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 September 30, 1997
                               OR
      / /TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934
         For the Transition Period From _____ to ______
                                
                                
                 Commission File Number 0-29048
                                
                   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.            Yes/X/No/ /
                                
The number of shares outstanding of the registrant's common stock
            as of  November 10, 1997 was 11,989,855.
                                


                           ACCENT COLOR SCIENCES, INC.
                          (a development stage company)
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>                                   
                                   
 
                                              September 30,     December 31,
                                                   1997             1996
                                               (unaudited)
<S>                                            <C>               <C>

Assets                                                        
Current assets:                                               
     Cash and cash equivalents                 $ 5,242,481       $ 20,288,535
     Accounts receivable                           459,750             29,471
     Inventories (Note 3)                        4,994,912          3,362,252
     Prepaid expenses and other assets             420,451            511,633
                                                              
          Total current assets                  11,117,594         24,191,891
                                                              
Fixed assets, net                                3,190,223          2,727,220
Other assets, net                                   51,565             32,354
                                                              

          Total assets                         $14,359,382       $ 26,951,465
                                                              
Liabilities and Shareholders' Equity                          
Current liabilities:                                          
     Current maturities of long-term debt      $   473,414       $  1,000,000
     Obligations under capital leases               63,480             47,555
     Accounts payable                            2,209,385          1,935,108
     Accrued expenses                              648,799            683,198
     Customer advances and deposits                444,400          1,387,400
     Deferred revenue                            1,606,000            950,000
                                                              
          Total current liabilities              5,445,478          6,003,261
                                                              
Obligation under capital leases                    109,177            123,621
Long-term debt, net of discount                          -          1,271,638
Other long-term liabilities                        436,839            208,002
                                                              
          Total non-current liabilities            546,016           1,603,261
                                                              
Shareholders' equity:                                         
Common stock, no par value, 25,000,000                        
shares authorized, 10,676,116 and 10,139,775                  
shares issued and outstanding                   40,628,307          38,499,490
Deficit accumulated during the development     (32,260,418)        (19,154,547)
stage
                                                              
          Total shareholders' equity             8,367,889         19,344,943
                                                              
          Total liabilities and             
shareholders' equity                           $14,359,382       $ 26,951,465

</TABLE>

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


                           ACCENT COLOR SCIENCES, INC.
                          (a development stage company)
                 CONDENSED STATEMENTS OF OPERATIONS  (UNAUDITED)
                                                                              
<TABLE>
<CAPTION>
                                                                                 period from
                                                                                  inception
                          Three months ended          Nine months ended            (May 21,
                            September 30,              September 30,                 1993)
                                                                                   through
                               1997          1996         1997         1996       September
                                                                                   30, 1997
<S>                       <C>           <C>          <C>           <C>           <C>
                                                                                       
Sales                      $  738,775    $      -     $ 1,285,182   $      -     $1,285,182
Costs and expenses:                                                              
    Costs of production     1,914,893        570,301   4,443,353      570,301     5,715,686
    Research and            
development                 2,369,070      1,616,054   6,735,083    5,088,646    17,542,017
    Marketing, general and                                                       
administrative                978,753      1,403,729    3,468,964   2,895,058     9,333,245
                                                                                 
                            5,262,716      3,590,084   14,647,400   8,554,005    32,590,948
                                                                                 
Other (income) expense:                                                          
     Interest expense          59,702       123,682      201,399      322,362      952,231
     Interest income         (103,788)      (47,859)    (457,746)     (69,472)    (570,882)
                                                                                 
                              (44,086)        75,823    (256,347)     252,890      381,349
                                                                                 
Net loss before            
extraordinary item         (4,479,855)   (3,665,907)  (13,105,871)  (8,806,895)  (31,687,115)
                                                                                 
Extraordinary item:                                                              
 Loss on early                                                                   
extinguishment of debt,
 net of income taxes of            -             -             -             -    (573,303)
nil
                                                                                 
Net loss                  $(4,479,855)  $(3,665,907) $(13,105,871) $(8,806,895)  $(32,260,418)
                                                                                 
Net loss per common share  $    (.44)                 $    (1.29)                
(Note 2)
                                                                                 
Weighted average common                                                          
shares
  outstanding (Note 2)      10,198,422                 10,159,539                                                      
                          
                                                                                 
Unaudited pro forma net                                                          
loss per
  common share (Note 2)                  $   (.47)                   $  (1.28)   
                                                                                 
Unaudited pro forma                                                              
weighted average
  common shares                                                                  
outstanding (Note 2)                     7,626,000                  6,670,152
                                                                                 
                                        
</TABLE>
                                        
                                       
                                        
   The accompanying notes are an integral part of these financial statements.


                           ACCENT COLOR SCIENCES, INC.
                          (a development stage company)
                  CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
                                                                              
                                                                               
<TABLE>
<CAPTION>                                                                              
                                                                                 For the
                                                                                period from
                                               Nine months ended September       inception
                                                           30,                    (May 21,
                                                                                   1993)
                                                                                  through
                                                      1997           1996       September
<S>                                               <C>            <C>          <C>
                                                                                 30,1997
Cash flows from operating activities:                                         
  Net loss                                        $(13,105,871)  $(8,806,895) $(32,260,418)
  Adjustments to reconcile net loss to net cash                               
used in
    operating activities:                                                     
      Depreciation and amortization                    806,212     520,049      1,894,711
      Write-off of deferred offering costs                   -           -         47,264
      Expense related to stock and options                    
granted                                                345,230           -        363,630
      Debenture issued for services                          -           -         50,000
      Loss on disposal of fixed assets                  11,460      72,564        103,529
      Conversion of accrued interest  to common              -           -        231,147
stock
      Extraordinary loss on extinguishment of     
debt                                                         -           -        573,303
  Changes in assets and liabilities:                                          
      Accounts receivable                            (430,279)   (677,354)       (459,750)
      Inventories                                  (1,632,660) (2,301,021)     (4,994,912)
      Prepaid expenses and other assets                91,182    (712,607)       (420,451)
      Accounts payable and accrued expenses           239,878   1,965,859       2,680,663
      Due to officers                                       -     (20,711)              -
      Customer advances and deposits                (943,000)     837,400         444,400
      Deferred revenue                               656,000      900,000       1,606,000
      Other long-term liabilities                    228,836       70,232         436,838
                                                                              
      Net cash used in operating activities       $(13,733,012)  $(8,152,484) $(29,704,046)
                                                                              
Cash flows from investing activities:                                         
  Proceeds from sale of fixed assets                   -              5,524        5,524
  Purchases of fixed assets                       (1,186,459)    (2,147,810)  (4,352,463)
  Cost of patent                                     (19,553)             -      (52,653)
                                                                              
       Net cash used in investing activities      (1,206,012)    (2,142,286)  (4,399,592)
                                                                              
Cash flows from financing activities:                                         
  Payment of capital lease obligations            (49,787)       (60,188)     (121,740)
  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      -              9,460,044    33,920,808
  Proceeds from exercise of options & warrants    1,783,587      -            2,478,547
  Net proceeds from issuance of preferred                                     
    stock through offerings and conversion of    
debt                                              -              -            1,430,634
  Increase (decrease) in notes payable            -              (50,000)     -
  Increase in long term debt                      -              2,223,750    2,223,750
  Repayment of debentures                         (1,840,830)    (405,000)    (5,695,830)
  Deferred offering costs                                  -              -      (47,264)
                                                                              
       Net cash provided by (used in) financing     (107,030)    11,699,856   39,346,119
activities
                                                                              
       Net increase (decrease) in cash and cash   (15,046,054)   1,405,086    5,242,481
equivalents
                                                                              
         Cash and cash equivalents at beginning     20,288,535         967            -
of period
                                                                              
         Cash and cash equivalents at end of       $ 5,242,481  $ 1,406,053  $ 5,242,481
period

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


                           ACCENT COLOR SCIENCES, INC.
                          (a development stage company)
             CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                                        
<TABLE>
<CAPTION>
                                                                   
                                                                      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     
with debt               -        56,631       -          -             -             56,631
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
                                                                                                                              
Exercise of         
options                92,250    465,067      -            -             -         465,067
Exercise of           394,091  1,445,000      -            -             -       1,445,000
warrants
Shares issued with  
exercise               50,000    218,750      -            -             -         218,750
Net loss                                                             
(unaudited)            -          -           -            -     (13,105,871)  (13,105,871)
                                                                                   
September 30, 1997                                                                 
(unaudited)        10,676,116 $40,628,307     -     $      -    $(32,260,418)  $ 8,367,889
                                                                   
</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 September  30,  1997
and the results of operations and cash flows for the three months
and  nine months ended September 30, 1997 and 1996 and the period
from  inception (May 21, 1993) through September 30,  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 three months and nine  months
ended  September 30, 1997 are 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.

Revenue Recognition

Revenue is recognized upon customer acceptance.  Until such  time
that  the  Company  has adequate information to  estimate  future
returns  and  customer acceptance, revenue is deferred  from  the
date  of product shipment until final customer acceptance,  which
occurs at the end of the warranty period.

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   8.00%   convertible  subordinated   debentures,
including  accrued interest, were 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  was  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 three and nine
months   ended   September  30,  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:
<TABLE>
<CAPTION>
                                 September 30,       December 31,
                                     1997                1996
                                  (unaudited)     
<S>                            <C> <C>            <C>  <C>
                                                  
Raw materials and components   $   2,158,664      $    2,242,756
Work-in-process                      859,842             607,245
Finished goods                     1,976,406             512,251
                                                  
                               $   4,994,912      $    3,362,252

</TABLE>

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.

5.   New Agreement

During September 1997, the Company concluded an agreement with
Xerox Corporation ("Xerox") which supersedes the prior Product
Development and Distribution Agreement.  Under the new agreement,
Xerox has exercised warrants to purchase 375,000 shares of common
stock and the exercise price of approximately $1.3 million was
applied to reduce the Company's outstanding debt with Xerox.  The
remaining debt of $473,000 will be paid in full prior to the end
of 1997.   In exchange for mutual releases from liability under
the prior Product Development and Distribution Agreement, the
Company issued to Xerox 50,000 shares of common stock.  The
Company's product deposits from Xerox were offset against the
charge resulting from the issuance of 50,000 shares of common
stock and inventories specific to the project, with no material
impact to the Statement of Operations resulting.

6.   Subsequent Event

On October 16, 1997, the Company completed a private equity
offering of 437,913 units of its common stock.  Each unit
consists of three shares of common stock and a warrant for the
purchase of one share of common stock.  Under the term of the
offering, each unit had a purchase price of $10.95 which
represented three multiplied by 83% of the average of the closing
bid prices of the common stock as reported by NASDAQ during the
five consecutive trading days preceding the closing.  The
offering raised approximately $4.8 million before offering
expenses.  The warrants are exercisable at $4.74 per share and
expire on October 16, 2002.  Additional warrants were issued for
the purchase of a total of 102,500 shares of common stock at a
purchase price of $4.74 per share for services provided by
placement agents.


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 that 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 cut sheet, 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 IBM and Siemens
Nixdorf Printing Systems USA, Inc. (which was acquired by an
affiliate of Oce Printing Systems USA, Inc. ("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.

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. The Company entered into a
Product Purchase Agreement with IBM in April 1996. In October
1996 , the Company signed a memorandum of understanding with Oce.
At Xplor in October 1996, the Company demonstrated its Truecolor
Systems, as well as certain enhancements planned for production
in 1998.

On May 6, 1997, IBM announced the limited availability product
introduction phase of the Company's continuous form version of
the Truecolor System designed for integration with IBM's 3900
production printing system ("Truecolor 390"), which IBM will
market as its InfoPrint Hi-Lite Color post processor. The product
was announced for general worldwide availability on September 15,
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.

Results of Operations

Quarter Ended September 30, 1997 compared to Quarter Ended
September 30, 1996.  The Company recognized $739,000 in sales for
the quarter ended September  30, 1997 as compared to none for the
quarter ended September 30, 1996. These sales represent the
recognition of revenue of three pre-production systems and
shipments of consumables and spare parts related to the Truecolor
Systems.  During the first quarter of 1997 and all of 1996, the
Company's efforts were primarily directed at designing,
developing, testing and manufacturing prototype and pre-
production systems. In the second and third quarters of 1997, the
Company's efforts were primarily directed toward the commercial
introduction of its Truecolor Systems.  Thirteen production
systems were shipped during the third quarter, which were
recorded as deferred revenue.  The backlog, as of September 30,
1997, was twelve Truecolor Systems scheduled for shipment through
December 31, 1997.

Costs of production of $1,915,000 incurred  during the quarter
ended September 30, 1997 consist of the ramp-up manufacturing
expenses related to the Company's launch of the commercial
production of its Truecolor Systems and costs of goods sold
related to the three pre-production systems recognized and the
sale of consumables and spare parts.

Research and development expenses primarily consist of the cost
of personnel, equipment and materials needed to conduct the
Company's research and development efforts, including
manufacturing prototype systems. Research and development
expenses for the quarter ended September 30, 1997 increased by
$753,000, or 47%, to $2,369,000 from $1,616,000 for the quarter
ended September 30, 1996.  This increase in research and
development expenses was primarily attributable to costs
associated with future product enhancements, specifically the
design and development of wider ink jet printheads to increase
color coverage on a page.  The Company intends to continue to
dedicate substantial resources to research and development
activities. Accordingly, the Company expects to continue to incur
additional expenses associated with the development,
manufacturing and testing of new prototype 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 September 30, 1997 decreased by $425,000, or 30%,
to $979,000 from $1,404,000 for the quarter ended September 30,
1996.  A majority of this decrease is due to expenses incurred in
1996 related to ramp-up efforts in the transformation of the
Company that were not incurred during the comparable time in
1997.  These expenses included costs associated with recruiting,
system documentation, regulatory testing, and the Company's move
to a new facility.   The Company anticipates that marketing and
selling costs will increase as the Company expands to support
anticipated revenue growth and manufacturing activities and
becomes more involved in supporting its OEM customers.

Interest expense for the quarter ended September 30, 1997
decreased by $64,000, or 52%, to $60,000 from $124,000 for the
quarter ended September 30, 1996.  This decrease in interest
expense for the quarter ended September 30, 1997 was attributable
to the elimination of related interest expense on extinguished
debentures originally issued in October 1995 and February 1996.
Interest income for the quarter ended September 30, 1997
increased by $56,000, or 117%, to $104,000 from $48,000 for the
quarter ended September 30, 1996. This increase in interest
income was attributable to earnings on short-term investments of
proceeds received from the Company's initial public offering in
December 1996 not currently needed for its operations.

Nine Months Ended September 30, 1997 compared to Nine Months
Ended September 30, 1996.  The Company recognized $1,285,000 of
sales for the nine months ended September 30, 1997 as compared to
none for the nine months ended September 30, 1996. During the
first half of 1997 and all of 1996, the Company's efforts were
primarily directed at designing, developing, testing and
manufacturing prototype and pre-production systems. In the second
and third quarters of 1997, the Company recognized revenue on
three pre-production systems and began to ship consumables
related to the Truecolor Systems to fill the channels of an OEM
customer.  In 1997, the Company has shipped two pre-production
and fifteen production Truecolor Systems, that were recorded as
deferred revenue.

Costs of production of $4,443,000 incurred during the nine months
ended September 30, 1997 consist of the ramp -up manufacturing
expenses related to the Company's preparation and launch of the
commercial production of its Truecolor Systems and costs of goods
sold related to the three pre-production systems recognized and
the sale of consumables.

Research and development expenses for the nine months ended
September 30, 1997 increased by approximately $1,646,000, or 32%,
to  $6,735,000 from $5,089,000 for the nine months ended
September 30, 1996.  This increase in research and development
expenses was primarily attributable to costs associated with
future product enhancements, specifically the design and
development of wider ink jet printheads to increase color
coverage on a page.  The Company intends to continue to dedicate
substantial resources to research and development activities.
Accordingly, the Company expects to continue to incur additional
expenses associated with the development, manufacturing and
testing of new prototype systems.

Marketing, general and administrative expenses for the nine
months ended September 30, 1997 increased by $574,000 to
$3,469,000 from $2,895,000 for the nine months ended September
30, 1996. This increase in marketing, general and administrative
expenses was primarily attributable to the hiring of additional
marketing and administrative personnel, costs associated with
promotional activities and professional service costs to support
the Company's anticipated revenue growth and manufacturing
activities.  This increase is partially offset by expenses
incurred in 1996 related to recruiting, system documentation,
regulatory testing, and the Company's move to a new facility
that were not incurred during the comparable time in 1997.   The
Company anticipates that marketing and selling costs will
increase as the Company becomes more involved in supporting its
OEM customers.

Interest expense for the nine months ended September 30, 1997
decreased by $121,000 to $201,000 from $322,000 for the nine
months ended September 30, 1996.  This decrease in interest
expense for the nine months ended September 30, 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 nine months ended
September 30, 1997 increased by $388,000 to $458,000 from $70,000
for the nine months ended September 30, 1997. 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.

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.

From  inception  through  September 30,  1997,  the  Company  has
received $4.2 million from the delivery of seven prototype,  nine
pre-production   systems  and  fifteen  production   systems   to
customers; net proceeds of $7.9 million from borrowings  and  the
sale  of  debt securities, net proceeds of $2.5 million from  the
exercise of warrants and employee stock options, and net proceeds
of  $35.2 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 $10.8
million  was  raised  through  the private  placement  of  equity
securities.

At  September 30, 1997, the Company's primary source of liquidity
was cash and cash equivalents totaling $5.24 million.

Operating  activities consumed $13.7 million in cash  during  the
nine  months  ended September 30, 1997 compared to  $8.2  million
during  the  nine months ended September 30, 1996. This  increase
was  primarily attributable to an increase in the net loss of the
Company,  an  increase in inventories and a decrease in  customer
deposits  and  advances as the Company began  to  ship  Truecolor
Systems,  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  and a decrease in accounts receivable, prepaids  and
other assets.

Capital expenditures decreased $900,000, or 43%, from $2.1
million for the nine months ended September 30, 1996 to $1.2
million for the nine months ended September 30, 1997.  For the
nine months ended September 30, 1996, the Company incurred
approximately $1.3 million in capital expenditures associated
with the Company's move to its new facility in May 1996.  For the
nine months ended September 30, 1997, capital expenditures were
primarily attributable to equipment acquisitions related to the
Company's expansion to support anticipated revenue growth and
manufacturing activities and continued engineering and
development efforts.  The Company has currently planned to spend
approximately $1.5 million for capital expenditures for the year
ending December 31, 1997. The Company's currently planned capital
expenditures are primarily for the continued 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. In addition, the Company has a
development arrangement 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 approximately $2.6 million in
development costs and $675,000 in capital equipment expenditures.
The Company has incurred $1.6 million  in development costs and
$284,000 in capital expenditures for the nine months ending
September 30, 1997 related to development of wider ink jet
printheads and expects to incur the remainder of these costs by
the end of the first quarter of 1998 .

During September 1997, the Company concluded an agreement with
Xerox which supersedes the prior Product Development and
Distribution Agreement.  Under the new agreement, Xerox has
exercised warrants to purchase 375,000 shares of common stock and
the purchase price of approximately $1.3 million was applied to
reduce the Company's outstanding debt with Xerox.  The remaining
debt of $473,000 will be paid in full prior  to the end of 1997.
In exchange for mutual releases from liability under the prior
Product Development and Distribution Agreement, the Company
issued to Xerox 50,000 shares of common stock.  The Company's
product deposits from Xerox were offset against the charge
resulting from the issuance of 50,000 shares of common stock and
inventories specific to the project.

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 5 additional manufacturing,
development, engineering and customer support employees for the
remainder of 1997, (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. The Company believes that its existing cash resources
will be sufficient for the financing of its operations, repayment
of indebtedness and capital expenditures into at least the first
quarter of 1998.  On October 16, 1997 the Company completed a
private placement of equity securities.  Under the terms of the
placement, the investors purchased 1.3 million shares of common
stock and received 435,000 common stock warrants for a total
value of $4.8 million.

The Company is continuing to review various financing strategies,
both debt and equity, that would allow it to continue to fund
operations and research and development activities  through 1998.
The Company is a development stage company and it is expected
that quarterly net losses will continue through at least the
first quarter 1998.


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 for its product;  (iii) the dependence of the Company on
third party marketing, distribution and support, including the
control by 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 ability of
the Company to raise sufficient capital on reasonable terms;
(vi) the level of customer acceptance of the Company's products;
and (vii) 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 and Use of Proceeds

On  September  22, 1997, the Company concluded an agreement  with
Xerox   which  supersedes  the  prior  Product  Development   and
Distribution  Agreement.  In exchange for  mutual  releases  from
liability  under  the prior Product Development and  Distribution
Agreement,  the Company issued to Xerox 50,000 shares  of  common
stock  for the aggregate value of $218,750.  The stock issued  to
Xerox was issued under an exemption from registration in reliance
on  section  4(2) of the Securities Act of 1933.   The  Company's
product  deposits  from  Xerox were  offset  against  the  charge
resulting from the issuance of 50,000 shares of common stock  and
inventories specific to the project.  The issuance of  the  stock
was therefore not a public sale of stock by the Company.



The  following information is being provided pursuant to Rule 463
under  the Securities Act of 1933 concerning the use of  proceeds
following  the effective date of the first registration statement
of   the  Company.   This  information  is  supplemental  to  the
information provided in Form SR filed for the period ended  March
17, 1997.

From  the  effective date of the registration  statement  through
September 30, 1997, net offering proceeds have been used  by  the
Company for the following:

<TABLE>
<CAPTION>
                                            
                    Payments  Payment to    
                    to        others
                    director
                    s,
                    officers
                    or 10%
                    owners
<S>                  <C>        <C>

Construction of                             
plant, building                    
and facilities                     379,000  Estimate

Purchase and
installation of                    
machinery and
equipment                          906,300  Estimate

Repayment of         
indebtedness         409,484     3,693,833

Working Capital                 18,108,100  Estimate

</TABLE>



Item 3.  Defaults Upon Senior Securities

None.



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

None.


Item 5.  Other Information

During September 1997, the Company concluded an agreement with
Xerox which supersedes the prior Product Development and
Distribution Agreement.  Under the new agreement, Xerox has
exercised warrants to purchase 375,000 shares of common stock and
the purchase price of approximately $1.3 million was applied to
the Company's outstanding debt with Xerox.

On October 16, 1997 the Company completed a private placement of
equity securities.  Under the terms of the placement, the
investors purchased 1.3 million shares of common stock and
received 435,000 common stock warrants for a total value of $4.8
million.


Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

Exhibit 10 - Xerox Agreement dated September 22, 1997 (supersedes
Product Development and Distribution Agreement dated February 16,
1996)

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 quarter ended
September 30, 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   November  14,  1997            By /s/ Norman  L.  Milliard
                                      Norman L. Milliard
                                      President and Chief
                                      Executive Officer
   
   
                                      By  /s/  Patrick  J.  Pedonti
                                      Patrick J. Pedonti
                                      Vice President and Chief
                                      Financial Officer
                                      Principal    Financial     and
                                      Accounting Officer)