<PAGE>
As filed with the Securities and Exchange Commission on October 27,
1998.                                       Registration No. 33-

==================================================================
                 SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                              FORM S-8
      REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                         KAMAN CORPORATION
       (Exact name of issuer as specified in its charter)
     Connecticut                            06-0613548
(State or other jurisdiction              (I.R.S. Employer
of incorporation or organization)       Identification Number)

             Blue Hills Avenue, Bloomfield, CT  06002
             (Address of Principal Executive Offices)
        KAMAN CORPORATION EMPLOYEES STOCK PURCHASE PLAN
                     (Full title of the plan)
                         Candace A. Clark
                      Senior Vice President,
                 Chief Legal Officer and Secretary
                         Kaman Corporation
              Blue Hills Avenue, Bloomfield, CT  06002
                          (860) 243-7100
     (Name, address and telephone number of agent for service)
                      CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------
                             Proposed      Proposed
Title of                     Maximum       Maximum
Securities     Amount        Offering      Aggregate   Amount of
to be          to be         Price         Offering    Registration
Registered     Registered    Per Share(1)  Price(1)    Fee(2)
-------------------------------------------------------------------
Class A
Common Stock,
$1.00 par value
per share      904,110        $16.5625     $14,974,321  $4,162.86
               shares
-------------------------------------------------------------------
(1) In accordance with Rule 457, calculated on the basis of the
average of the high and low prices for the Class A Common Stock on
the Nasdaq National Market on October 26, 1998.
(2) 1,183,242 shares of the Class A Common Stock were previously
registered of which 595,890 are being carried forward to the
prospectus related to this Registration Statement.  A registration
fee of $3,927.14 was previously paid by the Registrant with respect
to those shares previously registered.
              The Exhibit Index is located at page 4.
                        Page 1 of 4 pages.
As permitted by Rule 429 under the Securities Act of 1933, the
prospectus related to this Registration Statement also covers
securities registered under the Registration Statement No. 33-51485
on Form S-8.
<PAGE>
  <PAGE>
  
                INCORPORATION OF CONTENTS OF EARLIER 
                 REGISTRATION STATEMENT BY REFERENCE


     The purpose of this Registration Statement is to register
904,110 shares of the Registrant's Class A Common Stock, $1.00 par
value per share, in addition to the 1,183,242 shares previously
registered, in connection with the Registrant's Employees Stock
Purchase Plan (the "Plan").  These additional shares were intended
to replenish the Plan for shares theretofore purchased under the
Plan.  Pursuant to General Instruction E of Form S-8, the
Registrant's Registration Statement (Registration No. 33-51483) on
Form S-8 filed with the Commission on December 16, 1993 in
connection with such Plan is incorporated herein by reference.


                                Page 2 of 4

<PAGE>
  
  
<PAGE>
                             SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and
has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the Town
of Bloomfield, Connecticut, on October 27, 1998.

                                  KAMAN CORPORATION

                                  By:  Robert M. Garneau
                                  Executive Vice President and
                                  Chief Financial Officer
                           
     Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed by the following
persons in the capacities and on the dates indicated.

Signature                        Title                      Date    
 


Charles H. Kaman    Chairman, President and        October 27, 1998
                    Chief Executive Officer


Robert M. Garneau   Executive Vice President       October 27, 1998
                    and Chief Financial Officer
                    (Principal Financial Officer)


Charles H. Kaman    Director and                   October 27, 1998
                    Attorney-in-fact for:

Brian E. Barents                                           Director
Fred A. Breidenbach                                        Director
E. Reeves Callaway, III                                    Director
Frank C. Carlucci                                          Director
Laney J. Chouest                                           Director
John A. DiBiaggio                                          Director
Edythe J. Gaines                                           Director
Huntington Hardisty                                        Director
C. William Kaman, II                                       Director
Eileen S. Kraus                                            Director
Hartzel Z. Lebed                                           Director
Walter H. Monteith, Jr.                                    Director
John S. Murtha                                             Director
Wanda L. Rogers                                            Director

                                Page 3 of 4

<PAGE>
  
  
<PAGE>
                           EXHIBIT INDEX



No.          Description

4.1          Amended and Restated Certificate of Incorporation
             of the Company (Incorporated by reference to
             Exhibit 4.1 to the Company's Registration Statement
             on Form S-8 (File No. 33-51485), as amended, filed
             with the Commission on December 16, 1993)

4.2          By-Laws, as amended, of the Company (Incorporated
             by reference to Exhibit 3(b) to the Company's
             Annual Report on Form 10-K for the year ended
             December 31, 1990)

5            Opinion of Murtha, Cullina, Richter and Pinney, LLP

23.1         Consent of KPMG Peat Marwick LLP

23.2         Consent of Murtha, Cullina, Richter and Pinney LLP
             contained in their opinion filed as Exhibit 5.

24           Power of Attorney


                                Page 4 of 4

<PAGE>
  
  
<PAGE>
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 6801}]
{"company-data": {"conformed-name": "KAMAN CORP", "cik": "0000054381", "assigned-sic": "5080", "irs-number": "060613548", "state-of-incorporation": "CT", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-66183", "film-number": "98731353"}, "business-address": {"street1": "1332 BLUE HILLS AVE", "city": "BLOOMFIELD", "state": "CT", "zip": "06002", "phone": "2032437100"}, "mail-address": {"street1": "PO BOX 1", "city": "BLOOMFIELD", "state": "CT", "zip": "06002"}, "former-company": {"former-conformed-name": "KAMAN AIRCRAFT CORP", "date-changed": "19680403"}}
As filed with the Securities and Exchange Commission on October 27,
1998.                                       Registration No. 33-

==================================================================
                 SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                              FORM S-8
      REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                         KAMAN CORPORATION
       (Exact name of issuer as specified in its charter)
     Connecticut                            06-0613548
(State or other jurisdiction              (I.R.S. Employer
of incorporation or organization)       Identification Number)

             Blue Hills Avenue, Bloomfield, CT  06002
             (Address of Principal Executive Offices)
        KAMAN CORPORATION EMPLOYEES STOCK PURCHASE PLAN
                     (Full title of the plan)
                         Candace A. Clark
                      Senior Vice President,
                 Chief Legal Officer and Secretary
                         Kaman Corporation
              Blue Hills Avenue, Bloomfield, CT  06002
                          (860) 243-7100
     (Name, address and telephone number of agent for service)
                      CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------
                             Proposed      Proposed
Title of                     Maximum       Maximum
Securities     Amount        Offering      Aggregate   Amount of
to be          to be         Price         Offering    Registration
Registered     Registered    Per Share(1)  Price(1)    Fee(2)
-------------------------------------------------------------------
Class A
Common Stock,
$1.00 par value
per share      904,110        $16.5625     $14,974,321  $4,162.86
               shares
-------------------------------------------------------------------
(1) In accordance with Rule 457, calculated on the basis of the
average of the high and low prices for the Class A Common Stock on
the Nasdaq National Market on October 26, 1998.
(2) 1,183,242 shares of the Class A Common Stock were previously
registered of which 595,890 are being carried forward to the
prospectus related to this Registration Statement.  A registration
fee of $3,927.14 was previously paid by the Registrant with respect
to those shares previously registered.
              The Exhibit Index is located at page 4.
                        Page 1 of 4 pages.
As permitted by Rule 429 under the Securities Act of 1933, the
prospectus related to this Registration Statement also covers
securities registered under the Registration Statement No. 33-51485
on Form S-8.
INCORPORATION OF CONTENTS OF EARLIER 
                 REGISTRATION STATEMENT BY REFERENCE

     The purpose of this Registration Statement is to register
904,110 shares of the Registrant's Class A Common Stock, $1.00 par
value per share, in addition to the 1,183,242 shares previously
registered, in connection with the Registrant's Employees Stock
Purchase Plan (the "Plan").  These additional shares were intended
to replenish the Plan for shares theretofore purchased under the
Plan.  Pursuant to General Instruction E of Form S-8, the
Registrant's Registration Statement (Registration No. 33-51483) on
Form S-8 filed with the Commission on December 16, 1993 in
connection with such Plan is incorporated herein by reference.

                                Page 2 of 4
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and
has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the Town
of Bloomfield, Connecticut, on October 27, 1998.

                                  KAMAN CORPORATION

                                  By:  Robert M. Garneau
                                  Executive Vice President and
                                  Chief Financial Officer
                           
     Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed by the following
persons in the capacities and on the dates indicated.

Signature                        Title                      Date    
 

Charles H. Kaman    Chairman, President and        October 27, 1998
                    Chief Executive Officer

Robert M. Garneau   Executive Vice President       October 27, 1998
                    and Chief Financial Officer
                    (Principal Financial Officer)

Charles H. Kaman    Director and                   October 27, 1998
                    Attorney-in-fact for:

Brian E. Barents                                           Director
Fred A. Breidenbach                                        Director
E. Reeves Callaway, III                                    Director
Frank C. Carlucci                                          Director
Laney J. Chouest                                           Director
John A. DiBiaggio                                          Director
Edythe J. Gaines                                           Director
Huntington Hardisty                                        Director
C. William Kaman, II                                       Director
Eileen S. Kraus                                            Director
Hartzel Z. Lebed                                           Director
Walter H. Monteith, Jr.                                    Director
John S. Murtha                                             Director
Wanda L. Rogers                                            Director

                                Page 3 of 4
EXHIBIT INDEX

No.          Description

4.1          Amended and Restated Certificate of Incorporation
             of the Company (Incorporated by reference to
             Exhibit 4.1 to the Company's Registration Statement
             on Form S-8 (File No. 33-51485), as amended, filed
             with the Commission on December 16, 1993)

4.2          By-Laws, as amended, of the Company (Incorporated
             by reference to Exhibit 3(b) to the Company's
             Annual Report on Form 10-K for the year ended
             December 31, 1990)

5            Opinion of Murtha, Cullina, Richter and Pinney, LLP

23.1         Consent of KPMG Peat Marwick LLP

23.2         Consent of Murtha, Cullina, Richter and Pinney LLP
             contained in their opinion filed as Exhibit 5.

24           Power of Attorney

                                Page 4 of 4