UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 1998
Commission file number 001-11015
VIAD CORP
 (Exact name of registrant as specified in its charter)

              DELAWARE                                 36-1169950
(State or other jurisdiction of                     (I.R.S. Employer
incorporation or organization)                      Identification No.)

 1850 N. CENTRAL AVE., PHOENIX, ARIZONA                  85077
(Address of principal executive offices)               (Zip Code)	

Registrant's telephone number, including area code (602) 207-4000
Indicate by check mark whether the registrant (1) has filed all Exchange Act reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days.
Yes x No
As of April 30, 1998, 99,243,565 shares of Common Stock ($1.50 par value) were outstanding.

PART I.       FINANCIAL INFORMATION
Item 1.       Financial Statements

                                             VIAD CORP
                                   CONSOLIDATED BALANCE SHEET

                                                              March 31,       December 31,
(000 omitted)                                                   1998             1997
                                                             -----------       -----------
ASSETS
Current assets:
  Cash and cash equivalents                                 $     29,490      $     12,341
  Receivables, less allowance of
      $4,787 and $4,805                                          136,554           131,620
  Inventories                                                    109,414           105,331
  Deferred income taxes                                           28,837            29,444
  Other current assets                                            36,191            29,207
                                                              ----------        ----------
                                                                 340,486           307,943
  Funds, agents' receivables and
      current maturities of investments
      restricted for a subsidiary's payment
      service obligations, after eliminating
      $90,000 of the subsidiary's funds
      invested in Viad commercial paper                          495,685           617,887
                                                              ----------        ----------
  Total current assets                                           836,171           925,830
Investments restricted for subsidiary's
 payment service obligations                                   1,749,852         1,615,464
Property and equipment                                           461,129           470,052
Other investments and assets                                     107,280           113,274
Deferred income taxes                                             74,580            74,659
Intangibles                                                      526,794           531,034
                                                              ----------        ----------
                                                            $  3,755,806      $  3,730,313
                                                              ==========        ==========	

                                                              March 31,       December 31,
(000 omitted, except number of shares)                          1998              1997
                                                              ----------        ----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                                          $    138,809      $    145,641
  Accrued compensation                                            58,677            75,589
  Other current liabilities                                      140,202           134,477
  Current portion of long-term debt                               32,177            32,291
                                                              ----------        ----------
                                                                 369,865           387,998
  Payment service obligations of subsidiary                    2,266,553         2,248,004
                                                              ----------        ----------
  Total current liabilities                                    2,636,418         2,636,002
Long-term debt                                                   401,911           377,849
Pension and other benefits                                        64,352            62,988
Other deferred items and
  insurance reserves                                              99,190           109,323
Minority interests                                                 8,475             8,378
$4.75 Redeemable preferred stock                                   6,615             6,612
Common stock and other equity:
  Common stock, $1.50 par value,
      200,000,000 shares authorized,
      99,739,925 shares issued                                   149,610           149,610
  Additional capital                                             310,686           291,414
  Retained income                                                216,743           209,127
  Unearned employee benefits and other                          (136,621)         (121,968)
  Unrealized gain on securities
      available for sale                                          12,064            13,625
  Cumulative translation adjustments                              (2,417)           (3,022)
  Common stock in treasury, at cost,
      587,553 and 516,926 shares                                 (11,220)           (9,625)
                                                              ----------        ----------
  Total common stock and other equity                            538,845           529,161
                                                              ----------        ----------
                                                            $  3,755,806      $  3,730,313
                                                              ==========        ==========
See Notes to Consolidated Financial Statements.	

                                                VIAD CORP
                                   STATEMENT OF CONSOLIDATED INCOME

Three months ended March 31,                                                 1998              1997
(000 omitted, except per share data)                                      ----------        ----------
REVENUES                                                              $      602,780    $      569,726
                                                                          ----------        ----------
Costs and expenses:
   Costs of sales and services                                               561,848           531,016
   Corporate activities and
      nonoperating items, net                                                  6,205             7,983
   Sale of trade accounts receivable expense                                   1,096             1,088
   Interest expense                                                           11,174            14,263
   Minority interests                                                            276               364
                                                                          ----------        ----------
                                                                             580,599           554,714
                                                                          ----------        ----------
Income before income taxes                                                    22,181            15,012
Income taxes                                                                   6,802             4,492
                                                                          ----------        ----------
INCOME BEFORE EXTRAORDINARY CHARGE                                            15,379            10,520
Extraordinary charge for early retirement
   of debt, net of tax benefit of $4,554                                                        (8,458)
                                                                          ----------        ----------
NET INCOME                                                            $       15,379    $        2,062
                                                                          ==========        ==========
DILUTED INCOME PER COMMON SHARE:
   Income before extraordinary charge                                 $         0.15    $         0.11
   Extraordinary charge                                                                          (0.09)
                                                                          ----------        ----------
   Diluted net income per common share                                $         0.15    $         0.02
                                                                          ==========        ==========
BASIC INCOME PER COMMON SHARE:
   Income before extraordinary charge                                 $         0.16    $         0.11
   Extraordinary charge                                                                          (0.09)
                                                                          ----------        ----------
   Basic net income per common share                                  $         0.16    $         0.02
                                                                          ==========        ==========

Average outstanding common shares                                             93,979            90,044
Additional dilutive shares related to
   stock-based compensation                                                    3,872             2,795
                                                                          ----------        ----------
Average outstanding and potentially
   dilutive common shares                                                     97,851            92,839
                                                                          ==========        ==========

Dividends declared per common share                                   $         0.08    $         0.08
                                                                          ==========        ==========
Preferred stock dividends                                             $          282    $          282
                                                                          ==========        ==========
See Notes to Consolidated Financial Statements.	

                                                VIAD CORP
                                      STATEMENT OF RETAINED INCOME

Three months ended March 31,                                                 1998              1997
(000 omitted)                                                             ----------        ----------
Balance, beginning of year                                            $      209,127    $      146,664
Net income                                                                    15,379             2,062
Dividends on common and preferred stock                                       (7,843)           (7,552)
Adjust distribution of consumer products
   business to Viad stockholders for post-
   closing settlements                                                                          (1,216)
Other                                                                             80                13
                                                                          ----------        ----------
Balance, end of period                                                $      216,743    $      139,971
                                                                          ==========        ==========

See Notes to Consolidated Financial Statements.	

                                                VIAD CORP
                                  STATEMENT OF COMPREHENSIVE INCOME

Three months ended March 31,                                                 1998              1997
(000 omitted)                                                             ----------        ----------
Net income                                                            $       15,379    $        2,062
                                                                          ----------        ----------
Other comprehensive income, net of tax:
   Foreign currency translation adjustments                                      605              (753)
   Unrealized gain (loss) on securities
      classified as available for sale:
      Unrealized holding losses arising
        during the period                                                       (295)           (4,172)
      Reclassification adjustment for realized
        gains included in net income                                          (1,266)             (345)
                                                                          ----------         ---------
Other comprehensive loss                                                        (956)           (5,270)
                                                                          ----------         ---------
Comprehensive income (loss)                                           $       14,423    $       (3,208)
                                                                          ==========         =========
See Notes to Consolidated Financial Statements.	

                                                VIAD CORP
                                STATEMENT OF CONSOLIDATED CASH FLOWS

Three months ended March 31,                                                 1998              1997
(000 omitted)                                                             ----------        ----------
CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES:
Net income                                                            $       15,379    $        2,062
Adjustments to reconcile net income to
   net cash provided by operating activities:
      Depreciation and amortization                                           20,309            19,372
      Deferred income taxes                                                    2,679             4,128
      Extraordinary charge for early retirement of debt                                          8,458
      Other noncash items, net                                                   148             2,689
      Change in operating assets and liabilities:
        Receivables and inventories                                           (9,387)          (44,952)
        Payment service assets and obligations, net                          142,698            49,972
        Accounts payable and accrued compensation                            (23,744)          (12,865)
        Other assets and liabilities, net                                        281           (11,169)
                                                                          ----------        ----------
Net cash provided by operating activities                                    148,363            17,695
                                                                          ----------        ----------

CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES:
Capital expenditures                                                         (16,114)          (13,849)
Acquisitions of businesses, net of cash acquired                                               (17,555)
Proceeds from sales of businesses, property and
   other assets, net                                                           2,795            70,277
Investments restricted for payment service obligations:
   Proceeds from sales and maturities of securities
      classified as available for sale                                       185,191           178,557
   Proceeds from maturities of securities
      classified as held to maturity                                          29,774             6,841
   Purchases of securities classified as
      available for sale                                                    (280,992)         (150,726)
   Purchases of securities classified as
      held to maturity                                                       (70,991)          (65,352)
Investments in and advances to
   discontinued operations, net                                                                 (3,920)
                                                                          ----------        ----------
Net cash (used) provided by investing activities                            (150,337)            4,273
                                                                          ----------        ----------

CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES:
Payments on long-term borrowings                                                 (68)          (58,528)
Premium paid upon early retirement of debt                                                     (13,012)
Net change in short-term borrowings                                           24,000            53,856
Dividends on common and preferred stock                                       (7,843)           (7,552)
Proceeds from sales of treasury stock                                          5,163             5,164
Cash payments on interest rate swaps                                          (2,129)           (2,157)
                                                                          ----------        ----------
Net cash provided (used) by financing activities                              19,123           (22,229)
                                                                          ----------        ----------
Net increase (decrease) in cash and cash equivalents                          17,149              (261)
Cash and cash equivalents, beginning of year                                  12,341             4,422
                                                                          ----------        ----------
CASH AND CASH EQUIVALENTS, END OF PERIOD                              $       29,490    $        4,161
                                                                          ==========        ==========
See Notes to Consolidated Financial Statements.	

VIAD CORP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A--Basis of Preparation
The Consolidated Financial Statements of Viad Corp ("Viad") include the accounts of Viad and all of its subsidiaries. This information should be read in conjunction with the financial statements set forth in the Viad Corp Annual Report to Stockholders for the year ended December 31, 1997.
Accounting policies utilized in the preparation of the financial information herein presented are the same as set forth in Viad's annual financial statements except as modified for interim accounting policies which are within the guidelines set forth in Accounting Principles Board Opinion No. 28, "Interim Financial Reporting." The interim consolidated financial information is unaudited. In the opinion of management, all adjustments, consisting only of normal recurring accruals, necessary to present fairly Viad's financial position as of March 31, 1998, and its results of operations and its cash flows for the three months ended March 31, 1998 and 1997 have been included. Interim results of operations are not necessarily indicative of the results of operations for the full year.
Certain prior year amounts have been reclassified to conform with the 1998 presentation.
NOTE B--Fiduciary Assets Restricted for Payment Service Obligations
Viad's payment services subsidiary generates funds from the sale of money orders and other payment instruments, with the related liability classified as "Payment service obligations." The proceeds of such sales are invested in permissible securities, principally debt instruments. Such investments, along with related cash and funds in transit, are restricted by state regulatory agencies for use by the subsidiary to satisfy the liability to pay, upon presentment, the face amount of such payment service obligations. Accordingly, such fiduciary assets are not available to satisfy working capital or other financing requirements of Viad.
Following is a summary of amounts related to the payment service obligations as of March 31, 1998, including excess funds:

(000 omitted)
Fiduciary Assets:
   Funds, agents' receivables and current
      maturities of investments restricted
      for payment service obligations,
      including $90,000 invested in Viad
      commercial paper (1)                                 $     585,685
   Investments restricted for payment
      service obligations (2)                                  1,749,852
                                                              ----------
                                                               2,335,537

Payment service obligations                                    2,266,553
                                                              ----------
Asset carrying amounts in excess
   of 1:1 funding coverage of
   payment service obligations (2)                         $      68,984
                                                              ==========
(1) See Note D of Notes to Consolidated Financial Statements for description
of Viad's revolving bank credit agreement, which supports its commercial paper
obligations.
(2) See Note C of Notes to Consolidated Financial Statements for a summary of
investments and their classification and carrying amounts in accordance with
SFAS No. 115, "Accounting for Certain Investments in Debt and Equity
Securities."  As detailed therein, securities classified as "available for
sale" are carried at market value, and the market value of securities
classified as "held to maturity" exceeded carrying amounts by $10,415,000 at
March 31, 1998.	

NOTE C--Investments Restricted for Payment Service Obligations
Investments restricted for payment service obligations include the following debt and equity securities:

                                                        March 31,      December 31,
                                                          1998             1997
(000 omitted)                                           -----------      -----------
Securities available for sale, at
   fair value (amortized cost of
   $1,172,041 and $1,074,371)                        $    1,191,818   $    1,096,706
Securities held to maturity, at
   amortized cost (fair value of
   $600,411 and $559,497)                                   589,996          548,773
                                                        -----------       ----------
                                                          1,781,814        1,645,479
Less current maturities                                     (31,962)         (30,015)
                                                        -----------       ----------
                                                     $    1,749,852   $    1,615,464
                                                        ===========       ==========	

NOTE D--Debt
At March 31, 1998 and December 31, 1997, Viad classified as long- term debt $74,000,000 and $50,000,000, respectively, of short- term borrowings which, along with the $90,000,000 commercial paper issued to Viad's payment services subsidiary, are supported by unused commitments under a $300,000,000 long-term revolving bank credit agreement.
In late March 1997, Viad repurchased $58,414,000 par value of its 10.5 percent subordinated debentures at a premium, resulting in an extraordinary charge of $8,458,000.
NOTE E--Income Taxes
A reconciliation of the provision for income taxes and the amount that would be computed using statutory federal income tax rates on income before income taxes for the three months ended March 31, is as follows:

                                                         1998             1997
(000 omitted)                                          ------------     ------------
Computed income taxes at statutory
   federal income tax rate of 35%                    $        7,763   $        5,254
Nondeductible goodwill amortization                           1,051            1,039
Minority interests                                               97              127
State income taxes                                              673              829
Tax-exempt income                                            (5,350)          (4,199)
Adjustment to estimated annual
   effective rate                                             2,000            1,750
Other, net                                                      568             (308)
                                                        -----------      -----------
Provision for income taxes                           $        6,802   $        4,492
                                                        ===========      ===========	

NOTE F--Supplementary Information--Revenues and Operating Income

                                         Three months ended March 31,
                             ------------------------------------------------------------
                                    Revenues                     Operating Income
                             ---------------------------     ----------------------------
                                1998            1997            1998             1997
(000 omitted)                -----------     -----------     -----------      -----------
Airline Catering
  and Services (1)         $     235,128   $     211,829   $      13,932    $      13,147
Convention
  Services (1)                   209,587         209,327          20,347           18,489
Travel and Leisure
  and Payment
  Services (1)(2)                158,065         148,570           6,653            7,074
                             -----------     -----------     -----------      -----------
Total principal
  business
  segments (1)             $     602,780   $     569,726          40,932           38,710
                             ===========     ===========
Corporate activities
  and nonoperating
  items, net (1)                                                  (6,205)          (7,983)
Sale of trade
  accounts receivable
  expense                                                         (1,096)          (1,088)
                                                             -----------      -----------
                                                           $      33,631    $      29,639
                                                             ===========      ===========
(1) In 1998, Viad began charging its operating subsidiaries an increased
allocation of Corporate expenses, which for the first quarter of 1998 equaled
about 75 percent of the reduction in expense for Corporate activities.  The
increased charges for Corporate expenses reduced 1998 operating income of Viad's
segments, resulting in lower reported increases over 1997 segment operating
income levels.
(2)  Viad's payment services subsidiary is investing increasing amounts in tax-
exempt securities. On a fully taxable equivalent basis, revenues and operating
income would be higher by $8,231,000 and $6,460,000 for the 1998 and 1997
quarters, respectively.	

NOTE G--Impact of New Accounting Pronouncement
In March 1998, the American Institute of Certified Public Accountants issued Statement of Position ("SOP") 98-1, "Accounting for the Costs of Computer Software Developed or Obtained for Internal Use." The SOP, which becomes effective in 1999, outlines capitalization criteria for certain development costs of software to be used internally. Viad expects to adopt the SOP in the first quarter of 1999 for software developmental costs incurred in that quarter and thereafter. The effect of the adoption of SOP 98-1 on Viad's consolidated financial position or results of operations has not yet been determined.

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS:
There were no material changes in the nature of Viad's business, nor were there any other changes in the general characteristics of its operations as described and discussed in the first paragraph of the results section of Management's Discussion and Analysis of Results of Operations and Financial Condition presented in the Viad Corp Annual Report to Stockholders for the year ended December 31, 1997.
All per share figures discussed are stated on the diluted basis.
COMPARISON OF FIRST QUARTER OF 1998 TO THE FIRST QUARTER OF 1997:
In the first quarter of 1998, revenues increased $33.1 million, or 5.8 percent, to $602.8 million from $569.7 million in 1997. The 1998 first quarter operating income of Viad's principal business segments increased $2.2 million, or 5.7 percent, over that of 1997. Viad's payment services subsidiary continues to invest increasing amounts of its growing money order and official check funds in tax- exempt securities. On a fully taxable equivalent basis, revenues rose 6.0 percent and operating income of principal business segments increased $4.0 million, or 8.8 percent.
Income for the first quarter of 1998 was $15.4 million, or $0.15 per share, compared to income before extraordinary charge of $10.5 million, or $0.11 per share, for the 1997 quarter. There were 5 million more average outstanding and potentially dilutive common shares outstanding in 1998 than in 1997, due primarily to the acquisition of Game Financial Corporation in December 1997 (for approximately 2.6 million shares of Viad common stock), stock option exercises over the past year and the effects of a higher Viad stock price on the calculation of additional common shares arising from unexercised stock options.
Net income for the first quarter of 1998 was $15.4 million, or $0.15 per share. Net income for the first quarter of 1997 was $2.1 million, or $0.02 per share, after deducting an extraordinary charge of $8.5 million (net of tax benefit of $4.6 million), or $0.09 per share, for the early retirement of debt.
In 1998, Viad began charging its operating subsidiaries an increased allocation of Corporate expenses. The increased charges for Corporate expenses reduced 1998 operating income of Viad's segments, resulting in lower reported increases over 1997 segment operating income levels.
AIRLINE CATERING AND SERVICES.
 The first quarter 1998 revenues of the Airline Catering and Services group were $235.1 million, an 11.0 percent increase from the 1997 first quarter revenues of $211.8 million. Operating income increased $800,000, or 6.0 percent (8.3 percent before the increased corporate allocation), over that of the 1997 first quarter. Revenues and operating income increased due to new catering business added throughout 1997 and increased traffic and flights. Revenues and operating income from the airplane fueling and ground handling business were essentially even. On April 6, 1998, Viad announced the sale of its Aircraft Services International Group ("ASIG"), which constituted the fueling and ground handling portion of Viad's airline catering and services segment. See Recent Developments. Operating margins decreased slightly to 5.9 percent (6.1 percent before the increased corporate allocation) from 1997's 6.2 percent due to lower margins at ASIG.
CONVENTION SERVICES.
 Convention Services first quarter 1998 revenues increased $300,000, or 0.1 percent, to $209.6 million from $209.3 million in the 1997 first quarter, as GES Exposition Services continued to eliminate low-margin business in the 1998 quarter. Operating income increased $1.9 million, or 10.0 percent (13.0 percent before the increased corporate allocation), and operating margins increased from 8.8 percent in the 1997 quarter to 9.7 percent (10.0 percent before the increased corporate allocation) in 1998, due to improved cost controls and higher margin business.
TRAVEL AND LEISURE AND PAYMENT SERVICES.
 Revenues of the Travel and Leisure and Payment Services companies were $158.1 million for the first quarter of 1998, up $9.5 million, or 6.4 percent, from those of the 1997 first quarter. Operating income decreased 6.0 percent to $6.7 million. On the fully taxable equivalent basis, first quarter revenues and operating income would have been higher by $8.2 million and $6.5 million in 1998 and 1997, respectively, resulting in a 7.3 percent revenue increase and a 10.0 percent (13.7 percent before the increased corporate allocation) operating income increase. The results of Game Financial Corporation ("Game"), which was acquired in December 1997, substantially offset prior-year revenues and operating income from Crystal Holidays and Jetsave, two small British travel companies sold in October 1997. Operating margins on the fully taxable equivalent basis would be 9.0 percent (9.3 percent before the increased corporate allocation) in the first quarter of 1998, up from 8.7 percent in the 1997 first quarter.
On the fully taxable equivalent basis, payment services revenues and operating income increased $24.1 million and $2.7 million, respectively, over those of 1997's first quarter, primarily due to acquisitions made in 1997, including Game in December 1997. In addition, larger investment balances resulted in increased investment income.
Duty Free and shipboard concession revenues decreased $500,000 from those of the 1997 first quarter. One customer had a cruise ship in extended drydock during the first quarter of 1998, contributing to fewer shipboard passenger days. Operating income increased $200,000 over that of the 1997 first quarter, due primarily to cost controls.
Travel tour service revenues decreased $400,000 from those of the 1997 first quarter, primarily as a result of weaker off-season package tour traffic. Operating income was even with that of the 1997 first quarter, as operating cost reductions offset the revenue decline.
Restaura foodservice revenues and operating income for the 1998 first quarter decreased from those of the 1997 first quarter by $1 million and $700,000, respectively. A portion of the revenue decrease is attributable to a major customer experiencing reduced overtime and weekend production at several locations. The decline in operating income was caused in part by start-up costs of concession operations at Bank One Ballpark (in preparation for the inaugural season of the Arizona Diamondbacks major league baseball franchise).
CORPORATE ACTIVITIES AND NONOPERATING ITEMS, NET.
 Corporate activities and nonoperating items, net, decreased $1.8 million in the first quarter of 1998 compared to the first quarter of 1997. As discussed above, Viad began charging its operating subsidiaries an increased allocation of Corporate expenses in 1998. Approximately 75 percent of the first quarter decline in corporate expenses is due to the increased allocation to Viad's segments.
SALE OF TRADE ACCOUNTS RECEIVABLE EXPENSE.
 Expenses from the sale of trade accounts receivable in the first quarter of 1998 were essentially even with those of the 1997 first quarter, as the level of trade receivables sold was unchanged from the prior year.
INTEREST EXPENSE.
 Interest expense decreased $3.1 million from that of the 1997 first quarter, due to the repayment of debt from proceeds from the sales of noncore assets and businesses in 1997. In addition, in late March 1997, Viad repurchased $58.4 million par value of its 10.5 percent subordinated debentures, resulting in lower interest expense going forward.
INCOME TAXES.
 The effective tax rate in the 1998 first quarter was 30.7 percent, up from 29.9 percent in the 1997 first quarter, as increases in tax-exempt income by Viad's payment services subsidiary are slowing relative to overall income growth.
LIQUIDITY AND CAPITAL RESOURCES:
Viad's total debt at March 31, 1998 was $434.1 million compared with $410.1 million at December 31, 1997. The debt-to-capital ratio at March 31, 1998 was 0.44 to 1 compared to 0.43 to 1 at December 31, 1997.
Fluctuations in the balances of payment service assets and obligations result from varying levels of sales of money orders and other payment instruments, the timing of the collections of agents' receivables and the timing of the presentment of such instruments.
RECENT DEVELOPMENTS:
On April 6, 1998, Viad announced the sale of Aircraft Services International Group ("ASIG"), which conducted fueling and ground handling operations. The sale proceeds were used to repay short- term borrowings. ASIG's operations are included in Viad's Airline Catering and Services segment. Gain on sale of ASIG, after deducting costs of sale, related expense provisions and income taxes, will be recorded in second quarter 1998 results.
On April 6, 1998, Viad announced that it had signed an agreement and plan of merger with MoneyGram Payment Systems, Inc. ("MoneyGram") pursuant to which Viad would acquire MoneyGram. MoneyGram is a provider of consumer money wire transfer services, and the MoneyGram business is intended to be part of Viad's Travelers Express Company. On April 10, 1998, Viad commenced a cash tender offer, through the filing of Schedule 14D-1 with the Securities and Exchange Commission, for all outstanding shares of MoneyGram at a purchase price of $17 per share. Such offer was scheduled to expire on May 8, 1998.
At the close of business on May 8, 1998, there were 4,976,441 shares tendered, representing approximately 30.1 percent of the outstanding MoneyGram shares. The cash tender offer was increased to $17.35 per share on May 11, 1998, which would result in a total purchase price of approximately $306 million, including fees and expenses related to the offer. The revised offer is scheduled to expire on May 22, 1998. Viad also stated that it will not further increase its offer price above $17.35 per share. The offer is subject to the valid tender of a majority of MoneyGram's outstanding shares.
There were no other material changes in Viad's financial condition nor were there any substantive changes relative to matters discussed in the Liquidity and Capital Resources section of Management's Discussion and Analysis of Results of Operations and Financial Condition as presented in Viad Corp's Annual Report to Stockholders for the year ended December 31, 1997.
PART II. OTHER INFORMATION
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The annual meeting of stockholders of Viad Corp was held May 12, 1998.
(b) Not applicable--(i) proxies for the meeting were solicited pursuant to Regulation 14 under the Securities Exchange Act of 1934; (ii) there was no solicitation in opposition to management's nominees as listed in the proxy statement; and (iii) all such nominees were elected.
(c) Matters voted upon at the annual meeting for which proxies were solicited pursuant to Regulation 14 under the Securities Exchange Act of 1934:
1. The election of Directors as follows:

Jess Hay
---------
Affirmative Vote . . . . . . . . . . . . . . . . . . 76,332,440
Withheld Authority . . . . . . . . . . . . . . . . . . .629,031

Linda Johnson Rice
-------------------
Affirmative Vote . . . . . . . . . . . . . . . . . . 76,339,450
Withheld Authority . . . . . . . . . . . . . . . . . . .622,021

Timothy R. Wallace
-------------------
Affirmative Vote . . . . . . . . . . . . . . . . . . 76,347,636
Withheld Authority . . . . . . . . . . . . . . . . . . .613,835	

2. The appointment of Deloitte & Touche LLP to audit the accounts of Viad and its subsidiaries for the fiscal year 1998.

       Affirmative Vote . . . . . . . . . . . . . . . . . . 76,523,432
       Against. . . . . . . . . . . . . . . . . . . . . . . . .179,786
       Abstentions. . . . . . . . . . . . . . . . . . . . . . .258,253

Item 6.      EXHIBITS AND REPORTS ON FORM 8-K	

(a) Exhibit No. 10 - Employment Agreement
Exhibit No. 27 - Financial Data Schedule
(b) No reports on Form 8-K were filed by the registrant during the quarter for which this report is filed. However, a report on Form 8-K was filed April 10, 1998, reporting under Items 5 and 7 Viad's press release announcement that Viad had commenced a cash tender offer, through the filing of Schedule 14D-1 with the Securities and Exchange Commission, for all outstanding shares of MoneyGram Payment Systems, Inc. at a purchase price of $17 per share and, in a separate announcement, that Viad had sold Aircraft Services International Group. In addition, a report on Form 8-K was filed May 13, 1998, reporting under Items 5 and 7 Viad's press release announcement that Viad had increased the MoneyGram cash tender offer to $17.35 per share and had extended the scheduled expiration date to May 22, 1998. See Recent Developments.
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 thereunto duly authorized.
VIAD CORP
 (Registrant)

May 13, 1998                                    By /s/ Richard C. Stephan
                                                -------------------------
                                                Richard C. Stephan
                                                Vice President-Controller
                                                (Chief Accounting Officer
                                                and Authorized Officer)	

Exhibit 10
EMPLOYMENT AGREEMENT
AGREEMENT by and between Viad Corp, a Delaware corporation (the "Company"), and Robert H. Bohannon (the "Executive"), dated as of the 1st day of April, 1998.
WHEREAS, the Board of Directors of the Company (the "Board") has determined that it is in the best interests of the Company and its shareholders to employ the Executive as Chief Executive Officer ("CEO"), and the Executive desires to serve in that capacity;
NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:
1. EMPLOYMENT PERIOD. (a) The Company shall employ the Executive, and the Executive shall serve the Company, on the terms and conditions set forth in this Agreement, for the Employment Period (as defined in the next sentence). The "Employment Period" shall mean the period beginning on April 1, 1998, and ending on March 31, 2001; provided, however, that on April 1, 1999, and on each subsequent anniversary of such date (each such anniversary thereof being hereinafter referred to as a "Renewal Date"), unless previously terminated, the Employment Period shall be automatically extended by one year.
(b) This Employment Agreement shall terminate automatically when the Executive reaches the age of 65 years old. No notice shall be required.
2. POSITION AND DUTIES. (a) During the Employment Period, the Executive shall serve as Chairman and CEO of the Company and, subject to the direction of the Board, shall have full authority for management of the Company and all its operations, financial affairs, facilities and investments. The Executive shall serve as a member of the Board, shall act as the duly authorized representative of the Board and shall be an ex-officio member of all committees of the Board to which he is appointed.
(b) During the Employment Period, and excluding any periods of vacation and sick leave to which the Executive is entitled, the Executive shall devote reasonable attention and time during normal business hours to the business and affairs of the Company and, to the extent necessary to discharge the responsibilities assigned to the Executive under this Agreement, use the Executive's reasonable best efforts to carry out such responsibilities faithfully and efficiently. It shall not be considered a violation of the foregoing for the Executive to (A) serve on corporate, civic or charitable boards or committees, (B) deliver lectures, fulfill speaking engagements or teach at educational institutions and (C) manage personal investments, so long as such activities do not significantly interfere with the performance of the Executive's responsibilities as an employee of the Company in accordance with this Agreement.
(c) The Executive's services shall be performed primarily at Viad Tower, Phoenix, Arizona, or such other location designated by the Board.
3. COMPENSATION. (a) BASE SALARY. During the Employment Period, the Executive shall receive an annual base salary ("Annual Base Salary") of $750,000.00, payable twice each month. During the Employment Period, the Annual Base Salary shall be reviewed for possible increase at least annually. Annual increases shall be no less than the lesser of 5% or the increase in the Consumer Price Index ("CPI") for prior annual period. Any increase in the Annual Base Salary shall not limit or reduce any other obligation of the Company under this Agreement.
(b) ANNUAL BONUS. In addition to the Annual Base Salary, the Executive shall be awarded, for each calendar year or portion thereof, ending during the Employment Period, an annual bonus (the "Annual Bonus") as determined by the Board. Each Annual Bonus or Management Incentive Plan ("MIP"), as it is sometimes called, shall be paid in a single cash lump sum no later than 90 days after the end of the calendar year for which the Annual Bonus is awarded, unless the Executive elects in writing, before the end of the year for which the Annual Bonus is to be awarded, to defer receipt of the Annual Bonus.
(c) OTHER BENEFITS. During the Employment Period:
the Executive shall be entitled to participate in all incentive, savings and retirement plans, practices, policies and programs of the Company to the same extent as peer executives; and (ii) the Executive and/or the Executive's family, as the case may be, shall be eligible for participation in, and shall receive all benefits under, all welfare benefit plans, practices, policies and programs provided by the Company (including, without limita- tion, medical, prescription, dental, disability, salary con- tinuance, employee life insurance, group life insurance, accidental death and travel accident insurance plans and programs) to the same extent as peer executives. The term "peer executives" means senior vice presidents of the Company.
(d) EXPENSES. During the Employment Period, the Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive in carrying out the Executive's duties under this Agreement, provided that the Executive complies with the policies, practices and procedures of the Company for submission of expense reports, receipts, or similar documentation of such expenses.
(e) FRINGE BENEFITS. During the Employment Period, the Executive shall be entitled to fringe benefits, such as tax and financial planning services, payment of lunch and country club dues, use of an automobile and payment of related expenses, use of company aircraft, and an annual physical.
(f) VACATION. During the Employment Period, the Executive shall be entitled to paid vacation of five weeks per year.
4. EARLY TERMINATION OF EMPLOYMENT. (a) DEATH OR DISABILITY. The Executive's employment shall terminate automatically upon the Executive's death during the Employment Period. The Company shall be entitled to terminate the Executive's employment because of the Executive's Disability during the Employment Period. "Disability" means that the Executive has been unable, for a period of 180 consecutive business days, to perform the Executive's duties under this Agreement, as a result of physical or mental illness or injury, and a physician selected by the Company or its insurers, and acceptable to the Executive or the Executive's legal representative, has determined that the Executive's incapacity is total and permanent. A termination of the Executive's employment by the Company for Disability shall be communicated to the Executive by written notice, and shall be effective on the 30th day after receipt of such notice by the Executive (the "Disability Effective Date"), unless the Executive returns to full-time performance of the Executive's duties before the Disability Effective Date.
(b) EARLY TERMINATION BY THE COMPANY. The Company may terminate the Executive's employment during the Employment Period at any time, without a stated reason, by a vote of a majority of the Board, excluding Executive. The Board shall also determine the date of Early Termination.
(c) EARLY TERMINATION FOR CAUSE. The Company may terminate the Executive's employment for cause as defined below in accordance with the following procedure:
Cause defined: For purposes of the Agreement, the Company shall have "Cause" to terminate the Executive's employment upon (A) the willful and continued failure by the Executive to substantially perform his duties (other than any such failure resulting from the Executive's incapacity due to physical or mental illness) after demand for substantial performance is delivered by the Company specifically identifying the manner in which the Company believes the Executive has not substantially performed his duties, or (B) the willful engaging by the Executive in misconduct which is materially injurious to the Company, monetarily or otherwise. No act, or failure to act, on the Executive's part shall be considered "willful" unless done, or omitted to be done, by him not in good faith and without reasonable belief that his action or omission was in the best interest of the Company. Notwithstanding the foregoing, the Executive shall not be deemed to have been terminated for Cause unless and until there shall have been delivered to the Executive a copy of a resolution, duly adopted by the affirmation vote of not less than three-quarters (3/4) of the entire membership of the Board, excluding Executive, at a meeting of the Board called and held for such purposes (after reasonable notice to the Executive and an opportunity for him, together with his counsel, to be heard before the Board), finding that in the good faith opinion of the Board, the Executive was guilty of conduct set forth above in clause (A) or (B).
(d) EARLY TERMINATION BY EXECUTIVE. The Executive may terminate employment voluntarily at any time after giving the Company at least 180 day's advance written notice.
5. OBLIGATIONS OF THE COMPANY. (a) DEATH OR DISABILITY. If the Executive's employment is terminated by reason of the Executive's death or Disability during the Employment Period, the Company shall pay the Pro Rata Benefits or Obligations to the Executive or the Executive's estate or legal representative, as applicable, in a lump sum in cash within 90 days after the Date of Death or Disability Termination, and the Company shall have no further obligations under this Agreement.
(b) EARLY TERMINATION BY THE BOARD. If, during the Employment Period, the Company terminates the Executive's employment, other than for Death or Disability, the Company shall pay the amounts and provide the benefits described below to the Executive and shall, at its sole expense as incurred, provide the Executive with outplacement services, the scope and provider of which shall be selected by the Executive in the Executive's sole discretion. The payments and benefits provided pursuant to this paragraph (b) of Section 5 are intended as liquidated damages for a termination of the Executive's employment by the Company and shall be the sole and exclusive remedy therefor. The amounts to be paid and the benefits to be provided as described above are:
(i) Severance pay equal to three times the sum of
(1) the Annual Current Salary and (2) the average of the last three annual Bonuses or MIP awards paid to Executive, such payment to be made in a lump sum;
(ii) Performance Based Stock ("PBS") and Performance Unit Incentive Plans ("PUP") awards to Executive as of the date of Early Termination shall be prorated to the date of Early Termination and the Executive shall be paid in accordance with the respective PBS or PUP plans but no new PBS or PUP awards shall be granted after the date of Early Termination;
(iii) All stock options awarded to Executive shall vest as of the day of Early Termination;
(iv) Executive shall be provided with Executive Medical Coverage for a period of three years from the date of Early Termination; and
(v) Executive shall be entitled to pension credits for the period of three years from the date of Early Termination in accordance with the Company's pension plans.
(c) UPON EARLY TERMINATION FOR CAUSE. The Executive shall be paid:
(i) 1 year's salary.
(ii) Accrued MIP prorated to date of early termination.
(iii) PUP and PBS shall terminate without any further payments.
(d) UPON EARLY TERMINATION BY EXECUTIVE. The Executive shall be paid:
(i) One year's salary and shall be credited with one additional year's pension credit.
(ii) Prorated MIP to date of Early Termination.
(iii) PBS and PUP awards, outstanding as of the date of Early Termination, shall lapse and no vesting of PBS awards shall occur and no payments for PUP shall be paid to the Executive.
(iv) Executive shall be entitled to exercise only stock options which have vested prior to Early Termination by Executive.
(e) UPON ORDINARY RETIREMENT. The Executive shall be paid:
(i) Salary and accrued MIP, PUP, and PBS prorated to the date of Ordinary Retirement.
(ii) All accrued other benefits as of the date of Ordinary Retirement shall be paid to the Executive in accordance with their respective plans.
(iii) Life-time executive medical benefits for the Executive.
(iv) Other benefits as may be determined by the Board.
6. NON-EXCLUSIVITY OF RIGHTS. Nothing in this Agreement shall prevent or limit the Executive's continuing or future participation in any plan, program, policy or practice provided by the Company or any of its affiliated companies for which the Executive may qualify, nor, subject to paragraph (f) of Section 10, shall anything in this Agreement limit or otherwise affect such rights as the Executive may have under any contract or agreement with the Company or any of its affiliated companies. Vested benefits and other amounts that the Executive is otherwise entitled to receive under any plan, policy, practice or program of, or any contract or agreement with, the Company or any of its affiliated companies on or after the Date of Termination shall be payable in accordance with such plan, policy, practice, program, contract or agreement. Specifically, in the event of a "Change of Control," as defined in the Executive Severance Agreement applicable to the Executive, the terms of the Executive Severance Agreement shall control to the extent they provide an additional or enhanced benefit.
7. FULL SETTLEMENT. The Company's obligation to make the payments provided for in, and otherwise to perform its obligations under, this Agreement shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action that the Company may have against the Executive or others. In no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive under any of the provisions of this Agreement.
8. CONFIDENTIAL INFORMATION; NONCOMPETITION. (a) The Executive shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data relating to the Company or any of its affiliated companies and their respective businesses that the Executive obtains during the Executive's employment by the Company or any of its affiliated companies and that is not public knowledge (other than as a result of the Executive's violation of this paragraph (a) of
Section 8) ("Confidential Information"). The Executive shall not communicate, divulge or disseminate Confidential Information at any time during or after the Executive's employment with the Company, except with the prior written consent of the Company or as otherwise required by law or legal process.
(b) During the Noncompetition Period (as defined below), the Executive shall not, without the prior written consent of the Board, engage in or become associated with a Competitive Activity. For purposes of this paragraph (b) of
Section 8: (i) the "Noncompetition Period" means three (3) years from the date of Early Termination or Ordinary Retirement; (ii) a "Competitive Activity" means any business or other endeavor that engages in businesses similar to those conducted by the Company; and (iii) the Executive shall be considered to have become "associated with a Competitive Activity" if he becomes directly or indirectly involved as an owner, employee, officer, director, independent contractor, agent, partner, advisor, or in any other capacity calling for the rendition of the Executive's personal services, with any individual, partnership, corporation or other organization that is engaged in a Competitive Activity. Not- withstanding the foregoing, the Executive may make and retain investments during the Employment Period in not more than five percent of the equity of any entity engaged in a Competitive Activity, if such equity is listed on a national securities ex- change or regularly traded in an over-the-counter market.
9. SUCCESSORS. (a) This Agreement is personal to the Executive and, without the prior written consent of the Company, shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive's legal representatives.
(b) This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns.
(c) The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would have been required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean both the Company as defined above and any such successor that assumes and agrees to perform this Agreement, by operation of law or otherwise.
10. MISCELLANEOUS. (a) This Agreement shall be governed by, and construed in accordance with, the laws of the State of Arizona, without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified except by a written agreement executed by the parties hereto or their respective successors and legal representatives.
(b) All notices and other communications under this Agreement shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:
IF TO THE EXECUTIVE:
Robert H. Bohannon
2410 Viad Tower
1850 N. Central Avenue
Phoenix, AZ 85077
IF TO THE COMPANY:
Viad Corp
2212 Viad Tower
1850 N. Central Avenue
Phoenix, AZ 85077
Attention: General Counsel
or to such other address as either party furnishes to the other in writing in accordance with this paragraph (b) of Section 11. Notices and communications shall be effective when actually received by the addressee.
(c) The invalidity or unenforceability of any pro- vision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. If any provision of this Agreement shall be held invalid or un- enforceable in part, the remaining portion of such provision, together with all other provisions of this Agreement, shall remain valid and enforceable and continue in full force and effect to the fullest extent consistent with law.
(d) Notwithstanding any other provision of this Agreement, the Company may withhold from amounts payable under this Agreement all federal, state, local and foreign taxes that are required to be withheld by applicable laws or regulations.
(e) The Executive's or the Company's failure to insist upon strict compliance with any provision of, or to assert any right under, this Agreement (including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to paragraph (c) of Section 4 of this Agreement) shall not be deemed to be a waiver of such provision or right or of any other provision of or right under this Agreement.
(f) The Executive and the Company acknowledge that this Agreement supersedes any other agreement between them concerning the subject matter hereof.
(g) This Agreement may be executed in several counterparts, each of which shall be deemed an original, and said counterparts shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the Executive has hereunto set the Executive's hand and, pursuant to the authorization of its Board of Directors, the Company has caused this Agreement to be executed in its name on its behalf, all as of the day and year first above written

/s/  Robert H. Bohannon	

VIAD CORP

By:  /s/  Peter J. Novak
          Vice President &
          General Counsel	

ARTICLE 5	
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM VIAD CORP'S FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.	
MULTIPLIER: 1,000 Exhibit 27 VIAD CORP FINANCIAL DATA SCHEDULE	

		
FISCAL YEAR END	DEC 31 1998	
PERIOD END	MAR 31 1998	
PERIOD TYPE	3 MOS	
CASH	29,490	
SECURITIES	0	
RECEIVABLES	141,341	
ALLOWANCES	4,787	
INVENTORY	109,414	
CURRENT ASSETS	836,171	
PP&E	858,418	
DEPRECIATION	397,289	
TOTAL ASSETS	3,755,806	
CURRENT LIABILITIES	2,636,418	
BONDS	401,911	
COMMON	149,610	
PREFERRED MANDATORY	6,615	
PREFERRED	0	
OTHER SE	389,235	
TOTAL LIABILITY AND EQUITY	3,755,806	
SALES	0	
TOTAL REVENUES	602,780	
CGS	0	
TOTAL COSTS	561,848	
OTHER EXPENSES	7,301	
LOSS PROVISION	0	
INTEREST EXPENSE	11,174	
INCOME PRETAX	22,181	
INCOME TAX	6,802	
INCOME CONTINUING	15,379	
DISCONTINUED	0	
EXTRAORDINARY	0	
CHANGES	0	
NET INCOME	15,379	
EPS PRIMARY	0.16	
EPS DILUTED	0.15