AEROQUIP-VICKERS INC
10-Q/A, 1998-11-12
MISCELLANEOUS FABRICATED METAL PRODUCTS
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1


                                 FORM 10-Q/A

                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549



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


For the quarterly period ended September 30, 1998

Commission file number 1-924


                  Aeroquip-Vickers, Inc.
            (Exact name of registrant as specified in its charter)


             Ohio                                        34-4288310
   (State of Incorporation)                           (I.R.S. Employer
                                                     Identification No.)


                    3000 Strayer, Maumee, OH   43537-0050
                   (Address of principal executive office)


     Registrant's telephone number, including area code:  (419) 867-2200


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, and (2) has been subject to such filing
requirements for the past 90 days.    Yes   X     No


The number of Common Shares, $5 Par Value, outstanding as of October 23, 1998,
was 27,730,520.






             This document, including exhibits, contains 5 pages.

                   The Exhibit Index is located on page 4.

<PAGE>




Item 6.  Exhibits and Reports on Form 8-K


 (a)  The following exhibit is filed hereunder as part of Part I:


        Exhibit (12)    Statement re:  Computation of Ratios


                                      -2-
                                       
<PAGE>


                                  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.





                                    Aeroquip-Vickers, Inc.



                                    By  /S/ DARRYL F. ALLEN
                                        --------------------------------------
November 12, 1998                       Darryl F. Allen
                                        Chairman, President and
                                        Chief Executive Officer
                                        (Principal Executive Officer)



                                    By  /S/ DAVID M. RISLEY
                                        --------------------------------------
November 12, 1998                       David M. Risley
                                        Vice President - Finance and
                                        Chief Financial Officer
                                        (Principal Financial Officer)


                                      -3-

_______________________________
1




EXHIBIT INDEX


Exhibit No.                                                        Page No.


(12)           Statement re:  Computation of Ratios                    5


                                       
                                       
                                      -4-




EXHIBIT 12

<TABLE>
STATEMENT RE:  COMPUTATION OF RATIOS
Aeroquip-Vickers, Inc.
(Dollars in thousands)

<CAPTION>
                                   Nine Months
                                     Ended                 Year Ended December 31
                                  September 30    -----------------------------------------
                                      1998      1997      1996      1995     1994     1993
                                  ------------  ----      ----      ----     ----     ----
<S>                              <C>         <C>      <C>       <C>      <C>       <C>
RATIO OF EARNINGS TO FIXED
  CHARGES

Income before income taxes and
  cumulative effect of accounting
  change                         $136,645    $148,153  $153,421  $128,196 $101,255  $ 17,111
Dividends received, net of equity
  in earnings (loss) of
  unconsolidated affiliates           746       1,605     9,961    (3,704)   1,213         1
Fixed charges                      34,647      46,034    41,712    31,762   30,249    33,370
                                 --------    --------  --------  -------- --------  --------

Income before cumulative effect
  of accounting change for
  computation purposes           $172,038    $195,792  $205,094  $156,254 $132,717  $ 50,482
                                 ========    ========  ========  ======== ========  ========

FIXED CHARGES

Interest expense, including
  interest related to corporate-
  owned life insurance           $ 26,604    $ 37,971  $ 34,963  $ 24,477 $ 22,582  $ 25,516
Portion of rent expense
  representing interest             5,383       6,819     6,288     6,903    7,303     7,490
Amortization of debt expense
  and debt discount                 2,660       1,244       461       382      364       364
                                 --------    --------  --------  -------- --------  --------
Total fixed charges              $ 34,647    $ 46,034  $ 41,712  $ 31,762 $ 30,249  $ 33,370
                                 ========    ========  ========  ======== ========  ========

Ratio of Earnings to
  Fixed Charges                      5.0x        4.3x      4.9x      4.9x     4.4x      1.5x
                                 ========    ========  ========  ======== ========  ========

<FN>
For the purpose of computing the ratio of earnings to fixed charges,
"earnings" consist of income before income taxes and cumulative effect of
accounting change, plus fixed charges and dividends received, net of equity in
earnings (loss) of unconsolidated affiliates.  Fixed charges consist of
interest expense, the portion of rent expense representing interest and
amortization of debt discount.

</FN>
</TABLE>
                                      -5-




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