CASTELLE \CA\
10QSB/A, 1996-07-18
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 FORM 10-QSB/A
                                Amendment No. 1

(Mark One)
  [X]            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended March 29, 1996

                                       OR

          [ ] Transition Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                         Commission File Number 0-220-20

                                    CASTELLE
                 (Name of small business issuer in its charter)
                         -------------------------------

                   California                     77-0164056
        (State of other jurisdiction of        (I.R.S. Employer
         incorporation or organization)       Identification No.)

              3255-3 Scott Boulevard, Santa Clara, California 95054
          (Address of principal executive offices, including zip code)

         Issuer's telephone number, including area code: (408) 496-0474

        SECURITIES REGISTERED PURSUANT TO Section 12(b) OF THE ACT: NONE

           SECURITIES REGISTERED PURSUANT TO Section 12(g) OF THE ACT:
                            COMMON STOCK NO PAR VALUE
                                (Title of Class)

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


The  number  of  shares  of  Common  Stock  outstanding  as of May 8,  1996  was
3,619,931
<PAGE>


                                    CASTELLE

                                      INDEX



                                                                    Page No.



Part II.  OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K                             3

Signatures                                                             4

Index of Exhibits                                                      5

Financial Data Schedule                                                6

                                       2

<PAGE>

                           PART II - OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K

(A)       Exhibits

          Item                   Description
          ----                   -----------
          11.1*                  Statement re:computation of per share earnings
          27                     Financial Data Schedule

*  Previously filed

                                       3
<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.





CASTELLE

By:______________________________________              Date:  July 17, 1996
     Arthur H. Bruno
     Chief Executive Officer and President
     (Principal Executive Officer)

By:______________________________________              Date:  July 17, 1996
     Randall I. Bambrough
     Vice President of Finance and Administration
     Chief Financial Officer
     (Prinipal Financial and Accounting Officer)
                                       4
<PAGE>

                                    CASTELLE
                               INDEX OF EXHIBITS

11.1* Computation of Net Income Per Share

*  Previously filed
                                       5
<PAGE>


<TABLE> <S> <C>

<ARTICLE>                                                           5
<LEGEND>
This schedule contains summary financial information extracted from the 
Company's Financial Statements for the period ending June 28, 1996 included
in the Company's Form 10-QSB filed May 13, 1996 and is qualified in its entirety
by reference to such statements
</LEGEND>                                                        
<MULTIPLIER>                                                    1,000
       
<S>                                                     <C>
<PERIOD-TYPE>                                 3-MOS
<FISCAL-YEAR-END>                             DEC-31-1996
<PERIOD-END>                                  MAR-29-1996
<CASH>                                                           5722
<SECURITIES>                                                        0
<RECEIVABLES>                                                    3801
<ALLOWANCES>                                                      414
<INVENTORY>                                                      5199
<CURRENT-ASSETS>                                                14791
<PP&E>                                                           2719
<DEPRECIATION>                                                   2377
<TOTAL-ASSETS>                                                  15248
<CURRENT-LIABILITIES>                                            4416
<BONDS>                                                             0
                                               0
                                                         0
<COMMON>                                                        23297
<OTHER-SE>                                                          0
<TOTAL-LIABILITY-AND-EQUITY>                                    15248
<SALES>                                                          6200
<TOTAL-REVENUES>                                                 6200
<CGS>                                                            3339
<TOTAL-COSTS>                                                    3339
<OTHER-EXPENSES>                                                 2337
<LOSS-PROVISION>                                                    0
<INTEREST-EXPENSE>                                                (73)
<INCOME-PRETAX>                                                   597
<INCOME-TAX>                                                       28
<INCOME-CONTINUING>                                               569
<DISCONTINUED>                                                      0
<EXTRAORDINARY>                                                     0
<CHANGES>                                                           0
<NET-INCOME>                                                      569
<EPS-PRIMARY>                                                       0.15
<EPS-DILUTED>                                                       0.15
        

</TABLE>


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