SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

Form 10-Q/A
			
(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended July 31, 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 No. 0-17384

Boston Technology, Inc.
(Exact name of registrant as specified in its charter)

Delaware                                          04-3073385
(State or other jurisdiction of                (I.R.S Employer
incorporation or organization)               Identification Number)

100 Quannapowitt Parkway                                               
Wakefield, Massachusetts                                 01880  
(Address of principal executive offices)              (Zip code)       


Registrant's telephone number, including area code:  (617) 246-9000

	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 at least 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.
							  
							  Shares Outstanding
	Class of Securities                            (as of  August 19 , 1997)
Common Stock, $.001 par value per share                        27,301,781  
<PAGE>
<PAGE>
BOSTON TECHNOLOGY, INC.
FORM 10-Q/A
Index

															 Page
PART I.    FINANCIAL INFORMATION

ITEM 1.  Consolidated Financial Statements

Consolidated Balance Sheets
As of July 31, 1997 (Unaudited) and January 31, 1997.............  3

Consolidated Statements of Operations
For the three and six months ended July 31, 1997 and 1996........  4

Consolidated Statements of Cash Flows
For the six months ended July 31, 1997 and 1996..................  5

Notes to the Consolidated Financial Statements...................  6


ITEM 2.   Management's Discussion and Analysis of Financial 
 .         Conditions and Results of  Operations .................  9


PART II.  OTHER INFORMATION     

ITEM 1.   Legal Proceedings...................................... 13

ITEM 2.   Changes in Securities.................................. 13

ITEM 3.   Defaults upon Senior Securities........................ 13

ITEM 4.   Submission of Matters to a Vote of  Security Holders... 14
		
ITEM 5.   Other Information...................................... 14

ITEM 6.   Exhibits and Reports on Form 8-K....................... 14

Signatures....................................................... 15

Exhibit Index.................................................... 16
<PAGE>
<PAGE>
PART I.    FINANCIAL INFORMATION
ITEM 1.  Consolidated Financial Statements

 .                                           BOSTON TECHNOLOGY, INC. 
 .                                      CONSOLIDATED BALANCE SHEETS
 .                               (dollars in thousands, except share amounts)
<TABLE>
<CAPTION>

                                                            July 31,             January 31,
 .                                                             1997                  1997
 .                                                          --------              ---------
Assets                                                    (unaudited)
<S>                                                             <C>                   <C>
Current Assets:
Cash and cash equivalents                                       $38,146               $14,032
Accounts receivable, less allowances of $9,415 and $3,656        61,125                54,405
Notes receivable                                                  3,618                   ---
Net investment in sales type leases                                 611                   645
Inventories, net                                                 24,762                19,046
Prepaid expenses and other current assets                         9,276                 2,771
Prepaid taxes                                                     4,184               ---
 .                                                               -------               -------
  Total current assets                                          141,722                90,899

Property and equipment, net                                      35,429                25,568
Deferred taxes                                                    4,284                 4,284
Other assets                                                      4,267                 7,422
 .                                                              --------              --------
 .         TOTAL ASSETS                                         $185,702              $128,173
 .                                                              ========              ========
Liabilities and Stockholders' Equity
Current Liabilities:
Current portion of long term debt                                $1,563                $1,000
Accounts payable                                                 14,152                15,235
Accrued expenses                                                 31,007                21,556
Income taxes payable                                                ---                 2,618
Deferred customer funding                                         1,788                 1,140
Deferred revenues                                                17,690                 8,939
 .                                                                ------                ------
     Total current liabilities                                   66,200                50,488

Long term debt and other long term liabilities                   13,602                 1,193
Stockholders' Equity:
Common stock, $.001 par value, 60,000,000 shares authorized
27,295,561 and 25,501,691 shares  issued                             27                    25
Additional paid in capital                                       72,779                60,557
Retained earnings                                                32,651                15,516
Cumulative translation adjustment                                   443                   394
     Total stockholders' equity                                 105,900                76,492
 .                                                              --------              --------
	   TOTAL LIABILITES AND STOCKHOLDERS' EQUITY                  $185,702              $128,173
 .                                                              ========              ========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated 
financial statements.
				      -3-
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<PAGE>
 .                                                     BOSTON TECHNOLOGY, INC. 
 .                                    CONSOLIDATED STATEMENTS OF OPERATIONS
 .                               (dollars in thousands, except per share amounts)
                                                            (unaudited)
<TABLE>
<CAPTION>
 .                                     Three months ended July 31,       Six months ended July 31,
 .                                        1997             1996              1997           1996
 .                                      --------         --------          --------        --------
<S>                                    <C>              <C>               <C>             <C>
Revenues                               $66,361          $41,455           $129,736        $77,206

Cost and expenses:
Cost of revenues                        26,449           19,192             54,143         37,168
Research and development                14,121            8,185             28,097         15,278
Marketing, general and administrative   15,695            9,148             27,719         17,026
 .                                       ------           ------            -------         ------
 .                                       56,265           36,525            109,959         69,472

Income from operations                  10,096            4,930             19,777          7,734
	
Interest expense, net                      (84)            (167)              (340)          (102)    
Other income (expense), net                126             (470)              (210)          (523)
 .                                       ------            -----             ------          -----
Income before income taxes              10,138            4,293             19,227          7,109

Provision (benefit) for income taxes      (429)           1,502              2,753          2,488
 .                                      -------           ------            -------         ------
Net income                             $10,567           $2,791            $16,474         $4,621
 .                                      =======           ======            =======         ======

Net income per share                      $.37             $.10               $.58           $.17
 .                                      =======           ======            =======         ======
Weighted average common and common 
equivalent shares outstanding           28,792           28,005             28,415         27,835
</TABLE>
The accompanying notes are an integral part of these condensed consolidated 
financial statements.
				      -4-
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<PAGE>
 .                                                    BOSTON TECHNOLOGY, INC. 
 .                                    CONSOLIDATED STATEMENTS OF CASH FLOWS
 .                                                         (dollars in thousands)
 .                                                              (unaudited)
<TABLE>
<CAPTION>
 .                                                       Six months ended July 31,
 .                                                         1997                 1996
 .                                                       --------              -------
<S>                                                     <C>                   <C>
Cash Flows from Operating Activities
Net  Income                                             $16,474               $4,621
Adjustments to reconcile net income
to net cash used in operating activities:
Depreciation and amortization and other                   6,752                3,464
Payments made in excess of rent expense                    (100)                 (96)
Provision for sales allowances                            5,759                  (16)

Changes in assets and liabilities:
Accounts receivable                                     (12,024)             (23,000)
Net investment in sales type leases                          34               (1,242)
Inventories                                              (5,716)              (4,453)
Prepaid expenses and other current assets                (6,496)                (221)
Accounts payable                                         (2,060)                 573
Accrued expenses                                          9,433                4,327
Deferred revenue                                          7,497                1,584
Income taxes                                             (5,243)              (2,081)
Deferred customer funding                                   648                   17
Other liabilities                                           434                3,689
 .                                                        ------              -------
Net cash provided by (used in) operating activities      15,392              (12,834)

Cash Flows From Investing Activities
Purchase of property and equipment                      (13,428)              (9,575)
Purchase of license agreements and other assets             281                 (560)
 .                                                        ------               ------
Net cash used in investing activities                   (13,147)             (10,135)

Cash Flows From Financing Activities
Exercise of stock options                                10,126                1,685
Purchase of stock through Employee Stock Purchase Plan      536                  374
   Principal payments under financing obligations          (500)                (275)
   Borrowings under revolving credit agreements          25,000               18,600
   Repayments under revolving credit agreements         (15,000)              (5,000)
 .                                                        ------               ------
   Net cash provided by financing activities             20,162               15,384

Effect of exchange rate on cash and cash equivalents         49                   (5)
 .                                                        ------               ------
Net increase (decrease) in cash and cash equivalents     22,456               (7,590)

Cash acquired in pooling of 
Enhanced Communications Corporation                       1,658                  ---

Cash and cash equivalents, beginning of period           14,032               13,929
 .                                                       -------               ------
Cash and cash equivalents, end of period                $38,146               $6,339
 .                                                       =======               ======           
</TABLE>                                               
<TABLE>
<CAPTION>
Supplemental Disclosure of Cash Flow Information:
<S>                                                      <C>                 <C>              
Income taxes paid                                        $7,481                  $10
Interest paid                                               738                  344

Non cash transactions:
Tax benefit of disqualifying dispositions 
of incentive stock options                               $1,559                 $290
Sale of Joint Venture for a note receivable               3,618                  ---
Purchase of license agreements                              ---                2,530
</TABLE>
The accompanying notes are an integral part of these condensed consolidated 
financial statements.
				      -5-
<PAGE>
<PAGE>
BOSTON TECHNOLOGY, INC. 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands)

1.      BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements of Boston 
Technology, Inc. (the "Company") have been prepared in accordance with generally
accepted accounting principles for the interim financial information and 
pursuant to the instructions to Form 10-Q and Article 10 of Regulation S-X.  
Accordingly, these consolidated financial statements do not include all of the 
information and footnote disclosures required by generally accepted accounting 
principles for complete financial statements.  In the opinion of management, 
all adjustments (consisting of normal recurring accruals) necessary for a fair 
representation of the unaudited consolidated statements of income for the three 
and six months ended July 31, 1997 and 1996, the unaudited consolidated 
statements of cash flows for the six months ended July 31, 1997 and 1996, and 
the unaudited consolidated balance sheet at July 31, 1997 have been made.

The preparation of financial statements in conformity with generally accepted 
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of 
contingent assets and liabilities at the date of the financial statements and 
the reported amounts of revenues and expenses during the reporting period.  
Actual results could differ from those estimates.  Significant estimates 
included in these financial statements include the reserve for sales 
allowances, reserve for warranty, inventory valuation reserve, estimates to 
complete and certain accrued liabilities.

It is suggested that the financial statements contained herein be read in 
conjunction with the audited consolidated financial statements and notes thereto
included in the Company's Annual Report on Form 10-K for the year ended 
January 31, 1997.  The results of the interim periods are not necessarily 
indicative of the results for the full fiscal year.

Certain amounts in the fiscal 1997 (year ended January 31, 1997) financial 
statements have been reclassified to conform to the fiscal 1998 (year ending 
January 31, 1998) presentation.

2.  INVENTORIES

Inventories consisted of:              July 31, 1997          January 31, 1997
 .                                      -------------          ----------------
Materials and purchased parts             $10,784                    $7,735
Work in process                             5,035                     9,585
Finished goods                              8,943                     1,726
 .                                          -------                   -------
Total                                     $24,762                   $19,046
 .                                          =======                   =======

3.  FINANCING ARRANGEMENTS

The Company maintains a revolving credit facility with two banks totaling $60 
million. Borrowings are collateralized by the Company's accounts receivable and 
inventories and bear interest at the prime rate (8.5% at July 31, 1997) or the 
LIBOR rate plus 175 basis points.  The credit facility is scheduled to expire 
on November 19, 1998.  As of  July 31, 1997, the Company had $10 million 
outstanding under the credit facility.

From time to time, the Company grants its customers extended payment terms and, 
upon occasion, sells those accounts receivable without recourse.  During the 
quarter ended July 31, 1997, the Company sold $18 million of receivables. 


4.  RECENTLY ISSUED ACCOUNTING STANDARDS

The Financial Accounting Standards Board recently issued Statement No. 128 
("SFAS 128"), "Earnings per Share", which modifies the way in which earnings 
per share (EPS) is calculated and disclosed.  Upon adoption of this standard 
for the fiscal period ending January 31, 1998, the Company will disclose basic 
and diluted EPS and will restate all prior period EPS data presented.  Basic 
EPS excludes dilution and is computed by dividing income available to common 
stockholders by the weighted average number of common shares outstanding for 
the period.  Diluted EPS, similar to fully 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 or resulted in the issuance of 
common stock that then shared in the earnings of the entity.  Management 
believes the adoption of SFAS 128 will not have a material impact on reported 
earnings per share.
				      -6-
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<PAGE>
The Financial Accounting Standards Board recently issued Statement of Financial 
Accounting Standard No. 130, "Reporting Comprehensive Income".  This Statement 
requires that changes in comprehensive income be shown in a financial statement 
that is displayed with the same prominence as other financial statements.  The 
Statement will become effective for fiscal years beginning after December 15, 
1997.  The Company will adopt the new standard beginning in the first quarter of
the fiscal year ending January 31, 1999.

In June 1997, the Financial Accounting Standards Board issued Statement of 
Financial Accounting Standard No. 131, "Disclosure about Segments of an 
Enterprise and Related Information" (SFAS No. 131).  SFAS No. 131 specifies 
new guidelines for determining a company's operating segments and related 
requirements for disclosure.  The Company is in the process of evaluating the 
impact of the new standard on the presentation of its financial statements and 
the disclosures therein.  The Statement will become effective for fiscal years 
beginning after December 15, 1997.  The Company will adopt the new standard for 
the fiscal year ending January 31, 1999.


5.  ACQUISITION OF ENHANCED COMMUNICATION CORPORATION

On February 20, 1997, the Company acquired all of the outstanding stock of 
Enhanced Communications Corporation ("ECC"), a company providing outsourcing of 
voice messaging for Bell South Telecommunications, Inc. and Bell South Personal 
Communications, Inc. for 250,000 shares of the Company's Common Stock.  The 
combination has been accounted for as a pooling of interests in accordance with 
APB 16.  The Company did not restate prior period financial statements for this 
acquisition due to immateriality, and recorded the book value of the net assets 
of ECC in the period ended April 30, 1997 amounting to $661,000.

Change in stockholders' equity:

Balance at January 31, 1997                                  $         76,492

Net income for current period                                          16,474
Net book value of assets acquired in pooling of interest                  661
Stock issued for options and warrants, related tax 
benefits and other                                                     12,273
 .                                                                     -------  
Balance at July 31, 1997                                     $        105,900
									                                                 						      =======

6.   REVENUE RECOGNITION

Most of the Company's products are standard hardware and software configurations
which are developed according to internally generated product specifications.  
Generally, product revenues are recognized at the time the standard hardware 
and/or software is shipped, collection is probable and no significant post 
shipment obligations remain. Products shipped for customer trials are carried in
finished goods inventory until customer acceptance is obtained, at which time 
revenue is recognized.  Installation fees are recognized when products are 
installed.  Revenue from sales- type leases and the associated cost of revenue 
is recognized upon shipment of the equipment to customers. Interest income is 
recognized over the life of the sales-type lease.  Rental income on equipment 
under operating leases is recognized ratably over the lease term, and the 
related equipment is depreciated over its estimated useful life.  Maintenance 
revenue is recognized ratably over the term of the maintenance contract.  

Development work is frequently required for new customers in order to adapt 
otherwise standard products to specific languages, user interfaces and network 
interfaces.  From time to time, customers may contract for custom modifications 
and enhancements to standard product configurations.  The proceeds from the sale
of such modifications and enhancements as well as the excess of customer funding
received over and above associated costs are included in revenues upon shipment 
of the related hardware and/or software. For large contracts containing 
significant customization efforts spanning two or more quarters, revenue is 
recognized on a percent of completion basis.


7.      SALE OF JOINT VENTURE

As of May 31, 1997, the Company sold its 30% share in the Brazil joint venture 
it had established in fiscal 1996 to its joint venture partner.   Upon 
completion of the sale, the Company recorded the purchase price, net of imputed 
interest, as a note receivable.  No gain has been recognized on this 
transaction.
				      -7-
<PAGE>
<PAGE>
8.      CUSTOMER DISPUTE

The Company is engaged in a dispute with one of its customers, Sprint PCS 
("Sprint"), regarding product and software deliverables and performance under 
agreements against which approximately $26 million has been invoiced.  Sprint 
has purported to terminate its agreements with the Company and refused to pay 
the balance due of approximately $19 million.  Of this outstanding balance, a 
significant portion has not been recognized as revenue and, as a result, is not 
included in the Company's accounts receivable balance.  The Company 
believes it has established adequate reserves to cover any exposure associated 
with this dispute.  The Company believes that Sprint's assertions are without 
merit and that the unpaid amounts are due and owing.  The Company has discussed 
the dispute with Sprint but no resolution has yet been reached.  The agreements 
between the Company and Sprint require that disputes be submitted to binding 
arbitration if not resolved by mutual agreement.  Although the Company believes 
that its position has merit, there can be no assurances the outcome will not 
have a material adverse effect on the Company.

9.      INCOME TAXES

The effective tax rate for the three months ended July 31, 1997 (before the 
effect of the AT&T warrant exercise) and 1996 was 35%.  During the second 
quarter of fiscal 1998, the Company realized a one time tax benefit of 
$3,976,000 associated with the July 30, 1997 exercise of 981,760 warrants by 
AT&T.  The Company determined that the realization of this tax benefit became 
more likely than not during the second quarter of fiscal 1998.  No benefit has 
been recognized for unexercised warrants.  The tax benefit associated with 
future exercises of warrants by AT&T is contingent upon the timing of the 
exercise of the warrants and the stock value at that time.  The Company expects 
its normal tax rate to remain at approximately 35% throughout the remainder of 
fiscal 1998. 

10.     SUBSEQUENT EVENT

On August 21, 1997, the Company announced that it had agreed to merge with 
Comverse Technology, Inc. ("Comverse") in a stock merger in which each 
outstanding share of Common Stock of the Company would be converted into .65 
share of Common Stock of Comverse.  The merger is subject to regulatory 
approval, approval by the stockholders of the Company and Comverse, and various 
other conditions, and is expected to be completed in late 1997.  The merger of 
the companies may result in duplicate facilities or distribution channels and 
other relationships which could result in adjustments or write-offs upon the 
completion of the merger to the carrying value of certain assets.
				      -8-
<PAGE>
<PAGE>

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

This Quarterly Report on Form 10-Q contains forward-looking statements.  For 
this purpose, any statements contained herein that are not statements of 
historical fact may be deemed to be forward-looking statements.  Without 
limiting the foregoing, the words "believes," "anticipates," "plans," "expects,"
and similar expressions are intended to identify forward-looking statements.  
There are a number of important factors that could cause the Company's actual 
results to differ materially from those indicated in such forward looking 
statements.  These factors include, without limitation, those set forth below 
the caption "Certain Factors That May Affect Future Operating Results."

Results of Operations

Three months Ended July 31, 1997 versus Three Months Ended July 31, 1996

Net Sales
Revenues for the second quarter of fiscal year 1998 were $66,361,000 versus 
$41,455,000 for the prior period, an increase of $24,906,000, or 60%.  North 
American revenues, generated by sales to Regional Bell Operating Companies, long
distance carriers, and other network operators, were approximately $34,666,000, 
an increase of $5,808,000, or 20%, over the prior year period.  North American 
revenues decreased to 52% of total revenues versus 70% in the prior year due 
primarily to changes in customers buying patterns relating to their deployment 
of services.  International revenues for the second quarter were $31,695,000, 
an increase of  $19,098,000, or 152%, over the prior year period.  International
revenues increased primarily due to higher volume from the Company's existing 
Pacific Rim and Australian customers as well as several new customers in Brazil.
International revenues comprised 48% of total second quarter fiscal 1998 
revenues verses 30% in the prior year period.  

Gross Profit
Gross profit for the second quarter of fiscal 1998 increased over the 
corresponding prior year period by $17,649,000, or 79%, to $39,912,000.  As a 
percentage of revenues, gross profit was approximately 60% for the three months 
ended July 31, 1997 compared to approximately 54% for the comparable prior year 
period.  The increase in gross profit as a percentage of revenues was due 
primarily to an increase in the number of larger systems shipped as well as a 
higher volume of capacity upgrades, which traditionally have higher margins.  
Assuming a stabilization of prices with increased revenues, the Company 
anticipates that gross profit as a percentage of revenues will increase in 
fiscal 1998 compared to fiscal 1997, however, quarter to quarter changes may 
not be indicative of the trend for the year.

Research and Development Expenses
Research and development expenses were $14,121,000 for the second quarter of 
fiscal 1998 verses $8,185,000 for the prior period.  As a percentage of 
revenues, research and development expenses increased to 21% for the second 
quarter versus 20% for the prior year.  Excluding the effect of customer funding
and certain reclassifications, gross research and development spending in the 
second quarter of fiscal 1998 increased $8,225,000, or 80%, over the prior year 
period primarily due to an increase in headcount required to support ongoing 
development projects.  The Company expects to continue to make significant 
investments in research and development, including research and development 
required under certain recent customer contracts.  The Company is also involved 
in research and development programs that are funded in whole or in part by its 
customers.  Customer funding is recognized as a reduction to research and 
development expense as development activities occur.  Customer funding offsets 
against expense for the second quarter of fiscal 1998 and 1997 were $2,394,000 
and $621,000, respectively.  In addition to customer funding offsets, the 
Company periodically defers expenditures incurred under long term custom 
modification contracts.  The deferred expenditures of $5,047,000 at July 31, 
1997 are included in prepaid expenses and other current assets and will be 
recognized in cost of sales as the associated revenue is recognized. These 
deferred expenditures associated with long term custom modification contracts 
for the second quarter 1998 and 1997 amounted to $2,026,000 and $1,510,000, 
respectively.

Marketing, General and Administrative Expenses
Marketing, general and administrative expenses for the second quarter were 
$15,695,000 versus $9,148,000 for the prior period.  As a percentage of 
revenues, these expenses increased from 22% in the prior year period to 24% in 
the second quarter of fiscal 1998 due primarily to a significant increase to the
reserve for sales allowances resulting from the customer dispute described in  
Note 8 to the Consolidated Financial Statements and the expansion of the world-
wide customer service and sales organizations, particularly in Mexico, the 
United Kingdom and the Far East, as well as increased staffing to support the 
overall growth of the Company's business.  

Net Interest (Expense) Income
Interest income for the quarter increased by $252,000 to $328,000 at July 31, 
1997 due primarily to higher average cash balances.  Interest expense for the 
second quarter increased by $169,000 to $412,000 as a result of borrowings 
against the Company's line of credit. The Company expects to continue to 
borrow against its line of credit in the future and incur interest expense that 
is higher than past periods.
				      -9-
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<PAGE>

Other Income, Net
Other income increased $596,000 to $126,000 for the three months ended July 31, 
1997 due primarily to the Company's portion of the income generated by the 
joint venture prior to the May 31, 1997 sale of the Company's share of the 
joint venture, partially offset by a foreign exchange loss.  

Provision for Income Taxes
The effective tax rate for the three months ended July 31, 1997 (before the 
effect of the AT&T warrant exercise) and 1996 was 35%.  During the second 
quarter of fiscal 1998, the Company realized a one time tax benefit of 
$3,976,000 associated with the July 30, 1997 exercise of 981,760 warrants by 
AT&T.  The Company determined that the realization of this tax benefit became 
more likely than not during the second quarter of fiscal 1998.  No benefit has 
been recognized for unexercised warrants.  The tax benefit associated with 
future exercises of warrants by AT&T is contingent upon the timing of the 
exercise of the warrants and the stock value at that time.  The Company expects 
its normal tax rate to remain at approximately 35% throughout the remainder of 
fiscal 1998.

Results of Operations

Six months Ended July 31, 1997 versus Six Months Ended July 31, 1996

Net Sales
Revenues for the six months ended July 31, 1997 were $129,736,000 versus 
$77,206,000 for the prior period, an increase of $52,530,000, or 68%.  North 
American revenues, generated by sales to Regional Bell Operating Companies, 
long distance carriers, and other network operators, were approximately 
$73,794,000, an increase of $26,793,000, or 57%, over the prior year period.  
North American revenues decreased to 57% of total revenues versus 61% in the 
prior year due primarily to changes in customers buying patterns relating to 
their deployment of services.   International revenues for the first six months 
of fiscal 1998 were $55,942,000, an increase of  $25,737,000, or 85%, over the 
prior year period.  International revenues increased primarily due to higher 
volume from the Company's existing Pacific Rim and Australian customers.  
International revenues comprised 43% of revenues for the first six months 
of fiscal 1998 revenues verses 39% in the prior period. 

Gross Profit
Gross profit for the first six months of fiscal 1998 increased over the 
corresponding prior year period by $35,555,000, or 89%, to $75,593,000.  As a 
percentage of revenues, gross profit was approximately 58% for the six months 
ended July 31, 1997 compared to approximately 52% for the comparable prior year 
period.  The increase in gross profit as a percentage of revenues was due 
primarily to an increase in the number of larger systems shipped as well as a 
higher volume of capacity upgrades, which traditionally have higher margins.  
Assuming a stabilization of prices with increased revenues, the Company 
anticipates that gross profit as a percentage of revenues will increase in 
fiscal 1998 compared to fiscal 1997, however, quarter to quarter changes 
may not be indicative of the trend for the year.

Research and Development Expenses
Research and development expenses were $28,097,000 for the six month period 
ended July 31, 1997 verses $15,278,000 for the prior period.  As a percentage 
of revenues, research and development expenses increased to 22% for the first 
six months of fiscal 1998 versus 20% for the prior year.  Excluding the effect 
of customer funding and certain reclassifications, gross research and 
development spending in the first six months of fiscal 1998 increased 
$16,065,000, or 83%, over the prior year period primarily due to an increase 
in headcount required to support ongoing development projects.  The Company 
expects to continue to make significant investments in research and development,
including research and development required under certain recent customer 
contracts.  The Company is also involved in research and development programs 
that are funded in whole or in part by its customers.  Customer funding is 
recognized as a reduction to research and development expense as development 
activities occur.  Customer funding offsets against expense for the first six 
months of fiscal 1998 and 1997 were $3,627,000 and $2,081,000, respectively.  
In addition to customer funding offsets, the Company periodically defers 
expenditures incurred under long term custom modification contracts. These 
deferred expenditures of $5,047,000 at July 31, 1997 are included in prepaid 
expenses and other assets and will be recognized in cost of sales as the 
associated revenue is recognized. The deferred expenditures associated with 
long term custom modification contracts for the first six months of fiscal 
1998 and 1997 amounted to $3,798,000 and $2,098,000, respectively.

Marketing, General and Administrative Expenses
Marketing, general and administrative expenses for the six month period ended 
July 31, 1997 were $27,719,000 versus $17,026,000 for the prior period.  As a 
percentage of revenues, these expenses decreased from 22% in the prior year 
period to 21% in the first six months of fiscal 1998 due primarily to higher 
incremental revenue. Marketing, general and administrative expenses increased 
$10,693,000 versus the prior period due primarily a significant increase in the 
reserve for sales allowances resulting from the customer dispute described in 
Note 8 to the Consolidated Financial Statements and the expansion of the world-
wide customer service and sales organizations, particularly in Mexico, the 
United Kingdom and the Far East, as well as increased staffing to support the 
overall growth of the Company's business. 
				      -10-
<PAGE>
<PAGE>

Net Interest (Expense) Income
Interest income for the six months ended July 31, 1997 increased by $64,000 to 
$415,000 due primarily to higher average cash balances.  Interest expense for 
the first six months of fiscal 1998 increased by $302,000 to $755,000 as a 
result of borrowings against the Company's line of credit. The Company expects 
to continue to borrow against its line of credit in the future and incur 
interest expense that is higher than past periods.

Other Expense, Net
Other expense decreased $313,000 to $210,000 for the six months ended July 31, 
1997 due primarily to the Company's portion of the income generated by the 
joint venture prior to the May 31, 1997 sale of the Company's share of the joint
venture, partially offset by a foreign exchange loss.  

Provision for Income Taxes
The effective tax rate for the six months ended July 31, 1997 (before the 
effect of the AT&T warrant exercise) and 1996 was 35%.  During the second 
quarter of fiscal 1998, the Company realized a one time tax benefit of 
$3,976,000 associated with the July 30, 1997 exercise of 981,760 warrants by 
AT&T.  The Company determined that the realization of this tax benefit became 
more likely than not during the second quarter of fiscal 1998.  No benefit has 
been recognized for unexercised warrants.  The tax benefit associated with 
future exercises of warrants by AT&T is contingent upon the timing of the 
exercise of the warrants and the stock value at that time.  The Company expects 
its normal tax rate to remain at approximately 35% throughout the remainder of 
fiscal 1998.

Liquidity and Capital Resources 
The Company has funded its operations to date primarily through cash flow from 
operations and its bank lines of credit.  At July 31, 1997 and January 31, 1997,
the Company had available cash and cash equivalents of $38,146,000 and 
$14,032,000, respectively, and working capital of $75,572,000 and $40,411,000, 
respectively. The Company increased its revolving credit facility with two 
banks from $35,000,000 to $60,000,000. Borrowings are collateralized by the 
Company's accounts receivable and inventories and bear interest at the prime 
rate (8.5% at July 31, 1997) or the LIBOR rate plus 175 basis points.  The 
credit facility is scheduled to expire on November 19, 1998.  This revolving 
credit facility also has a 1/2 of 1% annual commitment fee on the unused 
portion.  The facility contains quarterly covenants which, among other things, 
require the Company to maintain certain financial ratios, specified levels of 
equity and other restrictions.  The Company had borrowings under its revolving 
credit facilities of $10,000,000 outstanding at July 31, 1997.  The Company 
also has available uncollateralized lines of credit for forward foreign exchange
contracts with three banks.  There was no outstanding balance on these lines of 
credit at July 31, 1997.  From time to time, the Company grants its customers 
extended payment terms and, upon occasion, sells those accounts receivable 
without recourse.  During the quarter ended July 31, 1997, the Company sold 
$18 million of receivables without recourse. 

Net cash provided by operating activities for the six months ending July 31, 
1997 was $15,392,000.   In the six months ending July 31, 1997, net cash 
provided by operating activities consisted primarily of net income of 
$16,464,000, an increase in accrued expenses of $9,433,000 and an increase in 
deferred revenue of $7,497,000, offset by an increase in accounts receivable 
of $12,024,000 and an increase in prepaid expenses and other current assets of 
$6,496,000. 

Net cash used in investing activities for the six months ending July 31, 1997 
was $13,147,000. This reflects primarily purchases of property and equipment 
of $13,428,000, consisting primarily of computer workstations and test 
equipment, as a result of increased headcount and growth of  revenues. 

Net cash provided by financing activities for the six months ending July 31, 
1997 was $20,162,000.  This reflects net borrowings made under the revolving 
credit agreements of $10,000,000, and proceeds from exercise of common 
stock options of  $10,126,000. 

The Company believes that its cash and cash equivalents, along with cash 
generated from operations and unused credit facilities will be sufficient to 
meet the Company's cash requirements and to fund operations at least through 
January 31, 1998.

Certain Factors That May Affect Future Operating Results

The reader should consider the following important factors, among others, 
which in some cases have affected, and in the future could affect, the Company's
actual results and could cause the Company's results in future quarters and 
fiscal years to differ materially from those expressed in forward-looking 
statements made by, or on behalf of, the Company.

Historically, a substantial portion of the Company's revenues have been 
attributed to a limited number of customers.  The Company expects to continue 
to rely on a limited number of customers for a significant portion of its 
revenue.  In addition, the Company also has a high average system revenue per 
transaction; therefore, the loss of any one customer, or a significant decline 
in their volume, could have a material adverse effect on the Company's business 
and its results of operations. The Company's ability to increase future revenues
may depend on its ability to generate sufficient revenues to substitute for 
reduced purchases by one or more major customers. In addition, the Company's 
operating expenses are incurred ratably throughout each quarter and are 
relatively fixed in the short term.  As a result, if projected revenues are 
not realized in the expected period, the Company's operating results for that 
period could be adversely affected.
				      -11-
<PAGE>
<PAGE>

The Company's industry is subject to rapid technological change. The Company's 
revenue stream depends on its ability to enhance its existing software products 
and to introduce new products on a timely and cost-effective basis.  This 
includes any customer-requested custom software enhancements required in the 
normal course of product delivery.  The Company's products involve 
sophisticated hardware and software technology platforms that perform critical 
functions to highly demanding standards.  There can be no assurance the 
Company's current or future products will not develop operational problems, 
which could have a material adverse effect on the Company.  In addition, if the 
Company were to delay the introduction of new products, or to delay the 
delivery of specific custom software enhancements, the Company's operating 
results could be adversely affected. 

The international portion of the Company's business, which represented 43% of 
revenues for the first six months of fiscal 1998, is subject to a number of 
inherent risks, including difficulties in building and managing international 
operations and international reseller networks, international service and 
support of the Company's products, difficulties or delays in translating 
products into foreign languages, fluctuations in the value of foreign 
currencies, import/export duties and quotas, and unexpected regulatory, 
economic or political changes in international markets.  Due to the competitive 
environment in the international marketplace, certain international customers 
may require longer payment terms resulting in greater difficulty in accounts 
receivable collection.  In addition, while the Company's products are designed 
to meet the regulatory standards of foreign markets, any inability to obtain 
foreign regulatory approvals or to meet other required standards on a timely 
basis could have a material adverse effect on the Company's operating results. 

As a result of the expected increase in international business, the Company's 
revenues may increasingly be denominated in foreign currencies.  To date, 
foreign currency fluctuations have not had a material adverse effect on the 
Company's operating results.  While the Company has periodically engaged in 
hedging transactions to cover its currency translation exposure, the expected 
increase in international business may require the Company to engage in these 
types of transactions more frequently to mitigate the effect of foreign 
currency fluctuations.

Although backlog has increased compared to the prior year period, historically, 
the Company has operated with minimal backlog. While the increased backlog has 
provided greater visibility for near-term revenues, revenues earned in any 
quarter will continue to be largely dependent on orders booked, built, and 
shipped in that quarter.  Other factors that may impact the Company's ability 
to convert backlog into revenues for any given quarter are development efforts 
that may span several quarters, the ability to secure hardware components from 
single source suppliers and the fact that orders may be canceled or delivery 
schedules modified.  The Company has also experienced a pattern of recording 
the majority of its quarterly revenues in the third month of the quarter.   

The Company sells substantially all of its products to companies in the 
telecommunication industry.  This industry is undergoing significant change as 
a result of deregulation and privatization worldwide, reducing restrictions on 
competition in the industry. Unforeseen changes in the regulatory environment 
may have an impact on the Company's revenues and/or costs in any given part of 
the world.  The worldwide enhanced services systems industry is already highly 
competitive and the Company expects competition to intensify. The Company 
believes that it will continue to encounter substantial competition from its 
existing competitors, and that other companies, many with considerably greater 
financial, technical, marketing and sales resources than the Company, may enter 
the enhanced services systems markets. 

Certain  components of the Company's products are currently purchased from a 
single source, and, although the Company believes that alternate sources are 
available, any interruption or discontinuation in the supply of such components 
could adversely affect the Company's operating results.

The Company's growth and success depend upon its ability to attract, motivate 
and retain highly skilled employees, especially technical employees and key 
executives.  Qualified technical employees are in great demand and are 
likely to remain a limited resource for the foreseeable future.  There can be 
no assurance the Company will be successful in hiring and retaining the 
required personnel.  

The growth of the Company has placed and is expected to continue to place 
significant demands on the Company's operational, administrative and financial 
resources.  There can be no assurance the Company will be able to maintain its 
historic growth rate or that any future growth will not have a material 
adverse effect on the Company.

The Company's ability to compete effectively will depend to a significant extent
on its ability to protect its proprietary rights and operate without infringing 
the proprietary rights of others, and there can be no assurance the Company will
be able to do so.  In addition, any litigation involving such proprietary rights
could have a material adverse effect on the Company.
				      -12-
<PAGE>
<PAGE>

PART II.  OTHER INFORMATION

ITEM 1.  Legal Proceedings
		
		Reference is made to the Company's Annual Report on Form 10-K 
for the fiscal year ended January 31, 1997 for a description of certain legal 
proceedings (Civil Action Nos. 95-CV-7236, 95-CV-7295 and 95-CV-7317) commenced 
in the United States District Court for the Eastern District Court for Eastern 
District of Pennsylvania against the Company and certain of its current and 
former officers and directors alleging violations of Section 10(b) of the 
Securities Exchange Act of 1934, as amended, and Rule 10b-5 thereunder. On 
November 14, 1996, the United States District Court of the Eastern District of 
Pennsylvania ordered the cases transferred to the United States District court 
for the District of Massachusetts.  On January 19, 1997, the defendants filed a 
Motion to Dismiss on the grounds that the Amended Complaint fails to state a 
claim under the relevant sections of the Securities Exchange Act of 1934, and 
under the law as applied by the United States Court of Appeals for the First 
Circuit.  Oral argument was held on the Motion to Dismiss and the Plaintiffs 
Reply to the Motion on March 20, 1997. At the time of the oral argument the 
court indicated that it expected to render a decision by August, 1997, however, 
it has not yet done so.   Boston Technology and the defendants continue to deny 
the allegations and will continue to contest these cases vigorously. The outcome
of this lawsuit is neither probable nor estimable; accordingly, no loss 
provision has been made for this lawsuit.


ITEM 2. Changes in Securities
	
Not applicable.

ITEM 3. Defaults upon Senior Securities
	
Not applicable.
				      -13-
<PAGE>
<PAGE>

ITEM 4. Submission of matters to Vote of Security Holders
	

At the Annual Meeting of Stockholders on June 25, 1997, the Company's 
stockholders adopted the following proposals by the votes specified below.

<TABLE>
<CAPTION>

 .                                                                    Against or                   Broker
Proposal                                               For           Withheld       Abstain     non-votes

1.To elect seven directors for the ensuing year:
<S>                                                 <C>            <C>              <C>       <C>
Greg C. Carr                                        21,720,843         ---          345,965        ---
Richard J. Connaughton                              21,718,905         ---          347,903        ---
Francis E. Girard                                   21,715,355         ---          351,453        ---
Herman B. Leonard                                   21,719,573         ---          347,235        ---
Joseph E. Norberg                                   21,718,793         ---          348,015        ---
Robert J. Slezak                                    21,715,473         ---          351,335        ---
Richard K. Snelling                                 21,716,213         ---          350,595        ---


2. To approve an Amendment to the Company's 
1996 Stock Incentive Plan as described in the 
Proxy Statement                                     11,171,494      3,756,925        60,047   7,078,342

3.  To approve an Amendment to the Company's 
1995 Employee Stock Purchase Plan as described 
in the Proxy Statement.                             14,522,187        406,792        59,487   7,078,342

4.  To approve an Amendment to the Company's 
1995 Director Stock Option Plan as described in 
the Proxy Statement.                                13,758,831      1,119,129       110,506   7,078,342
</TABLE>

ITEM 5. Other Information
	
Not applicable.

ITEM 6. Exhibits and Reports
	
(a)  Exhibits 
The exhibits listed in the Exhibits Index are filed as part of or included in 
this report.

(b)  Reports on Form 8-K
	None.
				      -14-
<PAGE>
<PAGE>

SIGNATURES


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


   Date:        August 25, 1997 

					 BOSTON TECHNOLOGY, INC.

	
					 By: /s/ Carol B. Langer                                              
					     Carol B. Langer
					     Senior Vice President of Finance, 
					     Chief Financial Officer,
					     Treasurer and Secretary
										

				      -15-