FORM 10-K ANNUAL REPORT
                  SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D. C. 20549
		
                (Mark One)
	[ X ]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)

For the fiscal year ended April 30, 1998.

OR

        [   ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

For the transition period from _____________ to ______________

Commission file number:  2-33108

ACCESS CORPORATION
------------------
(Exact name of registrant as specified in its charter)
           Ohio                                    31-0673364
        -------------                               -----------
State of Incorporation                 I. R. S. Employer Identification Number

4350 Glendale-Milford Road, Suite 250, Cincinnati, Ohio		45242-3700
-------------------------------------------------------         ----------
(Address of Principal Executive Offices)       			(Zip Code)

Registrant's telephone number, including area code: (513)786-8350

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None 

Indicate by check mark whether the registrant (l) 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 the 
filing requirements for at least the past 90 days.  Yes   X . No ___.

    Indicate by check mark if disclosure of delinquent fillers 
pursuant to Item 405 of Regulation S-K (par. 229.405 of this chapter) is not 
contained herein, and will not be contained, to the best of registrant's 
knowledge, in definitive proxy or information statements incorporated by 
reference in Part III of this Form 10-K or any amendment to this Form 10-K.
[ ] Inapplicable.

    State the aggregate market value of the voting stock held by non-
affiliates of the registrant.  The aggregate market value shall be computed by 
reference to the price at which the stock was sold, or the average bid and 
asked prices of such stock, as of a specified date within 60 days prior to the 
date of filing.  Because there is no established market for the Common Stock 
of the Company, it is not possible to determine the aggregate market value of 
such Common Stock held by non-affiliates.

    Indicate the number of shares outstanding of each of the 
registrant's classes of common stock, as of the close of the period covered by 
this report.  Common Stock, without par value: 4,865,559 shares outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

	Current reports on Form 8-K dated June 8, 1998 and June 30, 1998.

PART I

ITEM 1.  BUSINESS
	The registrant ("Access" or the "Company") was incorporated under 
the laws of the State of Ohio on November 18, 1963. Its executive offices are 
located at 4350 Glendale-Milford Road, Suite 250, Cincinnati, Ohio 45242-3700, 
and its telephone number is (513) 786-8350.

	On June 30, 1998, at a Special Meeting of Shareholders, the 
Company's shareholders approved its Plan of Complete Liquidation and 
Dissolution.  Pursuant to such Plan, on June 30, 1998;

        (a) The Company sold all of the assets of its Hardware Service 
            Division to Scan-Optics, Inc. for a purchase price of 
            approximately $3.3 million in cash.

        (b) The Company sold its remaining operating assets and 
            business, including those of its EDMS Division, to Access 
            Systems LLC ("Systems") in exchange for the assumption of 
            certain of the Company's liabilities and contingent payments 
            based on the future net profit before taxes of Systems.

	For more information relation to these transactions, reference is 
made to the Company's Proxy Statement dated June 9, 1998, which was filed as 
an exhibit to the Company's Current Report on Form 8-K dated June 8, 1998 and 
to the Company's press release dated June 30, 1998, which was filed as an 
exhibit to the Company's Current Report on Form 8-K dated June 30, 1998, each 
of which is incorporated herein by reference.

	As a result of such sales, the Company no longer conducts any 
business and its assets are being distributed to its shareholders pursuant to 
such Plan.

DESCRIPTION OF PRODUCTS AND SERVICES

	Prior to June 30, 1998, Access, a Cincinnati-based company, had two
business units: Enterprise Document Management Systems (EDMS) , and Hardware 
Service, which maintains and installs components and systems.  The description 
of Access' business herein refers to its business prior to the asset sales on 
June 30, 1998 as described above.

	Founded over thirty years ago, Access has designed systems for use 
by organizations throughout the world.  Some have been in continuous use for 
as long as twenty years.

        Access' EDMS business unit provides software, software support and 
professional services to assist its customers in the design, configuration, 
installation and maintenance of enterprise document management and workflow 
systems.  The Hardware Service business unit provides hardware maintenance 
services for components and systems.  The Company has grown its third-party 
equipment and prepress maintenance business.  The Company is working with 
manufacturers and distributors of high-value integrated equipment to provide 
field maintenance services for equipment manufactured or sold by them. 

EDMS BUSINESS

	Access Corporation is dedicated to enhancing the quality of its 
customers' products by providing world class software and professional 
services for their document based processes. Access' early success in 
automating the handling of document based information positioned the Company 
to take a leadership role in the evolution of computer technology in the 
specialized area of imaging, document management and business process 
workflow.  

        Access provides document and workflow management solutions for specific 
applications in three distinct markets: Utilities, Oil and Gas, and Discrete 
Manufacturing.  Focusing on plant operations, Access provides software, 
software support and professional services to configure, install and maintain 
enterprise document management solutions.  This expertise initially came from 
a concentration on providing document distribution applications for 
manufacturing companies.  

        In 1996, Access began a focus on the Oil and Gas operating plant market 
and received several major orders including the adoption of "Enterprise 
Licenses" for the products Access provides from several Fortune 500 
companies.

        This focus was enhanced to include an initiative into Nuclear Power 
Plant operations in mid 1997.  Access believes the key to continuing 
successful growth in its EDMS business will come from the recognition of the 
Company as being the absolute leader in a specific market segment.  This 
market segment has been defined for our EDMS business, as "the plant based 
document management and workflow systems for Utilities, Oil and Gas and 
Manufacturing companies".


	The EDMS Business experienced significant growth in fiscal 1996, in 
terms of both revenues and staffing.  In the first quarter of fiscal 1996, 
Access acquired CimSoft, Inc., a systems integrator servicing a wide base of 
EDMS customers within the United States.  At the same time, Access also 
formalized a strategic alliance with Cimage Enterprise Systems Ltd. (Cimage), 
making Access the exclusive distribution and support provider for Cimage 
products within North America.  These two business ventures positioned Access 
for (i)an increased customer base (ii)an additional leading edge software 
offering, and (iii) additional personnel skilled in the sale and support of 
EDMS applications.  In addition to this new role as a software reseller, 
Access continues to maintain Document Management Software and still provides 
the industry's only large format EDMS available on the IBM AS/400 computer.

        Access' EDMS software offerings fall into three product areas:  
EDICS (Engineering Document Image Control System), Cimage Document Manager 
System and the Staffware Workflow System.  EDICS is primarily focused at 
providing Document Life Cycle Management on the IBM AS/400 platform,  Cimage 
Document Management is focused on Document Distribution applications using 
UNIX and Microsoft Windows NT servers and Staffware is a workflow system using 
UNIX and Microsoft Windows NT servers.

	Both products utilize a powerful database application for managing 
documents and related information, including paper-based documents, A through 
J-size drawings, Computer Aided Design (CAD) data, company procedures and 
office correspondence.  These documents  come from multiple sources in 
multiple formats.  The EDMS applications integrate all of them into a single 
system which fully automates the revision and distribution processes, and also 
provides flexible tools for viewing, editing, and printing.

	The EDMS Division also provides professional services to its 
customers.  Access' industry specialization allows it to apply its document 
system expertise to its customer business problem in Document Management 
Applications.  While the various software modules are the same at each 
customer, each implementation is unique through the "tailoring" of the 
document organizational structure, document-to-document relationships, and 
user interface presentation.  Through Access' understanding of Document 
Management requirements, customers have been able to achieve industry 
compliance with regulatory agencies, become ISO 9000 certified, and achieve 
system implementations in extremely short time periods. 

HARDWARE SERVICE BUSINESS

        Access' Hardware Service business unit provides quality hardware 
service on a nationwide basis to the prepress industry, owners of equipment 
manufactured and sold by third parties, and the Company's installed base of 
EDMS customers.  The hardware service revenue from services for equipment 
manufactured and sold by third parties grew by 162% in fiscal 1998.

	Third-party maintenance includes the support of non-Access 
electronic and electromechanical equipment such as card embossers, microfiche 
duplicators, microfilm scanners, large drawing format scanners, large format 
plotters, highly sophisticated 5-1/4" and 12" laser drives, optical jukebox 
systems, and prepress equipment.  Access has a number of hardware 
manufacturers and vendors and Support Partners that recommend Access as their 
nationwide service provider. 

        Access' key to success in third-party maintenance is the ability to 
provide its Support Partners with the benefits of having their own national 
service company without having to build and support the infrastructure of a 
nationwide service organization.  Access offers a 24 hour-a-day, toll-free 
dispatch center; rapid on-site service response, quality repairs and 
preventive maintenance for their customers.

	On April 11, 1997, the Company purchased certain assets of Graphic 
Systems Technology, Inc. from Star Bank.  Graphic Systems Technology provided 
service for imagesetters and scanners.  Access is qualified to meet the 
demands of today's electronic prepress multi-vendor environment.  Access 
engineers are trained and cross-trained on a wide range of imagesetters, 
scanners, networks/servers, and software applications ensuring the resolution 
of a service problem.


MARKETING

	The Company generally markets its own services and products in the 
United States.  Marketing of hardware maintenance services for third-party and 
prepress equipment is conducted from Cincinnati, Ohio by one senior sales 
manager, who has run service operations and worked with the Company's Support 
Partners, manufacturers, and distributors to grow Access' base of end-user 
customers.

	The EDMS marketing operations are conducted from the Company's 
headquarters in Cincinnati, Ohio and its branch office in Irvine, California. 
The Company employs seven sales and marketing personnel in this business unit.

	Enterprise Document Management Systems (EDMS), as well as related 
computer systems, are produced and configured only in response to firm orders.  
At the end of fiscal years 1998 and 1997, EDMS backlog totaled approximately 
$1,608,900 and $1,335,400, respectively.  The EDMS backlog at the end of 
fiscal 1998 is expected to be delivered within fiscal 1999.

	EDMS systems have been installed in 48 states, Japan, Europe, 
Australia, Canada, Mexico, Jamaica, Puerto Rico, the Middle East, China, and 
the former Soviet Union.  Sales in and outside the United States are handled 
predominantly on a direct basis.  There is no recurring geographic market 
concentration with respect to the sales of Access systems in the United 
States.

	Aggregate sales to international customers represented 1% of the 
Company's annual sales in fiscal 1998.  In fiscal year 1997, no domestic 
distributors were employed.

	EDMS' primary marketing focus is the sale of the Enterprise Document 
Management System products to manufacturers, information processors, utilities 
and other users of technical documentation.

	No single customer accounts for a significant percentage of the 
Company's revenues on a continuing basis.  Net sales to the utilities industry 
were 18.5% of fiscal 1998 revenues and 12.4% of fiscal 1997 revenues; net 
sales to the various agencies of the federal government represented 2.2% of 
fiscal 1998 revenues and 5.7% of fiscal 1997 revenues, (these contracts could 
have been canceled at the election of the government); net sales to the 
manufacturing industry were 18.9% of fiscal 1998 revenues and 17.4% of fiscal 
1997 revenues; and net sales to the aerospace industry were 7.5% of fiscal 
1998 revenues and 22% of fiscal 1997 revenues.  Accounts receivable from the 
Federal Government, Aerospace, Petroleum, Computer, Medical, Manufacturing and 
Utilities industry at April 30, 1998 and April 30, 1997 were $1,684,900 and 
$1,689,800, respectively.

COMPETITION

	Increases in Enterprise Document Management Systems (EDMS) 
competition continue to push system prices down to historically unprecedented 
low levels.  The highly publicized changes within IBM have inhibited the 
growth of the Company's relationship with that organization.  IBM discontinued 
many partner programs which previously helped in marketing the Company's 
product.

	The Company has experienced competition from companies such as 
Altras, Documentum, and Novasoft in the EDMS market.

        There are few companies, in the fragmented hardware service 
market, which like Access, are small and provide service on a national basis.  
There are a number of large companies in this market such as Decision One, 
IBM, and Tab in this market.

PURCHASING AND PRODUCTION

	The majority of the EDMS software is supplied by Cimage.  The EDMS
hardware and some miscellaneous software and supplies are purchased by the 
Company from a number of suppliers. In the case of certain materials, the 
Company employs a single source of supply, although alternative sources are 
available. The Company integrates, installs and supports the EDMS software.

PATENTS

	At the current time, technology utilized in the micrographic
storage and retrieval unit and related products sold by the Company are 
protected by three unexpired United States patents owned by the Company.

EDMS PRODUCT DEVELOPMENT

	Development on the Cimage software is performed by Cimage
Enterprise Systems Limited in the U.K.  Access Corporation no longer has a 
development operation.  The engineers are employed to deliver and maintain 
systems.  In its customer service operation, the Company currently employs 
approximately 12 persons with degrees in engineering and related fields. 
During fiscal 1998 and fiscal 1997, the Company spent $666,341 and $312,068, 
respectively, on specific customer orders and $-0- and $265,129, respectively, 
on development operations.

EMPLOYEE RELATIONS

	At April 30, 1998, the Company employed approximately 52 persons,
all on a full-time basis and all of whom were non-union.  Approximately nine 
employees were connected with marketing activities, while the others were 
involved in production, installation, service,  and financial or 
administrative operations.

	Standard hospitalization, prescription drug, dental, life
insurance, and disability protection are provided for all full-time employees.  
The Company has a 401(k) Plan and a Section 125 Plan. The Company considers 
its employee relations to be good.

ITEM 2.  PROPERTIES

        The principal operations of the Company are conducted in
approximately 19,678 square feet of leased plant and office space in 
Cincinnati, Ohio.  The Cincinnati property is occupied under a lease which 
extends through May 1, 2002.  The annual rental under this lease is $170,950.

        The Company also operates a sales office in Irvine, California.
The Irvine property is occupied on a month to month basis.

        The Company also operates an approximately 9600 square feet service
depot, manufacturing and parts activity facility in Hebron, Kentucky.  This 
property is occupied under a lease, effective July 1, 1997, which extends to 
June 30, 2004.  The annual rent under this lease is $58,656.  All of these 
leases have been assigned to and assumed by Systems, which is seeking a 
modification or termination of them. 

        The Company owns automatic, custom-made machines used in the
production of its proprietary media and owns various standard tools and 
equipment used in the production of Access products.

        The capacity of the Company's Hardware Service and EDMS facilities
and equipment exceeds the current requirements of the Company's operations.

        The Company owns computer hardware and software used for support,
and installation for its EDMS product.

        The Cincinnati building occupied by the Company and the fixtures
and equipment therein are modern, well maintained, in satisfactory operating 
condition and adequately insured.  The building is air-conditioned.

ITEM	3.  LEGAL PROCEEDINGS

        In accordance with Regulation paragraph 229.103 item 103, no
disclosure is prequired at this time.

ITEM	4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
			
		None.


PART II

ITEM   5.  MARKET FOR THE REGISTRANTS' COMMON EQUITY AND
           RELATED STOCKHOLDER MATTERS

        Currently there is no established market for the Company's Common
Shares and the Company is not aware of any reported bid quotations.  The 
Company has not paid, and has no plan to pay, dividends on its Common Shares, 
but pursuant to its Plan of Complete Liquidation and Dissolution, is 
distributing its assets to its shareholders.  The number of holders of record 
of Access Corporation's Common Shares as of April 30, 1998 was 381.

<TABLE>

ITEM	6.  SELECTED FINANCIAL DATA
<CAPTION>         
ACCESS CORPORATION
<S>
SELECTED FINANCIAL DATA           <C>              <C>             <C>             <C>             <C>
FOR THE YEARS ENDED               April 30,1998    April 30,1997   April 30,1996   April 30,1995   April 30,1994

Summary of Earnings (Loss) from Operations

Net Sales                         $8,873,887       $6,929,353      $8,704,452      $6,041,782      $6,896,352 
Gross Profit                       2,009,308        1,496,282       3,310,058       2,352,750       2,573,260 
Gross Profit as percentage of 
  of net sales                           23%              22%             38%             39%             37%
Interest Expense                         891            4,925           9,378          31,911          26,450 
Net Earnings (Loss)                 (811,986)      (1,050,732)        205,021         129,370        (615,239)
Preferred Dividend                        -                -          102,510          64,685             -   
Earnings(loss)applicable to
  common shares                    $(811,986)     $(1,050,732)     $  102,511      $   64,685       ($615,239)
                                   =========       ==========       =========       =========       =========

Average common shares outstanding  4,865,559        4,865,559       4,865,559       4,865,559       4,865,559 

Per Basic and Dilutive Common Share Statistics 

Net Earnings (Loss)                 $  (0.17)      $    (0.22)      $    0.02       $    0.01       $  (0.13)

Balance Sheet Data

Working Capital                   $2,245,780       $2,833,187       $2,925,217      $1,734,779      $ 695,922 
Working Capital Ratio                  2.8:1            3.2:1            3.0:1           3.3:1          1.7:1
Total Assets                       4,410,089        5,017,591        6,241,633       5,129,248      5,132,511 
Mandatorily redeemable
   preferred stock                 1,500,000        1,500,000        1,500,000       1,500,000      1,500,000 

Capital Stock and Other
    Stockholders' equity          $  723,306       $1,535,292       $2,586,024      $2,483,512     $2,418,826 
                                                                                                    
</TABLE>


ITEM	7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL 		
	CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS:
NET REVENUES
(In thousands)
                1998        Change      1997        Change   1996
                 $8,874      28%        $6,929      (20%)    $8,704

	Access Corporation had two primary lines of business.  The Company is 
a leader in the Enterprise Document Management Systems (EDMS) software 
business.  In this line of business, the Company is the exclusive North 
American reseller of the Cimage software which provides software solutions for 
its customers' technical process.  The EDMS line of business consists of 
Software Systems Sales, the sale of Software, Hardware and Professional 
Services, as well as Software support.  Originally, the Company's hardware 
service activities were limited to the support of its proprietary products.  
The Company has built its business of maintaining equipment manufactued and 
sold by third parties.  The Company has worked with manufacturers and 
distributors of high value equipment to develop its service business.  The 
Company services, on a nationwide basis, end users on both maintenance 
contracts and a time and materials basis.

        The fluctations in the Company's overall revenues overall are
primarily a result of the changes in the Hardware Service operation.  Hardware 
Service sales were $3,961,400, $2,694,500 and $3,613,000 in fiscal years 1998, 
1997, and 1996, respectively.  These sales represented 45%, 39% and 42% of 
total revenues, respectively.  The decrease between 1997 and 1996 sales was 
the result of the loss in fiscal 1997 of hardware service revenue on the 
Company's proprietary micrographic equipment.  These systems are slowly being 
replaced with equipment using more current technology.  This trend has 
continued in fiscal 1998 and was replaced with an increase in third party 
contracts for maintenance of scanners, plotters, jukeboxes and similar high 
volume mission critical equipment.  This more than made up for the loss of 
micrographic service revenue.

        In fiscal year 1998, sales to the U.S. commercial market continued to
exceed those to the federal government and international markets.  Sales to 
the U.S. commercial market represented 97.5% of the total revenue in fiscal 
1998, compared with 90% in fiscal 1997 and 88% in fiscal 1996.  The federal 
government accounted for 2% of the total revenue in fiscal 1998, compared with 
6% in fiscal 1997 and 11% in fiscal 1996.  This reflects the Company's 
emphasis on marketing to the commercial market.  Sales to international 
markets accounted for .5% of fiscal 1998 revenues, compared with 1% in fiscal 
1997 and 11% in fiscal 1996.


Gross Profits (in thousands) 1998       Change    1997     Change      1996
Gross Profits                $2,009     22%       $1,496   (55%)       $3,310 
Percentage of net revenues      23%                  22%                  38%

	The above Gross Profits for 1997 and 1996 were net of $1,068,900 and 
$673,700 of amortization of computer software costs, respectively.  In fiscal 
1997, the Company accelerated the amortization of the software costs previously 
capitalized.  Although the Company continues to maintain and supports its 
AS/400 EDMS software product, it did not believe that future revenues of this 
product reduced by the estimated future costs, including maintenance and 
support, are sufficient to absorb the amortization of the software costs.  
EDMS gross margins before amortization in fiscal 1998 were 37%, which was a 
decrease from fiscal 1997 and 1996 levels of 42% and 46%, respectively.  In 
fiscal 1998 there was no amortization cost.  EDMS gross margins after 
amortization in fiscal 1997 and 1998 were 17% and 33%, respectively.  The 
decrease in gross margins for EDMS in fiscal 1998 resulted from delivering and 
supporting software which is not the Company's proprietary software. The 
Company is required to pay a third party to assist in support of these 
systems.  In fiscal 1998, the Company provided services for which these 
services were contracted to a third party.  This also resulted in a lower 
gross margin in fiscal 1998.  Hardware service gross margin was 4% in fiscal 
1998, which was 25% lower than in fiscal 1997 and 41% lower than in fiscal 
1996.  This decrease in gross margin in fiscal 1997 and 1998 is the result of 
the reduction of the higher gross margin proprietary micrographic equipment 
service being replaced with lower gross margin third party service.  In fiscal 
1998, the Company hired a consultant to evaluate the hardware service 
operation.  This resulted in a short term increase in cost.  It is expected 
that implementing this evaluation would not improve gross margins until such 
time as the plan were completly implemented.

	Selling, general and administrative expenses were $2,865,800, 
$2,368,800 and $2,433,400 for fiscal 1998, fiscal 1997 and fiscal 1996, 
respectively.  The primary contributor to the increase in expenses in fiscal 
1998 was an increase in commission expense.  Commissions are paid upon 
receiving the orders and revenue of the orders.  Therefore, because there was 
an increase in orders received and revenue, commission expense increased 
compared to the increase in revenue in fiscal 1998.   

	Engineering, Research and Development (R&D) expenditures for prior
periods were incurred for maintaining and upgrading existing products.  The 
Company is not required to provide development for the Cimage software. Cimage 
Enterprise Systems, Ltd provides development for the Cimage software.  R&D 
expenses decreased $265,100 in fiscal 1998 and $611,300 from fiscal 1996.

	The Net Loss Before Income Taxes in fiscal 1998 of $812,000 compared
to the $1,050,700 Net Loss Before Income Taxes in fiscal 1997.  Although the 
Company increased revenue in fiscal 1998, the transistion from supporting  
higher gross margin micrographic equipment to servicing a lower gross margin 
third party equipment was the major contributor to the decrease in profits 
(before amortization costs related to software costs accelerated in fiscal 
1997).

LIQUIDITY AND CAPITAL RESOURCES

	The Company had a cash balance of $1,033,091 and no bank borrowings at
April 30, 1998.  Operating activities in fiscal 1998 used approximately 
$308,800.  The Company has not utilized the bank line of credit in the last 
three fiscal years.

        Accounts receivable, excluding the Graphic Systems Technology Inc's
accounts receivable purchased in fiscal 1998, decreased $64,700 during fiscal 
1998.  This decrease is the result of lower sales in the fourth quarter of 
fiscal 1998 compared to fiscal 1997.

	Prepaid maintenance contracts increased $245,600 from April 30, 1997
to April 30, 1998.  This increase reflects the increase in annual prepaid 
maintenance contracts for third party hardware service constomers.

	The company receives progress payments on some of its EDMS System
orders.  These are reported as current liabilities.  Progress payments 
increased $99,900 from April 30, 1997 to April 30, 1998.

	Accrued royalties at April 30, 1998 deceased approximately $432,300
from those at April 30, 1997.  This decrease in accrued royalties is basically 
royalties paid to Cimage Enterprise Systems Limited accrued in fiscal 1997 and 
paid in fiscal 1998.

	Working capital at April 30, 1998 was $2,245,800, compared with
$2,833,200 at April 30, 1997.  

	Revenues from EDMS and Hardware Service sales are expected to provide
the cash flow required to operate the Company.

YEAR 2000

	The Cimage Software which the Company resells will process date fields
for the 21st century.  The internal accounting packages are complient with the 
year 2000 processing.  The Company employs personnel that manage its internal 
information systems.  The Company replaces and/or upgrades equipment and 
software as needed.  The new equipment and software is year 2000 compliant.  
The Company has been working with their vendors as needed to receive 
certification of year 2000 compliance.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

	Not Applicable.



	

ITEM	8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Independent Auditors' Report

Stockholders and Board of Directors
Access Corporation
Cincinnati, Ohio

     We have audited the accompanying balance sheets of ACCESS Corporation as 
of April 30, 1998 and 1997, and the related  statements of operations, of 
capital stock and other stockholders' equity and of cash flows for each of the 
three years in the period ended April 30, 1998.  Our audits also included the 
financial statement schedule listed in the Index at Item 14.  These financial 
statements and financial statement schedules are the responsibility of the 
Company's management.  Our responsibility is to express an opinion on the 
financial statements based on our audits.

     We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free of 
material misstatement.  An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements.  An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation.  We believe that our audits provide a reasonable basis 
for our opinion.

     In our opinion, the financial statements referred to above present 
fairly, in all material respects, the financial position of ACCESS Corporation 
as of April 30, 1998 and 1997, and the results of its operations and its cash 
flows for each of the three years in the period ended April 30, 1998, in 
conformity with generally accepted accounting principles.  Also, in our 
opinion, such financial statement schedule, when considered in relation to the 
basic financial statements taken as a whole, presents fairly in all material 
respects the information set for therein.
   



Deloitte & Touche LLP
Cincinnati, Ohio  
June 9, 1998 (June 30, 1998 as to Note 10)

<TABLE>

ACCESS CORPORATION

BALANCE SHEETS
APRIL 30, 1998 AND 1997
<CAPTION>

<S>                                         <C>                 <C>
ASSETS                                      1998                1997

CURRENT ASSETS:
  Cash and cash equivalents                 $1,033,091          $1,404,708 
  Accounts receivable, less allowance
   for doubtful accounts of $18,438 in 1998
   and $12,000 in 1997:                      2,216,489           2,227,046 
  Inventories 
    Raw materials and purchased parts          100,421              96,673 
    Work-in-process                             33,313              56,401 
    Finished goods                               7,217              13,551
                                             ---------           ---------
        Total inventories                      140,951             166,625 
  Prepaid expenses                              99,182             229,862 
  Deferred income tax, net of valuation
   allowance of $104,000 in 1998 and $300,000
   in 1997 (Note 5)                             22,000             112,000
                                             ---------           ---------
TOTAL CURRENT ASSETS                         3,511,713           4,140,241 

EQUIPMENT AND LEASEHOLD
  IMPROVEMENTS:
  Computer hardware and software             1,359,374           1,533,592 
  Machinery and equipment                      243,455             503,337 
  Office and service equipment                 360,461             380,248
  Leasehold improvements                        15,656              13,405 
  Tools, dies and fixtures                       8,946              97,832
                                             ---------           ---------
        Total                                1,987,892           2,528,414 
  Less accumulated depreciation              1,804,559           2,289,920
                                             ---------           ---------
        Net                                    183,333             238,494 

GOODWILL (Note 9)                               76,161              89,974 

DEFERRED INCOME TAX BENEFIT,
  net of valuation allowance of $3,010,318 in
  1998 and $2,649,018 in 1997 (Note 5)         638,882             548,882 
                                             ---------           ---------
TOTAL                                       $4,410,089          $5,017,591 
                                            ==========          ==========
<FN>


See notes to financial statements.

</TABLE>



<PAGE>

<TABLE>

LIABILITIES AND CAPITAL STOCK AND
OTHER STOCKHOLDERS' EQUITY                      1998              1997
<CAPTION>
<S>                                             <C>               <C>


CURRENT LIABILITIES:
  Accounts payable                              $  502,216        $  291,339 
  Accrued salaries, wages and commissions          219,572           216,232 
  Accrued royalty                                   87,626           519,916 
  Other accrued liabilities                        161,486            84,422 
  Advances from customers                          295,033           195,145
                                                ----------        ----------
        Total current liabilities                1,265,933         1,307,054 



PREPAID MAINTENANCE CONTRACTS                      920,850           675,245 

MANDATORILY REDEEMABLE CLASS ONE
  PREFERRED STOCK (Note 2)                       1,500,000         1,500,000 

CAPITAL STOCK AND OTHER
  STOCKHOLDERS' EQUITY (Notes 2,3):
  Capital Stock:
    Common Stock, no par value, authorized,
    8,000,000 shares; issued and outstanding
    4,881,829 in 1998 and 1997                     488,183           488,183 
  Additional paid-in capital                    10,657,652        10,657,652 
  Deficit from April 1, 1985                   (10,407,146)      ( 9,595,160)
  16,270 Common Stock shares in treasury, 
    at cost                                        (15,383)          (15,383)
                                                 ---------        ----------
        Total capital stock and other
          stockholders' equity                     723,306         1,535,292 

TOTAL                                           $4,410,089        $5,017,591 
                                                ==========        ==========


</TABLE>


<PAGE>

<TABLE>
ACCESS CORPORATION

STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED APRIL 30, 1998, 1997 AND 1996
<CAPTION>


<S>                                   <C>           <C>            <C>
                                      1998          1997           1996

REVENUE:
  Software System Sales               $3,705,795    $2,894,565     $3,800,795 
  Software Support                     1,206,687     1,340,272      1,290,668 
  Hardware Service                     3,961,405     2,694,516      3,612,989
                                      ----------    ----------     ----------
        Total                          8,873,887     6,929,353      8,704,452 

COST:
  Software System Sales                2,137,491     1,633,973      2,052,266 
  Software Support                       940,953       805,075        679,492 
  Hardware Service                     3,786,135     1,925,101      1,988,932
                                      ----------    ----------     ----------
        Total                          6,864,579     4,364,149      4,720,690 


GROSS PROFIT BEFORE AMORTIZATION       2,009,308     2,565,204      3,983,762 

AMORTIZATION OF COMPUTER SOFTWARE
   COST (Note 1)                            -        1,068,922        673,704 
                                      ----------    ----------      ---------
GROSS PROFIT                           2,009,308     1,496,282      3,310,058 

OPERATING EXPENSES:
  Selling, general and administrative  2,865,833     2,368,804      2,433,376 
  Engineering, research and development     -          265,129        611,295 
                                      ----------     ---------     ----------

OPERATING INCOME (LOSS)                 (856,525)   (1,137,651)       265,387 

OTHER INCOME                              45,430        91,844         54,612 
  
INTEREST EXPENSE                            (891)       (4,925)        (9,378)
                                      ----------     ---------     ----------
EARNINGS (LOSS)  BEFORE INCOME TAXES    (811,986)   (1,050,732)       310,621 

INCOME TAXES  (Note 5)                       -            -           105,600 
                                      ----------     ---------     ----------
NET EARNINGS (LOSS)                     (811,986)   (1,050,732)       205,021 

PREFERRED DIVIDEND                          -             -           102,510 
                                      ----------     ---------     ----------
EARNINGS (LOSS)  APPLICABLE
 TO COMMON SHARES                      $(811,986)  $(1,050,732)      $102,511 
                                      ==========    ==========     ==========

WEIGHTED AVERAGE NUMBER OF COMMON
 SHARES OUTSTANDING                    4,865,559     4,865,559      4,865,559 

BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE  
(Note 3):
  Net earnings (loss)                 $    (0.17)   $    (0.22)    $     0.02 
                                       =========     =========      =========


<FN>
See notes to financial statements.

</TABLE>

</page>

<PAGE>

<TABLE>

ACCESS CORPORATION

STATEMENTS OF CAPITAL STOCK AND OTHER 
STOCKHOLDERS' EQUITY
FOR THE YEARS ENDED APRIL 30,1998, 1997 AND 1996
<CAPTION>

<S>                          <C>        <C>       <C>         <C>       <C>        <C>      <C>           <C>
                                                                                            Additional    Retained
                                  Treasury             Common           Class A Common      Paid-in       Earnings
                             --------------------------------------------------------
                             Shares     Amount     Shares     Amount    Shares     Amount   Capital       (Deficit)

BALANCE, April 30, 1995      16,270     $(15,383)  3,453,257  $345,326  1,428,572  $142,857 $10,760,162   $(8,749,449)

  Class One Preferred Stock
     Dividends                                                                                 (102,510)
 Conversion of Class A Common
     Stock to Common Stock                         1,428,572   142,857 (1,428,572) (142,857)
 Net earnings                                                                                                 205,021 
                             -----------------------------------------------------------------------------------------

BALANCE, April 30,1996       16,270      (15,383)  4,881,829   488,183       -         -     10,657,652    (8,544,428)

Net loss                                                                                                   (1,050,732)
                             -----------------------------------------------------------------------------------------
BALANCE, April 30,1997       16,270      (15,383)  4,881,829   488,183       -         -     10,657,652    (9,595,160)

Net loss                                                                                                     (811,986)
                             -----------------------------------------------------------------------------------------
BALANCE, April 30,1998       16,270     $(15,383)  4,881,829  $488,183       -     $   -    $10,657,652  $(10,407,146)
                             =========================================================================================

<FN>

See notes to financial statements.

</TABLE>

</page>


<TABLE>

<PAGE>

ACCESS CORPORATION

STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED APRIL 30, 1998, 1997 AND 1996
<CAPTION>


<S>                                                         <C>             <C>          <C>
                                                            1998            1997           1996

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net earnings (loss)                                       $(811,986)      $(1,050,732)   $  205,021 
  Adjustments to reconcile net earnings (loss) to net cash
    provided by (used in) operating activities:                
  Amortization                                                 13,813         1,068,922       673,704 
  Depreciation                                                110,299           131,755       143,027 
  Deferred income taxes                                             -            (3,182)      105,600 
  Loss (gain) on disposal of equipment                          7,630            (1,357)        1,111 
  Change in assets and liabilities:
   Prepaid maintenance contracts                              245,605            66,167       294,324 
    Accounts receivable                                        10,557          (120,675)      162,968 
    Inventories                                                25,674            74,548       224,355 
    Prepaid expenses                                          130,680          (111,020)      (37,293)
    Accounts payable                                          210,877             5,656        86,215 
    Accrued liabilities                                        80,404          (279,702)      244,716 
    Accrued royalties                                        (432,290)          228,724       (33,299)
    Advances from customers                                    99,888          (213,314)     (448,994)
                                                           ----------        ----------     ---------
        Net cash provided by (used in)operating activities   (308,849)         (204,210)    1,621,455 
                                                           ----------        ----------     ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Acquisition of business, net of cash received                     -          (229,628)     (148,629)
  Capital additions                                           (62,768)         (124,515)     (166,010)
  Proceeds from disposal of equipment                               -            13,397         6,267
                                                           ----------        ----------     ---------
        Net cash used in investing activities                 (62,768)         (340,746)     (308,372)
                                                           ----------        -----------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Dividends on Class One Preferred Stock                           -           (102,510)      (64,685)
  Payments on capital leases                                       -            (19,599)      (60,112)
                                                           ----------        -----------    ---------
        Net cash used in financing activities                      -           (122,109)     (124,797)
                                                           ----------        ----------     ---------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS             (371,617)         (667,065)    1,188,286 

CASH AND CASH EQUIVALENTS, Beginning of year                1,404,708         2,071,773       883,487 
                                                           ----------        ----------     ---------
CASH AND CASH EQUIVALENTS, End of year                     $1,033,091        $1,404,708    $2,071,773 
                                                           ==========        ==========    ==========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
  INFORMATION:
  Cash paid for interest                                   $      890        $    3,400    $    9,400 
  Dividends declared but unpaid on Class One 
       Preferred Stock totaled $102,510 (1996) 

<FN>

See notes to financial statements.

</TABLE>

</page>


<PAGE>


NOTES TO FINANCIAL STATEMENTS                  ACCESS Corporation
For the years ended April 30, 1998, 1997 and 1996                               
NOTE 1:  A Summary of Significant Accounting
Policies

Nature of Business

     The Company services software and hardware for its installed base of 
customers and third parties.  It also markets software for the electronic 
storage, control and processing of technical documentation.

Revenue Recognition

     Revenues from the sale of new systems are recognized upon shipment.  If 
there are services performed, revenue is recognized at the time of customer 
acceptance.

     Revenue from prepaid maintenance agreements is recognized ratably over 
the life of the maintenance contracts.

Inventories
 
    Inventories comprised of material, labor, and related overhead expenses 
are stated at the lower of cost (first-in, first-out method) or market.

Equipment and Leasehold Improvements

     Equipment and leasehold improvements are recorded at cost and depreciated 
over their estimated useful lives using the straight-line method.  Computer 
software purchased for internal use is depreciated over two years or its 
useful life, whichever is less.

Computer Software Development Costs

     Computer software development costs are recorded in accordance with 
Statement of Financial Accounting Standards No. 86, Accounting for the Costs 
of Computer Software to be Sold, Leased or Otherwise Marketed.  Costs incurred 
up to the point of establishing technological feasibility are expensed.  Costs 
incurred after establishment of technological feasibility were capitalized.  
Amortization of these capitalized costs began in March 1993 when the products 
were released to customers and were amortized over a period not to exceed five 
years.  Amortization expense was $673,704 for fiscal year 1996.

While the Company continues to maintain and support its AS/400 EDMS software 
product, it does not believe that future revenues of this product reduced by 
the estimated future costs, including maintenance and support, are sufficient 
to absorb the amortization of the software costs previously capitalized.  
Therefore, the Company accelerated the amortization of the remaining 
unamortized cost.    In fiscal year 1997 the Company wrote off $1,068,923, 
which was the total that remained unamortized.  


Use of Estimates

     The preparation of the financial statements in conformity with generally 
accepted accounting principles requires management to make estimates and 
assumptions that affect the reported amounts of assets and liabilities and 
disclosure of contingent assets and liabilities at the date of the financial 
statements and the reported amounts of revenues and expenses during the 
reporting period.  Actual amounts could differ from those estimates.



Statement of Cash Flows

     Cash and cash equivalents consist of cash on hand, cash on deposit, and 
short-term investments with original maturities less than ninety days.

Product Warranties

     Under its product warranty policy, the Company has agreed to replace 
certain parts or provide remedial service during the designated warranty 
period.  Costs associated with these programs are determined on the basis of 
estimated net future costs.

Stock-Based Compensation

    The Company adopted Statement of Financial Accounting Standards No. 123 - 
Accounting for Stock-Based Compensation in 1997.  The standard defines a fair-
value based method of accounting for stock-based compensation but permits 
compensation expense to continue to be measured using the intrinsic value-
based method previously used.  The Company  continues to measuring 
compensation expense using the intrinsic value-based method.

Goodwill

    The Company is amortizing goodwill associated with the purchase of the 
assets of Graphic Systems Technology, Inc. over a ten year period.

Reclassification

    Certain reclassifications have been made to 1997 balances to be consistent 
with the classifications used in 1998.
    

Note 2:  Mandatorily Redeemable Preferred Stock and Notes Payable

     On October 28, 1991, the Company entered into a Note Purchase Agreement 
with Oce N.V. ("Oce"), which provided for borrowing by the Company of up to 
$1.5 million to fund a major software development project.  On August 26, 
1992, $1,000,000 of  then outstanding notes were redeemed in exchange for 
10,000 shares of mandatorily redeemable Class One Preferred Stock.  In April 
1993, the Company issued to Oce an additional 5,000 shares of mandatorily 
redeemable Class One Preferred Stock for $500,000.

     The Class One Preferred Stock is divided into three series:  10,000 
shares of 7% Class One Preferred Stock ($1,000,000); 2,500 shares of 9% Class 
One Preferred Stock ($250,000), and 2,500 shares of variable rate Class One 
Preferred Stock ($250,000).  The variable rate Class One Preferred Stock was 
issued at the rate of 9%.  Dividends on the Class One Preferred Stock for any 
fiscal year are cumulative only to the extent of 50% of the Company's net 
after-tax earnings, as defined, for such year.

     Annually, beginning in 1995, the Company is required to redeem the Class 
One Preferred Stock at $100 per share plus accumulated dividends in an amount 
equal to a specified portion of after-tax earnings, as defined.  Unless 
dividends on the Class One Preferred Stock are current, the Company may not 
declare a dividend on its common shares or redeem or purchase any of its 
common shares.  Under the Note Purchase Agreement, Oce agreed to limitations 
on the voting and transfer of the Company's stock (including the transfer of 
such stock to a voting trust, the trustees of which are four of the Company's 
directors) and Oce was released from its obligation under certain 
circumstances to make a tender offer for the Company's common stock.  As of 
April 30, 1998, the Company had authorized and issued a total of 15,000 shares 
of Class One Preferred Stock.  The Company was not required to and has not 
redeemed any Class One Preferred Stock in fiscal year 1998 or previously.

Note 3:  Capital Stock

    In 1992 the Company entered into a Voting Trust Agreement with Oce.  The 
Voting Trust Agreement required Oce to place the certificates for 1,904,763 of 
the Company's Common Stock, less 100 shares, into a voting trust.  The 
trustees of the trust are four directors of the Company.  Pursuant to the 
Voting Trust Agreement, the shares will be voted for matters related to the 
election of directors in the discretion of the voting trustees (except that 
such shares will be voted for up to two director nominees designated by Oce) 
and on all other matters by Oce pursuant to a proxy to be granted to it by the 
voting trustees.

     The Voting Trust Agreement is irrevocable for a period of ten years and 
may be renewed, at the option of Oce, for additional periods of not more than 
ten years each.  The Voting Trust Agreement will automatically terminate:

*     with respect to any such shares sold to a party unrelated to Oce
*	upon the closing of any underwritten public offering of Common Stock which 
results in not less than $10,000,000 in aggregate sales price of Common 
Stock having been sold.
*	upon the acquisition by any person of beneficial ownership of as many or 
more shares of Common Stock as are owned by Oce.

     Further, the Voting Trust Agreement may be terminated by notice by Oce to 
the voting trustees at anytime after October 3, 1995.

     If the Voting Trust Agreement is terminated by notice or is not renewed 
on its tenth anniversary, Oce is required to make a tender offer for any and 
all of the shares of Common Stock at a price per share not less than that 
defined in the Note Purchase Agreement (Note 2) and calculated using the 
Company's audited financial statements.  If the calculated price per share is 
less than zero, Oce is not required to make a tender offer.

     If the Voting Trust Agreement is terminated by notice to the voting 
trustees, the tender offer is required not later than six months after the end 
of the fiscal year in which the first anniversary of the notice affected the 
termination.  If the agreement is not renewed, the tender offer is required 
not later than six months after the end of that fiscal year end.

Common Shares

     Holders of Common Stock ,including the voting trustees, have one vote per 
share.  Actions by a majority of voting trustees constitute the act of the 
voting trust. In fiscal year 1996, the Company's Class A Common Stock was 
converted to Common Stock 

Earnings Per Share

     The Financial Accounting Standards Board (FASB) issued Statements of 
Financial Accounting Standard (SFAS) No. 128 - "Earnings per Share" in 
February 1997.  It replaced the presentation of primary and fully diluted 
earnings per share (EPS) with basic and dilutive EPS.  Basic EPS excludes all 
dilution.  It is based upon the weighted average number of common shares 
outstanding during the period.  Diluted EPS reflects the potential dilution 
that would occur if stock options were exercised.  However, if the effect on 
EPS assuming exercise of stock options is anti-dilutive, which it would have 
been in the periods presented, such dilution is not considered.  The Company 
adopted SFAS No. 128 in the third quarter of 1998.  All previously reported 
EPS amounts have been restated to the new presentation.

Stock Option Plans

     During the year ended April 30, 1994, the Company adopted the 1993 
incentive stock option plan covering 500,000 shares of its Common Stock.  The 
Company also amended the 1983, 1985 and 1991 plans to add provisions providing 
that all outstanding stock options will become exercisable upon the occurrence 
of a change of control or similar event.

     Options may be granted under the 1991 and 1993  plans to officers and key 
employees of the Company.  Additionally, directors of the Company and other 
persons in business relationships with the Company, such as independent 
contractors and consultants, may be granted non-qualified options under the 
1991 plan.  No further options may be granted under the 1983 and 1985 plans.  
Incentive stock options may be granted only to Company employees.

     The option price under the plans may not be less than the fair market 
value of the Common Stock at the date of grant, as determined by the Board of 
Directors, which administers the plans.  All options granted under the 1985 
plan and any incentive stock options granted under the  1983, 1991 and 1993 
plans may not be exercised prior to one year from date of grant and expire ten 
years from the date of grant.

    At April 30, 1998, 1997 and 1996 there were 779,900 shares reserved for 
stock option plans of which 710,000 were granted at a weighted average 
exercise price of $.42.  No options were granted, exercised or cancelled 
during 1998, 1997 and 1996.
<TABLE>

Options Outstanding and Exercisable at April 30, 1998:
<CAPTION>
                                Options Outstanding             Options   Exercisable
<S>                 <C>             <C>             <C>         <C>           <C>
                                    Weighted
                                    Average         Weighted                  Weighted
                    Number of       Remaining       Average     Number        Average
Range of            Options         Contractual     Exercise    of Options    Exercise
Exercise Price      Outstanding     Life (Months)   Price       Exercisable   Price
$.15 - $.50         575,000         68              $  .28      458,333       $ .33
$.51 - $1.00        135,000         36              $1.00       135,000       $1.00
                    -------                                     -------
                    710,000                                     593,333
							
</TABLE> 

Had compensation cost for the Company's stock options been determined based on 
the fair value at the grant dates for awards under the plan consistent with 
the method of SFAS 123, the Company's net income (loss) and earnings per share 
for 1998 and 1997 would have been the pro forma amounts indicated below.

Pro Forma Net Income and Net Income Per Share
                        1998            1997                    1996 
Net income (loss)
    As reported         ($811,986)      ($1,050,732)            $102,511
    Pro forma           ($811,986)      ($1,050,732)            $ 87,491




Net income (loss) per share
    As reported         ($.17)          ($.22)                  $.02
    Pro forma           ($.17)          ($.22)                  $.02








The fair value of the options was calculated utilizing the Black-Scholes 
option-pricing model and the following key assumptions:

ASSUMPTIONS:                            1998    1997    1996

        Risk -free interest rate        6.4%    6.4%    6.4%
        Dividend growth                 0%      0%      0%
        Volatility                      0%      0%      0%
        Expected Life (months)          68      70      70


Note 4:  Engineering, Research and Development

     Engineering, research and development costs for the years ended April 30, 
1998, 1997 and 1996 are as follows:

                                              1998       1997        1996
Charged to specific customer orders           $666,341   $312,068    $380,741   
 
Charged directly to engineering, research
   and development                             -0-        265,129     611,295
                                               -------    -------     -------
Total cost of engineering, research and
 development efforts                           $666,341  $577,197    $922,036
                                                =======   =======    ========

  Note 5:  Income Taxes

The provision for income taxes (benefit) includes the following:

                                      1998         1997        1996
Federal:
   Deferred                           $(163,300)   $(415,682)  	$105,600       
  Currently payable (Refundable)                       3,182     164,000      
Tax benefit of net operating loss carryforward                  (164,000)       
 
Valuation Allowance                     163,300      412,500                    
 
                                        _______     ________    ________
Total                                 $       0     $      0    $105,600        
 
                                        =======     ========    ========


     Deferred income taxes reflect the net income tax effects of (a) temporary 
differences between the carrying amounts of assets and liabilities for 
financial reporting purposes and the amounts used for income tax purposes, and 
(b) net operating loss carryforwards.  The income tax effects of significant 
items comprising the Company's net deferred income tax asset as of April 30, 
1998 and 1997 are as follows:



                                                 1998            1997

Net operating loss carryforwards	
   Federal                                       $3,413,000      $3,173,700
   State                                            236,000         217,400
Temporary differences:
 Depreciation                                        46,000          41,000
 Accruals not deductible                             53,000          24,000
 Other                                               26,900         153,800
                                                 ----------      ----------
Total                                            $3,774,900      $3,609,900
   Less Valuation Allowance                      (3,114,000)     (2,949,000)
                                                 ----------       ---------
Net deferred income tax asset                    $  660,900      $  660,900
                                                   ========        ========


The amounts and expiration dates for the Company's net operating loss 
carryforwards for income tax return purposes are summarized as follows:



	Year Ending April 30	Federal
        2002                    $ 1,301,400
        2004                      2,761,800
        2005                      3,027,200
        2008                        459,100
        2009                        803,100
        2012                        990,700
        2013                        695,600
                                -----------
             Total              $10,038,900
                                 ==========












Note 6:  Revenues to Major Customers

     On a continuing basis, no single customer accounts for a significant 
percentage of the Company's net sales.  However, net revenues to customers in 
selected industries as a percent of total revenues are as follows:
                                           1998       1997        1996

                Federal Government          2.2%       5.7%       10.9%         
                Aerospace                   7.5%      22.0%       14.9%         
                Petroleum                  13.6%       9.3%        4.5%         
                Computer                    7.5%      10.9%       10.5%         
                Medical                     1.2%       2.9%        8.6%         
                Manufacturing              18.9%      17.4%        1.5%         
                Utilities                  18.5%      12.4%       33.4%         

     Accounts receivable from these customers at April 30, 1998 and April 30, 
1997 were $1,684,900 and $1,689,800, respectively.

Note 7:  Lease Commitments

     The Company leases office facilities and equipment under operating 
leases.  Rent expense was $362,728 (1998) $351,259 (1997) and $244,718 (1996) 
of which $70,531 (1998), $111,485 (1997), and $64,313 (1996), were under 
short-term cancelable leases.

     As of April 30, 1998, minimum annual payments under all non-cancelable 
long-term operating lease agreements are:  $237,098 (1999),  $229,606 (2000), 
$301,729 (2001), $301,729 (2002) and $14,664 (2003).

Note 8:  CimSoft Acquisition

    On July 31, 1995, the Company acquired CimSoft Incorporated, which started 
business in June 1995, for $257,500 in a business combination which was 
accounted for using the purchase method.  The results of operations of the 
company include CimSoft from the date of acquisition.  Pro forma results of 
operations of CimSoft are not material.  CimSoft was a distributor of Cimage 
software and a Cimage service provider in North America.

Note 9:  Graphic Systems Technology Asset Purchase

    On April 11, 1997, the Company purchased certain assets of Graphic Systems 
Technology, Inc. from Star Bank  for $463,000.  The Company simultaneously 
sold the assets related to the Chameleon product line to Fong Brothers 
Printing for $138,900, resulting in a cash purchase price of $324,100. The 
Company also incurred liabilities of approximately $130,000.  The purchase 
price was assigned to the assets purchased and liabilities incurred based on 
an estimated fair value, which included goodwill of approximately $259,691, 
which was recorded as part of the transaction.  The fair value of assets 
purchased was based on information  available at the time of issuing the 1997 
financial statements and was subsequently adjusted reducing goodwill to 
$89,974.  Pro forma results of operations of Graphic Systems Technology, Inc. 
are not meaningful.  Graphic Systems Technology, Inc. was a third party 
service provider in the prepress industry.

Note 10:  Subsequent Event

On June 9, 1998 the company announced it had entered into agreements for the 
sale of its operating assets and business.  A special meeting for the 
shareholders was held June 30, 1998.  The purpose of the meeting was to obtain 
approval from the shareholders of the Plan of Complete Liquidation and 
Dissolution of the Company (the "Plan").  The Plan provides, among other 
things, for the sale of the Company's Hardware Service Division to Scan-
Optics, Inc. and the sale of the Company's remaining operating assets, 
including its EDMS Division, to ACCESS Systems LLC, a company organized and 
owned by the Company's principal executive officers.  The Company received 
cash payments of approximately $2.8 million on June 30, 1998.   Additional 
consideration might be received uder the terms of the asset purchase agreement 
in future periods.

Under the Plan of Liquidation, $1.5 million was distributed to Oce with 
respect to its preferred stock and the Company's remaining cash, less certain 
reserves, was distributed to shareholders of the Company (other than Oce) in 
redemption of their common stock.  The initital distribution was approximately 
$1.1 million ($.38 per share of common stock).  If additional consideration is 
received by the Company under such asset purchase agreements and distributed 
to the shareholders, the shareholders (other than Oce) may receive additional 
amounts.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND 
FINANCIAL DISCLOSURE
	None
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

	(a) Directors.  Set forth below is certain information regarding 
the directors of the Company, which information has been obtained in part from 
the records of the Company and in part from the Directors.  All Directors have 
been elected by the holders of the Company's Common Stock.  All Directors are 
elected annually.

	JAMES M. ANDERSON, age 56.  Mr. Anderson has been the President and 
Chief Executive Officer of Children's Hospital, Cincinnati, Ohio, since 
November 1996.  Mr. Anderson was a partner of the law firm of Taft, Stettinius 
& Hollister LLP from January 1982 to October 1996.  He has been a Director of 
the Company since October 1997.   He was the Secretary of the Company from 
1984 to 1996, and since November 1996.  Taft, Stettinius & Hollister LLP has 
served as general counsel for Access for many years.  Mr. Anderson has been a 
director for Cincinnati Stock Exchange from 1978 to present.

	NEWTON D. BAKER, age 64.  Mr. Baker has been the Executive Vice 
President of the Company since October 1986.  He has been the Treasurer of the 
Company since July 1970 and Assistant Secretary since June 1974.  He has been 
a Director of the Company since 1988.  Mr. Baker was appointed Secretary in 
November 1996.
	KENT P. FRIEL, age 62.  Mr. Friel has been Chairman of the Board of 
the Company since April 1986.  Since June 1989 Mr. Friel has been President of 
Schonberg Associates, Inc., which performs outplacement services for 
organizations which may include the Company.  He was President and Chief 
Executive Officer of the Company from February 1986 through May 1989.  He has 
been a Director of the Company since 1983.

	ROBERT J. KALTHOFF, age 72.  Dr. Kalthoff has been Chairman of 
Kalthoff International since January 1996, and was Chairman, President and 
Treasurer from March 1990 to January 1995.  Kalthoff International is an 
information service and consulting firm for users and vendors in electronic 
image information management industries.  He has been a Director of the 
Company since 1963.

	DENNIS J. SULLIVAN, JR., age 66. Mr. Sullivan is currently an 
Executive Counselor for Dan Pinger Public Relations, Inc.  Mr. Sullivan served 
as Executive Vice President and Chief Financial Officer of Cincinnati Bell, 
Inc. from 1987 to February 1993.  Mr. Sullivan is a director of Fifth Third 
Bancorp, Fifth Third Bank, Associated Insurance, Anthem, Inc., and Kalthoff 
International.  He has been a Director of the Company since 1990.

	SCOTT D. WATKINS, age 49.  Mr. Watkins has been President of the
Company and Chief Operating Officer since April 1989, and Chief Executive 
Officer since May 1989.  Mr. Watkins is a Director of Cincinnati State 
Community and Technical College.  He has been a Director of the Company since 
1989.

	JOHN W. WEIL, age 72.  Dr. Weil was President of Weil Associates,
Inc., which provides consulting services to industrial and non-profit 
organizations from January 1985 to December 1997.  He has been a Director of 
the Company since 1985.

	JAMES H. HARDIE, age 68.  Mr. Hardie is, and since 1965 has been, a
partner in the law firm of Reed Smith Shaw & McClay, Pittsburgh, Pennsylvania.  
That firm performs and has performed certain legal services from time to time 
for Oce and certain of its subsidiaries since 1967.  Mr. Hardie is also a 
Director of Kiene Diesel Accessories, Inc.,  Respironics, Inc., and several 
U.S. subsidiaries of Oce N.V.  Mr. Hardie has been a Director of the Company 
since 1987.

	(b)  Executive Officers.  Set forth below is certain information 
regarding the Executive Officers of the Company.  All Executive Officers are 
elected annually by the Board of Directors.


           Name                 Age	Position & Business Experience

Scott D. Watkins                49      President and Chief Operating
                                        Officer since April 1989, and Chief 
                                        Executive Officer since May 1989.

Newton D. Baker                 64      Executive Vice President of the
                                        Company since October 1986; Treasurer 
                                        and Assistant Secretary of the 
                                        Company since prior to 1982.

Kim Bollinger                  40       Vice President of Customer Ser-
                                        vices for the Company since May 1993; 
                                        Director of Systems Management from 
                                        June 1992 to May 1993, and Manager of 
                                        Consulting Services from January 1990 
                                        to June 1992.

Marc D. Baines                  38      Vice President of Sales for the Company
                                        since August 1995; Vice President,
                                        CimSoft Inc. June 1995 to August 1995;
                                        Sales Director, Cimage Corporation
                                        from March 1990 to May 1995.


		
ITEM 11.  EXECUTIVE COMPENSATION

	The following table sets forth for the fiscal years ended April 30,
1998, 1997 and 1996, certain information regarding cash compensation as well 
as certain other compensation paid to or accrued for the services rendered 
during such years to each of the Executive Officers of the Company whose total 
salary and bonus exceeded $100,000 in all capacities in which they served.


<TABLE>

I.  SUMMARY COMPENSATION TABLE

<capation>                                                                 
                                                                          Long-Term Compensation
<S>                             <C>      <C>        <C>       <C>         <C>           <C>              <C>         <C>
                                           Annual                            
                                           Compensation           Awards                Payouts
                                                                              
        (a)                     (b)       (c)        (d)        (e)       (f)             (g)             (h)        (i)
                                                               Other                     Securities
                                                               Annual     Restricted     Underlying                  All
                                                               Compen-    Stock          Options/         LTIP       Other
                                Fiscal   Salary(1)   Bonus(1)  sation     Award          SARS             Payouts    Compen.
Name and Principal Position     Year       ($)        ($)       ($)      ($)            (#)(3)           ($)        ($)(4)
--------------------------------------------------------------------------------------------------------------------------
Scott D. Watkins                1998     170,000.00      -       -          -             -                 -        6,717.50 
President and Chief Executive   1997     170,000.00      -       -          -             -                 -        6,717.50 
Officer                         1996     170,000.00  50,000.00   -          -           200,000             -        7,103.88 
                                 
Newton D. Baker                 1998     118,000.00      -       -          -             -                 -        4,000.00 
Exec. Vice President, Treasurer 1997     125,000.00      -       -          -             -                 -        4,000.00 
and Asst. Secretary             1996     115,009.09  25,000.00   -          -           100,000             -        4,000.00 
                                                                            
Kimberly A.Bollinger            1998      84,200.00      -       -          -              -                -           - 
Vice President                  1997      83,600.00      -       -          -              -                -           - 
Customer Services               1996      82,500.00  28,000.00   -          -              -                -           - 

Marc D. Baines                  1998     100,000.00  87,429.88 70,048.30(5) -              -                -           - 
Vice President                  1997      84,600.00   5,225.70 54,496.27(5) -              -                -           - 
Sales                           1996      68,726.68      -     71,818.07(5) -            50,000             -           -

</TABLE>


(1) 	These include amounts that would have been payable, but were deferred 
pursuant to election of an Executive Officer, such as through the 
Company's 401(k) Savings Plan.

(2) 	No perquisites were provided or other personal benefits paid to a named 
Executive Officer in fiscal year 1998, 1997 or 1996 which exceeded the 
lesser of $50,000 or 10% of the total annual salary and bonus reported 
for such named Executive Officer.

(3)	These numbers represent options for shares of Common Stock awarded
pursuant to the Company's stock option plans.  See the next table titled, 
"Option/SAR Exercises and Year-End Value Table" for more detailed 
information on such options.

(4)  	Represents life insurance benefits.

(5)	Represents commissions.


	(a)  Cash Compensation of Executive Officers
             ----------------------------------------
	Compensation Committee Interlocks and Insider Participation.
        -----------------------------------------------------------
          The Board has established an Executive Compensation Committee which
considers and makes recommendations to the Board of Directors concerning the
compensation of the executives of the Company. During the fiscal year ended
April 30, 1998, this committee met one time and consisted of Messrs. Friel,
Hardie and Sullivan.

          Neither Mr. Hardie nor Mr. Sullivan was an officer or
employee of the Company or any of its subsidiaries in fiscal 1998 or any prior 
year.  As noted above, Mr. Friel, who is not an employee of the Company, has 
been Chairman of the Board of the Company since April 1986 and was President 
and Chief Executive Officer of the Company from February 1986 through May 
1989.

II.  OPTION/SAR EXERCISES AND YEAR-END VALUE TABLE						
						
The following table sets forth information with respect to the named Executive 
Officers concerning the exercise of options and/or SAR's during fiscal year 1998
and unexercised options and SAR's held at April 30, 1998.						


<TABLE>

AGGREGATED OPTION/SAR EXERCISES IN LAST FISCAL YEAR, AND FY- END
OPTION/SAR VALUE						
<CAPTION>
                
<S>                     <C>          <C>        <C>             <C>
 (a)                    (b)          (c)        (d)             (e)
                                                                Value of         
                                                Number of       Unexercised      
                                                Unexercised     In-the-Money     
                                                Options/SARs    Options/SARs 
                        Shares        Value     at FY-End (#)   at FY-End ($)
                        Acquired on   Realized  Exercisable/    Exercisable/     
Name                    Exercise (#)    ($)     Unexercisable   Unexercisable    
------------------------------------------------------------------------------
Scott D. Watkins        0               0       313,333/66,667         * 
						
Newton D. Baker         0               0       196,667/33,333         *
						
Kimberly A. Bollinger   0               0         50,000/0             *

Marc D. Baines          0               0         33,333/16,667        *

<FN>
*  Access Common Stock is not traded actively; therefore, there was no						
   established market value at April 30, 1998 and the value of the Options/SARs was not 
   quantifiable.

</TABLE>

        (b)  COMPENSATION OF DIRECTORS.  Each non-employee director
receives an annual fee of $6,000.  Any such person who is the Chairman, any 
member of the Audit Committee, or a director who resides outside the 
metropolitan Cincinnati area receives an additional $2,000 annually for each 
position held. In addition, each such director is reimbursed for expenses 
incurred in connection with his attendance at any Board or Committee meeting.  
(Mr. Hardie is compensated on the same basis as the other non-employee 
directors.)  Directors may be granted options under one of the Company's Stock 
Option plans; however, no options were granted in fiscal 1998.  



Retention Agreements:

	On August 24, 1994, the Company entered into Executive Retention 
Agreements with each of Mr. Watkins and Mr. Baker.  These Agreements provide 
if during the six months preceding or the 24 months following a Change in 
Control (as defined therein), Mr. Watkins' or Mr. Baker's employment is 
terminated by the Company (other than for Cause or Disability) or by such 
executive officer for Good Reason, such executive officer shall be entitled to 
a severence payment equal to twice his highest annual salary in the last five 
years, continued insurance coverage and up to $25,000 for outplacement 
services.  Change of Control is defined to include a merger or other business 
combination after which the existing shareholders of the Company have less 
than 50% of the voting power, the sale of all or substantially all of the 
assets of the Company, the acquisition by, or commencement of a tender offer 
by any person other than Oce or Prudential, of or for 20% of the Company's 
voting power, or a change in the majority of the Board of Directors without 
approval of the existing directors.  Good Reason includes an adverse change in 
salary, authority or benefits. The Executive Retention Agreements have been 
assigned to and assumed by Systems.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

	The following table sets forth, as of June 5, 1998, the beneficial 
ownership of the Company's Common Stock by (l) each person known to the 
Company to own more than 5% of the outstanding shares of Common Stock, (2) 
each Director, nominee for Director, and named Executive Officer individually, 
and (3) all Directors, nominees for Director, and Officers as a group.  The 
information in the table has been in part received from the persons listed and 
in part taken from the records of the Company.

	Beneficial ownership of Common Stock of the Company has been
determined for this purpose in accordance with Rule 13d-3 of the Securities 
and Exchange Commission ("SEC"), under which a person is deemed to be the 
beneficial owner of Common Stock if he has or shares voting power or 
investment power in respect of such Common Stock or has the right to acquire 
such ownership within 60 days.  Accordingly, the amounts shown on the table 
represent beneficial ownership for the purposes of compliance with SEC 
reporting requirements, and do not necessarily bear on the economic incidents 
of ownership of Common Stock.


                                Amount & Nature 
Name and, with                  of Beneficial
 Respect to 5%                    Ownership 
 Ownership,                                             Percent of
 Address                        Direct    Indirect      Common Stock            
_______________                _______   ________      _____________

Oce N.V. (1)                          100 2,180,854          44.82%
  St. Urbanusweg 43
  5900 MA Venlo
  The Netherlands

Kent P. Friel,                  2,180,854     --             44.82%
Dennis J. Sullivan, Jr.,
John W. Weil, and
Scott D. Watkins as
Voting Trustees (1)(2)

James M. Anderson                  23,700     --               .49%

Newton D. Baker (2)(3)            987,437     --             19.51%

Kimberly A. Bollinger              52,000     --              1.06%

Marc D. Baines                     33,333     --               .68%

Kent P. Friel (4)                  10,742     --               .22%

James H. Hardie (5)                 --        --                --

Robert J. Kalthoff                133,564    58,181           3.94%

Dennis J.Sullivan,Jr. (4)          20,100     --               .41%

Scott D. Watkins (2)(3)(4)      1,121,543     --             21.66%

John W. Weil (4)                   15,000     --               .31%

All directors and               2,397,419    58,181          44.98% 
officers as a group
(11 persons)(2)(3)(4)


	(1)	On April 27, 1992, Oce entered into the Voting Trust Agreement 
appointing Kent P. Friel, Dennis J. Sullivan, Jr., John W. Weil, and Scott D. 
Watkins (the "Voting Trustees") as voting trustees for 2,180,854 shares.  
The Voting Trustees vote on  matters relating to the election of directors, 
including setting the number of directors, in their discretion, except that 
the Voting Trustees must vote for up to two nominees for director designated 
by Oce in its discretion.  Oce retains the right to obtain the Voting 
Trustees' proxy as to the voting of such shares with respect to all issues not 
related to the election of directors.  (See "Certain Transactions-Agreements 
with Oce".)  Oce retains the right to dispose of such shares, subject to 
certain restrictions in the Note Purchase Agreement.  As a result of these 
arrangements, Oce and the Voting Trustees share beneficial ownership of such 
shares.

		The Voting Trust created under the Voting Trust Agreement has a 
term of 10 years, and Oce has agreed to renew it for an additional term of 10 
years.  The Voting Trust will terminate upon the sale of the shares of Common 
Stock subject thereto, but only with respect to those so sold and subject to 
the provison that Oce may not sell more than 50% of its shares without consent 
of the Company, the closing of any underwritten public offering of Common 
Stock as a result of which not less than $10 million in aggregate sales price 
to the public of Common Stock shall have been sold in such offering plus any 
previously underwritten public offering or the acquisition by any person of 
more shares of Common Stock than are held by Oce.  Oce can also terminate the 
Voting Trust by notice given at any time after October 3, 1995, but if Oce 
does so, it may be required to make a tender offer on specified terms for all 
shares of Common Stock following the fiscal year in which the anniversary of 
the giving of notice occurs.

		Mr. Watkins is President and Chief Executive Officer of the 
Company.  Mr. Friel is Chairman of the Board of Directors of the Company but 
is not an employee of the Company.  Messrs. Sullivan and Weil are also non-
employee directors of the Company.  The Voting Trustees have no current 
intention to change the composition of the Board of Directors of the Company.

		Except as set forth above, there are no arrangements or
understandings among Oce and the Voting Trustees with respect to the election 
of directors or other matters.

	(2)	The address of the Voting Trustees, Mr. Baker and Mr. Watkins is:
Access Corporation, 4350 Glendale-Milford Road, Suite 250, Cincinnati, Ohio 
45242. 

        (3)     Includes 593,333 shares which all Directors and Officers as a
group have the right to acquire upon the exercise of immediately exercisable
stock options, including 313,333 exercisable by Mr. Watkins, 196,667
exercisable by Mr. Baker, 50,000 exercisable by Ms. Bollinger, and 33,333
exercisable by Mr. Baines.

	(4)  	 Does not include shares held by the Voting Trustees in their 
capacity as such.

	(5)  	 Does not include shares held by Oce.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

(a)  At April 30, 1998, Oce held 10,000 shares of 7% Class One
Preferred Stock 2,500  shares of 9% Class One Preferred Stock, and 2,500 
shares of variable rate Class One Preferred Stock.

	Annual dividends on the Preferred Stock for any fiscal year are 
cumulative to the extent of 50% of the Company's net after-tax earnings, as 
defined, for such year.  At April 30, 1997, no Preferred Stock dividends were 
accrued.  Annually, beginning in 1995, the Company is required to redeem the 
Preferred Stock at a price of $100 per share plus accumulated dividends in an 
amount equal to a specified portion of after-tax earnings, as defined. Unless 
dividends on the Preferred Stock are current, the Company may not declare a 
dividend on, or repurchase any of, the Common Stock.  Under the Note Purchase 
Agreement, Oce agreed to limitations on the voting and transfer of its stock 
(including the transfer of such stock to a voting trust, the trustees of which 
are four of the Company's directors) and Oce was released from its obligation 
under certain circumstances to make a tender offer for the Company's common 
stock.  As of April 30, 1998, the Company had authorized and issued a total of 
15,000 shares of Class One Preferred Stock.  The Company was not required to 
and did not redeem any Class One Preferred Stock in fiscal 1998.

		Pursuant to the Note Purchase Agreement, upon the conversion of 
the Class B Stock into Common Stock on April 27, 1992, Oce, the Company and 
four directors elected by the holders of Common Stock, entered into the Voting 
Trust Agreement.  2,180,854 shares of Common Stock held by Oce were 
transferred to Kent P. Friel, Scott D. Watkins, John W. Weil, and Dennis J. 
Sullivan, Jr., as Voting Trustees, by Oce.  This Agreement is irrevocable for 
a period of ten years, except for certain circumstances.  (See Item 12.)

                Pursuant to the Company's Plan of Liquidation and Complete 
Dissolution, all of Oce's equity interest in the Company has been redeemed in 
exchange for a payment of $1,500,000 plus accrued dividends, if any.

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K

        (a)  (2)  Exhibits:  Refer to EXHIBIT INDEX on page X-l of
this Annual Report on Form 10-K.

	(b)  Reports on Form 8-K:  None.

SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED 
PURSUANT TO SECTION 15(D)
				NONE


                                SIGNATURES

	Pursuant to the requirements of the Section 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed 
on its behalf by the undersigned, there unto duly authorized, as of the 24th 
day of July, 1998.

                                ACCESS CORPORATION

		
                                SCOTT D. WATKINS
                           	_________________________________ 		
                                Scott D. Watkins
                                President & Chief Executive Officer








	Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf 
of the registrant and in the capacities indicated as of the 24th day of 
July, 1998.


SCOTT D. WATKINS                President & Chief Executive Officer
____________________________ 
Scott D. Watkins				

NEWTON D. BAKER                 Executive Vice President
____________________________    and Treasurer (Principal
                                Financial and Accounting                 
Newton D. Baker                 Officer), Director  
 
___________________             Chairman of the Board
Kent P. Friel
 
/s/ James H. Hardie*            Director
____________________
James H. Hardie
/s/ Robert J. Kalthoff*         Director
____________________
Robert J. Kalthoff
/s/ John W. Weil*               Director
____________________
John W. Weil
/s/ Dennis J. Sullivan, Jr.*	 Director
____________________
Dennis J. Sullivan, Jr.
* Pursuant to Power of Attorney

NEWTON D. BAKER
_____________________ 
 Newton D. Baker
 Attorney-In-Fact