UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                                
                      Washington, DC 20549
                                
                           FORM 10Q/A
                                
       [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                 OF THE SECURITIES EXCHANGE ACT OF 1934
       
       For the Quarterly Period Ended September 30, 1995
       
       [X]  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 0-12965
                                
                          NESTOR, INC.
     (Exact name of registrant as specified in its charter)
                                
           DELAWARE                     13-3163744
       (State of incorporation)       (I.R.S. Employer
                                    Identification No.)
       
       One Richmond Square, Providence, RI          02906
       (Address of principal executive offices)(Zip Code)
                                
                          401-331-9640
      (Registrant's Telephone Number, Including Area Code)
                                
                                
                                
     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 than 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 _________
                                
                                
                                
                                
    Common stock, par value .01 per share:  7,696,710 shares
              outstanding as of September 30, 1995
                                
                          NESTOR, INC.
                                
                  FORM 10Q - September 30, 1995
                                
                              INDEX

                                                  Page Number

PART 1  FINANCIAL INFORMATION

Item 1  Financial Statements:

        Consolidated Statements of Operations (Unaudited)   3
        Three Months Ended September 30, 1995 and 1994

        Consolidated Balance Sheet (Unaudited)              4
        September 30, 1995 and June 30, 1995

        Statement of Consolidated Cash Flows (Unaudited)    5
        Three Months Ended September 30, 1995 and 1994

        Notes to Consolidated Financial Statements          6


Item 2  Management's Discussion and Analysis of
     Financial Condition and Results of Operations          8



PART 2    OTHER INFORMATION







                            FORM 10-Q
                                
                          NESTOR, INC.
                                
                                
                            SIGNATURE


      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.

                                     NESTOR, INC.
                                     (REGISTRANT)


DATE:  November 13, 1995             By:
                                         Simon Heifetz
                                         Vice Chairman and
                                         Principal Financial Officer


<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-END>                               SEP-30-1995
<CASH>                                         276,020
<SECURITIES>                                         0
<RECEIVABLES>                                  521,621
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                             1,348,657
<PP&E>                                       1,416,154
<DEPRECIATION>                               1,081,314
<TOTAL-ASSETS>                               1,694,831
<CURRENT-LIABILITIES>                        3,764,654
<BONDS>                                              0
<COMMON>                                        76,967
                        1,628,334
                                  2,903,564
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                 1,694,831
<SALES>                                        108,464
<TOTAL-REVENUES>                             1,012,501
<CGS>                                           88,798
<TOTAL-COSTS>                                  546,965
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                             (425,509)
<INTEREST-EXPENSE>                              49,209
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 (425,509)
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

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