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 March 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 Number 0-29048
                                
                   ACCENT COLOR SCIENCES, INC.
     (Exact name of registrant as specified in its charter)
         Connecticut                         06-1380314
(State or other jurisdiction of           (I.R.S. Employer
incorporation or organization)          Identification No.)
                                
800 Connecticut Boulevard, East Hartford, Connecticut     06108
         (Address of principal executive office)       (Zip Code)
Registrant's telephone number, including area code:(860) 610-4000

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.          /X/Yes    No
                                
The number of shares outstanding of the registrant's common stock
               as of  May 10, 1997 was 10,139,775.
                                
                                
                                
                                
<TABLE>
<CAPTION>
                           ACCENT COLOR SCIENCES, INC.
                          (a development stage company)
                            CONDENSED BALANCE SHEETS


                                                   March 31,       December 31,
                                                      1997              1996
                                                   (unaudited)                  

<S>                                            <C>               <C>          
Assets                                                                          
Current assets:                                                                 
     Cash and cash equivalents                 $    14,250,390   $    20,288,535
     Accounts receivable                               129,977            13,669
     Due from officer                                   12,612            15,802
     Inventories (Note 3)                            4,232,148         3,362,252
     Prepaid expenses and other assets                 563,551           511,633
                                                                                
          Total current assets                      19,188,678        24,191,891
                                                                                
Fixed assets, net                                    3,127,688         2,727,220
Other assets, net                                       51,700            32,354
                                                                                
          Total assets                         $    22,368,066   $    26,951,465
                                                                                
Liabilities and Shareholders' Equity                                            
Current liabilities:                                                            
     Current maturities of long-term debt            2,000,000         1,000,000
     Obligations under capital leases                   55,863            47,555
     Accounts payable                                1,352,612         1,935,108
     Accrued expenses                                  533,870           683,198
     Customer advances and deposits                  1,357,400         1,387,400
     Deferred revenue                                1,100,000           950,000
                                                                                
          Total current liabilities                  6,399,745         6,003,261
                                                                                
Obligation under capital leases                        141,701           123,621
Long-term debt, net of discount                        284,698         1,271,638
Other long-term liabilities                            293,004           208,002
                                                                                
          Total non-current liabilities                719,403         1,603,261
                                                                                
Shareholders' equity:                                                           
     Common stock, no par value,                                                
25,000,000
        shares authorized, 10,139,775                                           
        shares issued and outstanding               38,499,490        38,499,490
     Deficit accumulated during the                
development stage                                  (23,250,572)      (19,154,547)
                                                                                
          Total shareholders' equity                15,248,918        19,344,943
                                                                                
          Total liabilities and                $    22,368,066   $    26,951,465
shareholders' equity
                                                                                
</TABLE>
                                        
                                        
   The accompanying notes are an integral part of these financial statements.


<TABLE>
<CAPTION>

                           ACCENT COLOR SCIENCES, INC.
                          (a development stage company)
                 CONDENSED STATEMENTS OF OPERATIONS  (UNAUDITED)
                                                                        
                                                                        
                                                                 For the period
                                                                 from inception
                                 For the quarter ended March 31, (May 21, 1993)
                                                                    through
                                          1997             1996     March 31, 1997
                                                                                  
<S>                            <C>                <C>                 <C>
Sales                                       $-               $-                 $-
Costs and expenses:                                                               
    Costs of production                934,218                -          2,206,575
    Research and development         2,128,450        1,406,024         12,935,358
    Marketing, general and           1,157,769          532,895          6,916,784
administrative
    Related party                                                                 
administrative
        expense                              -           25,000            105,260
                                                                                  
                                     4,220,437        1,963,919         22,163,977
                                                                                  
Other (income) expense:                                                           
     Interest expense                   69,698           81,794            820,528
     Interest income                  (194,110)                -          (307,236)
                                                                                  
                                      (124,412)           81,794            513,292
Net loss before                                                                                  
extraordinary item                  (4,096,025)       (2,045,713)       (22,677,269)
                                                                                  
Extraordinary item:                                                               
     Loss on early                                                                
extinguishment of debt,
net of income taxes of nil                   -                 -           (573,303)
                                                                                  
Net loss                       $    (4,096,025)   $   (2,045,713)     $ (23,250,572)
                                                                                  
Net loss per common share                                                         
(Note 2)                       $          (.40)
                                                                                  
Weighted average common                                                           
shares outstanding (Note 2)         10,139,775                                    
                                                                                  
Unaudited pro forma net loss                                                      
per common share (Note 2)                         $         (.30)                   
                                                                                  
Unaudited pro forma weighted                                                      
average
  common shares outstanding                                                       
(Note 2)                                               6,163,341
                                                                 
</TABLE>

   The accompanying notes are an integral part of these financial statements.

<TABLE>
<CAPTION>
                                        
                                        
                           ACCENT COLOR SCIENCES, INC.
                          (a development stage company)
                 CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
                                        
                                                                            For the
                                                                          period from
                                                  For the quarter ended    inception
                                                        March 31,           (May 21,
                                                                             1993)
                                                                            through
                                                       1997         1996      March 31,
                                                                                 1997
<S>                                               <C>           <C>          <C>
Cash flows from operating activities:                                                    
Net Loss                                          $(4,096,025)  $(2,045,713) $(23,250,572)
  Adjustments to reconcile net loss to net cash                                          
used in
    operating activities:                                                                
      Depreciation and amortization                   235,779       115,875     1,324,278
      Write-off of deferred offering costs                  -             -        47,264
      Options granted for services                          -             -        18,400
      Debenture issued for services                         -             -        50,000
      Loss on disposal of fixed assets                      -             -        92,069
      Conversion of accrued interest  to common             -             -       231,147
stock
      Extraordinary loss on extinguishment of               -             -       573,303
debt
  Changes in assets and liabilities:                                                     
      Accounts receivable and amount due from        (113,118)            -      (142,589)
officer
      Inventories                                    (869,896)            -    (4,232,148)
      Prepaid expenses and other assets               (51,918)     (142,775)     (563,551)
      Accounts payable and accrued expenses          (731,824)     (246,924)    1,708,961
      Customer advances and deposits                  (30,000)      750,000     1,357,400
      Deferred revenue                                150,000             -     1,100,000
      Other long-term liabilities                                                        
                                                       85,002        39,714       293,004
                                                                                         
       Net cash used in operating activities                                             
                                                   (5,422,000)   (1,529,823)  (21,393,034)
                                                                                         
Cash flows from investing activities:                                                    
  Proceeds from sale of fixed assets                         -            -         5,524
  Purchases of fixed assets                           (571,712)    (388,778)   (3,737,716)
  Cost of patent                                                                         
                                                       (19,553)           -       (52,653)
                                                                                         
       Net cash used in investing activities                                             
                                                      (591,265)    (388,778)   (3,784,845)
                                                                                         
Cash flows from financing activities:                                                    
  Payment of capital lease obligations                 (24,880)            -      (96,833)
  Net proceeds from issuance of debentures                    -      393,218    4,839,101
  Proceeds from issuance of warrants                          -      138,032      318,113
  Net proceeds from issuance of common stock                  -            -   33,920,808
  Proceeds from exercise of warrants                          -            -      694,960
  Net proceeds from issuance of preferred                                                
    stock through offerings and conversion of                 -            -    1,430,634
debt
  Increase (decrease) in notes payable                        -      (50,000)           -
  Increase in long-term debt                                  -    1,473,750    2,223,750
  Deferred offering costs                                     -            -      (47,264)
  Repayment of debentures                                                                
                                                              -            -   (3,855,000)
                                                                                         
       Net cash provided by (used in) financing                                          
activities                                              (24,880)   1,955,000    39,428,269
                                                                                         
       Net increase (decrease) in cash and cash      (6,038,145)      36,399    14,250,390
equivalents
                                                                                         
         Cash and cash equivalents at beginning                                          
of period                                            20,288,535          967            -
                                                                                         
         Cash and cash equivalents at end of                                            
period                                             $ 14,250,390  $    37,366   $14,250,390
                                                                             
</TABLE>

   The accompanying notes are an integral part of these financial statements.

<TABLE>
<CAPTION>
                                         ACCENT COLOR SCIENCES
                                     (a development stage company)
                      CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY


                                                                         Deficit
                                                                         Accumulated
                                                                         During  the
                          Common Stock           Preferred Stock         Development
                       Shares       Amount     Shares        Amount      Stage         Total
<S>                 <C>        <C>          <C>        <C>         <C>           <C>
Proceeds from sale       3,900 $   21,800           -      $     -       $     - $     21,800
Net loss                     -          -           -            -      (45,398)     (45,398)
                                                                                                 
December 31, 1993        3,900     21,800           -            -      (45,398)     (23,598)
                                                                                                 
Stock split          1,751,100          -           -            -             -            -
Conversion of                                                                                    
debentures                   -          -      74,360      371,804             -      371,804
Proceeds from sale           -          -     160,000      643,770             -      643,770
Conversion of                                                                                    
promissory
  notes                 42,000     50,000           -            -             -       50,000
Reclassification             -   (20,500)           -            -             -     (20,500)
Shares issued for                                                                                  
services                     -          -      15,000       75,000             -       75,000
Net loss                     -          -           -            -   (1,153,533)  (1,153,533)
                                                                                                   
December 31, 1994    1,797,000     51,300     249,360    1,090,574   (1,198,931)     (57,057)
                                                                                                   
Proceeds from sale           -          -      75,000      340,060             -      340,060
Exercise of                                                                                        
warrants               297,840    694,960           -            -             -      694,960
Options granted to                                                                                 
service
   provider                  -     18,400           -            -             -       18,400
Warrants issued              -     56,631           -            -             -       56,631
with debt
Net loss                     -          -           -            -   (4,216,955)  (4,216,955)
                                                                                                   
December 31, 1995    2,094,840    821,291     324,360    1,430,634   (5,415,886)  (3,163,961)
                                                                                                   
Warrants issued                                                                                    
with debt                    -    138,032           -            -             -      138,032
Proceeds from sale   2,625,000  9,460,044           -            -             -    9,460,044
 Warrants issued                                                                                   
with debt                    -    123,450           -            -             -      123,450
Proceeds from                                                                                      
initial public
   offering          3,450,000 24,409,464           -            -             -   24,409,464
Conversion of                                                                                      
Series III
   debentures          607,626  2,116,575           -            -             -    2,116,575
Conversion of                                                                                      
Preferred
   stock             1,362,309  1,430,634   (324,360)  (1,430,634)            -            -
Net loss                     -          -           -            -  (13,738,661) (13,738,661)
                                                                                                   
December 31, 1996   10,139,775 38,499,490           -            -  (19,154,547)   19,344,943
                                                                                                   
Net loss                     -          -           -            -   (4,096,025)  (4,096,025)
(unaudited)
                                                                                                   
March 31, 1997                                                                                     
(unaudited)         10,139,775 $38,499,490           -  $         - $(23,250,572) $ 15,248,918

</TABLE>
                      
   The accompanying notes are an integral part of these financial statements.

                   ACCENT COLOR SCIENCES, INC.
                  (a development stage company)
             NOTES TO CONDENSED FINANCIAL STATEMENTS


1.   Interim Condensed Financial Statements

In  the  opinion  of  the  Company,  the  accompanying  unaudited
condensed   financial   statements   contain   all   adjustments,
consisting  only  of normal recurring adjustments,  necessary  to
present  fairly its financial position as of March 31,  1997  and
the  results of operations and cash flows for the quarters  ended
March  31, 1997 and 1996 and the period from inception  (May  21,
1993)  through  March 31, 1997.  The December  31,  1996  balance
sheet  has  been  derived  from the Company's  audited  financial
statements  at  that  date.  These  interim  condensed  financial
statements  should  be  read  in  conjunction  with  Management's
Discussion and Analysis  and financial statements included in the
Company's Annual Report on Form 10-K for the year ended  December
31, 1996.

The  results of operations for the quarter ended March 31,  1997
is  not necessarily indicative of the results to be expected for
the full year.

2. Summary Of Significant Accounting Policies

Significant  accounting policies followed in the  preparation  of
these financial statements are as follows:

Use of Estimates

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.

Net Loss Per Common Share

Net  loss  per  common share is determined based on the  weighted
average  number  of  shares outstanding during  the  period.   In
determining  weighted average common shares  outstanding,  common
share  equivalents  are excluded from the  computation  as  their
effect is anti-dilutive

Unaudited Pro Forma Financial Data

The   Company's   outstanding  8.00%   convertible   subordinated
debentures,  including  accrued interest,   converted  to  Common
Stock  upon the closing of the initial public offering of  Common
Stock  in  December 1996.  In addition, the Series A  Convertible
Voting  Preferred  Stock   converted to  Common  Stock  upon  the
effectiveness  of  the initial public offering of  Common  Stock.
The  unaudited pro forma net loss per common share data  included
in  the condensed statements of operations for the quarter  ended
March  31,  1996  gives effect to these  conversions  as  if  the
shares were outstanding at the beginning of the period, and as if
the  interest,  amortization  of  discount  and  amortization  of
deferred  financing expenses associated with the debentures  were
not incurred.

In   determining  pro  forma  weighted  average   common   shares
outstanding,  common  share equivalents  are  excluded  from  the
computation  as  their  effect  is  anti-dilutive,  except  that,
pursuant  to Securities and Exchange Commission Staff  Accounting
Bulletin  No.  83, Common Stock options and warrants  issued  and
Common  Stock,  convertible debt and convertible preferred  stock
sold  in  the twelve months preceding the initial filing date  of
the  public  offering and through the effective  date  have  been
included  in  the calculation as if outstanding  for  the  period
using  the  treasury  stock  method and  at  the  initial  public
offering price of $8.00 per share.


3.   Inventories
Inventories consist of the following:

                                   March 31,   December
                                                  31,
                                      1997       1996
                                  (Unaudited)
       Raw materials and           
       components                 $2,351,714  $2,242,756
       Work-in-process             1,168,092     607,245
       Finished goods                          
                                     712,343     512,251
                                               
                                  $4,232,149  $3,362,252
                                               


4. Commitments

On  January  8,  1996, the Company signed a seven-year  agreement
with  a  vendor  for  the  supply of inks  and  printheads.   The
agreement provides the Company with worldwide rights, as defined.
The  Company must pay the vendor royalties and license fees  upon
achieving  certain  volume purchase levels.  The  agreement  also
includes  certain exclusivity features which benefit the Company.
To   maintain  the  exclusivity  rights,  quarterly  payments  of
$250,000  are  required beginning January 1, 1996 and  ending  on
October  1,  1997,  and  the Company must purchase  all  ink  and
printhead  requirements  from the vendor and  purchase  specified
minimum  amounts  each  year.  The  Company  has  the  option  to
terminate the exclusive rights leaving all other aspects  of  the
agreement  unchanged.  Currently, it is the Company's  intent  to
maintain the rights.

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

Overview

Accent Color Sciences, Inc.("Accent Color" or the "Company") is a
development  stage  company, it designs, manufactures  and  sells
innovative,  high-speed, spot color printing systems  ("Truecolor
Systems"). The Company was formed in 1993 initially to develop  a
high-speed, color printer to attach to a Xerox 4135 or Xerox 4635
cut   sheet,   high-speed,  black-on-white  production   printer.
Development and testing of a prototype began in January 1994  and
was first announced at the On-Demand Trade Show (a major printing
industry  trade show) in May 1994. In November 1994, a "proof-of-
concept"  Truecolor  System was shown at the Xplor  International
Global  Electronic  Document Systems  Conference  ("Xplor")  (the
primary production printing industry trade show). After Xplor  in
November   1994,  International  Business  Machines   Corporation
("IBM")  approached the Company and requested  that  the  Company
develop  a version of its Truecolor System to work in conjunction
with the IBM 3900 continuous form production printing system.



During   1995,   the  Company  began  negotiations   with   Xerox
Corporation  ("Xerox"), IBM and Siemens Nixdorf Printing  Systems
USA, Inc. (which was acquired by an affiliate of Oce in 1996)  to
enter  into  formal development relationships.  During  the  same
period,  the  Company accelerated its engineering and development
activities as its efforts were focused on designing and  building
the  next generation prototypes which were demonstrated at  Xplor
in  November 1995 in the Xerox, IBM and Accent Color exhibits and
in the Xerox DocuTech Print Center. In November 1995, the Company
signed  a memorandum of understanding with Oce, which the Company
expects to result in an agreement in 1997.



During  1996,  the Company was focused on refining the  Truecolor
System  design  and preparing for the commencement of  commercial
production in the first half of 1997. In February 1996, a Product
Development and Distribution Agreement was signed with Xerox, and
in  April  1996,  the  Company entered into  a  Product  Purchase
Agreement  with  IBM.  At  Xplor in  October  1996,  the  Company
demonstrated   its  Truecolor  Systems,  as   well   as   certain
enhancements planned for production in 1997.



In March 1997, Xerox informed the Company that it had decided not
to  distribute Accent Color's cut-sheet version of the  Truecolor
System designed for integration with Xerox's high-speed, black-on-
white  printers  ("Truecolor 135") as a Xerox product  under  the
terms  of the Xerox agreement. The Company now intends to  market
and  distribute  the Truecolor 135 directly to  Xerox  end  users
through   an  alternate  distribution  method.  The  Company   is
currently reviewing various distribution alternatives, but  there
can be no assurance that the Company will be able to establish an
effective  direct  marketing, sales and distribution  program
for the Truecolor 135 system.



On  May 6, 1997, IBM announced availability of the Company's
Truecolor 390 which IBM will market as it's Infoprint High-
Lite  Color  post processor. The  product  will
have limited availability on June 27, 1997, and is planned to
be generally available on September 26, 1997.




Accent  Color  also sells related consumables  and  spare  parts.
Currently, the only consumables sold by the Company are wax-based
inks, which it acquires from a vendor. The sale of consumables is
expected to generate recurring revenue which the Company believes
will  continue  to increase as the installed base  and  usage  of
Truecolor Systems increase.



Accent Color expenses all research and development costs as  they
are incurred, including costs associated with the manufacture  of
prototypes.  Accent  Color  produced  the  proof-of-concept   and
prototype Truecolor Systems principally during 1994, 1995 and the
first  six months of 1996, which resulted in significant research
and  development expenses for those periods. In  July  1996,  the
Company began manufacturing pre-production Truecolor Systems  for
delivery to customers. As a result, it began to allocate to costs
of  production  the  manufacturing and other expenses  associated
with the manufacture of pre-production Truecolor Systems.



Accent  Color's  marketing, general and  administrative  expenses
have  increased  to  support  the Company's  anticipated  revenue
growth and manufacturing activities. In 1996, in anticipation  of
the  production  and  sale  of  Truecolor  Systems,  the  Company
expanded  its  accounting and other administrative  functions  to
support  its manufacturing activities. The Company's strategy  is
to  distribute its products primarily through its OEM  customers.
Accordingly, marketing expense is attributable primarily  to  the
development  and  support of the OEM customer relationships.  The
Company also incurs marketing expenses in connection with product
promotional activities and certain indirect marketing  activities
in  conjunction  with  its OEM customers. As  the  Company  moves
toward  distributing it's Truecolor 135 product directly  to  end
users,   it  anticipates  that  marketing,  sales,  general   and
administrative expenses will continue to increase.


Results of Operations



Quarter Ended March 31, 1997 compared to Quarter Ended March 31,
1996.   The Company recognized no revenue for the quarters  ended
March  31,  1997  and 1996. During 1997 and 1996,  the  Company's
efforts  were  directed  at designing,  developing,  testing  and
manufacturing prototype and pre-production systems. In the  first
quarter  of 1997, the Company shipped one Truecolor System  to  a
customer, that was recorded as deferred revenue.



Costs of production of $934,000 incurred during the quarter ended
March  31,  1997  consist of the start-up manufacturing  expenses
related to the Company's preparation for commercial production of
its Truecolor Systems.



Research  and development expenses primarily consist of the  cost
of  personnel  and  equipment needed  to  conduct  the  Company's
research   and   development  efforts,  including   manufacturing
prototype  systems.  Research and development  expenses  for  the
quarter   ended  March  31,  1997  increased  by   $700,000,   or
approximately  50%,  to $2.1 million from $1.4  million  for  the
quarter  ended  March 31, 1996.  This increase  in  research  and
development expenses reflects additional expenses associated with
the  development, manufacturing and testing of prototype systems,
the   increase  in  engineering  and  production  personnel,  and
upgrades and enhancements for pre-production systems.



Marketing, general and administrative expenses primarily  consist
of  (i) the marketing cost in connection with product promotional
activities   and   certain  indirect  marketing   activities   in
conjunction with the Company's OEM customers and (ii) general and
administrative  costs related to the salaries  of  the  Company's
executive, administrative and financial personnel, and associated
costs.  Marketing, general and administrative  expenses  for  the
quarter  ended March 31, 1997 increased by $625,000 to $1,158,000
from $533,000 for the quarter ended March 31, 1996. This increase
in  marketing, general and administrative expenses was  primarily
attributable   to  the  hiring  of  additional,   marketing   and
administrative  personnel  to support the  Company's  anticipated
revenue   growth  and  manufacturing  activities.   The   Company
anticipates that marketing and selling costs will increase as  it
moves  toward distributing its Truecolor 135 product directly  to
end users.



Related  party administrative expense reflects financial advisory
fees  paid  to  an  investment banker who was a director  of  the
Company.  The Company had related party administrative expense of
$0  and  $25,000 for the quarter ended March 31, 1997  and  1996,
respectively.



Interest  expense for the quarter ended March 31, 1997  decreased
by  $12,000  to $70,000 from $82,000 for the quarter ended  March
31,  1996.   This  decrease in interest expense for  the  quarter
ended  March  31,  1997 was attributable to  the  elimination  of
related  interest  expense of extinguished debentures  originally
issued  in  October 1995 and February 1996.  Interest income  for
the  quarter  ended March 31, 1997 was $194,000, and the  Company
had no interest income for the quarter ended March 31, 1996.  The
increase in interest income is attributable to earnings on short-
term  investments  of proceeds received in the Company's  initial
public  offering in December 1996 not currently  needed  for  its
operations.



On  March  26,  1997, the Company was informed by Xerox  that  it
decided not to distribute the Truecolor 135 high-speed spot color
printing   system  as  a  Xerox  product  under   the   Company's
distribution  agreement  with Xerox.  The  Company  is  currently
reviewing alternate distribution strategies to market the product
directly  to  Xerox end-users. As of March 31, 1997, the  Company
had  a  loan  from  Xerox, deposits from  Xerox  and  inventories
specific  to  the Truecolor 135 system. The Company  is currently
in discussion with Xerox concerning these and other matters.

Liquidity and Capital Resources

The  Company's  need  for funding has increased  from  period  to
period   as   it  has  continued  its  research  and  development
surrounding   Truecolor  Systems,  continued  its  research   and
development  activities  for enhancement  of  Truecolor  Systems,
increased  its  capital expenditures on equipment  and  commenced
production  of  Truecolor  Systems.  To  date,  the  Company  has
financed its operations through customer payments, borrowings and
sale of equity securities.



Through  March  31, 1997, the Company has received  $2.5  million
from  the  delivery  of seven prototype and eight  pre-production
systems   to  customers;  net  proceeds  of  $7.9  million   from
borrowings  and the sale of debt securities and net  proceeds  of
$35.9  million from the sale of equity securities.   Of  the  net
equity  proceeds,  $24.4  million was  raised  in  the  Company's
initial public offering in December 1996 and the balance of $11.5
million  was  raised  through  the private  placement  of  equity
securities.



At  March 31, 1997, the Company's primary source of liquidity was
cash and cash equivalents totaling $14.25 million.



Operating  activities consumed $5.4 million in  cash  during  the
first  quarter of 1997 compared to $1.5 million during the  first
quarter  of 1996. The increase is attributable to an increase  in
the  net loss of the Company, an increase in inventories  as  the
Company  purchased parts for commercial units, and a decrease  in
accounts   payable  as  the  Company  reduced   its   outstanding
liabilities.   This  was  partially  offset  by  an  increase  in
deferred revenue and other long-term liabilities.



Capital  expenditures increased $183,000 from  $389,000  for  the
quarter  ended  March 31, 1996 to $572,000 for the quarter  ended
March  31,  1997.  The major components of this increase  include
assets acquired as a result of the Company's expansion to support
the   Company's  anticipated  revenue  growth  and  manufacturing
activities  and   engineering  development  equipment  and   test
equipment.  The Company has currently budgeted approximately $2.1
million for capital expenditures for the year ending December 31,
1997.  The  Company's currently planned capital expenditures  are
primarily   for  expansion  of  the  Company's  development   and
manufacturing capabilities.



Under   a  vendor  Agreement, the Company  is  obligated  to  pay
$250,000  per calendar quarter through 1997 in order to  maintain
certain  exclusive rights. After 1997, the Company must  continue
to  make  quarterly  payments to continue  to  benefit  from  the
development efforts funded by the vendor's customers. The Company
currently anticipates making such payments over the term  of  the
Agreement.   In addition, the Company is currently negotiating  a
development  agreement  with the vendor that  would  require  the
Company  to  make  additional payments to support  developing   a
wider  printhead manufacturing capability. The Company  estimates
that  these  payments will total $2,725,000 in development  costs
and  $675,000  in  capital  equipment expenditures.  The  Company
expects  to  incur  all of these payments during 1997.



The  Company  believes that its existing cash resources  will  be
sufficient  for  the  financing of its operations,  repayment  of
indebtedness  and capital expenditures through the third  quarter
of  1997.   The Company is reviewing various financing strategies
that  would allow it to continue to fund operations and  research
and  development activities through 1997 into 1998. Based on  the
Company's   current   operating  plan,  the   Company's   primary
requirements  for cash through 1997 will be for the repayment  of
indebtedness,  the  expansion of its manufacturing,  development,
engineering  and  customer support capabilities,  the  commercial
production  of  additional  Truecolor  Systems  and  the  further
development and enhancement of the Company's products. As part of
its  expansion during 1997, the Company currently expects (i)  to
hire  approximately  20  additional  manufacturing,  development,
engineering  and  customer  support employees,  (ii)  to  acquire
inventories  of  modules,  components  and  wax-based  inks   for
Truecolor  Systems  and (iii) to invest in  additional  printhead
manufacturing capacity. The Company's currently planned  research
and  development activities are focused on developing  (i)  wider
ink  jet  printheads for greater color coverage  per  page,  (ii)
advanced   paper   handling  functionality  particularly   duplex
printing  (the  ability to print on both sides of the  page)  and
(iii) higher resolution ink jet printheads.

Forward-Looking Statements

The  foregoing  statements and analysis  contain  forward-looking
statements and information including information with respect  to
the Company's plans and strategy for its business.  Such forward-
looking  statements  are  made  pursuant  to  the  "safe  harbor"
provisions of Section 21E of the Securities Exchange Act of 1934,
as  amended, which were enacted as part of the Private Securities
Litigation   Reform  Act  of  1995.   Forward-looking  statements
contained  in  the foregoing analysis include marketing,  revenue
and   expenditure   expectations,  and   other   strategies   and
anticipated  events.  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  actual
events or the Company's actual results to differ materially  from
those   indicated  by  such  forward-looking  statements.   These
factors  include,  without limitation, (i)  the  ability  of  the
Company to develop and maintain sales and distribution agreements
with OEM customers;  (ii) the ability of the Company to develop a
market;   (iii)  the  dependence of the Company  on  third  party
marketing, distribution and support, including the control of the
Company's  OEM  customers over the timing of the introduction  of
its products and the need for the Company to complete and satisfy
extensive testing requirements of its products on a timely basis;
(iv)  the  dependence of the Company on third party manufacturers
and  suppliers;   (v)  the level of customer  acceptance  of  the
Company's  products;   and  (vi) potential  fluctuations  in  the
Company's  quarterly results of operations.  Further  information
on  factors that could cause actual results to differ from  those
anticipated is detailed in the Company's Annual Report on Form 10-
K  for 1996 as filed with the Securities and Exchange Commission.
Any  forward-looking  information  contained  herein  should   be
considered in light of these factors.

Part II Other Information

Item 1.  Legal Proceedings

The Company is not a party to any material legal proceedings.

Item 2.  Changes in Securities

None.

Item 3.  Defaults Upon Senior Securities

None.

Item 4.  Submission of Matters to a Vote of Security Holders
No  matters  were submitted to a vote of security holders  during
the first quarter of 1997.

Item 5.  Other Information
None.

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

Exhibit  10 -  Addendum dated April 23, 1997, to Product Purchase
Agreement  dated  April  11,  1996, with  International  Business
Machines Corporation

Exhibit 11 - Computation of per share earnings

Exhibit 27 - Financial data schedule

(b)  Reports filed on Form 8-K

There were no reports on Form 8-K filed  during the first quarter
ended March 31, 1997


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.

                                   ACCENT COLOR SCIENCES, INC.
   
   
   Date   May 13, 1997           By     Norman L. Milliard
                                        President and Chief
                                        Executive Officer
   
   
                                 By     Patrick J. Pedonti
                                        Vice President and Chief
                                        Financial Officer
                                        (Principal  Financial  and
                                        Accounting Officer)