AULT INC
10-Q, 1997-10-15
ELECTRONIC COMPONENTS, NEC
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                         FORM 10-Q
                             
            SECURITIES AND EXCHANGE COMMISSION
                  WASHINGTON, D.C.  20549


     [ x ]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d)
               OF THE SECURITIES EXCHANGE ACT OF 1934
                             
      For the quarterly period ended August 31, 1997
                             
              Commission file number 0-12611
                             
                     AULT INCORPORATED

          MINNESOTA                  41-0842932
     (State or other jurisdiction of    (I.R.S. Employer
      incorporation or organization)
Identification No.)

                  7300 Boone Avenue North
             Minneapolis, Minnesota 55428-1028
         (Address of principal executive offices)
                             
      Registrant's telephone number:  (612) 493-1900


Indicate by check mark whether 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 _______

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



                                   Outstanding at
          Class of Common Stock         August 31, 1997
          No par value             4,150,933 shares
                             
                             
                             
                   Total pages - - - -18
             Exhibits Index on Page - - - -17
                             

                             





PART 1.  FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

             AULT INCORPORATED AND SUBSIDIARY
             CONSOLIDATED STATEMENTS OF INCOME
         (in Thousands, Except Amounts Per Share)
<TABLE>
<CAPTION>
                                (UNAUDITED)
                              FIRST QUARTER
                                  ENDED

                              Aug. 31, Sept. 1,
                               1997     1996
<S>                          <C>       <C>
                                                
Net Sales                       $9,423    $8,678
Cost of Goods Sold               7,214     6,546

   Gross Profits                 2,209     2,132

Operating Expenses                              
   Marketing                       887       706
   Design Engineering              403       369
   General &                      
    Administrative                 797       587

                                 2,087     1,662

Operating Income                   122       470
                                                
Non-Operating Income                            
(Expense):
  Other                             66        17
  Interest Expense                 (42)     (186)               
                                  
                                                
      Income Before Income         
         Taxes                     146       301  

Income Taxes (Note 2)               59        74

      Net Income                   $87      $227
                                                
Net Income Per Share
  (Note 3)                       $0.02     $0.10
                                                
Weighted Number of Shares                       
& Common Equivalent Shares                      
 Outstanding                 4,308,931 2,383,774
</TABLE>
See NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
               AULT INCORPORATED AND SUBSIDIARY
                CONSOLIDATED BALANCE SHEETS
                      (in Thousands)
<TABLE>
<CAPTION>
                                        (Unaudited)
                                    Aug. 31, June 1,
                                     1997     1997
<S>                                 <C>      <C>
                                     
Assets:                                             
                                                    
Current Assets
                                                    
Cash & Cash Equivalents (Note 4)     $3,273   $3,677
   Marketable Securities (Note 4)       848      849
   Trade Receivables Less Allowance                   
   for Doubtful Accounts of $55,000
    at August 31, and June 1, 1997    8,326    8,896
                                                    
Inventories:
                                                    
   Finished Goods                      2992     2750
   Work In Process                      265      256
   Raw Material                       5,167    4,256
                                                    
      Total Inventories               8,424    7,262
                                                    
Prepaid and Other Expenses 
 (Note 5)                               919      660
  Deferred Taxes (Note 2)               123      123

      Total Current Assets           21,913   21,467
                                                    
Other Assets                                        
Other Receivables, Less Allowance      
 Of $65,000 (Note 6)                    197      197
Patent Less Amortization of            
$12,102 (Note 7)                        169      178
Deferred Taxes (Note 2)                 544      558
Other                                   120      126

                                       1030     1059
Property, Equipment, and Leashold                   
Improvement, at Cost:                      
   Land                                 875      875
   Building                             796      796
   Machinery and Equipment            5,836    5,572
   Office Furniture                     549      519
   E.D.P. Equipment                    1015     1015
   Leasehold Improvements               657      657
                                                    
                                      9,728    9,434
Less Accumulated Depreciation         6,000    5,866
                                                    
   Net Property Equipment and        
    Leasehold  Improvements           3,728    3,568
                                                    
   Total Assets                     $26,671  $26,094
</TABLE>
See NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
             AULT INCORPORATED AND SUBSIDIARY
                CONSOLIDATED BALANCE SHEETS
                      (in Thousands)
<TABLE>
<CAPTION>
                                        (Unaudited)
                                       August    June
                                        31,       1,
                                        1997     1997
<S>                                    <C>     <C>

Liabilities and Stockholders' Equity:                 
Current Liabilities:                                  
   Note Payable to Bank                 $1,160    $756
                                                      
   Current Maturities of Long-Term         
    Debt (Note 8)                          172     199
                                                      
   Accounts Payable                      3,994   3,531
                                                      
   Accrued Expenses:                                  
      Compensation (Note 9)                419     503
      Other (Note 10)                      736     817
      Income Taxes Payable (Note 2)         59     430

   Total Current Liabilities             6,540   6,236
                                                      
Long-Term Debt, Less Current                          
Maturities Included Above (Note 8)         393     441
                                                      
Deferred Rent Expense (Note 11)            112     123
                                                      
Deferred Compensation (Note 12)            384     358
                                                      
Stockholders' Equity:                                 
                                                      
   Preferred Shares, No Par Value;                    
   Authorized:                                           
    1,000,000 Shares; None Issued.                    
   Common Shares, No Par Value,                       
   Authorized:                         
    10,000,000 Shares; Shares
   Outstanding: August  31,  1997;
   4,150,933, June 1, 1997; 4,075,733   18,303  18,055
   Note Receivable from Sale of Common                 
    Stock                                (204)    (204)
   Foreign Currency Translation                       
    Adjustment (Note 13)                     2      31
   Retained Earnings                     1,141   1,054
                                                      
         Total                          19,242  18,936
                                                      
                                       $26,671 $26,094
</TABLE>

See NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             


             AULT INCORPORATED AND SUBSIDIARY
           CONSOLIDATED STATEMENTS OF CASH FLOWS
                      (in Thousands)
<TABLE>
<CAPTION>
                                        (UNAUDITED)
                                     THREE MONTHS ENDED
                                   August    Sept. 1,
                                     31,       1996
                                    1997
<S>                                  <C>          <C>

Cash Flows From Operating                             
Activities:
   Net Profit                           $87       $227
   Adjustments to Reconcile Net                       
   Income to Net Cash provided by
   Operating Activities:
      Depreciation                      134        113
      Amortization                       12           
      Provision for Doubtful              
       Accounts                           0         19
      Deferred Taxes                     14         36
      Deferred Rent Expenses            (11)        (8)
      Decrease in Market Value of                
       Securities                         1          
   Changes in Assets and                              
    Liabilities:
   (Increase) Decrease In:                            
      Trade Receivables                 570        491
      Inventories                    (1,162)      (416)
      Prepaid and Other Expenses       (259)       (57)
   (Increase) Decrease In:                            
      Accounts Payable                  463     (1,424)
      Accrued Expenses                 (139)        19
      Income Tax Payable               (371)        49
      Net Cash Used in Operating                      
      Activities                       (661)      (951)
                                                      
Cash Flows From Investing                             
Activities:
   Purchase of Equipment               (294)       (59)
  (Increase) Decrease in Other           
    Assets                                3         18
                                                      
     Net Cash Used In Investing       
      Activities                       (291)       (41)
                                                      
Cash Flows From Financing                             
Activities:
   Net Borrowings on Revolving                        
       Credit Agreement                $404       $902
   Proceeds From Issuance of           
    Common Stock                        248         19 
   Principal Payments on Long-                        
    Term Borrowings, Including                            
    Capital Lease Obligations           (75)       (52)
                                                      
      Net Cash Provided By                            
      Financing Activities              577        869
      Activities
                                                   
Effect of Foreign Currency                            
Exchange Rate Changes on Cash           (29)        47
   Decrease in Cash and Cash           
    Equivalents                        (404)       (76)
    Cash and Cash Equivalents                         
        Beginning                      3677        412
        Ending                       $3,273       $336
</TABLE>





             AULT INCORPORATED AND SUBSIDIARY
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
         FOR FIRST QUARTER ENDING AUGUST 31, 1997
                             
                             
NOTE 1, Principles of Consolidation

The  accompanying consolidated financial statements include
the   accounts   of  Ault  Incorporated,  its  wholly-owned
subsidiary,  Ault  Korea Corporation, and its  wholly-owned
subsidiary,   Ault  Xianghe  Co.  Ltd.,   which   commenced
operations  in  May  1997.   All  significant  intercompany
transactions  have been eliminated.  The  foreign  currency
translation  adjustment  represents  the  translation  into
United  States dollars of the Company's investment  in  the
net assets of its foreign subsidiary in accordance with the
provisions of FASB Statement No. 52.

NOTE 2, Income Taxes

The Company's tax provision is for US income taxes only and
is  accrued  at the rates of 38% . The foreign  subsidiary,
Ault Korea Corporation incurred a loss for the quarter  and
therefore  had  no  accrued income taxes.   See  MANAGEMENT
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS
OF OPERATION.

NOTE 3, Net Income Per Share

The  Company has adopted the disclosure-only provisions  of
Statement  of  Financial  Accounting  Standards  No,   123,
Accounting  for Stock-Based Compensation.  Accordingly,  no
compensation  cost  has been recognized for  the  Company's
stock  option plan.  Had compensation cost been  determined
for the first quarter fiscal 1997 and fiscal 1998 based  on
the  fair  value  of options at the grant dates  consistent
with  the  provisions of SFAS No. 123,  the  Company's  net
income  and net income per share would have changed to  the
pro forma amounts indicated below:
<TABLE>
<CAPTION>
                                   1998     1997
<S>                                <C>     <C>                                                   
Net income, as reported            $87,000 $227,000
                                                  
Net income (loss), pro forma       (18,011) 171,183
                                                  
Net income, per share as reported     0.02     0.10
Net income (loss), per share, pro                  
 forma                               $0.00    $0.07 
</TABLE>

The  fair  value of each option grant is estimated  on  the
date  of grant using the Black-Scholes option-pricing model
with  the  following  weigh-average  assumptions  used  for
grants   included   in   fiscal  1998   and   fiscal   1997
calculations.







             AULT INCORPORATED AND SUBSIDIARY
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
         FOR FIRST QUARTER ENDING AUGUST 31, 1997
<TABLE>
<CAPTION>                             
                                      1998      1997
<S>                               <C>         <C>
                                                   
Expected dividend yield                 -         -
Expected stock price volatility       67.68%      67.68%
Risk free interest rate           5.85-6.61%  5.85-6.61%
Expected life of options               5           5

</TABLE>
NOTE 4, Cash and Cash Equivalents

For  the  purpose  of reporting cash and  cash  flows,  the
Company  considers all highly liquid instruments  purchased
with  a  maturity  of  three months  or  less  to  be  cash
equivalents.    Marketable  securities  are  comprised   of
preferred stocks of various companies.

NOTE 5, Deferred and Refundable Expenses

Prepaid and other expenses for both periods are principally
customs  duty  and value-added taxes, and certain  deferred
expenses  that  are  related to, and are  absorbed  against
revenue  during  the respective fiscal  year,  as  well  as
receivables   for   cash   advances   made    to    foreign
subcontractors of the Company.  The customs duty and  value
added  taxes  are  paid by Ault Korea  Corporation  to  the
Korean  authority  on  products that are  manufactured  for
exportation.   These  payments  are  refundable  when   the
subsidiary submits to the Korean Government the appropriate
claim and proof of exportation.

NOTE 6, Other Receivables

Other  receivables  of $197,000 for fiscal  1998  and   for
fiscal 1997, after allowance of $65,000, represents amounts
due  the Company relating to trade receivable invoices from
fiscal 1991.  The customer had terminated its contract with
the Company for reasons that were external and unrelated to
the Company and refused to compensate the Company for costs
that  were incurred.  The company brought suit against  the
customer  for cost recovery and loss of profits.   Although
recently  determined in its favor, the Company is appealing
the  amount  of $318,000 jury verdict, because it  did  not
appear to have given any weight to loss of profits that was
sought  by  the  Company.   A  hearing  on  the  appeal  is
scheduled to be held in  October 1997.

NOTE 7, Patent

Patent  cost,  net  of  amortized  amounts  represents  the
contract price of US Patent #5,303,137,1 which was acquired
from  a  source external to and independent of the Company.
The   Company  believes  that  products  using  the   power
conversion   technology   it   represents   will   generate
significant  revenues into fiscal 2002.   For  amortization
purposes,  the  patent had been assigned  a  life  of  four
years.


             AULT INCORPORATED AND SUBSIDIARY
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
         FOR FIRST QUARTER ENDING AUGUST 31, 1997
                             
                             
NOTE 8, Long-term Debt

Long-term debt, including current maturities contain the
following:
<TABLE>
<CAPTION>
                                       August         Sept, 1
                                         31,           1997
                                        1997
                                               (000)  
<S>                                    <C>           <C>
                                                
- - 8.1% term loan due in monthly                         
  installments of $7,340, including
  interest to February 2001                      
  secured by equipment                 $266           288
                                                      
- - 6.5% note payable, due in 
  quarterrly installments of
  $28,019 plus interest through
  April 2000, secured by equioment      224           224
                                                             
- - Capitalized lease obligations due in                  
  in various monthly installments
  through June 1999                      75           128
                                          
             Total                     $565          $640
</TABLE>
NOTE 9, Compensation

Compensation  consists principally of amounts  accrued  for
payment of employees' salaries, vacation and sick pay.


NOTE 10, Accrued Expenses, Other

Accrued expenses, other, are mainly undue amounts for sales
representatives  commissions, fees  to  product  certifying
agencies  and  provisions  for future  payment  of  current
warranty commitments.

NOTE 11, Deferred Rent

The  lease  on the Company's Minneapolis plant  and  office
facilities includes scheduled base rent increases over  the
term  of  the lease, which runs for ten years,   The  total
amount  of  the  base  rent payments is  being  charged  to
expenses on the straight-line method over the term  of  the
lease.   The  difference between the  payments  expense  is
recorded as deferred rent.









             AULT INCORPORATED AND SUBSIDIARY
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
         FOR FIRST QUARTER ENDING AUGUST 31, 1997


NOTE 12, Deferred Compensation

Deferred   compensation  is  a  provision  by  Ault   Korea
Corporation,  in accordance with requirement by  the  Korea
Government,  for the compensation of each current  employee
when  his/her  employment with the  subsidiary  terminates.
The  National Pension Scheme of Korea, does not require the
Company  to fund this obligation, but requires the transfer
of  certain  portions of the retirement  liability  to  the
Korean National Pension Fund.  The liabilities recorded  by
the Company are net of these transfers.

NOTE 13, Foreign Currency Translation Adjustments

The Korean Won is considered the functional currency of the
Korean  subsidiary.  Accordingly, the effect of translating
the subsidiary's statements into US dollars is recorded  as
a separate component of shareholders' equity.
ITEM 2

            MANAGEMENT DISCUSSION AND ANALYSIS
     OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS

From time to time, in reports filed with the Securities and
Exchange Commission, in press releases, and in other
communications to shareholders or the investing public, the
Company may provide forward-looking statements concerning
possible or anticipated future results of operations or
business developments which are typically preceded  by the
words "believes", "expects", "anticipates", "intends" or
similar expression.  For such forward-looking statements,
the Company claims the protection of the safe harbor for
forward looking statements contained in the Private
Securities Litigation Reform Act of 1995.  Shareholders and
the investing public  should understand that such forward-
looking statements are subject  to risks and uncertainties
which could cause results or developments to differ
significantly from those indicated in the forward-looking
statements.  Such risks and uncertainties include, but are
not limited to, the overall level of sales by OEMs in the
telecommunications, data communications, computer
peripherals and the medical markets; buying patterns of the
Company's existing and prospective customers; the impact of
new products introduced by competitors; higher than
expected expense related to sales and new marketing
initiatives; availability of adequate supplies of raw
materials and components; and other risks involving the
Company's  target markets generally

RESULTS OF OPERATIONS

Net Sales: Net sales increased 8.6% in the first quarter of
fiscal 1998 to $9,423,000 from $8,678,000 in the first
quarter of fiscal 1997.  Net sales increased only modestly
during the quarter because several major customers who,
although  are continuing to forecast increased order levels
with the Company,  delayed placing high volume orders that
the Company had expected to ship during the first quarter.
The orders were delayed by these customers because of two
principal reasons:

      Their strategy to continue promotion of and revenue
     generation from their existing product designs.
     
     Delays in establishing the infrastructure, such as
     transmission stations and wired systems that are
     required to trigger faster growth of the market for
     cable modems that is supported by the Company.

The mix of products that were shipped during the quarter
contained a high proportion of transformers because most of
the orders that were delayed  were for shipments of
switching power supplies and battery chargers. Order inputs
for the second quarter are already strengthening, and
because of  this, it is anticipated that net sales for the
second quarter will improve when compared to the first
quarter just ended and the second quarter of fiscal 1997.
It is also anticipated that the mix of products required by
these orders will have a higher content of battery chargers
and switching power supplies.

The Company believes that it is well positioned to support
the anticipated improved requirements of customers.  To
this end, six new products were introduced during the first
quarter and it is anticipated that 20 new products will be
introduced in fiscal 1998, up from 18 in fiscal 1997.
Among the products soon to be introduced is a line of 80 to
100-watt high density  switching power supplies that
utilize design technologies that provide greater
competitive features when compared to conventional
technologies.  These high output products will enable the
Company to compete in markets such as printers and high-
power portable computers that traditionally have used
internal power  devices, because external products with the
required power ratings have not been available.  A new 80-
watt family of switching power supplies that was introduced
in fiscal 1997 is receiving excellent start-up orders, and
a 45-watt switching power supply based on the Company's
high density power technology is also being well received.
Efforts for greater entry into Japanese markets through
distributorship arrangements and for sale of battery
chargers through an alliance with Moli Energy of Japan are
continuing towards the desired results.

Order Backlog: The Company's order backlog at August 31,
1997, totaled $14,906,000, compared to $14,720,000 at June
2, 1997, and $15,600,000 at September 1, 1996.  The order
backlog  represents shipment of approximately four months
of customer orders and reflects the current posture of many
OEMs to limit their contractual exposure to the best lead-
time of their suppliers.

Gross Profit: Gross profit increased only modestly to
$2,209,000 from $2,132,000 for the first quarter of fiscal
1997.  As a percentage of net sales, gross profit declined
to 23.4% from 24.6% in the first quarter of fiscal 1997
because of the high content of transformers in the mix of
products, as stated above.  Transformers traditionally have
had lower gross margins compared to the gross margins of
switching power supplies and battery chargers. Improvement
in overall gross margin is anticipated during the remaining
quarters of fiscal 1998 when orders for higher margin
products are expected to be greater.   If  the expected
improvement in net sales is achieved, gross margin would
additionally benefit from greater manufacturing
efficiencies and better utilization of fixed costs.

Operating Expenses: Operating expenses were $2,087,000  or
22.1% of net sales for the first quarter of fiscal 1998,
compared to $1,662,000 or 19.2% of net sales for the first
quarter of fiscal 1997.  The increased expenditure of
$425,000 relates principally to the implementation of
strategic initiatives which were taken during the second
half of fiscal 1997 for the purpose of strengthening the
Company's competitive sales and  marketing position and its
Asian manufacturing supervision.  It is expected that these
expenditures will be beneficial to future growths in sales
and profits.

Operating Income: Operating income for the first quarter of
fiscal 1998 decreased by 74% to $122,000 from $470,000 for
the first quarter of fiscal 1997.

Non-Operating Income: Non-operating income of  $66,000 and
$17,000 for the fiscal 1998 and fiscal 1997 quarters,
respectively, are principally interest income from short-
term investments.  Interest expense amounting to $42,000
for the first quarter of fiscal 1998 and  $186,000 in
fiscal 1997 were incurred on leasing commitments and on
short-term bank borrowings.  The expenditures for fiscal
1998 were lower because of reduced amounts of bank
borrowings, all of which were made by the South Korean
subsidiary.

Income Tax: The Company had pre-tax income of $146,000 and
$301,000 for the fiscal 1998 and fiscal 1997 quarters,
respectively.  For the fiscal 1998 quarter, income taxes of
$59,000 were accrued at a rate of 38.0% on profits of the
US operation , although the availability of  business
credits and net operating loss carryforwards are expected
to reduce actual tax payments for the year to a rate of
approximately 29.0%.  The foreign subsidiary incurred a
loss for the quarter,  and therefore had no accrued tax
liabilities. The Company accrued Alternative Minimum Income
Tax of  $25,000 on its US profits for the first quarter of
fiscal 1997 which was also after the application of tax
credits and net operating loss carryforwards.  The foreign
subsidiary incurred a loss for that quarter as well, and
therefore had no accrued tax liabilities.

Net Income: Net income decreased to $87,000 for the quarter
from $117,000 for the first quarter of fiscal 1997.  Per
share earnings were $0.02 for the first quarter of  fiscal
1998, based on weighted shares of 4,308,931; and $0.10 for
the first quarter of fiscal 1997, based on weighted shares
of 2,383,774.

LIQUIDITY AND CAPITAL RESOURCES

The following table describes the Company's working capital
resources at August 31, 1997 and  September  1, 1996:
<TABLE>
<CAPTION>
                               August 31,         Sept. 1,
                                  1997              1996
                                          (000)   
<S>                                <C>              <C>
                                           
- - Working Capital                  $15,231          $4,100
                                                          
     Cash                            3,273             412
     Marketable Securities at                             
      Market                           848              
                                     4,121             412
- - Bank credit facilities             3,500           7,500
- - Cash Flows:                                                
                                                          
     Cash used by operations           519             951
     Cash used in investing            
      activities                       433              41
     Cash flows from financing            
      activities                       577             869
</TABLE>
     

Working Capital:

The Company's principal sources of working capital on which
it relies to support normal growth in revenues and for
attainment of profit goals have been its credit facilities
and its cash flows from operations.  For strategic matters
that require greater capital resources. The Company has
sought additional equity financing to enable it to achieve
the desired objectives.  To this end , the Company
completed a public sale of its common shares during the
third quarter of fiscal 1997, from which, after
underwriters' discount and other offering expenses, it
raised $10,621,000.  The precedes were used to repay
certain bank revolving credit obligations and mortgage
debts and to establish a wholly owned facility in China to
serve as a low cost manufacturing resource.   Working
capital provided from the public offering  enabled the
Company to begin the current fiscal 1998 year with cash and
liquid investments totaling $4,526,000.  At August 31,
1997, these amounts totaled $4,121,000, down by $405,000
from the balance at June 1, 1997.

The Company's current assets at August 31, 1997, were
$15,373,000 in excess of its current liabilities,
representing a current ratio of  3.4 to 1.

Credit Facilities:

The Company maintains two credit facilities; its primary
credit facility with US Bancorp in the US and a smaller
facility with Korea Exchange Bank that supports the South
Korean subsidiary.  The US Bancorp credit facility is
comprised of the following features:

     (a)  A revolving credit facility of $2.0 million at prime
       rate of interest and secured by trade receivables.  There
       were no borrowings against it at the end of the quarter.
     (b)  An equipment term loan in an amount of $300,000 that
       is repayable at 8.1% per annum through February 2001.  All
       proceeds from this loan facility had been utilized when the
       quarter began.

The US Bancorp credit facility expired on October 1, 1997,
and was successfully re-negotiated to continue for another
year with a second term loan that bears features that are
similar to the first loan.  The Company believes that this
credit facility is adequate for the support of current
strategies and that a greater credit facility could be
successfully negotiated, if an opportunity arose that
necessitates it.

The South Korean credit facility amounts to $1.5 million
and was established for the purpose of  covering bank
overdrafts , short-term financing and export financing.
Advances outstanding at August 31, 1997, totaled
$1,160,000, and amounts available for borrowing totaled
$340,000.



Cash Flows:

Operations:  Operations used $661,000 of net cash for the
three months which came from activities that provided
$1,131,000 of cash and activities that used $1,792,000 of
cash.  The activities that provided $1,131,000 of cash
were:
      (a)  Net profit: Provided $87,000 of cash for the quarter.
           Improvement in profitability is anticipated for the
           remaining quarters from expected increase in net sales.
      (b)  Adjustments to net profit:  Provided $150,000 of
           cash; depreciation charges to capital assets, the major
           item provided $134,000.
      (c)  Trade receivables:  Reduction in trade receivables
           provided $570,000 of cash.  The reduction was supported
           mainly by business seasonality  which traditionally has
           resulted  in lower net sales and trade receivable balances
           in the first quarter, compared to the preceding fourth
           quarter. A net contribution to cash is not anticipated for
           the total year because trade receivables are expected to
           increase along with expected increase in net sales.
      (d)  Trade payables:  Net increase in trade liabilities and
           accrued expenses provided $324,000 of cash..  The net
           increase is mainly associated with  procurement of raw
           materials and sub-contract arrangements and are expected to
           provide additional cash in fiscal 1998 due to anticipated
           growth in net sales

 The activities that used $1,792,000 of cash were:
      (a)  Inventories:  Increases in inventories used $1,162,000
           of cash mainly due to raw material procurements to support
           customer orders for the second quarter, and to increase in
           requirements of customers for emergency stocking  of
           finished products.  Changes in inventories for the
           remaining quarters of fiscal 1998 are not anticipated to
           result in any significant increase in use of cash.
      (b)  Prepaid and other expenses:  Used $259,000 of cash
           mainly due to increase in refundable payments of  customs
           duty by the Korean subsidiary and deferred expensing of
           certain payments that are applicable to future fiscal 1998
           net sales.
      (c)  Income tax payments:  Payment of fiscal 1997 actual US
           income tax and of the first installment  for fiscal 1998
           used $371,000 of cash.  Additional installment payments in
           fiscal 1998 will use approximately $225,000 of cash.

It is anticipated that any net contribution of cash  from
operations for all of fiscal 1998 will  not be of
significant amounts because of expected growth in trade
receivable and payment of income taxes.

Investing activities:  Investing activities used $291,000
of cash for the period mainly for the purchase of
manufacturing and tooling equipment and equipment to
enhance the quality of management information services.
Greater expenditures are anticipated for the remaining
quarters  of fiscal 1998  for these purposes, as well as to
provide  design engineering equipment for the Company and
to expand the manufacturing capabilities of the Ault China
plant.

Financing activities:  Financing activities provided
$577,000 of cash for the quarter which was comprised of the
following:
     (a)  Net borrowing on revolving credit agreement:  Net
          borrowing by the South Korean subsidiary provided $404,000
          of cash for the quarter.  See Credit Facilities above.
     (b)  Exercise of common stock options by employees:
          Provided $248,000 of cash.
     (c)  Principal payments on long-term borrowings and capital
          leases:  Used $75,000 of cash.  See Note 8, Long-term Debt,
          under NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

Effect of foreign Currency Exchange Rate:  Although the
Korean Won is still  relatively stable, the effect of the
translation of the Korean financial statements, prepared in
Won, to US dollars resulted in a net asset value decrease
of $29,000.  Of this decrease, $17,000 was related to the
Ault China subsidiary and $12,000 related to Ault Korea.

Summary:

The Company's cash and working capital position is adequate
for the support of normal growth in revenue and profit
beyond the current fiscal year. Without added use of short-
term bank credits, however further reduction in currently
available cash would be expected to occur in the current
fiscal year, because it is anticipated that any cash flows
from operations would be inadequate to support expenditures
for capital assets that are planned for the  remaining
three quarters.

Impact of Recent Accounting Standard Changes:

SFAS No. 123:  In October, 1995, the FASB issued  SFAS No.
123, Accounting for Stock-Based Compensation, which
establishes a fair-value-based method for financial
accounting and reporting for stock-based employee
compensation plans.  However, the new standard allows
compensation to continue to be measured using the intrinsic
value-based method of accounting prescribed by Accounting
Principles Board Statement No. 25, Accounting for Stock
Issued to Employees, providing that there were expanded
disclosures.  The Company has adopted the disclosure-only
provisions of  SFAS No. 123.  Accordingly, no compensation
costs have been recognized for the stock option . The
effect on net income and per share earnings if compensation
costs were recognized is shown in  Note 3, Net Income Per
Share, under NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Statement No. 128:  The FASB has issued Statement No. 128,
Earnings Per Share, which supersedes APB Opinion No. 15.
Statement No. 128 requires the presentation of earnings per
share by all entities that have common stock or potential
common stock, such as options, warrants, and convertible
securities outstanding that trade in a public market.
Those entities that have only common stock outstanding are
required to present basic earnings per-share amounts.  All
other entities are required to present basic and diluted
per-share amounts.  Diluted per-share amounts assume the
conversion ,exercise, or issuance  of all potential common
stock instruments unless the effect is to reduce a loss or
increase the income per common share from continuing
operations.  The Company is required to adopt Statement No
128 for annual and interim periods ending after December
15, 1997.  The Company has outstanding stock purchase
warrants and stock options to employees and directors and
will therefore be required to present basic as well as
diluted per share earnings.

Impact of Foreign Operations and Currency changes:

Although products that were manufactured  by Ault Korea
Corporation contributed a very significant portion of total
sales, conversion of the Won to US dollars had no
significant  impact on profits because conversion rates
were relatively stable.  Manufacturing by Ault China, so
far, is not of significant amount and conversion rate of
the YUAN is also relatively stable.  Additionally, the
Company is not exposed to any significant currency exchange
risk related to its foreign manufacturing arrangements
since most transactions are conducted in US dollars.
Contracts that are in foreign currencies are not
significant in amounts at this time and therefore exposure
to currency exchange risk is minimal.

Microchip Based Date-referenced Systems and Year 2000
Compliance:

All of the Company's microchip-based date referenced
systems, including computer software and hardware are
already year 2000 compliant.  There are no internal
matters, therefore, that will affect the Company's ability
to process systems date-referenced information when year
2000 arrives.  The Company does not yet know of the extent
to which the current preparedness  of its external business
associates may show to adversely affect its business
transactions if tests of their systems were conducted
today.  The Company is communicating with these external
sources  and its objective is to obtain their commitment
that they will be Year 2000 compliant by December 31, 1998.


             AULT INCORPORATED AND SUBSIDIARY

                PART II.  OTHER INFORMATION

ITEM 1-5  Not Applicable


ITEM 5    OTHER INFORMATION:  Not Applicable

ITEM 6    EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits
<TABLE>
<CAPTION>
Reference   Title of Document        Location
                                     
            Part 1 Exhibits          
<S>         <C>                      <C>                            
11          Computation of Per       Filed herewith at Page
            Share Earnings
27          Financial Data           Filed Electronically
            Scheduling
</TABLE>
 (b) Reports on Form 8-K

There were no reports on Form 8-K filed for the quarter
ended August 31, 1997.













                        SIGNATURES



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



                     AULT INCORPORATED
                       (REGISTRANT)



DATED:    10/14/97       /s/ Frederick M. Green
                         Frederick M. Green, President
                         Chief Executive Officer and
                         Chairman




DATED:    10/14/97       /s/ Carlos S. Montague
                         Carlos S. Montague, Vice President
                         Chief Financial Officer and
                         Controller








               AULT INCORPORATED AND SUBSIDIARY
                  COMPUTATION OF EARNINGS PER
                COMMON AND COMMON EQUIVALENT SHARE
<TABLE>
<CAPTION>               

                                   (UNAUDITED)
                                    THREE MONTHS ENDED
                                   August 31,   Sept.1,
                                      1997       1996 
<S>                                <C>        <C>
                                              
Computation of Primary Earnings             
Per Share:
                                                    
Common Shares Outstanding at                        
the Beginning of the year          4,075,733  2,119,776
                                   
Weighted Average Number of                          
shares Issues during the                      
Quarter                                7,235      5,666
                                                    
Common and Equivalent Shares                        
Attributed to Stock Options        
Granted                              225,963    258,332
                                                    
Weighted Number of Common and                       
Equivalent Share                   4,308,931  2,383,774
                                                  
                                                    
Net Income                               $87       $227
                                                    
Primary Earnings Per Common and      
Equivalent Share                       $0.02      $0.10
</TABLE>
                                                    




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF OPERATIONS OF THE
COMPANY'S FORM 10-Q FOR THE FIRST QUARTER ENDED AUGUST 31, 1997, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAY-31-1998
<PERIOD-START>                             JUN-02-1997
<PERIOD-END>                               AUG-31-1997
<CASH>                                            3273
<SECURITIES>                                       848
<RECEIVABLES>                                     8326
<ALLOWANCES>                                         0
<INVENTORY>                                       8424
<CURRENT-ASSETS>                                 21771
<PP&E>                                            9728
<DEPRECIATION>                                    6000
<TOTAL-ASSETS>                                   26671
<CURRENT-LIABILITIES>                             6540
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         18303
<OTHER-SE>                                         939
<TOTAL-LIABILITY-AND-EQUITY>                     26671
<SALES>                                           9423
<TOTAL-REVENUES>                                  9423
<CGS>                                             7214
<TOTAL-COSTS>                                     7214
<OTHER-EXPENSES>                                  (66)
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                  42
<INCOME-PRETAX>                                    146
<INCOME-TAX>                                        59
<INCOME-CONTINUING>                                 87
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                        87
<EPS-PRIMARY>                                      .02
<EPS-DILUTED>                                      .02
        

</TABLE>


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