UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Quality Systems, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
747582104
(CUSIP Number)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of
Section 18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).<PAGE>
CUSIP No. 747582104 13G Page 2 of 6 Pages
1 NAME OF REPORTING PERSON Duncan-Hurst Capital Management Inc.
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 33-0403387
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Duncan-Hurst Capital Management Inc. is a California corporation.
5 SOLE VOTING POWER
0
NUMBER OF
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY EACH
REPORTING
PERSON WITH
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON*
IA, CO
*SEE INSTRUCTION BEFORE FILLING OUT!<PAGE>
CUSIP No. 747582104 13G Page 3 of 6 Pages
1 NAME OF REPORTING PERSON William H. Duncan, Jr.
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
0
NUMBER OF
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY EACH
REPORTING
PERSON WITH
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!<PAGE>
CUSIP No. 747582104 13G Page 4 of 6 Pages
This Amendment No. 1 to Schedule 13G is being filed because
of the disposition of shares previously reported by the reporting
persons.
Item 1(a) Name of Issuer
Quality Systems, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices
17822 East 17th Street, Suite 210
Tustin, CA 92680
Item 2(a) Name of Person Filing
Duncan-Hurst Capital Management Inc.
Item 2(b) Address of Principal Business or, if none, Residence
4365 Executive Drive, Suite 1520
San Diego, CA 92121
Item 2(c) Citizenship
Reference is hereby made to Item 4 to the cover pages
incorporated by reference herein.
Item 2(d) Title of Class of Securities
Common
Item 2(e) CUSIP Number
747582104
Item 3 Type of Reporting Person
Duncan-Hurst Capital Management Inc. is an Investment
Adviser registered under Section 203 of the Investment Advisers Act of
1940 and William H. Duncan, Jr. is its principal shareholder, sole
director, Chief Executive Officer and Chief Investment Officer.
Item 4 Ownership
Reference is hereby made to Items 5-9 and 11 of the cover
pages of this Schedule 13G, which Items are incorporated by reference
herein. <PAGE>
CUSIP No. 747582104 13G Page 5 of 6 Pages
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of securities,
check the following [x].
Item 6 Ownership of More than Five Percent on Behalf of Another
Person
Not applicable.
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company
Not applicable.
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certification
By signing below the undersigned certify that, to the best
of their knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not acquired for
the purpose of and do not have the effect of changing or influencing
the control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes or effect.<PAGE>
CUSIP No. 747582104 13G Page 6 of 6 Pages
Signature
After reasonable inquiry and to the best of their knowledge
and belief, the undersigned certify that the information set forth in
this statement is true, complete and correct.
Date: March 19, 1997
DUNCAN-HURST CAPITAL MANAGEMENT INC.
By /s/ Rebecca M. LaFerney
_____________________________________
REBECCA M. LaFERNEY
Vice President
/s/ William H. Duncan, Jr.
_____________________________________
WILLIAM H. DUNCAN, JR.
Chief Investment Officer
and Sole Director<PAGE>
