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 September 28, 1996

                                      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: 0-16002

                      ADVANCED MARKETING SERVICES, INC.
             (Exact name of registrant as specified in its charter)

              DELAWARE         		              	       95-3768341
    (State or other jurisdiction of                   (I.R.S. Employer
     incorporation or organization)		                 Identification No.)

                       5880 Oberlin Drive, Suite 400
                        San Diego, California  92121
                   (Address of principal executive offices)
                                (Zip Code)
 
               Registrant's telephone number: (619) 457-2500

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

	Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act 
of 1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.
	                               YES X     NO   


   The number of shares of the Registrant's Common Stock outstanding as of 
                    October 31, 1996 was 5,472,099.



                     ADVANCED MARKETING SERVICES, INC.
                       Quarterly Report on Form 10-Q
                            September 28, 1996


                                  INDEX


                                                                      	  Page 
	                                                                      Number
PART I. FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS 

	Consolidated Balance Sheets
	  September 28, 1996 (Unaudited), March 31, 1996 and 
                 September 30, 1995 (Unaudited)	                        3 - 4

	Consolidated Statements of Income (Unaudited) 
	  Three months and six months ended September 28, 1996 and 
                 September 30, 1995	                                         5
   
	Consolidated Statements of Cash Flows (Unaudited)
	  Six months ended September 28, 1996 and 
	  September 30, 1995	                                                       6

	Notes to Consolidated Financial Statements	                             7 - 9

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
	FINANCIAL CONDITION AND RESULTS OF OPERATIONS	                        10 - 11


PART II. OTHER INFORMATION	                                                 12


SIGNATURES                                                       	          12











                                                              				Page 2 of 12


PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (See Note 1 for basis of presentation)

                         	ADVANCED MARKETING SERVICES, INC.
                           	CONSOLIDATED BALANCE SHEETS
                                    	ASSETS
<TABLE>
<CAPTION>
        		                            ----------------  AS OF  ----------------
                                      SEPTEMBER 28,    MARCH 31	  SEPTEMBER 30,
		                                        1996	          1996          1995   
             		                        (UNAUDITED)	                (UNAUDITED)
CURRENT ASSETS:	                         (IN THOUSANDS EXCEPT SHARE DATA)
<S>                                   <C>              <C>        <C>
CASH AND CASH EQUIVALENTS               $   6,694      $  8,706      $  3,099

INVESTMENTS, AVAILABLE-FOR-SALE             4,963        12,532        11,960

ACCOUNTS RECEIVABLE - TRADE, NET OF            
ALLOWANCES FOR UNCOLLECTIBLE ACCOUNTS 
AND SALES RETURNS OF $4,878,000 AT 
SEPTEMBER 28, 1996, $4,173,000 AT 
MARCH 31, 1996 AND $3,142,000 AT 
SEPTEMBER 30, 1995                        77,146        57,700        63,572

VENDOR AND OTHER RECEIVABLES               2,620         2,213         1,110

INVENTORIES, NET                         110,041        72,297       111,419

DEFERRED INCOME TAXES                      5,779         5,279         3,562

PREPAID EXPENSES                             637           575           586

      TOTAL CURRENT ASSETS               207,880       159,302       195,308

PROPERTY AND EQUIPMENT, AT COST            8,909         7,837         6,613

LESS - ACCUMULATED DEPRECIATION AND 
AMORTIZATION                               5,162         4,769         4,472

     NET PROPERTY AND EQUIPMENT            3,747         3,068         2,141

INVESTMENTS, AVAILABLE-FOR-SALE              912            --            --

OTHER ASSETS                                 719           281           191

TOTAL ASSETS                            $213,258      $162,651      $197,640

</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED BALANCE 
SHEETS
                                                                  Page 3 of 12

                       	ADVANCED MARKETING SERVICES, INC.
                         	CONSOLIDATED BALANCE SHEETS
                      	LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
		                                                     AS OF
                                     SEPTEMBER 28,    MARCH 31,   SEPTEMBER 30,
                                 		      1996           1996          1995   
                         		           (UNAUDITED	                  (UNAUDITED)
CURRENT LIABILITIES:	                      (IN THOUSANDS EXCEPT SHARE DATA)
<S>                                  <C>             <C>          <C>  
ACCOUNTS PAYABLE                        $152,348       $104,626     $ 146,303  

ACCRUED LIABILITIES                        5,857          5,309         3,434  

INCOME TAXES PAYABLE                       1,151          1,745           963  

     TOTAL CURRENT LIABILITIES           159,356        111,680       150,700  

STOCKHOLDERS' EQUITY:

COMMON STOCK, $.001 PAR VALUE, 
AUTHORIZED 20,000,000 SHARES, ISSUED 
6,179,000 SHARES AT SEPTEMBER 28, 1996, 
6,174,000 SHARES AT MARCH 31, 1996 AND 
6,117,000 SHARES AT SEPTEMBER 30, 1995         6              6             6  

ADDITIONAL PAID IN CAPITAL                25,977         25,968        25,585  

RETAINED EARNINGS                         30,039         27,113        23,531  

UNREALIZED GAIN (LOSS) ON INVESTMENTS         (2)             8           (28)

FOREIGN CURRENCY TRANSLATION ADJUSTMENT      (88)           (94)         (124)

LESS: TREASURY STOCK, 708,000 SHARES, 
      AT COST                             (2,030)        (2,030)       (2,030)

     TOTAL STOCKHOLDERS EQUITY            53,902         50,971        46,940  

TOTAL LIABILITIES AND STOCKHOLDERS' 
EQUITY                                  $213,258       $162,651      $197,640  

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED BALANCE 
SHEETS.
                                                                  Page 4 of 12

                       	ADVANCED MARKETING SERVICES, INC.
                      	CONSOLIDATED STATEMENTS OF INCOME
                                 	(UNAUDITED)
                     	(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
                  		         THREE MONTHS ENDED	           SIX MONTHS ENDED
           		              SEPT 28,        SEPT 30,      SEPT 28,    SEPT 30,
           		                1996           1995 		       1996  	      1995  
<S>                        <C>           <C>           <C>           <C>
NET SALES                  $ 87,939      $ 90,318      $ 185,736     $166,358

COST OF GOOD SOLD            78,758        81,604        167,370      150,243

  GROSS PROFIT                9,181         8,714         18,366       16,115

DISTRIBUTION AND 
ADMINISTRATIVE EXPENSES       6,651         6,179         14,132       12,637

  INCOME FROM OPERATIONS      2,530         2,535          4,234        3,478

INTEREST AND DIVIDEND INCOME    198           304            432          589

  INCOME BEFORE PROVISION 
   FOR INCOME TAXES           2,728         2,839          4,666        4,067

PROVISION FOR INCOME TAXES    1,029         1,074          1,740        1,548

  NET INCOME               $  1,699    $    1,765       $  2,926   $    2,519

  NET INCOME PER COMMON 
   AND COMMON SHARE 
   EQUIVALENT:

     	 PRIMARY           $      .30     $     .32     $      .51    $     .45
	      FULLY DILUTED     $      .30     $     .32     $      .51    $     .45

  WEIGHTED AVERAGE 
   NUMBER OF SHARES:

       	PRIMARY               5,715         5,568          5,736        5,545
       	FULLY DILUTED         5,697         5,591          5,696        5,590
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED STATEMENTS.

                                                              				Page 5 of 12

                       	ADVANCED MARKETING SERVICES, INC.
                     	CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 	(UNAUDITED)
                                	(IN THOUSANDS)
<TABLE>
<CAPTION>                            		               SIX MONTHS ENDED
                                   		           SEPTEMBER 28,    SEPTEMBER 30,
                       	 	                          1996             1995    
<S>                                             <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME                                        $ 2,926             $ 2,519  
ADJUSTMENTS TO RECONCILE NET INCOME TO NET 
  CASH USED IN OPERATING ACTIVITIES:
  DEPRECIATION AND AMORTIZATION                       602                 460  
  PROVISION FOR UNCOLLECTIBLE ACCOUNTS AND 
   SALES RETURNS                                      853                 682  
  PROVISION FOR MARKDOWN OF INVENTORY           	     647               1,052  
  DEFERRED INCOME TAXES                              (500)               (451)
  CHANGES IN ASSETS AND LIABILITIES:     
      INCREASE IN ACCOUNTS RECEIVABLE - TRADE     (20,313)            (27,257)
     (INCREASE) DECREASE IN VENDOR AND OTHER 
       RECEIVABLES                                   (406)                547  
      INCREASE IN INVENTORIES                     (38,383)            (43,115)
      INCREASE ACCOUNTS PAYABLE                    47,734              61,067  
      INCREASE IN ACCRUED LIABILITIES                 548                 478  
      INCREASE (DECREASE) IN INCOME TAXES PAYABLE    (594)                361  
      INCREASE IN PREPAID EXPENSES AND OTHER ASSETS  (500)               (282)
   NET CASH USED IN OPERATING ACTIVITIES           (7,386)             (3,939)

CASH FLOWS FROM INVESTING ACTIVITIES:
  PURCHASE/DISPOSAL OF PROPERTY AND 
   EQUIPMENT, NET                                  (1,281)               (286)
  PURCHASE OF INVESTMENTS, AVAILABLE-FOR-SALE     (41,970)            (17,035)
  SALE AND REDEMPTION OF INVESTMENTS, 
   AVAILABLE-FOR-SALE                              48,617              15,258  
    NET CASH PROVIDED BY (USED IN) INVESTING 
     ACTIVITIES                                     5,366              (2,063) 

CASH FLOWS FROM FINANCING ACTIVITIES:
  PROCEEDS FROM EXERCISE OF OPTIONS AND RELATED 
   TAX BENEFITS                                         9                  66  
    NET CASH PROVIDED BY FINANCING ACTIVITIES           9                  66  

EFFECT OF EXCHANGE RATE CHANGES ON CASH                (1)                 --

DECREASE IN CASH AND CASH EQUIVALENTS              (2,012)             (5,936)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD      8,706               9,035  

CASH AND CASH EQUIVALENTS, END OF PERIOD          $ 6,694           $   3,099  
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED STATEMENTS.
                                                       		    				 Page 6 of 12

                     	ADVANCED MARKETING SERVICES, INC.
               	NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
	                             (UNAUDITED)

1. BASIS OF PRESENTATION

The financial statements presented herein as of and for the three and six 
months ended September 28, 1996 and September 30, 1995 have been prepared in 
accordance with generally accepted accounting principles and with instructions
to Form 10-Q.  These financial statements have not been examined by independent
public accountants, but include all adjustments (consisting of normal recurring
adjustments) which are, in the opinion of Management, necessary for a fair 
presentation of the financial condition, results of operations and cash flows 
for such periods.

The accompanying consolidated financial statements include the accounts of the 
Company and its wholly-owned subsidiaries.  All significant intercompany 
accounts and transactions have been eliminated.

Certain information and footnote disclosures normally included in financial 
statements in accordance with generally accepted accounting principles have been
omitted pursuant to requirements of the Securities and Exchange Commission.  
Management believes that the disclosures included in the accompanying interim 
financial statements and footnotes are adequate to make the information not 
misleading.  For further information, refer to the financial statements and 
notes thereto included in the Company's Annual Report on Form 10-K for the 
fiscal year ended March 31, 1996.

The results of operations for the three and six month periods ended September 
28, 1996 are not necessarily indicative of the results to be expected for the 
fiscal year ending March 31, 1997.  Net sales in the Company's third fiscal 
quarter have historically been, and are expected to be, significantly greater 
than in any other quarter of the fiscal year due to increased demand during the 
holiday season.

2. INTERIM ACCOUNTING PERIODS

In accordance with wholesale distribution industry practice, net sales and cost 
of goods sold for interim periods are cut off on the Saturday nearest to the end
of an accounting period.  The cut-off for the fourth fiscal quarter is March 31.
This practice may result in differences in the number of business days for which
sales and cost of goods sold are recorded both as to quarter-to-quarter 
comparisons, and as to comparisons of quarters between years. 

3. INVESTMENTS, AVAILABLE-FOR-SALE

"Investments, available-for-sale" consist principally of highly rated corporate
and municipal bonds and funds held in managed investment funds.

The cost and estimated fair value of investments at September 28, 1996 and 
September 30, 1995  are as follows (in thousands):
<TABLE>
<CAPTION>            	        -----------  September  28, 1996  --------------
                                            Gross        Gross
                              Amortized   Unrealized   Unrealized   Estimated
                               Cost         Gains        Losses     Fair Value
<S>                          <C>          <C>          <C>          <C>
Debt Securities issued by 
States of the U.S. and 
political subdivisions of 
the States                    $ 5,877      $     2       $     4      $ 5,875
</TABLE>
	                                                                 Page 7 of 12
<TABLE>
<CAPTION>                     -------------  September 30, 1995  -------------
                                            Gross        Gross
                              Amortized   Unrealized   Unrealized   Estimated
                                Cost         Gains       Losses     Fair Value
<S>                           <C>         <C>          <C>          <C>
Mortgage-Backed Securities     $ 2,582      $     -       $    33     $ 2,549

Debt Securities issued by 
States of the U.S. and
political subdivisions 
of the States                    9,406            5             -       9,411
                               -------      -------       -------     -------
                               $11,988      $     5       $    33     $11,960
</TABLE>

As of September 28, 1996, investments in debt securities issued by States of the
U.S. and political subdivisions of the States in the amount of $4,963,000 are
scheduled to mature within one year and $912,000 are scheduled to mature within
2 years.

Proceeds from the sale of investments aggregated $3,400,000 for the quarter 
ended September 28, 1996 and $2,050,000 for the quarter ended September 30, 
1995.  There was no significant gain or loss realized on these sales.  The 
Company uses the specific identification method in determining cost on these 
investments. The net increase in unrealized loss on investments was 
approximately $2,000 for the quarter ended September 28, 1996.  The increase in 
unrealized loss on investments for the quarter ended September 30, 1995 was 
approximately $1,000.

Proceeds from the sale of investments totaled $3,400,000 for the six months 
ended September 28, 1996. Proceeds from sales of investments during the same 
period of the previous year totaled $8,050,000.  There was loss no significant 
gain or loss realized on these sales.  The increase in unrealized loss on 
investments was approximately $10,000 for the six months ended September 28, 
1996.  In the six months ended September 30, 1995, the reduction in unrealized 
loss on investments was approximately $18,000.

4. SALES RETURNS

In accordance with industry practice, a significant portion of the Company's 
products are sold to customers with the right of return.  The Company has 
provided allowances of $2,620,000 as of September 28, 1996, $2,173,000 as of 
March 31, 1996 and $1,867,000 as of September 30, 1995 for the gross profit 
effect of estimated future sales returns.

5. INVENTORIES 

Inventories consist primarily of books and prerecorded audio and video cassettes
purchased for resale and are stated at the lower of cost (first-in, first-out)
or market.

6. LINE OF CREDIT

The Company had available at September 28, 1996 an unsecured bank line of credit
with a maximum borrowing limit of $10 million.  The interest rate is at prime 
(8.25 percent at September 28, 1996). The line of credit expires July 31, 1998.
As of September 28, 1996 and September 30, 1995, there were no outstanding 
borrowings on the line of credit.

7. INCOME TAXES

The Company provides currently for taxes on income regardless of when such taxes
are payable.  Deferred income taxes result from temporary differences in the 
recognition of income and expense for tax and financial reporting purposes.  
Income taxes paid in the six months ended September 28, 1996 totaled $2,847,700.
Income taxes paid during the same period of the previous year totaled 
$1,466,000.
                                                             					Page 8 of 12

8. PER SHARE INFORMATION

Per share information is based on the weighted average number of common shares 
and, when applicable, dilutive common share equivalents outstanding during the 
periods.  The effects of all anti-dilutive common share equivalents are excluded
from the calculation of earnings per share.  The Company's only potential 
dilutive common share equivalents are stock options.

9. EMPLOYEE STOCK OPTION PLAN

Nonqualified options to purchase an aggregate of 537,290 shares of common stock
were outstanding as of September 28, 1996.  The outstanding options were at 
prices ranging from $2.02 to $11.16 per share.  











                                                               		Page 9 of 12

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
        FINANCIAL CONDITION AND RESULTS OF OPERATIONS

A. RESULTS OF OPERATIONS

Six Month Periods Ended September 28, 1996 and September 30, 1995:

During the six months ended September 28, 1996, the Company reported net income 
of $2,926,000, or $.51 per share, compared with net income of $2,519,000, or 
$.45 per share, for the first six months of the prior year.

Net sales for the first six months of fiscal 1997 increased 12 percent to 
$185,736,000 from $166,358,000 in the same period of the prior year.  This 
increase was primarily due to obtaining additional business from two of its 
major customers in the summer of 1995.

During the first six months of fiscal 1997, gross profits increased 14 percent 
to $18,366,000 from $16,115,000 in the first six months of the previous fiscal 
year.  Gross profit as a percentage of net sales increased to 9.9 percent from 
9.7 percent in the same period last year.  This improvement resulted primarily 
from an increase in earnings from publisher incentive plans which was offset in
part by lower margins in several book categories.

Distribution and administrative expenses for the six months ended September 28, 
1996 increased 12 percent to $14,132,000 and represented 7.6 percent of net 
sales compared to $12,637,000, or 7.6 percent of net sales, in the same period 
of the previous year. Distribution center expenses were higher due to increased
customer shipments and returns.  These increases were partially offset by 
greater contributions from the Company's promotional programs.

Interest and dividend income decreased to $432,000 in the period from $589,000 
in the corresponding period of the previous year.  This decrease was primarily 
the result of lower investment balances and lower pre-tax yields due to a 
greater proportion of tax exempt investments in the current fiscal period.

Three Month Periods Ended September 28, 1996 and September 30, 1995:

During the three months ended September 28, 1996, the Company reported net 
income of $1,699,000, or $.30 per share, compared with a net income of 
$1,765,000, or $.32 per share, for the corresponding quarter of the previous 
year.

Net sales for the quarter declined three percent to $87,939,000 compared to 
$90,318,000 in the previous year's second quarter.  The decline in quarterly net
sales was primarily attributable to an increase in the rate of customer returns
to 28 percent for the fiscal 1997 second quarter from 20 percent for the fiscal 
1996 second quarter.  Last summer the Company obtained additional business from 
two of its major customers.  These customers returned to their former suppliers
any unsold inventory and, accordingly, the Company exerienced very low returns
associated with this new business.  Results for the fiscal 1997 second quarter 
include returns attributable to this additional business which account for 
approximately four percentage points of the difference in return rates between 
years.

During the quarter ended September 28, 1996, gross profits increased 5 percent 
to $9,181,000 from $8,714,000 in the second quarter of the previous fiscal year.
Gross profit as a percentage of net sales increased to 10.4 percent from 9.6 
percent in the same period last year.  The improvement primarily resulted from 
an increase in earnings from publisher incentive plans.

Distribution and administrative expenses for the quarter ended September 28, 
1996 increased to $6,651,000 and represented 7.6 percent of net sales compared 
to $6,179,000, or 6.8 percent of net sales, in the same quarter of the previous 
year.  Increases in customer shipments and returns pushed distribution costs 
higher for the quarter.  Partially offsetting the increased distribution costs 
were larger contributions from the Company's promotional activities.

                                                                Page 10 of 12

Interest and dividend income decreased to $198,000 in the second quarter from 
$304,000 in the corresponding period of the previous year.  This decrease was 
primarily the result of lower investment balances and lower yields due to a 
greater proportion of tax exempt investments in the current fiscal quarter.

B. LIQUIDITY AND SOURCES OF CAPITAL

For the six months ended September 28, 1996, $7,386,000 of net cash was used in 
operating activities.  Net cash used in operating activities in the same period 
of the prior year was $3,939,000.  The Company's cash and investments decreased
by $2,490,000 compared to September 30, 1995 primarily due to an increase in 
accounts receivable.  Trade accounts receivable increased $13,574,000 compared 
to one year ago primarily due to increased sales during the month of September, 
delays in the receipt of certain customer payments and an increase in disputed 
items.  Trade accounts receivable increased $19,446,000 compared to March 31, 
1996 due to the reasons noted above.  Inventories were approximately equal to 
last September's level and increased $37,744,000 compared to March 31, 1996 due
to the expected seasonal increases in third quarter sales.   The increase in 
inventories was more than offset by increases in accounts payable of $6,045,000 
and $47,722,000 compared to September 28, 1996 and March 31, 1996, respectively.

The funds used in operating activities were financed primarily by a reduction in
cash and investment balances of $8,669,000 in the six month period ended 
September 28, 1996.

Working capital was $48,524,000 as of September 28, 1996 which increased from 
the September 30, 1995 level of $44,608,000 and from the March 31, 1996 balance 
of $47,622,000.  The increase compared to March 31, 1996 and September 30, 1995
was primarily a result of increases in net operating current assets.

The Company had available at September 28, 1996 an unsecured bank line of credit
with a maximum borrowing limit of $10 million.  The interest rate is at prime 
(8.25 percent at September 30, 1996).  The line of credit expires July 31, 1998.
As of September 28, 1996 and September 30, 1995, there were no outstanding 
borrowings on the line of credit.

The Company believes that its existing working capital, cash flows from 
operations, trade credit traditionally available from its vendors and its $10 
million line of credit will be sufficient to finance its current and anticipated
level of operations.
                                                               		Page 11 of 12

PART II.  OTHER INFORMATION

ITEMS 1-4.  NOT APPLICABLE

ITEM  5.  OTHER INFORMATION

On July 25, 1996, the Company announced that effective January 1, 1997, Michael 
M. Nicita will assume the position of Chief Executive Officer in addition to his
current responsibilities as President of the Company.  Charles C. Tillinghast, 
III, who has served as Chief Executive Officer, will continue as Chairman of the
Company after January 1, 1997.

ITEM  6.  EXHIBITS AND REPORTS ON FORM 8-K. 
      
(a)   Exhibits 

    11.0 Statement re Computation of Per Share Earnings

    27.0 Financial Data Schedule

(b)   Reports on Form 8-K - None


                               	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.

                                           		ADVANCED MARKETING SERVICES, INC.
		                                                     (Registrant)


      November 12, 1996         By: /s/ Charles C. Tillinghast, III
            Date                    Charles C. Tillinghast, III
		                                  Chief Executive Officer, Chairman
		                                  of the Board (Principal Executive Officer)



      November 12, 1996        	By: /s/ Jonathan S. Fish                        
            Date                    Jonathan S. Fish  
		                                  Chief Financial and Accounting Officer, 
		                                  Executive Vice President - Finance
		                                  (Principal Financial and Accounting Officer)

                                                                 Page 12 of 12

Exhibit 11.0

                          	ADVANCED MARKETING SERVICES, INC.
                    	STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
 	                                     (UNAUDITED)
                        	(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
           		             THREE MONTHS ENDED	             SIX MONTHS ENDED
	                        SEPT 28, 	     SEPT 30,	      SEPT 28,	       SEPT 30,
                     	     1996   	       1995   	       1996   	        1995  
<S>                      <C>            <C>            <C>             <C>
NET INCOME                $1,699         $1,765         $2,926          $2,519

WEIGHTED AVERAGE COMMON 
 AND COMMON SHARE 
 EQUIVALENTS:

WEIGHTED AVERAGE COMMON
  SHARES OUTSTANDING       5,471          5,410          5,469           5,404

WEIGHTED AVERAGE COMMON
  SHARE EQUIVALENTS-
  DILUTIVE STOCK OPTIONS: 

  	 PRIMARY                  244            158            267             141
  	 FULLY DILUTED            226            181            227             186

TOTAL WEIGHTED AVERAGE 
  COMMON AND COMMON 
  EQUIVALENT SHARES:

  	 PRIMARY                5,715          5,568          5,736           5,545
  	 FULLY DILUTED          5,697          5,591          5,696           5,590

NET INCOME PER COMMON
  COMMON SHARE EQUIVALENT:

  	 PRIMARY               $  .30         $  .32         $  .51          $  .45
  	 FULLY DILUTED         $  .30         $  .32         $  .51          $  .45
</TABLE>
Common share equivalents (for AMS outstanding stock options) are excluded from 
earnings per share calculations when antidilutive.