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

                             FORM 10-Q


(x)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
      OF THE SECURITIES EXCHANGE ACT OF 1934
       For the Quarterly period ended June 30, 1997
 
                                 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 0-27280


                             META Group, Inc.
            (Exact name of registrant as specified in its charter)
                  Delaware                          06-0971675
       ---------------------------          -------------------------------
      (State or other jurisdiction of       (IRS Employer Identification No.)
       incorporation or organization)

                208 Harbor Drive, Stamford, Connecticut  06912-0061
                ---------------------------------------------------
            (Address of principal executive offices, including Zip Code)

                               (203) 973-6700
                               ---------------
             (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 filing requirements for the past 90 days.

      	Yes	(X)  No ( )

Indicate the number of shares outstanding of each of the issuer's classes of 
common stock, as of the latest practicable date: The number of shares of the 
issuer's Common Stock, $.01 par value per share, outstanding as of July 31, 
1997 was 7,361,830.

                        Total Number of Pages:    17
                        Exhibit Index is on Page  15

<PAGE 2>

                            META Group, Inc.

                                  INDEX
                                  -----

                                                                       Page

Part I		FINANCIAL INFORMATION

        Item 1. Financial Statements

                Balance Sheets:
                  June 30, 1997 (unaudited) and December 31, 1996          3

                Statements of Income (unaudited):
                  Three months ended June 30, 1997 and 1996            				4
                  Six months ended June 30, 1997 and 1996                  4

                Statements of Cash Flows (unaudited):
                  Six months ended June 30, 1997 and 1996                  5

                Notes to Financial Statements                              6

        Item 2. Management's Discussion and Analysis of Financial
                Condition and Results of Operations                        7

Part II	        	OTHER INFORMATION

        Item 1.	Legal Proceedings                                         13

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

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

Signature                                                                 14




<PAGE 3>



PART I - FINANCIAL INFORMATION

         Item 1. Financial Statements

                           META Group, Inc.

                           BALANCE SHEETS
                           (in thousands)

<TABLE>
<CAPTION>
                                                   June 30,      December 31,
                                                   ---------------------------
Assets                                                 1997              1996
                                                   ---------------------------
<S>                                                <C>                <C>
Current assets:                                  (unaudited)
  Cash and cash equivalents                         $18,537           $19,335
  Marketable securities                              19,121            15,684
  Accounts receivable, net                           14,627            18,136
  Deferred commissions                                1,503             1,475
  Deferred tax asset                                  1,175             1,175
  Other current assets                                  871               481
                                                    -------           ------- 
      Total current assets                           55,834            56,286

Furniture and equipment, net                          2,610             2,330

Deferred tax asset                                    9,531             5,532

Other assets                                          6,736             6,023
                                                    -------           ------- 
     Total assets                                   $74,711           $70,171
                                                    =======           =======

Liabilities and Stockholders' Equity
Current liabilities:
  Accounts payable                                  $   109           $   837
  Accrued compensation and other expenses             1,419             3,721
  Deferred revenues                                  22,047            22,885
                                                    -------           -------
     Total current liabilities                       23,575            27,443
                                                    -------           -------
Stockholders' equity:
  Preferred stock                                        --                --
  Common stock                                           78                68
  Paid-in capital                                    49,181            43,088
  Retained earnings (accumulated deficit)             2,197              (108)
  Treasury stock, at cost                              (320)             (320)
                                                    -------           -------
     Total stockholders' equity                      51,136            42,728
                                                    -------           -------
     Total liabilities and stockholders' equity     $74,711           $70,171
                                                    =======           =======

                         See notes to financial statements.
<TABLE/>



<PAGE 4>


                              META Group, Inc.

                           STATEMENTS OF INCOME
                  (in thousands, except per share data)
                             (unaudited)

</TABLE>
<TABLE>
<CAPTION>
                         For the three months ended  For the six months ended
                                   June 30,                    June 30,
                         -----------------------------------------------------
                                 1997        1996           1997         1997
<S>                          <C>          <C>          <C>              <C>
Revenues:
  Continuous services         $ 9,846       $7,133        $19,018      $13,840
  Other, principally  
   consulting and  
   conferences                  1,892        1,500          3,531        2,931
                               ------       ------        -------      -------                          
    Total revenues             11,738        8,633         22,549       16,771
                              -------       ------        -------      -------

Operating expenses:
  Cost of services and 
   fulfillment                  5,838        4,579         11,370        9,120
  Selling and marketing         2,770        2,075          5,111        3,867
  General and administrative    1,199          877          2,357        1,679
  Depreciation and 
   amortization                   366          251            699          476
                              -------       ------        -------      -------
    Total operating expenses   10,173        7,782         19,537       15,142

Operating income                1,565          851          3,012        1,629

Interest income                   501          454            966          918
                              -------       ------        -------       ------

Income before provision for
 income taxes                   2,066        1,305          3,978        2,547

Provision for income taxes        868          574          1,673        1,097
                              -------       ------        -------      -------
Net income                    $ 1,198       $  731        $ 2,305      $ 1,450
                              =======       ======        =======      =======

Net income per common and 
 common equivalent share      $   .15       $  .09        $   .29      $   .18
                              =======       ======        =======      =======

Weighted average common and 
 common equivalent shares 
 outstanding                    8,008        8,003          7,976        7,993
                              =======       ======         ======       ======

                             See notes to financial statements.
<TABLE/>



<PAGE 5>


                                 META Group, Inc.

                             STATEMENTS OF CASH FLOWS
                                 (in thousands)
                                  (unaudited)


</TABLE>
<TABLE>
<CAPTION>
                                                     For the six months ended
                                                             June 30,
                                                     -------------------------
                                                       1997             1996
                                                     -------------------------
<S>                                                  <C>              <C>
Operating activities:
Net income                                           $2,305          $ 1,450
Adjustments to reconcile net income to net
  cash provided by operating activities:

Depreciation and amortization                           699              476
Deferred income taxes                                 1,673            1,049
Changes in assets and liabilities:
  Accounts receivable                                 3,509             (504)
  Deferred commissions                                  (28)              27
  Other current assets                                 (390)             (99)
  Other assets                                          (81)            (328)
  Accounts payable                                     (728)            (815)
  Accrued compensation and other expenses            (2,302)          (2,122)
  Deferred revenues                                    (838)           1,000
                                                    -------          -------
Net cash provided by operating activities             3,819              134
                                                    -------          -------
Investing activities:
  Capital expenditures                                 (979)            (727)
  Investments in marketable securities               (3,437)
  Investments and advances                             (698)
                                                    -------          -------
Net cash used in investing activities                (5,114)            (727)
                                                    -------          -------
Financing activities:
  Proceeds from stock option exercises                  349              361
  Proceeds from employee stock purchase plan            148              153
  Costs related to Initial Public Offering               --              (33)
                                                    -------          -------

Net cash provided by financing activities               497              481
                                                    -------          -------

Net decrease in cash and cash equivalents              (798)            (112)
Cash and cash equivalents, beginning of period       19,335           35,525
                                                    -------          -------
Cash and cash equivalents, end of period            $18,537          $35,413
                                                    =======          =======

                              See notes to financial statements.
<TABLE/>

<PAGE 6>

                                META Group, Inc.

                        NOTES TO FINANCIAL STATEMENTS


Note 1 - Interim Financial Statements
-------------------------------------

     The accompanying unaudited interim financial statements have been 
prepared in accordance with generally accepted accounting principles for 
interim financial information and pursuant to the rules and regulations of 
the Securities and Exchange Commission for reporting on Form 10-Q. 
Accordingly, certain information and footnote disclosures required for 
complete financial statements are not included herein. It is recommended that
these financial statements be read in conjunction with the financial 
statements and related notes of META Group, Inc. (the "Company") as reported 
on the Company's Annual Report on Form 10-K for the year ended December 31, 
1996. In the opinion of management, all adjustments (consisting of normal 
recurring adjustments) considered necessary for a fair presentation of 
financial position, results of operations and cash flows at the dates and 
for the periods presented have been included.

Note 2 - Income Taxes
---------------------

     During the quarter and six months ended June 30, 1997, the Company 
recorded a tax provision of $868,000 and $1.7 million respectively, 
reflecting an effective tax rate of 42%. The Company was not required to pay 
federal income tax in either quarter due to the utilization of net operating 
loss carryforwards. Total deferred tax asset, including the current portion, 
increased to $10.7 million at June 30, 1997 from $6.7 million at December 31,
1996 as a result of the recognition of non-qualified stock option exercises 
as compensation to employees for tax purposes.

Note 3 - Reclassification
-------------------------

     Under the terms of the Company's international sales representative 
agreements, the Company realizes revenues from the international sales 
representative organizations at rates of 40% to 60% of amounts billed to 
those clients. Revenues and expenses for the quarter and six months ended 
June 30, 1996 have been reclassified to conform to the current year 
presentation of revenues and expenses attributable to international 
operations.

Note 4 - Adoption of FAS 128
----------------------------

     The Company will adopt the Statement of Financial Accounting Standards 
No. 128, "Earnings Per Share" ("SFAS 128") in the fourth quarter of 1997, 
as required. The Company will continue to apply APB Opinion No. 15, "Earnings
Per Share" until the adoption of SFAS 128. The new standard specifies the 
computation, presentation and disclosure requirements for earnings per share.
The pro forma earnings per common share computed under the provisions of
SFAS 128 for the quarter ended June 30, 1997 are $.16 basic earnings per 
common share and $.15 diluted earnings per common share as compared to $.13 
basic earnings per share and $.09 diluted earnings per share for the quarter 
ended June 30, 1996. The pro forma earnings per common share computed under 
the provisions of SFAS 128 for the six months ended June 30, 1997 are $.33 
basic earnings per common share and $.29 diluted earnings per common share,
as compared to $.26 basic earnings per common share and $.18 diluted earnings
per common share for the six months ended June 30, 1996.

<PAGE 7>

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

The discussion and analysis below contains trend analysis and other 
forward-looking statements. Actual results could differ materially from 
those projected in the forward-looking statements as a result of the risk 
factors set forth below under "Certain Factors That May Affect Future Results"
and in the Company's other filings with the Securities and Exchange 
Commission.

Overview

     META Group is an independent market assessment company providing 
research and analysis of developments, trends and organizational issues 
relating to the computer hardware, software, communications and related 
information technology industries to users and vendors of information 
technology ("IT"). IT user organizations utilize META Group's research, 
analysis and recommendations to develop and employ cost-effective strategies 
for selecting and implementing timely IT solutions and for aligning these 
solutions with business priorities. IT vendors use META Group's services for 
help in product positioning, marketing and market planning, as well as for 
internal IT decision making.

     Continuous Services subscriptions, which are annually renewable 
contracts and generally payable by clients in advance, comprised 
approximately 84% and 83% of the Company's total revenues for the quarters  
ended June 30, 1997 and 1996, respectively. Billings attributable to the 
Company's Continuous Services are initially recorded as deferred revenues 
and then recognized pro rata over the contract term. The Company's other 
revenues are derived from project consulting, benchmarking, conferences, 
speaker engagement fees and publications. The Company's consulting clients 
typically consist of Continuous Services clients seeking additional advice 
tailored to their individual IT requirements.

     One measure of the volume of the Company's business is its annualized 
"Contract Value," which the Company calculates as the aggregate annualized 
subscription revenue recognized from all Continuous Services contracts in 
effect at a given point in time, without regard to the remaining duration of 
such contracts. While Contract Value is not necessarily indicative of future 
revenues, Contract Value has grown every quarter since the Company's 
inception and increased 38% to $39.4 million at June 30, 1997 from $28.5 
million at June 30, 1996. At June 30, 1997, the Company had over 2,930 
Continuous Services subscribers in approximately 1,300 client organizations 
worldwide.

     Continuous Services revenues attributable to international clients are 
billed and collected by the Company's international sales representative 
organizations. The Company realizes revenues from the international sales 
representative organizations at rates of 40% to 60% of amounts billed to 
those clients.

     The Company's operating expenses consist of cost of services and 
fulfillment, selling and marketing expenses, general and administrative 
expenses and depreciation and amortization expense. Cost of services and
fulfillment represents the costs associated with production and delivery of
the Company's products and services and includes the costs of research, 
development and preparation of periodic reports, analyst telephone 
consultations, executive briefings and conferences, publications, consulting 
services, new product development and all associated editorial and support 
services. Selling and marketing expenses include the costs of salaries,
commissions and related benefits for such personnel, travel and promotion.
General and administrative expenses include the costs of the finance and 
accounting departments, legal, human resources, corporate IT and other
administrative functions of the Company.

<PAGE 8>

THREE MONTHS ENDED JUNE 30, 1997 AND 1996

TOTAL REVENUES  Total revenues increased 36% to $11.7 million in the quarter 
ended June 30, 1997 from $8.6 million in the quarter ended June 30, 1996.
Revenues from Continuous Services increased 38% to $9.8 million in the 
quarter ended June 30, 1997 from $7.1 million in the quarter ended June 30, 
1996. The increases in total revenues and revenues from Continuous Services 
were primarily due to continued expansion of the Company's domestic sales 
force, increased average selling prices, and, to a lesser extent, the 
recognition of revenue from the Company's three new Continuous Services, 
particularly Enterprise Architecture Strategies Service. The Company 
increased Contract Value 38% to $39.4 million at June 30, 1997 from $28.5 
million at June 30, 1996. The Company grew its subscriber client base 18% to 
2,930 Continuous Service clients at June 30, 1997 from 2,490 clients at 
June 30, 1996.

     Other revenues, consisting principally of revenues from consulting, 
increased 26% to $1.9 million in the quarter ended June 30, 1997 from 
$1.5 million in the quarter ended June 30, 1996, and decreased as a 
percentage of total revenues to 16% from 17%. The increase in other revenues 
was primarily attributable to the expansion of META Group Consulting 
activities and the growth of the Company's publications division.

     Revenues attributable to international clients increased 32% in the 
quarter ended June 30, 1997 from the quarter ended June 30, 1996, and 
remained constant as a percentage of Continuous Services revenue at 11%. 
The increase was due to the Company's growth in existing international 
markets and, to a lesser extent, to the expansion in the total number of 
sales representative organizations. The Company currently has sales 
representation in 25 countries. The Company expects that international 
revenues will continue to account for a significant portion of its total 
revenues.

COST OF SERVICES AND FULFILLMENT  Cost of services and fulfillment increased 
27% to $5.8 million in the quarter ended June 30, 1997 from $4.6 million in 
the quarter ended June 30, 1996 principally due to increased staffing for 
analyst and fulfillment positions and related compensation expense. Cost of 
services and fulfillment decreased as a percentage of total revenues to 50% 
from 53%. This decrease primarily reflects the growth in the Company's 
increased average selling price to $16,400 per Continuous Service 
subscription in the quarter ended June 30, 1997 versus $14,000 during the 
quarter ended June 30, 1996. Client/analyst ratio for all Continuous
Services decreased to 40-to-1 at June 30, 1997, as compared to a ratio of 
41-to-1 at December 31, 1996, as research staffing for the three new 
Continuous Services was put in place.

SELLING AND MARKETING EXPENSES  Selling and marketing expenses increased 33% 
to $2.8 million in the quarter ended June 30, 1997 from $2.1 million in the 
quarter ended June 30, 1996 and remained constant as a percentage of total 
revenues at 24%. The increase in expenses was principally due to increased 
sales-related compensation expense associated with increased domestic 
revenues, as well as increased marketing expenditures. While the Company 
anticipates continuing increases in the amount of selling and marketing 
expenses, it expects that such expenses as a percentage of total revenues will 
decrease slightly.

GENERAL AND ADMINISTRATIVE EXPENSES  General and administrative expenses 
increased 37% to $1.2 million in the quarter ended June 30, 1997 from 
$877,000 in the quarter ended June 30, 1996 and remained constant as a 
percentage of total revenues at 10%. The increase in expenses was 
principally due to increased finance, accounting and corporate IT staffing 
and expenses required to support the growth of the Company. The Company 
anticipates continuing increases over the prior year in the amount of general
and administrative expenses, and expects such expenses to remain relatively
constant as a percentage of total revenues.

DEPRECIATION AND AMORTIZATION  Depreciation and amortization expense 
increased 46% to $366,000 in the quarter ended June 30, 1997 from $251,000 
in the quarter ended June 30, 1996. The increase in depreciation and 
amortization expense was principally due to purchases of computer equipment 
and office furniture required to support business growth, and the completion 
of leasehold improvements associated with the relocation of the Company's 
Reston, Virginia and Waltham, Massachusetts offices during late 1996.

<Page 9>

INTEREST INCOME  Interest income increased to $501,000 in the quarter ended 
June 30, 1997 from $454,000 in the quarter ended June 30, 1996 due to an 
increase in the Company's cash balances, which resulted from a positive
cash flow from operations during 1996 and the first half of 1997.

PROVISION FOR INCOME TAXES  Provision for income taxes of $868,000 was 
recorded for the quarter ended June 30, 1997, as compared to a provision of 
$574,000 recorded for the quarter ended June 30, 1996, reflecting an 
effective tax rate of 42% and 44%, respectively. The Company was not required
to pay federal income tax in either quarter due to the utilization of net 
operating loss carryforwards. Total deferred tax asset, including the current
portion, increased to $10.7 million at June 30, 1997 from $6.7 million at 
December 31, 1996 as a result of the recognition of non-qualified stock 
option exercises as compensation to employees for tax purposes.

EARNINGS PER SHARE  EPS increased to $.15 per common share for the second 
quarter of 1997 as compared to $.09 for the second quarter of 1996 as a 
result of increased net income. For the quarter ended June 30, 1997, the
Company's weighted average shares outstanding were 8,008,000 shares.

SIX MONTHS ENDED JUNE 30, 1997 AND 1996

TOTAL REVENUES  Total revenues increased 34% to $22.5 million in the six 
months ended June 30, 1997 from $16.8 million in the six months ended 
June 30, 1996. Revenues from Continuous Services increased 37% to $19.0
million in the six months ended June 30, 1997 from $13.8 million in the six
months ended June 30, 1996. The increases in total revenues and revenues 
from Continuous Services were primarily due to continued expansion of the 
Company's domestic sales force, increased average selling prices, and the 
growth in international Continuous Services.

     Other revenues, consisting principally of revenues from consulting,
increased 20% to $3.5 million in the six months ended June 30, 1997 from 
$2.9 million in the six months ended June 30, 1996, and decreased as a 
percentage of total revenues to 16% from 17%. The increase in other revenues 
was primarily attributable to the growth of the Company's publications 
division.

     Revenues attributable to international clients increased 64% in the six 
months ended June 30, 1997 from the six months ended June 30, 1996, and 
increased as a percentage of Continuous Services revenues to 11% from 10%.
The increase was due to both the Company's growth in existing 
international markets and to the expansion in the total number of sales 
representative organizations. The Company currently has sales representation 
in 25 countries. 

COST OF SERVICES AND FULFILLMENT  Cost of services and fulfillment increased 
25% to $11.4 million in the six months ended June 30, 1997 from $9.1 million 
in the six months ended June 30, 1996 principally due to increased staffing 
for analyst and fulfillment positions and related compensation expense.
During the first half of 1997, the Company launched three new Continuous
Services, while there were no development costs associated with these services 
in the same period of the prior year. Cost of services and fulfillment 
decreased as a percentage of total revenues to 50% from 54%, primarily due to
the increase in average selling prices. 

SELLING AND MARKETING EXPENSES  Selling and marketing expenses increased 
32% to $5.1 million in the six months ended June 30, 1997 from $3.9 million 
in the six months ended June 30, 1996 and remained constant as a percentage 
of total revenues at 23%. The increase in expenses was principally due to 
increased sales-related compensation expense associated with increased 
domestic revenues as well as increased marketing and promotional expenses 
relating to the launching of the three new services.

<Page 10>

GENERAL AND ADMINISTRATIVE EXPENSES  General and administrative expenses 
increased 40% to $2.4 million in the six months ended June 30, 1997 from 
$1.7 million in the six months ended June 30, 1996 and remained constant 
as a percentage of total revenues at 10%. The increase in expenses was 
principally due to increased finance, accounting and corporate IT staffing 
and expenses required to support the Company's continued growth. 

DEPRECIATION AND AMORTIZATION  Depreciation and amortization expense 
increased 47% to $699,000 in the six months ended June 30, 1997 from 
$476,000 in the six months ended June 30, 1996. The increase in depreciation
and amortization expense was principally due to purchases of computer 
equipment and office furniture required to support business growth, and the 
completion of leasehold improvements associated with the relocation of the 
Company's Reston, Virginia and Waltham, Massachusetts offices during late 
1996.

INTEREST INCOME  Interest income increased to $966,000 in the six months 
ended June 30, 1997 from $918,000  in the six months ended June 30, 1996 due
to an increase in the Company's cash balances resulting from a positive cash 
flow from operations during 1996 and the first half of 1997.

PROVISION FOR INCOME TAXES  Provision for income taxes of $1.7 million was 
recorded for the six months ended June 30, 1997, as compared to a provision 
of $1.1 million recorded for the six months ended June 30, 1996, reflecting 
an effective tax rate of 42% and 43%, respectively. The Company was not 
required to pay federal income tax in either quarter due to the utilization 
of net operating loss carryforwards. Total deferred tax asset, including the
current portion, increased to $10.7 million at March 31, 1997 from $6.7 
million at December 31, 1996 as a result of the recognition of non-qualified
stock option exercises as compensation to employees for tax purposes.

EARNINGS PER SHARE EPS increased to $.29 per common share for the first half
of 1997 as compared to $.18 for the first half of 1996 as a result of 
increased net income. For the six months ended June 30, 1997, the Company's
weighted average shares outstanding were 7,976,000 shares.

LIQUIDITY AND CAPITAL RESOURCES

     The Company generated $3.8 million of cash from operations during six 
months ended June 30, 1997, compared with $134,000 of cash generated from 
operations in the six months ended June 30, 1996. The increase in cash 
generated from operations in 1997 is primarily due to increased net income 
and the collection of the December 31, 1996 accounts receivable, partially 
offset by payment of 1996 bonuses in the first quarter of 1997.

     The Company used $979,000 of cash in the six months ended June 30, 1997,
compared with $727,000 in the six months ended June 30, 1996, for the 
purchase of furniture, equipment, computers and related software for use by 
the Company's employees. The Company expects that additional purchases of 
equipment will be made as the Company's employee base continues to grow. 
As of June 30, 1997, the Company had no material commitments for capital 
expenditures.

     The Company regularly invests excess funds in investment-grade 
short-term commercial paper, debt instruments, and money market funds. As 
these investments generally have terms of less than three months, they are 
included under the caption "Cash and cash equivalents" in the balance sheets.

     In addition, the Company invests in other short-term (less than one year
maturity), high quality investment grade marketable debt securities. 
Generally, these securities are purchased in denominations of $5 million and 
held to maturity.

<PAGE 11>

     As of June 30, 1997, the Company had cash and cash equivalents of $18.5 
million, marketable securities of $19.1 million and working capital of $32.3 
million. The Company currently has an unused $1.0 million bank line of 
credit. The Company believes that existing cash balances and anticipated cash
flows from operations will be sufficient to meet its working capital and 
capital expenditure requirements at least through the following twelve months.


CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS

     The Company does not provide forecasts of the future financial 
performance of the Company. However, from time to time, information provided 
by the Company or statements made by its employees may contain 
"forward-looking" information that involve risks and uncertainties.  In 
particular, statements contained in this Form 10-Q that are not historical 
facts (including, but not limited to, statements concerning international 
revenues, anticipated operation expense levels and such expense levels 
relative to the Company's total revenues) constitute forward-looking 
statements and are made under the safe harbor provisions of the Private 
Securities Litigation Reform Act of 1995. The Company's actual results of 
operations and financial condition have varied and may in the future vary 
significantly from those stated in any forward-looking statements. Factors 
that may cause such differences include, without limitation, the risks, 
uncertainties and other information discussed below, as well as the accuracy 
of the Company's internal estimates of revenue and operation expense levels.
Each of these factors, and others, are discussed from time to time in the 
filings made by the Company with the Securities and Exchange Commission.

     The Company's future operating results are subject to substantial risks 
and uncertainties. The Company currently derives most of its revenues from 
subscriptions to its Continuous Services. As a result, any decline in the
Company's ability to secure subscription renewals may have a material adverse
effect on the Company's results of operations. The Company's ability to 
secure subscription renewals, at favorable average selling prices, as well as
to successfully market and sell its consulting services, is dependent upon 
the Company's ability to deliver consistent, high-quality and timely analysis
and advice with respect to issues, developments and trends that clients view 
as important. The Company's successful delivery of such analysis and advice 
is, in turn, dependent upon many factors, including, among other things:
its ability to recruit and retain highly talented professionals in a 
competitive job market, to understand and anticipate rapidly changing 
technologies and market trends so as to keep its analysis focused on the 
changing needs of its clients, and to deliver products and services of 
sufficiently high quality and timeliness to withstand competition from 
competitors which may have greater financial, information gathering and 
marketing resources than the Company. The Company's ability to market and 
sell its products and services could also be adversely affected by the 
emergence of new competitors into one or more of the market segments 
addressed by the Company's products and services, which could cause pricing 
pressure and loss of market share. In addition, a significant portion of the 
Company's revenues are attributable to international clients, which may be 
adversely affected by factors including difficulties in developing and 
managing relationships with international sales representative organizations,
reliance on sales entities which the Company does not control, greater 
difficulty in maintaining direct client contact, fluctuations in exchange 
rates, adverse political and economic conditions, tariffs and other trade 
barriers, longer accounts receivable collection cycles and adverse tax
consequences. The Company's future financial results also depend in part on 
the development or acquisition of new products and services, which may not 
successfully be achieved due to the inherent costs and risks associated with
development, assimilation and marketing of a new product or service, as well 
as the Company's limited experience in introducing new products and services.

     Furthermore, the Company's quarterly operating results may fluctuate 
significantly due to various factors. Since a disproportionately large 
portion of the Company's Continuous Services contracts expire in the fourth
quarter of each year, the Company incurs operating expenses in the fourth 
quarter at a higher level than would otherwise be required by its sequential 
growth, and such increased expenses are not normally offset immediately by
higher revenues. In addition, the Company's operating results may fluctuate 
as a result of a variety of other factors, including the level and timing of
renewals of subscriptions to Continuous Services, the timing and amount of 
business generated by the Company, the mix of domestic versus international 
business, the timing of the development, introduction and marketing of new 
products and services, the timing of the hiring of research analysts, 

<PAGE 12>

changes in the spending patterns of the Company's target clients, the 
Company's accounts receivable collection experience, changes in market demand
for IT research and analysis and competitive conditions in the industry. Due 
to these factors, the Company believes period-to-period comparisons of 
results of operations are not necessarily meaningful and should not be relied
upon as an indication of future results of operations.  The potential 
fluctuations in the Company's operating results make it likely that, in some 
future quarter, the Company's operating results will be below the 
expectations of securities analysts and investors, which would have a 
material adverse effect on the price of the Company's Common Stock.


<PAGE 13>

PART II - OTHER INFORMATION

Item 1.	  Legal Proceedings.
          ------------------

          As disclosed in the Company's Annual Report on Form 10-K for the 
year ended December 31, 1996, in November, 1995, a complaint was filed in 
the Bridgeport Judicial District of the Superior Court of Connecticut by
a former consultant to the Company naming the Company and its Chief Executive
Officer as defendants. There have been no material developments in this 
matter during the quarter ended June 30, 1997.

          The Company is a party to certain other legal proceedings.  
However, the Company believes that none of these proceedings is likely to 
have a material adverse effect on the Company's business, results of 
operations or financial condition.

Item 4.   Submission of Matters to a Vote of Security Holders.
          ----------------------------------------------------
          On May 19, 1997, the Company held its Annual Meeting of
Stockholders, at which the stockholders of the Company voted on the election 
of two Class II Directors to serve for a three-year term or until successors 
are elected and qualified. The number of votes cast for the re-election of 
each of the Class II Directors listed below was as follows:


Nominees                                 Number of Shares
--------                                 ----------------
          
                                    For          Withhold Authority
                                    ---          ------------------
Marc Butlein                      5,905,624           164,335
Harry S. Gruner                   5,907,824           162,135


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

         (a) Exhibits.

          Exhibit
          Number           Description
          -------          ------------
          11.1             Statement re-computation of per-share earnings
          27.1             Financial Data Schedule

         (b) Reports on Form 8-K.

             There were no reports on Form 8-K filed by the Company for 
             the quarter ending June 30, 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.


                                       META Group, Inc.



Date:  August 12, 1997                 By:/s/ Bernard F. Denoyer
                                       --------------------------
                                       Bernard F. Denoyer
                                       Vice President, Finance,
                                       Chief Financial Officer,
                                       Secretary and Treasurer
                                       (Principal Financial and Accounting
                                        Officer)


<Page 15>

                             EXHIBIT INDEX


                                                                Sequentially
Exhibit                                                           Numbered
Number                       Description                            Page
---------------        -----------------------------            ---------------

11.1           Statement re computation of per-share earnings         16
27.1           Financial Data Schedule                                17

____________


<Page 16>

EXHIBIT 11.1


</TABLE>
<TABLE>
<CAPTION>
                            META Group, Inc.

                  EXHIBIT TO ANNUAL REPORT ON FORM 10-Q

                Computation of Net Income Per Common Share


                                         For the three months ended 	For the six months ended
                                                    June 30,		                    June 30,
                                                  1997       1996          1997          1996
<S>                                        <C>          <C>          <C>           <C>
Net income                                  $1,198,000   $731,000    $2,305,000    $1,450,000

Weighted average number of common 
  and common equivalent shares outstanding:

   Average number of common shares 
     outstanding during the period           7,317,358   5,757,886    7,056,625     5,655,394

   Add common share equivalents -- options
     to purchase common shares                 690,630   2,245,209      919,746     2,337,682
                                            ----------   ---------    ---------    ----------
       Total common shares outstanding       8,007,988   8,003,095    7,976,371     7,993,076
                                            ----------   ---------    ---------    ----------

Net income per common and common
  equivalent share                                $.15        $.09         $.29         $.18 
                                                  ----        ----          ----         ----

</TABLE>