ICOT CORPORATION
10-Q/A, 1995-05-01
COMPUTER COMMUNICATIONS EQUIPMENT
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                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, DC  20549


                           FORM  10-Q/A

[X]  QUARTERLY  REPORT  PURSUANT TO SECTION  13  OR  15(d)  OF  THE
     SECURITIES EXCHANGE ACT OF 1934
     For the quarterly period ended..............January 28,1995.............

                               OR

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934
     For the transition period ended...................to....................

     Commission file number.............................0-4187...............

                        ICOT  CORPORATION
     (Exact name of registrant as specified in its charter)



           Delaware                              94-1675494
   (State or other jurisdiction of             (IRS Employer
   incorporation or organization)            Identification No.)



  3801 Zanker Road, PO Box 5143, San Jose , CA     95150-5143
  (Address of Principal Executive Offices)         (Zip Code)


Registrant's telephone number, including area code: (408) 433-3300


Indicate by check mark whether the registrant (1) has filed all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for at least the past 90 days.

                    YES  X                       NO

Number of shares outstanding of each of the issuer's classes of
common stock:
As  of  March 9, 1995 11,421,827 shares of Registrant's Common
Stock were outstanding.


<PAGE>
                            FORM 10-Q/A
                            Contents


PART I.   FINANCIAL INFORMATION

AMENDMENT #1
PURPOSE OF THIS STATEMENT IS TO INCLUDE FINANCIAL STATEMENT

REVISED EXHIBIT-INDEX

<PAGE>

                           SIGNATURES


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



                                     ICOT CORPORATION
                                     ----------------
                                       (Registrant)



Dated:  April 28, 1995        /S/     AAMER LATIF
                              --------------------------
                              Aamer Latif
                              Director, President,
                              Chief Executive Officer and
                              Chief Financial Officer


Dated:  April 28, 1995        /S/     TERRY MEDEL
                              ------------------------------------
                              Terry Medel
                              Controller, Treasurer, Secretary and
                              Chief Accounting Officer

WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          JUL-29-1995
<PERIOD-START>                             JUL-31-1994
<PERIOD-END>                               JAN-28-1995
<CASH>                                            5562
<SECURITIES>                                         0
<RECEIVABLES>                                     1300
<ALLOWANCES>                                        24
<INVENTORY>                                       1439
<CURRENT-ASSETS>                                  9105
<PP&E>                                            3554
<DEPRECIATION>                                    2804
<TOTAL-ASSETS>                                   10806
<CURRENT-LIABILITIES>                             1760
<BONDS>                                              0
<COMMON>                                          2284
                                0
                                          0
<OTHER-SE>                                        6465
<TOTAL-LIABILITY-AND-EQUITY>                     10806
<SALES>                                           5701
<TOTAL-REVENUES>                                  5701
<CGS>                                             3194
<TOTAL-COSTS>                                     3194
<OTHER-EXPENSES>                                  2080
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   6
<INCOME-PRETAX>                                    546
<INCOME-TAX>                                        27
<INCOME-CONTINUING>                                519
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       519
<EPS-PRIMARY>                                      .04
<EPS-DILUTED>                                      .04
        




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