          State of Hawaii:
               Maui Pineapple Company, Ltd.
               Kapalua Land Company, Ltd.
               Kapalua Investment Corp.
               Kapalua Water Company, Ltd.
               Kapalua Waste Treatment Company, Ltd.
               Honolua Plantation Land Company, Inc.

27.*           Financial Data Schedule.  As of December 31, 1997
          and for the year then ended.

99.            Additional Exhibits.

99.1*          Financial Statements of Kaahumanu Center
          Associates for the years ended December 31, 1997, 1996
          and 1995.