CONSENT OF INDEPENDENT AUDITORS


We hereby consent to the incorporation by reference in 
Registration Statements No. 33-19511, No. 33-38019, 
No. 33-19510, No. 33-63739 and 333-12737 on Form S-8 
and No. 333-04531 on Form S-3 of  II-VI Incorporated 
of our report dated August 12, 1996, appearing in this 
Annual Report on Form 10-K of II-VI Incorporated for 
the year ended June 30, 1997.

/s/ Alpern, Rosenthal & Company
Pittsburgh, Pennsylvania
September 26, 1997