10-Q/A

 1

                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549
                                FORM 10-Q/A


                             QUARTERLY REPORT

    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

      For the quarter ended March 29, 1997 Commission File Number 1-9716

                           DONNELLY CORPORATION
          (Exact Name of Registrant as Specified in its Charter)

               MICHIGAN                            38-0493110
    (State or other jurisdiction of     (IRS Employer Identification No.)
    incorporation or organization)


  414 EAST FORTIETH STREET, HOLLAND, MICHIGAN               49423
   (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code:     (616) 786-7000


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  /  /

5,412,286 shares of Class A Common Stock and 4,463,243 shares of Class B 
Common Stock were outstanding as of April 30, 1997.


 2

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 thereunder duly authorized.

                                   DONNELLY CORPORATION
                                   Registrant



Date:     May 15, 1997             /s/ J. Dwane Baumgardner
                                   J. Dwane Baumgardner
                                   (Chairman, Chief Executive
                                    Officer, and President)



Date:     May 15, 1997             /s/ William R. Jellison
                                   William R. Jellison
                                   (Vice President, Corporate
                                    Controller, and Treasurer)

EX-27

 

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
March 29, 1997 Donnelly Corporation financial statements and is
qualified in its entirety by reference to such financial statements.


       
                             
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JUN-28-1997
<PERIOD-END>                               MAR-29-1997
<CASH>                                           6,070
<SECURITIES>                                         0
<RECEIVABLES>                                   69,138
<ALLOWANCES>                                       879
<INVENTORY>                                     45,310
<CURRENT-ASSETS>                               154,233
<PP&E>                                         287,537
<DEPRECIATION>                                 130,377
<TOTAL-ASSETS>                                 347,518
<CURRENT-LIABILITIES>                          110,242
<BONDS>                                        117,017
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                        531
<COMMON>                                           991
<OTHER-SE>                                      93,942
<TOTAL-LIABILITY-AND-EQUITY>                   347,518
<SALES>                                        483,118
<TOTAL-REVENUES>                               483,118
<CGS>                                          391,878
<TOTAL-COSTS>                                  391,878
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               7,654
<INCOME-PRETAX>                                 14,400
<INCOME-TAX>                                     5,369
<INCOME-CONTINUING>                              6,878
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     8,597
<EPS-PRIMARY>                                     0.87
<EPS-DILUTED>                                     0.87