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                              ARTHUR ANDERSEN LLP

                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To the Board of Directors of
American Science and Engineering, Inc.:


We have reviewed the accompanying condensed consolidated balance sheet of
American Science and Engineering, Inc. (a Massachusetts corporation) and
subsidiary as of September 29, 1995, and the related condensed consolidated
statements of operations for the three months and six months then ended and
cash flows for the six months then ended.  These financial statements are the
responsibility of the Company's management.

We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants.  A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters.  It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the financial statements referred to above for them to be in
conformity with generally accepted accounting principles.



                                    /s/Arthur Andersen LLP



Boston, Massachusetts
November 1, 1995





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