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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
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                                  FORM 10-Q/A
                                Amendment No. 1

[ X ]       Quarterly report pursuant to Section 13 or 15(d) of the Securities
            Exchange Act of 1934 For the quarterly period ended JANUARY 31, 1998
            or

[   ]       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 0-21180

                                   INTUIT INC.
             (Exact name of registrant as specified in its charter)

        DELAWARE                                          77-0034661
(State of incorporation)                      (IRS employer identification no.)

                   2535 GARCIA AVENUE, MOUNTAIN VIEW, CA 94043
                    (Address of principal executive offices)


                                 (650) 944-6000
              (Registrant's telephone number, including area code)


   Indicate by a 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
                                                 ---      ---

   Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

   48,043,158 shares of Common Stock, $0.01 par value, as of February 28, 1998




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FORM 10-Q/A
INTUIT INC.
INDEX
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                                                                           PAGE
                                                                          NUMBER
                                                                          ------
                                                                         

PART II                 OTHER INFORMATION

ITEM 6:                 Exhibits and Reports on Form 8-K....................   3

                        Signatures..........................................   4

                        Exhibit Index.......................................   5





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PART II: OTHER INFORMATION
ITEM 6
EXHIBITS AND REPORTS ON FORM 8-K
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(A)      THE FOLLOWING EXHIBITS ARE FILED AS PART OF THIS REPORT:

         10.01 Intuit Inc. 1993 Equity Incentive Plan, as amended through
               January 16, 1998* 

         10.02 Intuit Inc. 1996 Employee Stock Purchase Plan, as amended 
               through January 16, 1998* 

         10.03 Intuit Inc. 1996 Directors Stock Option Plan, as amended through
               January 16, 1998* 

         11.01 Computation of Net Income Per Share* 

         27.01 Financial Data Schedule*

         27.02 Restated Financial Data Schedules (Fiscal 1996 and 1997 Quarters)

         27.03 Restated Financial Data Schedules (Fiscal 1998 Quarters)

         27.04 Restated Financial Data Schedules (Year)

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* Previously filed with the Commission



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SIGNATURES
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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.

                                        INTUIT INC.
                                        (REGISTRANT)





Date:  May 18, 1998                  By:  /s/ GREG J. SANTORA
                                          -------------------------------------
                                          Greg J. Santora
                                          Vice President and Chief Financial
                                          Officer (Principal Financial 
                                          and Accounting Officer)




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                                 Exhibit Index





Exhibit                       Description
            

10.01          Intuit Inc. 1993 Equity Incentive Plan, as amended
               through January 16, 1998*

10.02          Intuit Inc. 1996 Employee Stock Purchase Plan, as amended
               through January 16, 1998*

10.03          Intuit Inc. 1996 Directors Stock Option Plan, as amended
               through January 16, 1998*

11.01          Computation of Net Income Per Share*

27.01          Financial Data Schedule*

27.02          Restated Financial Data Schedules (Fiscal 1996 and 1997 Quarters)

27.03          Restated Financial Data Schedules (Fiscal 1998 Quarters)

27.04          Restated Financial Data Schedules (Year)




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* Previously filed with the Commission


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