<PAGE>
                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 June 28, 1997 or

_______   Transition report pursuant to Section 13 or 15(d) of
          the Securities Exchange Act of 1934 for the transition
          period ___________________ to _____________________

     Commission File Number:  0-8588


               TECHNICAL COMMUNICATIONS CORPORATION
      ______________________________________________________
      (Exact name of registrant as specified in its charter)


         Massachusetts                               04-2295040                 
________________________________________        ______________________
  (State or other jurisdiction of                  (I.R.S. Employer
   incorporation or organization)               Identification Number)


   100 Domino Drive, Concord, MA                     01742-2892
   _____________________________________        ______________________
(Address of principal executive offices)             (zip code)


Registrant's telephone number, including area code:  508-287-5100
                                                   ___________________

                                    N/A                    
              ____________________________________________________
              (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     
                            ______            _____

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.  Number of shares of Common
Stock, $.10 par value per share, outstanding as of August 8, 1997:  1,273,703.


<PAGE>

                                     INDEX



                                                                            Page
                                                                            ____

PART I    Financial Information

Item 1.   Financial Statements:


          Condensed Consolidated Balance Sheets,
          as of June 28, 1997 (unaudited) and September 28, 1996              1


          Condensed Consolidated Statements of Operations,
          Three (3) months ended June 28, 1997 and June 29, 1996 (unaudited)
          Nine (9) months ended June 28, 1997 and June 29, 1996 (unaudited)   2


          Condensed Consolidated Statements of Cash Flows,
          Nine (9) months ended June 28, 1997 and June 29, 1996 (unaudited)   3


          Notes to Condensed Consolidated Financial Statements                4


Item 2.   Management's Discussion and Analysis of Financial 
          Condition and Results of Operations                                 6


PART II   Other Information                                                   8


          Signatures                                                         10



<PAGE>
          PART I.  Financial Information - Item 1.  Financial Statements
              TECHNICAL COMMUNICATIONS CORPORATION AND SUBSIDIARIES
                       Condensed Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                                 June 28, 1997             September 28, 1996
                                                                  (Unaudited)                                 
                                                                 _____________             __________________
<S>                                                              <C>                           <C>

 Assets
 ______

 Current Assets:
   Cash and cash equivalents                                    $  1,331,107                   $  6,381,026  
   Accounts receivable - trade, less
     allowance for doubtful accounts of
     $53,445 and $53,707 at 6/28/97 and 
     9/28/96, respectively                                         6,037,089                      3,219,124  
   Inventories (Note 1)                                            3,372,923                      2,615,772  
   Other current assets                                              234,845                        199,122  
                                                                ____________                   ____________
        Total current assets                                    $ 10,975,964                   $ 12,415,044
                                                                ____________                   ____________

 Equipment and leasehold improvements                              4,427,708                      4,223,816  
   Less: accumulated depreciation and
     amoritzation                                                  3,133,166                      2,646,683
                                                                ____________                   ____________
                                                                   1,294,542                      1,577,133
                                                                ____________                   ____________

 Goodwill                                                          1,614,131                      1,614,131  
   Less: accumulated amortization                                    447,805                        286,623  
                                                                ____________                   ____________
                                                                   1,166,326                      1,327,508
                                                                              
 Other assets                                                        680,348                        680,348  
                                                                ____________                   ____________
                                                                $ 14,117,180                   $ 16,000,033  


 Liabilities and Stockholders' Equity
 ____________________________________

 Current Liabilities:
   Accounts payable                                             $  1,632,597                  $     504,860  
   Long-term debt - current portion (Note 2)                         991,111                      1,145,175  
   Accrued liabilities:
     Compensation and related expenses                               443,982                        597,938  
     Other                                                         1,164,698                      2,019,303  
                                                                ____________                   ____________
        Total current liabilities                               $  4,232,388                   $  4,267,276
                                                                ____________                   ____________

 Long-term debt (Note 2)                                                 ---                      1,200,000  

 Stockholders' Equity
   Common stock, par value $.10 per share;
     authorized 3,500,000 shares; issued and
     outstanding 1,273,703 shares at
     6/28/97 and 1,264,496 shares at 9/28/96                         127,370                        126,450  
   Treasury stock at cost, 10,000 shares                             (80,000)                       (80,000) 
   Additional paid-in capital                                      1,526,111                      1,473,643  
   ESOP deferred compensation (Note 2)                              (555,729)                      (695,175) 
   Retained earnings                                               8,867,040                      9,707,839  
                                                                ____________                   ____________
        Total stockholders' equity                              $  9,884,792                   $ 10,532,757
                                                                ____________                   ____________
                                                                $ 14,117,180                   $ 16,000,033  
                                                                ____________                   ____________
</TABLE>


The accompanying notes are an integral part of these condensed consolidated
financial statements.

                                Page 1


<PAGE>
           TECHNICAL COMMUNICATIONS CORPORATION AND SUBSIDIARIES
              Condensed Consolidated Statements of Operations
                                 (Unaudited)


<TABLE>
<CAPTION>
                                              Quarter Ended                 Nine Months Ended
                                              _____________                 _________________

                                      June 28, 1997   June 29, 1996   June 28, 1997    June 29, 1996
                                      _____________   _____________   _____________    _____________                     
 <S>                                  <C>             <C>             <C>              <C>

 Net Sales                            $  2,027,070    $  3,889,148    $  9,139,532     $  9,725,715 
 Cost of Sales                           1,223,660       1,640,294       3,818,223        4,309,965  
                                      ____________    ____________    ____________     ____________

 Gross Profit                              803,410       2,248,854       5,321,309        5,415,750  
                                      ____________    ____________    ____________     ____________

 Operating Expenses:
   Selling, general and 
     administrative expenses             1,400,167       1,470,366       4,756,047        3,645,068  
   Product development costs               763,785         463,775       1,766,125        1,420,373  
                                      ____________     ___________    ____________     ____________   
                                         2,163,952       1,934,141       6,522,172        5,065,441  
                                      ____________     ___________    ____________     ____________


 Operating Profit (Loss)                (1,360,542)        314,713      (1,200,863)         350,309  
                                      ____________     ___________    ____________     ____________               

 Other Income (Expense):
   Interest income                          36,222          61,241         120,667          176,831  
   Interest expense                        (12,807)        (58,530)        (56,535)        (188,126) 
   Other income                              5,501          12,853          15,727           25,730  
                                      ____________     ___________     ___________     ____________
                                            28,916          15,564          79,859           14,435  
                                      ____________     ___________     ___________     ____________

     Income (loss) before income 
       taxes                            (1,331,626)        330,277      (1,121,004)         364,744  



 Income Taxes                             (332,952)         45,640        (280,205)          54,256  
                                      ____________    ____________    ____________     ____________ 

 Net Income (Loss)                    $   (998,674)   $    284,637    $   (840,799)    $    310,488 



 Earnings (Loss) Per Common
   Share:  (Note 3)                         $ (.78)          $ .23          $ (.66)           $ .25
  


 Weighted Avg. Shares Used in
   Computation                           1,272,401       1,257,783       1,269,599        1,255,545  

</TABLE>


The accompanying notes are an integral part of these condensed consolidated 
financial statements.


                                                   Page 2

<PAGE>

                TECHNICAL COMMUNICATIONS CORPORATION AND SUBSIDIARIES
                   Condensed Consolidated Statements of Cash Flows
                                     (Unaudited)

<TABLE>
<CAPTION>
                                                                                 Nine Months Ended

                                                                 June 28, 1997                 June 29, 1996
                                                                 _____________                _____________ 
<S>                                                              <C>                          <C> 

 Operating Activities:
   Net income (loss)                                             $   (840,799)                $    310,488   


 Adjustments to reconcile net income (loss) to net
 cash
   provided (used) by operating activities:                           655,140                      597,097   
     Depreciation and amortization                                    139,446                      184,602   
     Non-cash compensation associated with ESOP

 Changes in assets and liabilities:
   (Increase) decrease in accounts receivable                      (2,817,965)                   1,878,387   
   Increase in inventories                                           (757,151)                    (580,266)  
   (Increase) decrease in other current assets                        (35,723)                      85,997   
   Increase in goodwill                                                   ---                      (44,511)  
   Increase in other assets                                               ---                       (5,247)  
   Increase (decrease) in accrued and deferred income taxes          (947,174)                      22,156   
   Increase (decrease) in accounts payable and accrued                                   
     liabilities                                                    1,066,350                      (72,744)
                                                                    _________                    _________

        Total adjustments                                          (2,697,077)                   2,065,471   


     Net cash provided (used) by operating activities              (3,537,876)                   2,375,959   


 Investing Activities:
   Additions to equipment and leasehold improvements                 (211,367)                    (439,552)  
                                                                     ________                     ________
     Net cash used by investing activities                           (211,367)                    (439,552)


 Financing Activities:
   Proceeds from stock issuance                                        53,388                       85,723   
   Borrowings under line of credit                                    500,000                          ---   
   Payment of debt                                                 (1,854,064)                    (522,103)  
                                                                   __________                     ________    
   Net cash used by financing activities                           (1,300,676)                    (436,380)  


   Net increase (decrease) in cash and cash equivalents            (5,049,919)                   1,500,027   


 Cash and cash equivalents at beginning of the period               6,381,026                    3,877,790   
                                                                    ---------                    ---------


 Cash and cash equivalents at end of the period                  $  1,331,107                 $  5,377,817   
                                                                    _________                    _________

 Supplemental disclosures:
   Interest paid                                                 $     56,535                 $    188,126   
   Income taxes paid (net of refunds received)                        664,026                       41,497   

</TABLE>


The accompanying notes are an integral part of these consolidated financial
statements.

                                        Page 3


<PAGE>
              TECHNICAL COMMUNICATIONS CORPORATION AND SUBSIDIARIES

               NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
               ____________________________________________________


                          STATEMENT OF FAIR PRESENTATION
                          ______________________________


Interim Financial Statements.  
____________________________

The accompanying unaudited financial statements include all adjustments
(consisting only of normal recurring accruals) which are, in the opinion of 
management, necessary for fair presentation of the results of operations for the
periods presented.  Interim results are not necessarily indicative of the 
results to be expected for a full year.

Certain information on footnote disclosures normally included in financial 
statements prepared in accordance with generally accepted accounting 
principles has been condensed or omitted as allowed by Form 10-Q.  The
accompanying unaudited consolidated financial statements should be read in 
conjunction with the Company's consolidated financial statements for the year 
ending September 28, 1996 as filed with the Securities and Exchange Commission 
on Form 10-K.

NOTE 1.     Inventories
______      ___________

Inventories consisted of the following:

<TABLE>
<CAPTION>
                                                 June 28, 1997          September 28, 1996
                                                 _____________          __________________
                  <S>                            <C>                    <C>

                  Raw Materials                  $ 1,428,096               $ 1,751,793    

                  Work in Process                  1,750,277                   853,422    

                  Finished Goods                     194,550                    10,557    
                                                   _________                 _________

                                                 $ 3,372,923               $ 2,615,772    
                                                   _________                 _________
</TABLE>

NOTE 2.     Long-term Debt
______      ______________
       
As of June 28, 1997, the Company had a $3,500,000 line of credit at a rate of 
prime plus 1/2 of 1%.  This line of credit is secured by a pledge of 
substantially all the assets of the Company and will mature on May 1, 1998.  
Availability under the line of credit had been reduced by $47,066 for 
outstanding standby letters of credit (as of June 28, 1997) and $500,000 in 
borrowings obtained in June 1997.  The Company intends to repay the $500,000 
within the next fiscal year as certain trade receivables become due and funds 
are received.  

On November 17, 1989, the Company established the Technical Communications 
Corporation Employees' Stock Ownership Trust (the "Trust") for the benefit of 
its employees.  During 1990 and 1991, the Trust borrowed $1,212,500 and 
$1,287,488, respectively, from two banks, and purchased 190,350 shares of the 
Company's common stock at fair market value.  The Company acts as a guarantor on
the outstanding loans and, as a result, recorded the principal balance of such 
loans on its balance sheet as short-term debt with an offsetting charge to "ESOP
Deferred Compensation" within the Stockholders' Equity section.

On May 1, 1997, the Company provided a loan of $82,702 to the Trust in order to 
pay off the remaining balance of the 1990 bank loan.  This new loan, which bears
interest at 9% per annum, requires equal monthly payments of principal of 
$9,000, commencing on June 15, 1997.


                                   Page 4

<PAGE>


Notes to Condensed Consolidated Financial Statements (continued)
________________________________________________________________


The 1991 loan was renewed in August 1994 for a further three-year term, and now 
bears interest at a rate of 8.77%.  It requires a balloon payment of 
approximately $482,000 in August 1997.  The outstanding balance on this loan
as of June 28, 1997 was $500,556.  The Company anticipates that it will 
provide a loan to the Trust enabling it to make this balloon payment.

The Company intends to make contributions to the Trust sufficient to pay all 
principal and interest on the loans when due.  Because the payment of 
principal results in the release of shares from collateral, which shares are 
then available for allocation to employees, the principal portion of these 
contributions is recorded as compensation expense.  Such contributions are, 
therefore, expensed to compensation and interest when they are made or 
accrued.  

On May 31, 1995, the Company completed an asset purchase of the secure 
communications business of Datotek, Inc.  This acquisition was funded partly by
the Company's own capital and partly through loans amounting to $2,250,000 from
two banks.  The remaining principal balance of $1,650,000 on these loans, which
were payable in equal installments of principal over a period of five years, 
plus interest at The First National Bank of Boston's prime rate plus 1/2 of 1%,
was paid in full during the quarter ended December 28, 1996.


NOTE 3.      Earnings Per Share
______       __________________

For the nine months ended June 28, 1997 and June 29, 1996, net earnings per 
common share were based on the weighted average number of shares outstanding 
during the period.  The effect of the assumed conversion of dilutive employee 
stock options was not material.

On March 3, 1997, the FASB issued SFAS No. 128, "Earnings Per Share."  This 
Statement supersedes APB Opinion No. 15 regarding the presentation of earnings
per share ("EPS") on the face of the income statement.  SFAS No. 128 replaces 
the presentation of Primary EPS with a Basic EPS calculation that excludes 
the dilutive effect of common stock equivalents.  The Statement requires a dual
presentation of Basic and Diluted EPS, which is computed similarly to Fully 
Diluted EPS pursuant to APB Opinion No. 15, for all entities with complex 
capital structures.  This Statement is effective for fiscal years ending after 
December 15, 1997 and requires restatement of all prior-period EPS data 
presented.  The Company's earnings per share reported at June 28, 1997 would
not be affected by this new statement, since the dilutive effect of options was
not reported as noted above.


NOTE 4.     Commitments and Contingencies
______      _____________________________

The Company is not currently party to any lawsuit, and is not aware of any 
material pending legal proceedings.  See Part II, "Other Information," Item 1, 
"Legal Proceedings."


                                     Page 5

<PAGE>

           PART I, Item 2.  Management's Discussion and Analysis of
                 Financial Condition and Results of Operations

Results of Operations
_____________________

The Company is in the business of designing, manufacturing and marketing 
communications security equipment.  The Company receives orders for equipment 
from customers which may take several months or longer to manufacture and ship.
Because the Company recognizes income on long-term contracts on a unit-of-
delivery basis, revenues may vary widely from quarter to quarter.  Quarterly 
comparisons of revenue may therefore not be indicative of any trend.

The Company's backlog of firm orders as of June 28, 1997 was $1,406,987, 
representing a 70% decrease from the Company's backlog of $4,756,845 as of 
September 28, 1996.  This decrease in backlog is attributable to several large
orders that the Company had expected to receive before June 28, 1997.  These 
orders have been delayed and the Company now expects to receive them in the 
fourth quarter of fiscal 1997 or in fiscal 1998.  The Company expects to 
deliver most of its backlog in the current fiscal year.  

Net sales for the quarter ended June 28, 1997 and June 29, 1996, were $2,027,070
and $3,889,148, respectively.  For the nine months ended June 28, 1997 and June 
29, 1996, net sales were $9,139,532 and $9,725,715, respectively.  This decrease
of 48% in third quarter net sales and 6% in year-to-date net sales may be 
attributed to variability in revenue recognition as a result of the timing of 
shipments associated with long-term contracts, and to delays in receipt of 
orders noted above.

Gross profit for the third quarter of fiscal year 1997 was $803,410, as compared
to gross profit of $2,248,854 in the third quarter of fiscal year 1996.  For the
first nine months of 1997 gross profit totaled $5,321,309, as compared with 
$5,415,750 for the first nine months of 1996.  This represented a 64% decrease
in gross profit for the quarter and a 2% decrease year-to-date.  Gross profit 
expressed as a percentage of sales was 40% in the third quarter and 58% in the
first nine months of fiscal year 1997, as compared to 58% in the third 
quarter and 56% for the first nine months of fiscal year 1996.  Since a 
considerable portion of manufacturing cost is relatively fixed, lower net sales
usually result in a lower margin percentage.  The increase in gross profit 
percentage for the first nine months of fiscal year 1997 over the same period 
last year is the result of a more favorable mix of higher margin product sales 
during the current year.

Operating expenses for the third quarter and first nine months of fiscal 1997 
were $2,163,952 and $6,522,172, respectively.  For the third quarter and first
nine months of fiscal 1996 operating expenses were $1,934,141 and $5,065,441, 
respectively.  This increase of 12% in the third quarter was primarily the 
result of the Company's increased expenditures to develop new products.  The 29%
increase in operating expenses during the first nine months is attributed to 
increased spending in new business and product development, as well as for 
increased spending in sales and marketing.  

Other income and expense for the third quarter and first nine months of fiscal 
1997 were $28,916 and $79,859, respectively.  For the third quarter and first 
nine months of fiscal 1996 other income and expense were $15,564 and $14,435, 
respectively.  This increase in the quarter and in the first nine months was 
primarily caused by lower interest expense due to the reduction in debt 
(described in Note 2 on Page 5 of this Form 10-Q).


                                      Page 6

<PAGE>


Management's Discussion and Analysis (continued)
________________________________________________


After-tax losses for the third quarter and first nine months of fiscal year 1997
were $(998,674) or $(.78) per share and $(840,799) or $(.66) per share, 
respectively.  The after-tax profits in the third quarter and first nine months
of fiscal year 1996 were $284,637 or $.23 per share and$310,488 or $.25 per 
share, respectively.  The losses for both the third quarter and year-to-date 
periods as compared to the profits reported for the same periods in 1996 were
the result of the lower sales and increased expenditures for new product 
development, sales and marketing, as previously discussed.


Liquidity and Capital Resources
_______________________________

Cash and short-term investments decreased by $5,049,919 or 79% to $1,331,107 as
of June 28, 1997, from a balance of $6,381,026 at September 28, 1996. This 
decrease was primarily due to the Company's early payoff of the Datotek 
acquisition loans (see Note 2 on Page 5 of this Form 10-Q) and a $2,817,965 net
increase in trade receivables stemming from a $2,400,000 sale late in the second
quarter.  Payment on this receivable is expected during the Company's fourth 
quarter.  The current ratio was 2.6:1 at June 28, 1997, compared to 2.9:1 as of 
September 28, 1996.  Inventories were $3,372,923 as of June 28, 1997, 
representing a 29% increase from the September 28, 1996 balance of $2,615,772.  
In particular, work in process and finished goods inventory have increased by 
$1,080,848 to $1,944,827 from a balance of $863,979 as the Company acquired 
inventory for future shipments.
                                                              
Information on the Company's long-term debt is to be found on Page 4, Note 2, 
"Long-Term Debt" of this Form 10-Q.

Management currently anticipates no unusual capital expenditures and no 
increases in the Company's requirements for capital above its present resources
for fiscal year 1997.


Certain Factors Affecting Future Operating Results
__________________________________________________

This Form 10-Q contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended.  The Company's actual results could differ
materially from those set forth in the forward-looking statements.  Certain 
factors that might cause such a difference include, but are not limited to the 
following:  the time and costs required to develop, market, sell, manufacture 
and ship products, and those factors discussed in the section entitled
"Certain Factors Affecting Future Operating Results" on page 6 of the Company's
Form 10-K for the fiscal year
ended September 28, 1996.



                                   Page 7

<PAGE>


PART II.   Other Information

Item 1.    Legal Proceedings

           No material legal proceedings are pending to which the Company is a 
           party or of which any of its property is the subject.


Item 2.    Changes in Securities:

           Not applicable.


Item 3.    Defaults Upon Senior Securities:

           Not applicable.


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

           None.  


Item 5.    Other Information:

           None.


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

           a.  Exhibits - Statement regarding computation of per-share earnings:
               reference is made to Note 3 of the Notes to Condensed 
               Consolidated Financial Statements on Page 5 of this Quarterly 
               Report on Form 10-Q.

           b.  Reports on Form 8-K: None.




















                                   Page 8

<PAGE>

                                 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.


                                TECHNICAL COMMUNICATIONS CORPORATION
                                ____________________________________
                                            (Registrant)


August 11, 1997                 By:  /s/ Roland S. Gerard 
_______________                    _________________________________
    Date                           ROLAND S. GERARD, PRESIDENT
                                   AND CHIEF EXECUTIVE OFFICER



August 11, 1997                 By:  /s/ Graham R. Briggs                    
_______________                    _________________________________
    Date                           GRAHAM R. BRIGGS, VICE PRESIDENT
                                   AND CHIEF ACCOUNTING OFFICER











                                     Page 9