SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

                                 ------------

                                   FORM 8-K

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


Date of Report (Date of earliest event reported):  January 8, 1999


                          MENTOR GRAPHICS CORPORATION
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


          OREGON                     0-13442                   93-0786033
(State or other jurisdiction  (Commission File Number)      (I.R.S. Employer
     of Incorporation)                                    Identification Number)


             8005 S.W. BOECKMAN ROAD, WILSONVILLE, OREGON  97070-7777
             --------------------------------------------------------
                (Address of principal executive offices) (Zip Code)

                                  (503) 685-7000
               ----------------------------------------------------
               (Registrants' telephone number, including area code)

                                        N/A
           -------------------------------------------------------------
           (former name or former address, if changed since last report)



ITEM 5. OTHER EVENTS

        On January 8, 1999, the Registrant issued a press release, the full 
text of which is set forth below:


                MENTOR GRAPHICS TERMINATES OFFER FOR QUICKTURN

WILSONVILLE, OR, JANUARY 8, 1999 -- Mentor Graphics Corporation (Nasdaq: 
MENT) announced that effective today it is terminating its tender offer, 
proxy solicitation and its proposal to acquire Quickturn Design Systems, Inc. 
(Nasdaq: QKTN), and is withdrawing its call for the special meeting which had 
been scheduled for today.

Dr. Walden C. Rhines, President and CEO of Mentor Graphics, said:  "It is 
clear that in any further bidding for Quickturn, Mentor faced significant 
barriers and therefore we determined that continued participation would not 
be in our shareholders' best interests.  We congratulate Jack Harding and the 
Cadence team, and we look forward to competing with Cadence in the EDA 
marketplace as we have for many years.  Mentor believes that emulation should 
be an important verification tool for designers if innovative emulation 
systems are made available to them.

"I particularly want to thank the many people who worked so hard to try to 
make this acquisition happen.  They can feel justly proud that the EDA 
industry will be a better, more productive one.  In particular, I want to 
thank the employees of Mentor Graphics who, despite all the distractions of 
this activity, kept their eye on the ball and turned in all-time record 
performance for Mentor in the fourth quarter of 1998.  It's likely that they 
have taken Mentor to the #1 spot among the EDA majors, in terms of the 
all-important measure: product growth rate.  My thanks to our customers and, 
again, to all of our Mentor associates," concluded Dr. Rhines.

Mentor Graphics Corporation is a world leader in electronic hardware and 
software design solutions, providing products and consulting services for the 
world's largest electronics and semiconductor companies.  Established in 
1981, the company reported revenues over the last 12 months of $468 million 
and employs approximately 2,500 people worldwide.  Company headquarters are 
located at 8005 S.W. Boeckman Road, Wilsonville, Oregon 97070-7777. World 
Wide Web site: http://www.mentor.com.

Certain statements contained in this press release constitute 
"forward-looking" statements within the meaning of Section 21E of the 
Securities Exchange Act of 1934, as amended.  Such forward-looking statements 
involve known and unknown risks, uncertainties and other factors that may 
cause the actual results, performance or achievements expressed or implied by 
such forward-looking statements.

Contacts: Anne M. Wagner/Ry Schwark         Todd Fogarty/Roy Winnick
          Mentor Graphics Corporation       Kekst and Company
          503/685-1462                      212/521-4800

                                    #  #  #




Certain statements contained in the press release constitute "forward-
looking" statements within the meaning of Section 21E of the Securities 
Exchange Act of 1934, as amended. Such forward-looking statements involve 
known and unknown risks, uncertainties and other factors that may cause the 
actual results, performance or achievements of the Company or industry 
results to be materially different from any results, performance or 
achievements expressed or implied by such forward-looking statements. Such 
factors incude, among others, the following: (i) the Company's ability 
to successfully offer products and services that compete in the highly 
competitive and dynamic EDA industries; (ii) effects of the increasing 
volatility of foreign currency fluctuations on the Company's business and 
operating results; (iii) the overall instability of Asian or other economies, 
including changes in regional or worldwide economic or political conditions, 
government trade restrictions, limitations on repatriation of earnings, 
licensing and intellectual property rights protection; and (iv) the Company's 
ability to recruit and retain necessary personnel to research and develop, 
market, sell and service products. Given these uncertainties, prospective 
investors are cautioned not to place undue reliance on such forward-looking 
statements. Mentor Graphics disclaims any obligation to update any such 
factors or to publicly announce the results of any revisions to any of the 
forward-looking statements to reflect future events or developments.



ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

        (c) Exhibits:

            99.1 Press Release dated January 8, 1999.












                                   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 hereunto duly authorized. 

Dated:  January 12, 1999

                                        MENTOR GRAPHICS CORPORATION
                                               (Registrant)

                                        By:  /s/ Gregory K. Hinckley
                                             -----------------------------------
                                             Gregory K. Hinckley
                                             Executive Vice President, Chief 
                                             Operating Officer and Chief 
                                             Financial Officer






                                EXHIBIT INDEX

Exhibits
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99.1    Press Release dated January 8, 1999.