SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.5)*
Astrosystems, Inc.
______________________________________________________________________
(Name of Issuer)
Common Stock, $.10 par value
______________________________________________________________________
(Title of Class of Securities)
046465 10 0
________________________
(CUSIP Number)
Check the following box if a fee is being paid with this statement
( ). (A fee is not required only if the filing person: (1) has a
previous statement on file reporting beneficial ownership of more than
five percent of the class of securities described in Item 1; and (2)
has filed no amendment subsequent thereto reporting beneficial
ownership of five percent or less of such class.) (See Rule 13d-7)
*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 to all other
provisions of the Act (however, see the Notes).
<PAGE>
CUSIP NO.046465 10 0 Page 2 of 5 Pages
_____________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON
Seymour Barth
###-##-####
_____________________________________________________________________
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
1,082,499
__________________________________________________
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 386,487
OWNED BY __________________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 1,088,616
WITH __________________________________________________
8 SHARED DISPOSITIVE POWER
250,000
_____________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
1,468,986
_____________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
X
_____________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
29.2%
_____________________________________________________________________
12 TYPE OF REPORTING PERSON*
IN
_____________________________________________________________________
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1(a) Name of Issuer:
Astrosystems, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
6 Nevada Drive
Lake Success, New York 11042
Item 2(a) Name of Person Filing:
Seymour Barth
Item 2(b) Address of Principal Business Office or, if none,
Residence:
6 Nevada Drive
Lake Success, New York 11042
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Class of Securities:
Common Shares, par value $.10 per share
Item 2(e) CUSIP Number:
046465 10 0
Item 3 This statement is not filed pursuant to Rule 13d-l(b)
or 13d-2(b).
Item 4(a) Amount Beneficially Owned as of December 31, 1995:
1,468,986 (including 439,987 shares issuable upon the
exercise of options which were exercisable as of December
31, 1995 or within 60 days thereafter). Includes 136,487
shares contributed to the Issuer's 401(k) Plan over which
Mr. Barth, Gilbert H. Steinberg and Elliot Bergman have
voting power as trustees (including 6,117 shares
allocated to the account of Mr. Barth). Includes 250,000
shares held in trust for the benefit of Mr. Barth's
family, as to which trust Mr. Barth serves as co-trustee.
Excludes 110,000 shares held in trust for the benefit of
Mr. Barth's children, as to which shares Mr. Barth
disclaims beneficial ownership.
Item 4(b) Percent of Class:
29.2%
Item 4(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 1,082,499
(ii) shared power to vote or to direct the vote: 386,487
(iii) sole power to dispose or to direct the disposition
of: 1,088,616
(iv) shared power to dispose or to direct the disposition
of: 250,000
Item 5 Ownership of Five Percent or Less of a Class.
Inapplicable.
Item 6 Ownership of More than Five Percent on Behalf of
Another Person.
Reference is made to Item 4(a) hereof.
Item 7 Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By
the Parent Holding Company.
Inapplicable.
Item 8 Identification and Classification of Members of
the Group.
Inapplicable.
Item 9 Notice of Dissolution of Group.
Inapplicable.
Item 10 Certification.
Inapplicable.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this statement
is true, complete and correct.
February 14, 1996
__________________________________
Date
/s/ Seymour Barth
__________________________________
Signature
Seymour Barth
__________________________________
Name
