FORM 10-Q/A

               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549


            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

              For the quarterly period ended September 30, 1996

                  Commission file number 1-9983


                    OEC MEDICAL SYSTEMS, INC.
                          (Registrant)


              Incorporated in the State of Delaware

        I.R.S. Employer Identification Number 94-2538512


     384 Wright Brothers Drive, Salt Lake City, Utah  84116
            (Address of Principal Executive Offices)


                   Telephone:  (801) 328-9300
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 requirements
for the past 90 days.

                  Yes   X                No
                                           ----

As of October 31, 1996, there were 13,119,049 shares of Common Stock ($.01 par
value) outstanding.













Part I.        Financial Information
Item 1.        Financial Statements



                           OEC MEDICAL SYSTEMS, INC.
                     CONSOLIDATED STATEMENTS OF OPERATIONS
       FOR THE THREE & NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                    (In thousands, except per share amounts)
                                  (unaudited)



                             Quarter Ended           Nine Months
                             September 30,       Ended September 30,
                            1996        1995     1996          1995

Net sales
Product                   $29,948     $21,571     $78,611     $63,048
Service                     4,079       3,899      12,193      11,353
                          -------     -------     -------     -------
 Total net sales           34,027      25,470      90,804      74,401
                          -------     -------     -------     -------
Cost of sales
 Product                   17,477      12,685      46,170      37,464
 Service                    2,927       2,359       8,228       6,595
                          -------     -------     -------     -------
 Total cost of sales       20,404      15,044      54,398      44,059
                          -------     -------     -------     -------
 Gross margin              13,623      10,426      36,406      30,342
                          -------     -------     -------     -------
Operating Expenses
 Research and development   2,229       1,942       6,447       5,821
 Marketing and sales        5,577       4,391      15,357      13,128
 Administrative, general
  and other                 2,116       1,315       5,210       4,344
                          -------     -------     -------    --------
 Total operating expenses   9,922       7,648      27,014      23,293
                          -------     -------     -------    --------
                          
Operating income            3,701       2,778       9,392       7,049

Interest income               179         198         566         500
Interest expense               (5)         (5)         (8)         (9)
                          -------     -------     -------     -------
Income before income taxes  3,875       2,971       9,950       7,540

Income tax benefit             --         170          --         855
                          -------     -------     -------     -------
Net income                 $3,875      $3,141      $9,950      $8,395
                          =======     =======     =======     =======
Net income  per common
 and common equivalent
 share:                   $  0.30     $  0.25     $  0.78     $  0.67
                          =======     =======     =======     =======
Common and common
 equivalent shares         12,777      12,584      12,815      12,558

    

                              OEC MEDICAL SYSTEMS, INC.
                             CONSOLIDATED BALANCE SHEETS
                        SEPTEMBER 30, 1996 AND DECEMBER 31, 1995
                                  (In thousands)

                              ASSETS
                                               1996           1995
                                           (Unaudited)
Current Assets:
 Cash and temporary cash investments         $13,889        $16,584
 Accounts and notes receivable, net of                  
   allowances of $854 and $577, respectively  32,134         24,982
 Inventories                                  23,870         18,031
 Prepaid expenses and other current assets     1,433            885
 Deferred income taxes                         7,967          5,810
                                             -------        -------
    Total current assets                      79,293         66,292
Long-term receivables                          1,607          1,002
Property and equipment, net                   11,385          9,868
Cost in excess of net assets acquired,
 net of accumulated amortization
 of $8,023 and $7,542, respectively           10,373         10,854
Deferred income taxes                          3,125          2,898
Other assets, net                                718            548
                                             -------        -------
                                            $106,501        $91,462
                                             =======        =======
                                            
               LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
 Accounts payable                             $7,454       $  4,673
 Accrued salaries and benefits                 3,666          2,920
 Accrued warranty and installation costs       1,747          1,259
 Deferred income and customer deposits         6,045          5,511
 Income taxes payable                             58            412
 Accrued  legal fees and litigation
  settlements                                  3,929          3,793
 Accrued distributor commissions               2,760          1,892
 Other accrued liabilities                     2,945          1,932
                                              ------         ------
    Total current liabilities                 28,604         22,392
                                              ------         ------

Stockholders' equity:
 Preferred stock, $.01 par value
    Authorized--2,000 shares,
    including 1,100 shares
    of convertible preferred stock,
    none outstanding
 Common stock, $.01 par value
    Authorized--30,000 shares
    Outstanding--12,919 and 12,789 
    shares, respectively                         129            128
 Capital in excess of par value               77,168         76,344
 Stock subscription receivable                  (210)          (210)
 Retained earnings/(Accumulated deficit)       6,824         (3,126)
 Treasury stock, 729 and 560 shares at 
  cost, respectively                          (5,842)        (4,056)
 Foreign currency translation adjustment        (172)           (10)
                                            --------        -------
    Total stockholders' equity                77,897         69,070
                                            --------        -------
                                            $106,501        $91,462
                                            ========        =======


                           OEC MEDICAL SYSTEMS, INC.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
          FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                          (In thousands)
                            (unaudited)
                                              1996           1995
OPERATING ACTIVITIES:
  Net income                                 $ 9,950        $ 8,395
 Adjustments to reconcile net income
      to net cash provided by
      operating activities:
   Depreciation and amortization               2,191          2,444
   Bad debt expense                              115             --
   Deferred income tax benefit                (2,384)        (1,306)
   Changes in current assets and liabilities:
        Accounts and notes receivable         (7,267)         3,146
        Inventories                           (5,839)          (893)
        Prepaid expenses and other
         current assets                         (548)          (359)
        Other assets                            (170)          (296)
        Accounts payable                       2,781         (1,440)
        Accrued salaries and benefits            746            210
        Accrued warranty and installation
         costs                                   488            167
        Deferred income and customer deposits    534             66
        Income taxes payable                    (354)            51
        Accrued legal fees and litigation
         settlements                             136           (204)
        Accrued distributor commissions          868           (566)
        Other accrued liabilities              1,013            253
                                              ------         ------
   Net cash provided by operating activities   2,260          9,668
                                              ------         ------
INVESTING ACTIVITIES:
 Increases in long-term receivables             (605)          (520)
 Additions to property and equipment, net     (3,227)          (688)
 Other                                          (162)            29
                                              ------         ------
   Net cash used by investing activities      (3,994)        (1,179)
                                              ------         ------
FINANCING ACTIVITIES:
 Sales of common stock, net                      825          1,685
 Purchases of treasury stock                  (1,786)        (2,891)
                                              ------         ------
 Net cash used by financing activities          (961)        (1,206)
                                              ------         ------
 Net increase (decrease) in cash and
  temporary cash investments                  (2,695)         7,283
 Cash and temporary cash investments
  at beginning of period                      16,584          7,608
                                             -------        -------
 Cash and temporary cash investments
  at end of period                           $13,889        $14,891
                                             -------        -------

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

 Cash paid during the period for interest         $8             $9
 Cash paid during the period for
  income taxes                                $2,738           $554

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
During the nine months ended September 30, 1995, the Company increased its net
deferred income tax asset by $1,414, as a result of reducing the valuation
allowance on the deferred tax assets.  Of the total $1,414 of valuation
allowance reallocation, $108 was credited directly to stockholders' equity and
$1,306 was recorded as a deferred tax benefit.


                        OEC MEDICAL SYSTEMS, INC.
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                     SEPTEMBER 30, 1996 AND 1995
                             (unaudited)

1.  Interim information is unaudited but, in the opinion of Company management,
    all adjustments necessary for a fair presentation of interim results have
    been included.  The results for the nine months ended September 30, 1996 and
    1995, are not necessarily indicative of the results to be expected for the
    entire year.  These financial statements and notes should be read in
    conjunction with the Company's financial statements for the year ended
    December 31, 1995, filed on Form 10-K on April 1, 1996.

2.  Inventories are stated at the lower of cost, utilizing the first-in/first-
    out method, or market.  Inventories consist of the following:
 
                                September 30,   December 31,
                                     1996           1995
                                               (In thousands)
   Purchased parts and
      completed subassemblies       $9,256         $ 8,190
   Work-in-process                   3,718           3,216
   Finished goods                   11,034           5,147
   Service and repair parts          3,896           4,171
                                   -------        --------
   Total                            27,904          20,724
   Less:  reserves                  (4,034)         (2,693)
                                   -------        --------
   Net                            $ 23,870        $ 18,031
                                   =======        ========




                                   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.


OEC MEDICAL SYSTEMS, INC.
(Registrant)



By: /s/ Randy W. Zundel
    Randy W. Zundel
    Chief Financial Officer
    (Principal Accounting Officer)


Date:  December 6, 1996