SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 10549
                                
                         SCHEDULE 14D-1
       Tender Offer Statement Pursuant to Section 14(d)(1)
             of the Securities Exchange Act of 1934

                         AMENDMENT NO.1

                        ELDEC CORPORATION
                    (Name of Subject Company)

                     CRANE ACQUISITION CORP.
                            CRANE CO.
                            (Bidders)

             Common Stock, par value $0.05 per Share
                 (Title of Class of Securities)

                           284452 10 9
              (CUSIP Number of Class of Securities)

                                          
                          Paul R. Hundt
                            Secretary
                            Crane Co.
                    100 First Stamford Palace
                       Stamford, CT 06902
                 Telephone Number (203) 363-7300
   (Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Bidders)

                                          
 
                            Copy to:
                        Albert F. Lilley
                 Milbank, Tweed, Hadley & McCloy
                     1 Chase Manhattan Plaza
                    New York, New York 10005
                    Telephone: (212) 530-5754

                                                                





     This Statement constitutes Amendment No. 1 to the Schedule
14D-1 filed with the Securities and Exchange Commission on
February 17, 1994 (the "Schedule 14D-1") with respect to the
Common Shares of ELDEC Corporation (the "Issuer").

     This Statement is being filed by Crane Co. ("Crane") and
Crane Acquisition Corp. (the "Purchaser").  Other than as set
forth herein, there has been no material change in the
information set forth in the Schedule 14D-1.

Item 4.  Source and Amount of Funds or Other Consideration.

     (a)-(b) Crane has established uncommitted, multi-purpose
money market borrowing lines with each of eight banks, ranging
in amount from $10 million to $50 million and aggregating $260
million.  Borrowings can be made at any time or from time to
time under each of these lines, up to the principal amount
thereof, for general corporate purposes, including acquisitions. 
The precise terms of each borrowing, including interest rate and
maturity are determined at the time of takedown.  The interest
rates are based upon a margin (agreed upon at the time of the
borrowing) above or below a stated market index-offered rate
available from the lending banks at the time of the takedown. 
Borrowings are made at durations over overnight and up to 180
days.  Borrowings are unsecured.  As of the close of business on
March 4, 1994, $49.6 million principal amount of borrowings were
outstanding under these lines, with a weighted average interest
rate of 3.5%.  The cost of future borrowings under these lines
will depend on market conditions, the amount and maturity of the
borrowing and credit considerations deemed relevant by the
lending bank.  It is anticipated that borrowings under these
lines in connection with the Offer will be repaid from
internally-generated funds, from further borrowings under these
lines of credit, or from the proceeds of issuance of other debt
securities which the Company may issue from time to time in the
future.  Decisions with respect to application of internally-
generated funds, further borrowings under existing lines of
credit and issuance of additional debt securities from time to
time in the future will be based on a variety of factors,
including interest rates and other economic conditions
prevailing at the time.

     (c)  By letter dated March 11, 1994, the Secretary of the
Securities and Exchange Commission, Crane and Purchaser
requested that the names of the eight banks which make available
the lines of credit not be made available to the public.

Item 10.  Additional Information.

     (b)-(c), (e) The waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976 was terminated effective
March 9, 1994.   



                           SIGNATURES



     After due inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth
in this statement is true, complete and correct.


Dated:  March 11, 1994

                              CRANE ACQUISITION CORP.

                                 /s/ Paul R. Hundt
                              By:                    
                                 Name: Paul R. Hundt
                                 Title: Vice President


                              CRANE CO.

                                 /s/ Paul R. Hundt
                              By:                    
                                 Name: Paul R. Hundt
                                 Title: Vice President