UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                  FORM 10-Q

(Mark One)
  /X/  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
       SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 28, 1997, OR

  / /  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
       SECURITIES EXCHANGE ACT OF 1934
For the transition period ended ____________________ or _____________________

Commission File Number 0-15323

                     NETWORK EQUIPMENT TECHNOLOGIES, INC.
                     ------------------------------------
            (Exact name of registrant as specified in its charter)


             Delaware                                   94-2904044
     ------------------------                        ----------------
  (State or other jurisdiction                       (I.R.S. Employer
       of incorporation or                        Identification Number)
         organization)

                              800 Saginaw Drive
                           Redwood City, CA  94063
                               (650) 366-4400
           ----------------------------------------------------
            (Address, including zip code, and telephone number
                   including area code, of registrant's
                        principal executive offices)


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

                              Yes   X    No    
                                  -----     -----

     The number of shares outstanding of the registrant's Common Stock, $.01 
par value, on September 28, 1997 was 21,288,020.
					
==============================================================================
This document consists of 15 pages of which this is page 1.


<PAGE 2>

                     NETWORK EQUIPMENT TECHNOLOGIES, INC.


                                    INDEX

                                                                         Page
                                                                        Number
                                                                        ------

PART I.       FINANCIAL INFORMATION

   Item 1.    Consolidated Financial Statements

              Condensed Consolidated Balance Sheets -
              September 28, 1997 and March 31, 1997 .....................   3

              Condensed Consolidated Statements of Income - Quarter and 
              Six Months ended September 28, 1997 and September 29, 1996.   4

              Condensed Consolidated Statements of Cash Flows - Six
              Months Ended September 28, 1997 and September 29, 1996 ....   5

              Notes to Condensed Consolidated Financial Statements ......   6

   Item 2.    Management's Discussion and Analysis of
              Results of Operations and Financial Condition .............   8

PART II.      OTHER INFORMATION

   Item 4.    Submission of Matters to a Vote of Security Holders .......  13

   Item 5.    Other Information .........................................  13

   Item 6.    Exhibits and Reports on Form 8-K ..........................  13

SIGNATURE     ...........................................................  14

EXHIBIT 11.1  Computation of Primary and Fully Diluted
              Earnings Per Share ........................................  15


<Page 3>

                     NETWORK EQUIPMENT TECHNOLOGIES, INC.
                    Condensed Consolidated Balance Sheets
                           (dollars in thousands)

<TABLE>
<CAPTION>
                                                                September 28,     March 31,
                                                                     1997           1997
                                                                   --------       --------
                                                                 (unaudited)
<S>                                                                <C>            <C>
Assets  
Current assets:
     Cash and cash equivalents                                     $ 51,310       $ 39,141
     Temporary cash investments                                      96,571         99,581
     Accounts receivable, net of allowances of $3,485 at
        September 28 and $3,910 at March 31                          79,005         82,986
     Inventories                                                     21,847         22,662
     Deferred income taxes                                            7,418          7,418
     Prepaid expenses and other assets                                7,754          6,679
                                                                   --------       --------
          Total current assets                                      263,905        258,467
Property and equipment, net                                          33,053         30,009
Software production costs, net                                        5,704          4,616
Other assets                                                         10,728          8,561
                                                                   --------       --------
                                                                   $313,390       $301,653
                                                                   ========       ========

Liabilities and Stockholders' Equity
Current liabilities:
     Accounts payable                                              $ 18,945       $ 23,758
     Accrued liabilities                                             40,661         39,174
                                                                   --------       --------
          Total current liabilities                                  59,606         62,932
7-1/4% convertible subordinated debentures                           25,821         25,821
Stockholders' equity:
     Preferred stock, $.01 par value
          Authorized:   5,000,000 shares,
          Outstanding:  none                                            -              -
     Common stock, $.01 par value
          Authorized:   50,000,000 shares	
          Outstanding:  21,288,000 shares at September 28 and 
                        21,049,000 shares at March 31                   213            210
     Additional paid-in capital                                     174,916        172,038
     Treasury stock                                                  (1,851)        (2,545)
     Net unrealized gain (loss) on available-for-sale securities        190            (56)
     Accumulated translation adjustment                                (662)          (490)
     Retained earnings                                               55,157         43,743
                                                                   --------       --------
          Total stockholders' equity                                227,963        212,900
                                                                   --------       --------
                                                                   $313,390       $301,653
                                                                   ========       ========

</TABLE>

See Notes to Condensed Consolidated Financial Statements.


<Page 4>

                       NETWORK EQUIPMENT TECHNOLOGIES, INC.
                   Condensed Consolidated Statements of Income
               (in thousands, except per share amounts - unaudited)

<TABLE>
<CAPTION>
                                                    Quarter Ended           Six Months Ended
                                                Sept. 28,   Sept. 29,     Sept. 28,   Sept. 29,
                                                   1997        1996          1997        1996
                                                --------    --------      --------    --------
<S>                                             <C>         <C>           <C>         <C> 
Revenue:
     Product revenue                            $ 50,049    $ 51,012      $103,566    $101,735
     Service and other revenue                    27,798      27,386        54,254      53,132
                                                --------    --------      --------    --------
          Total revenue                           77,847      78,398       157,820     154,867
                                                --------    --------      --------    --------

Cost of sales:
     Cost of product revenue                      19,363      22,324        39,791      43,099
     Cost of service and other revenue            16,466      18,249        33,536      34,570
                                                --------    --------      --------    --------
          Total cost of sales                     35,829      40,573        73,327      77,669
                                                --------    --------      --------    --------

Gross margin                                      42,018      37,825        84,493      77,198

Operating expenses:
     Sales and marketing                          20,704      17,917        42,910      37,217
     Research and development                     10,760       9,931        20,911      20,378
     General and administrative                    2,959       2,586         5,743       5,659
                                                --------    --------      --------    --------
          Total operating expenses                34,423      30,434        69,564      63,254
                                                --------    --------      --------    --------

Income from operations                             7,595       7,391        14,929      13,944

Other income (expense):
     Interest income                               1,522       1,559         3,145       2,998
     Interest expense                               (449)       (609)         (925)     (1,242)
     Other                                          (198)        (42)         (363)       (179)
                                                --------    --------      --------    --------

Income before income taxes                         8,470       8,299        16,786      15,521

Income tax provision                               2,711       3,154         5,372       5,898
                                                --------    --------      --------    --------

Income before extraordinary gain                   5,759       5,145        11,414       9,623

Extraordinary gain on repurchase of debentures       -           444           -           444
                                                --------    --------      --------    --------

Net income                                      $  5,759    $  5,589      $ 11,414    $ 10,067
                                                ========    ========      ========    ========

Primary and fully diluted earnings per share: 
     Income before extraordinary gain           $    .26    $    .24      $    .52    $    .45
                                                ========    ========      ========    ========
     Net income                                 $    .26    $    .26      $    .52    $    .47
                                                ========    ========      ========    ========

Shares used in per share computation:
     Primary                                      22,208      21,295        21,980      21,451
                                                ========    ========      ========    ========
     Fully diluted                                22,208      21,295        22,144      21,579
                                                ========    ========      ========    ========

</TABLE>

See Notes to Condensed Consolidated Financial Statements.


<Page 5>

                    NETWORK EQUIPMENT TECHNOLOGIES, INC.
               Condensed Consolidated Statements of Cash Flows
                        (in thousands - unaudited)

<TABLE>
<CAPTION>
                                                                          Six Months Ended
                                                                        Sept. 28,   Sept. 29,
                                                                           1997        1996
                                                                        --------    --------
<S>                                                                     <C>         <C>
Cash and Cash Equivalents at Beginning of Period                        $ 39,141    $ 52,319
Net Cash Flows from Operating Activities:
     Net income                                                           11,414      10,067
     Adjustments to reconcile net income to cash 
       provided by operations:
          Extraordinary credit--gain on repurchase of debentures             -          (444)
          Depreciation and amortization                                    9,149       8,397
          Restricted stock compensation                                      180         198
          Changes in assets and liabilities:
             Accounts receivable                                           3,665      (4,395)
             Inventories                                                     784       5,198
             Prepaid expenses and other assets                            (1,104)       (953)
             Accounts payable                                             (4,766)     (1,527)
             Accrued liabilities                                           2,264      (3,773)
                                                                        --------    --------
          Net cash provided by operations                                 21,586      12,768
                                                                        --------    --------

Cash Flows from Investing Activities:
     Purchases of temporary cash investments                             (47,277)    (71,639)
     Proceeds from maturities of temporary cash investments               50,533      60,243
     Purchases of property and equipment                                 (11,139)     (6,418)
     Additions to software production costs                               (2,216)     (1,376)
     Other                                                                (2,194)       (323)
                                                                        --------    --------
          Net cash used for investing activities                         (12,293)    (19,513)
                                                                        --------    --------

Cash Flows from Financing Activities:
     Sale of Common Stock                                                  2,759       2,564
     Purchase of Common Stock                                                -        (2,722)
     Repurchase of convertible subordinated debentures                       -        (3,869)
                                                                        --------    --------
          Net cash provided by (used for) financing activities             2,759      (4,027)
                                                                        --------    --------

Effect of exchange rate changes on cash                                      117         (84)
                                                                        --------    --------

               Net increase (decrease) in cash and cash equivalents       12,169     (10,856)
                                                                        --------    --------

Cash and Cash Equivalents at End of Period                              $ 51,310    $ 41,463
                                                                        ========    ========

Other Cash Flow Information:
     Cash paid during the period for:
          Interest                                                      $    943    $  1,347
          Income taxes                                                  $ 12,487    $  3,557
     Non-cash investing and financing activities:
          Income tax benefit arising from employee stock option plans   $    636    $  1,634

</TABLE>

See Notes to Condensed Consolidated Financial Statements.


<Page 6>

                    NETWORK EQUIPMENT TECHNOLOGIES, INC.
         Notes to Condensed Consolidated Financial Statements


1.   Basis of Presentation

     The consolidated financial statements include the accounts of the Company 
     and its subsidiaries.  Intercompany accounts and transactions have been 
     eliminated.

     In the opinion of management, the accompanying unaudited condensed 
     consolidated financial statements contain all adjustments (consisting 
     only of normal recurring adjustments) considered necessary to present 
     fairly the financial position as of September 28, 1997, and the results 
     of operations and cash flows for the quarter and six months ended 
     September 28, 1997 and September 29, 1996.  These financial statements 
     should be read in conjunction with the March 31, 1997 audited 
     consolidated financial statements and notes thereto.  The results of 
     operations for the six months ended September 28, 1997 are not 
     necessarily indicative of the results to be expected for the fiscal year 
     ending March 31, 1998.


2.   Inventories

     Inventories consist of (in thousands):

     <TABLE>
     <CAPTION>
                                   September 28,   March 31,
                                       1997          1997
                                     --------      --------
                                    (unaudited)
     <S>                             <C>           <C>
     Purchased components            $  5,019      $  6,710
     Work-in-process                   13,795        13,675
     Finished goods                     3,033         2,277
                                     --------      --------
                                     $ 21,847      $ 22,662
                                     ========      ========

     </TABLE>


3.   Earnings Per Share

     Net income per share has been computed based upon the weighted average 
     number of common and common equivalent shares outstanding during the 
     periods.  For primary earnings per share, common equivalent shares 
     consist of the incremental shares issuable upon the assumed exercise of 
     dilutive stock options.  For fully diluted earnings per share, common 
     equivalent shares also include, if dilutive, the effect of incremental 
     shares issuable upon the conversion of the 7-1/4% convertible 
     subordinated debentures, and net income is adjusted for the interest 
     expense (net of income taxes) related to the debentures.


4.   Recently Issued Accounting Standards

     In February 1997, the Financial Accounting Standards Board (FASB) issued 
     Statement of Financial Accounting Standards No. 128, "Earnings per Share" 
     (SFAS 128).  This standard replaces current earnings per share (EPS) 
     reporting requirements and requires a dual presentation of basic and 
     diluted EPS.  Basic EPS excludes dilution by dividing net income by the 
     weighted average of common shares outstanding for the period.  Diluted 
     EPS reflects the potential dilution that could occur if securities or 
     other contracts to issue common stock were exercised or converted into 
     common stock.

<Page 7>

     This standard will be effective for the Company beginning in the third 
     quarter of fiscal 1998 and will require restatement of prior periods.  If 
     SFAS 128 had been in effect during the current and prior year periods, 
     basic EPS would have been $.27 for both quarters ended September 28, 1997 
     and September 29, 1996, and would have been $.54 and $.48 for the 
     respective year-to-date periods.  Diluted EPS under SFAS 128 would have 
     remained the same as currently reported.

     In June 1997, the FASB adopted SFAS No. 130, "Reporting Comprehensive 
     Income", which requires that an enterprise report, by major components 
     and as a single total, the change in its net assets during the period 
     from nonowner sources; and SFAS No. 131, "Disclosures about Segments of 
     an Enterprise and Related Information", which establishes annual and 
     interim reporting standards for an enterprise's business segments and 
     related disclosures about its products, services, geographic areas, and 
     major customers.  Adoption of these statements will not impact the 
     Company's consolidated financial position, results of operations or cash 
     flows.  Both statements are effective for the Company beginning April 1, 
     1998, with earlier application permitted.


<Page 8)

                    MANAGEMENT'S DISCUSSION AND ANALYSIS
              OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION


This discussion and analysis should be read in conjunction with Management's 
Discussion and Analysis in the Company's 1997 Annual Report to Shareholders 
and Part I of the Company's Form 10-K for the fiscal year ended March 31, 
1997.


RESULTS OF OPERATIONS

The following table depicts selected data derived from the Company's 
Consolidated Statements of Income expressed as a percentage of revenue for the 
periods presented:

<TABLE>
<CAPTION>
                                              Quarter Ended        Six Months Ended
                                          Sept. 28,  Sept. 29,   Sept. 28,  Sept. 29,
Percent of Revenue                           1997       1996        1997       1996
-------------------------------------------------------------------------------------
<S>                                          <C>        <C>         <C>        <C>
Product revenue                               64.3       65.1        65.6       65.7
Service and other revenue                     35.7       34.9        34.4       34.3
                                             -----      -----       -----      -----
     Total revenue                           100.0      100.0       100.0      100.0
                                             -----      -----       -----      -----

Product gross margin                          61.3       56.2        61.6       57.6
Service and other revenue gross margin        40.8       33.4        38.2       34.9
                                             -----      -----       -----      -----
     Total gross margin                       54.0       48.2        53.5       49.8
                                             -----      -----       -----      -----

Sales and marketing                           26.6       22.8        27.2       24.0
Research and development                      13.8       12.7        13.2       13.1
General and administrative                     3.8        3.3         3.6        3.7
                                             -----      -----       -----      -----
     Total operating expenses                 44.2       38.8        44.0       40.8
                                             -----      -----       -----      -----

Income from operations                         9.8        9.4         9.5        9.0
                                             -----      -----       -----      -----

Net income                                     7.4        7.1         7.2        6.5
                                             =====      =====       =====      =====

</TABLE>

Revenue

Total revenue for the second quarter of fiscal 1998 decreased less than one 
percent from the second quarter of fiscal 1997, and increased 1.9% on a year-
to-date basis.  Similarly, product revenue for the second quarter of fiscal 
1998 decreased 1.9%, or $1.0 million, but increased on a year-to-date basis 
1.8%, or $1.8 million, from the comparable periods of the prior year.  A 
decrease in sales through the North American channel from the prior year 
negatively impacted both the quarter and year-to-date periods.  Partially 
offsetting this decline was an increase in product sales through the U.S. 
federal channel for both periods and a year-to-date increase in international 
product sales, which grew 16.4% from fiscal 1997 to 49.3% of product revenue 
for the first six months of fiscal 1998.  During the quarter, the Company 
announced and shipped a number of new products.  While sales of these new 
products added incrementally to revenue, the lower-than-expected volume 
coupled with issues related to a major product transition, have contributed to 
the overall flatness of product revenue from the prior quarter and prior year 
periods.

Service and other revenue for the second quarter and first six months of 
fiscal 1998 increased $.4 million and $1.1 million, respectively, from the 
comparable periods of fiscal 1997.  This increase was attributable to an 
increase in service revenue, partially offset by a decrease in revenue from 
systems integration services in support of product sales to the U.S. 
government.

<Page 9>

Gross Margin

Total gross margin as a percentage of total revenue increased to 54.0% and 
53.5% for the second quarter and first six months of fiscal 1998 from 48.2% 
and 49.8%, respectively, for the comparable periods of fiscal 1997.  Increases 
for both periods resulted from improvements in both the product and service 
and other gross margins.  Product margins increased to 61.3% and 61.6% for the 
second quarter and first six months of fiscal 1998, respectively, from 56.2% 
and 57.6% in the comparable periods of the prior year.  The quarter-over-
quarter increase primarily resulted from a favorable channel mix, as an 
increased percentage of the quarter's revenue represented sales through the 
U.S. federal channel and a decreased percentage through the Asia Pacific/Latin 
American channel.  Additionally, both the quarter and year-to-date product 
margins were positively impacted by a favorable product mix.

Service and other gross margin increased to 40.8% and 38.2% in the second 
quarter and first six months of fiscal 1998 from 33.4% and 34.9%, 
respectively, in the comparable periods of fiscal 1997.  Contributing to the 
increase in these margins were improvements in both the service margin and the 
margin on systems integration services in support of product sales to the U.S. 
government, which increased to 21.7% for the first six months of fiscal 1998 
from 16.7% for the comparable period of fiscal 1997.

Due to planned shifts in product and channel mix, management expects total 
gross margin as a percentage of total revenue to decrease slightly during the 
remainder of fiscal 1998.

Operating Expenses

Operating expenses in the second quarter and first six months of fiscal 1998 
increased $4.0 million and $6.3 million from the comparable periods of the 
prior year, and increased as a percentage of total revenue to 44.2% from 38.8% 
quarter-over-quarter and 44.0% from 40.8% year-over-year.  Management expects 
operating expenses to increase slightly during the remainder of fiscal 1998.

Sales and marketing expense increased $2.8 million and $5.7 million in the 
second quarter and first six months of fiscal 1998, respectively, from the 
comparable periods of fiscal 1997.  The increase in spending quarter-over-
quarter is primarily a result of increased compensation expense in support of 
the marketing infrastructure.  On a year-to-date basis, the increase in 
spending was primarily the result of increased trade show, advertising, travel 
and compensation expenses in conjunction with new product launches.  
Management expects sales and marketing spending to increase during the 
remainder of fiscal 1998, while decreasing as a percentage of revenue.

Research and development expense increased $.8 million and $.5 million in the 
second quarter and first six months of fiscal 1998, respectively, from the 
comparable periods of fiscal 1997, and increased as  a percentage of total 
revenue to 13.8% from 12.7% quarter-over-quarter, remaining flat at 
approximately 13.2% of revenue year-over-year.  Management plans to continue 
funding research and development efforts at levels necessary to advance 
product programs and expects research and development spending to increase 
during the remainder of fiscal 1998, while decreasing as a percentage of 
revenue.

General and administrative expense increased $.4 million and $.1 million in 
the second quarter and first six months of fiscal 1998, respectively, from the 
comparable periods of fiscal 1997, and remained fairly flat as a percentage of 
total revenue.  Management expects general and administrative expense to 
increase slightly for the remainder of fiscal 1998, remaining fairly flat as a 
percentage of revenue.

<Page 10>

Non-Operating Items

Net interest income for the second quarter of fiscal 1998 remained fairly flat 
at $1.1 million and increased on a year-to-date basis by $.5 million from the 
comparable period of fiscal 1997.

The second quarter and first six months of fiscal 1998 included a provision 
for income tax expense of $2.7 million and $5.4 million, respectively, at an 
effective rate of 32% as compared to $3.2 million and $5.9 million at an 
effective rate of 38% in the second quarter and first six months of fiscal 
1997.  The lower effective tax rate in fiscal 1998 is primarily due to the 
utilization of foreign net operating loss carryforwards as well as expected 
U.S. tax benefits on increased export revenue.

The results for the second quarter and first six months of fiscal 1997 also 
incuded an extraordinary gain of $.4 million, or two cents per share, arising 
from the repurchase of $4.7 million of convertible subordinated debentures.


BUSINESS ENVIRONMENT AND RISK FACTORS

All statements in this 10-Q that are not historical are forward-looking 
statements that involve risks and uncertainties including, but not limited to, 
the risks and uncertainties detailed in the Company's filings with the 
Securities and Exchange Commission.  Actual results may differ materially from 
those projected.

Historically, the majority of the Company's revenue in each quarter results 
from orders received and shipped in that quarter.  Because of these ordering 
patterns and potential delivery schedule changes, the Company does not believe 
that backlog is indicative of future revenue levels.  In addition, because a 
large portion of the Company's orders historically have been received and 
filled in the last month of the quarter, forecasting sales during a quarter is 
difficult, and there is a significant risk of excessive or inadequate 
inventory if orders do not match forecast.  Furthermore, if large orders do 
not close when forecasted or if near-term demand weakens for the products the 
Company has available to ship, the Company's operating results for that or 
subsequent quarters would be adversely affected.

Expense levels are relatively fixed and are set based on expectations 
regarding future revenue and margin levels.  These expectations derive from 
making judgments on issues such as planned revenue, future technology trends, 
competitive products and services, pricing and customer requirements, a 
process that involves evaluation of information that is often unclear and in 
conflict.  All markets for the Company's products are very competitive and 
dynamic and many are susceptible to changing regulations and political 
conditions.  The Company has limited visibility into factors that could 
influence its revenue, mix of product orders and other revenue sources and 
margins, particularly in international markets that are served primarily by 
non-exclusive resellers.  

The Company's products incorporate intellectual property and technology owned 
by the Company or licensed from third parties.  The Company's ability to 
maintain and enhance the value of its intellectual property and technology and 
third party licenses will affect future product and service offerings.  
Moreover, the Company believes that operating results will depend on 
successful development and introduction of new products and enhancements to 
existing products and service offerings.  There can be no assurance that the 
Company will succeed in such efforts or that customers will accept new, 
enhanced and existing products and services in quantities and at prices and 
margins that are consistent with the Company's expectations.  The Company's 
success also depends on its ability to attract and retain employees necessary 
to support planned development and growth.

The Company's products include components, assemblies and subassemblies that 
are currently available from single sources and, in some cases, are in short 
supply.  Testing and manufacturing of products designed by N.E.T. are 
performed at the Company's Redwood City, California, facility.  Pursuant to 
several types of agreements, the Company also resells products designed or 
manufactured by third parties for order fulfillment, quality control and 
support of their products.  Such products are generally available to end users 
from sources other than the Company, and are generally sold or licensed by the 
Company at gross margins that are lower than products designed and 
manufactured by the Company.  There can be no assurance that these third-party 
manufacturers will be able to meet the Company's future requirements for these 
products, that the quality control and support provided by these manufacturers 
will be adequate, or that the Company's gross margins on these products will 
not be lowered further.  Product availability limitations, price increases or 
business interruptions could adversely impact revenue, margins and earnings.

<Page 11>

The Company has distribution, product and technology relationships with a 
number of significant customers and entities that are considered by the 
Company to be strategic.  Most of the Company's competitors have similar 
relationships with their respective customers and other parties.  Changes in 
the Company's relationships or changes in similar relationships among 
competitors could have a material impact on competitive and other factors 
described above, including the Company's operating results.  Also, litigation 
or other claims based on securities, intellectual property, patent, product, 
regulatory or other issues or factors could materially adversely affect the 
Company's business, operating results and finances.

A significant portion of the Company's revenue comes from contracts with the 
U.S. government, most of which do not include purchase commitments.  There can 
be no assurance that orders from the U.S. government, or from other customers, 
will continue at historical levels, or that the Company will be able to obtain 
orders from new customers.

Because of the factors described above, as well as others that may affect the 
Company's operating results, past financial results may not be an accurate 
indicator of future performance.


LIQUIDITY AND CAPITAL RESOURCES

As of September 28, 1997, the Company had cash, cash equivalents and temporary 
cash investments of $147.9 million, as compared to $138.7 million as of March 
31, 1997.  Cash provided by operations was $21.6 million during the first six 
months of fiscal 1998, which was an $8.8 million increase from the cash 
provided by operations from the comparable period of the prior year.  This 
additional cash was principally generated by a decrease in accounts receivable 
during the first six months of fiscal 1998 as compared to an increase in the 
comparable period of fiscal 1997. 

Net cash used for investing activities of $12.3 million for the first six 
months of fiscal 1998 consisted primarily of purchases of property and 
equipment of $11.1 million and an increase in software production costs of 
$2.2 million, offset partially by net proceeds of temporary cash investments 
of $3.3 million.

Net cash provided by financing activities of $2.8 million for the first six 
months of fiscal 1998 pertains to the issuance of Common Stock relating to the 
employee stock benefit plans.

As of September 28, 1997, the Company had available an unsecured $10.0 million 
line of credit.  Borrowings under this committed facility are available 
through May 1998 and would bear interest at the bank's base rate (which 
approximates prime).  At September 28, 1997, there were no outstanding 
borrowings under this facility.

In April 1997, the Company entered into a 12-year operating lease agreement 
pursuant to which a new corporate headquarters facility will be built in 
Fremont, California.  In conjunction with the project management and design 
and construction of the new facility, the Company expects to incur 
expenditures during the remainder of fiscal 1998, the significant portion of 
which it plans to capitalize.  Management expects to fund the leasehold 
improvements with available cash and investments.  The Company plans to move 
to its new headquarters when the buildings are completed, which is expected to 
occur during the first half of fiscal 1999.  The Company's current 
headquarters' lease expires in October 1998.

<Page 12>

The Company believes that current cash and cash equivalents, temporary cash 
investments and cash flows from operations will be sufficient to fund 
operations, including costs associated with the new headquarters' facility, 
purchases of capital equipment and research and development programs currently 
planned at least through the next twelve months.


<Page 13>

                                   PART II

                             OTHER INFORMATION



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

         On August 12, 1997, the Company held its Annual Meeting of 
         Stockholders.  At this meeting, the stockholders voted to (1) elect 
         Joseph J. Francesconi and Walter J. Gill as directors.  Joseph J. 
         Francesconi received 18,391,917 votes in favor and 888,112 votes 
         against and Walter J. Gill received 18,385,816 votes in favor and 
         894,213 votes against.  Continuing as directors are Dixon R. Doll, 
         James K. Dutton, and Hans A. Wolf; and (2) approve amendments to the 
         Company's 1993 Stock Option Plan to increase the number of shares 
         available for issuance thereunder by 2,000,000 and to reflect changes 
         to the stockholder approval requirements of Securities and Exchange 
         Commission Rule 16b-3 as follows:  8,488,875 votes in favor, 
         5,558,927 votes against, and 253,821 votes abstaining; and (3) ratify 
         the appointment of Deloitte and Touche LLP as independent public 
         accountants of the Company for the fiscal year ending March 31, 1998 
         as follows:  19,195,239 votes in favor, 29,669 votes against, and 
         55,121 votes abstaining.



Item 5.  Other Information

         On October 23, 1997, George M. Scalise was elected as a Class III 
         Director and was appointed to the Nominating Committee of the Board 
         of Directors.



Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits

              Exhibit 11:  Statement re: Computation of Primary and Fully 
              Diluted Earnings Per Share.

         (b)  Reports on Form 8-K

              No report on Form 8-K was filed by the Company during its 
              fiscal quarter ended September 28, 1997.


<Page 14>

                                   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.





(REGISTRANT)                            NETWORK EQUIPMENT TECHNOLOGIES, INC.

BY (SIGNATURE)                          /s/ Craig M. Gentner

(NAME AND TITLE)                        Craig M. Gentner
                                        Senior Vice President, Chief Financial
                                        Officer and Corporate Secretary
                                        (Principal Financial and Accounting 
                                        Officer)