Exhibit 23.1


                      CONSENT OF NEEDHAM & COMPANY, INC.


   We hereby consent to the use of our opinion as Appendix C to the Supplement 
to Proxy Statement/Prospectus included as part of the Registration Statement on 
Form S-4 (File No. 33-55343) and to the use of our firm's name as it appears in 
such Supplement to Proxy Statement/Prospectus.


/s/ NEEDHAM & COMPANY, INC.
- -------------------------------
Needham & Company, Inc.
New York, New York
February 8, 1995