10-Q

	FORM 10-Q

	SECURITIES AND EXCHANGE COMMISSION

	WASHINGTON, D.C. 20549

(X)	QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended    September 30, 1998

	OR

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

for the transition period from             to          
 
For Quarter Ended				Commission File Number

  September 30, 1998 				       1-7183  
 

                   TEJON RANCH CO.                     
 
(Exact name of Registrant as specified in its charter)

     Delaware                	              77-0196136           
 
(State or other jurisdiction of  (IRS Employer Identification No.)
 incorporation or organization)

P.O. Box 1000, Lebec, California        			   93243  
 
(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code...(805) 248-6774

Indicate by check mark whether the Registrant (1) has 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) has been subject to such filing requirements 
for the past 90 days.

Yes  X  	No    

Total Shares of Common Stock issued and outstanding on September 
30,1998, were 12,691,253.

	TEJON RANCH CO.

	INDEX

Page No.

PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements

Unaudited Consolidated Condensed Statements of	 3
Operations for the Three Months and Nine Months 
Ended September 30, 1998 and September 30, 1997 

Unaudited Consolidated Condensed Balance Sheets	 4
as of and September 30, 1998 and December 31, 1997

Unaudited Consolidated Condensed Statements of 	 5
Cash Flows for the Nine Months Ended 
September 30, 1998 and 1997

Notes to Unaudited Consolidated Financial		 6
Statements

Item 2.	Management's Discussion and Analysis of 		12
Financial Condition and Results of Operations

Item 3.	Quantitive and Qualitative Disclosures About
		Market Risk								16

PART II.	OTHER INFORMATION

Item 5. Other Information					17

Item 6. Exhibits and Reports on Form 8-K		18

SIGNATURES								19

PART III	EXHIBIT INDEX								20



PART I FINANCIAL INFORMATION

TEJON RANCH CO. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)


THREE MONTHS ENDED	NINE MONTHS ENDED
   September 30      	  September 30   
 
          1998     1997  	   1998     1997 

Revenues:	
Livestock	$11,342	$9,779	$24,835  $15,677
Farming	  3,784	 4,982	  4,055  	 5,663
Resource management	    972	   706	  1,929 	 2,074
Real Estate	    378	   331	  1,042  	 1,015 
Interest Income	    227	   364	    744	 1,036 
 16,703 	16,162	 32,605	25,465

Costs and Expenses:
Livestock	  9,707	 8,818	 23,602	14,673
Farming	  1,634 	 3,231   	  2,255 	 3,774
Resource Management	    390	   354	  1,276  	 1,082
Real Estate	    874	   560	  2,437	 1,910
Corporate Expense	    619	   649	  1,832	 1,693
Interest Expense	    276	   247	    780	   510
 13,500	13,859	 32,182	23,642

Operating Income	  3,203	 2,303	    423	 1,823

Income Tax Expense	  1,217	   871	    161	   683
Net Income	 $1,986 	 1,432 	    262	 1,140


Net Income Per Share, basic	$  0.16	$ 0.11	$  0.02	$ 0.09
Net Income Per Share, diluted	$  0.16	$ 0.11	$  0.02	$ 0.09
Cash Dividends Paid	$    -	$   -	$  0.025	$ 0.025


See Notes to Consolidated Condensed Financial Statements.














	TEJON RANCH CO. AND SUBSIDIARIES
	CONSOLIDATED CONDENSED BALANCE SHEETS
 (Unaudited)


		September 30, 1998	December 31, 1997
ASSETS
CURRENT ASSETS
 Cash and Cash Equivalents

     $   1,468

  $   976
 Marketable Securities

       13,965 
 

 17,189
 Accounts & Notes Receivable

     6,897

  8,448
 Inventories:            




   Cattle

   14,536

11,737
   Farming

    2,568

    00
   Other

      422

   485
 Prepaid Expenses and Other

         1,476

 1,659
 Total Current Assets

   41,285

40,494
PROPERTY AND EQUIPMENT-NET

23,985

21,778
OTHER ASSETS

1,786

1,421
TOTAL ASSETS

     $  67,056

  $63,693

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILTIES
 Trade Accounts Payable

     $   1,943

  $ 2,889
 Other Accrued Liabilities

0

390
 Short-term Borrowings

16,601

11,955
 Other Current Liabilities

          955

      742
 Total Current Liabilities

19,499

15,976
LONG-TERM DEBT

3,800

3,925
DEFERRED INCOME TAXES

3,321

3,304
  Total Liabilities

26,620

23,205
STOCKHOLDERS' EQUITY
  Common Stock

6,346

6,343
  Additional Paid-In Capital

382

385
  Retained Earnings

33,596

33,651
  Marketable Securities-




    Unrealized Gains-Net

          112

      109
  Total Stockholders'Equity

40,436

40,488
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY
 

$  67,056


$63,693



See Notes to Consolidated Condensed Financial Statements.


*The Balance Sheet at December 31, 1997 has been derived from the 
audited financial statements at that date.

EJON RANCH CO. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW
(In thousands)
(Unaudited)
 NINE MONTHS ENDED
    September 30     
     1998	     1997
OPERATING ACTIVITIES




     Net Income
$
   262 
$
 1,140
     Items Not Affecting Cash and Cash 
     Equivalents:




       Depreciation and Amortization

 1,478

 1,022
       Deferred Income Taxes

    17

    15
       Gain on Sale of Investments

    (34)

     (4)
     Changes in Operating Assets and




       Liabilities:




         Receivables, Inventories and




           Other Assets, Net

 (3,523)

 (11,607)
         Current Liabilities, Net

 (1,123)

  1,126
NET CASH USED IN




     OPERATING ACTIVITIES

 (2,923)

 (8,308)





INVESTING ACTIVITIES




     Acquisition of Champion Feeders

     

(3,874)
     Maturities and Sales of Marketable




        Securities

 5,084

  5,336
     Funds Invested in Marketable




        Securities

  (1,821)

(2,192)
     Property and Equipment




        Expenditures

(3,616)

(2,188)
     Change in Breeding Herds

(69)

     70
     Other

(367)

(33)
NET CASH USED IN




      INVESTING ACTIVITIES

(789)

(2,881)





FINANCING ACTIVITIES




     Proceeds From Revolving Line




       of Credit

 15,930

 22,188
     Payments of Revolving Line




       Of Credit

(11,284)

(13,813)
     Payments on Long-Term Debt

(125)

    -  
     Borrowings of Long-Term Debt

     - 

  2,500
     Cash Dividends Paid

(317)

(317)
NET CASH PROVIDED BY FINANCING




     ACTIVITIES

  4,204 

 10,558





INCREASE(DECREASE) IN CASH AND




     CASH EQUIVALENTS

    492

(631)
Cash and Cash Equivalents at




     Beginning of Period

    976

    693





CASH AND CASH EQUIVALENTS AT




     END OF PERIOD
$
  1,468
$
     62

See Notes to Consolidated Condensed Financial Statements.


TEJON RANCH CO. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)


September 30, 1998

NOTE A - BASIS OF PRESENTATION

The summarized information furnished by Registrant pursuant to the 
instructions to Part I of Form 10-Q is unaudited and reflects all 
adjustments which are, in the opinion of Registrant's Management, 
necessary for a fair statement of the results of operations for the 
interim period. All such adjustments are of a normal recurring nature.

The results of the period reported herein are not indicative of the 
results to be expected for the full year due to the seasonal nature of 
Registrant's agricultural activities.  Historically, the largest 
percentage of revenues are recognized during the third and fourth 
quarters.

For further information, refer to the Consolidated Financial 
Statements and footnotes thereto included in Registrant's Annual 
Report on Form 10-K for the year ended December 31, 1997.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation -- The consolidated condensed financial 
statements include the accounts of Registrant and its wholly-owned 
subsidiaries. All intercompany transactions have been eliminated in 
consolidation.

Cash Equivalents -- Registrant considers all highly liquid 
investments, with a maturity of three months or less when purchased, 
to be cash equivalents.  The carrying amount for cash equivalents 
approximates fair value.

Marketable Securities - Registrant considers those investments not 
qualifying as cash equivalents, but which are readily marketable, to 
be marketable securities.  The Registrant classifies all marketable 
securities as available-for-sale.  Such securities are stated at fair 
value with the unrealized gains (losses), net of tax, reported in a 
separate component of stockholders' equity and comprehensive income.

Credit Risk -- Registrant grants credit to customers, principally 
large cattle purchasers, feedlot customers, co-ops, wineries, nut 
marketing companies, and lessees of Registrant facilities located in 
California. Registrant performs periodic credit evaluations of its 
customers' financial condition and generally does not require 
collateral.

Farm Inventories -- Costs of bringing crops to harvest are capitalized 
when incurred.  Such costs are expensed when the crops are sold.  Farm 
inventories held for sale are valued at the lower of cost (first-in, 
first-out method) or market.


Cattle Inventories and Breeding Herd -- Cattle raised on the Ranch are 
stated at the accumulated cost of developing such animals until they 
are sold or are added to the breeding herd, and purchased cattle are 
stated at cost plus development costs.  All cattle held for sale are 
valued at the lower of cost (first-in, first-out method) or market and 
are included in the caption inventories.  Purchased bulls and cows 
included in the breeding herd and used for breeding are depreciated 
using the straight-line method over five to seven years.

Commodity Contracts Used to Hedge Price Fluctuations -- Registrant 
enters into futures and option contracts to hedge its exposure to 
price fluctuations on its stocker cattle and its cattle feed costs.  
The goal of Registrant is to protect or create a future price for its 
cattle and feed that will provide a profit once the cattle are sold 
and all costs are deducted.  Realized gains, losses, and costs 
associated with closed contracts are included in prepaid assets and 
are recognized in cost of sales expense at the time the hedged cattle 
are sold or feed is used.

Property and Equipment --Property and equipment are stated on the 
basis of cost, except for land acquired upon organization in 1936 
which is stated on the basis (presumed to be at cost) carried by 
Registrant's predecessor.  Depreciation is computed using the 
straight-line method over the estimated useful lives of the various 
assets.  Buildings and improvements are depreciated over a 10 year to 
27.5 year life.  Machinery and equipment is depreciated over a three 
year to 10 year life depending on the type of equipment.  Vineyards 
and orchards are generally depreciated over a 20 year life with 
irrigation systems over a 10 year life.  Oil, gas and mineral reserves 
have not been appraised, so no value has been assigned to them.

Vineyards and Orchards -- Costs of planting and developing vineyards 
and orchards are capitalized until the crops become commercially 
productive.  Interest costs and depreciation of irrigation systems and 
trellis installations during the development stage are also 
capitalized.  Revenue from crops earned during the development stage 
are credited against development costs.  Depreciation commences when 
the crops become commercially productive.

At the time crops are harvested and delivered to buyers and revenues 
are estimable, revenues and related costs are recognized, which 
traditionally occurs during the third and fourth quarters of each 
year.  Orchard revenues are based upon estimated selling prices, 
whereas vineyard revenues are recognized at the contracted selling 
price.  Estimated prices for orchard crops are based upon the quoted 
estimate of what the final market price will be by marketers and 
handlers of the orchard crops.  Actual final orchard crop selling 
prices are not determined for several months following the close of 
Registrant's fiscal year due to supply and demand fluctuations within 
the orchard crop markets.  Adjustments for differences between 
original estimated and actual revenues received are recorded during 
the period in which such amounts become known.  

Net Income Per Share -- Effective December 31, 1997, Registrant 
adopted SFAS No. 128, "Earnings Per Share" which replaced primary and 
fully diluted earnings per share with basic and diluted earnings per 
share.  Basic net income per share is based upon the weighted average 
number of shares of common stock outstanding, which for the three 
months ended September 30,1998 and 1997 was 12,691,253 and 12,685,994. 
For the nine months ended September 30, 1998 and 1997 the weighted 
average common shares outstanding were 12,687,747 and 12,685,994 
respectively.  Diluted net income per share is based upon the weighted 
average number of shares of common stock outstanding and the average 
shares outstanding assuming the issuance of common stock for stock 
options using the treasury stock method.  For the three months ended 
September 30, 1998 and 1997 diluted common shares outstanding were 
12,731,216 and 12,761,345. For the nine months ended September 30, 
1998 and 1997 diluted common shares outstanding were 12,759,562 and 
12,714,286.

In March 1992, Registrant's Board of Directors adopted the 1992 Stock 
Option Plan providing for the granting of options to purchase a 
maximum of 230,000 shares of the Registrant's common stock to 
employees, advisors, and consultants of the Registrant.  Since the 
adoption of the Plan, Registrant has granted options to purchase 
179,000 shares at a price equal to fair market value at date of grant. 
At September 30, 1998, options to purchase 158,453 shares were 
outstanding.

On January 26, 1998, the Board of Directors adopted the 1998 Stock 
Incentive Plan.  The Incentive Plan provides for the making of awards 
to employees, consultants, and advisors of Registrant with respect to 
800,000 shares of common stock.  Since the adoption of the Incentive 
Plan, Registrant has granted options to purchase 100,000 shares at a 
price equal to the fair market value at date of grant, all of which 
are outstanding at September 30, 1998.

Also, on January 26, 1998, the Board of Directors adopted the Non-
Employee Director Stock Incentive Plan.  This plan is intended to 
enable Registrant to attract, retain, and motivate its non-employee 
directors by providing for or increasing the proprietary interests of 
such persons by Registrant.  The plan provides for making of awards to 
non-employee directors with respect to an aggregated 200,000 shares of 
common stock.  Since the adoption of the plan, Registrant has granted 
options under the plan to purchase 21,727 shares at a price equal to 
the fair market value at date of grant.

The 1998 Stock Incentive Plan and the Non-Employee Director Stock 
Incentive Plan were approved by stockholders at Registrant's Annual 
Meeting on May 11, 1998.

Long-Lived Assets -- In accordance with Statement of Financial 
Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment 
of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," 
Registrant records impairment losses on long-lived assets held and 
used in operations when indicators of impairment are present and the 
undiscounted cash flows estimated to be generated by those assets are 
less than their related carrying amounts.  SFAS No. 121 had no impact 
on Registrant's consolidated financial position and results of 
operations in the current year.

Environmental -- Environmental expenditures that relate to current 
operations are expensed or capitalized as appropriate.  Expenditures 
that relate to an existing condition caused by past operations and 
which do not contribute to current or future revenue generation are 
expensed. Liabilities are recorded when environmental assessments 
and/or remedial efforts are probable and the costs can be reasonably 
estimated.  Generally, the timing of these accruals coincides with the 
completion of a feasibility study or Registrant's commitment to a 
formal plan of action.  No liabilities for environmental costs have 
been recorded at September 30, 1998 or 1997.

Use of Estimates -- The financial statements have been prepared in 
conformity with generally accepted accounting principles and, as such, 
include amounts based on informed estimates and judgments of 
management.  Actual results could differ from these estimates.

New Accounting Pronouncements -- In February 1998 the FASB issued SFAS 
No. 132 "Employers' Disclosures about Pensions and other 
Postretirement Benefits" which is effective for fiscal years beginning 
after December 15, 1997.  SFAS No. 132 revises year-end disclosures 
about pension and other postretirement benefit plans.  SFAS # 132 will 
not have any impact on the financial results or financial condition of 
Registrant.

In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative 
Instruments and Hedging Activities" ("SFAS 133") which is effective 
for financial years beginning after June 1999.  SFAS 133 requires all 
derivatives to be recorded at fair value and establishes unique 
accounting for fair value hedges, cash flow hedges and foreign 
currency net investment hedges.  The Company expects to adopt the new 
statement effective January 1, 2000.  The statement will require the 
Registrant to recognize all derivatives on the balance sheet at fair 
value.  Derivatives that are not hedges must be adjusted to fair value 
through income.  If the derivative is a hedge, depending on the nature 
of the hedge, changes in the fair value of derivatives will either be 
offset against the change in fair value of the hedged assets, 
liabilities, or firm commitments through earnings or recognized in 
other comprehensive income until the hedged item is recognized in 
earnings.  The ineffective portion of a derivative's change in fair 
value will be immediately recognized in earnings.  The Company has not 
yet determined what the effect of Statement 133 will be on earnings 
and financial position of the Company.
 

NOTE C - MARKETABLE SECURITIES

Statement of Financial Accounting Standard ("SFAS") No. 115, 
Accounting for Certain Investments in Debt and Equity Securities, 
requires that an enterprise classify all debt securities as either 
held-to-maturity, trading, or available-for-sale.  The Registrant has 
elected to classify its securities as available-for-sale and therefore 
is required to adjust securities to fair value at each reporting date.

The following is a summary of available-for-sale securities at 
September 30, 1998 and December 31, 1997:

                         September 30	 December 31



       1998


        1997






 Market



Market



Cost

 Value

Cost

Value

Marketable securities:
(in thousands)










  U.S. Treasury and 
  agency notes


$ 7,582 


$7,724 


$ 9,770  


$ 9,947  

  Corporate notes

6,199 

    6,241 

7,237  

7,242  



  $13,781 

  $13,965 

$17,007  

$17,189  

As of September 30, 1998, the cumulative fair value adjustment is a 
$185,000 unrealized gain.  The cumulative fair value adjustment to 
stockholders' equity, net of a deferred tax of $73,000, is an 
unrealized gain of $112,000.  Registrant's gross unrealized holding 
gains equal $190,000, while gross unrealized holding losses equal 
$5,000.  On September 30, 1998, the average maturity of U.S. Treasury 
and agency securities was 1.2 years and the average maturity corporate 
notes was 2 years.  Currently, Registrant has no securities with a 
remaining term to maturity of greater than five years.

Market value equals quoted market price, if available.  If a quoted 
market price is not available, market value is estimated using quoted 
market prices for similar securities.  Registrant's investments in 
corporate notes are with companies with a credit rating of A or 
better.  

NOTE D - COMMODITY CONTRACTS USED TO HEDGE PRICE FLUCTUATIONS

Registrant used commodity derivatives to hedge its exposure to price 
fluctuations on its purchased stocker cattle and its cattle feed 
costs.  The objective is to protect or create a future price for 
stocker cattle that will protect a profit or minimize a loss once the 
cattle are sold and all costs are deducted and protect the Registrant 
against a further cattle market decline.  To help achieve this 
objective the Registrant used both the futures commodity markets and 
options commodity markets.  A futures contract is an obligation to 
make or take delivery at a specific future time of a specifically 
defined, standardized unit of a commodity at a price determined when 
the contract is executed.  Options are contracts that give their 
owners the right, but not the obligation, to buy or sell a specified 
item at a set price on or before a specified date.

Registrant continually monitors any open futures and options contracts 
to determine the appropriate hedge based on market movement of the 
underlying asset.  The options and futures contracts used typically 
expire on a quarterly or semi-annual basis and are structured to 
expire close to or during the month the stocker cattle and feed are 
scheduled to be sold or purchased.  The risk associated with hedging 
for the Registrant is that hedging limits or caps the potential 
profits if cattle or feed prices begin to increase or add additional 
costs if cattle or grain prices fall dramatically.  The derivatives 
used in Registrant's hedging program fluctuate in price as the cash 
market for cattle moves up or down.  The cattle market is influenced 
by total supply, future demand, weather, and import/export activities.

Payments received and paid related to outstanding options contracts 
are deferred in prepaid and other current assets and were 
approximately $89,000 at September 30, 1998.  Futures contracts are 
carried off-balance sheet until the contracts are settled. Realized 
gains, losses, and costs associated with closed contracts are included 
in prepaid and other assets and will be recognized in cost of sales 
expense at the time the hedged stocker cattle are sold.  At September 
30, 1998 there was $83,000 of hedging costs associated with closed 
contracts included in prepaid and other assets.  

The following table identifies the cattle futures and options contract 
amounts outstanding at September 30, 1998.  The table also includes 
the expiration dates of the contracts, the aggregate weighted average 
value of the futures contracts bought or sold and the aggregate cash 
paid or received on options, excluding transaction fees.  The amounts 
in the table are in thousands except for the number of contracts

Cattle Hedging 
Activity Commodity 
Future/Option
Description

No.
Contracts


Contract 
Expiration
Date

Original 
Contract
(Bought
Sold
Market
Fair Value
At
Sept 30,1998
(Buy) Sell

Gain (Loss)
At
Sept 30,1998
Cattle futures 
sold
20
Dec. 98
$ 539  
$ (490)
$  49  
Cattle options 
bought
195
Dec. 98
$ (59)
$  299  
$ 240  
Cattle options 
bought
100
Feb. 99
$ (54)
$   61  
$   7  
Cattle options 
sold
55
Oct 98
$   8  
$   (5) 
$   3  
Cattle options
sold
100
Feb. 99
$  32  
$   21  
$  11  


Market value is based upon quoted market prices at September 30, 1998. 
Actual gains or losses from futures and options contracts will depend 
upon cattle prices at expiration date of the contracts.  All of the 
above futures and options contract are based upon each contracts being 
equal to 40,000 pounds.

NOTE E - COMPREHENSIVE INCOME

As of January 1, 1998, Registrant adopted SFAS No.130, Reporting 
Comprehensive Income. SFAS No. 130 establishes new rules for the 
reporting and display of comprehensive income and its components; 
however, the adoption of this Statement had no impact on Registrant's 
net income or shareholders' equity. SFAS No. 130 requires unrealized 
gains or losses on Registrant's available-for-sale securities equity, 
to be disclosed as a component of and included in other comprehensive 
income.

The components of comprehensive income, net of related tax, for the 
nine-month periods ended September 30, 1998 and 1997 are as follows:


    1998

     1997

Net income, after tax

$  262

$1,140

Unrealized gain on securities, 
after tax


   112


   109

Comprehensive income, after tax

$  374

$1,249


NOTE F - CONTINGENCIES

Registrant leases land to National Cement Company of California, Inc. 
("National") for the purpose of manufacturing portland cement from 
limestone deposits on the leased acreage. National and Lafarge 
Corporation (the previous operator and referred to herein as 
"Lafarge") have been ordered to clean up and abate certain hazardous 
waste sites on the leased premises.  Under existing lease agreements 
either National or Lafarge is required to indemnify Registrant for 
costs and liabilities incurred in connection with the orders, 
depending on when the obligation arises.  Due to the financial 
strength of National and its parent company, which guaranteed 
National's obligations, and the financial strength of Lafarge, 
Registrant believes that it is remote there will be a material effect 
on Registrant.

For a further discussion refer to Registrant's 1997 Form 10-K, Part I, 
Item 3, - "Legal Proceedings".  There have been no changes since the 
filing of the 1997 Form 10-K.  

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

Results of Operations

This Management's discussion and Analysis of Financial Condition and 
Results of Operations includes forward-looking statements that are 
subject to many uncertainties and may turn out not to be accurate.  
Many of these forward looking statements are subject to factors beyond 
the control of Registrant (such as weather and market forces) and, 
with respect to Registrant's future development of its land and other 
land transactions, the availability of financing and the ability to 
obtain various governmental entitlements.  No assurance can be given 
that any such projections will turn out to be accurate.

Total revenues, including interest income for the first nine months of 
1998, were $32,605,000 compared to $25,465,000 for the first nine 
months of 1997.  The growth in revenues during 1998 is primarily 
attributable to increases in livestock division revenues.  This 
increase in revenues was partially offset by reduced resource 
management division revenues and reduced farming revenues.  When 
compared to the same period of 1997, livestock revenues grew due to 
increases in livestock sales of $4,841,000 and to an increase in 
feedlot revenues of $4,112,000.  Livestock sales increased due to 
approximately 5,000 additional head of cattle being sold during the 
first nine months of 1998 than during the same period of 1997.  The 
increase in cattle sold is the result of Registrant increasing its 
cattle herd throughout 1997.  Registrant's cattle herd at the end of 
the third quarter of 1998 was approximately 37,000 head compared to 
approximately 24,000 head at September 30 1997.  Feedlot revenues 
increased when compared to 1997 due to owning the feedlot for the 
entire first quarter of 1998 and to increased average occupancy in the 
feedlot during July and August 1998.  The feedlot was purchased March 
10, 1997.  Resource management revenues declined $145,000 in 1998 due 
to reduced oil and mineral royalties. Oil and mineral royalties 
declined due to lower prices for Kern County crude oil and lower 
cement production.  The lower oil prices have also caused a decline in 
oil production.  It is believed that the decrease in oil prices will 
continue to have a negative impact on Registrant's revenues throughout 
1998. Farming revenues declined $1,608,000 during 1998 due primarily 
to the timing of the start of 1998 crop harvests when compared to 
1997.  The late harvest has caused third quarter and year-to-date 
revenues to be reduced $1,862,000 compared to 1997.  As of September 
30,1997, the grape, almond, and pistachio harvests were completed.  
During the third quarter of 1998 50% of the grape harvest was 
completed, approximately 75% of the almond harvest was completed, and 
the pistachio harvest did not begin until early October.  This decline 
in revenues is primarily a timing variance and the remainder of the 
revenues associated with the 1998 crop will be recognized during the 
fourth quarter.  Thus far, crop production for all of Registrant's 
crops is less than in 1997 due to winter and spring storms during the 
pollination and bloom period of the crops. Statewide production 
estimates for grapes, almonds, and pistachios are below last year's 
levels.  This anticipated drop in production is keeping prices for 
Registrant's crops higher than might have been expected in a normal 
production year.  Overall crop revenues for 1998 could be slightly 
less than in 1997 due to lower production.  Partially offsetting this 
difference in crop revenues is an increase in lease payments on new 
farmland leases during 1998 of approximately $300,000.

Operating activities during the nine months of 1998 resulted in net 
income of $262,000, or $0.02 per share diluted, compared to a net 
income of $1,114,000, or $0.09 per share diluted, for the same period 
of 1997.  The decrease when compared to 1997 is primarily attributable 
to an increase in costs within the livestock division which exceeded 
the rate of increased revenues, reduced farming revenues, and to 
increases in real estate expense and resource management expense.  
Cost of sales on cattle increased $5,068,000 when compared to 1997 due 
to the sale of additional cattle as described above.  Also, during the 
first nine months of 1998, Registrant's net margin from the sale of 
cattle was reduced due to the dramatic drop in market prices because 
of the Asian economic crisis and to the large number of cattle in 
feedlots during the first quarter of 1998 and increased feedlot 
expenses.  Feedlot expenses also increased $4,062,000 when compared to 
1997 due to the timing of purchasing the feedlot during 1997 and to 
increased feed inventory costs.  Real estate expense increased due to 
higher staffing costs and fixed water costs.  Resource management 
expense increased due to an increase in professional service fees 
related to the monitoring of activities at the National Cement lease 
site.

Total revenues for the third quarter of 1998, including interest 
income, were $16,703,000 compared to $16,162,000 for the third quarter 
of 1997.  The growth in third quarter revenues when compared to 1997 
is due primarily to an increase in cattle sales of $600,000 and an 
increase in feedlot revenues of $1,314,000 due to higher occupancy 
rates. This increase was partially offset by third quarter farming 
revenues being $1,200,000 below last year for reasons described above. 

During the third quarter of 1998, Registrant had net income of 
$1,986,000, or $.16 per share, compared to net income of $1,432,000 or 
$.11 per share for the same period of 1997.  The increase in net 
income compared to the third quarter of 1997 is due to the net 
increase in revenues described above and to lower expenses within the 
farming division.  Farming expenses as compared to 1997 were 
$1,597,000 lower due to the timing of the 1998 harvest as explained 
above.  Partially offsetting these favorable variances was the reduced 
margins on cattle sales and an increase in real estate expenses of 
$314,000 due to increased professional service fees related to 
development projects. 

Cattle prices during 1998 continue to be depressed due to the supply 
of cattle held in feedlots and to lower export sales during 1998.  
Prices are remaining below normal levels due to the continuing impact 
of the Asian economic crisis on the beef market and the summer drought 
in Texas that caused additional animals to be brought to market 
earlier than normal. Of the United States' trading partners, Asia is 
the largest importer of U.S. beef, so any continuing decline in 
purchasing power within that region could hold down prices within the 
beef market.  

Registrant continues to be involved in various environmental 
proceedings related to leased acreage.  For a further discussion, 
refer to Note F - Contingencies.

Prices received by Registrant for many of its products are dependent 
upon prevailing market conditions and commodity prices.  Therefore, 
Registrant is unable to accurately predict revenue, just as it cannot 
pass on any cost increases caused by general inflation, except to the 
extent reflected in market conditions and commodity prices.  The 
operations of the Registrant are seasonal and results of operations 
cannot be predicted based on quarterly results.

Liquidity and Capital Resources

Registrant's cash, cash equivalents and short-term investments totaled 
approximately $15,433,000 at September 30, 1998, compared to 
$18,165,000 on December 31, 1997, a decrease of 15%.  Working capital 
as of September 30, 1998 was $21,786,000 compared to $24,518,000 on 
December 31,1997. The decrease in working capital during 1998 is due 
primarily to capital expenditures, the payment of dividends, and long 
term debt payments.  The use of short-term credit has grown when 
compared to 1997 due to increases in accounts receivable and 
inventories as a result of the growth of Registrant's core business 
lines, especially livestock.  The timing of short-term credit needs 
has also changed due to the majority of Registrant's cattle sales and 
revenues from crop harvests all coming during the second half of the 
year.  In past years cattle sales were primarily during the first half 
of each year.   

Registrant has revolving lines of credit of $13,000,000 that as of 
June 30, 1998 had a balance outstanding of $10,612,000 at an interest 
rate of 8.25%.  Registrant also has a short-term line of credit 
outstanding of $5,989,000 from an investment banking firm at an 
interest rate of 5.85%.  The lines of credit are expected to be paid 
down from the proceeds of cattle and crop sales during the fourth 
quarter.  The revolving lines of credit are used as a short-term cash 
management tool.

The accurate forecasting of cash flows by Registrant is made difficult 
due to the fact that commodity markets set the prices for the majority 
of Registrant's products and the fact that the cost of water changes 
significantly from year-to-year as a result of changes in its 
availability.  

Registrant is currently evaluating the possibility of new farming 
developments, continued expansion of the cattle herd, and additional 
commercial development along the Interstate 5 corridor.  These 
potential new projects would be funded from current cash resources, 
from additional borrowings, and possibly funds provided by joint 
venture partners involved in particular projects.

Registrant has traditionally funded its growth and capital additions 
from internally generated funds.  Management believes that the 
combination of net earnings, short-term investments and borrowing 
capacity will be sufficient for its near term operations.

Year 2000 Problem

Many older computer hardware, software and imbedded micro controllers 
are designed to read and store dates using only the last two digits of 
the year.  As a result they cannot correctly interpret dates beyond 
the year 2000.  If not corrected, this problem could cause processing 
errors or computer system failures that materially adversely affect 
Registrant.

During early 1997 Registrant initiated a review of all its financial 
and accounting systems and implemented a conversion plan involving the 
acquisition of new hardware and software that read and store dates in 
four digits.  This conversion was completed in 1997 at a cost of 
approximately $200,000, of which approximately $90,000 was for the 
purchase of new hardware and approximately $110,000 was for the 
purchase of new software and consulting services relating to the 
conversion.  These expenditures were capitalized and are being 
depreciated over a three year useful life.  The funds were provided by 
operations, including use of Registrant's short-term line of credit. 
Registrant has conducted limited testing of the new system and 
believes that it will function effectively when the dates beyond the 
year 1999 are processed.

While Registrant believes that its financial and accounting systems 
are its principal exposure to the Year 2000 problem, Registrant 
intends to undertake a review of the balance of its operations to 
determine the extent to which other computer programs and imbedded 
micro controllers are utilized.  Registrant will then undertake to 
modify or replace any such programs or devices in advance of the end 
of 1999.

Registrant has begun the process of communicating with all significant 
suppliers, customers, financial institutions, utilities, and other 
third parties upon which it is dependent to determine the extent to 
which Registrant's business operations are vulnerable to the failure 
of those parties to correct their own Year 2000 problems.  Although 
all responses received to date have been satisfactory, Registrant has 
not completed this phase of its Year 2000 readiness program.  
Registrant does not intend to independently test or verify to which 
third parties correct their Year 2000 problems.

Registrant also intends to develop contingency plans to handle its 
most likely worst case scenarios with respect to the Year 2000 
problem.  Registrant intends to complete its determination of worst 
case scenarios after it has received and analyzed responses to 
substantially all of the inquiries made of third parties.  The 
contingency plans are expected to include methods of dealing with 
third parties that are not dependent upon computer or micro controller 
technology.  The Registrant estimates that it will complete its 
inquiry of third parties and development of contingency plans well in 
advance of the end of 1999.

Registrant believes that substantially all of the costs of completing 
its efforts to be Year 2000 ready will consist of the compensation 
expense allocable to employees who work on the project.  Registrant 
does not separately track these costs related to the Year 2000 project 
but does not expect them to be material.

All statements in this Report regarding the Year 2000 problem involve 
forward-looking information as to which there is a great uncertainty. 
The actual results of the Registrant's program to deal with the Year 
2000 problem could differ materially from what Registrant plans and 
anticipates because of the lack of experience of Registrant and others 
with problems of this kind, the extent to which computer and other 
systems of business and other entities are inter-related and the lack 
of control over, and access to information of third parties upon whom 
Registrant's business is dependent.  The failure of the Registrant to 
correctly analyze and anticipate Year 2000 problems in its own 
operations or those of third parties or the failure or inability to 
develop effective contingency plans could have a material adverse 
effect on the Registrant's business.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Registrant uses the commodity futures and options markets to protect 
the future selling price of cattle and purchase price of feed.  
Registrant's goal in hedging its cattle and feed costs is to protect 
or create a range of selling prices and feed prices that allow 
Registrant to recognize a profit on the sale of cattle once all costs 
are deducted.  See Note D of Notes to the Consolidated Condensed 
Financial Statements for information with respect to market risk 
related to derivatives.  Estimated gains on future contracts and 
options as of September 30,1998 were $310,000 as compared to the 
$265,000 estimated loss at December 31,1997.  The change is primarily 
due to a decline in cattle prices during 1998, which caused future 
contracts and options to be repriced which created gains on the 
derivative positions.  These gains partially offset the decline in 
prices received on the sale of cattle.

At September 30,1998 Registrant had cattle inventory of $14.5 million, 
farming inventories of $2.6 million, and farming receivables of $1.8 
million whose value will ultimately depend on the value of the cattle, 
almonds, and grapes at the time of payment or sale.  See Note A of 
Notes to the Consolidated Condensed Financial Statements for 
information regarding the use of estimates in recognizing receivables 
and revenues.

Item 8.  Financial Statements and Supplementary Data.

The response to this Item is submitted in a separate section of this 
report.

Item 9.  Changes in and Disagreements with Accountants on Accounting 
and Financial Disclosure.

Not applicable.

Impact of Accounting Change

None

PART II - OTHER INFORMATION

Item 1.      Legal Proceedings

Not Applicable

Item 2.      Changes in Securities

Not Applicable

Item 3.      Defaults upon Senior Securities

Not Applicable

Item 4.      Submission of Matters to a Vote of Security Holders

Not Applicable

Item 5.            Other Information

Registrant announced during the third quarter that an agreement was 
reached with Northrop Grumman Corp. to sell to Northrop the 1,415-acre 
Radar Test Facility that Northrop has been leasing from Registrant 
since 1980.  The sale is scheduled to close during the fourth quarter 
of 1998 for a price of $4,250,000.  The after tax gain from of the 
sale is estimated to be $2,550,000, or $.20 per share diluted.

Registrant is also in negotiations with several telecommunication 
companies regarding easements for fiber optic cable.  If any of these 
transactions are concluded, the payments could be material to net 
income.  No agreements have been entered into, and there is 
substantial uncertainty as to whether any of these transactions will 
be concluded.

Item 6.            Exhibits and Reports on Form 8-K

(a)  Exhibits -
     
3.1	Restated Certificate of Incorporation		 *
3.2	Bylaws								**

27.1	Financial Data Schedule (Edgar), 
  September 30, 1998


(b)  Reports  - None




 *	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended December 
31, 1987, is incorporated herein by reference.

**	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended December 
31, 1994, is incorporated herein by reference.

	SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 
1934, Registrant has duly caused this report to be signed on its 
behalf by the undersigned thereunto duly authorized.



TEJON RANCH CO.          		 
         					(Registrant)



                Date   		BY                         			
	           			       Allen E. Lyda
  Vice President, Finance
  & Treasurer (Principal Financial   
  Officer

	EXHIBIT INDEX


Exhibit No.	Exhibit Description

3.1			Restated Certificate of Incorporation	*

3.2			By-Laws							**

27.1			Financial Data Schedule (Edgar),		        19
September 30, 1998	



 *	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended December 
31, 1987, is incorporated herein by reference.

**	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended 
December 31, 1994, is incorporated herein by reference.


- - 1 -

EX-27

WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

 <C>

	FORM 10-Q

	SECURITIES AND EXCHANGE COMMISSION

	WASHINGTON, D.C. 20549

(X)	QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended    September 30, 1998

	OR

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

for the transition period from             to          
 
For Quarter Ended				Commission File Number

  September 30, 1998 				       1-7183  
 

                   TEJON RANCH CO.                     
 
(Exact name of Registrant as specified in its charter)

     Delaware                	              77-0196136           
 
(State or other jurisdiction of  (IRS Employer Identification No.)
 incorporation or organization)

P.O. Box 1000, Lebec, California        			   93243  
 
(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code...(805) 248-6774

Indicate by check mark whether the Registrant (1) has 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) has been subject to such filing requirements 
for the past 90 days.

Yes  X  	No    

Total Shares of Common Stock issued and outstanding on September 
30,1998, were 12,691,253.

	TEJON RANCH CO.

	INDEX

Page No.

PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements

Unaudited Consolidated Condensed Statements of	 3
Operations for the Three Months and Nine Months 
Ended September 30, 1998 and September 30, 1997 

Unaudited Consolidated Condensed Balance Sheets	 4
as of and September 30, 1998 and December 31, 1997

Unaudited Consolidated Condensed Statements of 	 5
Cash Flows for the Nine Months Ended 
September 30, 1998 and 1997

Notes to Unaudited Consolidated Financial		 6
Statements

Item 2.	Management's Discussion and Analysis of 		12
Financial Condition and Results of Operations

Item 3.	Quantitive and Qualitative Disclosures About
		Market Risk								16

PART II.	OTHER INFORMATION

Item 5. Other Information					17

Item 6. Exhibits and Reports on Form 8-K		18

SIGNATURES								19

PART III	EXHIBIT INDEX								20



PART I FINANCIAL INFORMATION

TEJON RANCH CO. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)


THREE MONTHS ENDED	NINE MONTHS ENDED
   September 30      	  September 30   
 
          1998     1997  	   1998     1997 

Revenues:	
Livestock	$11,342	$9,779	$24,835  $15,677
Farming	  3,784	 4,982	  4,055  	 5,663
Resource management	    972	   706	  1,929 	 2,074
Real Estate	    378	   331	  1,042  	 1,015 
Interest Income	    227	   364	    744	 1,036 
 16,703 	16,162	 32,605	25,465

Costs and Expenses:
Livestock	  9,707	 8,818	 23,602	14,673
Farming	  1,634 	 3,231   	  2,255 	 3,774
Resource Management	    390	   354	  1,276  	 1,082
Real Estate	    874	   560	  2,437	 1,910
Corporate Expense	    619	   649	  1,832	 1,693
Interest Expense	    276	   247	    780	   510
 13,500	13,859	 32,182	23,642

Operating Income	  3,203	 2,303	    423	 1,823

Income Tax Expense	  1,217	   871	    161	   683
Net Income	 $1,986 	 1,432 	    262	 1,140


Net Income Per Share, basic	$  0.16	$ 0.11	$  0.02	$ 0.09
Net Income Per Share, diluted	$  0.16	$ 0.11	$  0.02	$ 0.09
Cash Dividends Paid	$    -	$   -	$  0.025	$ 0.025


See Notes to Consolidated Condensed Financial Statements.














	TEJON RANCH CO. AND SUBSIDIARIES
	CONSOLIDATED CONDENSED BALANCE SHEETS
 (Unaudited)


		September 30, 1998	December 31, 1997
ASSETS
CURRENT ASSETS
 Cash and Cash Equivalents

     $   1,468

  $   976
 Marketable Securities

       13,965 
 

 17,189
 Accounts & Notes Receivable

     6,897

  8,448
 Inventories:            




   Cattle

   14,536

11,737
   Farming

    2,568

    00
   Other

      422

   485
 Prepaid Expenses and Other

         1,476

 1,659
 Total Current Assets

   41,285

40,494
PROPERTY AND EQUIPMENT-NET

23,985

21,778
OTHER ASSETS

1,786

1,421
TOTAL ASSETS

     $  67,056

  $63,693

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILTIES
 Trade Accounts Payable

     $   1,943

  $ 2,889
 Other Accrued Liabilities

0

390
 Short-term Borrowings

16,601

11,955
 Other Current Liabilities

          955

      742
 Total Current Liabilities

19,499

15,976
LONG-TERM DEBT

3,800

3,925
DEFERRED INCOME TAXES

3,321

3,304
  Total Liabilities

26,620

23,205
STOCKHOLDERS' EQUITY
  Common Stock

6,346

6,343
  Additional Paid-In Capital

382

385
  Retained Earnings

33,596

33,651
  Marketable Securities-




    Unrealized Gains-Net

          112

      109
  Total Stockholders'Equity

40,436

40,488
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY
 

$  67,056


$63,693



See Notes to Consolidated Condensed Financial Statements.


*The Balance Sheet at December 31, 1997 has been derived from the 
audited financial statements at that date.

EJON RANCH CO. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW
(In thousands)
(Unaudited)
 NINE MONTHS ENDED
    September 30     
     1998	     1997
OPERATING ACTIVITIES




     Net Income
$
   262 
$
 1,140
     Items Not Affecting Cash and Cash 
     Equivalents:




       Depreciation and Amortization

 1,478

 1,022
       Deferred Income Taxes

    17

    15
       Gain on Sale of Investments

    (34)

     (4)
     Changes in Operating Assets and




       Liabilities:




         Receivables, Inventories and




           Other Assets, Net

 (3,523)

 (11,607)
         Current Liabilities, Net

 (1,123)

  1,126
NET CASH USED IN




     OPERATING ACTIVITIES

 (2,923)

 (8,308)





INVESTING ACTIVITIES




     Acquisition of Champion Feeders

     

(3,874)
     Maturities and Sales of Marketable




        Securities

 5,084

  5,336
     Funds Invested in Marketable




        Securities

  (1,821)

(2,192)
     Property and Equipment




        Expenditures

(3,616)

(2,188)
     Change in Breeding Herds

(69)

     70
     Other

(367)

(33)
NET CASH USED IN




      INVESTING ACTIVITIES

(789)

(2,881)





FINANCING ACTIVITIES




     Proceeds From Revolving Line




       of Credit

 15,930

 22,188
     Payments of Revolving Line




       Of Credit

(11,284)

(13,813)
     Payments on Long-Term Debt

(125)

    -  
     Borrowings of Long-Term Debt

     - 

  2,500
     Cash Dividends Paid

(317)

(317)
NET CASH PROVIDED BY FINANCING




     ACTIVITIES

  4,204 

 10,558





INCREASE(DECREASE) IN CASH AND




     CASH EQUIVALENTS

    492

(631)
Cash and Cash Equivalents at




     Beginning of Period

    976

    693





CASH AND CASH EQUIVALENTS AT




     END OF PERIOD
$
  1,468
$
     62

See Notes to Consolidated Condensed Financial Statements.


TEJON RANCH CO. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)


September 30, 1998

NOTE A - BASIS OF PRESENTATION

The summarized information furnished by Registrant pursuant to the 
instructions to Part I of Form 10-Q is unaudited and reflects all 
adjustments which are, in the opinion of Registrant's Management, 
necessary for a fair statement of the results of operations for the 
interim period. All such adjustments are of a normal recurring nature.

The results of the period reported herein are not indicative of the 
results to be expected for the full year due to the seasonal nature of 
Registrant's agricultural activities.  Historically, the largest 
percentage of revenues are recognized during the third and fourth 
quarters.

For further information, refer to the Consolidated Financial 
Statements and footnotes thereto included in Registrant's Annual 
Report on Form 10-K for the year ended December 31, 1997.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation -- The consolidated condensed financial 
statements include the accounts of Registrant and its wholly-owned 
subsidiaries. All intercompany transactions have been eliminated in 
consolidation.

Cash Equivalents -- Registrant considers all highly liquid 
investments, with a maturity of three months or less when purchased, 
to be cash equivalents.  The carrying amount for cash equivalents 
approximates fair value.

Marketable Securities - Registrant considers those investments not 
qualifying as cash equivalents, but which are readily marketable, to 
be marketable securities.  The Registrant classifies all marketable 
securities as available-for-sale.  Such securities are stated at fair 
value with the unrealized gains (losses), net of tax, reported in a 
separate component of stockholders' equity and comprehensive income.

Credit Risk -- Registrant grants credit to customers, principally 
large cattle purchasers, feedlot customers, co-ops, wineries, nut 
marketing companies, and lessees of Registrant facilities located in 
California. Registrant performs periodic credit evaluations of its 
customers' financial condition and generally does not require 
collateral.

Farm Inventories -- Costs of bringing crops to harvest are capitalized 
when incurred.  Such costs are expensed when the crops are sold.  Farm 
inventories held for sale are valued at the lower of cost (first-in, 
first-out method) or market.


Cattle Inventories and Breeding Herd -- Cattle raised on the Ranch are 
stated at the accumulated cost of developing such animals until they 
are sold or are added to the breeding herd, and purchased cattle are 
stated at cost plus development costs.  All cattle held for sale are 
valued at the lower of cost (first-in, first-out method) or market and 
are included in the caption inventories.  Purchased bulls and cows 
included in the breeding herd and used for breeding are depreciated 
using the straight-line method over five to seven years.

Commodity Contracts Used to Hedge Price Fluctuations -- Registrant 
enters into futures and option contracts to hedge its exposure to 
price fluctuations on its stocker cattle and its cattle feed costs.  
The goal of Registrant is to protect or create a future price for its 
cattle and feed that will provide a profit once the cattle are sold 
and all costs are deducted.  Realized gains, losses, and costs 
associated with closed contracts are included in prepaid assets and 
are recognized in cost of sales expense at the time the hedged cattle 
are sold or feed is used.

Property and Equipment --Property and equipment are stated on the 
basis of cost, except for land acquired upon organization in 1936 
which is stated on the basis (presumed to be at cost) carried by 
Registrant's predecessor.  Depreciation is computed using the 
straight-line method over the estimated useful lives of the various 
assets.  Buildings and improvements are depreciated over a 10 year to 
27.5 year life.  Machinery and equipment is depreciated over a three 
year to 10 year life depending on the type of equipment.  Vineyards 
and orchards are generally depreciated over a 20 year life with 
irrigation systems over a 10 year life.  Oil, gas and mineral reserves 
have not been appraised, so no value has been assigned to them.

Vineyards and Orchards -- Costs of planting and developing vineyards 
and orchards are capitalized until the crops become commercially 
productive.  Interest costs and depreciation of irrigation systems and 
trellis installations during the development stage are also 
capitalized.  Revenue from crops earned during the development stage 
are credited against development costs.  Depreciation commences when 
the crops become commercially productive.

At the time crops are harvested and delivered to buyers and revenues 
are estimable, revenues and related costs are recognized, which 
traditionally occurs during the third and fourth quarters of each 
year.  Orchard revenues are based upon estimated selling prices, 
whereas vineyard revenues are recognized at the contracted selling 
price.  Estimated prices for orchard crops are based upon the quoted 
estimate of what the final market price will be by marketers and 
handlers of the orchard crops.  Actual final orchard crop selling 
prices are not determined for several months following the close of 
Registrant's fiscal year due to supply and demand fluctuations within 
the orchard crop markets.  Adjustments for differences between 
original estimated and actual revenues received are recorded during 
the period in which such amounts become known.  

Net Income Per Share -- Effective December 31, 1997, Registrant 
adopted SFAS No. 128, "Earnings Per Share" which replaced primary and 
fully diluted earnings per share with basic and diluted earnings per 
share.  Basic net income per share is based upon the weighted average 
number of shares of common stock outstanding, which for the three 
months ended September 30,1998 and 1997 was 12,691,253 and 12,685,994. 
For the nine months ended September 30, 1998 and 1997 the weighted 
average common shares outstanding were 12,687,747 and 12,685,994 
respectively.  Diluted net income per share is based upon the weighted 
average number of shares of common stock outstanding and the average 
shares outstanding assuming the issuance of common stock for stock 
options using the treasury stock method.  For the three months ended 
September 30, 1998 and 1997 diluted common shares outstanding were 
12,731,216 and 12,761,345. For the nine months ended September 30, 
1998 and 1997 diluted common shares outstanding were 12,759,562 and 
12,714,286.

In March 1992, Registrant's Board of Directors adopted the 1992 Stock 
Option Plan providing for the granting of options to purchase a 
maximum of 230,000 shares of the Registrant's common stock to 
employees, advisors, and consultants of the Registrant.  Since the 
adoption of the Plan, Registrant has granted options to purchase 
179,000 shares at a price equal to fair market value at date of grant. 
At September 30, 1998, options to purchase 158,453 shares were 
outstanding.

On January 26, 1998, the Board of Directors adopted the 1998 Stock 
Incentive Plan.  The Incentive Plan provides for the making of awards 
to employees, consultants, and advisors of Registrant with respect to 
800,000 shares of common stock.  Since the adoption of the Incentive 
Plan, Registrant has granted options to purchase 100,000 shares at a 
price equal to the fair market value at date of grant, all of which 
are outstanding at September 30, 1998.

Also, on January 26, 1998, the Board of Directors adopted the Non-
Employee Director Stock Incentive Plan.  This plan is intended to 
enable Registrant to attract, retain, and motivate its non-employee 
directors by providing for or increasing the proprietary interests of 
such persons by Registrant.  The plan provides for making of awards to 
non-employee directors with respect to an aggregated 200,000 shares of 
common stock.  Since the adoption of the plan, Registrant has granted 
options under the plan to purchase 21,727 shares at a price equal to 
the fair market value at date of grant.

The 1998 Stock Incentive Plan and the Non-Employee Director Stock 
Incentive Plan were approved by stockholders at Registrant's Annual 
Meeting on May 11, 1998.

Long-Lived Assets -- In accordance with Statement of Financial 
Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment 
of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," 
Registrant records impairment losses on long-lived assets held and 
used in operations when indicators of impairment are present and the 
undiscounted cash flows estimated to be generated by those assets are 
less than their related carrying amounts.  SFAS No. 121 had no impact 
on Registrant's consolidated financial position and results of 
operations in the current year.

Environmental -- Environmental expenditures that relate to current 
operations are expensed or capitalized as appropriate.  Expenditures 
that relate to an existing condition caused by past operations and 
which do not contribute to current or future revenue generation are 
expensed. Liabilities are recorded when environmental assessments 
and/or remedial efforts are probable and the costs can be reasonably 
estimated.  Generally, the timing of these accruals coincides with the 
completion of a feasibility study or Registrant's commitment to a 
formal plan of action.  No liabilities for environmental costs have 
been recorded at September 30, 1998 or 1997.

Use of Estimates -- The financial statements have been prepared in 
conformity with generally accepted accounting principles and, as such, 
include amounts based on informed estimates and judgments of 
management.  Actual results could differ from these estimates.

New Accounting Pronouncements -- In February 1998 the FASB issued SFAS 
No. 132 "Employers' Disclosures about Pensions and other 
Postretirement Benefits" which is effective for fiscal years beginning 
after December 15, 1997.  SFAS No. 132 revises year-end disclosures 
about pension and other postretirement benefit plans.  SFAS # 132 will 
not have any impact on the financial results or financial condition of 
Registrant.

In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative 
Instruments and Hedging Activities" ("SFAS 133") which is effective 
for financial years beginning after June 1999.  SFAS 133 requires all 
derivatives to be recorded at fair value and establishes unique 
accounting for fair value hedges, cash flow hedges and foreign 
currency net investment hedges.  The Company expects to adopt the new 
statement effective January 1, 2000.  The statement will require the 
Registrant to recognize all derivatives on the balance sheet at fair 
value.  Derivatives that are not hedges must be adjusted to fair value 
through income.  If the derivative is a hedge, depending on the nature 
of the hedge, changes in the fair value of derivatives will either be 
offset against the change in fair value of the hedged assets, 
liabilities, or firm commitments through earnings or recognized in 
other comprehensive income until the hedged item is recognized in 
earnings.  The ineffective portion of a derivative's change in fair 
value will be immediately recognized in earnings.  The Company has not 
yet determined what the effect of Statement 133 will be on earnings 
and financial position of the Company.
 

NOTE C - MARKETABLE SECURITIES

Statement of Financial Accounting Standard ("SFAS") No. 115, 
Accounting for Certain Investments in Debt and Equity Securities, 
requires that an enterprise classify all debt securities as either 
held-to-maturity, trading, or available-for-sale.  The Registrant has 
elected to classify its securities as available-for-sale and therefore 
is required to adjust securities to fair value at each reporting date.

The following is a summary of available-for-sale securities at 
September 30, 1998 and December 31, 1997:

                         September 30	 December 31



       1998


        1997






 Market



Market



Cost

 Value

Cost

Value

Marketable securities:
(in thousands)










  U.S. Treasury and 
  agency notes


$ 7,582 


$7,724 


$ 9,770  


$ 9,947  

  Corporate notes

6,199 

    6,241 

7,237  

7,242  



  $13,781 

  $13,965 

$17,007  

$17,189  

As of September 30, 1998, the cumulative fair value adjustment is a 
$185,000 unrealized gain.  The cumulative fair value adjustment to 
stockholders' equity, net of a deferred tax of $73,000, is an 
unrealized gain of $112,000.  Registrant's gross unrealized holding 
gains equal $190,000, while gross unrealized holding losses equal 
$5,000.  On September 30, 1998, the average maturity of U.S. Treasury 
and agency securities was 1.2 years and the average maturity corporate 
notes was 2 years.  Currently, Registrant has no securities with a 
remaining term to maturity of greater than five years.

Market value equals quoted market price, if available.  If a quoted 
market price is not available, market value is estimated using quoted 
market prices for similar securities.  Registrant's investments in 
corporate notes are with companies with a credit rating of A or 
better.  

NOTE D - COMMODITY CONTRACTS USED TO HEDGE PRICE FLUCTUATIONS

Registrant used commodity derivatives to hedge its exposure to price 
fluctuations on its purchased stocker cattle and its cattle feed 
costs.  The objective is to protect or create a future price for 
stocker cattle that will protect a profit or minimize a loss once the 
cattle are sold and all costs are deducted and protect the Registrant 
against a further cattle market decline.  To help achieve this 
objective the Registrant used both the futures commodity markets and 
options commodity markets.  A futures contract is an obligation to 
make or take delivery at a specific future time of a specifically 
defined, standardized unit of a commodity at a price determined when 
the contract is executed.  Options are contracts that give their 
owners the right, but not the obligation, to buy or sell a specified 
item at a set price on or before a specified date.

Registrant continually monitors any open futures and options contracts 
to determine the appropriate hedge based on market movement of the 
underlying asset.  The options and futures contracts used typically 
expire on a quarterly or semi-annual basis and are structured to 
expire close to or during the month the stocker cattle and feed are 
scheduled to be sold or purchased.  The risk associated with hedging 
for the Registrant is that hedging limits or caps the potential 
profits if cattle or feed prices begin to increase or add additional 
costs if cattle or grain prices fall dramatically.  The derivatives 
used in Registrant's hedging program fluctuate in price as the cash 
market for cattle moves up or down.  The cattle market is influenced 
by total supply, future demand, weather, and import/export activities.

Payments received and paid related to outstanding options contracts 
are deferred in prepaid and other current assets and were 
approximately $89,000 at September 30, 1998.  Futures contracts are 
carried off-balance sheet until the contracts are settled. Realized 
gains, losses, and costs associated with closed contracts are included 
in prepaid and other assets and will be recognized in cost of sales 
expense at the time the hedged stocker cattle are sold.  At September 
30, 1998 there was $83,000 of hedging costs associated with closed 
contracts included in prepaid and other assets.  

The following table identifies the cattle futures and options contract 
amounts outstanding at September 30, 1998.  The table also includes 
the expiration dates of the contracts, the aggregate weighted average 
value of the futures contracts bought or sold and the aggregate cash 
paid or received on options, excluding transaction fees.  The amounts 
in the table are in thousands except for the number of contracts

Cattle Hedging 
Activity Commodity 
Future/Option
Description

No.
Contracts


Contract 
Expiration
Date

Original 
Contract
(Bought
Sold
Market
Fair Value
At
Sept 30,1998
(Buy) Sell

Gain (Loss)
At
Sept 30,1998
Cattle futures 
sold
20
Dec. 98
$ 539  
$ (490)
$  49  
Cattle options 
bought
195
Dec. 98
$ (59)
$  299  
$ 240  
Cattle options 
bought
100
Feb. 99
$ (54)
$   61  
$   7  
Cattle options 
sold
55
Oct 98
$   8  
$   (5) 
$   3  
Cattle options
sold
100
Feb. 99
$  32  
$   21  
$  11  


Market value is based upon quoted market prices at September 30, 1998. 
Actual gains or losses from futures and options contracts will depend 
upon cattle prices at expiration date of the contracts.  All of the 
above futures and options contract are based upon each contracts being 
equal to 40,000 pounds.

NOTE E - COMPREHENSIVE INCOME

As of January 1, 1998, Registrant adopted SFAS No.130, Reporting 
Comprehensive Income. SFAS No. 130 establishes new rules for the 
reporting and display of comprehensive income and its components; 
however, the adoption of this Statement had no impact on Registrant's 
net income or shareholders' equity. SFAS No. 130 requires unrealized 
gains or losses on Registrant's available-for-sale securities equity, 
to be disclosed as a component of and included in other comprehensive 
income.

The components of comprehensive income, net of related tax, for the 
nine-month periods ended September 30, 1998 and 1997 are as follows:


    1998

     1997

Net income, after tax

$  262

$1,140

Unrealized gain on securities, 
after tax


   112


   109

Comprehensive income, after tax

$  374

$1,249


NOTE F - CONTINGENCIES

Registrant leases land to National Cement Company of California, Inc. 
("National") for the purpose of manufacturing portland cement from 
limestone deposits on the leased acreage. National and Lafarge 
Corporation (the previous operator and referred to herein as 
"Lafarge") have been ordered to clean up and abate certain hazardous 
waste sites on the leased premises.  Under existing lease agreements 
either National or Lafarge is required to indemnify Registrant for 
costs and liabilities incurred in connection with the orders, 
depending on when the obligation arises.  Due to the financial 
strength of National and its parent company, which guaranteed 
National's obligations, and the financial strength of Lafarge, 
Registrant believes that it is remote there will be a material effect 
on Registrant.

For a further discussion refer to Registrant's 1997 Form 10-K, Part I, 
Item 3, - "Legal Proceedings".  There have been no changes since the 
filing of the 1997 Form 10-K.  

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

Results of Operations

This Management's discussion and Analysis of Financial Condition and 
Results of Operations includes forward-looking statements that are 
subject to many uncertainties and may turn out not to be accurate.  
Many of these forward looking statements are subject to factors beyond 
the control of Registrant (such as weather and market forces) and, 
with respect to Registrant's future development of its land and other 
land transactions, the availability of financing and the ability to 
obtain various governmental entitlements.  No assurance can be given 
that any such projections will turn out to be accurate.

Total revenues, including interest income for the first nine months of 
1998, were $32,605,000 compared to $25,465,000 for the first nine 
months of 1997.  The growth in revenues during 1998 is primarily 
attributable to increases in livestock division revenues.  This 
increase in revenues was partially offset by reduced resource 
management division revenues and reduced farming revenues.  When 
compared to the same period of 1997, livestock revenues grew due to 
increases in livestock sales of $4,841,000 and to an increase in 
feedlot revenues of $4,112,000.  Livestock sales increased due to 
approximately 5,000 additional head of cattle being sold during the 
first nine months of 1998 than during the same period of 1997.  The 
increase in cattle sold is the result of Registrant increasing its 
cattle herd throughout 1997.  Registrant's cattle herd at the end of 
the third quarter of 1998 was approximately 37,000 head compared to 
approximately 24,000 head at September 30 1997.  Feedlot revenues 
increased when compared to 1997 due to owning the feedlot for the 
entire first quarter of 1998 and to increased average occupancy in the 
feedlot during July and August 1998.  The feedlot was purchased March 
10, 1997.  Resource management revenues declined $145,000 in 1998 due 
to reduced oil and mineral royalties. Oil and mineral royalties 
declined due to lower prices for Kern County crude oil and lower 
cement production.  The lower oil prices have also caused a decline in 
oil production.  It is believed that the decrease in oil prices will 
continue to have a negative impact on Registrant's revenues throughout 
1998. Farming revenues declined $1,608,000 during 1998 due primarily 
to the timing of the start of 1998 crop harvests when compared to 
1997.  The late harvest has caused third quarter and year-to-date 
revenues to be reduced $1,862,000 compared to 1997.  As of September 
30,1997, the grape, almond, and pistachio harvests were completed.  
During the third quarter of 1998 50% of the grape harvest was 
completed, approximately 75% of the almond harvest was completed, and 
the pistachio harvest did not begin until early October.  This decline 
in revenues is primarily a timing variance and the remainder of the 
revenues associated with the 1998 crop will be recognized during the 
fourth quarter.  Thus far, crop production for all of Registrant's 
crops is less than in 1997 due to winter and spring storms during the 
pollination and bloom period of the crops. Statewide production 
estimates for grapes, almonds, and pistachios are below last year's 
levels.  This anticipated drop in production is keeping prices for 
Registrant's crops higher than might have been expected in a normal 
production year.  Overall crop revenues for 1998 could be slightly 
less than in 1997 due to lower production.  Partially offsetting this 
difference in crop revenues is an increase in lease payments on new 
farmland leases during 1998 of approximately $300,000.

Operating activities during the nine months of 1998 resulted in net 
income of $262,000, or $0.02 per share diluted, compared to a net 
income of $1,114,000, or $0.09 per share diluted, for the same period 
of 1997.  The decrease when compared to 1997 is primarily attributable 
to an increase in costs within the livestock division which exceeded 
the rate of increased revenues, reduced farming revenues, and to 
increases in real estate expense and resource management expense.  
Cost of sales on cattle increased $5,068,000 when compared to 1997 due 
to the sale of additional cattle as described above.  Also, during the 
first nine months of 1998, Registrant's net margin from the sale of 
cattle was reduced due to the dramatic drop in market prices because 
of the Asian economic crisis and to the large number of cattle in 
feedlots during the first quarter of 1998 and increased feedlot 
expenses.  Feedlot expenses also increased $4,062,000 when compared to 
1997 due to the timing of purchasing the feedlot during 1997 and to 
increased feed inventory costs.  Real estate expense increased due to 
higher staffing costs and fixed water costs.  Resource management 
expense increased due to an increase in professional service fees 
related to the monitoring of activities at the National Cement lease 
site.

Total revenues for the third quarter of 1998, including interest 
income, were $16,703,000 compared to $16,162,000 for the third quarter 
of 1997.  The growth in third quarter revenues when compared to 1997 
is due primarily to an increase in cattle sales of $600,000 and an 
increase in feedlot revenues of $1,314,000 due to higher occupancy 
rates. This increase was partially offset by third quarter farming 
revenues being $1,200,000 below last year for reasons described above. 

During the third quarter of 1998, Registrant had net income of 
$1,986,000, or $.16 per share, compared to net income of $1,432,000 or 
$.11 per share for the same period of 1997.  The increase in net 
income compared to the third quarter of 1997 is due to the net 
increase in revenues described above and to lower expenses within the 
farming division.  Farming expenses as compared to 1997 were 
$1,597,000 lower due to the timing of the 1998 harvest as explained 
above.  Partially offsetting these favorable variances was the reduced 
margins on cattle sales and an increase in real estate expenses of 
$314,000 due to increased professional service fees related to 
development projects. 

Cattle prices during 1998 continue to be depressed due to the supply 
of cattle held in feedlots and to lower export sales during 1998.  
Prices are remaining below normal levels due to the continuing impact 
of the Asian economic crisis on the beef market and the summer drought 
in Texas that caused additional animals to be brought to market 
earlier than normal. Of the United States' trading partners, Asia is 
the largest importer of U.S. beef, so any continuing decline in 
purchasing power within that region could hold down prices within the 
beef market.  

Registrant continues to be involved in various environmental 
proceedings related to leased acreage.  For a further discussion, 
refer to Note F - Contingencies.

Prices received by Registrant for many of its products are dependent 
upon prevailing market conditions and commodity prices.  Therefore, 
Registrant is unable to accurately predict revenue, just as it cannot 
pass on any cost increases caused by general inflation, except to the 
extent reflected in market conditions and commodity prices.  The 
operations of the Registrant are seasonal and results of operations 
cannot be predicted based on quarterly results.

Liquidity and Capital Resources

Registrant's cash, cash equivalents and short-term investments totaled 
approximately $15,433,000 at September 30, 1998, compared to 
$18,165,000 on December 31, 1997, a decrease of 15%.  Working capital 
as of September 30, 1998 was $21,786,000 compared to $24,518,000 on 
December 31,1997. The decrease in working capital during 1998 is due 
primarily to capital expenditures, the payment of dividends, and long 
term debt payments.  The use of short-term credit has grown when 
compared to 1997 due to increases in accounts receivable and 
inventories as a result of the growth of Registrant's core business 
lines, especially livestock.  The timing of short-term credit needs 
has also changed due to the majority of Registrant's cattle sales and 
revenues from crop harvests all coming during the second half of the 
year.  In past years cattle sales were primarily during the first half 
of each year.   

Registrant has revolving lines of credit of $13,000,000 that as of 
June 30, 1998 had a balance outstanding of $10,612,000 at an interest 
rate of 8.25%.  Registrant also has a short-term line of credit 
outstanding of $5,989,000 from an investment banking firm at an 
interest rate of 5.85%.  The lines of credit are expected to be paid 
down from the proceeds of cattle and crop sales during the fourth 
quarter.  The revolving lines of credit are used as a short-term cash 
management tool.

The accurate forecasting of cash flows by Registrant is made difficult 
due to the fact that commodity markets set the prices for the majority 
of Registrant's products and the fact that the cost of water changes 
significantly from year-to-year as a result of changes in its 
availability.  

Registrant is currently evaluating the possibility of new farming 
developments, continued expansion of the cattle herd, and additional 
commercial development along the Interstate 5 corridor.  These 
potential new projects would be funded from current cash resources, 
from additional borrowings, and possibly funds provided by joint 
venture partners involved in particular projects.

Registrant has traditionally funded its growth and capital additions 
from internally generated funds.  Management believes that the 
combination of net earnings, short-term investments and borrowing 
capacity will be sufficient for its near term operations.

Year 2000 Problem

Many older computer hardware, software and imbedded micro controllers 
are designed to read and store dates using only the last two digits of 
the year.  As a result they cannot correctly interpret dates beyond 
the year 2000.  If not corrected, this problem could cause processing 
errors or computer system failures that materially adversely affect 
Registrant.

During early 1997 Registrant initiated a review of all its financial 
and accounting systems and implemented a conversion plan involving the 
acquisition of new hardware and software that read and store dates in 
four digits.  This conversion was completed in 1997 at a cost of 
approximately $200,000, of which approximately $90,000 was for the 
purchase of new hardware and approximately $110,000 was for the 
purchase of new software and consulting services relating to the 
conversion.  These expenditures were capitalized and are being 
depreciated over a three year useful life.  The funds were provided by 
operations, including use of Registrant's short-term line of credit. 
Registrant has conducted limited testing of the new system and 
believes that it will function effectively when the dates beyond the 
year 1999 are processed.

While Registrant believes that its financial and accounting systems 
are its principal exposure to the Year 2000 problem, Registrant 
intends to undertake a review of the balance of its operations to 
determine the extent to which other computer programs and imbedded 
micro controllers are utilized.  Registrant will then undertake to 
modify or replace any such programs or devices in advance of the end 
of 1999.

Registrant has begun the process of communicating with all significant 
suppliers, customers, financial institutions, utilities, and other 
third parties upon which it is dependent to determine the extent to 
which Registrant's business operations are vulnerable to the failure 
of those parties to correct their own Year 2000 problems.  Although 
all responses received to date have been satisfactory, Registrant has 
not completed this phase of its Year 2000 readiness program.  
Registrant does not intend to independently test or verify to which 
third parties correct their Year 2000 problems.

Registrant also intends to develop contingency plans to handle its 
most likely worst case scenarios with respect to the Year 2000 
problem.  Registrant intends to complete its determination of worst 
case scenarios after it has received and analyzed responses to 
substantially all of the inquiries made of third parties.  The 
contingency plans are expected to include methods of dealing with 
third parties that are not dependent upon computer or micro controller 
technology.  The Registrant estimates that it will complete its 
inquiry of third parties and development of contingency plans well in 
advance of the end of 1999.

Registrant believes that substantially all of the costs of completing 
its efforts to be Year 2000 ready will consist of the compensation 
expense allocable to employees who work on the project.  Registrant 
does not separately track these costs related to the Year 2000 project 
but does not expect them to be material.

All statements in this Report regarding the Year 2000 problem involve 
forward-looking information as to which there is a great uncertainty. 
The actual results of the Registrant's program to deal with the Year 
2000 problem could differ materially from what Registrant plans and 
anticipates because of the lack of experience of Registrant and others 
with problems of this kind, the extent to which computer and other 
systems of business and other entities are inter-related and the lack 
of control over, and access to information of third parties upon whom 
Registrant's business is dependent.  The failure of the Registrant to 
correctly analyze and anticipate Year 2000 problems in its own 
operations or those of third parties or the failure or inability to 
develop effective contingency plans could have a material adverse 
effect on the Registrant's business.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Registrant uses the commodity futures and options markets to protect 
the future selling price of cattle and purchase price of feed.  
Registrant's goal in hedging its cattle and feed costs is to protect 
or create a range of selling prices and feed prices that allow 
Registrant to recognize a profit on the sale of cattle once all costs 
are deducted.  See Note D of Notes to the Consolidated Condensed 
Financial Statements for information with respect to market risk 
related to derivatives.  Estimated gains on future contracts and 
options as of September 30,1998 were $310,000 as compared to the 
$265,000 estimated loss at December 31,1997.  The change is primarily 
due to a decline in cattle prices during 1998, which caused future 
contracts and options to be repriced which created gains on the 
derivative positions.  These gains partially offset the decline in 
prices received on the sale of cattle.

At September 30,1998 Registrant had cattle inventory of $14.5 million, 
farming inventories of $2.6 million, and farming receivables of $1.8 
million whose value will ultimately depend on the value of the cattle, 
almonds, and grapes at the time of payment or sale.  See Note A of 
Notes to the Consolidated Condensed Financial Statements for 
information regarding the use of estimates in recognizing receivables 
and revenues.

Item 8.  Financial Statements and Supplementary Data.

The response to this Item is submitted in a separate section of this 
report.

Item 9.  Changes in and Disagreements with Accountants on Accounting 
and Financial Disclosure.

Not applicable.

Impact of Accounting Change

None

PART II - OTHER INFORMATION

Item 1.      Legal Proceedings

Not Applicable

Item 2.      Changes in Securities

Not Applicable

Item 3.      Defaults upon Senior Securities

Not Applicable

Item 4.      Submission of Matters to a Vote of Security Holders

Not Applicable

Item 5.            Other Information

Registrant announced during the third quarter that an agreement was 
reached with Northrop Grumman Corp. to sell to Northrop the 1,415-acre 
Radar Test Facility that Northrop has been leasing from Registrant 
since 1980.  The sale is scheduled to close during the fourth quarter 
of 1998 for a price of $4,250,000.  The after tax gain from of the 
sale is estimated to be $2,550,000, or $.20 per share diluted.

Registrant is also in negotiations with several telecommunication 
companies regarding easements for fiber optic cable.  If any of these 
transactions are concluded, the payments could be material to net 
income.  No agreements have been entered into, and there is 
substantial uncertainty as to whether any of these transactions will 
be concluded.

Item 6.            Exhibits and Reports on Form 8-K

(a)  Exhibits -
     
3.1	Restated Certificate of Incorporation		 *
3.2	Bylaws								**

27.1	Financial Data Schedule (Edgar), 
  September 30, 1998


(b)  Reports  - None




 *	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended December 
31, 1987, is incorporated herein by reference.

**	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended December 
31, 1994, is incorporated herein by reference.

	SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 
1934, Registrant has duly caused this report to be signed on its 
behalf by the undersigned thereunto duly authorized.



TEJON RANCH CO.          		 
         					(Registrant)



                Date   		BY                         			
	           			       Allen E. Lyda
  Vice President, Finance
  & Treasurer (Principal Financial   
  Officer

	EXHIBIT INDEX


Exhibit No.	Exhibit Description

3.1			Restated Certificate of Incorporation	*

3.2			By-Laws							**

27.1			Financial Data Schedule (Edgar),		        19
September 30, 1998	



 *	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended December 
31, 1987, is incorporated herein by reference.

**	This document, filed with the Securities Exchange Commission in 
Washington D.C. (file number 1-7183) under Item 14 to 
Registrant's Annual Report on Form 10-K for year ended 
December 31, 1994, is incorporated herein by reference.


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