SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended June 29, 1997


Commission file number 0-21294

Aseco Corporation
(Exact name of registrant as specified in its charter)


Delaware					04-2816806
(State or other jurisdiction of	(I.R.S. Employer Identification No.)   
incorporation or organization)


500 Donald Lynch Boulevard, Marlboro, Massachusetts 01752
(Address of principal executive offices)


(508)481-8896
(Registrant's telephone number, including area code)



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 
   							      -----       -----
Indicate the number of shares outstanding of each of the issuer's classes of 
common stock,as of June 29, 1997.


Common Stock, $.01 par value                                    3,672,017     
(Title of each class)                                       (Number of shares)
<PAGE>
ASECO CORPORATION

TABLE OF CONTENTS



                                                  											     Page

PART I.	FINANCIAL INFORMATION

Item 1.	 Condensed Consolidated Financial Statements

	Condensed Consolidated Balance Sheets (unaudited)
	at June 29, 1997 and March 30, 1997	                               3

	Condensed Consolidated Statements of Operations (unaudited)
	for the three months ended June 29, 1997
 	and June 30, 1996                                                 4

	Condensed Consolidated Statements of Cash Flows (unaudited)
	for the three months ended June 29, 1997 and 
	June 30, 1996                                                      5

	Notes to Condensed Consolidated Financial Statements		             6-7

Item 2.	Management's Discussion and Analysis of Financial 
		Condition and Results of Operations				                           8-9

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings								                                   10

Item 2.	Changes in Securities							                                10

Item 3.	Defaults upon Senior Securities					                        10

Item 4.	Submission of Matters to a Vote of Security Holders		       10

Item 5.	Other Information								                                   10

Item 6.	Exhibits and Reports on Form 8-K					                       10

	Signatures
PART I.	FINANCIAL INFORMATION
<PAGE>

Item 1.	Condensed Consolidated Financial Statements

ASECO CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
<TABLE>
<CAPTION>
(IN THOUSANDS, EXCEPT SHARE DATA)			     June 29, 1997	         March 30, 1997
<S>                                      <C>                    <C>
ASSETS		
Current Assets
Cash and cash equivalents				            $7,532                	$14,082         
Accounts receivable, less allowance                  
  For doubtful accounts of $526,000 at
  June 29, 1997 and $407,000 at
  March 30, 1997   	                     9,847			               9,153 
Inventories, net						                   12,002		               9,238 
Prepaid expenses and other current 
  assets                                 1,953                		1,414 
                                 								-------	               -------
		
Total current assets                    	31,334               		33,887
		
Plant and equipment, at cost				         6,092			               5,179
Less accumulated depreciation and 
  amortization	                          3,156			               2,952
                                 								-------		              -------
                                         2,936			               2,227  
Other assets, net						                  2,566			               526
                                 								-------              		-------
	                                        $36,836		              $36,640
                                        	=======		              =======
			
LIABILITIES AND STOCKHOLDERS' EQUITY		
Current liabilities		
Line of credit						                     $81			                 $--
Accounts payable						                   5,494			               2,091
Accrued expenses      				              	3,907		               	2,608  
Income taxes payable					                453			                 321 
Current portion of capital lease
  obligations  	                         13			                  13 
                                 								-------		              -------
Total current liabilities			            	9,948			               5,033   
		
Deferred taxes payable 					             465			                 465 
Long-term capital lease obligations		   	35			                  29 
		
Stockholders' equity		
Preferred stock, $.01 par value, 
  1,000,000 Shares authorized, none 
  issued and outstanding	                ---			                 ---

Common stock, $.01 par value: Authorized 
  15,000,000 Shares, issued and 
  outstanding 3,672,017 and 3,664,519 
  shares at June 29, 1997 and 
  March 30, 1997, respectively						     37			                  37
Translation adjustment					              12	
Additional paid in capital				           17,645		               17,642
Retained earnings						                  8,694			               13,434  
                                 								-------		              -------
Total stockholders' equity				           26,388		               31,113
                                 								-------	              	-------
                                         $36,836		              $36,640
                                         =======		              =======
</TABLE>
See notes to condensed consolidated financial statements
<PAGE>
ASECO CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA) 

                                       										Three months ended
                                 								June 29,1997	          June 30, 1996
		
<S>                                      <C>                    <C>
Net sales                                $8,865		               $11,001
		
Cost of sales						                      4,820			               5,614
                                 								-------		              -------

Gross  profit					                      	4,045			               5,387

Research and development				             1,356			               1,235 

Selling, general and  administrative 
  expense	                               2,473			               2,406

Acquired in-process research 
  and development	                       4,900			               ---
                                 								-------		              -------
Income (loss) from operations			        	(4,684)		              1,746      
		
Other income (expense):		
Interest income						                    169			                 158   
Interest expense					                   	(6)			                 (1) 
                                 								-------		              -------
                                         163                    157
                                         -------		              -------


Income (loss) before income taxes			     (4,521)		              1,903     
		
Income tax expense				                  	219			                 628     
                                 								-------		              -------
		
Net income (loss)						                  $(4,740)		             $1,275
		                                 						========	             	=======
		
Earnings (loss) per share			            	($1.29)		              $.34
                                 								========		             =======
		
Shares used in computing  
earnings (loss) per share				            3,665,000		            3,708,000
</TABLE>
See notes to condensed consolidated financial statements
<PAGE>
ASECO CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
(in thousands)                               	  Three months ended
                                            June 29,1997    June 30, 1996
<S>                                         <C>             <C>
Operating activities:		
 Net income (loss)						                    $(4,740)		      $1,275
   Adjustments to reconcile net income 
   to net cash provided by operating 
   activities:		
     Depreciation and amortization          269		           222
     Acquired in-process research 
     and development 	                      4,900	
     Changes in assets and liabilities:		
        Accounts receivable                	64	             572       
Inventories, net						                      (1,990)		       (1,215)
Prepaid expenses and other current assets		 (327)			        (321)  
Accounts payable and accrued expenses		     2,123			        (319)   
Income taxes payable				                    132			          318      
                                    								-------	       	-------
		
Total adjustments						                     5,171		        	(743)  
                                    								-------		       -------
		
Cash provided by operating activities		     431			          532 
		
Investing activities:		
  Acquisitions net of cash acquired			      (6,079)		       --
  Acquisition of plant and equipment			     (457)			        (178)    
  Increase in software development costs
  and other assets						                    (50)			         (121)
								-------		-------
		
      Cash used in investing activities			  (6,586)		       (299)  
		
Financing activities:		
   Net proceeds from issuance of common 
    stock	                                  3	 	            109   
   Payments on working capital line of
    credit	                                 (395)
   Payments of long-term capital lease
    obligations	                            (4)			          (3) 
                                    								-------       		-------
		
      Cash used/provided by financing 
        activities	                         (396)			        106
		                                    						-------	       	-------
		
           Net increase (decrease)
           in cash and cash equivalents 				(6,551)		       339 
		
Effect of exchange rate changes on cash		   1		             	--
		
Cash and cash equivalents at the beginning 
  of period						                          	14,082		        14,083   
                                    								-------	       	-------
		
Cash and cash equivalents at the end of 
  Period							                             $7,532		        $14,422   
                                    								=======	       	=======
</TABLE>
		
   
See  notes to condensed consolidated financial statements
<PAGE>
ASECO CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED JUNE 29, 1997


1.  The accompanying unaudited condensed consolidated financial statements 
have been prepared in accordance with generally accepted accounting principles 
for interim financial information and with the instructions to Form 10-Q and 
Article 10 of Regulation S-X.  Accordingly, they do not include all of the 
information and footnotes required by generally accepted accounting principles 
for complete financial statements.  In the opinion of management, all 
adjustments (consisting of normal recurring accruals) considered  necessary 
for a fair presentation have been included.  Operating results for the three-
month period ended June 29, 1997 are not necessarily indicative of the results 
that may be expected for the year ended March 29, 1998.  For further 
information, refer to the consolidated financial statements and footnotes 
thereto included in the Company's annual report on Form 10-K for the year 
ended March 30, 1997.

2.   The computations of earnings per share are based on the weighted average 
number of outstanding shares of common stock and common equivalent shares 
(using the treasury stock method).  Fully diluted earnings per share have not 
been separately presented as the amount does not differ significantly from 
primary earnings per share.

In February 1997, the Financial Accounting Standards Board (FASB) issued 
Statement No. 128 "Earnings Per Share" which is required to be adopted for the 
quarter ending December 28, 1997.  At that time,  the Company will be required 
to change the method currently used to compute earnings per share and to 
restate all prior periods.  Under the new requirements for calculating primary 
earnings per share, the dilutive effect of stock options will be excluded.  
For the comparative first quarters ended June 29, 1997 and June 30, 1996, 
earnings (loss) per share pursuant to Statement 128 would have been:
<TABLE>
<CAPTION>
                                          June 29, 1997	      June 30, 1996
		
<S>                                       <C>                 <C>
Basic earnings (loss) per share		         ($ 1.29)		          $.35
Weighted average shares outstanding	     	3,665,000		         3,619,000
Diluted earnings (loss) per share	       	($ 1.29)	          	$.34
Weighted average common and common 
  equivalent shares					                  3,665,000		         3,708,000
</TABLE>

3.  Inventories consisted of:

(in thousands)			
                                   							June 29, 1997	      March 30, 1997
		
Raw Material					                         $7,308           	  $4,996
Work in Process					                      2,556			            1,612
Finished Goods				                       	2,138			            2,630
                                   							-------	           	-------
                                    						$12,002            	$9,238
                                   							=======	           	=======





4.   On May 23, 1997, the Company acquired 100% of the outstanding stock of 
Western Equipment Developments (Holdings) Ltd. ("WED") for approximately 
$6,000,000 in cash.  WED designs, manufactures and markets integrated circuit 
wafer handling robot systems used to load, sort and transport wafers during 
the inspection stage of the semiconductor manufacturing process.  The 
acquisition was  accounted for as a purchase and accordingly, the results of 
operations of the acquired business have been included in the Company's 
consolidated financial
<PAGE>
statements commencing May 23, 1997.  In connection with the acquisition, the 
Company allocated a portion of the purchase price to in-process research and 
development which resulted in a one-time charge to operations of approximately 
$4.9 million.  The following table summarizes the unaudited pro-forma 
consolidated results of operations as if the acquisition had been made at the 
beginning of each of the periods presented: 

<TABLE>
<CAPTION>
                                                     Quarter Ended
                                   							 June 29, 1997	       June 30, 1996

<S>                                        <C>                  <C>
Net sales						                            $9,894		             $11,970
Net income						                           (6,129)		            (4,181)
Earnings per share				                     $(1.67)		            $(1.15)
</TABLE>
		
5.   In July 1997, the Financial Accounting Standards Board (FASB) issued 
Statement No. 130 "Reporting Comprehensive Income" which is required to be 
adopted for the quarter ending June 28, 1998.  The adoption of this standard 
is not expected to have a material impact on the Company's financial position 
or results of operations.


6.   In July 1997, the Financial Accounting Standards Board (FASB) issued 
Statement No. 131 "Disclosure About Segments of an Enterprise and Related 
Information" which is required to be adopted for the quarter ending June 28, 
1998.  The adoption of this standard is not expected to have a material impact 
on the Company's financial position or results of operations.
<PAGE>

Item 2.

Management's Discussion and Analysis of Financial Condition and 
Results of Operations

Three months ended June 29, 1997

Results of Operations

Net sales for the first quarter of fiscal 1998 decreased  19% to $8.9 million 
compared to $11.0 million for the first quarter of fiscal 1997.  The decrease 
in net sales resulted from fewer unit shipments during the first quarter of 
fiscal 1998 compared to the first quarter of fiscal 1997 as a result of an 
industry wide market downturn. 

International sales represented approximately 35% of net sales for the first 
quarter of fiscal 1998 versus 62% in the first quarter of fiscal 1997. The 
decrease in  international sales as a percentage of total sales resulted from 
several domestic customers, who had curtailed ordering activity over the past 
year as a result of unfavorable market conditions, placing orders in the first 
quarter of fiscal 1998. International sales for the first quarter of fiscal 
1998 were $3.1 million versus $6.9 million for the first quarter of fiscal 
1997.  Approximately 59% of all international sales were to customers located 
in the Pacific Rim region.

Gross margin for the first quarter of fiscal 1998 was 46% compared to 49% in 
the same quarter last year. The decline resulted from volume discounts 
associated with several large orders shipped during the first quarter of 
fiscal 1998 and from a higher mix of lower margin product sales during such 
quarter. 

Research and development expenses increased 10% to $1.4 million in the first 
quarter of fiscal 1998 from $1.2 million in the first quarter of fiscal 1997. 
Research and development expenses also increased as a percentage of sales to 
15% in the first quarter of fiscal 1998 from 11% in the first quarter of 
fiscal 1997 due to increased research and development spending and the decline 
in net sales.  The increase in research and development spending resulted from 
the Company's efforts  to complete a new test handler model for introduction 
in July 1997.  Despite the decline in net sales,  the Company is committed to 
maintaining its development spending at planned levels regardless of 
fluctuations in the market.

During the first quarter of fiscal 1998, the Company also recorded a one-time 
charge to earnings of $4.9 million for acquired in-process research and 
development related to the Company's acquisition of Western Equipment 
Developments Holdings ("WED") (See Note 4 to the Condensed Consolidated 
Financial Statements included herein).

Selling, general and administrative expenses for the first quarter of fiscal 
1998 were $2.5 million versus $2.4 million for the first quarter of fiscal 
1997.  Selling, general and administrative expenses also increased as a 
percentage of sales to 28% in the first quarter of fiscal 1998 from 22% in the 
first quarter of fiscal 1997.  The increase in selling, general and 
administrative expenses was due primarily to the Company's establishment of an 
office in Singapore to provide spares and service support and technical 
assistance and training.

Operating loss in the first quarter of fiscal 1998 was $4.7 million versus 
operating income of $1.7  million in the first quarter of fiscal 1997.  The 
operating loss of $4.7 million was attributable to  the one-time charge to 
earnings of $4.9 million relating to the acquired in-process research and 
development associated with the acquisition of WED.

The effective tax rate increased from 33% in the first quarter of fiscal 1997
to 35% in the first quarter of fiscal 1998 due primarily to the decrease
in international sales, which are generally  taxed at a lower  
rate.   The one-time charge of $4.9 million incurred by the Company in the 
first quarter of fiscal 1998 for acquired in-process research and development 
is not deductible for tax purposes and therefore had no impact on the 
Company's effective tax rate for the first quarter of fiscal 1998.
<PAGE>
As a result of the foregoing, net loss for the first quarter of fiscal 1998 
was $4.7 million, or $1.29 per share, as compared to net income of $1.3 
million, or $.34 per share, for the first quarter of  fiscal 1997.  


Liquidity and Capital Resources

The Company ended the first quarter of fiscal 1998 with a cash position of 
approximately $7.5 million.  Additionally, the Company had an unsecured line 
of credit with a bank in the amount of $5.0 million against which there were 
no borrowings at the end of the first quarter of fiscal 1998.

The Company generated  $431,000 of cash from operations during the first 
quarter of fiscal 1998.  Accounts receivable increased approximately $700,000 
in the first quarter of fiscal 1998 because of an increase in net sales from 
the fourth quarter of fiscal 1997.   Inventory increased approximately $2.8 
million during the first quarter of fiscal 1998 as the result of the Company 
beginning to purchase inventory for the production of its first units of a 
newly introduced test handler coupled with the inclusion of WED's inventory as 
a result of the acquisition.  Accounts payable and accrued expense increased 
approximately $4.9 million as a result of both increases in material receipts 
and the inclusion of WED's current liabilities in the first quarter fiscal 
1998 balance sheet.

The Company used approximately $6.6 million in cash during the first quarter 
of fiscal 1998, most of which was used to fund the Company's acquisition of  
WED.  Additionally, the Company spent approximately $457,000 on capital 
equipment purchases and $50,000 to fund internal software development costs. 

The Company used cash from financing activities in the first quarter of fiscal 
1998 of $396,000, primarily to pay down WED's outstanding  working line of 
credit.

The Company believes that funds generated from operations, existing cash 
balances and available borrowing capacity will be sufficient to meet the 
Company's cash requirements for at least the next twelve months.

Cautionary Statement for Purposes of  "Safe Harbor" Provisions of the Private 
Securities Litigation Reform Act of 1995

The Company's future results are difficult to predict and may be affected by a 
number of  important risk factors including, but not limited to, the factors 
listed in the Company's Annual Report on Form 10K for the fiscal year ended 
March 30, 1997.  The Company wishes to caution readers that those important 
factors, in some cases, have affected, and in the future could affect, the 
Company's actual consolidated quarterly or annual operating results and could 
cause those actual consolidated quarterly or annual operating results to 
differ materially from those expressed in any forward looking statements made 
by, or on behalf of, the Company.
<PAGE>
ASECO CORPORATION

PART II - OTHER INFORMATION


Item 1. 	Legal Proceedings:
	
         None.

Item 2.	 Changes in Securities:

        	None.

Item 3.	 Defaults upon Senior Securities:

       		None.

Item 4.	 Submissions of Matters to a Vote of Security Holders:

Item 5.	 Other Information:

        	None.

Item 6. 	Exhibits and reports on Form 8-K:

       		a. Exhibits - None
 
         b. The Company filed a report on Form 8-K with the Securities and 
            Exchange Commission on May 30, 1997.

<PAGE>
ASECO CORPORATION

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.





Signature					              Title						                       Date


/s/ Carl S. Archer, Jr.		   President and Chief Executive			  August 13, 1997
------------------------	   Officer (principal executive 
Carl S. Archer, Jr.			      officer)



/s/ Sebastian J. Sicari		   Vice President, Finance and		 	August 13, 1997
------------------------	   Administration, Chief Financial
Sebastian J. Sicari		       Officer, Treasurer (principal 
                            financial	and accounting officer)