UNITED STATES  
  
                       SECURITIES AND EXCHANGE COMMISSION  
  
                            Washington, D.C. 20549  
  

                                Amendment No. 1

                                      to

                                  FORM 10-QSB  
  
  
              Quarterly Report Pursuant to Section 13 or 15(d) of the   
                          Securities Exchange Act of 1934  
  

For the quarterly period ended           December 31, 1996  
  
Commission file Number                   000-28976  

  
                     Acadia National Health Systems, Inc.             
           (Exact name of registrant as specified in its charter.)  

  
    Colorado                                      10509781
(State or other jurisdiction of                   (I.R.S. Employer  
incorporation or organization)                    Identification No.)  
  

460 Main Street, Lewiston, Maine U.S.A.           04240       
(Address of principal executive offices)          (Zip Code)  
  

Registrant's telephone number, including area code:  
(207) 784-9185  
(800) 274-9185
 
     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 [ ]  
  
     Indicate the number of shares outstanding of each of the 
issuer's classes of common stock, as of the latest practical 
date:  
  
     Common Stock, $0 Par Value - 3,733,987 shares as of  
December 31, 1996.  

<PAGE>  1
 
<TABLE>  
  
  PART I. - FINANCIAL INFORMATION  

                      ACADIA NATIONAL HEALTH SYSTEMS, INC.  
  
                              STATEMENT OF INCOME  
  
                              FOR THE THREE MONTHS  
  
                 ENDED DECEMBER 27, 1996 AND DECEMBER 31, 1995  
                                  (Unaudited)  
    
<CAPTION>  
                                Three months ended  Three months ended
                                    December 27         December 31 
                                __________________  _________________
                                1996                  1995   
                                ________              ________         
<S>                             <C>                   <C> 
Sales                           $195,339              $140,081

Operating Expenses              $123,359              $142,411
                                --------              --------

Net Operating Income              71,980                (2,330)

Other Income/(Expense), Net      (83,970)               (4,569)
                                ---------             ---------

Net Income (Loss) 
Before Taxes                     (11,990)               (6,899)

Provision (Benefit) for
Income Taxes                       4,400                     0 
                                ---------              --------

Net Income (Loss)                ($7,590)              ($6,899)
                                =========              ========

Net Income (Loss)
Per Common Share                 ($0.002)              ($0.002)

Weighted Average Number of
Common Shares Outstanding      3,733,987             3,733,987

<FN>    
See Accompanying Notes to Financial Statements  
</TABLE>

<PAGE>  2

<TABLE>         
                         ACADIA NATIONAL HEALTH SYSTEMS, INC. 
                                    BALANCE SHEETS  
                                      (Unaudited)

<CAPTION>  
                                 December 27 1996    December 31 1995 
                                 ________________    ________________
<S>                              <C>                 <C> 
Current Assets:
  Cash-Operating                 $ 19,525            $ 85,138
  Accounts Receivable             494,244             239,506
  Inventories                       3,234               7,630
  Other Current Assets              3,874              18,636
                                 --------------      --------------
  Total Current Assets           $520,877            $350,910

Prop., Plant & Equip.:
  Cost                            159,285              93,634
  Less Accum. Depr.                59,993              51,987
                                 --------------      --------------
                                   99,292              41,647

Other Assets:
  Deferred Income Taxes            11,900
  Organization Cost                32,819                   0
                                 --------------      --------------
Total Assets                     $684,888            $392,557
                                 ==============      ==============

Current Liabilities:
  Accounts Payable               $  2,568            $  1,922
  Line of Credit                  249,717             110,917
  Accrued Expense                  45,108             102,839
  Current Portion of
  Long Term Notes                  18,000
                                 --------------      --------------
Total Current Liabilities        $315,393            $215,679

Long Term Liabilities:
  Long Term Debt                  105,445             162,046
  Other Non-Current Liab.
                                 --------------      --------------
Total Liabilities                $420,838            $377,725

<PAGE>  3

Stockholders' Equity:
  Common Stock                    251,640
  Paid In Capital & Treas.                              1,000
  Retained Earnings (Deficit)      (7,590)             13,832
                                 --------------      --------------
Total Equity                     $244,050             $14,832
                                 --------------      --------------
Total Liabilities & Equity       $664,888            $392,557
                                 ==============      ==============
<FN> 
See Accompanying Notes to Financial Statements  
</TABLE>

<PAGE>  4

<TABLE>  
                     ACADIA NATIONAL HEALTH SYSTEMS, INC.
                            STATEMENTS OF CASH FLOWS  
                FOR THE THREE MONTHS ENDED DECEMBER 27, 1996 
                              AND DECEMBER 31, 1995  
                                  (Unaudited)  
  
<CAPTION>  
                                      Quarter            Quarter
                                      Ending             Ending
                                      December 27,       December 31,
                                      1996               1995
                                      -------------      -------------  
<S>                                   <C>                <C>  

Net Income (Loss)                       $(7,590)           ($6,899)

Depreciation & Amortization             $10,920             $1,475


Changes in Assets & Liabilities:
  Accounts Receivable                 ($273,961)         ($126,140)
  Other Current Assets                    ($302)              $915
  Other Non-current Assets             ($ 2,158)            $7,980
  Accounts Payable                     ($30,934)            $1,343
  Other Current Liabilities             $31,536            ($3,152)
                                      -------------      -------------

Net Cash (Used for) Provided
  By Operating Activities             ($272,489)         ($124,478)

Investment Activities                        $0                 $0

Financing Activities                   $171,026             $1,249
                                      -------------      -------------
   
Net Increase (Decrease) in            ($101,463)         ($123,228)
  Cash or Cash Equivalents
 
Cash & Cash Equivalents:
  Beginning of Period                  $120,988           $208,366      
                                      -------------      -------------
  
  End of Period                         $19,525            $85,138
                                      =============      =============

<FN>  
See Accompanying Notes to Financial Statements  
</TABLE>

<PAGE>  5

                        ACADIA NATIONAL HEALTH SYSTEMS, INC.
  
                           NOTES TO FINANCIAL STATEMENTS  
  
                                  December 31, 1996
  
Note 1. Summary of Significant Accounting Policies  
  
     The accompanying unaudited financial statements have been 
prepared in accordance with Generally Accepted Accounting Principles 
for interim financial information and with the instructions to Form 
10QSB and Rule 310 of Regulation S-B.  Accordingly, they do not include 
all of the information and footnotes required by Generally Accepted 
Accounting Principles for complete financial statements.  In the opinion 
of management, all adjustments (consisting of normal recurring accruals) 
considered necessary for fair presentation have been included.

     The accompanying unaudited financial statements should be read 
in conjunction with the audited balance sheet of Acadia National Health 
Systems, Inc. ("the Company") included in the 1996 Registration Statement 
filed on Form 10-SB.  The unaudited financial statements have been prepared 
in the ordinary  course of business for the purpose of providing 
information with respect to the interim period.  
  
Note 2. Net Income Per Common Share  
  
     Computation of net income per common share was based on the weighted
average number of shares outstanding during such periods.  These amounted 
to 3,733,987 shares for the three months ending December 27, 1996 and
3,733,987 shares for the three months ending December 31, 1995 as
adjusted for the reorganization.  
  
Note 3. Long Term Debt - Short Term Financing  
  
     The total of lines of credit drawn upon (outstanding) from 
Peoples Heritage Bank ("Bank") as of December 27, 1996 was $249,717 
on a $250,000 demand line limit, compared to $110,917 at December 31, 1995.  
  
       On October 01, 1996, Bank provided the Company an 
additional $100,000 term loan, of which $96,594 is outstanding.  All 
loans made by Bank under such facilities are renewable annually.  

     All loans and repayment of lines of credit payable to Bank 
and future borrowings under any such credit facilities have been 
collateralized by the accounts receivable and equipment of the 
Company, as well as the personal guarantee of the chief executive
officer and majority stockholder.  

<PAGE>  6
  
Note 4. Majority Stockholder  
  
     Mr. Thomas N. Hackett and Peacock Hill Farm Limited Liability 
Company, of which Mr. Hackett has total voting authority, presently 
owns approximately 77% of the Common Stock of the Company.  
  
     Peacock Hill Farm Limited Liability Company is a Maine limited 
liability company which the Company's chief executive officer and
majority stockholder, Mr. Hackett, is an 8.0% member/manager, 
and has total voting power over other members, collectively.    
  
Note 5. Additional Events  
  
     A. On October 01, 1996 Peoples Heritage Bank provided the 
Company an additional $100,000 line of credit facility.  
  
     B. Since October 01, 1996, the Company utilized and has outstanding 
$96,594 of the credit facilities provided by Peoples Heritage Bank.

<PAGE>  7  
  
                        ACADIA NATIONAL HEALTH SYSTEMS, INC.
  
                              MANAGEMENT'S DISCUSSION AND  
                         ANALYSIS OF FINANCIAL CONDITION AND  
                                RESULTS OF OPERATIONS  
  
                                  December 31, 1996  
  
RESULTS OF OPERATIONS:
======================
THREE MONTHS ENDING DECEMBER 27, 1996
=====================================

Note:
Acadia National Health Systems purchased the assets of Physician 
Resources, Inc. on September 27, 1996, and took over the operations 
of that company as of September 28, the first day of the fiscal 
quarter and year.  It did not conduct operations prior to the 
beginning of the quarter ended December 31, 1996.  All activities 
for the quarter are compared with the operations of Physician 
Resources for the same quarter a year earlier.  Comparative results
have not been adjusted for the difference between Physician Resources'
calendar quarters ending in a calendar month end and Acadia's fiscal 
quarters ending on the last Friday of a calendar month.

     Financial Accounting Standard No. 96 "Accounting for Income
Taxes" which requires that no later than 1996, companies change 
from the deferred method to the liability method of accounting 
for income taxes, has not been adopted by the Company for 1996. 
Implementation of the Standard is not expected to have any 
material affect on the Company's financial condition or results 
of operations.  

SALES
Sales for the period of $195,339 were up $54,258 or 39.0% from the 
corresponding period in 1995.  This was principally due to a 169% growth 
in the Waivered Foster Care program.  Additionally, billing service for 
three new medical practices contributed to sales.  There were no software 
or franchise sales during the period.
                         
OPERATING EXPENSES
Operating expenses were $19,052 less during the period, principally 
because Physician Resources paid its owners a management fee in the last 
calendar quarter to zero full-year earnings, a practice that is not 
appropriate for Acadia.  Partially offsetting these savings were 
increases in depreciation, office supplies and salaries & wages.

<PAGE>  8

OPERATING INCOME
Operating income for the quarter was $71,980, compared to a loss of 
$2,330 for the comparable quarter in 1995.  The improvement of $74,310 
was principally due to increased sales and elimination of the management 
fee.

OTHER INCOME (EXPENSE)
Non-operating expenses increased 1,738% to $83,970.  The Company incurred 
non-recurring expenses of $10,644 associated with the software conversion 
and for consulting services related to becoming a reporting company.  
Interest expense increased 61% to $6,826 as a result of higher credit 
line balances and $66,500 which represents the unamortized portion of
development costs which the Securities and Exchange Commission requested
the Company expense for book earnings purposes.

INCOME TAXES
Physician Resources was an S Corporation and incurred no tax liability.  
Acadia is a C Corporation that accrued $20,000 combined State and Federal 
tax liability for current quarter earnings.

NET INCOME (LOSS)
Acadia net losses of ($7,590) were ($0.002) per share on 3,733,987
outstanding common shares for the quarter.  

LIQUIDITY AND CAPITAL RESOURCES
Accounts Receivable increased $254,738 from December 31, 1995, to December 
27, 1996, principally due to the rapid growth of the Foster Home accounts 
receivable financing program.  During this same period, the Company added 
$65,651 in property, plant and equipment, principally computer systems 
and related equipment.  Acadia spent $102,819 in Corporate organization 
costs and $10,644 non-recurring costs associated with new computer networks, 
software conversion, preparation of a Uniform Franchise Offering Circular 
(UFOC) and startup of Acadia as a reporting company.  Nearly all 
of the Company's existing $350,000 line of credit has been expended.  
Anticipated Acadia market activities and a planned acquisition will place 
additional demands on liquidity during the remainder of the year.  
Management is currently discussing an expanded line of credit with its 
principal lender, Peoples Heritage Bank.  The proposed loan will be secured 
by the personal guarantee of Thomas N. Hackett and will be used to fund 
working capital, increased organizational infrastructure and a potential 
acquisition.  The loan, which is expected to be concluded in the third 
quarter of FY 1997 (by June 1997), will bridge to a stock issue anticipated 
in the fourth quarter of FY 1997 or the first quarter of FY 1998.  The 
timing and amounts of these financing actions are consistent with Acadia's 
business plan and its strategy of using short term debt to fund operations 
ahead of periodic stock offerings.

<PAGE>  9

OTHER INFORMATION
=================

SOFTWARE CONVERSION AND PREPARATION FOR EXPANDED SALES ACTIVITY
During the first quarter, Acadia converted billing software from an 
obsolete Unix-based system to state-of-the-art data base technology and the 
Microsoft NT server.  This system will enable Acadia to offer clients a 
variety of its own products and also Microsoft products running on the 
network.  The conversion and training ramp up were necessary first steps, 
learning internally in anticipation of offering these technologies to 
outside clients. During the second quarter, the Company is continuing this 
process and will be offering the software for sale.  The software will be 
an important part of its franchise system offering as well.  The Company 
will derive significant income late in FY 1997 from the sale and rental of 
these software products under agreements with its software vendors.  
As of February 7, 1997, three major software sales are in the late stages 
of negotiation.

UNIFORM FRANCHISE OFFERING CIRCULAR (UFOC)
The Company is preparing a UFOC for filing with the FTC in the second 
quarter and anticipates selling Acadia franchises during in the third 
quarter.  Franchisees will be offered the opportunity to market Acadia's 
billing systems technology, other brand name products and related support 
services to tertiary markets throughout the country.

MAJOR ACQUISITION
The Company will initiate discussions considering a major acquisition that 
will greatly strengthen the product line.

SALES TRENDS
Trends in Acadia's existing business lines, medical billing services and 
billing & receivable financing for waivered foster home care, are positive, 
with 1996 growth anticipated continuing at an expanded rate throughout 
FY 1997.  Software sales, franchising and related support services are 
expected to result in major revenue and earnings increases in FY 1997 and 
beyond.  A unique franchising structure will enable the Company to grow 
at a network pace that is much faster than the growth of individual 
operating units.

<PAGE>  10

BUSINESS AND PROPERTIES OF ACADIA NATIONAL HEALTH SYSTEMS, INC.
===============================================================

HISTORY             

Thomas N. Hackett founded what later became Physician Resources (PRI) 
in 1971 as the financial services arm of Advantage Business Services.  
In 1990 bookkeeping and doctor billing were separated as Bookkeeping 
Resources, Inc.  In 1992 doctor billing was moved to a new company, 
Physician Resources, Inc., and commercial bookkeeping operations ceased.  
Physician Resources provided practice management, invoicing and accounts 
receivable collection services for doctors offices, foster homes and 
hospital-based practices.  During this entire period, the company was 
not focused on growth, but concentrated on quality operations and 
long-term business relationships.  In the summer of 1996, the principals 
formed Acadia National Health Systems, a Colorado corporation that will 
be the legal platform for a nationwide Physician Practice Management 
Company (PPMC).  The assets of Physician Resources were acquired by 
Acadia in September 1996.  Personnel, procedures and experiences gained 
in 25 years of medical billing & practice management, combined with 
experience in software & hardware sales and coupled with innovative 
franchising methods will allow Acadia to become a national competitor.

The doctor billing service has undergone several technical transitions 
since its inception.  In the early days the service supported physicians 
who wished to avoid an elaborate business function or complex computer 
systems.  As computer systems became simpler and easier to use, the 
company found other value added services to retain clients.  This led 
to practice management consulting and, in the last few years, electronic 
billing and accounts receivable financing.  Many health service payers, 
led by Medicare and Medicaid, have begun to require electronic billing 
to reduce processing costs.  Electronic billing brought the added benefit 
of improved reliability and timeliness of third party payments.  This 
improved medical practice asset utilization and profitability.  Since 
electronic billing requires complex data modalities and sophisticated 
software procedures, it is more adaptable to a high volume billing service 
than to a single medical practitioner.  This was a very successful service 
for Physician Resources and continues to grow briskly within Acadia.  
The company just completed expanding its state-of-the-art full-featured 
software system that will become a key component for a national billing 
service.

<PAGE>  11

In January 1995,  Physician Resources began billing for foster homes under 
guidelines and funding established by the Maine Department of Human 
Services.  This electronic billing service offers clients well-regulated 
cash flow and differentiates Acadia as the only billing service in Maine 
to finance provider receivables.  As a result, it has obtained new business 
through referral without major marketing effort.  The waivered foster care 
approach is undergoing explosive growth nationally and the potential 
national revenue from this and other small health providers is significant.

OBJECTIVES, NEAR-TERM

On January 13, 1997, Acadia's SEC application Form 10SB was effectuated.  
Currently, the Company is awaiting NASD acceptance pursuant to the filing 
of a Form 211 and accompanying Information and Disclosure Statement, and 
hopes to begin trading on the OTC market during the second quarter of FY 
1997.  This will allow the Company to approach capital markets and enable 
it to position itself for the raising of equity needed to fuel growth.  
Access to public markets is critical, since the growth rates will be too 
rapid to fund through earnings or debt.

The founder and CEO of Acadia, Thomas N. Hackett, also founded a nationally 
franchised payroll processing company, Advantage Business Services.  Since 
franchising began thirteen years ago, Advantage has grown to become the 
eighth largest payroll company in the United States.  Although Hackett is 
not active in Advantage on a daily basis, his many years of managing PRI 
and his experiences in franchising a financial/data processing service are 
directly transferable to medical billing.  Acadia will complete franchising 
documents for FTC compliance during the third quarter of FY 1997.

Senior professional staff will be added in marketing, compliance management,
operations and finance to prepare the Company for regional and then national 
presence.  Since practice management is closely tied to medical billing, 
Acadia will increase its affiliation with practice management consultants 
in various parts of the country.  These services will complement billing 
services and eventually lead Acadia to become a full service PPMC.

<PAGE>  12

Acadia completed implementation of significantly expanded software 
technology in the first quarter of FY 1997.  This system includes the 
capability of: automated patient appointment scheduling, electronic charting 
features, electronic billing, direct funds transfer and distributed data 
processing with multiple location data entry and discrete paper copy 
printing, unlimited client accounts and patient census, all running on the 
NT platform.  Later, full service computerized patient charting systems, 
document management systems and state of the art dictation technology will 
be added.  These attributes will provide the technological base that will 
reinforce the company as a major player in tertiary markets and a 
clearinghouse for franchised medical billing activities.

OBJECTIVES, LONG-TERM

Acadia will create a franchised network of local entrepreneurs and other 
companies to market full service Physician Practice Management (PPM) 
services regionally and then nationally.  Franchisees (Associates) will 
sell practice management, billing, accounts receivable financing, accounting 
and office systems services to  doctors, foster homes and other small and 
medium sized health care providers.  They will also seek joint venture and 
strategic partner alliances.  Acadia's home office will provide centralized 
and decentralized professional and data support, training, counseling, cash 
control and other management services for Franchisees (Associates).  Much of 
the franchising support, processing, and cash management techniques will be 
drawn from Hackett's experience in the payroll industry.

Besides franchising, the Company will grow through acquisitions, joint 
ventures and internal expansion.  Many smaller billing services and some 
practice management consultancies are ill equipped to deal with the changes 
occurring in the health care market and the regulatory environment.  Some 
will reach a point of personal and/or financial distress before they seek 
help.  These are candidates for affiliation with Acadia.

<PAGE>  13

                   PART II - OTHER INFORMATION  

Item #1  Legal Proceedings

         Neither the Registrant nor any of its affiliates are a 
         party, nor is any of their property subject, to material 
         pending legal proceedings or material proceedings known 
         to be contemplated by governmental authorities.

Item #2  Changes in Securities

         None

Item #3  Defaults Upon Senior Securities

         None

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

         None

Item #5  Other Information

         None 
  
Item #6  Exhibits and Reports on Form 8-K  
  
         a. Exhibits  
  
            Exhibit 27. Financial Data Schedule
  
         b. Reports on Form 8-K  
  
            No reports have been filed on Form 8-K during this    
            quarter.

<PAGE>  14   

                        ACADIA NATIONAL HEALTH SYSTEMS, INC. 
  
                                    SIGNATURES  
  
  
     Pursuant to the requirement of the Securities Exchange Act of 
1934, the registrant has duly cause this report to be signed on its 
behalf by the undersigned thereunto duly authorized.  
  
  
                                ACADIA NATIONAL HEALTH SYSTEMS, INC.          
                                Registrant  
  
  
February 14, 1997               Mark T. Thatcher                
Date                            MARK T. THATCHER,            
                                Filing Agent  
  
  
February 14, 1997               Thomas N. Hackett              
Date                            THOMAS N. HACKETT        
                                Principal Executive Officer