SECURITIES AND EXCHANGE COMMISSION
			   Washington, DC 20549

			  FORM 10-K Amendment #1

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

For the fiscal year ended December 31, 1995.

Commission file number 0-4479.

			   THE OHIO ART COMPANY
- - ------------------------------------------------------------------------
	 (Exact name of Registrant as specified in its charter)

	     Ohio                                     34-4319140
- - -------------------------------               --------------------------
(State or other jurisdiction of                     (IRS Employer
 incorporation or organization)                   Identification No.)

   P.O. Box 111, Bryan, Ohio                             43506
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(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code:   419-636-3141

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

  Title of each class          Name of each exchange on which registered
Common Stock, $1 Par Value             American Stock Exchange
- - --------------------------             -----------------------

Securities registered pursuant to Section 12(g) of the Act:   None

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 (paragraph 229.405 of this chapter) 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 ].



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The aggregate market value of the Common Stock held by non-affiliates of
the Registrant as of March 21, 1996 was approximately $6,250,000 (based
upon the closing price on The American Stock Exchange).  The number of
shares outstanding of the issuer's Common Stock as of March 21, 1996 was
470,761.  It is estimated that 27% of such stock is held by
non-affiliates.  (Excludes shares beneficially owned by officers and
directors and their immediate families).






	This document, including exhibits, contains 3 pages.

		The cover page consists of two pages.























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			       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.

					    
					    THE OHIO ART COMPANY

/s/ Paul R. McCusty            Vice President Finance/    April 25, 1996
Paul R. McCusty                Treasurer and Principal
			       Financial Officer

















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