SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D.C.   20549


                         _________________________________


                                  FORM 10-Q

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




For the Quarter Ended August 31, 1997     Commission File No. 0-5131



                   ART'S-WAY MANUFACTURING CO., INC.
          (Exact name of registrant as specified in its charter)


                 DELAWARE                  42-0920725
          State of Incorporation    I.R.S. Employer Identification No.

        Hwy 9 West, Armstrong, Iowa           50514
   Address of principal executive offices   Zip Code

  Registrant's telephone number, including area code: (712) 864-3131

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 filling 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 September 23, 1997: 



                                                	1,245,931
                                        	      Number of Shares


                             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. 

                   ART'S-WAY MANUFACTURING CO., INC.




Date      October 14, 1997                 /s/ J. David Pitt
                                                  President



Date      October 14, 1997                /s/  William T. Green
                                               Executive Vice President,
                                               Chief Financial Officer	

Appendix A to Item 601(c) of Regulation S-K
Commercial and Industrial Companies
Article 5 of Regulation S-X


Item Number        Item Description		                 Amount

5-02(1)            Cash and cash items                             3,375
5-02(3)(a)(1)      Notes and accounts receivable-trade         4,044,325
5-02(4)            Allowances for doubtful accounts               28,000
5-02(6)            Inventory                                   8,895,056
5-02(9)            Total current assets                       13,810,822
5-02(13)           Property, plant and equipment              10,365,057
5-02(14)           Accumulated depreciation                    7,494,346
5-02(18)           Total assets                               16,681,533
5-02(21)           Total current liabilities                   7,970,639
5-02(30)           Common stock                                   13,408
5-02(31)           Other stockholders' equity                  7,002,031
5-02(32)           Total liabilities and stockholders' 
                     equity                                   16,681,533
5-03(b)1(a)        Net sales of tangible products              5,590,236
5-03(b)1           Total revenues                              5,590,236
5-03(b)2(a)        Cost of tangible good sold                  3,743,072
5-03(b)2           Total cost and expenses applicable to
                     sales and revenues                        1,073,702
5-03(b)3           Other costs and expenses                      200,486
5-03(b)5           Provision for doubtful accounts and notes       3,000
5-03(b)8           Interest and amortization of debt discount    144,111
5-03(b)10          Income before taxes and other items           572,976
5-03(b)11          Income tax expense                            200,543
5-03(b)14          Income continuing operations                  372,433
5-03(b)19          Net income or loss                            372,433
5-03(b)20          Earnings per share - primary                     0.30