INDEPENDENT AUDITORS REPORT

Osmonics, Inc.

We have audited the consolidated financial statements of Osmonics, Inc. (the
Company) as of December 31, 1998 and 1997 and for each of the three years in
the period ended December 31, 1998 and have issued our report thereon dated
March 3, 1999.  Such financial statements and reports are included in the
Company's 1998 Annual Report to Shareholders and are incorporated herein by
reference.  Our audits also included the financial statement schedule of the
Company, listed in Item 14.  This financial statement schedule is the
responsibility of the Company's management.  Our responsibilty is to express
an opinion based on our audits.  In our opinion, such financial statement
schedule, when considered in relation to the basic financial statements taken
as a whole, presents fairly, in all material aspects, the information set forth
therein.


DELOITTE AND TOUCHE LLP


Minneapolis, Minnesota
March 30, 1999