UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)

[ X ]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
                 OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended DECEMBER 31, 1995
                               -----------------

                                       OR

[   ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
                 OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from___________to______________

Commission File Number 0-132-58
                       --------

                              BOOLE & BABBAGE, INC.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

               DELAWARE                                    94- 1651571
               --------                                    -----------
   State or other jurisdiction of                       (I.R.S. Employer
   Incorporation or organization)                      Identification No.)

                3131 ZANKER ROAD, SAN JOSE, CALIFORNIA 95134-1933
                -------------------------------------------------
                    (Address of principal executive offices)

Registrant's Telephone number, including area code: 408-526-3000
                                                    ------------

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
                                      ---   ---

10,878,479  shares of common  stock of the  Registrant  were  outstanding  as of
January 31, 1996.



<PAGE>


                              BOOLE & BABBAGE, INC.

                                      INDEX


Part I    FINANCIAL INFORMATION                                         Page No.

     Item 1.   FINANCIAL STATEMENTS
               Consolidated Balance Sheets
                 December 31, 1995 and September 30, 1995                 1

               Consolidated Statements of Income
                 Three Months Ended December 31, 1995 and 1994            2

               Consolidated Statements of Cash Flows
                 Three Months Ended December 31, 1995 and 1994            3

               Notes to Consolidated Financial Statements                 4-5


     Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS
               OF FINANCIAL CONDITION AND  RESULTS
               OF OPERATIONS
                  Three Months Ended December 31, 1995 and 1994           6-11


Part II   OTHER INFORMATION

     Item 6.   EXHIBITS AND REPORTS ON FORM 8-K                           12


Signatures                                                                13

<PAGE>


<TABLE>

                             BOOLE & BABBAGE, INC.
                          Consolidated Balance Sheets
                      (Amounts in thousands except shares)
                         (December 31, 1995 unaudited)
<CAPTION>

                                                                December 31,    September 30,
                                                                    1995            1995
                                                                ------------    -------------
<S>                                                                <C>             <C>
ASSETS
Current assets:
    Cash and cash equivalents                                      $21,358         $22,340
    Short-term investments                                          13,700          15,800
    Accounts receivable, net                                        23,804          27,293
    Installment and other receivables, net                          32,858          28,066
    Deferred tax asset                                               5,770           5,810
    Prepaid expenses and other current assets                        5,642           4,967
                                                                 ----------      ----------
        Total current assets                                       103,132         104,276

Purchased and internally developed software, net                    12,138          12,278
Equipment, furniture and leasehold improvements, net                 7,358           7,341
Long-term installment and other receivables                         38,297          32,223
Long-term deferred tax asset                                         4,843           4,843
Costs in excess of net assets of purchased businesses, net             680             687
Other assets                                                         2,408           2,260
                                                                 ----------      ----------
        Total assets                                              $168,856        $163,908
                                                                 ==========      ==========


LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
    Accounts payable                                                $6,915          $6,595
    Accrued payroll expense                                          6,926           7,149
    Other accrued liabilities                                       17,214          18,133
    Short-term borrowings                                              250             400
    Notes payable due within one year                                  256             513
    Capital lease obligations due within one year                    1,074           1,348
    Deferred maintenance revenue                                    38,647          40,180
                                                                 ----------      ----------
       Total current liabilities                                    71,282          74,318

Notes payable due after one year                                       663             663
Capital lease obligations due after one year                           664             683
Deferred maintenance revenue due after one year                     21,496          18,057

Stockholders' equity:
    Preferred stock, 2,000,000 shares authorized, $.001
        par value, none issued                                          --              --
    Common stock, $.001 par value, authorized--15,000,000
        shares; issued--11,561,414 (11,476,050 at
        September 30, 1995)                                             11              11
    Additional paid-in capital                                      31,753          30,844
    Retained earnings                                               46,957          42,672
    Unrealized gain (loss) on marketable securities                   (261)            132
    Foreign currency translation adjustment                            776           1,013
    Less treasury stock, 683,325 shares, at cost                    (4,485)         (4,485)
                                                                 ----------      ----------
       Total stockholders' equity                                   74,751          70,187
                                                                 ----------      ----------
       Total liabilities and stockholders' equity                 $168,856        $163,908
                                                                 ==========      ==========
<FN>
See accompanying notes.
</FN>
</TABLE>
                                       1
<PAGE>

                             BOOLE & BABBAGE, INC.
                       Consolidated Statements of Income
              (Amounts in thousands, except net income per share)
                                  (Unaudited)

                                                 Three Months Ended
                                                    December 31
                                             --------------------------
                                                1995            1994
                                             ----------      ----------
Revenue:
      New product revenue                     $21,474         $20,739
      Maintenance fees and other               18,645          17,834
                                             ----------      ----------
           Total revenue                       40,119          38,573
                                             ----------      ----------

Costs and expenses:
      Cost of revenue                           7,408           7,036
      Product development, net                  4,374           4,158
      Sales and marketing                      19,682          19,031
      General and administrative                3,851           4,177
                                             ----------      ----------
           Total costs and expenses            35,315          34,402
                                             ----------      ----------

Operating income                                4,804           4,171

Interest and other income, net                  1,306             631
                                             ----------      ----------
Income before provision for income taxes        6,110           4,802

Provision for income taxes                      1,825           1,490
                                             ----------      ----------

Net income                                     $4,285          $3,312
                                             ==========      ==========

Net income per share (a)                     $   0.36         $  0.30
                                             ==========      ==========

Shares used in per share calculations (a)      11,950          11,200
                                             ==========      ==========



(a) Per share  data and number of shares  reflect a 3-for-2  stock  split  which
became effective on December 6, 1995.

                                       2

<PAGE>
<TABLE>

                             BOOLE & BABBAGE, INC.
                     Consolidated Statements of Cash Flows
                       (Amounts in thousands) (Unaudited)
<CAPTION>
                                                                               Three Months Ended
                                                                                  December 31,
                                                                           --------------------------
                                                                             1995              1994
                                                                           --------          --------
<S>                                                                        <C>               <C>
Cash flows from operating activities:
  Net income                                                                $4,285            $3,312
  Adjustments to reconcile net income to net cash
      provided (used) by operating activities:
      Depreciation, amortization and write-off of capitalized software       2,359             2,498
      Stock issued under compensatory stock plans                               36                23
      Minority interest                                                         --               (61)
      Changes in operating assets and liabilities excluding the effect
         of acquisitions:
         Accounts receivable and installment and other receivables          (7,965)           (4,950)
         Prepaid expenses and other assets                                    (610)             (669)
         Accounts payable and accrued expenses                                (638)              607
         Deferred maintenance revenue                                        2,269             3,489
                                                                           ---------          --------

Net cash provided by (used for) operating activities                          (264)            4,249
                                                                           ---------          --------

Cash flows from investing activities:
     Purchases of equipment, furniture and leasehold improvements             (928)             (778)
     Payments for capitalized software                                      (1,082)             (748)
     Net sales of short-term investments                                     2,100                --
     Investment in equity securities                                          (648)               --
                                                                           ---------          --------

Net cash used for investing activities                                        (558)           (1,526)
                                                                           ---------          --------

Cash flows from financing activities:
      Proceeds from issuance of common stock                                   874               664
      Payments on notes payable                                               (253)             (230)
      Payments on line of credit                                              (150)               --
      Payments on capital leases                                              (559)             (500)
                                                                           ---------          --------

Net cash used for financing activities                                         (88)              (66)
                                                                           ---------          --------

Effect of exchange rate changes on cash                                        (72)             (112)
                                                                           ---------          --------

Net increase (decrease) in cash and cash equivalents                          (982)            2,545

Cash and cash equivalents at beginning of year                              22,340            34,019
                                                                           ---------         ---------

Cash and cash equivalents at end of year                                   $21,358           $36,564
                                                                           =========         =========

Supplemental  disclosures  of cash flow  information:
  Cash paid during the year
      for:
          Interest                                                            $142              $319
          Income taxes, net                                                   $631              $513

<FN>
Supplemental disclosures of noncash investing and financing activities:
        A capital  lease  obligation  of $265,000  was  incurred in 1996 for the
purchase of equipment.

See accompanying notes
</FN>
</TABLE>
                                       3
<PAGE>


                              BOOLE & BABBAGE, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.   Basis of Presentation

     The accompanying  consolidated financial statements include the accounts of
     all  subsidiaries  after the elimination of all  significant  inter-company
     items and transactions.

     A summary of the significant accounting policies of the Company is included
     in Note 1 of Notes to  Consolidated  Financial  Statements in the Company's
     annual  report on Form 10-K for the year ended  September  30, 1995.  These
     consolidated  financial statements should be read in conjunction with those
     notes.

     The  consolidated  financial  information  at December 31, 1995 and for the
     three-month  periods  ended  December 31, 1995 and 1994 is  unaudited.  The
     statements in this report  include all  adjustments  of a normal  recurring
     nature. In the opinion of management, these adjustments are necessary for a
     fair  statement  of the  interim  results for the  periods  presented.  The
     interim results are not necessarily  indicative of the results for the full
     year.

2.   Net Income Per Share

     Net income per common share is computed by adding to the  weighted  average
     number of  common  shares  outstanding  during  the  period  the  number of
     dilutive  common  shares  that  would  be  issuable  upon the  exercise  of
     outstanding  options using the treasury stock method of computation.  Fully
     diluted net income per share is not disclosed  because it is not materially
     different from primary net income per share.

                                                     3 mos. ended Dec. 31,
     (Amounts in thousands, except                   ---------------------
     net income per share)                            1995          1994
                                                      ----          ----
     Primary: (a)
     Common shares outstanding                       10,888        10,360
     Employee stock option plans                      1,062           840
                                                     ------        ------
                                                     11,950        11,200
                                                     ------        ------

     Net income                                      $4,285        $3,312
                                                     ------        ------
     Net income per share                              $.36          $.30
                                                       ----          ----

     (a) Reflects a 3-for-2 stock split effective December 6, 1995.


                                       4


<PAGE>


                              BOOLE & BABBAGE, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

3.   Contingencies

     The Company is involved in certain legal actions and claims  arising in the
     ordinary course of business.  Management  believes that such litigation and
     claims will be resolved  without  material  adverse effect on the Company's
     financial position or results of operations.

4.   Reclassifications

     Beginning  in the  first  quarter  of 1996,  changes  have been made in the
     classification  of  revenue  and  operating  expense  in  the  Consolidated
     Statements  of  Income.  1995 has been  reclassified  to  conform  to these
     changes.

     "New Product Revenue"  consists of licensing of core software products (net
     of  the  bundled  maintenance)  plus  consulting  and  education  services.
     "Maintenance Fees and Other" consists of revenue from maintenance, hardware
     sales,  computer  services  and  royalties  from IBM related to the jointly
     developed  CICS  product  now  being  sold by IBM.  "Cost of  Revenue"  now
     includes  the  cost of  maintenance  support.  "Product  Development,  Net"
     consists of development costs less costs capitalized under FAS 86.



                                       5



<PAGE>


                              BOOLE & BABBAGE, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS: THREE MONTHS ENDED DECEMBER 31, 1995

When used in this discussion,  the words "anticipate," "estimate," "project" and
similar expressions are intended to identify  forward-looking  statements.  Such
statements  are  subject to certain  risks and  uncertainties,  including  those
discussed  below and in the Company's Form 10-K for the year ended September 30,
1995, that could cause actual results to differ materially from those projected.
Readers are  cautioned  not to place undue  reliance  on these  forward  looking
statements,  which speak only as of the date hereof.  The Company  undertakes no
obligation   to  publicly   release  the  result  of  any   revisions  to  these
forward-looking  statements which may be made to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.


REVENUES:

The Company  derives  its  revenues  primarily  from the  licensing  of computer
software programs,  consulting and education services, and the sales of software
maintenance services. Total revenue for the three months ended December 31, 1995
increased over the same period in the prior year by 4.0%.

                                    % of Revenue
                               ----------------------           Year-to-Year
                               1996              1995             % Change
                             ------------------------------------------------
New product revenue            53.5%             53.8%              3.5%
Maintenance fees and other     46.5%             46.2%              4.5%
                             ------------------------------------------------
    Total                     100.0%            100.0%              4.0%
                             ================================================

NEW PRODUCT REVENUE:

The Company licenses its products to customers for use on their computer systems
and performs consulting and educational services related to those products.  New
product  revenue  accounted for 53.5% or  $21,474,000  of total revenue in 1996,
compared to 53.8% or  $20,739,000 in 1995 and increased by 3.5% in 1996 compared
to 1995.  As is common in the industry,  more than 50% of the Company's  license
revenue is derived from  transactions that close in the last month of a quarter,
which can make quarterly  revenues  difficult to forecast.  And, since operating
expenses are  relatively  fixed,  failure to achieve  projected  revenues  could
materially and adversely affect the Company's operating results.  This, in turn,
could  result in an  immediate  and  adverse  effect on the market  price of the
Company's stock.


                                       6


<PAGE>

                              BOOLE & BABBAGE, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Products:

The product area with the highest growth rate in 1996 is the client/server group
which  grew by 51.7%  comprising  18.8% of the total new  product  revenue.  The
Company  anticipates that this group will continue to show high growth rates for
the  remainder of fiscal 1996 as new products such as Ensign and Stage3 begin to
produce greater  revenue.  However,  these two new products have taken longer to
rollout than originally  planned and the Company competes with certain firms who
have  greater  resources  along with  products  already in the  marketplace.  In
addition,  the Company is dependent on the client/server  market developing at a
rapid rate despite recent reports by industry  analysts that  implementation  of
client/server  networks may be more expensive and time-consuming  than users had
anticipated, which could potentially slow the growth of the market. Due to these
factors,  there can be no  assurances  that  these  new  products  will  achieve
significant  market  acceptance or  competitive  success and thus  contribute to
revenue growth. Mainframe products decreased 3.5% over the first quarter in 1995
which,  in turn,  had  increased  a strong  38.1% due to  several  large  sales.
Mainframe products include Plex products, which enable customers to handle large
groups of computer processors, particularly the new parallel processing machines
by IBM. The Company's new product growth rates could be materially and adversely
impacted  if  the  new  parallel  processors  do  not  gain  significant  market
acceptance  and customer  spending  shifts away from  traditional  mainframes to
technology  platforms  where  the  Company  does  not have  significant  product
acceptance.

Markets:

                        % of new product revenue
                        ------------------------            Year-to-Year
                          1996            1995                % Change
                       ---------------------------------------------------
Domestic                  31.4%           34.2%                (4.9%)
International             68.6%           65.8%                 7.9%
                       ---------------------------------------------------
                         100.0%          100.0%                 3.5%
                       ===================================================

Domestic:
Field sales grew  12.9%,  but was offset by a decrease  in  telesales  of 50.7%,
resulting in a decrease  for total  domestic  new product  revenue of 4.9%.  The
telesales  group decrease was primarily  attributable  to a change in sales year
from a calendar  year to a fiscal year to conform with the rest of the Company's
sales force which had the effect of shifting  momentum away from the traditional
final quarter.  For growth to return in this geographic  market,  the Company is
dependent on  increased  productivity  from the  telesales  group and  continued
increases from the field sales force.


                                       7

<PAGE>


                              BOOLE & BABBAGE, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


International:
In 1996 the Company's new product  revenues from its  international  operations,
comprised of foreign  subsidiaries  and  marketing  agents,  increased  7.9% due
primarily to strong growth in Europe.  Without the effect of favorable  currency
rate changes,  international  new product  revenue grew 1.1% in 1996.  Since the
majority of new revenue is derived from  international  markets,  the  Company's
operations and financial results could be significantly  and adversely  affected
by international factors such as changes in currency exchange rates and specific
countries' political and economic circumstances.  The Company has implemented an
economic  hedging  program  to  attempt  to  reduce  its  exposure  to  currency
fluctuations for a portion of its anticipated  intercompany royalty transactions
for the next two  quarters.  As a  result  of this  strategy,  the  Company  has
recognized  less benefit from continued  weakness in the U.S.  dollar than if no
hedging programs were undertaken.

MAINTENANCE FEES AND OTHER:

Maintenance  revenue is generated from services the Company  provides  including
technical support, product enhancements,  system updates and user documentation.
Maintenance  revenue also includes the first year of maintenance  services which
is included  in the  initial  charge  when the  Company  licenses  its  software
products under a long-term agreement. Thereafter on each anniversary date of the
license,  the  customer  may elect to renew its  maintenance  contract  with the
Company. Customers may also elect to purchase advance maintenance at the time of
product  licensing for  maintenance  periods beyond the first year.  Included in
maintenance fees and other is revenue from computer services, hardware sales and
royalties from IBM for the jointly developed CICS product.

Maintenance  fees and other grew 4.5% in 1996  accounting for 46.5% and 46.2% of
total  revenues in 1996 and 1995,  respectively.  Without the effect of currency
rate changes,  maintenance fees and other grew 0.6%. This increase is mainly the
result of increased  product  licensing in the previous  year combined with high
renewal  rates  but  reduced  by  higher  discounts   granted  on  multiple-year
maintenance packages purchased by customers.

The Company  anticipates that maintenance  revenues in fiscal 1996 will continue
to increase due to the higher license  revenue growth in 1995,  although it will
be negatively  impacted by reduced revenue associated with site  consolidations,
non-CPU specific pricing and multiple-year  maintenance  package  discounts.  In
addition, to produce maintenance revenue increases, the Company must continue to
generate  new product  licensing  revenues  and continue to provide high quality
maintenance support and upgrades.

                                       8


<PAGE>


                              BOOLE & BABBAGE, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


COSTS AND EXPENSES:

                                 % of Revenue
                               -----------------        Year-to-Year
                                1996       1995           % Change
                               --------------------------------------
Cost of revenue                 18.4%      18.3%            5.3%
Product development, net        10.9%      10.8%            5.2%
Sales and marketing             49.1%      49.3%            3.4%
General and administrative       9.6%      10.8%           (7.8%)
                               --------------------------------------
    Total                       88.0%      89.2%            2.7%
                               ======================================

COST OF REVENUE:

Cost of revenue consists primarily of the cost of product  maintenance  support,
royalties paid to independent  software  authors,  amortization of purchased and
internally  developed  software,  the cost of hardware  associated  with certain
sales of  client/server  products and costs  related to  operating  the computer
services  division.  Cost of revenue  increased by 5.3% in 1996 and  represented
18.4% and 18.3% of revenues for 1996 and 1995, respectively.  Without the effect
of  currency  rate  changes,  the  increase  was 1.4%.  The  increase in 1996 is
primarily  attributable to increased  royalties on higher third-party revenue in
Europe  and Japan  which was  partially  offset by lower  maintenance  royalties
payable to one of the third-party vendors in Europe. This decrease resulted from
a new contract with that vendor effective Q295 which  significantly  reduced the
royalty  rate on  maintenance  billings  through  fiscal 1996.  In general,  the
relationship  of cost of revenue to revenue  will  fluctuate  due  primarily  to
changes in revenue mix, maintenance support, royalty agreements and amortization
of capitalized software.

PRODUCT DEVELOPMENT, NET:

Net product  development  costs increased by 5.2% in 1996 and represented  10.9%
and 10.8% of  revenues  for 1996 and 1995,  respectively.  Without the effect of
currency rate changes,  the increase was 4.3%. The increase in 1996 is primarily
attributable  to higher R&D  personnel  costs due to  increased  headcount.  R&D
expenditures were  approximately 16% of revenue  (excluding third party) in both
years with the amount of R&D capitalized in both years at  approximately  15% of
gross R&D costs. The Company capitalizes certain development costs in accordance
with Statement of Financial Accounting Standard No. 86 ("FAS 86"). To the extent
the Company  capitalizes its product  development  costs, the effect is to defer
such costs to future  periods  and match them to the  revenue  generated  by the
products.  Product  development  and support  expenses  may  fluctuate  annually
depending  in part upon the number and status of internal  software  development
projects.


                                        9

<PAGE>

                              BOOLE & BABBAGE, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

SALES AND MARKETING:

Sales and marketing expenses increased by 3.4% and represented 49.1% of revenues
in 1996 compared to 49.3% in 1995.  Without the effect of currency rate changes,
there  would be no  change  from the prior  year as an  increase  in  commission
expense in Europe was offset by lower marketing costs worldwide.

GENERAL AND ADMINISTRATIVE:

General and administrative  expenses decreased 7.8% in 1996 and represented 9.6%
and 10.8% of revenues  for 1996 and 1995.  Without  the effect of currency  rate
changes,  general and  administrative  expenses would have decreased  10.6%. The
decrease is primarily attributable to lower personnel costs and legal expense.

INTEREST AND OTHER INCOME, NET:

Interest and other income  consists  principally  of interest  income,  interest
expense,  currency  gain or loss and gain or loss on  disposal  of  assets.  The
increase  in 1996 over  1995 is mainly  due to  interest  income as  installment
receivables  increased  approximately  61% over the first  quarter  of 1995.  In
addition, 1995 included a write-off of an investment of approximately $300,000.

INCOME TAXES:

The effective tax rate was 30.0% for 1996 and 1995. The Company's  effective tax
rate  differs  from the  federal  statuary  rate due  primarily  to  permanently
invested  earnings of foreign  subsidiaries  being taxed at rates lower than the
federal  statutory  rate.  Management  believes  future  taxable  income will be
sufficient  to  realize  the  tax  benefit  of the net  deferred  tax  asset  of
$10,613,000.

The Company is  currently  under audit for federal tax  purposes for fiscal year
1993.  Management  believes  that the audit will be  resolved  without  material
adverse effect on the Company's financial position.


                                       10


<PAGE>


                              BOOLE & BABBAGE, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


LIQUIDITY AND CAPITAL RESOURCES:

The  significant  sources of cash during 1996 include  proceeds from the sale of
short-term investments of $2,100,000;  the exercise of employee stock options of
$381,000  and stock  purchases  through  the  Employee  Stock  Purchase  Plan of
$493,000.  The  significant  uses of cash during 1996 include  $264,000  used by
operating  activities;  $928,000  for  purchases  of  furniture,  equipment  and
leasehold improvements;  $757,000 for internally developed capitalized software;
$648,000 for investment in long-term equity securities; $559,000 for payments on
capital leases;  $253,000 for payments on notes payable;  $325,000 for purchased
capitalized  software  and  $150,000  for net  payments  under a line of credit.
Included  in  short-term  investments  is a  $1,400,000  certificate  of deposit
pledged as collateral  for the lease  financing of certain  computer  equipment.
Management  believes cash flows from operations and existing cash resources will
be adequate to meet its working capital requirements for the foreseeable future.


                                       11

<PAGE>


BOOLE & BABBAGE, INC.

                           PART II. OTHER INFORMATION

ITEM 6.  Exhibits and Reports on Form 8-K

         (a) Exhibits

             EX-27 Financial Data Schedule

         (b) Reports on Form 8-K - None



                                       12

<PAGE>


                        BOOLE & BABBAGE, INC. 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.



                              BOOLE & BABBAGE, INC.



                                                  \Paul E. Newton\
February 12, 1996
-----------------                                 ------------------------------
                                                  Paul E. Newton
                                                  President and Director
                                                  (Principal Executive Officer)
                 
                 
                 
                                                  \Arthur F. Knapp, Jr.\
February 12, 1996
-----------------                                 -----------------------------
                                                  Arthur F. Knapp, Jr.
                                                  Senior Vice President
                                                  Chief Financial Officer
                                                  (Principal Financial Officer)
                 
                 
                 
                                                  \Carla J. Dorow\
February 12, 1996
-----------------                                 ------------------------------
                                                  Carla J. Dorow
                                                  Controller
                                                  (Principal Accounting Officer)


                                       13