SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

Form 10-K A/1 


   XX  	Annual Report Pursuant to Section 13 or 15(d) of the Securities and
 Exchange Act of 1934 for the fiscal year ended December 31, 1997.
 [No Fee Required]
                                                                          or
Transition report pursuant to Section 13 or 15(d) of the Securities and 
Exchange Act of 1934 for transition period from               to           .

Commission File No. 0-3936

ORBIT INTERNATIONAL CORP.
(Exact name of registrant as specified in its charter)

	  Delaware							        11-1826363
(State or other jurisdiction of			 			     (I.R.S. Employer
 incorporation or organization)						    Identification No.)

80 Cabot Court, Hauppauge, New York 11788
(Address of principal executive offices)

Registrant's telephone number, including area code: (516) 435-8300

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

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

Title of Each Class

Common Stock, $.10 par value per share

Indicate by check mark whether the Registrant has (1) 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) 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 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         

Aggregate market value of Registrant's voting stock held by non-affiliates
(based on shares held and the closing price quoted 
on the Nasdaq National Market on March 16, 1998): $23,318,000

Number of shares of common stock outstanding as of the close of the period
covered by this report: 6,218,093.

Documents incorporated by reference: the Registrant's definitive proxy
statement to be filed pursuant to regulation 14A promulgated under the
Securities Exchange Act of 1934 in connection with the Registrant's 1998
Annual Meeting of Stockholders. 



PART III

Item 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND 
MANAGEMENT

Set forth below is stock ownership information as of April 14, 1998 as to
each person who owns, or is known by the Company to own beneficially (within
the meaning of Rule 13d-3 under the Securities Exchange Act of 1934), more
than 5% of the Company Common Stock, and the number of shares of Common Stock
owned by its directors, by all persons named in the Summary Compensation
Table and by all officers and directors as a group.


Name and Address of	Amount and Name of
Beneficial Owner	Beneficial Ownership(1)	Percent of Class
                                                                                                   
Dennis Sunshine	1,305,138(2)	19.98%
c/o 80 Cabot Court
Hauppauge, New York

Bruce Reissman	988,614(3)	15.17%
c/o 80 Cabot Court
Hauppauge, New York

Alan S. Parsow	      370,000(4)	      5.9%
2222 Skyline Drive
Elkhorn, Nebraska

Mitchell Binder	240,200(5)	3.73%
c/o 80 Cabot Court
Hauppauge, New York

Harlan Sylvan	      63,000(6)	      1.0%
c/o 80 Cabot Court
Hauppauge, New York

John Molloy	9,000(7)	*
1815 Parliament Road
Leucadia, California

Stanley Morris	12,000(7)	*
2470 Cove Court
Bellmore, New York 

Marc Pfefferle	0	*
135 East 57th Street
New York, New York

All officers and directors	2,617,952	36.76%
as a group
(7 persons)(2)(3)(5)(6)(7)
                         
(1)	Except as otherwise noted in the footnotes to this table, the named
person owns directly and exercises sole voting and investment power over the
shares listed as beneficially owned by such persons.

(2)	Includes 690,614 shares held by Mr. Sunshine's wife and 3,000 shares held
in her IRA.  Also includes options to purchase 310,000 shares of Common Stock.

(3)	Includes options to purchase 295,000 shares of Common Stock.

(4)	Includes 295,000 shares owned by Parsow Partnership, Ltd. and 75,000
shares owned by Elkhorn Partners Limited Partnership.  Mr. Parsow is the sole
general partner of both partnerships.

(5)	Includes options to purchase 220,000 shares of Common Stock.

(6)	Includes options to purchase 60,000 shares of Common Stock.

(7)	Includes options to purchase 7,000 shares of Common Stock.


*	Less than one percent.






259127  v.1  [5JXZ01!.WPD]