SECURITIES AND EXCHANGE COMMISSION

                      WASHINGTON, D.C. 20549

                             FORM 10-Q

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



For Quarter Ended September 29, 1995                Commission File  #1-4224


                                    Avnet, Inc.                               
      (Exact name of registrant as specified in its charter)


             New York                                           11-1890605    
(State or other jurisdiction of                       IRS Employer I.D. Number
incorporation or organization)


     80 Cutter Mill Road, Great Neck, N.Y.                           11021    
(Address of principal executive offices)                           (Zip Code)


Registrant's telephone number, including area code . . . . .516-466-7000


                                    Not Applicable                            
(Former name, former address and former fiscal year, if changed since last
report)


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    

The number of shares of the registrant's Common Stock (net of treasury shares)
as of the close of the period covered by this report . . . . . 43,287,624 shs.

The number of units then outstanding of other publicly-traded securities of
the registrant:

6 7/8% Notes Due March 15, 2004 . . . . . . . . . . . . . . $100,000,000

<PAGE>
 
                  AVNET, INC. AND SUBSIDIARIES

                               INDEX



Part  I.Financial Information                               Page No.


   Item 1.  Financial Statements:

        Consolidated Condensed Balance Sheets - 
        September 29, 1995 and June 30, 1995                    3


        Consolidated Condensed Statements of Income - 
        First Quarters Ended September 29, 1995 and 
        September 30, 1994                                      4


        Consolidated Condensed Statements of Cash Flows -
        First Quarters Ended September 29, 1995 and
        September 30, 1994                                      5

        Notes to Consolidated Condensed Financial                        

        Statements                                              6 - 7



   Item 2.  Management's Discussion and Analysis                8 - 10
  


Part II.Other Information


   Item 6.  Exhibits and Reports from Form 8-K:

            a.  The following documents are filed as
                part of this report:

                *Exhibit 11.1  Computation of Earnings per
                               share - Primary                 11

                *Exhibit 11.2  Computation of Earnings per
                               share - Fully Diluted           12

   Signature Page                                              13


   * Filed herewith


<PAGE>

                  PART I - FINANCIAL INFORMATION


Item I.  Financial Statements

                   AVNET, INC. AND SUBSIDIARIES
               CONSOLIDATED CONDENSED BALANCE SHEETS
                      (dollars in thousands)


                                          September 29,     June 30,
                                              1995            1995   
                                          (unaudited)      (audited)
Assets:
Current assets:
Cash and cash equivalents                  $   58,898      $   49,332  
Receivables, less allowances of $24,901
  and $23,421, respectively                   783,427         713,644
Inventories (Note 3)                          827,045         747,477 
Other     17,324                               13,838

Total current assets                        1,686,694       1,524,291
 
Property, plant & equipment, at cost, net     147,784         145,611
Goodwill, net of accumulated amortization of
  $27,276 and $24,481, respectively           481,527         419,479
Other assets                                   36,213          36,214

Total assets                               $2,352,218      $2,125,595

Liabilities:
Current liabilities:
Borrowings due within one year             $      224      $      493
Accounts payable                              348,065         314,887
Accrued expenses and other                    181,848         151,820

Total current liabilities                     530,137         467,200

  Long-term debt, less due within one year    437,929         419,016
  
Commitments and contingencies (Note 4)
                                                                     
Total liabilities                             968,066         886,216

Shareholders' equity (Note 5):
Common stock $1.00 par, authorized
60,000,000 shares, issued 43,708,000
shares and 41,204,000 shares, respectively     43,708          41,204
Additional paid-in capital                    414,925         310,843
Retained earnings                             934,526         896,102
Cumulative translation adjustments              1,012             814 
Common stock held in treasury at cost,
420,000 shares and 412,000 shares,
respectively                                  (10,019)         (9,584)

Total shareholders' equity                  1,384,152       1,239,379

Total liabilities and shareholders'
  equity                                   $2,352,218      $2,125,595

     SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
<PAGE>

                   AVNET, INC. AND SUBSIDIARIES
            CONSOLIDATED CONDENSED STATEMENTS OF INCOME
                 (thousands except per share data)


                                              First Quarter Ended

                                          September 29,   September 30,  
                                              1995            1994    
                                                    (unaudited)

Sales                                     $1,189,102       $  953,115

Cost of sales                                960,401          767,110

Gross Profit                                 228,701          186,005

Operating expenses:
Selling, shipping, general and
administrative                               139,856          124,567
Depreciation and amortization                  8,386            6,530

Operating income                              80,459           54,908

Investment and other income, net                 871              700

Interest expense                              (4,602)          (5,122)

Income before income taxes                    76,728           50,486

Income taxes                                  32,184           21,559

Net income                                $   44,544       $   28,927

Earnings per share                             $1.02            $0.69
Shares used to compute earnings per share     43,720           43,332



 
















     SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
<PAGE>

                   AVNET, INC. AND SUBSIDIARIES
          CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                      (dollars in thousands)

                                             First Quarter Ended

                                         September 29,    September 30,
                                             1995             1994     
                                                  (unaudited)

Cash flows from operating activities:
Net income                                $ 44,544         $ 28,927
Add non-cash and other reconciling items:
Depreciation and amortization                9,800            8,168
Deferred taxes                                (425)            (365)
Other, net (Note 6)                          4,478            4,061   
                                            58,397           40,791
                                                                  
Receivables                                (52,343)         (25,747)
Inventories                                (77,648)         (36,063) 
Payables, accruals and other, net           35,717           35,002  
 
Net cash flows (used for) provided from
operations                                 (35,877)          13,983 
  
Cash flows from financing activities:
Issuance of bank debt and commercial paper,
net of issuance costs                      123,653           38,500
Payment of other debt                       (7,001)          (2,600)
Cash dividends (Note 6)                     (6,121)            --   
Other, net                                   1,000              620 

Net cash flows provided from financing     111,531           36,520  

Cash flows from investing activities:
Purchases of property, plant and equipment  (6,431)          (8,311)
Acquisition of operations, net (Note 6)    (59,730)         (32,472)

Net cash flows used for investing          (66,161)         (40,783)

Effect of exchange rates on cash and cash
equivalents                                     73              567 

Cash and cash equivalents:                 
- - increase                                   9,566           10,287
- - at beginning of year                      49,332           53,876 
- - at end of period                        $ 58,898         $ 64,163 

Additional cash flow information (Note 6)








     SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
<PAGE>

                   AVNET, INC. AND SUBSIDIARIES

       NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


1.In the opinion of the Company, the accompanying unaudited consolidated
condensed financial statements contain all adjustments (consisting of
normal recurring accruals) necessary to present fairly the financial
position as of September 29, 1995 and June 30, 1995; the results of
operations for the first quarters ended September 29, 1995 and September
30, 1994; and the cash flows for the first quarters ended September 29,
1995 and September 30, 1994.


2.The results of operations for the first quarter ended September 29, 1995
are not necessarily indicative of the results to be expected for the
full year.


3.Inventories:
(Thousands)

                                       September 29,      June 30,
                                           1995             1995  

Finished goods                          $700,601          $651,939
Work in process                           16,463             3,242
Purchased parts and raw materials        109,981            92,296

                                        $827,045          $747,477


4.From time to time, the Company may become liable with respect to pending
and threatened litigation, taxes, and environmental and other matters. 
The Company has been designated a potentially responsible party or has
had other claims made against it in connection with environmental clean-
ups at several sites.  Based upon the information known to date, the
Company believes that it has appropriately reserved for its share of the
costs of the clean-ups and it is not anticipated that any contingent
matters will have a material adverse impact on the Company's financial
condition, liquidity or results of operations.


5.Number of shares of common stock reserved for stock
option and stock incentive programs including shares
to be reserved in connection with stock programs to be
voted on at the November 15, 1995 Annual Meeting of
Shareholders:                                            4,161,113


6.Additional cash flow information:

Other non-cash and reconciling items primarily include the provision for
doubtful accounts.

    Due to the change in the Company's fiscal year in fiscal 1994 and its
    historical dividend payment dates, the July 1, 1994 dividend payment was
    paid in fiscal 1994 and accordingly, no cash was used for dividends in
    the first quarter of fiscal 1995.



                       AVNET, INC. AND SUBSIDIARIES

           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS



6.  Additional cash flow information (Continued)

    Cash expended for the acquisition of operations in the first quarter of
    fiscal 1996 includes the cash paid for the acquisitions of VSI Electronics
    and Setron Schiffer Electronik GmbH & Co., KG, offset by cash received in
    connection with the sale of the motor, motor repair shop and OEM business of
    Brownell Electro.  In the first quarter of fiscal 1995, cash expended for
    operations was primarily the cash paid in connection with the acquisition of
    Penstock, Inc.
 
    Interest and income taxes paid in the first quarter were as follows:

    (Thousands)                                        
                                               1996              1995 

    Interest                                  $7,105            $5,101
    Income taxes                              $2,492            $6,625

    



I
tem 2 Management Discussion and Analysis


Results of Operations

For the first quarter of 1996 ended September 29, 1995, consolidated
sales were a record $1,189.1 million, up 25% when compared with last
year's first quarter sales of $953.1 million.  Net income for the
quarter of $44.5 million was also a record, up 54% as compared with
$28.9 million in the comparable period last year.  Earnings as a
percentage of sales were up 0.7% of sales to 3.7% as compared with
3.0% in the first quarter of last year.  Earnings per share of
$1.02, a record for any first quarter in Avnet's history, were 48%
higher than last year's $.69 per share. The increase in sales came
entirely from the Company's Electronic Marketing Group, which posted
record sales for the quarter, as sales of the Video Communications
Group were down when compared with the same prior year quarter. 
Both the Electronic Marketing and Video Communications Groups had
significant increases in net income as compared with the prior year
period.  During the first quarter of 1996, the Company completed the
sale of the motor, motor repair shop and OEM business of Brownell
Electro.  Avnet Industrial, the remaining business of Brownell which
serves the industrial marketplace primarily in MRO, together with
the newly created Avnet Supply, a catalog business that serves the
OEM/electronic production marketplace, and Allied Electronics now
make up a new subgroup of the Electronic Marketing Group known as
the Industrial Marketing Group.  The results (which were not
material) for Brownell, including the business that was sold, are
included in the Electronic Marketing Group as of the first quarter
of 1996, meaning that the Company's Electrical and Industrial Group
has been eliminated as of the beginning of the 1996 fiscal year.

At the beginning of the current fiscal year, in July 1995, the
Company completed the acquisition of VSI Electronics consisting of
VSI Electronics (Australia) PTY Ltd., an Australian electronic
components distributor, and VSI Electronics (NZ) Ltd., a New Zealand
based electronic components distributor.  In September 1995, the
Company completed the acquisition of Setron Schiffer - Electronik
GmbH & Co., KG, a limited partnership engaged in electronic
distribution primarily through a catalogue and which operates in
Germany and 20 other countries in Europe.  These two acquisitions
follow the seven acquisitions that the Company completed during
fiscal 1995.  The 1995 acquisitions were Penstock, Inc., acquired in
the first quarter, Avnet Cable Technologies, acquired in the second
quarter, Lyco Limited and a 70% interest in WKK Semiconductors,
Ltd., acquired in the third quarter, and CK Electronique, BFI-IBEXSA
International, Inc. and Sertek, Inc., acquired in the fourth
quarter.  Approximately 7% of the 25% increase in first quarter
sales was derived from  units which were acquired subsequent to the
end of last year's first quarter.

Consolidated gross profit margins of 19.2% in the first quarter of
1996 were lower by 0.3% of sales as compared with 19.5% in the first
quarter of last year.  However, the Company's operating efficiency
continued to improve as operating expenses as a percentage of sales
fell to approximately 12.4%, down 1.3% of sales as compared with
13.7% in the first quarter of 1995.  As a result, operating income
as a percentage of sales increased to 6.8% in the first quarter of
1996 as compared with 5.8% in the first quarter of 1995.

Interest expense was lower in the first quarter of 1996 as compared
with the comparable quarter last year due to the combination of a
number of factors.  The increase in interest rates and the increase
in borrowings to fund the additional working capital requirements
needed to support the growth in business and to fund the Company's
acquisition program had the effect of increasing interest expense. 




However, this increase was more than offset by the reversal of
interest expense which was accrued at June 30, 1995 on the 6%
Convertible Subordinated Debentures Due 2012 (the "Debentures") as
well as the absence of interest expense associated with the
Debentures in the first quarter of 1996.  Following the Company's
call for redemption of the Debentures, almost 100% of the
outstanding Debentures were converted into common stock of the
Company during the first quarter of 1996, thereby eliminating the
requirement to pay interest on the Debentures subsequent to the most
recent interest payment of April 15, 1995 and necessitating the
reversal of interest accrued at June 30, 1995.  The Company's
effective tax rate decreased slightly in the first quarter of 1996
as compared with the first quarter of 1995 due primarily to a
significant increase in pre-tax income as compared with the
relatively small increase in the amount of non-deductible goodwill
amortization, and, to a lesser extent, to the mix of earnings
between the domestic and foreign operations to which different tax
rates apply.

The Company's Electronic Marketing Group's sales in the first
quarter of 1996 were $1,144.3 million, accounting for 96% of
consolidated sales, compared with $849.8 million, or 89% of
consolidated sales, in the first quarter of last year.  Of this
$294.5 million or 35% increase in sales, approximately $106.0
million was attributable to sales by companies which were acquired
subsequent to last year's first quarter and to Brownell which was
part of the Electrical and Industrial Group last year.  The Group's
gross profit margins were slightly lower than in the prior year's
comparable quarter, but lower operating expenses as a percentage of
sales more than offset the decrease in gross profit margins.  As a
result, Group earnings were up 54% and its net profit margin on
sales increased by 0.4% of sales as compared with last year's first
quarter.  Each of the Group's operating units posted improved sales
and, except for one small unit, posted improved income from
operations as compared with last year's first quarter.  All of the
acquisitions noted above also contributed to the Group's improved
profitability.

The Video Communication Group's first quarter sales of $44.8
million, which represented 4% of consolidated sales as compared with
6% in last year's first quarter, were down 20% as compared with
$56.2 million in the first quarter of last year, due to product
transitioning from satellite TV decoders to more profitable DBS
(direct broadcast satellite) business. Group earnings increased by
64% compared with the prior year period.

As mentioned above, the Electrical and Industrial Group was
eliminated as of the beginning of fiscal 1996 due to the sale of the
motor, motor repair shop and OEM business of Brownell and the
transfer of the Avnet Industrial business to the Electronic
Marketing Group.  Accordingly, its sales and net loss for the
current quarter were included in the Electronic Marketing Group,
while the prior period's results were included in the Electrical and
Industrial Group.  There was no restatement of prior period Group
results due to the immaterial impact of the operations to both the
Electronic Marketing Group and the Company as a whole.

Liquidity and Capital Resources

During the first quarter of 1996, the Company generated $58.4
million from income before depreciation and other non-cash items,
and used $94.3 million for working capital needs resulting in $35.9
million of net cash flows being used for operations.  In addition,
the Company used $11.5 million for other normal business operations
including purchases of property, plant and equipment ($6.4 million)
and dividends  ($6.1 million), offset by cash generated from other
immaterial items ($1.0 million).  This resulted in $47.4 million
being used for normal business operations.  The Company also used
$66.7 million in connection with acquisitions, primarily VSI
Electronics and Setron Schiffer-Electronik GmbH, KG., offset by cash
received in connection with the sale of the motor, motor 



repair shop and OEM business of Brownell Electro, and for the
repayment of other debt.  This overall net use of cash of $114.1
million was financed by a $123.7 million increase in bank debt and
commercial paper offset by a $9.6 million increase in cash and cash
equivalents.

The Company's quick assets at September 29, 1995, totaled $842.3
million as compared with $763.0 million at June 30, 1995 and
exceeded the Company's current liabilities by $312.2 million as
compared with a $295.8 million excess at June 30, 1995.  Working
capital at September 29, 1995 was $1,156.6 million as compared with
$1,057.1 million at June 30, 1995.  At the end of the first quarter,
to support each dollar of current liabilities, the Company had $1.59
of quick assets  and $1.59 of other current assets for a total of
$3.18 of current assets as compared with $3.26 at June 30, 1995.

In August 1995, the Company notified its Debentureholders of its
decision to call for redemption on September 15, 1995 the entire
amount of outstanding Debentures.  Holders of $105.2 million of the
Debentures exercised their right to convert the Debentures into
approximately $2.4 million shares of Avnet common stock at a
conversion price of $43.00 principal amount per share, thereby
increasing shareholders' equity by $105.2 million.  The remaining
outstanding Debentures, amounting to $0.1 million, were redeemed on
September 15, 1995, at a premium of 1.2% plus accrued interest.  

During the first quarter of 1996, taking into account the conversion
of the Debentures, shareholders' equity increased by $144.8 million
to $1,384.2 million at September 29, 1995, while total debt
increased by $18.6 million to $438.2 million.  As a result, the
total debt to capital (shareholders' equity plus total debt) ratio
was 24.0% at September 29, 1995 as compared with 25.0% at June 30,
1995.

At September 29, 1995, the Company did not have any material
commitments for capital expenditures. The Company and the former
owners of a Company-owned site in Oxford, North Carolina have
entered into a Consent Decree and Court Order with the Environmental
Protection Agency (EPA) for the environmental clean-up of the site,
the cost of which, according to the EPA's remedial investigation and
feasibility study, is estimated to be approximately $6.3 million,
exclusive of the $1.5 million in EPA past costs paid by the
potentially responsible parties (PRP's).  Pursuant to a Consent
Decree and Court Order entered into between the Company and the
former owners, the former owners have agreed to bear at least 70% of
the clean-up costs of the site, and the Company will be responsible
for not more than 30% of those costs.   The Company is also a PRP in
an environmental clean-up at a site in North Smithfield, Rhode
Island.  In addition, the Company has received notice from a third
party of its intention to seek indemnification for costs it may
incur in connection with an environmental clean-up at a site in
Rush, Pennsylvania resulting from the alleged disposal of wire
insulation material at the site by a former unit of the Company. 
Based upon the information known to date, the Company believes that
it has appropriately accrued in the financial statements for its
share of the costs of the clean-up at these sites.  The Company is
also a PRP or has been notified of claims made against it at
environmental clean-up sites in Huguenot, New York and in Hempstead,
New York.  At this time, the Company cannot estimate the amount of
its potential liability, if any, for clean-up costs in connection
with these sites, but does not anticipate that these matters or any
other contingent matters will have a material adverse impact on the
Company's financial condition, liquidity or results of operations.

The Company is not now aware of any commitments, contingencies or
events within its control which may significantly change its ability
to generate sufficient cash from internal or external sources to
meet its needs. 







                          PART II - OTHER INFORMATION

                         AVNET, INC. AND SUBSIDIARIES
                                                                              
                                                                 EXHIBIT 11.1

                  COMPUTATION OF EARNINGS PER SHARE - PRIMARY


                                                   First Quarter Ended      

                                              September 29,     September 30,
                                                  1995              1994     
                                                       (unaudited)
A.  Primary earnings per share:

      Common shares outstanding
      (weighted average)                      *43,280,148         40,675,692

      Common equivalent shares:
        Conversion of convertible debentures
        (weighted average)                         --              2,448,487

        Contingent shares issuable                111,697            103,991

        Exercise of warrants and options
          using the treasury method               328,616            104,054 

      Total common and common equivalent
        shares                                 43,720,461         43,332,224 

      Income                                  $44,544,269        $28,927,029

      Interest expense on convertible
        debentures - net of taxes                  --                947,158 

      Income used for computing earnings
        per share                             $44,544,269        $29,874,187 

      Net income                                    $1.02              $0.69 



  * The weighted average shares outstanding for the first quarter ended
    September 29, 1995 include 2,445,270 shares issued in connection with the
    conversion of the Company's 6% Convertible Subordinated Debentures.












           SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
<PAGE>

                          AVNET, INC AND SUBSIDIARIES
                                                                              
EXHIBIT 11.2

               COMPUTATION OF EARNINGS PER SHARE - FULLY DILUTED


                                                   First Quarter Ended

                                              September 29,    September 30,
                                                  1995              1994    
                                                       (unaudited)

B.  Fully diluted earnings per share:

      Common and common
 equivalents             43,720,461       43,332,224

      Additional dilution upon exercise
        of options and warrants                      2,732           40,648 

      Total fully diluted shares                43,723,193       43,372,872 

      Income                                   $44,544,269      $28,927,029
 
      Interest expense on convertible
        debentures - net of taxes                  --               947,158 

      Income used for computing earnings
        per share                              $44,544,269      $29,874,187 

      Fully diluted earnings per share:

      Net income                                     $1.02            $0.69 

                                       






















               SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

<PAGE>

                               S I G N A T U R E



      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, thereunto duly authorized.

















                                    Avnet, Inc.
                                    (Registrant)



                                    By: s/Raymond Sadowski         
                                        Raymond Sadowski
                                        Senior Vice President,
                                        Chief Financial Officer
                                        and Assistant Secretary





                                    By: s/John F. Cole            
                                        John F. Cole
                                        Controller and Principal 
                                        Accounting Officer
      

November 10, 1995
      Date







 




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AND INCOME STATEMENT AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER>1000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          JUN-28-1995
<PERIOD-END>                               SEP-29-1995
<CASH>                                          58,898
<SECURITIES>                                         0
<RECEIVABLES>                                  808,328
<ALLOWANCES>                                    24,901
<INVENTORY>                                    827,045
<CURRENT-ASSETS>                             1,686,694
<PP&E>                                         322,662
<DEPRECIATION>                                 174,878
<TOTAL-ASSETS>                               2,352,218
<CURRENT-LIABILITIES>                          530,137
<BONDS>                                        437,929
<COMMON>                                        43,708
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<OTHER-SE>                                   1,340,444
<TOTAL-LIABILITY-AND-EQUITY>                 1,384,152
<SALES>                                      1,189,102
<TOTAL-REVENUES>                             1,189,973
<CGS>                                          960,401
<TOTAL-COSTS>                                  960,401
<OTHER-EXPENSES>                                 8,386
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               4,602
<INCOME-PRETAX>                                 76,728
<INCOME-TAX>                                    32,184
<INCOME-CONTINUING>                             44,154
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    44,154
<EPS-PRIMARY>                                     1.02
<EPS-DILUTED>                                     1.02
        

</TABLE>