U.S. SECURITIES AND EXCHANGE COMMISSION
        
                             WASHINGTON, DC 20549
        
                                 FORM 10-QSB
        
                Quarterly report under to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934
        
        
                   For the quarterly period ended May 3, 1997  
        
                           Commission File No. 0-1455
        
                                        
                          OPT - SCIENCES CORPORATION              
        (Exact name of small business issuer as specified in its charter)
        
        
                      New  Jersey                       21-0681502         
        (State or other jurisdiction of              (I.R.S. Employer 
         incorporation or organization)           identification number)
        
        
        
            1912 Bannard Street, Riverton, NJ             08077   
        (Address of principal executive offices)       (Zip Code) 
        
        
        
        Registrant's telephone number, including area code:    609-829-2800 
        
        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 
        twelve 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       
        
        
        State  the number of shares outstanding of each of  the  issuer's 
        classes of common equity, as of the latest practicable date:
        
        
                      Class              Outstanding at May 3, 1997
        Common Stock, par value $0.25              775,615 shares
        
        
        






        
        
        
                                     INDEX
        
        
        
        
        PART I     FINANCIAL INFORMATION
        
        Item 1.    Financial Statements    
        
                   Consolidated Balance Sheets May 3,
                   1997 and October 26, 1996                    3 - 4     
        
                   Consolidated Statements of Income - 
                   thirteen weeks ended May 3, 1997
                   and twelve weeks April 27, 1996
                   and twenty-seven weeks ended May 3,
                   1997 and twenty-six weeks ended       
                   April 27, 1996                                 5
        
                   Consolidated Statements of Cash Flows -
                   twenty-seven weeks ended May 3, 1997 
                   and twenty-six weeks ended April 27,
                   1996                                          6 - 7
        
                   Notes to Consolidated Financial Statements     8
        
        Item 2.    Management's Discussion and Analysis or Plan
                   of Operation                                   9
        
        
        PART II    OTHER INFORMATION
        
        Item 1     Not Applicable
        
        Item 2     Not Applicable
        
        Item 3     Not Applicable
        
        Item 4     Not Applicable
        
        Item 5     Not Applicable
        
        Item 6     Not Applicable
        
        
        SIGNATURE                                               10






                     OPT-Sciences Corporation and Subsidiary
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
        
                                     ASSETS
        
                                              May 3,      October 26,
                                               1997           1996     
        
        
        CURRENT ASSETS                               
        
         Cash and cash equivalents         $2,541,142       $2,557,251    
         Trade accounts receivable            605,180          480,178         
         Inventories - at lower of cost
          or market                           276,000          219,606          
         Prepaid income taxes                  32,680              -0-
         Prepaid expenses                      12,362           25,938
         Marketable securities                352,577          560,962
        
            Total current assets            3,819,941        3,843,935   
        
        
        PROPERTY AND EQUIPMENT
        
         Land                                 114,006          114,006
         Building and improvements            324,044          304,044
         Machinery and equipment              594,783          594,783
         Small tools                           53,580           53,580
         Furniture and fixtures                 8,048            8,048
         Office equipment                      35,615           35,615
         Automobile                            42,336           30,315
        
            Total property and
             equipment                      1,172,412        1,140,391
        
            Less accumulated depreciation     754,209          747,340
        
               Net property and
                equipment                     418,203          393,051
        
                 Total assets              $_________       $_________






                     OPT-Sciences Corporation and Subsidiary
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
        
        
                      LIABILITIES AND STOCKHOLDERS' EQUITY
        
         
                                               May 3,       October 26,
                                                1997            1996  
        
        CURRENT LIABILITIES
        
         Accounts payable - trade             $85,911          $43,760         
         Accrued income taxes                     -0-          151,050
         Other current liabilities            153,329          203,779
        
            Total current liabilities         239,240          398,589
        
        
        STOCKHOLDERS' EQUITY
        
         Common capital stock - par value
          $.025 per share - authorized
          and issued 1,000,000 shares         250,000          250,000
         Additional paid in capital           272,695          272,695
         Retained earnings                  3,647,239        3,481,639
         Net unrealized gains on
          equity securities                    16,108           20,451       
         Less treasury stock at cost -
          224,385 shares and 223,885
          shares respectively              (  187,138)      (  186,388)
        
            Total stockholders' equity      3,998,904        3,838,397
        
                Total liabilities and
                 stockholders' equity      $_________       $_________
        
        






                     OPT-Sciences Corporation and Subsidiary
             CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
                                   (Unaudited)
        
        
                            Thirteen      Twelve   Twenty-Seven   Twenty-Six
                           Weeks Ended  Weeks Ended Weeks ended  Weeks ended 
                             May 3,      April 27,     May 3,      April 27,
                               1997         1996        1997         1996   
        
        
        NET SALES            $771,212     $636,760  $1,434,984   $1,128,101    
        
        COST OF SALES         592,100      454,404   1,072,285      789,409 
                              
          Gross profit
           on sales           179,112      182,356     362,699      338,692
        
        
        OPERATING EXPENSES
         Sales & delivery       9,257        4,283      12,612        8,688  
         General and
          administrative       82,490       60,052     152,927      132,976  
        
         Total operating
          expenses             91,747       64,335     165,539      141,664  
        
         Operating income      87,365      118,021     197,160      197,028  
        
        OTHER INCOME           40,503       35,623      78,540       70,007  
        
          Net income 
           before taxes       127,868      153,644     275,700      267,035 
      
        FEDERAL AND STATE
         INCOME TAXES          51,100       61,350     110,100      106,650 
        
          Net income           76,768       92,294     165,600      160,385     
        
        
        RETAINED EARNINGS -
        beginning of period 3,570,471    3,146,420   3,481,639    3,078,329   
        
        RETAINED EARNINGS -
        end of period      $_________   $_________  $_________   $_________ 
        
        EARNINGS PER   
         SHARE OF
         COMMON STOCK             .10          .12         .21          .21   
        
        Average shares of 
         stock outstanding    775,615      776,131     775,660      776,310 
        






                     OPT-Sciences Corporation and Subsidiary
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
        
                                             Twenty-seven    Twenty-six
                                              Weeks Ended    Weeks Ended
                                                 May 3,       April 27,  
                                                  1997           1996   
        
        CASH FLOWS FROM OPERATIONS
        
         Net income                            $165,600       $160,385
        
         Adjustments to reconcile net 
          income to net cash provided
          by operating activities
        
           Depreciation and
            amortization                         22,790         17,306     
        
           Loss (gain) on sale of
            securities                         (  8,043)      (  2,656)
           Decrease (increase) in
            Accounts receivable                (125,002)      ( 82,005)
            Inventories                        ( 56,394)      ( 34,362)
            Prepaid expenses                   ( 19,104)         8,783
        
           (Decrease) increase in
            Accounts payable                     42,151       ( 15,667)    
            Accrued income taxes               (151,050)         4,911  
            Other current liabilities          ( 50,450)      ( 13,215)  
        
             Net cash provided by
              operating activities             (179,502)        43,480   
        
        CASH FLOWS FROM INVESTING
         ACTIVITIES
        
         Additions to property and
          equipment                            ( 47,942)      (  7,950)
         Purchases of  securities              (112,500)      ( 10,061)
         Sale of securities                     324,585          9,966 
        
             Net cash used in 
              investing activities              164,143       (  8,045) 
        






                         OPT-Sciences Corporation and Subsidiary
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
        
                                             Twenty-seven    Twenty-six
                                              Weeks Ended    Weeks Ended
                                                 May 3,       April 27,  
                                                  1997           1996   
        
        
        CASH FLOW FROM
         FINANCING ACTIVITIES:
        
         Purchases of treasury stock        $(      750)   $(      563)
        
            Net cash used in
             financing activities            (      750)    (      563)
         
        (Decrease) increase in cash          (   16,109)        34,872 
        
        Cash and cash equivalents
         at beginning of period               2,557,251      2,628,274          
        
        Cash and cash equivalents
         at end of period                    $_________     $_________ 
        
        
        SUPPLEMENTAL DISCLOSURES:
        
         Interest paid                       $_________      $________
         
         Income taxes paid                   $_________      $________
        






                       OPT-Sciences Corporation and Subsidiary
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (Unaudited)
        
        
        
        1.   In  the opinion of management, the accompanying unaudited  con-
             solidated  financial statements contain all adjustments  neces-
             sary  to  present fairly OPT-Sciences  Corporation's  financial 
             position  as of May 3, 1997 and October 26, 1996, and  the  re-
             sults  of  operations for the twenty-seven weeks ended  May  3, 
             1997  and   for the twenty-six weeks ended April 27,  1996  and 
             cash flows for the respective periods then ended.
        
        2.   The results of operations for the periods presented are  not 
             necessarily indicative of the results to be expected for the 
             full year.
        






                       MANAGEMENT'S DISCUSSION AND ANALYSIS OF
        
                    FINANCIAL CONDITION AND RESULTS OF OPERATIONS
        
        
        
        
             FINANCIAL CONDITION
        
             
             Cash  and cash equivalents--OPT Sciences Corporation's  cash 
             balances  decreased during the first six months of the  year 
             from $2,557,251 to $2,541,142.  Profits generated could  not 
             offset  increases in accounts receivable and  inventory  and  
             required payments of income taxes due.   There are no  mate-
             rial obligations in existence which would be anticipated  to 
             cause  any  substantial decrease in the cash  balances  from 
             other than the Company's future operations.
        
        
             RESULTS OF OPERATIONS
        
             Sales revenues have increased by 27.2% from the level of the 
             first  six months of the prior year.   The Company was  able 
             to  produce  the additional volume by increasing  the  labor 
             force.   This increased labor factor increased the  cost  of 
             production and resulted in a lower GP%. The additional staff 
             should  allow the Company to achieve better efficiencies  in 
             the  future.   Earnings from investments are higher  due  to 
             higher investment returns than at the same time last year.
        






        
                                      
                                      SIGNATURES
        
        
        
        In  accordance  with the requirements of the  Exchange  Act,  the 
        registrant  this report to be signed on its behalf by the  under-
        signed,  thereunto duly authorized.
        
        
                                          OPT-SCIENCE CORPORATION
                                          Registrant
        
        
        
                                                                    
                                          Anderson McCabe, President
        Date
        
        
        
                                                                    
                                          Harvey Habeck,
        Date                              Chief Accountant