SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549 

FORM 8-K 

CURRENT REPORT 
Pursuant to Section 13 or 15(d) of 
the Securities Exchange Act of 1934 

Date of Report (Date of Earliest Event Reported):  June 29, 1998 

SNAP-ON INCORPORATED 
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(Exact name of registrant as specified in its charter) 

DELAWARE                          1-7724                       39-0622040 
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(State or other              (Commission File            (I.R.S. Employer 
jurisdiction of                Number)                   Identification 
incorporation)                                           Number) 

2801 80th Street 
Kenosha, Wisconsin                                53141-1410 
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(Address of principal executive offices)          (Zip Code) 

(414) 656-5200 
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(Registrant's telephone number, including area code) 

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

Item 5.  Other Events. 

From time to time, Snap-on Incorporated (the "Corporation") and
its representatives make statements either orally or in writing that are
forward-looking.  Statements that are not historical facts, including
statements (i) that include the words "believes," "expects," "anticipates,"
or "estimates" or words of similar importance with reference to the
Corporation or management; (ii) specifically identified as forward-looking;
or (iii) describing the Corporation's or management's future plans,
objectives or goals, are forward-looking statements.  The Corporation
cautions readers that forward-looking statements are subject to risks,
uncertainties or other factors that could cause (and in some cases have
caused) actual results to differ materially from those described in any
such statement.  The Corporation is filing this Form 8-K to provide readers
with cautionary statements identifying, for purposes of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995,
important factors that could cause the Corporation's actual results to
differ materially from those contained in any forward-looking statements
made by, or on behalf of, the Corporation.  These factors include but are
not limited to the following matters. 

Certain important factors that could cause the Corporation's
actual results to differ materially from those discussed in any forward-
looking statement are: the Corporation's ability to manufacture,
distribute, and/or record the sale of products during the implementation of
a new computer system involving the replacement of hardware and software
components and the enterprise-wide linking of all functions; the
Corporation's ability to withstand external negative factors including
changes in trade, monetary and fiscal policies, laws and regulations, or
other activities of governments or their agencies; significant changes in
the current competitive environment; inflation; currency fluctuations or
the material worsening of the economic and political situation in Asia; and
the achievement of productivity improvements and cost reductions.  These
factors may not constitute all factors that could cause actual results to
differ materially from those discussed in any forward-looking statement. 

The Corporation operates in a continually changing business
environment and new factors emerge from time to time.   Readers should
understand that the Corporation cannot predict such factors nor can it
assess the impact, if any, of such factors on the Corporation or its
results.  Accordingly, forward-looking statements should not be relied upon
as a prediction of actual results.   

Readers are cautioned that any forward-looking statement reflects
only the beliefs of the Corporation or its management at the time the
statement is made.  The Corporation disclaims any responsibility to update
any forward-looking statement.

SIGNATURES 

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

SNAP-ON INCORPORATED 
(Registrant) 

By:/s/ Susan F. Marrinan          
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Susan F. Marrinan 
General Counsel 

Dated:  June 29, 1998