Quarterly Report under Section 13 or 15(d) of the Securities
Exchange Act of 1934.

For the quarterly period ended:  March 31, 1997               

Commission file number:  33-15682-LA                        

Exact name of small business issuer as specified in its charter:
Systems West, Inc.

State or other jurisdiction of incorporation or organization:
Colorado

IRS Employer Identification No.:  94-3026545            

Address of principal executive offices:
3239 Imjin Road, Marina, CA 93933
                                    
Issuer's telephone number:  (408) 582-1050

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  Yes   X  

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date:
May 1, 1997:    1,066,237               

This Form 10-QSB is not covered by an accountant's report

                         Page 1 of 10
<PAGE>
INDEX
PART I.   FINANCIAL INFORMATION
Item 1.   Financial Statements
            Balance Sheets
              March 31, 1997 (unaudited)
              and June 30, 1996                        Page 3
            Statements of Operations
              Three months and nine months ended
              March 31, 1997 and 1996 (unaudited)      Page 5
            Statements of Cash Flows
              Nine months ended March 31,
              1997 and 1996 (unaudited)                Page 6
            Notes to Financial Statements
              (unaudited)                              Page 8
Item 2.   Management's Discussion and Analysis
          of Financial Condition and Results of
          Operations                                   Page 9
PART II.  OTHER INFORMATION                            Page 10
SIGNATURES                                             Page 10

EXHIBITS:  Exhibit 27 - Financial Data Schedule

                         Page 2 of 10
<PAGE>
<TABLE>
<CAPTION>
                           BALANCE SHEETS

                               ASSETS

                                      March 31,        June 30,
                                        1997             1996
                                     (unaudited)
                           ______________________________________
<S>                                     <C>             <C>
CURRENT ASSETS
  Cash                                   83,715         128,199
  Receivables, net of allowance for
    doubtful accounts                    33,072         134,621
  Inventory
    Costs & estimated earnings on
      long-term contracts                23,000          54,301
    Work-in-process                       9,502          14,178
    Computer parts                       93,425          63,958
  Prepaid expenses                        6,169           4,398
                                        _______         _______
        Total current assets            248,883         399,655 

FURNITURE AND EQUIPMENT, net of
  $62,448 and $56,707 of
  accumulated depreciation               22,724          20,662 

PROTOTYPE EQUIPMENT, net of
  $99,318 and $83,946 of
  accumulated depreciation               45,156          45,708

Deposits                                  4,474           4,474
                                        _______         _______
                                        321,327         470,499

                         Page 3 of 10
<PAGE>

<CAPTION>
                         BALANCE SHEETS (CONTINUED)
                   LIABILITIES AND STOCKHOLDERS' EQUITY

                                        March 31,       June 30,
                                          1997           1996
                                       (unaudited)
                                ________________________________

CURRENT LIABILITIES
  Deposits                                   80              --
  Note payable                           35,709              --
  Accounts Payable                       46,667          69,252
  Accrued Liabilities                    67,865          90,530
  Payables - officers/directors         140,441         140,663
  Current portion of capitalized
    lease obligation                      9,045           8,701
  Deferred Revenue/LT Contracts              --           6,020
                                        _______         _______
    Total current liabilities           299,807         315,166 

Capitalized lease obligation              4,644           7,567 

STOCKHOLDERS' EQUITY
  Preferred stock, $.01 par value;
    1,000,000 shares authorized,
    Series A, 812.5 shares issued
    and outstanding (liquidation
    preference of $32,500)                    8               8
  Common stock, no par value;
    5,000,000 shares authorized,
    1,066,237 shares issued and
    outstanding                       1,703,416       1,703,746
  Additional paid-in capital            160,435         160,435
  Accumulated deficit                (1,847,073)     (1,716,423)
                                      _________       _________
    Total stockholders' equity           16,786         147,766
                                      _________       _________
                                        321,237         470,499
<FN>
See accompanying notes to financial statements.
</FN>
</TABLE>

                         Page 4 of 10
<PAGE>
<TABLE>
<CAPTION>
                         STATEMENTS OF OPERATIONS
                                (unaudited)



                         Three Months Ended   Nine Months Ended
                               March 31            March 31
                          1997       1996      1997       1996
                      ___________________________________________
                      <C>        <C>        <C>        <C>

Revenues
  Sales                 139,065    279,702    577,320  1,043,575

Costs and expenses
  Cost of sales         120,023    137,286    275,919    473,882
  Marketing              68,964     53,428    195,009    159,999
  Research and
    development          11,025      9,914     33,234     21,347
  General and
    administrative       69,351     65,108    203,808    207,001
                        _______    _______    _______    _______
                        269,363    265,736    707,970    862,229

Net income (loss)      (130,298)    13,966   (130,650)   181,346 

Net income (loss)
  per common share         (.12)      .013       (.12)      .017
               
Weighted average
  common shares       1,066,237  1,066,749  1,066,237  1,066,749

<FN>
See accompanying notes to financial statements.
</FN>
</TABLE>

                         Page 5 of 10
<PAGE>
<TABLE>
<CAPTION>
                  STATEMENTS OF CASH FLOWS (unaudited)

                                       Nine Months Ended March 31
                                            1997          1996
                                     ____________________________
<S>                                        <C>         <C>
Cash flows from operating activities:
  Net income <loss>                        (130,650)    181,346 
  Adjustments to reconcile net income
    to net cash provided by (used in)
    operating activities:                 
      Depreciation and amortization          21,113      14,213
      (Increase) decrease in receivables    101,549     204,896 
      (Increase) decrease in costs and
        estimated earnings on long-term
        contracts                           (23,000)   (111,319)
      (Increase) decrease in inventories     29,510     (33,977)
      (Increase) decrease in prepaid
        expenses/deposits                    (1,771)      5,023 
      Increase (decrease) in accounts
        payable                             (22,585)     38,973 
      Increase (decrease) in accrued
        liabilities and customer deposits   (22,585)    (57,688)
      Increase (decrease) in payables--
        officers/directors                     (222)       (117)
      Increase (decrease) in deferred
        revenue                              (6,020)    (10,710)
                                            ________    ________
           Net cash provided by (used in)
           operating activities             (54,661)    230,640
                                            ________    ________
Cash flows from investing activities
  Acquisition of furniture & equipment           --       1,439
  Acquisition of prototype equipment        (22,623)    (21,521)
                                            ________    ________
           Net cash used in investing
           activities                       (22,623)    (20,082)
                                            ________    ________
    
Cash flows from financing activities
  Proceeds from line of credit               35,709          --
  Payments on line of credit                     --    (130,000)
  Payments on capital lease                  (2,579)      8,810
  Common Stock Buyback                         (330)         --
                                           _________   _________
           Net cash used in financing
           activities:                       32,800    (121,190)
                                           _________   _________

                         Page 6 of 10
<PAGE>


Net increase (decrease) in cash and
  cash equivalents                          (44,484)     89,368  

Cash and cash equivalents at beginning
  of period                                 128,199       3,215
                                            _______     _______ 

Cash and cash equivalents at end of
  period                                     83,715      92,583
                                            _______     _______
Supplemental disclosures of cash flow
  information
Cash paid during the period for
  interest                                    1,959       7,340 
                                            _______     _______
<FN>
See accompanying notes to financial statements.
</FN>
</TABLE>

                         Page 7 of 10
<PAGE>


                       NOTES TO FINANCIAL STATEMENTS


1.   BASIS OF PRESENTATION

The accompanying financial statements have been prepared by
the Company without audit.  In the opinion of management, the
accompanying unaudited financial statements contain all
adjustments (consisting of only normal recurring accruals)
necessary for a fair presentation of the Company's financial
position as at March 31, 1997 and 1996 and the results of its
operations, changes in its stockholders' equity and cash flows
for the respective periods then ended. Management has elected to
omit certain disclosure required by generally accepted accounting
principles.  The Company's Form 10-KSB for fiscal year ended June
30, 1996 includes audited financial statements as of June 30,
1996 and 1995, complete with the auditors' report and footnotes
to the financial statements, and should be read in conjunction
with this Form 10-QSB.

2.  STOCKHOLDERS' EQUITY

On May 25, 1993, the Company's shareholders approved a 1 for 400
reverse split of the Company's common stock and preferred stock,
and increased the authorized capital stock of the Company to
5,000,000 shares of no par value common stock and 1,000,000
shares of $.01 par value preferred stock.  Retroactive effect has
been given to all share and per share data in the accompanying
financial statements.

The Series A preferred stock has a $40.00 per share liquidation
preference and is convertible to common stock on an eighteen for
one basis at the option of the holders.  The preferred stock may
be redeemed at any time at $40.00 per share, at the election of
the Board of Directors of the Company.

The Company has authorized but unissued shares of preferred stock
which may be issued in such series and preferences as determined
by the Board of Directors.

The Company completed a limited common stock buyback program
during fiscal quarter three 1997, repurchasing 512 shares from
shareholders.

                         Page 8 of 10
<PAGE>


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

RESULTS OF OPERATIONS

Systems West, Inc. posted a net (loss) of $(130,298) on gross
sales of $139,065, placing the Company in a net loss position for
the year.  The loss position resulted from the unanticipated
cancellation of a government contract extension due to lack of
budget, and our continued strong investment into marketing and
new product development.

As of March 31, 1997, the Company had a backlog of $283,000, most
of which is deliverable in the fourth quarter.  Based on present
expectations, management expects revenues approximating $800,000
for the year and a pretax loss approaching $150,000.

The Company continues to be constrained by insufficient working
capital to support effective levels of production and sales
activity.  Current working capital is supplemented by export
loans guaranteed by the California Export Finance Office on
international business.

Additional investors and/or partners are being solicited actively
to enable the Company to capitalize on the significant worldwide
opportunities available with the current products.

FINANCIAL CONDITION

At March 31, 1997, the Company had a working capital (deficit) of
$(50,924) as compared to a working capital surplus at March 31,
1996 of $33,227.

Currently, Systems West, Inc. has made limited use of its
extended line of credit guaranteed by the California Export
Finance Office and will continue to do so in quarter four 1997.
This directed line of credit along with the Company's limited
working capital supports Systems West's short term working
capital requirements.


                         Page 9 of 10
<PAGE>

PART II. OTHER INFORMATION

No information is included in answer to Items 1, 2, 3, 4, 5, or 6
under Part II as the Items are either not applicable or, if
applicable, the answer is negative.


                                SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.

                                  SYSTEMS WEST, INC.
                                     (Registrant)


                      3/13/97     Kenneth W. Ruggles
                      (Date)          (Signature)

                      3/13/97     Douglas S. Timms
                      (Date)          (Signature)


                         Page 10 of 10