UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 SCHEDULE 13G

                    Under the Securities Exchange Act of 1934

                             (Amendment No.__1__)*
 
                           Acres Gaming, Incorporated
- -----------------------------------------------------------------------------
                               (Name of Issuer)

                                 Common Stock
- -----------------------------------------------------------------------------
                        (Title of Class of Securities)

                                 004936-10-0
                        ------------------------------
                                (CUSIP Number)

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the 
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or therwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the 
Notes).


SEC 1745   (2/92)            Page 1 of 5 pages



CUSIP No. 004936-10-0            13G                   Page 2 of 5 pages

1  NAME OF REPORTING PERSON
   S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON

     Perkins Capital Management, Inc.
     IRS ID No.:  41-1501962

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                               (a) /_/
                                               (b) /_/

3  SEC USE ONLY

4  CITIZENSHIP OR PLACE OF ORGANIZATION

     730 East Lake Street, Wayzata, MN  55391-1769

              5  SOLE VOTING POWER
NUMBER OF        3,950
              6  SHARED VOTING POWER
SHARES           0

BENEFICIALLY

OWNED BY      7  SOLE DISPOSITIVE POWER
                 261,000
EACH

REPORTING

PERSON        8  SHARED DISPOSITIVE POWER
                 0
WITH

9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    261,000

10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* /_/

11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
    3.0%

12  TYPE OF REPORTING PERSON*
    IA


SEC 1745   (2/92)          Page 2 of 5 pages



CUSIP No. 004936-10-0           13G               Page 3 of 5 pages

ITEM 1.
     (a) Name of Issuer
         Acres Gaming, Incorporated

     (b) Address of Issuer's Principal Executive Offices
         815 NW Ninth Street, Corvallis, OR  97330

ITEM 2.
     (a) Name of Person Filing
         Perkins Capital Management, Inc.

     (b) Address of Principal Business Office or, if none, Residence
         730 East Lake Street, Wayzata, MN  55391-1769

     (c) Citizenship
         A Minnesota Corporation

     (d) Title of Class of Securities
         Common

     (e) CUSIP Number
         004936-10-0

ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
        check whether the person filing is a:

     (a) /_/ Broker or a Dealer registered under Section 15 of the Act
     (b) /_/ Bank as defined in section 3(a)(6) of the Act
     (c) /_/ Insurance Companyu as defined in section 3(a)(19) of the Act
     (d) /_/ Investment Company registered under section 8 of the 
             Investment Company Act
     (e) /X/ Investment Adviser registered under section 203 of the 
             Investment Advisers Act of 1940
     (f) /_/ Employee Benefit Plan, Pension Fund which is subject ot the
             provisions of the Empoloyee Retirement Income Security Act of
             1974 or Endowment Fund
     (g) /_/ Parent Holding Company, in accordance with 240.13d-1(b)(ii)(G)
             (Note:  See Item 7)

SEC 1745 (2/92)            Page 3 of 5 pages



CUSIP No. 004936-10-0            13G                  Page 4 of 5 pages

     (h) /_/ Group, in accordance with 240.13d-1(b)(1)(ii)(H)

ITEM 4.  OWNERSHIP

If the percent of the class owned, as of December 31 of the year covered
by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a
right to acquire.

     (a)  Amount Beneficially Owned
          261,000
     (b)  Percent of Class
          3.0%
     (c)  Number of shares as to which such person has:

          (i)     Sole Power to vote or to direct the vote:
                  3,950
          (ii)    Shared Power to vote or to direct the vote:  
                  0
          (iii)   Sole Power to dispose or to direct the disposition of:
                  261,000
          (iv)    Shared Power to dispose or to direct the disposition of:
                  0

ITEM 5.  OWNERSHIP OF FIVER PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date
herof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following /X/.

ITEM 6.  OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

Not applicable.

ITEM 7.  IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
         THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

Not applicable.

ITEM 8.  IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

Not applicable.

ITEM 9.  NOTICE OF DISSOLUTION OF GROUP

Not applicable.

SEC 1745  (2/92)                 Page 4 of 5 pages



CUSIP No.  004936-10-0             13G             Page 5 of 5 pages

ITEM 10.  CERTIFICATION

By signing below I certify that, to the best of my knowledge and belief,
the securities referred to abover were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a participant in
any transaction having such purposes or effect.

                         SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.

                       July 3, 1997

                       By  /s/     Bradley A. Erickson
                       ----------------------------------------------
                                   (Signature)
                       
                       Bradley A. Erickson             Vice President
                       ----------------------------------------------
                                   (Name/Title)

SEC 1745  (2/92)                 Page 5 of 5 pages