SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549
                    ----------------------------------

                              FORM 10-Q

(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 31, 1997.

[ ]     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 1-8729

                           UNISYS CORPORATION
           (Exact name of registrant as specified in its charter)

               Delaware                               38-0387840
     ---------------------------------------------------------------
       (State or other jurisdiction                (I.R.S. Employer
     of incorporation or organization)            Identification No.)

                   Township Line and Union Meeting Roads
                   Blue Bell, Pennsylvania         19424
          ----------------------------------------------------
          (Address of principal executive offices)  (Zip Code)

Registrant's telephone number, including area code:  (215) 986-4011

     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 [ ]

     Number of shares of Common Stock outstanding as of March 31, 1997:  
174,836,208.


<PAGE>
                                   Page 2


Part I - FINANCIAL INFORMATION

Item 1. Financial Statements.

<TABLE>
                             UNISYS CORPORATION
                         CONSOLIDATED BALANCE SHEET
                                 (Millions)
<CAPTION>
                                           March 31,
                                             1997        December 31,
                                          (Unaudited)        1996
                                          -----------    ------------
<S>                                       <C>            <C>
Assets
Current Assets
Cash and cash equivalents                  $  686.4      $1,029.2
Marketable securities                           5.6           5.6
Accounts and notes receivable, net            900.6         959.0
Inventories
     Finished equipment and supplies          324.0         325.5
     Work in process and raw materials        323.5         316.8
Deferred income taxes                         365.8         365.8
Other current assets                          133.7         131.2
                                           --------      --------
Total                                       2,739.6       3,133.1
                                           --------      --------

Long-term receivables, net                     60.0          59.3
                                           --------      --------
Properties and rental equipment             1,860.8       1,950.3
Less-Accumulated depreciation               1,273.6       1,328.5     
                                           --------      --------
Properties and rental equipment, net          587.2         621.8     
                                           --------      --------
Cost in excess of net assets acquired         971.3         981.3
Investments at equity                         245.3         244.4
Deferred income taxes                         678.7         678.7
Other assets                                1,234.7       1,248.5
                                           --------      --------
Total                                      $6,516.8      $6,967.1
                                           --------      --------
Liabilities and stockholders' equity
Current liabilities
Notes payable                              $   14.7      $   13.9

Current maturities of long-term debt            5.5           5.8
Accounts payable                              819.5         871.1
Other accrued liabilities                   1,246.4       1,453.4
Dividends payable                              27.2          26.6
Estimated income taxes                         73.8          94.3
                                           --------      --------
Total                                       2,187.1       2,465.1     
                                           --------      --------
Long-term debt                              2,268.4       2,271.4
Other liabilities                             448.9         474.6
Redeemable preferred stock                     50.0         150.0

Stockholders' equity
Preferred stock                             1,420.2       1,420.2
Common stock, 
   issued: 1997, 175.8; 1996, 175.7             1.8           1.8
Accumulated deficit                          (782.8)       (770.1)
Other capital                                 923.2         954.1     
                                           --------       -------
Stockholders' equity                        1,562.4       1,606.0
                                           --------       -------
Total                                      $6,516.8      $6,967.1     
                                           ========      ========
<FN>
See notes to consolidated financial statements.
</TABLE>


<PAGE>
                                   Page 3


<TABLE>
                             UNISYS CORPORATION
                  CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
                      (Millions, except per share data)
<CAPTION>
                                                Three Months 
                                               Ended March 31
                                           ---------------------
                                             1997         1996
                                           --------     --------
<S>                                        <C>          <C>
Revenue                                    $1,530.7     $1,423.1 
                                           --------     --------
Costs and expenses
     Cost of revenue                        1,015.0        984.2
     Selling, general and administrative      328.8        322.0
     Research and development                  80.3         96.0
                                           --------     --------
                                            1,424.1      1,402.2
                                           --------     --------
Operating income                              106.6         20.9

Interest expense                               60.4         50.5
Other income (expense), net                   (15.6)         9.3
                                           --------     --------
Income (loss) before income taxes              30.6        (20.3)
Estimated income taxes (benefit)               11.3        ( 6.9)
                                           --------     --------
Net income (loss)                              19.3        (13.4)
Dividends on preferred shares                  30.1         30.2     
                                           --------     --------

Earnings (loss) on common shares           $  (10.8)    $  (43.6)
                                           ========     ========
Earnings (loss) per common share
     Primary                               $   (.06)    $   (.25)
                                           ========     ========
     Fully diluted                         $   (.06)    $   (.25)
                                           ========     ========
<FN>
See notes to consolidated financial statements.
</TABLE>


<PAGE>
                                   Page 4


<TABLE>
                             UNISYS CORPORATION
                 CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
                                 (Millions)
<CAPTION>
                                                   Three Months 
                                                  Ended March 31
                                              ----------------------
                                                1997          1996
                                              --------      --------
<S>                                           <C>           <C>
Cash flows from operating activities
Net income (loss)                             $   19.3      $(  13.4)
Add (deduct) items to reconcile net income 
    (loss) to net cash (used for) 
    operating activities:
Depreciation                                      39.0          44.6
Amortization:
    Marketable software                           22.5          28.7
    Cost in excess of net assets acquired         11.6          10.4
Decrease in receivables, net                      56.5          94.9
(Increase) in inventories                      (   5.2)      (  36.4)
(Decrease) in accounts payable and other
    accrued liabilities                        ( 259.9)      ( 378.3)
(Decrease) in estimated income taxes           (  20.5)      (  48.1)
(Decrease) increase in other liabilities       (  25.7)           .6
Decrease (increase) in other assets               12.8       (  27.7)
Other                                             12.6       (   1.5)
                                              --------      --------
Net cash used for operating activities         ( 137.0)      ( 326.2)
                                              --------      --------
Cash flows from investing activities
Proceeds from investments                        332.7         713.4
Purchases of investments                       ( 323.3)      ( 718.2)
Proceeds from sales of properties                  1.0          14.9        
Investment in marketable software              (  25.6)      (  14.9)      
Capital additions of properties and 
     rental equipment                          (  37.3)      (  34.6)
Purchases of businesses                        (   6.4)      (   7.1)
                                              --------      --------
Net cash used for investing activities         (  58.9)      (  46.5)
                                              --------      --------
Cash flows from financing activities
    Redemption of redeemable preferred stock   ( 100.0)
    Proceeds from issuance of debt                             700.9
    Principal payments of debt                               (    .3)      
    Net proceeds from short-term borrowings         .8           2.2
    Dividends paid on preferred shares         (  31.4)      (  30.2)      
    Other                                                         .2
                                              --------      --------
Net cash (used for) provided by 
    financing activities                       ( 130.6)        672.8
                                              --------      --------
Effect of exchange rate changes on
    cash and cash equivalents                  (  14.7)      (   7.1)
                                              --------      --------     
Net cash (used for) provided by
    continuing operations                      ( 341.2)        293.0 
Net cash used for discontinued operations      (   1.6)      (   4.2)
                                              --------      --------
(Decrease) increase in cash and 
    cash equivalents                           ( 342.8)        288.8     
Cash and cash equivalents, 
    beginning of period                        1,029.2       1,114.3
                                              --------      --------
Cash and cash equivalents, end of period      $  686.4      $1,403.1
                                              ========      ========
<FN>
See notes to consolidated financial statements.
</TABLE>


<PAGE>
                                   Page 5

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In the opinion of management, the financial information furnished herein 
reflects all adjustments necessary for a fair presentation of the financial 
position, results of operations and cash flows for the interim periods 
specified.  These adjustments consist only of normal recurring accruals.  
Because of seasonal and other factors, results for interim periods are not 
necessarily indicative of the results to be expected for the full year.

a.  For the three months ended March 31, 1997 and 1996, the computation 
    of earnings per share is based on the weighted average number of 
    outstanding common shares.  Neither period assumes conversion of the 
    8 1/4% Convertible Subordinated Notes due 2000 and 2006, or the Series 
    A Preferred Stock since such conversions would have been antidilutive.
    The shares used in the computations are as follows (in thousands):

                                       Three Months Ended
                                            March 31,
                                      --------------------
                                        1997         1996          
                                      -------      -------
                    Primary           174,849      171,437          
                    Fully diluted     174,849      171,437          


<PAGE>
                                   Page 6


I
tem 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations.

Results of Operations

For the three months ended March 31, 1997, the Company reported net 
income of $19.3 million, compared to a net loss of $13.4 million for the 
three months ended March 31, 1996.  On a per-share basis, the first 
quarter net loss was $.06 per primary and fully diluted common share 
after preferred dividends, compared to a loss of $.25 per primary and 
fully diluted common share a year ago.

Total revenue for the quarter ended March 31, 1997 was $1.53 billion, up 
8% from $1.42 billion for the year-ago period despite the negative 
impact of foreign currencies in the current quarter.  Total gross profit 
percent was 33.7% in the first quarter of 1997 compared to 30.8% in the 
year-ago period.

For the three months ended March 31, 1997, selling, general and 
administrative expenses were $328.8 million compared to $322.0 million 
for the three months ended March 31, 1996, and research and development 
expenses were $80.3 million compared to $96.0 million a year earlier.  
The decline in research and development was largely due to the Company's
cost reduction actions.

For the first quarter of 1997, the Company reported an operating income 
percent (operating income as a percent of revenue) of 7.0% compared to 
1.5% for the first quarter of 1996.


<TABLE>
Revenue, gross profit percentage and operating income percentage by 
business unit are presented below ($ in millions):
<CAPTION>
                                         Infor-
                                         mation    Global    Computer
                               Elimi-    Services  Customer  Systems
                     Total     nations   Group     Services  Group
                     -----     -------   --------  --------  --------
<S>                  <C>       <C>       <C>       <C>       <C>
Three Months Ended
March 31, 1997
- ------------------
Customer revenue     $1,530.7            $430.2    $478.5    $622.0
Intercompany                   $(114.2)     5.2      16.3      92.7
                     --------  -------   ------    ------    ------
Total revenue        $1,530.7  $(114.2)  $435.4    $494.8    $714.7
                     ========  =======   ======    ======    ======

Gross profit percent     33.7%             14.2%     30.0%     43.8%
                     ========            ======    ======    ======

Operating income
     percent              7.0%            (11.4)%    10.1%     16.1%
                     ========            ======    ======    ======

Three Months Ended
March 31, 1996
- ------------------
Customer revenue     $1,423.1            $404.3    $464.1    $554.7
Intercompany                   $(116.1)     4.0      20.0      92.1
                     --------  -------   ------    ------    ------
Total revenue        $1,423.1  $(116.1)  $408.3    $484.1    $646.8
                     ========  =======   ======    ======    ======

Gross profit percent     30.8%             14.8%     28.9%     36.5%
                     ========            ======    ======    ======

Note: Certain prior year business unit amounts have been reclassified to 
conform with the current year presentation.

<PAGE>
                                   Page 7

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Cont'd).

Customer revenue from the Information Services Group ("ISG") increased 
6% in the quarter due to higher systems integration revenue, 
particularly in international markets.  ISG gross profit percent was 
14.2% in 1997 compared to 14.8% last year principally due to operational 
issues in the current quarter associated with a few large, multi-year 
systems integration contracts.  The gross profit margin reflects charges 
of approximately $25 million for additional estimated contract costs 
identified during the quarter.  

Global Customer Services ("GCS") customer revenue increased 3% from 
year-ago levels led by growth in distributed computing support services 
which more than offset a decline in core maintenance revenue. The gross 
profit percent in GCS was 30.0% in 1997 compared to 28.9% last year 
principally due to increases in distributed computing support services.

Customer revenue in Computer Systems Group ("CSG") increased 12% 
principally due to increases in large-scale enterprise servers and 
software revenue.  CSG gross profit percent rose to 43.8% in 1997 from 
36.5% last year, due in large part to a higher proportion of sales of 
large-scale enterprise servers.  

Interest expense in the first quarter of 1997 was $60.4 million compared 
to $50.5 million in the first quarter of 1996, principally due to higher 
average debt levels.

Other income (loss), net, which can vary from quarter to quarter, was a 
loss of $15.6 million in the current quarter compared to income of $9.3 
million in the year-ago period.  The change was mainly due to gains on 
the sale of assets and other one-time income items in the prior year.

Income before income taxes was $30.6 million in 1997 compared to a loss 
of $20.3 million last year.  The provision for income tax was $11.3 
million in the current period compared to a benefit of $6.9 million in 
the year-ago period.

Effective January 1, 1997, the Company adopted Statement of Financial 
Accounting Standards ("SFAS") No. 125, "Accounting for Transfers and 
Servicing of Financial Assets and Extinguishments of Liabilities."  This 
statement requires that if a transfer of financial assets does not meet 
certain criteria for recording the transaction as a sale, the transfer 
shall be accounted for as a secured borrowing.  The adoption of SFAS No. 
125 did not have a material effect on the Company's consolidated 
financial position, consolidated statement of income, or liquidity.


<PAGE>
                                   Page 8

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Cont'd).

In February of 1997, SFAS No. 128, "Earnings per Share," was issued.  
This statement establishes new standards for computing and presenting 
earnings per share.  Adoption of SFAS No. 128 and restatement of prior 
periods' earnings per share is required in the fourth quarter of 1997.  
For the Company, earnings per share as reported for the current quarter 
would be the same as under SFAS No. 128.  The effect on earlier periods 
is immaterial.

Financial Condition

Cash, cash equivalents and marketable securities at March 31, 1997 were 
$692.0 million compared to $1.0 billion at December 31, 1996.  During 
the quarter, cash used for operating activities was much lower than 
historical first-quarter cash usage.  Cash used for operating activities 
during the quarter was $137.0 million compared to $326.2 million used 
during the prior-year period.  During the current quarter, management 
reduced the sales of accounts receivable by $142.0 million.  Even with 
this reduction, cash used for operations in the current quarter was 
reduced $189.2 million from the year-ago period.

Cash used for investing activities during the first quarter was $58.9 
million compared to $46.5 million used in the year-ago period.  Cash 
used for financing activities during the first quarter of 1997 was 
$130.6 million compared to cash provided of $672.8 million in 1996.  In 
the current quarter, the Company redeemed all $100.0 million of its 
Series C Cumulative Convertible Preferred Stock.  The year-ago period 
includes proceeds of $700.9 million for issuances of debt.  On June 26, 
1997, the Company will redeem all $50.0 million of its Series B 
Cumulative Convertible Preferred Stock.  The Company may, from time to 
time, redeem or repurchase its other securities in the open market or in 
privately negotiated transactions depending upon availability, market 
conditions, and other factors.

At March 31, 1997, total debt was $2.3 billion, a slight decrease from 
December 31, 1996.  The current $200 million revolving credit facility 
expires in June of 1997.  The Company has never borrowed under this 
facility.  The Company is currently in discussions with bankers 
regarding a successor facility.

The Company has on file with the Securities and Exchange Commission an 
effective registration statement covering $500 million of debt or equity 
securities which enables the Company to be prepared for future market 
opportunities.

Dividends paid on preferred stock were $31.4 million in the first 
quarter of 1997 compared to $30.2 million in the first quarter of 1996.

At March 31, 1997, the Company had deferred tax assets in excess of 
deferred tax liabilities of $1,444 million.  For the reasons cited 
below, management determined that it is more likely than not that $1,009 
million of such assets will be realized, therefore resulting in a 
valuation allowance of $435 million.


<PAGE>
                                   Page 9

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations (Cont'd).

The Company evaluates quarterly the realizability of its net deferred 
tax assets by assessing its valuation allowance and by adjusting the 
amount of such allowance, if necessary.  The factors used to assess the 
likelihood of realization are the Company's forecast of future taxable 
income, which is adjusted by applying probability factors, and available 
tax planning strategies that could be implemented to realize deferred 
tax assets.  The combination of these factors is expected to be 
sufficient to realize the entire amount of net deferred tax assets.  
Approximately $2.9 billion of future taxable income (predominantly U.S.) 
is needed to realize all of the net deferred tax assets.

The Company's net deferred tax assets include substantial amounts of net 
operating loss and tax credit carryforwards.  Failure to achieve 
forecasted taxable income might affect the ultimate realization of the 
net deferred tax assets.  In recent years, the information management 
business has undergone dramatic changes and there can be no assurances 
that in the future there would not be increased competition or other 
factors that may result in a decline in sales or margins, loss of market 
share, delays in product availability, or technological obsolescence.

Stockholders' equity decreased $43.6 million during the quarter 
principally reflecting translation adjustments of $32.0 million and 
preferred dividends declared of $32.0 million, offset in part by net 
income of $19.3 million.


<PAGE>
                                   Page 10


P
art II - OTHER INFORMATION


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

  (a)     Exhibits
        
          See Exhibit Index

  (b)     Reports on Form 8-K

          During the quarter ended March 31, 1997, the Company filed 
          no Current Reports on Form 8-K.


<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.

                                      UNISYS CORPORATION


Date:  May 15, 1997                   By:  /s/ Robert H. Brust
       ------------                        -----------------------------
                                           Robert H. Brust
                                           Senior Vice President and
                                             Chief Financial Officer
                                           (Principal Financial Officer)


                                      By:  /s/Janet M. Brutschea Haugen
                                           -----------------------------
                                           Janet M. Brutschea Haugen
                                           Vice President and Controller
                                           (Chief Accounting Officer)




<PAGE>


                               EXHIBIT INDEX



Exhibit
Number                          Description
- -------                         -----------

11       Statement of Computation of Earnings Per Share for the three 
         months ended March 31, 1997 and 1996

12       Statement of Computation of Ratio of Earnings to Fixed Charges

27       Financial Data Schedule

</TABLE>






<TABLE>
                                                                EXHIBIT 11

                               UNISYS CORPORATION
                STATEMENT OF COMPUTATION OF EARNINGS PER SHARE
              FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
                                  (UNAUDITED)
                         (Millions, except share data)
<CAPTION>
                                                    1997           1996
                                                -----------    -----------
<S>                                             <C>            <C>
Primary Earnings Per Common Share
Average Number of Outstanding Common Shares     174,848,666    171,436,655
Additional Shares Assuming 
     Exercise of Stock Options                      767,816        442,240
                                                -----------    -----------
Average Number of Outstanding Common Shares
     and Common Share Equivalents               175,616,482    171,878,895
                                                ===========    ===========

Net Income (Loss)                                  $   19.3       $ ( 13.4)
Dividends on Series A, B and C Preferred Stock        (30.1)        ( 30.2)
                                                   --------       --------
Primary Earnings (Loss) on Common Shares           $  (10.8)      $ ( 43.6)
                                                   ========       ========
Primary Earnings (Loss) Per Common Share           $   (.06)      $ (  .25)
                                                   ========       ========
Fully Diluted Earnings Per Common Share

Average Number of Outstanding Common
     Shares and Common Share Equivalents        175,616,482    171,878,895
Additional Shares:
     Assuming Conversion of Series A 
          Preferred Stock                        47,454,135     47,454,386
     Assuming Conversion of 8 1/4% 
          Convertible Notes due 2000             33,697,387     33,697,387
     Assuming Conversion of 8 1/4% 
          Convertible Notes due 2006             43,490,909     11,470,130
     Attributable to Stock Plans                                    34,969
                                                -----------    -----------
Common Shares Outstanding Assuming 
     Full Dilution                              300,258,913    264,535,767
                                                ===========    ===========

Primary Earnings (Loss) on Common Shares           $(  10.8)      $(  43.6)
Exclude Dividends on Series A Preferred Stock
          26.6           26.6
Interest Expense on 8 1/4% Convertible Notes, 
     due 2000, Net of Applicable Tax                    4.8            4.8
Interest Expense on 8 1/4% Convertible Notes, 
     due 2006, Net of Applicable Tax                    4.1            1.1
                                                   --------       --------
Fully Diluted Earnings (Loss) on Common Shares     $   24.7       $(  11.1)
                                                   ========       ========
Fully Diluted Earnings (Loss) per common Share     $    .08       $(   .04)
                                                   ========       ========
Earnings (Loss) Per Common Share As Reported
   Primary                                         $(   .06)      $(   .25)
                                                   ========       ========
   Fully Diluted                                   $(   .06)      $(   .25)
                                                   ========       ========

The computation for 1997 and 1996 is based on the weighted average number 
of outstanding common shares.  Neither period assumes conversion of the 
convertible notes or Series A preferred stock since such conversions would 
have been antidilutive.

</TABLE>




<TABLE>
                                                                     Exhibit 12

                             UNISYS CORPORATION
        COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (UNAUDITED)
                              ($ in millions)
<CAPTION>
                                   Three
                                   Months
                                   Ended
                                   March 31,      Years Ended December 31
                                            ------------------------------------
                                   1997    1996    1995     1994    1993    1992
                                   ----    ----    ----     ----    ----    ----
<S>                                <C>     <C>     <C>      <C>     <C>     <C>
Income (loss) from continuing 
  operations before income taxes   $ 30.6  $ 93.7  $(781.1) $ 14.6  $370.9  $301.3
Add (deduct) share of loss (income) 
  of associated companies          (   .1) (  4.9)     5.0    16.6    14.5     3.2
                                   ------  ------  -------  ------  ------  ------
          Subtotal                   30.5    88.8   (776.1)   31.2   385.4   304.5
                                   ------  ------  -------  ------  ------  ------
Interest expense (net of interest
  capitalized)                       60.4   249.7    202.1   203.7   241.7   340.6
Amortization of debt issuance 
  expenses                            1.8     6.3      5.1     6.2     6.6     4.8
Portion of rental expense
  representative of interest         14.8    59.2     65.3    65.0    70.5    78.8
                                   ------  ------  -------  ------  ------  ------
          Total Fixed Charges        77.0   315.2    272.5   274.9   318.8   424.2
                                   ------  ------  -------  ------  ------  ------
Earnings (loss) from continuing
     operations before income 
     taxes and fixed charges       $107.5  $404.0  $(503.6) $306.1  $704.2  $728.7
                                   ======  ======  =======  ======  ======  ======
Ratio of earnings to fixed charges   1.40    1.28    (a)      1.11    2.21    1.72
                                   ======  ======  =======  ======  ======  ======
<FN>
(a) Earnings for the year ended December 31, 1995 was inadequate to cover fixed 
    charges by approximately $776.1 million.
</TABLE>






<TABLE> <S> <C>

<ARTICLE>     5
<LEGEND>      THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION 
              EXTRACTED FROM THE FINANCIAL STATEMENTS INCLUDED IN 
              THE COMPANY'S FORM 10-Q FOR THE QUARTERLY PERIOD ENDED
              MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY
              REFERENCE TO SUCH FINANCIAL STATEMENTS.
<MULTIPLIER>  1,000,000
       
<S>                                          <C>
<PERIOD-TYPE>                                3-MOS
<FISCAL-YEAR-END>                            DEC-31-1997
<PERIOD-END>                                 MAR-31-1997
<CASH>                                               686
<SECURITIES>                                           6
<RECEIVABLES>                                        984
<ALLOWANCES>                                         (71)
<INVENTORY>                                          648
<CURRENT-ASSETS>                                   2,740
<PP&E>                                             1,861
<DEPRECIATION>                                     1,274
<TOTAL-ASSETS>                                     6,517
<CURRENT-LIABILITIES>                              2,187
<BONDS>                                            2,268
<COMMON>                                               2
<PREFERRED-MANDATORY>                                 50
<PREFERRED>                                        1,420
<OTHER-SE>                                           140
<TOTAL-LIABILITY-AND-EQUITY>                       6,517
<SALES>                                              715
<TOTAL-REVENUES>                                   1,531
<CGS>                                                313
<TOTAL-COSTS>                                      1,015  
<OTHER-EXPENSES>                                       0
<LOSS-PROVISION>                                       1
<INTEREST-EXPENSE>                                    60
<INCOME-PRETAX>                                       30
<INCOME-TAX>                                          11
<INCOME-CONTINUING>                                   19
<DISCONTINUED>                                         0
<EXTRAORDINARY>                                        0
<CHANGES>                                              0
<NET-INCOME>                                          19
<EPS-PRIMARY>                                       (.06)
<EPS-DILUTED>                                       (.06)
        

</TABLE>