CODA MUSIC TECHNOLOGY INC
10QSB/A, 1998-11-13
PREPACKAGED SOFTWARE
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                              FORM 10-QSB/A (No. 1)

(Mark One)
[X]      Quarterly report under Section 13 or 15(d) of the Securities Exchange
         Act of 1934 For the quarterly period ended June 30, 1998

[  ]     Transition report under Section 13 or 15(d) of the Exchange Act
         For the transition period from ___________ to ___________

                         Commission file number 0-26192

                           Coda Music Technology, Inc.
        (Exact Name of Small Business Issuer as Specified in its Charter)

Minnesota                                                   41-1716250
(State or Other Jurisdiction                                (I.R.S. Employer
Incorporation or Organization                               Identification No.)

                                 6210 Bury Drive
                       Eden Prairie, Minnesota 55346-1718
                    (Address of Principal Executive Offices)

                                 (612) 937-9611
                (Issuer's Telephone Number, Including Area Code)


              (Former Name, Former Address and Former Fiscal Year,
                          if Changed Since Last Report)

Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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

As of August 10, 1998, there were 6,199,732 shares of Common Stock outstanding.

Transitional Small Business Disclosure Format (check one):

Yes       No    X   



<PAGE>






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

         (a)  Exhibits:  See Exhibit Index on page following Signature page

         (b)  Reports on Form 8-K: No reports on Form 8-K were filed by the 
         registrant during the quarter ended June 30, 1998.






                                   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.



Date: November 9, 1998                          CODA MUSIC TECHNOLOGY, INC.



                                                By: /s/ Ronald B. Raup  
                                                Ronald B. Raup, President and
                                                Chief Operating Officer


                                                By: /s/ Barbara S. Remley
                                                Barbara S. Remley
                                                Chief Financial Officer



<PAGE>






                                  EXHIBIT INDEX



                              FORM 10-QSB/A (No. 1)



                              For the Quarter Ended

                                  June 30, 1998







Exhibit
Number   Description

   27    Amended Financial Data Schedule (filed in electronic format only)



<TABLE> <S> <C>


<ARTICLE>                     5
<MULTIPLIER>                                   1
<CURRENCY>                                     U.S. Dollars
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>               DEC-31-1998
<PERIOD-START>                  JAN-01-1998
<PERIOD-END>                    JUN-30-1998
<EXCHANGE-RATE>                           1
<CASH>                            1,208,488
<SECURITIES>                              0
<RECEIVABLES>                       354,805
<ALLOWANCES>                              0
<INVENTORY>                         454,026
<CURRENT-ASSETS>                  2,393,616
<PP&E>                              281,145
<DEPRECIATION>                            0
<TOTAL-ASSETS>                    3,491,385
<CURRENT-LIABILITIES>             1,108,153
<BONDS>                                   0
                     0
                               0
<COMMON>                         13,712,572
<OTHER-SE>                      (11,329,340)
<TOTAL-LIABILITY-AND-EQUITY>      3,491,385
<SALES>                           2,715,124
<TOTAL-REVENUES>                  2,715,124
<CGS>                               568,314
<TOTAL-COSTS>                       568,314
<OTHER-EXPENSES>                  3,557,517
<LOSS-PROVISION>                          0
<INTEREST-EXPENSE>                  (49,581)
<INCOME-PRETAX>                  (1,361,126)
<INCOME-TAX>                              0
<INCOME-CONTINUING>              (1,361,126)
<DISCONTINUED>                            0
<EXTRAORDINARY>                           0
<CHANGES>                                 0
<NET-INCOME>                     (1,361,126)
<EPS-PRIMARY>                          (.22)
<EPS-DILUTED>                          (.22)
        


</TABLE>


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