SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549

                              _______________

                                 FORM 11-K/A

                               Amendment No. 1


                               ANNUAL REPORT 
                     PURSUANT TO SECTION 15(d) OF THE 
                     SECURITIES EXCHANGE ACT OF 1934


     [ X ]     Annual Report Pursuant to Section 15(d) of the Securities 
                             Exchange Act of 1934
                  For the fiscal year ended December 27, 1996

                                    OR
                     

     [   ]   Transition Report Pursuant to Section 15(d) of the Securities 
                             Exchange Act of 1934
                   For the transition period ________________

                   
                                SIGNATURES

     The Plan.  Pursuant to the requirements of the Securities Exchange Act of
1934, the Trustees of the VSE Corporation Employee ESOP/401(k) Plan have duly 
caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.


                                VSE CORPORATION EMPLOYEE ESOP/401(k) PLAN       
                           

Date:  September 19, 1997       By: /s/ M. A. Robin
                                ---------------------
                                M. A. Robin
                                Senior Vice President 
                                VSE Corporation


               CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

     As independent public accountants, we hereby consent to the
incorporation of our report included in this Form 11-K A, into VSE      
Corporation's previously filed Registration Statement on Form S-8, File
No. 333-15311.

Washington, D.C.                        By: /s/ Arthur Andersen LLP
September 19, 1997                          -----------------------