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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                  FORM 10-Q/A

                                AMENDMENT NO. 1

                                       TO

                                   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 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: 0-27186

                           RAYTEL MEDICAL CORPORATION
             (Exact name of registrant as specified in its charter)

                DELAWARE                                     94-2787342
     (State or other jurisdiction of                      (I.R.S. Employer
     incorporation or organization)                      Identification No.)

            2755 CAMPUS DRIVE, SUITE 200, SAN MATEO, CALIFORNIA 94403
              (Address of principal executive offices) (Zip code)

                                 (415) 349-0800
              (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.

           CLASS                     SHARES OUTSTANDING AS OF JULY 31, 1997
           -----                     --------------------------------------
       COMMON STOCK                                 8,419,456
     ($.001 PAR VALUE)



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     The undersigned registrant hereby amends the following item of its
Quarterly Report on Form 10-Q for the period ended June 30, 1997, as filed with
the Securities and Exchange Commission on August 12, 1997:

       ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

       A.    EXHIBITS:

             The following exhibits are filed as a part of this Report:

                       Exhibit
                       Number                                     Title
                       -------                                    -----
                          27                             Financial data schedule

--------------------
* previously filed


       B.     REPORTS ON FORM 8-K:

              The Company filed one report on Form 8-K during the quarter ended
June 30, 1997. The report was filed on June 17, 1997 and reported under Item 5
the signing of a letter of intent to acquire Cardiovascular Ventures, Inc.







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                                    SIGNATURE


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

                                            RAYTEL MEDICAL CORPORATION



Dated: November 25, 1997                    By:  /s/ E. Payson Smith, Jr.
                                                 -------------------------------
                                                 E. Payson Smith, Jr.
                                                 Senior Vice President and
                                                 Chief Financial Officer
                                                 (duly authorized officer and
                                                 principal financial officer)






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