Registration No. 333-

               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549


                            FORM S-8
                     REGISTRATION STATEMENT
                              UNDER
                   THE SECURITIES ACT OF 1933


                  THE PERKIN-ELMER CORPORATION
     (Exact Name of Registrant as Specified in Its Charter)

               New York                        06-0490270
     (State or Other Jurisdiction of         (I.R.S. Employer
     Incorporation or Organization)          Identification Number)


                         761 MAIN AVENUE
                NORWALK, CONNECTICUT  06859-0001
  (Address of Principal Executive Offices, including Zip Code)


                  THE PERKIN-ELMER CORPORATION
                    1998 STOCK INCENTIVE PLAN
                    (Full Title of the Plan)


                        WILLIAM B. SAWCH
      Senior Vice President, General Counsel and Secretary
                  THE PERKIN-ELMER CORPORATION
                         761 Main Avenue
                 Norwalk, Connecticut 06859-0001
                         (203) 762-1000
   (Name, Address, and Telephone Number of Agent for Service)




                 CALCULATION OF REGISTRATION FEE

                                              Proposed  Proposed
                                              Maximum    Maximum
                                    Amount   Offering   Aggregate Amount of
Title of Securities                 to be    Price Per  Offering  Registration
   to be Registered               Registered Share (1)  Price (1) Fee

Common Stock, $1.00 Par Value (2)    25,000  $90.7813 $2,269,532.50 $ 630.93


1. Pursuant  to  Rule  457(h)(1) and Rule  457(c),  the  proposed
   maximum offering price per share and the registration fee  are
   based upon the reported average of the high and low prices for
   the common stock of the Registrant (the "Common Stock") on the
   New  York  Stock Exchange on November 24, 1998.   The  maximum
   offering  price per share is estimated solely for purposes  of
   calculating the registration fee.
2. This  Registration  Statement  also  pertains  to  rights   to
   purchase Participating Preferred Stock of the Registrant  (the
   "Rights"). Until the occurrence of certain prescribed  events,
   the   Rights  are  not  exercisable,  are  evidenced  by   the
   certificates  for Common Stock, and will be transferred  along
   with  and  only  with  such securities.  Thereafter,  separate
   Rights certificates will be issued representing one Right  for
   each  share  of  Common  Stock  held,  subject  to  adjustment
   pursuant to anti-dilution provisions.





                             PART I

      INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS


Item 1.   Plan Information.


Item 2.   Registrant Information and Employee Plan Annual Information.




                             PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.   Incorporation of Documents by Reference.

       The   following   documents  filed  by  The   Perkin-Elmer
Corporation  (the  "Company") with the  Securities  and  Exchange
Commission   (the   "Commission")  are   incorporated   in   this
Registration Statement by reference:

          (1)   The Company's Annual Report on Form 10-K for  the
fiscal year ended June 30, 1998.

          (2)   The  Company's Quarterly Report on Form 10-Q  for
the quarter ended September 30, 1998.

          (3)   The  Company's Current Reports on Form 8-K  filed
July 10, 1998 and September 24, 1998.

          (4)  The descriptions of the Company's Common Stock and
the  rights  to  purchase  the Company's Participating  Preferred
Stock,  par  value  $1.00 per share, contained in  the  Company's
Registration  Statements filed pursuant  to  Section  12  of  the
Securities  Exchange Act of 1934, as amended, (the  "1934  Act"),
including  any  amendment  or report filed  for  the  purpose  of
updating such descriptions.

      All  documents  filed by the Company  with  the  Commission
pursuant to Sections 13(a), 13(c), 14, or 15(d) of the 1934  Act,
prior to the filing of a post-effective amendment which indicates
that all securities offered have been sold or which deregisters all
securities then remaining unsold shall be deemed to be incorporated
by reference in  this  Registration  Statement and to be  a  part
hereof from their respective dates of filing (such documents, and
the  documents enumerated above, being hereinafter referred to as
"Incorporated Documents"); provided, however, that the  documents
enumerated  above or subsequently  filed  by the Company pursuant

                                  -1-

<PAGE>


to Sections 13(a), 13(c), 14, and 15(d) of the 1934 Act  in  each
year   during  which  the  offering  made  by  this  Registration
Statement is in effect prior to the filing with the Commission of
the Company's Annual Report on Form 10-K covering such year shall
not be Incorporated Documents or be incorporated by  reference in
this  Registration  Statement or be a part  hereof from and after
the filing of such Annual Report on Form 10-K.

     Any statement contained in an Incorporated Document shall be
deemed  to  be  modified  or  superseded  for  purposes  of  this
Registration  Statement to the extent that a statement  contained
herein  or in any other subsequently filed Incorporated  Document
modifies  or  supersedes such statement.  Any such  statement  so
modified or superseded shall not be deemed, except as so modified
or   superseded,  to  constitute  a  part  of  this  Registration
Statement.


Item 4.   Description of Securities.

     Not applicable.


Item 5.   Interests of Named Experts and Counsel.

      Legal matters in connection with the shares of Common Stock
subject to issuance pursuant to The Perkin-Elmer Corporation 1998
Stock Incentive Plan have been passed upon by Thomas P. Livingston,
Esq., Senior Corporate  Attorney and  Assistant  Secretary of the
Company.  Mr. Livingston  owns  Common Stock of  the  Company and
options to purchase Common Stock of the Company with an aggregate
value in excess of $50,000.


Item 6.   Indemnification of Directors and Officers.

       The  New  York  Business  Corporation  Law  (the  "NYBCL")
authorizes a New York corporation to indemnify any person who is,
or  is  threatened to be made, a party in any civil  or  criminal
proceeding  (other  than an action by or  in  the  right  of  the
corporation) by reason of the fact that he or she  is  or  was  a
director, officer, employee or agent of the corporation, or is or
was  serving  at  the request of the corporation as  a  director,
officer,  employee or agent of another entity, against judgments,
fines,   amounts  paid  in  settlement  and  reasonable  expenses
(including attorneys' fees) actually and necessarily incurred  by
such  person  as  a  result of such action or proceeding  or  any
appeal  therein.  With respect to actions by or in the  right  of
the  corporation,  the NYBCL authorizes indemnification  of  such
person against reasonable expenses including attorneys' fees  and
amounts paid in settlement.  To be entitled to indemnification, a
person must have acted in good faith, for a purpose which  he  or
she  reasonably believed to be in, or in the case of service  for
another organization, not opposed to, the best interests  of  the
corporation  and,  with  respect  to  any  criminal   action   or
proceeding,  in addition, had no reasonable cause to believe  his
or  her  conduct was unlawful.  Court approval is required  as  a
prerequisite  to indemnification of expenses in  respect  of  any
claim  as  to  which  a person has been adjudged  liable  to  the
corporation.


                                  -2-

<PAGE>



     The NYBCL requires indemnification against expenses actually
and  reasonably  incurred by any director, officer,  employee  or
agent  in  connection with a proceeding against such  person  for
action  in such capacity to the extent that the person  has  been
successful  on the merits or otherwise.  Advancement of  expenses
(i.e.,  payment  prior  to  a determination  on  the  merits)  is
permitted, but not required, by the NYBCL, which further requires
that  any  director  or  officer must  undertake  to  repay  such
expenses  if it is ultimately determined that he or  she  is  not
entitled  to indemnification.  The disinterested members  of  the
board   of  directors  (or  independent  legal  counsel  or   the
shareholders)   must   determine,   in   each   instance    where
indemnification is not required by the NYBCL, that such director,
officer,  employee or agent is entitled to indemnification.   The
NYBCL  provides that the indemnification provided by  statute  is
not exclusive.

      The  Company's By-Laws provide that, except to  the  extent
expressly  prohibited by the NYBCL, the Company  shall  indemnify
each  person made or threatened to be made a party to, or  called
as  a  witness or asked to submit information in, any  action  or
proceeding  by  reason  of  the fact that  such  person  or  such
person's testator or intestate is or was a director or officer of
the  Company, or serves or served at the request of  the  Company
any   other  corporation,  partnership,  joint  venture,   trust,
employee  benefit  plan  or  other enterprise  in  any  capacity,
against  judgments, fines, penalties, amounts paid in  settlement
and  reasonable expenses, including attorneys' fees, incurred  in
connection with such action or proceeding, or any appeal therein,
provided that no such indemnification shall be made if a judgment
or  other  final adjudication adverse to such person  establishes
that  his  or  her acts were committed in bad faith or  were  the
result  of active and deliberate dishonesty and were material  to
the  cause  of  the  action so adjudicated, or  that  he  or  she
personally  gained in fact a financial profit or other  advantage
to which he or she was not legally entitled, and provided further
that  no  such indemnification shall be required with respect  to
any   settlement  or  other  nonadjudicated  disposition  of  any
threatened or pending action or proceeding unless the Company has
given  its prior consent to such settlement or other disposition.
Reference  to an action or proceeding in these By-Laws  includes,
without limitation, any pending or threatened action, proceeding,
hearing  or  investigation, whether civil  or  criminal,  whether
judicial, administrative or legislative in nature and whether  or
not  in  the  nature  of  a direct or a shareholders'  derivative
action  brought  by  or  on behalf of the Company  or  any  other
corporation  or enterprise which the director or officer  of  the
corporation serves at the Company's request.

     The Company's By-Laws further provide that the Company shall
advance or promptly reimburse upon request any person entitled to
indemnification hereunder for all expenses, including  attorneys'
fees,  reasonably incurred in defending any action or  proceeding
in  advance of the final disposition thereof upon receipt  of  an
undertaking  by or on behalf of such person to repay such  amount
if  such  person  is  ultimately found  not  to  be  entitled  to
indemnification  or, where indemnification  is  granted,  to  the
extent  the expenses so advanced or reimbursed exceed the  amount
to  which  such person is entitled, provided, however, that  such
person  shall  cooperate in good faith with any  request  by  the
Company  that  common counsel be utilized by the  parties  to  an
action or proceeding who are similarly situated unless to  do  so
would  be  inappropriate  due to actual  or  potential  differing
interests   between   or   among   such   parties.    The Company
shall  also   promptly   pay   or   reimburse  such   person  for
all  expenses,  including   fees   and   expenses   of   counsel,

                                  -3-

<PAGE>



reasonably incurred by such person in  successfully enforcing his
or her rights pursuant to the  By-Law provisions described above.



Item 7.   Exemption from Registration Claimed.

          Not applicable.


Item 8.   Exhibits.

     Exhibit 4(1)   Three    Year      Credit      Agreement
                    dated June 1, 1994 among Morgan Guaranty
                    Trust  Company, certain banks  named  in
                    such  Agreement,  and  the  Company,  as
                    amended  July 20, 1995 (Incorporated  by
                    reference   to  Exhibit  4(1)   to   the
                    Company's Annual Report on Form 10-K for
                    the  fiscal  year ended  June  30,  1995
                    (Commission file number 1-4389)).

     Exhibit 4(2)   Amendment    dated    as     of    March
                    31,   1996  to  the  Three  Year  Credit
                    Agreement dated as of June 1, 1994 among
                    Morgan  Guaranty Trust Company,  certain
                    banks  named in such agreement, and  the
                    Company,   as  amended  July  20,   1995
                    (Incorporated  by reference  to  Exhibit
                    4(2)  to the Company's Annual Report  on
                    Form 10-K for the fiscal year ended June
                    30,  1997  (Commission  file  number  1-
                    4389)).

     Exhibit 4(3)   Shareholder      Protection       Rights
                    Agreement  dated April 30, 1989  between
                    the  Company and The First National Bank
                    of  Boston (Incorporated by reference to
                    Exhibit   4  to  the  Company's  Current
                    Report on Form 8-K dated April 20,  1989
                    (Commission file number 1-4389)).

     Exhibit 5      Opinion    of   Thomas   P.   Livingston,
                    Esq. (including Consent).

     Exhibit 23(1)  Consent of PricewaterhouseCoopers LLP.


     Exhibit 23(2)  Consent   of   Thomas P. Livingston, Esq.
                    (included in Exhibit 5).

     Exhibit 24     Power  of  Attorney  (contained  on  the
                    signature pages hereof).


                                  -4-

<PAGE>


Item 9.   Undertakings.

     (a)  The Company hereby undertakes:

     (1)  To file, during any period in which offers or sales are
being  made,  a  post-effective amendment  to  this  registration
statement:

          (i)   To  include  any prospectus required  by  Section
     10(a)(3) of the Securities Act of 1933 (the "1933 Act");

          (ii)   To reflect in the prospectus any facts or events
     arising   after  the  effective  date  of  the  registration
     statement  (or  the  most  recent  post-effective  amendment
     thereof)  which, individually or in the aggregate, represent
     a  fundamental change in the information set  forth  in  the
     registration statement; and

          (iii)  To include any material information with respect
     to  the plan of distribution not previously disclosed in the
     registration  statement  or  any  material  change  to  such
     information in the registration statement;

provided,  however, that paragraphs (a)(1)(i) and  (a)(1)(ii)  do
not  apply if the information required to be included in a  post-
effective amendment by those paragraphs is contained in  periodic
reports  filed with or furnished to the Commission by the Company
pursuant to Section 13 or Section 15(d) of the 1934 Act that  are
incorporated by reference in the registration statement;

     (2)   That,  for  the purpose of determining  any  liability
under  the 1933 Act, each such post-effective amendment shall  be
deemed  to  be  a  new  registration statement  relating  to  the
securities  offered therein, and the offering of such  securities
at that time shall be deemed to be the initial bona fide offering
thereof; and

     (3)   To  remove  from  registration by  means  of  a  post-
effective amendment any of the securities being registered  which
remain unsold at the termination of the offering.

     (b)   The  Company hereby undertakes that, for  purposes  of
determining any liability under the 1933 Act, each filing of  the
Company's  annual  report pursuant to Section  13(a)  or  Section
15(d)  of the 1934 Act (and, where applicable, each filing of  an
employee  benefit plan's annual report pursuant to Section  15(d)
of  the  1934  Act)  that is incorporated  by  reference  in  the
registration  statement shall be deemed to be a new  registration
statement  relating to the securities offered  therein,  and  the
offering  of such securities at that time shall be deemed  to  be
the initial bona fide offering thereof.

     (c)   Insofar  as  indemnification for  liabilities  arising
under  the  1933 Act may be permitted to directors, officers  and
controlling  persons  of the Company pursuant  to  the  foregoing

                                  -5-

<PAGE>


provisions,  or otherwise, the Company has been advised  that  in
the  opinion  of the Commission such indemnification  is  against
public  policy  as expressed in the 1933 Act and  is,  therefore,
unenforceable.   In  the event that a claim  for  indemnification
against  such liabilities (other than the payment by the  Company
of   expenses  incurred  or  paid  by  a  director,  officer   or
controlling  person of the Company in the successful  defense  of
any  action,  suit or proceeding) is asserted by  such  director,
officer  or  controlling person in connection with the securities
being registered, the Company will, unless in the opinion of  its
counsel  the  matter  has been settled by controlling  precedent,
submit  to  a  court  of  appropriate jurisdiction  the  question
whether  such indemnification by it is against public  policy  as
expressed  in  the  1933 Act and will be governed  by  the  final
adjudication of such issue.


                                  -6-

<PAGE>


                           SIGNATURES


      Pursuant to the requirements of the Securities Act of 1933,
the  Company 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 City
of Norwalk, State of Connecticut, on November 30, 1998.

                              THE PERKIN-ELMER CORPORATION



                              By:  /s/ William B. Sawch
                                    William B. Sawch
                                    Senior   Vice   President, General
                                    Counsel and Secretary


                        POWER OF ATTORNEY


      We,  the undersigned directors and officers of the Company,
do  hereby constitute and appoint Dennis L. Winger and William B.
Sawch,  or  either  of  them, our true and lawful  attorneys  and
agents, to do any and all acts and things in our name and on  our
behalf in our capacities as directors and officers and to execute
any and all instruments for us and in our names in the capacities
indicated  below, which said attorneys and agents, or  either  of
them,  may deem necessary or advisable to enable said corporation
to  comply  with  the  Securities Act  of  1933  and  any  rules,
regulations  and  requirements of  the  Securities  and  Exchange
Commission,  in  connection  with  this  Registration  Statement,
including   specifically,  but  without  limitation,  power   and
authority  to  sign  for us or any of us  in  our  names  in  the
capacities  indicated  below, any and all  amendments  (including
post-effective  amendments) hereto and we do  hereby  ratify  and
confirm  all that said attorneys and agents, or either  of  them,
shall do or cause to be done by virtue hereof.

      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.



/s/ Tony L.White                Chairman of the Board,       November 30, 1998
Tony L. White                   President and Chief
                                Executive Officer
                               (Principal Executive Officer)



                                  -7-

<PAGE>



/s/Dennis L. Winger             Senior Vice President and    November 30, 1998
Dennis L. Winger                Chief Financial Officer
                               (Principal Financial Officer)


/s/Ugo D. DeBlasi               Corporate Controller         November 30, 1998
Ugo D. DeBlasi                 (Principal Accounting
                                Officer)


/s/Joseph F. Abely, Jr.         Director                     November 30, 1998
Joseph F. Abely, Jr.


/s/Richard H. Ayers             Director                     November 30, 1998
Richard H. Ayers


/s/ Jean-Luc Belingard          Director                     November 30, 1998
Jean-Luc Belingard


/s/ Robert H. Hayes             Director                     November 30, 1998
Robert H. Hayes

/s/Georges C. St. Laurent, Jr.  Director                     November 30, 1998
Georges C. St. Laurent, Jr.

/s/ Carolyn W. Slayman          Director                     November 30, 1998
Carolyn W. Slayman

/s/ Orin R. Smith               Director                     November 30, 1998
Orin R. Smith

                                  -8-

                            EXHIBIT INDEX


Exhibit No.                    Exhibit

      5                Opinion of Thomas P. Livingston, Esq.

    23(1)              Consent of PricewaterhouseCoopers LLP
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{"company-data": {"conformed-name": "PERKIN ELMER CORP", "cik": "0000077551", "assigned-sic": "3826", "irs-number": "060490270", "state-of-incorporation": "NY", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-68147", "film-number": "98762001"}, "business-address": {"street1": "761 MAIN AVE", "city": "NORWALK", "state": "CT", "zip": "06859-0001", "phone": "2037621000"}, "mail-address": {"street1": "761 MAIN AVENUE", "city": "NORWALK", "state": "CT", "zip": "06859-0001"}}
Registration No. 333-

               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549

                            FORM S-8
                     REGISTRATION STATEMENT
                              UNDER
                   THE SECURITIES ACT OF 1933

                  THE PERKIN-ELMER CORPORATION
     (Exact Name of Registrant as Specified in Its Charter)

               New York                        06-0490270
     (State or Other Jurisdiction of         (I.R.S. Employer
     Incorporation or Organization)          Identification Number)

                         761 MAIN AVENUE
                NORWALK, CONNECTICUT  06859-0001
  (Address of Principal Executive Offices, including Zip Code)

                  THE PERKIN-ELMER CORPORATION
                    1998 STOCK INCENTIVE PLAN
                    (Full Title of the Plan)

                        WILLIAM B. SAWCH
      Senior Vice President, General Counsel and Secretary
                  THE PERKIN-ELMER CORPORATION
                         761 Main Avenue
                 Norwalk, Connecticut 06859-0001
                         (203) 762-1000
   (Name, Address, and Telephone Number of Agent for Service)

                 CALCULATION OF REGISTRATION FEE

                                              Proposed  Proposed
                                              Maximum    Maximum
                                    Amount   Offering   Aggregate Amount of
Title of Securities                 to be    Price Per  Offering  Registration
   to be Registered               Registered Share (1)  Price (1) Fee

Common Stock, $1.00 Par Value (2)    25,000  $90.7813 $2,269,532.50 $ 630.93

1. Pursuant  to  Rule  457(h)(1) and Rule  457(c),  the  proposed
   maximum offering price per share and the registration fee  are
   based upon the reported average of the high and low prices for
   the common stock of the Registrant (the "Common Stock") on the
   New  York  Stock Exchange on November 24, 1998.   The  maximum
   offering  price per share is estimated solely for purposes  of
   calculating the registration fee.
2. This  Registration  Statement  also  pertains  to  rights   to
   purchase Participating Preferred Stock of the Registrant  (the
   "Rights"). Until the occurrence of certain prescribed  events,
   the   Rights  are  not  exercisable,  are  evidenced  by   the
   certificates  for Common Stock, and will be transferred  along
   with  and  only  with  such securities.  Thereafter,  separate
   Rights certificates will be issued representing one Right  for
   each  share  of  Common  Stock  held,  subject  to  adjustment
   pursuant to anti-dilution provisions.

                             PART I

      INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.   Plan Information.

Item 2.   Registrant Information and Employee Plan Annual Information.

                             PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

       The   following   documents  filed  by  The   Perkin-Elmer
Corporation  (the  "Company") with the  Securities  and  Exchange
Commission   (the   "Commission")  are   incorporated   in   this
Registration Statement by reference:

          (1)   The Company's Annual Report on Form 10-K for  the
fiscal year ended June 30, 1998.

          (2)   The  Company's Quarterly Report on Form 10-Q  for
the quarter ended September 30, 1998.

          (3)   The  Company's Current Reports on Form 8-K  filed
July 10, 1998 and September 24, 1998.

          (4)  The descriptions of the Company's Common Stock and
the  rights  to  purchase  the Company's Participating  Preferred
Stock,  par  value  $1.00 per share, contained in  the  Company's
Registration  Statements filed pursuant  to  Section  12  of  the
Securities  Exchange Act of 1934, as amended, (the  "1934  Act"),
including  any  amendment  or report filed  for  the  purpose  of
updating such descriptions.

      All  documents  filed by the Company  with  the  Commission
pursuant to Sections 13(a), 13(c), 14, or 15(d) of the 1934  Act,
prior to the filing of a post-effective amendment which indicates
that all securities offered have been sold or which deregisters all
securities then remaining unsold shall be deemed to be incorporated
by reference in  this  Registration  Statement and to be  a  part
hereof from their respective dates of filing (such documents, and
the  documents enumerated above, being hereinafter referred to as
"Incorporated Documents"); provided, however, that the  documents
enumerated  above or subsequently  filed  by the Company pursuant

                                  -1-
to Sections 13(a), 13(c), 14, and 15(d) of the 1934 Act  in  each
year   during  which  the  offering  made  by  this  Registration
Statement is in effect prior to the filing with the Commission of
the Company's Annual Report on Form 10-K covering such year shall
not be Incorporated Documents or be incorporated by  reference in
this  Registration  Statement or be a part  hereof from and after
the filing of such Annual Report on Form 10-K.

     Any statement contained in an Incorporated Document shall be
deemed  to  be  modified  or  superseded  for  purposes  of  this
Registration  Statement to the extent that a statement  contained
herein  or in any other subsequently filed Incorporated  Document
modifies  or  supersedes such statement.  Any such  statement  so
modified or superseded shall not be deemed, except as so modified
or   superseded,  to  constitute  a  part  of  this  Registration
Statement.

Item 4.   Description of Securities.

     Not applicable.

Item 5.   Interests of Named Experts and Counsel.

      Legal matters in connection with the shares of Common Stock
subject to issuance pursuant to The Perkin-Elmer Corporation 1998
Stock Incentive Plan have been passed upon by Thomas P. Livingston,
Esq., Senior Corporate  Attorney and  Assistant  Secretary of the
Company.  Mr. Livingston  owns  Common Stock of  the  Company and
options to purchase Common Stock of the Company with an aggregate
value in excess of $50,000.

Item 6.   Indemnification of Directors and Officers.

       The  New  York  Business  Corporation  Law  (the  "NYBCL")
authorizes a New York corporation to indemnify any person who is,
or  is  threatened to be made, a party in any civil  or  criminal
proceeding  (other  than an action by or  in  the  right  of  the
corporation) by reason of the fact that he or she  is  or  was  a
director, officer, employee or agent of the corporation, or is or
was  serving  at  the request of the corporation as  a  director,
officer,  employee or agent of another entity, against judgments,
fines,   amounts  paid  in  settlement  and  reasonable  expenses
(including attorneys' fees) actually and necessarily incurred  by
such  person  as  a  result of such action or proceeding  or  any
appeal  therein.  With respect to actions by or in the  right  of
the  corporation,  the NYBCL authorizes indemnification  of  such
person against reasonable expenses including attorneys' fees  and
amounts paid in settlement.  To be entitled to indemnification, a
person must have acted in good faith, for a purpose which  he  or
she  reasonably believed to be in, or in the case of service  for
another organization, not opposed to, the best interests  of  the
corporation  and,  with  respect  to  any  criminal   action   or
proceeding,  in addition, had no reasonable cause to believe  his
or  her  conduct was unlawful.  Court approval is required  as  a
prerequisite  to indemnification of expenses in  respect  of  any
claim  as  to  which  a person has been adjudged  liable  to  the
corporation.

                                  -2-
The NYBCL requires indemnification against expenses actually
and  reasonably  incurred by any director, officer,  employee  or
agent  in  connection with a proceeding against such  person  for
action  in such capacity to the extent that the person  has  been
successful  on the merits or otherwise.  Advancement of  expenses
(i.e.,  payment  prior  to  a determination  on  the  merits)  is
permitted, but not required, by the NYBCL, which further requires
that  any  director  or  officer must  undertake  to  repay  such
expenses  if it is ultimately determined that he or  she  is  not
entitled  to indemnification.  The disinterested members  of  the
board   of  directors  (or  independent  legal  counsel  or   the
shareholders)   must   determine,   in   each   instance    where
indemnification is not required by the NYBCL, that such director,
officer,  employee or agent is entitled to indemnification.   The
NYBCL  provides that the indemnification provided by  statute  is
not exclusive.

      The  Company's By-Laws provide that, except to  the  extent
expressly  prohibited by the NYBCL, the Company  shall  indemnify
each  person made or threatened to be made a party to, or  called
as  a  witness or asked to submit information in, any  action  or
proceeding  by  reason  of  the fact that  such  person  or  such
person's testator or intestate is or was a director or officer of
the  Company, or serves or served at the request of  the  Company
any   other  corporation,  partnership,  joint  venture,   trust,
employee  benefit  plan  or  other enterprise  in  any  capacity,
against  judgments, fines, penalties, amounts paid in  settlement
and  reasonable expenses, including attorneys' fees, incurred  in
connection with such action or proceeding, or any appeal therein,
provided that no such indemnification shall be made if a judgment
or  other  final adjudication adverse to such person  establishes
that  his  or  her acts were committed in bad faith or  were  the
result  of active and deliberate dishonesty and were material  to
the  cause  of  the  action so adjudicated, or  that  he  or  she
personally  gained in fact a financial profit or other  advantage
to which he or she was not legally entitled, and provided further
that  no  such indemnification shall be required with respect  to
any   settlement  or  other  nonadjudicated  disposition  of  any
threatened or pending action or proceeding unless the Company has
given  its prior consent to such settlement or other disposition.
Reference  to an action or proceeding in these By-Laws  includes,
without limitation, any pending or threatened action, proceeding,
hearing  or  investigation, whether civil  or  criminal,  whether
judicial, administrative or legislative in nature and whether  or
not  in  the  nature  of  a direct or a shareholders'  derivative
action  brought  by  or  on behalf of the Company  or  any  other
corporation  or enterprise which the director or officer  of  the
corporation serves at the Company's request.

     The Company's By-Laws further provide that the Company shall
advance or promptly reimburse upon request any person entitled to
indemnification hereunder for all expenses, including  attorneys'
fees,  reasonably incurred in defending any action or  proceeding
in  advance of the final disposition thereof upon receipt  of  an
undertaking  by or on behalf of such person to repay such  amount
if  such  person  is  ultimately found  not  to  be  entitled  to
indemnification  or, where indemnification  is  granted,  to  the
extent  the expenses so advanced or reimbursed exceed the  amount
to  which  such person is entitled, provided, however, that  such
person  shall  cooperate in good faith with any  request  by  the
Company  that  common counsel be utilized by the  parties  to  an
action or proceeding who are similarly situated unless to  do  so
would  be  inappropriate  due to actual  or  potential  differing
interests   between   or   among   such   parties.    The Company
shall  also   promptly   pay   or   reimburse  such   person  for
all  expenses,  including   fees   and   expenses   of   counsel,

                                  -3-
reasonably incurred by such person in  successfully enforcing his
or her rights pursuant to the  By-Law provisions described above.

Item 7.   Exemption from Registration Claimed.

          Not applicable.

Item 8.   Exhibits.

     Exhibit 4(1)   Three    Year      Credit      Agreement
                    dated June 1, 1994 among Morgan Guaranty
                    Trust  Company, certain banks  named  in
                    such  Agreement,  and  the  Company,  as
                    amended  July 20, 1995 (Incorporated  by
                    reference   to  Exhibit  4(1)   to   the
                    Company's Annual Report on Form 10-K for
                    the  fiscal  year ended  June  30,  1995
                    (Commission file number 1-4389)).

     Exhibit 4(2)   Amendment    dated    as     of    March
                    31,   1996  to  the  Three  Year  Credit
                    Agreement dated as of June 1, 1994 among
                    Morgan  Guaranty Trust Company,  certain
                    banks  named in such agreement, and  the
                    Company,   as  amended  July  20,   1995
                    (Incorporated  by reference  to  Exhibit
                    4(2)  to the Company's Annual Report  on
                    Form 10-K for the fiscal year ended June
                    30,  1997  (Commission  file  number  1-
                    4389)).

     Exhibit 4(3)   Shareholder      Protection       Rights
                    Agreement  dated April 30, 1989  between
                    the  Company and The First National Bank
                    of  Boston (Incorporated by reference to
                    Exhibit   4  to  the  Company's  Current
                    Report on Form 8-K dated April 20,  1989
                    (Commission file number 1-4389)).

     Exhibit 5      Opinion    of   Thomas   P.   Livingston,
                    Esq. (including Consent).

     Exhibit 23(1)  Consent of PricewaterhouseCoopers LLP.

     Exhibit 23(2)  Consent   of   Thomas P. Livingston, Esq.
                    (included in Exhibit 5).

     Exhibit 24     Power  of  Attorney  (contained  on  the
                    signature pages hereof).

                                  -4-
Item 9.   Undertakings.

     (a)  The Company hereby undertakes:

     (1)  To file, during any period in which offers or sales are
being  made,  a  post-effective amendment  to  this  registration
statement:

          (i)   To  include  any prospectus required  by  Section
     10(a)(3) of the Securities Act of 1933 (the "1933 Act");

          (ii)   To reflect in the prospectus any facts or events
     arising   after  the  effective  date  of  the  registration
     statement  (or  the  most  recent  post-effective  amendment
     thereof)  which, individually or in the aggregate, represent
     a  fundamental change in the information set  forth  in  the
     registration statement; and

          (iii)  To include any material information with respect
     to  the plan of distribution not previously disclosed in the
     registration  statement  or  any  material  change  to  such
     information in the registration statement;

provided,  however, that paragraphs (a)(1)(i) and  (a)(1)(ii)  do
not  apply if the information required to be included in a  post-
effective amendment by those paragraphs is contained in  periodic
reports  filed with or furnished to the Commission by the Company
pursuant to Section 13 or Section 15(d) of the 1934 Act that  are
incorporated by reference in the registration statement;

     (2)   That,  for  the purpose of determining  any  liability
under  the 1933 Act, each such post-effective amendment shall  be
deemed  to  be  a  new  registration statement  relating  to  the
securities  offered therein, and the offering of such  securities
at that time shall be deemed to be the initial bona fide offering
thereof; and

     (3)   To  remove  from  registration by  means  of  a  post-
effective amendment any of the securities being registered  which
remain unsold at the termination of the offering.

     (b)   The  Company hereby undertakes that, for  purposes  of
determining any liability under the 1933 Act, each filing of  the
Company's  annual  report pursuant to Section  13(a)  or  Section
15(d)  of the 1934 Act (and, where applicable, each filing of  an
employee  benefit plan's annual report pursuant to Section  15(d)
of  the  1934  Act)  that is incorporated  by  reference  in  the
registration  statement shall be deemed to be a new  registration
statement  relating to the securities offered  therein,  and  the
offering  of such securities at that time shall be deemed  to  be
the initial bona fide offering thereof.

     (c)   Insofar  as  indemnification for  liabilities  arising
under  the  1933 Act may be permitted to directors, officers  and
controlling  persons  of the Company pursuant  to  the  foregoing

                                  -5-
provisions,  or otherwise, the Company has been advised  that  in
the  opinion  of the Commission such indemnification  is  against
public  policy  as expressed in the 1933 Act and  is,  therefore,
unenforceable.   In  the event that a claim  for  indemnification
against  such liabilities (other than the payment by the  Company
of   expenses  incurred  or  paid  by  a  director,  officer   or
controlling  person of the Company in the successful  defense  of
any  action,  suit or proceeding) is asserted by  such  director,
officer  or  controlling person in connection with the securities
being registered, the Company will, unless in the opinion of  its
counsel  the  matter  has been settled by controlling  precedent,
submit  to  a  court  of  appropriate jurisdiction  the  question
whether  such indemnification by it is against public  policy  as
expressed  in  the  1933 Act and will be governed  by  the  final
adjudication of such issue.

                                  -6-
SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933,
the  Company 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 City
of Norwalk, State of Connecticut, on November 30, 1998.

                              THE PERKIN-ELMER CORPORATION

                              By:  /s/ William B. Sawch
                                    William B. Sawch
                                    Senior   Vice   President, General
                                    Counsel and Secretary

                        POWER OF ATTORNEY

      We,  the undersigned directors and officers of the Company,
do  hereby constitute and appoint Dennis L. Winger and William B.
Sawch,  or  either  of  them, our true and lawful  attorneys  and
agents, to do any and all acts and things in our name and on  our
behalf in our capacities as directors and officers and to execute
any and all instruments for us and in our names in the capacities
indicated  below, which said attorneys and agents, or  either  of
them,  may deem necessary or advisable to enable said corporation
to  comply  with  the  Securities Act  of  1933  and  any  rules,
regulations  and  requirements of  the  Securities  and  Exchange
Commission,  in  connection  with  this  Registration  Statement,
including   specifically,  but  without  limitation,  power   and
authority  to  sign  for us or any of us  in  our  names  in  the
capacities  indicated  below, any and all  amendments  (including
post-effective  amendments) hereto and we do  hereby  ratify  and
confirm  all that said attorneys and agents, or either  of  them,
shall do or cause to be done by virtue hereof.

      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.

/s/ Tony L.White                Chairman of the Board,       November 30, 1998
Tony L. White                   President and Chief
                                Executive Officer
                               (Principal Executive Officer)

                                  -7-
/s/Dennis L. Winger             Senior Vice President and    November 30, 1998
Dennis L. Winger                Chief Financial Officer
                               (Principal Financial Officer)

/s/Ugo D. DeBlasi               Corporate Controller         November 30, 1998
Ugo D. DeBlasi                 (Principal Accounting
                                Officer)

/s/Joseph F. Abely, Jr.         Director                     November 30, 1998
Joseph F. Abely, Jr.

/s/Richard H. Ayers             Director                     November 30, 1998
Richard H. Ayers

/s/ Jean-Luc Belingard          Director                     November 30, 1998
Jean-Luc Belingard

/s/ Robert H. Hayes             Director                     November 30, 1998
Robert H. Hayes

/s/Georges C. St. Laurent, Jr.  Director                     November 30, 1998
Georges C. St. Laurent, Jr.

/s/ Carolyn W. Slayman          Director                     November 30, 1998
Carolyn W. Slayman

/s/ Orin R. Smith               Director                     November 30, 1998
Orin R. Smith

                                  -8-

                            EXHIBIT INDEX

Exhibit No.                    Exhibit

      5                Opinion of Thomas P. Livingston, Esq.

    23(1)              Consent of PricewaterhouseCoopers LLP