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                                    FORM 10-QSB/A-1


                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549


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

                   For the quarterly period ended February 28, 1997

                                          OR

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

                            For the transition period from

                            Commission file number 01-10076

                             APPLIED RESEARCH CORPORATION
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           (Exact name of small business issuer as specified in its charter)


     Colorado                                               86-0585693
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(State or other jurisdiction                                (I.R.S. Employer
of incorporation or organization)                       Identification Number)


     8201 Corporate Drive, Suite 1120, Landover, Maryland               20785
     ----------------------------------------------------               ------
        (Address of principal executive offices)                     (Zip
Code)


                                    (301) 459-8442
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                 (Registrant's telephone number, including area code)

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(Former name, former address and former fiscal year, if changed since last
report)

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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   [  ]

As of April 14, 1997, the Company had 6,311,083 shares of its $.01 par value
common stock outstanding.

Transitional Small Business Disclosure Format (check one):  Yes [ ]  No  [ X ]

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                                      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.

                                    APPLIED RESEARCH CORPORATION


Date:      April 21, 1997           By:    Dr. S.P.S. Anand
           ----------------                -------------------------------------
                                           Dr. S.P.S. Anand       
                                           President and Chief Executive Officer


Date:      April 21, 1997           By:    Dennis H. O'Brien
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                                           Dennis H. O'Brien
                                           Vice President and Chief Financial
                                           Officer