Registration Statement No. _________
         ===============================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           --------------------------

                                    FORM S-8
             Registration Statement Under the Securities Act of 1933
                           --------------------------

                       TransAct Technologies Incorporated
               (Exact name of issuer as specified in its charter)

      Delaware                                                  06-1456680
(State or other jurisdic-                                    (I.R.S. Employer
 tion of incorporation)                                     Identification No.)

                                  7 Laser Lane
                         Wallingford, Connecticut 06492
                                 (203) 269-1198
               (Address, including zip code, and telephone number,
                 including area code, of registrant's principal
                               executive offices)

                       Non-Employee Directors' Stock Plan
                            (Full title of the Plan)

       Richard L. Cote, Executive Vice President, Chief Financial Officer,
                             Treasurer, and Director
                       TransAct Technologies Incorporated
                                  7 Laser Lane
                         Wallingford, Connecticut 06492
                                 (203) 269-1198
                (Name, address, including zip code, and telephone
                number, including area code, of agent for service
                                   of process)

                                    Copy to:

                            Michael S. McSherry, Esq.
                            Hinckley, Allen & Snyder
                              One Financial Center
                        Boston, Massachusetts 02111-2625
                                 (617) 345-9000

If any of the  securities  being  registered on this form are to be offered on a
delayed or continuous  basis  pursuant to Rule 415 under the  Securities  Act of
1933 check the following box. [x]

                                                         Exhibit Index on Page 8







===============================================================================
                         CALCULATION OF REGISTRATION FEE
===============================================================================


Title of
Each Class of  Proposed       Proposed
Securities     Amount         Maximum          Maximum            Amount
to be          to be          Offering Price   Aggregate          Registration
Registered     Registered     Per Share(*)     Offering Price     Fee
- -----------------------------------------------------------------------------


Common Stock   60,000          $15.75          $945,000           $286.00
(par value
$.01)
- -----------------------------------------------------------------------------


(*)      Computed  pursuant to Rule 457(h) solely for the purpose of determining
         the  registration  fee, based on the average of the high and low prices
         of the  Registrant's  Common  Stock as  reported  by NASDAQ on July 31,
         1997. 






                                     PART II

                   INFORMATION NOT REQUIRED IN THE PROSPECTUS

Item 3. Incorporation of Certain Documents by Reference.

     The  following   documents   heretofore  filed  by  TransAct   Technologies
Incorporated  (the  "Registrant")  with the Securities  and Exchange  Commission
pursuant to the  Securities  Exchange  Act of 1934,  as amended  (the  "Exchange
Act"), are incorporated by reference in this Registration Statement:

     (a) The Registrant's latest annual report on Form10-K, or, if the financial
statements therein are more current,  the Registrant's latest prospectus,  other
than the  prospectus  of which this document is a part,  filed  pursuant to Rule
424(b) under the Securities Act of 1933, as amended (the "Securities Act").

     (b) All other reports filed by the Registrant  pursuant to Sections13(a) or
15(d) of the Exchange Act since the end of the fiscal year covered by the annual
report or the prospectus referred to in (a) above.

     (c) The  description  of the  Registrant's  Common  Stock  contained in the
Registrant's  Registration Statement filed under Section 12 of the Exchange Act,
including  any  amendment  or reports  filed for the  purpose of  updating  such
description.

     All   documents   subsequently   filed  by  the   Registrant   pursuant  to
Sections13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a
post-effective amendment to this Registration Statement which indicates that all
of the shares of Common Stock offered have been sold or which  de-registers  all
of such shares then  remaining  unsold,  shall be deemed to be  incorporated  by
reference in this  Registration  Statement and to be a part hereof from the date
of filing of such documents.  Any statement contained in a document incorporated
or deemed to be incorporated by reference  herein shall be deemed to be modified
or superseded for purposes of this  Registration  Statement to the extent that a
statement  contained  herein or in any other  subsequently  filed document which
also  is or is  deemed  to be  incorporated  by  reference  herein  modifies  or
supersedes  such statement.  Any such statement so modified or superseded  shall
not be deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.

Item 4. Description of Securities.

     Not applicable.

Item 5. Interests of Named Experts and Counsel.

     Not applicable.






Item 6. Indemnification of Directors and Officers.

     Article VII of the Registrant's  by-laws (i) authorizes the indemnification
of  directors  and  officers  (the   "Indemnified   Persons")   under  specified
circumstances  to  the  fullest  extent   authorized,   (ii)  provides  for  the
advancement of expenses to the Indemnified Persons for defending any proceedings
related to the specified circumstances,  and (iii) gives the Indemnified Persons
the right to bring suit against the  Registrant to enforce the foregoing  rights
to  indemnification  and  advancement  of  expenses.  The  Registrant  currently
maintains  one or more  policies  of  insurance  under which the  directors  and
officers  of  Registrant  are  insured,  within the  limits  and  subject to the
limitations of the policies,  against  certain  expenses in connection  with the
defense of actions,  suits, or proceedings,  and certain liabilities which might
be imposed as a result of such actions, suits or proceedings,  to which they are
parties by reason of being or having been such directors or officers.

Item 7. Exemption from Registration Claimed.

     Not applicable.

Item 8. Exhibits.

     A list of the exhibits included as part of this  Registration  Statement is
set forth in the Exhibit Index which  immediately  precedes such exhibits and is
hereby incorporated by reference herein.

Item 9. Undertakings.

(a) The undersigned Registrant hereby undertakes:

        (1) To file,  during any period in which offers or sales are being made,
         a post-effective amendment to this Registration Statement:

               (i) To include any prospectus required by Section 10(a)(3) of the
               Securities Act;

               (ii) To reflect  in the  prospectus  any facts or events  arising
               after the effective date of this  Registration  Statement (or the
               most recent post-effective amendment thereof) which, individually
               or in  the  aggregate,  represent  a  fundamental  change  in the
               information set forth in this Registration Statement (or the most
               recent post-effective amendment thereof);

               (iii) To include any  material  information  with  respect to the
               plan of  distribution  not  previously  disclosed or any material
               change to such information;




         Provided,  however,  that paragraphs (a)(1)(i) and (a)(1)(ii) shall not
         apply if the  information  required to be included in a  post-effective
         amendment by those paragraphs is contained in periodic reports filed by
         the Registrant  pursuant to Section 13 or Section 15(d) of the Exchange
         Act that are incorporated by reference in this Registration Statement.

        (2) That,  for the  purpose  of  determining  any  liability  under  the
         Securities Act, each such  post-effective  amendment shall be deemed to
         be a new  registration  statement  relating to the  securities  offered
         therein,  and the  offering  of such  securities  at that time shall be
         deemed to be the initial bona fide offering thereof.

        (3) To remove from  registration by means of a post-effective  amendment
         any of the  securities  being  registered  which  remain  unsold at the
         termination of the offering.

(b)  The  undersigned   Registrant  hereby  undertakes  that,  for  purposes  of
determining  any  liability  under  the  Securities  Act,  each  filing  of  the
Registrant's  annual  report  pursuant to Section  13(a) or Section 15(d) of the
Exchange Act (and, where  applicable,  each filing of an employee benefit plan's
annual  report   pursuant  to  Section  15(d)  of  the  Exchange  Act)  that  is
incorporated by reference in this Registration Statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

(c) The  undersigned  Registrant  hereby  undertakes  to  deliver or cause to be
delivered with the prospectus,  to each person to whom the prospectus is sent or
given,  the latest annual  report to security  holders that is  incorporated  by
reference  in  the  prospectus  and  furnished   pursuant  to  and  meeting  the
requirements  of Rule 14a-3 or Rule 14c-3 under the  Exchange  Act;  and,  where
interim  financial  information  required  to  be  presented  by  Article  3  of
Regulation S-X is not set forth in the  prospectus,  to deliver,  or cause to be
delivered  to each person to whom the  prospectus  is sent or given,  the latest
quarterly  report  that  is  specifically   incorporated  by  reference  in  the
prospectus to provide such interim financial information.

(d) Insofar as indemnification  for liabilities arising under the Securities Act
may  be  permitted  to  directors,  officers  and  controlling  persons  of  the
Registrant  pursuant to the  provisions  described in Item 6, or otherwise,  the
Registrant  has been advised that in the opinion of the  Securities and Exchange
Commission  such  indemnification  is against  public policy as expressed in the
Securities Act and is, therefore,  unenforceable.  In the event that a claim for
indemnification  against  such  liabilities  (other  than  the  payment  by  the
Registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  Registrant  in the  successful  defense of any action,  suit,  or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of  appropriate  jurisdiction  the  question  of whether  such
indemnification  by it is against  public policy as expressed in the  Securities
Act and will be governed by the final adjudication of such issue.





                                   SIGNATURES

     Pursuant  to  the  requirements  of  the  Securities  Act,  the  Registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filling  on Form S-8 and has duly  caused  this  Registration
Statement  to be  signed  on its  behalf  of  the  undersigned,  thereunto  duly
authorized, in the city of Wallingford, State of Connecticut, on the 29th day of
July, 1997.

                                    TRANSACT TECHNOLOGIES INCORPORATED

                                    By:   /s/  Richard L. Cote
                                          Richard L. Cote, Executive Vice
                                          President and Chief Financial Officer


     KNOW ALL MEN BY THESE PRESENTS,  that each of the undersigned  persons does
hereby constitute and appoint each of Bart C. Shuldman and Richard L. Cote, with
full power of substitution his true and lawful  attorneys-in-fact and agents for
him in his name, place and stead, in any and all capacities, to sign any and all
amendments (including post-effective amendments) to this Registration Statement,
and to file  the  same,  with all  exhibits  thereto,  and  other  documents  in
connection therewith, with the Securities and Exchange Commission, granting unto
said  attorneys-in-fact  and agents full power and  authority  to do and perform
each and every act and thing  necessary  to be done in order to  effectuate  the
same as fully,  to all intents and purposes,  as he might or could do in person,
hereby ratifying and confirming all that said  attorneys-in-fact  and agents may
lawfully do or cause to be done by virtue hereof.

     Pursuant to the  requirements  of the  Securities  Act,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the dates indicated.

Signature                       Title                                     Date

/s/ Thomas R. Schwarz           Chairman of the Board             July 29, 1997
- -----------------------------
Thomas R. Schwarz

/s/ Bart C. Shuldman            Chief Executive Officer,          July 29, 1997
- -----------------------------   President and Director
Bart C. Shuldman                         

/s/ Richard L. Cote             Executive Vice President, Chief   July 29, 1997
- -----------------------------   Financial Officer, Treasurer,
Richard L. Cote                 and Director         
                                         

/s/ Graham Y. Tanaka            Director                          July 29, 1997
- -----------------------------
Graham Y. Tanaka

/s/ Charles A. Dill             Director                          July 29, 1997
- -----------------------------
Charles A. Dill






                                  EXHIBIT INDEX


                                                                    SEQUENTIALLY
EXHIBIT                                                             NUMBERED
NUMBER                       EXHIBIT                                PAGE

4.1                          Articles of Incorporation of
                             the Registrant, as amended
                             (filed as Exhibit No. 3.1 to
                             the Registrant's registration
                             statement on Form S-1 dated
                             June 26, 1996, and by this
                             reference incorporated herein)         N/A

4.2                          By-laws of the Registrant, as
                             amended (filed as Exhibit 3.2
                             to the Registrant's registration
                             statement on Form S-1 dated
                             June 26, 1996, and by this
                             reference incorporated herein)         N/A

4.3                          Non-Employee Directors' Stock
                             Plan of Registrant                     9

5                            Opinion of Hinckley, Allen &
                             Snyder                                 14

23.1                         Consent of Price Waterhouse            16

23.2                         Consent of Hinckley, Allen &
                             Snyder (contained in their
                             opinion filed as Exhibit 5)            N/A



                                                                  Exhibit 4.3


                       TransAct Technologies Incorporated.

                       NON-EMPLOYEE DIRECTORS' STOCK PLAN


     TransAct Technologies Incorporated. Non-Employee Directors' Stock Plan (the
"Plan") is adopted by TransAct  Technologies  Incorporated.  (the "Company") for
the purpose of advancing the interests of the Company by providing  compensation
and other  incentives for the continued  services of the Company's  non-employee
directors and by attracting able individuals to directorships with the Company.

     1.  Definitions.  For purposes of this Plan, the following terms shall have
the meanings set forth below:

     "Administrator"  means the  person(s)  appointed by the Board to administer
the Plan as provided in Paragraph 2 hereof.

     "Annual Meeting" means the annual meeting of the Company's stockholders.

     "Board" means the Board of Directors of TransAct Technologies Incorporated.

     "Change of Control" means (i) approval by the Company's  stockholders  of a
merger in which the Company does not survive as an  independent,  publicly owned
corporation, a consolidation, or a sale, exchange or other disposition of all or
substantially  all the  Company's  assets,  or (ii) any  acquisition  of  voting
securities  of the  Company  by any  person  or group  (as such  term is used in
Sections  13(d) and 14(d) of the Exchange Act), but excluding (a) the Company or
any of its  subsidiaries,  (b) any person who was an officer or  director of the
Company on the day prior to the Effective  Date, or (c) any savings,  pension or
other  benefits  plan for the benefit of  employees of the Company or any of its
subsidiaries,  which  theretofore  did not  beneficially  own voting  securities
representing  more  than  30% of the  voting  power  of all  outstanding  voting
securities of the Company, if such acquisition results in such entity, person or
group owning  beneficially  securities  representing more than 30% of the voting
power of all  outstanding  voting  securities  of the  Company.  As used herein,
"voting power" means ordinary  voting power for the election of directors of the
Company.

     "Common Shares" means the Company's common stock, $.01 par value per share.

     "Company" means TransAct Technologies Incorporated, a Delaware corporation.

     "Effective  Date" means the date of the initial  offering of the  Company's
Common Shares to the public.

     "Grant  Date" means the  effective  date of a grant of options  pursuant to
Paragraph 4(a) hereof.

     "Market  Value" means the closing price of the Common Shares as reported by
NASDAQ.

     "Participant"  means a director who has met the requirements of eligibility
and participation described in Paragraph 3 hereof.

     2. Administration. The Plan shall be administered by the Administrator. The
Administrator  may establish,  subject to the provisions of the Plan, such rules
and regulations as it deems necessary for the proper administration of the Plan,
and make such  determination and take such action in connection  therewith or in
relation to the Plan as it deems  necessary or  advisable,  consistent  with the
Plan.

     3. Eligibility and Participation.

     (a) A  non-employee  director of the Company shall  automatically  become a
Participant  in the Plan as of the later of (i) the Effective  Date, or (ii) the
date of initial  election to the Board. A director who is a regular  employee or
officer of the Company is not eligible to participate in the Plan.

     (b) A Participant shall cease  participation in the Plan as of the date the
Participant  (i) fails to be re-elected to the Board,  (ii) resigns or otherwise
vacates  his  position  on the Board,  or (iii)  becomes a regular  employee  or
officer of the Company.

     4.  Compensation.  For all services  rendered as a director of the Company,
the Company shall grant options to each Participant as provided herein.

     (a) Grant of Options.  Each person who is a  Participant  on the  Effective
Date shall be awarded a  non-qualified  option to purchase  10,000 Common Shares
effective  as of the  Effective  Date,  at a price equal to the Market  Value of
Common  Shares on that  date.  Any person who  becomes a  Participant  after the
Effective Date shall be awarded  non-qualified  options to purchase 5,000 Common
Shares  effective  as of the date of the Annual  Meeting at which such  election
occurs,  or if the  Participant  is first  elected to the Board other than at an
Annual Meeting, as of the date of such election,  at a price equal to the Market
Value of Common Shares on that date.

     For years  beginning  after 1996,  on the date of the first  Board  meeting
following the Annual Meeting of each year, a Participant  (other than a director
who is first  elected at the Annual  Meeting  for that year or within six months
prior  to such  Annual  Meeting),  shall be  awarded  non-qualified  options  to
purchase 2,500 Common Shares, effective as of the date of such Board meeting, at
a price equal to the Market Value of Common Shares on that date.

     (b) Term and Exercisability.  All options shall have a term of 10 years and
shall vest in accordance ----------------------- with the following schedule:

         Percentage of Options                         Vesting Date

              20%                                 1st anniversary of Grant Date
              20%,                                2nd anniversary of Grant Date
              20%                                 3rd anniversary of Grant Date
              20%                                 4th anniversary of Grant Date
              20%                                 5th anniversary of Grant Date

     Notwithstanding  the  foregoing,   all  options  shall  become  immediately
exercisable upon a Change of Control of the Company.

     (c) Method of exercise.  An option granted under the Plan may be exercised,
in whole or in part, by submitting a written notice to the Board,  signed by the
Participant  or such other  person who may be entitled to exercise  such option,
and  specifying  the  number  of Common  Shares as to which the  option is being
exercised.  Such notice shall be  accompanied  by the payment of the full option
price for such Common  Shares,  or shall fix a date (not more than ten  business
days from the date of such  notice) for the payment of the full option  price of
the Common  Shares being  purchased.  Payment shall be made in the form of cash,
Common  Shares (to the extent  permitted  by law),  or both.  A  certificate  or
certificates  for the Common  Shares  purchased  shall be issued by the  Company
after the exercise of the option and full payment therefor.

     (d) Termination of Directorship. If a Participant fails to be re-elected to
the Board,  resigns or  otherwise  ceases to be a director  of the  Company  for
reasons other than death or disability  (within the meaning of Section  22(e)(3)
of the  Internal  Revenue  Code),  all options  granted  under this Plan to such
Participant which are not exercisable on such date shall immediately  terminate,
and any remaining  options shall  terminate if not exercised  before thirty (30)
days  following such  termination,  or at such earlier time as may be applicable
under Paragraph 4(b) above. If the Participant  dies or becomes  disabled within
the thirty  (30) day period  described  above,  such  remaining  options  may be
exercised by the Participant or the Participant's personal representative at any
time before the expiration of twelve (12) months  following the date of death or
commencement of disability.

     If a Participant  ceases to be a director of the Company by reason of death
or disability  (within the meaning of Section  22(e)(3) of the Internal  Revenue
Code),  all options  granted under this Plan to such  Participant  which are not
exercisable  on such  date  shall  become  immediately  exercisable,  and may be
exercised at any time before the expiration of twelve (12) months  following the
date of death or  commencement  of  disability,  or such  earlier time as may be
applicable under Paragraph 4(b) above.

     (e)  Non-transferability.  Each option and all rights  thereunder  shall be
exercisable  during  the  Participant's  lifetime  only  by  him  and  shall  be
non-assignable and  non-transferable  by the Participant except, in the event of
the Participant's death, by will or by the laws of descent and distribution.  In
the  event  the  death  of  a  Participant   occurs,   the   representative   or
representatives  of the  Participant's  estate,  or the  person or  persons  who
acquired (by bequest or  inheritance)  the rights to exercise the  Participant's
options in whole or in part may exercise the option prior to the  expiration  of
the applicable exercise period, as specified in Paragraph 4(d) above.

     (f) No rights  as  stockholder.  A  Participant  shall  have no rights as a
stockholder with respect to any Common Shares subject to the option prior to the
date of issuance of a certificate or certificates for such Common Shares.

     (g) Compliance  with  securities  laws.  Options  granted and Common Shares
issued by the Company upon  exercise of options shall be granted and issued only
in full compliance with all applicable  securities  laws,  including laws, rules
and regulations of the Securities and Exchange  Commission and applicable  state
Blue Sky Laws.  With respect  thereto,  the Board may impose such  conditions on
transfer,  restrictions and limitations as it may deem necessary and appropriate
to assure compliance with such applicable securities laws.

     5. Shares Subject to the Plan.

     (a) The Common  Shares to be issued and  delivered  by the Company upon the
exercise of options under the Plan may be either  authorized but unissued shares
or treasury shares of the Company.

     (b) The  aggregate  number of Common  Shares  of the  Company  which may be
issued under the Plan shall not exceed 60,000 shares;  subject,  however, to the
adjustment  provided  in  Paragraph  6 in  the  event  of  stock  splits,  stock
dividends, exchanges of shares or the like occurring after the effective date of
this Plan.

     (c) Common Shares covered by an option which is no longer  exercisable with
respect to such shares shall again be available for issuance under this Plan.

     6. Share  Adjustments.  In the event  there is any change in the  Company's
Common Shares  resulting from stock splits,  stock  dividends,  combinations  or
exchanges  of  shares,   or  other  similar   capital   adjustments,   equitable
proportionate  adjustments shall automatically be made without further action by
the Board or  Administrator  in (i) the number of Common  Shares  available  for
award  under this  Plan,  (ii) the  number of Common  Shares  subject to options
granted  under this Plan,  and (iii) the option price of options  granted  under
this Plan.

     7. Amendment or Termination. The Board may terminate this Plan at any time,
and may amend the Plan at any time or from time to time; provided, however, that
the Plan shall not be amended  more than once  every six  months,  other than to
comport with  changes in the  Internal  Revenue  Code,  the Employee  Retirement
Income  Security  Act, or the rules  thereunder;  and further  provided that any
amendment that would increase the aggregate  number of Common Shares that may be
issued under the Plan, materially increase the benefits accruing to Participants
under the Plan, or materially  modify the  requirements  as to  eligibility  for
participation  in the Plan  shall be  subject  to the  approval  of the  Company
stockholders to the extent required by Rule 16b-3 under the Securities  Exchange
Act of 1934, as amended, or any other governing rules or regulations except that
such increase or  modification  that may result from  adjustments  authorized by
Paragraph 6 does not  require  such  approval.  If the Plan is  terminated,  any
unexercised  option shall  continue to be  exercisable  in  accordance  with its
terms.

     8. Company Responsibility. All expenses of this Plan, including the cost of
maintaining records, shall be borne by the Company.

     9. Implied Consent. Every Participant, by acceptance of an award under this
Plan,  shall be deemed to have  consented to be bound,  on his or her own behalf
and on behalf of his or her heirs, assigns, and legal representatives, by all of
the terms and conditions of this Plan.

     10. Delaware Law to Govern.  This Plan shall be construed and  administered
in accordance with and governed by the laws of the State of Delaware.

     IN WITNESS WHEREOF,  the Company has caused this Plan to be executed by its
duly authorized officer as of the _____ day of __________________, 1996.

                                    TransAct Technologies Incorporated


                                    By:_______________________________
                                    Title:____________________________


                                                                      Exhibit 5



                                                    July 29, 1997





TransAct Technologies Incorporated
7 Laser Lane
Wallingford, Connecticut 06492

     RE: Registration Statement on Form S-8

Gentlemen:

     We have acted as counsel to TransAct Technologies Incorporated,  a Delaware
corporation (the  "Company"),  in connection with the filing by the Company of a
Registration  Statement  on Form S-8  (the  "Registration  Statement")  with the
Securities  and Exchange  Commission  relating to 60,000 shares of the Company's
common  stock,  par value  $.01 per share  (the  "Common  Stock"),  to be issued
pursuant to the TransAct Technologies Incorporated Non-Employee Directors' Stock
Plan (the "Plan").

     In connection with this opinion, we have examined the Company's Certificate
of  Incorporation,  the bylaws of the  Company,  as  amended,  the  Registration
Statement,  corporate proceedings of the Company relating to the issuance of the
Common  Stock,  the Plan and such other  instruments  and  documents  as we have
deemed relevant under the circumstances.

     In making the aforesaid examination, we have assumed the genuineness of all
signatures and the conformity to original  documents of all copies  furnished to
us as original or photostatic copies.

     Based upon and subject to the  foregoing,  we are of the  opinion  that the
Common  Stock which may be issued  under the Plan has been duly  authorized  and
when  issued in  accordance  with the terms of the Plan will be validly  issued,
fully paid and non-assessable.




     We hereby  consent  to the use of our  opinion  as  herein  set forth as an
exhibit  to the  Registration  Statement.  This  opinion is  rendered  to you in
connection with the  Registration  Statement,  and except as consented to in the
preceding  sentence,  may not be relied upon or furnished to any other person in
any context.  In giving such consent, we do not thereby admit that we are within
the  category  of persons  whose  consent  is  required  under  Section 7 of the
Securities  Act of 1933 or the  rules  and  regulations  of the  Securities  and
Exchange Commission thereunder.

                                                  Very truly yours,


                                                   /s/ Hinckley, Allen & Snyder



                                                                   Exhibit 23.1

                       Consent of Independent Accountants



We  hereby  consent  to the  incorporation  by  reference  in this  Registration
Statement on Form S-8 of our report dated February 12, 1997 appearing on page 13
of the TransAct  Technoloiges  Incorporated  Annual  Report on Form 10-K for the
year ended December 31, 1996.



PRICE WATERHOUSE LLP
Hartford, Connecticut
July 29, 1997