UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
                                     FORM 10-Q/A           (Mark One)
          (X)       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)            
                        OF THE SECURITIES EXCHANGE ACT OF 1934

             For the quarterly period ended October 5, 1996

                                         OR

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

          For the transition period from              to

          Commission file number 0-20022

                          POMEROY COMPUTER RESOURCES, INC.
               (Exact name of registrant as specified in its charter)

          DELAWARE                                     31-1227808
          (State or jurisdiction of incorporation     (I.R.S. Employer
            or organization)                           Identification No.)

                        1020 Petersburg Road  Hebron, KY 41048
                      (Address of principal executive offices)

                                   (606) 586-0600
                (Registrant's telephone number, including area code)

             Indicate by check  mark whether the  registrant (1)  has filed
          all reports required to  be filed by Section  13 or 15(d) of  the
          Securities Exchange Act  of 1934 during  the preceding 12  months
          (or for such shorter period that  the registrant was required  to
          file such reports), and (2) has been subject to such requirements
          for the past 90 days.

          YES ___X___NO___

          The number of shares of common stock outstanding as of December
          27, 1996 was 6,468,518.
<PAGE>
 
                          POMEROY COMPUTER RESOURCES, INC.

                                  TABLE OF CONTENTS

          Part I.     Financial Information                         Page

                      Item 2.           Management's Discussion       1
                                        and Analysis of Financial
                                        Condition and Results of
                                        Operations

          
          SIGNATURE                                                   3
<PAGE>

                          POMEROY COMPUTER RESOURCES, INC.
                       MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                    FINANCIAL CONDITION AND RESULTS OF OPERATIONS

          Total Net Sales and Revenues

          Total net sales and revenues  increased $28.0 million, or  43.1%,
          to $93.0 million in the third quarter of 1996 from $65.0  million
          in the third quarter of 1995.  This increase was attributable  to
          the acquisition of  The Computer  Supply Store,  Inc. (  TCSS  ),
          and  increased  sales  to  existing  and  new  customers.   After
          eliminating (i) fiscal 1995  revenues relating to the  Kingsport,
          Tennessee branch which  was closed  in September  1995, and  P&G,
          which ceased to purchase products  and services from the  Company
          in  September  1995  and  (ii)  fiscal  1996  revenues  from  the
          acquisition of TCSS which was acquired  in March 1996, total  net
          sales and  revenues  increased  22.0%. Sales  of  equipment  and
          supplies increased $26.1 million, or  43.6%, to $85.8 million  in
          the third quarter of 1996 from $59.7 million in the third quarter
          of 1995.  On a  comparable basis,  as described  above, sales  of
          equipment  and  supplies  increased  20.4%.  Service 
          revenues increased $2.0 million, or 37.1%, to $7.2 million in the
          third quarter of 1996 from $5.2  million in the third quarter  of
          1995. On  a comparable  basis, as  described above,  service
          revenues increased 39.3%.

          Total net sales and revenues increased $62.6 million, or 36.5% to
          $234.0 million  in the  first nine  months  of 1996  from  $171.5
          million in the  first nine  months of  1995.   This increase  was
          attributable to the  acquisition of TCSS  and increased sales  to
          existing and new customers. On a comparable  basis, as described
          above, total net  sales and  revenues increased  25.2%. Sales  of
          equipment and  supplies increased  $56.7  million, or  36.0%,  to
          $214.1 million  in the  first nine  months  of 1996  from  $157.4
          million in the first nine  months of 1995. After elimination  of
          the revenues  described above,  sales of  equipment and  supplies
          increased  22.9%.  Service revenues  increased  $5.9
          million, or 42.1%, to $19.9 million  in the first nine months  of
          1996 from $14.0 million in the  first nine months of 1995.  After
          elimination of the  revenues described above,  service
          revenues increased 50.2%.

          Gross Profit

          Gross profit margin was 15.8% in the  third
          quarter of 1996 compared to 13.5% in the third quarter of  1995.
          This increase  was  attributable  to a  lesser  number  of  lower
          margin, high volume equipment rollouts, larger vendor rebates and
          the increase in the margin for service revenues. In the
          third quarter of 1995, the lower  margin was due to strong  price
          competition and large volume equipment rollouts that  contributed
          significantly to lowering gross profit as a percentage of  sales.
          Provided there are no  changes in rebate  programs, the level  of
          vendor rebates is expected to continue into the fourth quarter as
          volume purchases with major manufacturers continue to increase.

          Gross profit margin was 15.9% in the first nine
          months of 1996  compared to  14.2% in  the first  nine months  of
          1995. This  increase  was attributable  to  the same  factors  as
          described above.

          Operating Expenses

          Selling, general  and  administrative  expenses  expressed  as  a
          percentage of total net sales and revenues increased to 9.4%  and
          10.0% for  the  third quarter  and  first nine  months  of  1996,
          respectively, from 9.2% and 9.6% in  the third quarter and  first
          nine months  of 1995,  respectively. This  increase is  primarily
          attributable to the addition of  technical personnel as a  result
          of the growth of the Company's service business. As the personnel
          reach full  productivity, their  cost as  a percent  of  services
          revenues should decrease. In addition, market development  funds,
          which reduce selling, general  and administrative expenses,  have
          declined during the third quarter and  first nine months of  1996
          as a percentage of  total net sales and  revenues primarily as  a
          result of  vendors shifting  funds  to rebates.  Total  operating
          expenses expressed  as  a percentage  of   total  net  sales  and
          revenues increased to 10.5%  and 11.1% in  the third quarter  and
          first nine months of 1996, respectively,  from 9.9% and 10.4%  in
          the third quarter  and first nine  months of 1995,  respectively,
          due to the reduction of market development funds, the increase in
          depreciation related  to the  new headquarters  and  distribution
          facilities  and   amortization  of   goodwill  related   to   the
          acquisition of TCSS.

          Income from Operations

          Income from operations increased $2.6 million, or 109.7%, to $4.9
          million in the  third quarter of  1996 from $2.3  million in  the
          third quarter of 1995.  The Company's operating margin  increased
          to 5.3% in the third quarter of 1996 as compared to 3.6% in  1995
          because the  increase  in  gross  margin  more  than  offset  the
          increase in operating expenses  as a percent  of total net  sales
          and revenues.

          Income from operations increased $4.5 million, or 68.3%, to $11.1
          million in the first nine months of 1996 from $6.6 million in the
          first nine  months  of  1995.   The  Company's  operating  margin
          increased to 4.8% in the first  nine months of 1996 from 3.9%  in
          the first  nine months  of 1995  because  the increase  in  gross
          margin more than offset the increase  in operating expenses as  a
          percentage of net sales and revenues.

          Interest Expense

          Interest expense was $0.5 million and  $1.6 million in the  third
          quarter and  first nine  months of  1996, respectively,  compared
          to $0.5 million   and  $1.5 million  in the  third quarter  and
          first nine months of 1995, respectively.

          Income Taxes

          The Company's effective tax rate was  40.6% in the third  quarter
          of 1996 compared  to 40.4%  in the third  quarter of   1995.  The
          Company's effective tax rate was 40.6%  in the first nine  months
          of 1996 compared to 40.5% in the first nine months of 1995.
          
          Litigation Settlement and Related Costs

          On April 29,  1996, the  Company agreed  to a  settlement of  the
          litigation with  Vanstar  Corporation.  The settlement  of  $3.3
          million consisted of a payment made by the Company to Vanstar  of
          $1.65 million in cash and a $1.65 million note which was paid  on
          August 27,  1996.   The settlement  agreement also  provided  for
          mutual forgiveness of any  and all claims  or obligations of  the
          parties, resulting in a write-off of $0.5 million of  receivables
          from Vanstar and  additional expenses of  $0.5 million for  costs
          related to the litigation.

          Net Income

          Net income increased $1.5 million, or 140.7%, to $2.6 million  in
          the third quarter of 1996 from $1.1 million in the third  quarter
          of 1995 due to the factors described above. Net income  increased
          $0.1 million, or 2.3%, to $3.1  million in the first nine  months
          of 1996 from $3.0 million in the first nine months of 1995 due to
          the factors described above. Excluding the impact of the  Vanstar
          settlement, net income  in the first  nine months  of 1996  would
          have been $5.7 million, an increase of 90.0% over the  comparable
          period in 1995.

          Liquidity and Capital Resources

          Cash used in operating activities was  $5.5 million in the  first
          nine months of  1996. Cash used  in investing activities included
          $4.5 million  for  acquisitions  and  $2.8  million  for  capital
          expenditures. Cash  provided  by  financing  activities  included
          $17.9 million of net  proceeds from the  issuance of 1.4  million
          shares of  common stock in July 1996 and $1.3  million from  the
          exercise  of stock options  less  $1.1 million  of  repayments on
          bank  notes payable, $2.3 million of repayments on various notes 
          payable  and $0.3 million for the redemption of warrants.

          During the second quarter  of 1996 the line  of credit under  the
          bank loan agreement was increased   to $25 million through  April
          30, 1997.

          It is expected that available credit under the Company's  lending
          arrangements  along  with  internally  generated  funds  will  be
          sufficient to finance its near-term growth.

          On August  2,  1996, the  Company  acquired certain  assets  of  a
          network service provider located in  Birmingham, AL, for 
          approximately  $0.5 million. This acquisition enabled the Company
          to expand the operations of its existing branch office in Birmingham.
          On October 11, 1996, the Company acquired certain assets of 
          Communications  Technology,  Inc.,  d/b/a  DILAN
          ( DILAN ), a privately held network integrator headquartered in
          Hickory, North  Carolina. The  purchase price  consisted of  $2.6
          million in cash, a $1.1 million note and the assumption of $5.5 
          million of liabilities. The  cash  used to  acquire  DILAN was  
          provided  by short-term borrowings  through  the  Company's
          revolving  credit agreement.

          The Company regularly  evaluates various expansion  opportunities
          including the acquisition of  resellers or related businesses  in
          growing market  areas  and  service and  support  companies  that
          complement its ongoing operations.

                                       SIGNATURE

            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.

                                        POMEROY COMPUTER RESOURCES, INC.
                                                    (Registrant)

            Date: January 6, 1997       By: /s/  Edwin S. Weinstein
                                        Edwin S. Weinstein,
                                        Chief Financial Officer
                                        (Principal Financial and
                                        Accounting Officer)