10-Q/A

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549
                                                                 Total Number of
                                                                     Pages 12
                                    
                                  FORM 10-Q/A      

              X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
              _
                    OF THE SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 1996

                                      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 0-21280

________________________________________________________________________________
                          DAVIDSON & ASSOCIATES, INC.
            (Exact name of registrant as specified in its charter)
________________________________________________________________________________

California                                               33-0067635
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                              19840 Pioneer Ave.
                              Torrance, CA 90503
                   (Address or principal executive officer)
                        Telephone Number (310) 793-0600

          Indicate by 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.

                                     X
                                Yes ___         No ___
                               

As of March 31, 1996 there were 35,233,463 shares of the Registrant's Common,
$.00025 par value, Stock Outstanding. 

                                       1

                           PART II-OTHER INFORMATION

Item 6.    Exhibits and Reports on Form 8-K
           
           (a) THE FOLLOWING EXHIBIT IS FILED AS PART OF THIS REPORT:

               27 Financial Data Schedule
     
           (b) Reports on Form 8-K:

           Form 8-K was filed February 21, 1996 announcing the signing of a
           definitive merger agreement with CUC International Inc.

           Form 8-K was filed on March 12, 1996 announcing the acquisition of
           Condor, Inc. in a stock-for-stock merger pursuant to an Agreement
           and Plan of Reorganization.

                                       2

                                   SIGNATURE

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 duly authorized.

                                               DAVIDSON & ASSOCIATES, INC.
                                                      (Registrant)

    
Dated: June 13, 1996      
                                        /s/ Jack R. Allewaert
                                        Jack R. Allewaert
                                        Vice President, Chief Financial Officer

                                       3

EX-27

 


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<MULTIPLIER>                    1,000
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               MAR-31-1996
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