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FORM 10-QSB

[As last amended in Release No. 34-32231, April 28, 1993, 58 F.R. 26509]

U.S. Securities and Exchange Commission

Washington, D.C. 20549

Form 10-QSB

(Mark One)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT
For the transition period from __________________ to
_____________________

CINTECH TELE-MANAGEMENT SYSTEMS, INC.
(Exact name of small business issuer as specified in its charter)

OHIO 31-1200684
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)

2100 Sherman Avenue, Cincinnati, Ohio 45212
(Address of principal executive offices)

(513) 731-6000
(Issuer's telephone number)

N/A
(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___

APPLICABLE ONLY TO CORPORATE ISSUERS
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State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 12,279,751 shares of common
stock as of September 30, 1997.

Transitional Small Business Disclosure Format (check one): Yes No X

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

The financial statements attached to the end of this quarterly report
are filed as part of this quarterly report. The financial statements include all
adjustments which in the opinion of management are necessary in order to make
the financial statements not misleading.

Item 2. Management's Discussions and Analysis or Plan of Operation.

The following selected financial information set forth below has been
derived from the unaudited financial statements of the Company. This discussion
and analysis should be read in conjunction with such financial statements. All
amounts are in US dollars.

Results of Operations

For the three months ended September 30, 1997 compared to the three months ended
September 30, 1996

Sales for the three months ended September 30, 1997 were $2,057,000
compared to $1,521,000 for the same period last year. The $536,000 or 35%,
increase in sales is primarily attributable to the combined effects of a 50%
increase in ACD unit volume and a 108% increase in training, installation and
maintenance revenue which were slightly offset by a 19% decrease in sales
realized from the Tele-Series call accounting product.

Gross Margin of $1,375,000 was $350,000 or 34%, greater than the
corresponding period of last year. The increase in Gross Margin is a direct
result of the increase in sales volume. Gross Margin as a percentage of sales
was 67% or unchanged from that experienced during the same period of the prior
year.

Research and Development costs increased to $132,000 or 39%, over the
same prior year period. This reflects the Company's continued efforts to produce
new products such as the MINUET ACD for Nortel which was released at the end of
September. Selling, General and Administrative (S,G&A) expenses of $1,145,000
were approximately $40,000 or 3.4%, lower than the comparable prior year period.

The Company realized Net Income of $106,000 for the three months ended
September 30,1997 compared to a $247,000 Net Loss reported for the same period
last year. Earnings Per Share were $0.01 versus a $0.02 Loss Per Share reported
for the prior year quarter.

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Liquidity and Capital Resources

Working Capital decreased by approximately $761,000 or 45%, to $927,000
when compared to the corresponding period of last year. The decrease is
primarily due to the approximate $800,000 retail inventory product write-off
reported for the third fiscal quarter of last year.

The Company's operations provided cash of $235,000 for the three months
ended September 30, 1997. As of September 30, 1997, Cintech held cash and
marketable securities totaling approximately $974,000 and had no outstanding
long-term debt obligations.

The Company's plan of operation is to continue distributing its
ACD-related products via joint marketing agreements with Northern Telecom and
NEC America. The Company believes that increases in sales and/or the liquidation
of marketable securities will provide sufficient cash flow to meet these
expenses in future periods. The Company has no material commitments for capital
expenditures, nor is the Company subject to seasonal aspects that could be
expected to have a material effect on the Company's financial condition or its
results of operations. The Company feels that there are no significant elements
of income or loss that do not arise from the Company's continuing operations.

PART II - OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Security Holders

(a) The Annual Meeting of Shareholders of the Company was held on
October 30, 1997 (the "Annual Meeting"). The vote of holders
of record of 12,281,751 shares (inclusive of 2,000 shares held
as treasury stock) of the Company's common stock outstanding
at the close of business on September 10, 1997 was solicited
by proxy pursuant to Regulation 14A under the Securities
Exchange Act of 1934.

(b) All of the Board of Directors nominees submitted for approval
by shareholders were elected. The results of the shareholder
voting were as follows:

VOTE

FOR AGAINST ABSTAIN

Diane M. Kamionka 10,348,950 0 6,900
Bryant A. Downey 10,348,950 0 6,900
Frank W. Terrizzi 10,348,950 0 6,900
John G. Slater 10,348,950 0 6,900
Carter F. Randolph 10,348,950 0 6,900

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(c) At the Annual Meeting, stockholders approved the following
matter by the vote indicated:

VOTE

FOR AGAINST ABSTAIN

Ratification of Selection 9,209,593 3,300 1,142,957
of Deloitte Touche as
Independent Auditors

Item 6. Exhibits and Reports on Form 8-K

(a) The following Exhibits are required by Item 601 of Regulation
S-B: Page

Page
----

Exhibit No. 2 - Plan of Acquisition, Reorganization, Arrangement, Liquidation,
or Succession............................................................... N/A

Exhibit No. 3 - (i) Articles of Incorporation, (ii) By-laws ................................ *

Exhibit No. 4 - Instruments Defining
Rights of Security Holders.................................................. N/A

Exhibit No. 10 - Material Contracts.......................................................... *, **

Exhibit No. 11 - Statement re: Computation of Per Share Earnings ............................ N/A

Exhibit No. 15 - Letter on Unaudited Interim Financial Information........................... N/A

Exhibit No. 18 - Letter on Change in Accounting Principles................................... N/A

Exhibit No. 19 - Reports Furnished to Security-Holders....................................... N/A

Exhibit No. 22 - Published Report Regarding Matters Submitted to Vote........................ N/A

Exhibit No. 23 - Consent of Experts and Counsel.............................................. N/A

Exhibit No. 24 - Power of Attorney........................................................... N/A

Exhibit No. 99 - Additional Exhibits......................................................... N/A

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(b) On September 15, 1995, the Company changed its fiscal year end to
June 30 commencing June 30, 1995. The Company filed a Form 8-K regarding this
change in fiscal year on September 26, 1995. This form is incorporated in this
report by reference.

* Previously provided in original filing on Form 10-SB.
** Previously provided in Amendment No. 2 to Form 10-SB.

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SIGNATURES

In accordance with the requirements of the Securities Exchange Act of
1934, Cintech Tele-Management Systems, Inc., as Registrant, has caused this
Report on Form 10-QSB to be signed on its behalf by the undersigned, thereunto
duly authorized.

CINTECH TELE-MANAGEMENT SYSTEMS, INC.

By: /s/ Diane M. Kamionka Date: November 14, 1997
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Diane M. Kamionka, President and
Chief Executive Officer

By: /s/ James K. Keller Date: November 14, 1997
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James K. Keller, Chief Financial Officer