U. S. SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C.  20549
                                  
                            FORM 10-KSB 
                                  
             [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d)
               OF THE SECURITIES EXCHANGE ACT OF 1934
             For the Fiscal Year Ended December 31, 1996
                                  
           [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
               OF THE SECURITIES EXCHANGE ACT OF 1934
                                  
                   Commission file number 0-14392
                                  
               COLOROCS INFORMATION TECHNOLOGIES, INC.
           (Name of small business issuer in its charter)
                                  
         Georgia                                     58-1482573
(State of incorporation)                        (I.R.S. Employer
                                             Identification Number)

   5600 Oakbrook Parkway, Suite 240, Norcross, Georgia  30093-1843
    (Address of principal executive offices, including zip code)
                                  
                           (770) 447-3570
            (Issuer's telephone number, including area code)
                                  
     Securities registered under Section 12(b) of the Act:  None
                                  
Securities registered under Section 12(g) of the Act:  Common Stock,
                            no par value

Check whether the issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the past 12 months (or for such shorter period that the issuer
was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  Yes  X   No      .

Check if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will
be contained, to be best of the issuer's knowledge, in definitive
proxy or information statements incorporated by reference in Part III
of this Form 10-KSB or any amendment to this Form 10-KSB. __.

The issuer's revenues for the fiscal year ended December 31, 1996 were
$2,863,448. Based on the closing bid price of the Common Stock on
April 8, 1997, the aggregate market value of the outstanding Common
Stock held by non-affiliates of the issuer on April 8, 1997 was
$10,381,494.  There were 2,102,794 shares of Common Stock outstanding
as of April 8, 1997.

Check whether the issuer has filed all documents and reports required
to be filed by Section 12,13 or 15(d) of the Securities Exchange Act
of 1934 after the distribution of securities under a plan confirmed by
a court. Yes X  No   .

Transitional Small Business Disclosure Format  Yes      No   X .

Portions of the issuer's Proxy Statement for the 1997 Annual Meeting
of Shareholders to be held on June 23, 1997 are incorporated by
reference in Part III hereof.



                               PART I

ITEM 1.  DESCRIPTION OF BUSINESS

GENERAL

Colorocs Information Technologies, Inc. ("Company") was incorporated
under the name Colorocs Corporation on July 14, 1982 under the laws of
Georgia.  On December 13, 1995, the Company's name was changed from
Colorocs Corporation to Colorocs Information Technologies, Inc. to
reflect changes in the Company's business focus.  The Company was
originally founded to capitalize on the trend toward the use of color
in business communications, and the Company's principal operations
historically were primarily the design, manufacture and sale of full
color copiers and color printers.  Beginning in 1994, the Company's
principal business focus shifted to product support of color copiers
and printers previously manufactured and sold by the Company and to
the licensing of the Company's patented color printing and copier
technology.  In 1995 and 1996 the Company used the revenues generated
from patent licensing to develop two new technology based lines of
business; the delivery of the Internet through the television through
the Company's majority-owned subsidiary ViewCall America, Inc.
("VCA"), and the provision of network printing and file sharing
software products through the Company's wholly owned subsidiary COPS,
Inc. ("COPS").  

The Company currently generates revenue from the licensing of its
patented printer and copier technology, the sale of supplies and spare
parts, maintenance of its installed base of copiers and printers, the
sale of the Company's remaining inventory of color copiers and
printers, the sale of network printing and file sharing software
products, and technology license fees for the Company's Internet-TV
access service ("On-TV[TM]") (see also - "Recent Developments").
Unless the context indicates otherwise, the "Company" refers to
Colorocs Information Technologies, Inc. and its subsidiaries VCA and
COPS.

In addition to historical information this report includes forward
looking statements and information based on management's beliefs,
plans, expectations and assumptions and on currently available
information.  The words "may", "should", "expect",  "anticipate",
"intend", "plan", "continue", "believe", "seek", "estimate" and
similar expressions used in this report are intended to identify
forward looking statements, although this report also contains other
forward looking statements.  The forward looking statements in this
report are not guarantees of future performance and involve certain
risks, uncertainties and assumptions, many of which are beyond the
Company's control.  Such factors include particularly, but are not
limited to, those set forth under "-Internet-TV On-Line Service -
Business Risks".  As a result of these various risks, uncertainties
and assumptions underlying the forward looking statements in this
report, the Company's future actions, financial condition, results of
operations and shareholder values could differ materially from any
forward looking statement made by the Company.

RECENT DEVELOPMENTS

On March 7, 1997 VCA  agreed in principle with NetChannel, Inc.
("NetChannel"), a privately held company based in South San Francisco,
California for the sale to NetChannel of all VCA Common Stock
outstanding on the date of closing in exchange for 4,252,273 shares of
NetChannel Preferred stock and the conversion of all options and
warrants to purchase VCA Common Stock outstanding on the date of
closing into options and warrants to purchase NetChannel Common Stock. 
The NetChannel Preferred Stock is convertible by the holder into
shares of NetChannel Common Stock on a share-for-share basis.  In
connection with the sale of VCA to NetChannel, virtually all of the
outstanding liabilities of VCA will be satisfied, including accounts
payable of approximately $2,500,000 and secured debt of $1,500,000. 
Additionally Colorocs has agreed to convert the entire amount of its
advances to VCA into VCA Common Stock immediately prior to closing. 
Management believes that the market for Internet-TV services is one
that is consolidating rapidly, and the joining of two of the leading
companies in this market will increase the likelihood of success of
the combined entity.  However, consummation of the transaction is
subject to several conditions and no assurance can be given as to
whether or when the transaction will be completed.  See also Note 2 of
Notes to Consolidated Financial Statements.

In January 1997 VCA announced that it had entered into a Letter of
Intent with Hitachi Home Electronics (America), Inc. to include
On-TV[TM] exclusively with all of its Internet appliances for a period
of two years.  Also in January 1997 the Company announced that Sega of
America, Inc. had launched VCA's On-TV[TM] service as a premium
channel with its Sega Saturn Netlink games machine.

On January 31, 1997 the Company's Chief Financial Officer, Mr Michael
J. Casey, left the Company.

The report of the Company's independent auditors, Arthur Andersen LLP,
with respect to the Company's audited financial statements for the
fiscal year ended December 31, 1996, includes an explanatory paragraph
which states that substantial doubt exists regarding the Company's
ability to continue as a going concern due to the Company's losses
from operations and net capital deficiency.  See the Report of
Independent Public Accountants and Note 1 to the Consolidated
Financial Statements of the Company set forth in "Item 7. Financial
Statements".


BUSINESS STRATEGY

General

During 1996 the Company moved aggressively toward new technology based
businesses which provide growth opportunities and away from the
Company's historical color copier and printer business.  As a result
the Company today operates three significantly different businesses,
each of which is at a different stage of its product life cycle and
each of which offers different opportunities.  Accordingly, the
Company's business strategy for each business differs.  The Company's
strategy for each of these businesses is described in more detail
below.

Internet TV On-Line Service (VCA)

The Company's business strategy for VCA is to develop an on-line
service for forthcoming Internet-televisions and Internet set top
boxes.  These devices, either built into the television or designed as
an add-on to the television, enable a consumer to connect to the
Internet through a standard telephone line and then surf the Internet
from the comfort of their armchair.  VCA has developed an on-line
service, On-TV[TM], that enhances the Internet by providing original
televisual content that is highly personalized, localized and
customized for the television viewer.  VCA's strategy is to develop
and enhance On-TV[TM] and provide it to consumers bundled with
Internet access devices from major consumer electronics companies. 
Once the consumer has purchased an Internet access device bundled with
On-TV, VCA expects to generate recurring revenues from monthly
subscriptions, advertising and transaction fees.  To date, VCA has
entered into agreements, which are typically exclusive, with
Mitsubishi Consumer Electronics America, Inc., Hitachi Home
Electronics (America), Inc., Boca Research Inc. and Sega of America,
Inc.  which provide for the Company's On-TV[TM] service to be bundled
with, respectively, an integrated Internet-TV ("DiamondWeb[TM]"), an
unannounced product, a low cost set top box and a games machine ("Sega
Saturn").  

VCA also generates revenues from licensing its enabling technology to
other companies as well as from licensing On-TV[TM] for use in
international markets.  

VCA intends to maintain its position as technology neutral with regard
to which hardware platform and which browser connect to the Company's
On-TV[TM] service.  This open approach enables consumer electronics
manufacturers to select the technology of their choice and maximizes
the potential number of subscribers that can connect to VCA's
On-TV[TM] service.

Color Copiers and Printers

Colorocs current business strategy is to market its patented double
transfer, single pass to paper, color imaging system on a
non-exclusive basis to manufacturers and developers of color copiers
and printers that desire to use Colorocs' patents in new or existing
electrophotography and printing devices.  Licensees for the Colorocs
patents are typically large, multinational companies for whom the
sales cycle can be several years. Patent license fees for 1995 totaled
$5,287,000; however, Colorocs did not enter into any patent licenses
during 1996, although a number of new potential patent licensees were
identified. Colorocs has deferred $875,000 of income in connection
with patent license agreements in 1995 (See "Item 4.  Financial
Statements").  Colorocs believes that there may be additional
potential licensees of its proprietary technology and is aggressively
pursuing these opportunities.

As of December 31, 1996, Colorocs had sold substantially all of its
existing color copier and printer inventory, and the Company does not
plan to develop or manufacture new color copiers and printers.
Revenues from supplying and supporting Colorocs' installed base of
copiers and printers has declined from $1,077,792 in 1995 to $806,842
in 1996.  Colorocs' strategy during 1996 was to maximize the sales of
consumables and parts to the existing installed base of its color
copiers and printers by focusing on direct sales to dealers and
wholesalers.  Colorocs  was successful in gaining new distributors in
Europe and Asia who had formerly been purchasing from alternative
sources.  The Company recognizes that Colorocs installed base of
copiers and printers will decline over time as these copiers and
printers are replaced by more technologically advanced and/or
inexpensive color copiers and printers manufactured by others.  As a
result, sales of the Company's parts supplies, and consumables to this
installed base are expected to decline accordingly. 

Network Printing and File Sharing Software (COPS)

The Company's principal business strategy for COPS is to maintain and
update the existing installed base of COPStalk, a network printing and
file sharing software product.  As market opportunities allow, the
Company intends to develop and market new network printing related
software products and to expand into new software product lines.  The
Company intends to distribute these new products both through COPS's
existing distribution channels and to COPS's existing customer base as
well as by developing new distribution channels and expanding its
customer base. 


INTERNET-TV ON-LINE SERVICE (VCA)

Background

In late 1995, seeking new forms of expansion and growth, the Company
identified a new opportunity for the delivery of the Internet to the
64% of U.S. households who do not have a personal computer yet do have
a television and a telephone.  Tapping into the growing popularity of
the Internet, the Company originally licensed from ViewCall Europe PLC
("VCE"), a publicly traded company based in the United Kingdom, and
Walzer Corporation ("Walzer"), a British Virgin Islands corporation
related by common ownership to VCE, an early stage, development
version set top box and browser that could connect to the Internet and
display the pages on a television screen.  During 1996 the Company
undertook market testing of the product concept and was instrumental
in defining the market for Internet access through the television. 
Following the incorporation of VCA as a separate subsidiary in June
1996 and partially as a result of market investigation the Company
identified a number of companies, many of which were better financed
and had greater resources than the Company, that intended to develop
and market Internet access devices that were competitive with the
Company's products.  As a result, VCA identified the need for a
service to which to connect these devices and subsequently developed
On-TV[TM], the personal Internet channel.  On-TV[TM] provides original
personalized content, including news, sports and television listings,
together with full access to the Internet which is delivered to the
Internet access device over a telephone line and displayed on a
television screen.

While developing the On-TV[TM] service VCA continued development of
the software browser that was originally licensed and has undertaken
original development of a low cost set top box ("STB"), both of which
are used to connect to VCA's On-TV[TM] service.  These products have
been licensed to Boca Research on a non-exclusive basis and additional
parties may be licensed in the future.  As part of the development of
the market, VCA has chosen to focus on development of the On-TV[TM]
service, electing to partner with leading technology companies to make
their hardware/software combinations work with the On-TV[TM] service. 
As a result further development of the STB and browser ceased in the
first quarter of 1997.

Products

On-TV[TM] Service

VCA has developed and continues to enhance an on-line service,
On-TV[TM], which provides consumers access to timely, personalized and
localized information together with electronic mail (e-mail) delivered
to their television set through the Internet.  VCA's on-line service
is delivered to consumers bundled with a number of different hardware
devices, typically a set top box that can be added to the television
and connected to a telephone, or a television that includes the
software and circuitry necessary to connect the television to the
Internet.  On-TV[TM] has two major advantages over competing services:
(i) it is designed to operate independently of the different hardware
and software configurations that make up an STB, which makes it
connectable to more Internet access devices and thereby increases the
potential market and (ii) it provides the consumer with
personalization features that enable consumers to receive what they
want, when they want it rather than having to sift through the
complexity of the Internet to find the resources they want, thereby
increasing consumer satisfaction and reducing the rate of "churn" or
disconnection from the service.

Product Research and Development

VCA's products have either been developed internally through
sub-contractors who are engaged on a "work for hire" basis or have
been licensed from third parties.  VCA's core product, the On-TV[TM]
service, has been developed substantially in-house.  VCA had no
expenditure on research and development in 1995 and spent $3,050,802
on research and development in 1996, directly as a result of
developing the On-TV[TM] service, together with the STB and browser.  

Sales and Marketing 

VCA is currently a development stage company.  It sells On-TV[TM]  for
inclusion with Internet access devices typically on an exclusive
basis.  As of December 31, 1996, VCA had entered into exclusive
agreements with Mitsubishi Consumer Electronics America, Inc. for the
inclusion of On-TV[TM] with all of Mitsubishi's Internet-ready
televisions which will be marketed under the brand name
DiamondWeb[TM], and with Boca Research which is developing an STB
based on VCA's enabling technologies.  VCA also has a non-exclusive
agreement with Sega of America, Inc. for inclusion of the On-TV[TM] as
a premium channel on the Sega Netlink cartridge add-on to the popular
Sega Saturn games machine.  VCA's sales strategy is to enter into
long-term, mutually beneficial relationships with consumer electronics
companies for the exclusive inclusion of On-TV[TM] with their Internet
access devices.  In support of this strategy VCA has developed
technology partnerships with a number of leading technology providers,
including; Motorola, VLSI, Acorn, Spyglass and others.  VCA identifies
prospective customers with which to partner its On-TV[TM] service
through a combination of direct sales, market research and attendance
at industry trade shows.

Once a consumer purchases an Internet access device such as those
described above, the consumer is automatically connected to the
On-TV[TM] service.  Depending on the nature of the agreement made with
the consumer electronics manufacturer, the consumer may either have a
30-day free trial or start paying for the service immediately.

VCA is pursuing international expansion through the formation of joint
ventures for the deployment and localization of the "On-TV[TM]"
service in other countries.  ViewCall Canada ("VCC") was formed in
December 1996 as a joint venture with MTS Advanced, Inc., a subsidiary
of Manitoba Telecom Services Inc., to deploy the On-TV[TM] service in
Canada.

Customer Support and Services

VCA offers customer support to its consumer electronics partners for
technical integration and marketing launch.  It also provides
technical support to its joint venture partners, such as VCC, through
electronic media and telephone support.  VCA anticipates providing
direct end user support through first and second level telephone call
center(s) depending on the nature of the agreement with the consumer
electronics manufacturer.  

Competition

The technology industry in general is highly competitive.  VCA faces
direct competition from two other companies, Web-TV Networks, Inc. a
California based company that has announced agreements with Philips
and Sony, and NetChannel, also a California based company that has
announced an agreement with RCA Thompson.  VCA also faces indirect
competition from PC on-line services including America On-Line,
Compuserve, Prodigy and Microsoft's MS-NBC; Internet service providers
("ISP's") including UUNET, PSINet, MindSpring and Netcomm and
telephone companies that are establishing Internet service offerings
including AT&T, MCI and Sprint.  Many of these companies have larger
technical staffs, more established and larger marketing and sales
organizations and greater financial resources that the Company.  To
the extent that any of these companies enter the Internet-TV market,
increased competition may result in reduced numbers of subscribers or
price competition resulting in reduced revenues and earnings.  

The Company believes that leading technology, quality of the on-line
service, price and consumer service are the primary competitive
factors in the industry.  The Company believes that VCA competes
primarily on the basis of technology leadership and the quality of the
on-line service.

Product Protection

The Company regards the software and implementation of its On-TV[TM]
service together with its enabling technologies as proprietary.  VCA
enters into written non-disclosure agreements with its industry
contacts and enters into written contracts and licenses with its trade
customers which protect its proprietary property.  The On-TV[TM]
service contains a written license agreement which the consumer sees
on-screen and must affirmatively acknowledge in order to commence the
service.  The software is usually furnished in object code only,
although source code licenses are granted in certain situations.  
Employees and technical consultants of the Company are required to
execute agreements providing for the non-disclosure of information and
the assignment to the Company of proprietary property developed on
behalf of the Company.

There can be no assurances that the steps taken by the Company to
protect its proprietary property will be adequate to prevent
misappropriation or unlawful copying of its technology or software
programs.  Additionally, copyright and trade secret laws do not limit
the right of others to independently develop similar technology and
software programs.  Although the Company believes that its VCA
technology does not infringe on any proprietary rights of others,
there can be no assurances that third parties will not assert
infringement claims in the future.

Business Risk

The development of VCA's business model contains substantial risk. 
The market for non-PC access to the Internet is not yet proven; the
revenue model that VCA has developed, while having parallels in the PC
world, is not tested in the non-PC market, and the technology
necessary to develop and deploy an on-line service for the television
is still in development.  There is no guarantee that the technology
can be developed on a timely basis or for the budgeted amount.  If
developed, there is no guarantee that sufficient consumers will pay
for the On-TV[TM] service to enable the Company to realize an
operating profit from its operation.  While the only announced
competitors to VCA are Web-TV and NetChannel (see "Competition") the
barriers to entry into the market are few and other companies may
enter which have greater resources than VCA.  The Company continues to
monitor closely the development of the market and if any disruption
occurs to VCA's business plan will attempt to take appropriate
measures to address them.  However, there can be no assurance that the
Company could overcome such disruptions without materially disrupting
its business plan.



COLOR COPIER, PRINTER AND PATENT LICENSING BUSINESS (COLOROCS)

Technology

Colorocs' copiers and printers incorporate electrophotography, a
process that has been in commercial use for over 30 years.  In this
process, an image is formed by light on an electrically charged
photoconductive insulating surface (a drum or a belt), and the image
is developed with toners that adhere only to the electrically charged
areas.  The image is then transferred and permanently bonded to a
sheet of plain paper.  Most existing office copiers and laser printers
use some variation of the electrophotographic process.  Colorocs'
copier and printer designs incorporate several innovative applications
and refinements of the electrophotographic process.

Colorocs' products produce full color copies and color prints by the
controlled blending and mixing of three standard process color toners. 
The upper section of each machine is either an optical scanner
subassembly (in the copier) or an electronic imaging subassembly (in
the printer).  The lower section of both machines, the "print engine",
consists of the image development and assembly unit and paper handling
subassemblies.  While many of Colorocs' patents cover different
elements of the Copier and Printer technology, the most valuable
patents cover the core of the print engine and thus are applicable in
different implementations of color printing.

Products and Services

Colorocs provides spare parts, supplies, and consumables such as
toner, developer, and belts for use in the color copiers and printers
formerly manufactured by Colorocs.  Currently, Colorocs maintains an
inventory of over 1,400 of these items.  Colorocs markets and
distributes its parts, supplies, and consumables primarily through its
network of approximately 20 established dealers which have existing
relationships with target customers.  Colorocs maintains a location in
Atlanta to provide maintenance and service for its copiers located in
that city.  Dealers and third party service organizations provide
these services in other locations.  

Through the Cost per Copy ("CPC") program, Colorocs provides copiers
and related maintenance services primarily to quick-copy shops in
exchange for a fee for each copy made by the copiers.  Revenues from
the maintenance and CPC programs have declined from approximately 12%
of net sales in 1995 to approximately 4% of net sales in 1996, and
these revenues are expected to continue to decline as the installed
base of the Company's copiers and printers is replaced by more
technologically advanced and/or inexpensive copiers and printers
manufactured by others.  See "- Competition."  

Sources and Availability of Materials

Colorocs obtains most of its the parts, supplies, and consumables
necessary to support its copiers (and a majority of its printer parts,
supplies and consumables) from Sharp Corporation ("Sharp").  On
October 1, 1994, Colorocs entered into a Parts and Consumables Supply
Agreement with Sharp ("Sharp Agreement") whereby Sharp will provide
these parts, supplies, and consumables to Colorocs until September 30,
1999.  This agreement provides Colorocs with exclusive distribution of
all parts, supplies, and consumables for its color copiers and
printers in Canada, the United States and Mexico.  Colorocs has
experienced no difficulty in obtaining parts, supplies and consumables
pursuant to the Sharp Agreement.  The remainder of Colorocs's parts,
supplies and consumables are available from numerous sources located
primarily in the United States.  Colorocs has not experienced any
shortages or significant increases in prices of any parts, supplies or
consumables.

Distribution

Colorocs distributes its parts, supplies and consumables to its
installed base of color copiers and printers directly and through
dealers.  In the past, Colorocs has depended on one large customer,
Savin Corporation ("Savin"), for a significant portion of its revenue. 
Savin previously distributed private label models of Colorocs' color
copiers, parts, supplies and consumables, but  Colorocs currently
distributes its parts, supplies and consumables to the Savin installed
base of color copiers.  The Company recorded net sales to this
installed base of approximately $329,000 or 18% of total net sales for
the year ended December 31, 1995 as compared to net sales of
approximately $55,000 or 2% of total net sales for the year ended
December 31, 1996.  In recent years, Savin has reduced its emphasis on
the color copier business as a result of a change in its business
strategy.  As a result, the Company believes that this portion of the
Company's revenue will continue to decline in 1997.

Competition

Colorocs faces little competition in the sale of spare parts, supplies
and consumables to Colorocs' installed base of color copiers and
printers.  See "- Sources and Availability of Materials" and "-
Distribution".  On the other hand, the installed base is declining
rapidly as newer, more technologically advanced and lower cost
machines replace Colorocs' machines.  Revenues from Colorocs' sale of
spare parts, supplies, and consumables and revenues from maintenance
are dependent upon the size of the installed base of Colorocs' color
copiers and printers, and any reduction in the size of this installed
base likely would adversely impact Colorocs' revenues from these
sources.  

Patents, Trade Secrets, Trademarks, and Copyrights

Although Colorocs' color copier and printer products are based on
technology currently used in black and white copiers and laser
printers, Colorocs' copier and printer incorporate many applications
and refinements of that technology that Colorocs believes to be
innovative.  Colorocs holds United States patents with respect to
certain of those refinements in order to maximize its rights in such
technology.  The United States Patent Office has granted Colorocs 22
patents. 

Colorocs has entered into several non-exclusive, permanent, worldwide
technology licensing agreements with certain manufacturers that
develop or manufacture color print engines.  Colorocs believes that
there may be other companies interested in licensing this technology
from Colorocs and continues to aggressively pursue these
opportunities.


NETWORK PRINTING SOFTWARE BUSINESS (COPS)

Products

COPS' software products provide cross-platform and networking
utilities and applications designed primarily for file and print
sharing.  These software products, which have end user list prices
ranging from $179 to $500 per copy, are described in greater detail
below.

COPSTalk
COPSTalk is a Windows based software utility which allows IBM
compatible personal computers to print to Postscript printers and to
share files with Apple Macintosh computers.

COPS LocalTalk[TM]
The Company believes that COPS is the world's only manufacturer of
LocalTalk[TM] network interface cards for personal computers.  The
COPS LocalTalk[TM] family of products includes 8-bit industry standard
architecture ("ISA") and micro-channel cards that allow Microsoft NT
servers, Novell Netware servers or stand alone workstations to access
Apple Macintosh LocalTalk[TM] networks for printing and file sharing.

Product Research and Development

COPS' products have been substantially developed internally. COPS
development staff is responsible for modifying and enhancing the COPS
products and for the development of new products. 

Sales and Marketing

COPS sells its products to a wide range of industries through three
principal marketing channels:  distributors, OEMs and direct sales. 
As of December 31, 1996, COPS sold its products through 28
international independent distributors, 3 major catalog distributions,
6 OEMs, and two employees engaged in sales and marketing.  COPS
identifies prospective customers for its products through a
combination of direct mail, telemarketing, media, catalog and Internet
advertising and tradeshow participation.

Customer Support and Services

COPS offers software maintenance and support and custom development
services to its customers.  Generally, the COPS software products
include a 60-day warranty.  Maintenance and support services include
telephone installation assistance, telephone support and maintenance
updates.  These support services are provided free of charge.  COPS
also provides custom development service to customers for the purpose
of developing features or capabilities not then available in its
products.  

Competition

The computer software industry in general is highly competitive.  COPS
faces direct competition from two other companies which market third
party network printing related software products.  These competitors,
as well as a number of potential competitors, have larger technical
staffs, more established and larger marketing and sales organizations,
and greater financial resources than the Company.  COPS also faces
competition from developers of networking software applications which
incorporate some of the functionality provided by COPS' software
products.  To the extent that the developers of networking software
applications improve their network software applications which provide
print spooler and cross network printing functionality, demand for
COPS' software products may decline.

The Company believes that price, functionality, performance, ease of
use, environments supported and customer support are the primary
competitive factors in the industry.  The Company believes that its
COPS products compete primarily on the basis of performance and
environments supported.

Product Protection

The Company regards its COPS software and hardware products as
proprietary.  COPS enters into written "shrink-wrap" license
agreements with its customers which limit the use and copying of its
software.  COPS relies principally on copyright law and trade secret
protection to protect its proprietary property, and all of its
products are copyrighted.  The software is usually furnished in object
code only, although source code licenses are granted in certain
situations.  COPS has not applied for any patents for its software and
does not believe that patent laws will be a source of protection of
its software products.  Employees and technical consultants are
required to execute agreements providing for the non-disclosure of
information and the assignment of proprietary property developed on
behalf of COPS.

There can be no assurances that the steps taken by COPS to protect its
proprietary property will be adequate to prevent misappropriation or
unlawful copying of its technology or software programs. 
Additionally, copyright and trade secret laws do not limit the right
of others to independently develop similar technology and software
programs.  In addition, the laws of some foreign countries do not
protect software to the same extent as do the laws of the United
States.  Furthermore, the software licenses may not be enforceable in
all jurisdictions.  Although COPS believes that its software products
do not infringe on any proprietary rights of others, there can be no
assurances that third parties will not assert infringement claims in
the future.



EMPLOYEES

As of March 31, 1997, the Company employed 64 persons on a full time
basis.  These employees consisted of  9 in executive and senior
management positions, 13 in sales and marketing, 7 in technical
support, 25 in product development and 10 in general and
administrative positions.  None of the Company's employees is
represented by a union.  The Company has experienced no work stoppage
attributable to labor disputes, and the Company considers its employee
relations to be good.


ITEM 2.   DESCRIPTION OF PROPERTY

The Company leases approximately 19,000 square feet of office and
warehouse space in Norcross, Georgia for its corporate offices.   The
lease for 9,500 square feet of this space expires on December 31,
1997.  The lease for the remaining space expires on May 31, 1999, with
an option to terminate in May 1998 which the Company does not
currently intend to exercise.  The Company believes that these
facilities are suitable and adequate for their respective uses and are
adequately covered by insurance.  The Company engages in no real
estate investment activities.


ITEM 3.   LEGAL PROCEEDINGS

On December 16, 1996, Melton Harrell, a director of the Company, filed
a lawsuit against VCA in the Superior Court of Gwinnett County,
Georgia.  Mr Harrell seeks a declaratory judgment that VCA wrongly
terminated a warrant agreement pursuant to which Mr Harrell was
entitled to purchase 750,000 shares of Common Stock of VCA at a price
of $0.70 per share.  Mr Harrell also claims that he is relieved of his
obligations under a related guaranty agreement, entered into at the
same time as the warrant agreement, under which Mr Harrell agreed to
guarantee and supply sufficient collateral to secure financing for VCA
of up to $1,500,000.  On January 16, 1997, VCA filed its answer and a
counterclaim against Mr Harrell claiming breach of contract and fraud,
claiming damages in an unspecified amount and seeking a declaration
that VCA was entitled to rescind the warrant agreement due to Mr
Harrell's material breach of the guaranty agreement.  VCA intends to
vigorously defend the lawsuit filed against it and to vigorously
pursue its counterclaim against Mr. Harrell.


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted by the Company to a vote of its shareholders
during the quarter ended December 31, 1996.



                               PART II


ITEM 5.   MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Stock Price and Dividend Information

The Company's Common Stock is traded on the OTC Bulletin Board system
under the symbol "CLRC".  The following table sets forth the range of
high and low bid information during each quarter of 1996 and 1995. 
The quotations reflect inter-dealer prices without retail mark-up,
mark-down or commissions and may not represent actual transactions. 

    1996         High     Low         1995         High     Low

First Quarter    $4.15   $2.75    First Quarter   $3.00   $1.25
Second Quarter   14.50    7.25    Second Quarter   2.50    1.25 
Third Quarter    17.50    5.00    Third Quarter    2.50    1.00
Fourth Quarter    9.00    3.75    Fourth Quarter   4.15    2.25

At December 31, 1996, there were approximately 674 record holders of
the Company's Common Stock. This number does not include beneficial
owners of the Common Stock whose shares are held in the names of
various dealers, clearing agencies, banks, brokers and other
fiduciaries.

The Company has never paid cash dividends on its Common Stock and does
not anticipate paying any cash dividends in the foreseeable future. 


ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

In 1996, the Company's operations were focused on three separate lines
of business:

VCA
Following initial development in December 1995, VCA spent 1996
defining the business model and market for an installed base of
customers subscribing to On-TV[TM].  This strategy includes providing
technical expertise to consumer electronics companies and developing a
value-added service hosted on the Internet for delivery to the
television consumer.  The Company invested heavily in 1996 in
establishing VCA as a leading company in the rapidly developing
Internet-TV market, incurring debt on behalf of VCA in order to
maintain development.  

The development and marketing of Internet-TV appliances occurred
slower than expected, with the result that as at December 31, 1996,
only the Company's competitor Web-TV had entered the market with an
Internet-TV device.  The lack of any appliances from the VCA's
consumer electronics partners in retail distribution dramatically
affected VCA's ability to generate subscriber revenues, while VCA
continued to incur significant development expenses relating to the
enhancement and maintenance of the On-TV[TM] service.  Conversely, VCA
has been able to generate technology license revenues ahead of
expectation from business partners MTS Advanced, Inc. and Boca
Research.  

COPS
During 1996 COPS focused on updating its product line to take
advantage of the new Microsoft Windows95 operating system, thus
increasing the market for its software.  COPS also reduced the cost of
sale of its products by enhancing its presence on the Internet at its
web-site (http://www.copstalk.com), which now accounts for over 15% of
product sales.  

Colorocs
During 1996 Colorocs exhausted its historic inventory of color copiers
and printers and focused on selling consumables, maintenance and
service to its existing installed base.  Colorocs closed or sold off
all its service and maintenance operations in all locations outside of
the Atlanta area because the continued decline in the installed base
had rendered them unprofitable.  Colorocs expects that revenues from
this line of business will continue to decline in coming years and is
investigating ways in which maximum return can be made from the
reduced revenues.

While in 1994 and 1995 the majority of Colorocs' cash flow came from
the licensing of Colorocs' color copier and printer patent portfolio,
the Company did not enter into any new license agreements in 1996. 
Because these licenses typically contain a large payment due on
signing for either a fully paid up license or as a down payment on
future royalty payments, the failure to enter into any new license
agreements materially affected Colorocs' results for 1996.

While Colorocs continues to aggressively pursue license agreements
with major copier and print engine manufacturers and believes that its
patented double transfer, single pass to paper technology enjoys
several technology advantages, there can be no assurances that any
further licenses can be obtained.

As a result of reduced contribution from the patent licensing
business, coupled with the increased expense relating to the
establishment and development of VCA, the Company recorded a
substantial loss for 1996 and expects to continue to post losses until
VCA progresses from the development phase to the operational phase.

Results of Operations

The following table presents the percentage relationships of certain
statement of operations items to total revenues for the years ended
December 31, 1995 and 1996:

                                                          1996
                                     1995       1996      over
                                                          1995
                                                  
    Total revenue                    100.0%    100.0%     53.4%
    Cost of copier and
      consumables product             48.0      28.6      (8.6)
    Cost of Internet service            --      60.6        --
    Gross margin                      52.0      10.8     (68.0)
    Selling, general and        
      administrative expenses        104.6     174.1     155.3
    Research and development            --     112.0        --
    Loss from operations             (52.6)   (275.3)   (702.2)
    Other income (expense), net      239.9      (3.4)   (102.2)
    Income (loss) before                          
      provision for income taxes
      and minority interest          187.2    (278.8)   (328.4) 
    Minority interest                   --      28.7        --
    Income (loss) before  
      provision for income taxes     182.2     250.1    (304.9)
    Provision for income taxes        71.3        --        --
    Net (loss) income                115.9%   (250.1)%  (431.0)%


Total revenues for the year ended December 31, 1995 were $1,866,901
compared to total revenues of $2,863,448 for the year ended December
31, 1996, an increase of approximately 53%.  This increase was
principally due to revenues from VCA totaling $830,403 and a full year
of operations for COPS, which was acquired in December 1995 and
contributed software revenue of $914,535 in 1996.  For the year ended
December 31, 1995, the Company recorded revenues of consumables and
parts of $937,957 as compared to $853,572 for the year ended December
31, 1996.  This decrease was less than had been expected due to the
Company's success in increasing the installed base of its copiers in
1995.  The Company recorded maintenance and CPC revenues of $219,650
for the year ended December 31, 1995 as compared to $109,842 for the
year ended December 31, 1996.  This decrease in maintenance and CPC
revenues was due to the elimination of the Company's maintenance
operations outside of Atlanta in June 1996 and a decrease in the
number of installed CPC machines. 

Cost of copier and consumables product was $894,594 for the year ended
December 31, 1995, as compared to $817,717 for the year ended December
31, 1996.  The 8.6% decrease is due to efforts to increase the gross
margin on these items to partially off-set the continued decline in
the Company's installed base of copiers and printers.  Cost of
Internet service totaled $2,385 for the year ended December 31, 1995
as compared to $1,735,456 for the year ended December 31, 1996.  This
increase was due entirely to the operations of VCA. 

Selling, general and administrative expenses were $1,952,742 for the
year ended December 31, 1995 compared to, $4,986,318 for the year
ended December 31, 1996, an increase of approximately 155%.  This
increase is primarily due to increased payroll, consulting and
professional fees and sales and marketing costs related to VCA's
operations in 1996.

The Company had no research and development expenses in the year ended
December 31, 1995 and incurred $3,208,183 of these expenses in the
year ended December 31, 1996.  The expenses relate almost entirely to
the development of VCA's On-TV[TM] service during 1996.
 
Other income (expense), net for the year ended December 31, 1995 was
$4,477,981 compared to ($98,764) for the year ended December 31, 1996. 
 The decrease in other income, net was due to $4,273,906, net of
direct expenses, received from certain patent technology licensing
agreements recorded in the year ended December 31, 1995.  No income
related to patent technology licensing agreements was received during
1996.  

Liquidity and Capital Resources

The Company's primary source of liquidity is current cash balances and
cash equivalents and cash generated from operations, supplemented from
time to time by borrowings under the Company's bank line of credit and
from directors of the Company.  Cash and cash equivalents of
$1,578,994 and short term investments of $1,970,812 as of December 31,
1995 had declined to cash and cash equivalents of $282,596 and short
term investments of $94,685 at December 31, 1996 due to the investment
in establishing and developing VCA.  Management  believes that these
sources of funds, together with anticipated cash from operations, will
be sufficient and that no further lines of credit or debt will be
necessary to fund the Company's color copier and printer and network
printing software lines of business in 1997.  However if the sale of
VCA is delayed past April 1997, or if the Company is unable to sell
VCA, the Company would be unable to finance the operations of VCA at
its current level of operations without obtaining additional debt or
equity financing.  There can be no assurance that any such financing
would be available on satisfactory terms.  If satisfactory financing
is unavailable, the Company likely would significantly curtail or
terminate the operations of VCA. 

The report of the Company's independent auditors contains an
explanatory paragraph as to the Company's ability to continue as a
going concern.  As stated in the report, the Company has experienced
losses, a capital deficit and cash flow deficiencies that raise
substantial doubt about the Company's ability to continue as a going
concern.  Certain of the Company's assets might be worth substantially
less than the amounts shown on the Company's balance sheet if the
Company is unable to continue as a going concern and the financial
statements have not been adjusted to reflect the outcome of this
uncertainty.  There can be no assurance that future revenues will
exceed operating expenses to enable the Company to continue as a going
concern.



ITEM 7.  FINANCIAL STATEMENTS

The following consolidated financial statements of the Company and the
related report of independent public accountants are included on pages
14 through 35: 

  

Report of Independent Public Accountants.
Consolidated Balance Sheet as of  December 31 1996.
Consolidated Statements of Operations for the years ended December 31,
1995 and 1996.
Consolidated Statements of Shareholders' Equity (Deficit) for the
years ended December 31, 1995 and 1996.
Consolidated Statements of Cash Flows for the years ended December 31,
1995 and 1996.
Notes to Consolidated Financial Statements as of December 31, 1995 and
1996.

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS






To the Shareholders and Board of Directors of
Colorocs Information Technologies, Inc. and Subsidiaries:

We have audited the accompanying consolidated balance sheet of
COLOROCS INFORMATION TECHNOLOGIES, INC. (a Georgia corporation) AND
SUBSIDIARIES as of December 31, 1996 and the related consolidated
statements of operations, shareholders' equity (deficit), and cash
flows for the two years in the period ended December 31, 1996.  These
financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement.  An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation.  We
believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Colorocs
Information Technologies, Inc. and subsidiaries as of December 31,
1996  and the results of their operations and their cash flows for the
two years in the period ended December 31, 1996 in conformity with
generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that
the Company will continue as a going concern. As discussed in Note 1
to the financial statements, the Company has suffered losses from
operations and has a net capital deficiency that raises substantial
doubt about its ability to continue as a going concern. Management's
plans in regard to these matters are also described in Note 1. The
accompanying financial statements do not include any adjustments
relating to the recoverability and classification of asset carrying
amounts or the amount and classification of liabilities that might
result should the Company be unable to continue as a going concern.

ARTHUR ANDERSEN LLP

Atlanta, Georgia
April 4, 1997



<TABLE>
                               COLOROCS INFORMATION TECHNOLOGIES, INC. AND SUBSIDIARIES
                                                           
                                              CONSOLIDATED BALANCE SHEET
                                                           
                                                AS OF DECEMBER 31, 1996




ASSETS                                                                                        December 31, 1996

CURRENT ASSETS:
   <S>                                                                                           <C>
   Cash and cash equivalents                                                                     $  282,596 
   Short-term investments                                                                            94,685
   Receivables, net of allowance for doubtful accounts
       of $141,033 (Note 1)                                                                         475,060 
   Inventories                                                                                      128,876 
   Prepaid expenses                                                                                 192,560 
                                                                                                 ----------
TOTAL CURRENT ASSETS                                                                              1,173,777 

PROPERTY AND EQUIPMENT, net of accumulated depreciation 
    of $154,596                                                                                   1,165,525 

INVESTMENT IN VIEWCALL EUROPE (Note 9 )                                                             250,000 

INVESTMENT IN VIEWCALL CANADA (Note 1 )                                                               1,529 

GOODWILL AND INTANGIBLE ASSETS (Note 1 )                                                          1,092,177 

OTHER  ASSETS                                                                                       161,030 

DEPOSITS                                                                                              6,516 
                                                                                                 ----------
                                                                                                 $3,850,554 
                                                                                                 ==========
LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES:

  Short-term borrowings from bank (Note 2 )                                                      $  712,500 
  Note payable to director/shareholder (Notes 2 and 12 )                                            500,000 
  Accounts payable and accrued liabilities (Note 1 )                                              2,589,224 
  Deferred income                                                                                   257,084 
                                                                                                 ----------
TOTAL CURRENT LIABILITIES                                                                         4,058,808 

DEFERRED LICENSING INCOME (Note 4 )                                                                 875,000 

MINORITY INTEREST                                                                                   117,500 

COMMITMENTS AND CONTINGENCIES (Note 8 )                                                                  -- 

SHAREHOLDERS' DEFICIT (Note 10 ):
  Common stock; no par value; 10,000,000 shares authorized; 2,071,544 shares 
     issued and outstanding at December 31, 1996                                                  1,802,738 
                                                                                                  1,323,337 

  Retained deficit                                                                               (4,326,829)
                                                                                                 ----------
  Total shareholders' deficit                                                                    (1,200,754)
                                                                                                 ----------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT                                                      $3,850,554 
                                                                                                 ==========
</TABLE>
The accompanying notes are an integral part of this consolidated
balance sheet.



<TABLE>
                               COLOROCS INFORMATION TECHNOLOGIES, INC. AND SUBSIDIARIES
                                         CONSOLIDATED STATEMENTS OF OPERATIONS
                                    FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1996


                                                                 December 31, 1995     December 31, 1996
<S>                                                                  <C>                   <C>
REVENUES:
Copier and consumables                                               $1,848,268            $1,080,403
License of technology                                                        --               691,176
Software                                                                 18,633               914,535
Other                                                                        --               177,334 
                                                                     ----------            ----------

TOTAL REVENUES                                                        1,866,901             2,863,448 

OPERATING EXPENSES:
   Cost of copier and consumables product                               894,594               817,717 
   Cost of  Internet service                                              2,385             1,735,456 
   Selling, general and administrative                                1,952,742             4,986,318 
   Research and development                                                  --             3,208,183 
                                                                     ----------            ----------

TOTAL OPERATING EXPENSES                                              2,849,721            10,747,674 

LOSS FROM OPERATIONS                                                   (982,820)           (7,884,226)

OTHER INCOME/(EXPENSE), net (Note 4 )                                 4,477,981               (98,764)
                                                                     ----------            ----------


INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES
   AND MINORITY INTEREST                                              3,495,161            (7,982,990)


MINORITY INTEREST                                                            --               822,500 
                                                                     ----------            ----------

INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES                       3,495,161            (7,160,490)



PROVISION FOR INCOME TAXES  (Notes 1 and 7 )                          1,332,000                    -- 
                                                                     ----------            ----------

NET INCOME (LOSS)                                                    $2,163,161           $(7,160,490)
                                                                     ==========            ==========


NET INCOME (LOSS) PER COMMON AND EQUIVALENT SHARES:
      PRIMARY                                                        $     1.08           $     (3.51)
      FULLY DILUTED                                                  $     1.07           $     (3.51)


WEIGHTED AVERAGE SHARES OUTSTANDING:
      PRIMARY                                                         2,004,095             2,042,839 
      FULLY DILUTED                                                   2,024,709             2,042,839 
</TABLE>

The accompanying notes are an integral part of these consolidated
statements.    


<TABLE>
                               COLOROCS INFORMATION TECHNOLOGIES, INC. AND SUBSIDIARIES
                                         CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1996


                                                                 December 31, 1995      December 31, 1996
<S>                                                                  <C>                   <C>
OPERATING ACTIVITIES:
Net income (loss)                                                    $2,163,161            $(7,160,490)

Adjustments to reconcile net income (loss) to net cash
  provided by (used in) operating activities:
    Provision for income taxes                                        1,332,000                     -- 
    Depreciation and amortization                                        60,502                135,361 

    Minority interest                                                        --                117,500 
    Deferred income (Note 4 )                                           875,000                250,000 
    Changes in assets and liabilities, net of acquisition:
       Receivables                                                   (2,376,602)             2,222,524 
       Inventories                                                      274,372                211,216 
       Prepaid expenses                                                (160,774)                (5,846)
       Deposits                                                         (14,551)                14,451 
       Other assets                                                          --               (161,030)
       Accounts payable and accrued expenses                            328,907              2,172,945 
       Deferred income                                                   12,145                 (5,063)
                                                                     ----------             ----------
Cash provided by (used in) operating activities                       2,494,160             (2,208,432)


INVESTING ACTIVITIES:
Purchase of property and equipment                                           --             (1,265,401)
Purchase of business, net of cash acquired                              (47,872)                    -- 
(Purchase) Sale of marketable securities                               (985,129)             1,876,127 
Investment in ViewCall Europe                                          (250,000)                    -- 
Investment in ViewCall Canada                                                --                 (1,529)
Sale of investment in Savin Corporation, net of gain                    144,000                     -- 
Purchase of technology                                                       --               (950,000)
                                                                     ----------             ----------
Cash used in investing activities                                    (1,139,001)              (340,803)


FINANCING ACTIVITIES:
(Repayment) borrowing of line of credit                                  (8,000)               712,500 
Proceeds from demand note                                                    --                500,000 
Stock options exercised                                                      --                 47,860 
Repurchase of fractional shares                                              --                (13,273)
Deferred compensation (Note 10 )                                             --                  5,750 
                                                                     ----------             ----------

Net cash (used in) provided by financing activities                      (8,000)             1,252,837 


NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                  1,347,159             (1,296,398)


CASH AND CASH EQUIVALENTS, beginning of year                            231,835              1,578,994 
                                                                     ----------            ----------- 
CASH AND CASH EQUIVALENTS, end of year                               $1,578,994            $   282,596 
                                                                     ==========            ===========
</TABLE>

The accompanying notes are an integral part of these consolidated
statements.


<TABLE>
                               COLOROCS INFORMATION TECHNOLOGIES, INC. AND SUBSIDIARIES
                               CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT)
                                    FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1996


Unrealized
Gain on
                                                        Additional       Retained    Marketable        Total 
                                      Common Stock        Paid-In        Earnings      Equity       Shareholders'
                                   Shares     Amount      Capital       (Deficit)   Securities    Equity (Deficit)
<S>                              <C>        <C>         <C>            <C>           <C>            <C>
BALANCE, at December 31, 1994    2,012,163  $1,659,830  $       --     $   670,500   $ 60,000       $2,390,330

Unrealized gain on Savin 
  Corporation stock                     --          --          --              --    (60,000)         (60,000)

Issuance of stock for 
  acquisition of 
  CoOperative Printing 
  Solutions, Inc. (Note 6)          19,231     142,908          --              --         --          142,908 

Benefit from pre-December 
  10, 1993 net operating 
  loss carryforwards (Note 1)           --          --   1,283,000              --         --        1,283,000 

Net income                              --          --          --       2,163,161         --        2,163,161
                                 ---------  ----------  ----------     -----------   --------       ----------  

BALANCE, at December 31, 1995    2,031,394   1,802,738   1,283,000       2,833,661         --        5,919,399 

Stock options exercised             40,150          --      47,860              --         --           47,860 

Repurchase of fractional shares         --          --     (13,273)             --         --          (13,273)

Deferred compensation (Note 10)         --          --       5,750              --         --            5,750 

Net loss                                --          --          --      (7,160,490)        --       (7,160,490)
                                 ---------  ----------  ----------     -----------   --------       ---------- 

BALANCE, at December 31, 1996    2,071,544  $1,802,738  $1,323,337     $(4,326,829)  $     --      $(1,200,754)
                                 ========= =========== ===========     ===========   ========      ===========
</TABLE>

The accompanying notes are an integral part of these consolidated
statements





      Colorocs INFORMATION TECHNOLOGIES, INC. AND SUBSIDIARIES
                                  
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  
                     DECEMBER 31, 1995 AND 1996 

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company
Colorocs Information Technologies, Inc. (the "Company" ) is
incorporated in the state of Georgia.  On December 13, 1995, the
Company's name was changed from Colorocs Corporation to Colorocs
Information Technologies, Inc.  The Company operates using the name of
Colorocs Information Technologies ("Colorocs") for its copier
business, CoOperative Printing Solutions, Inc. ("COPS") for the sale
of its network printing and file sharing software, and ViewCall
America, Inc. ("VCA") for its development and sale of on-line services
and access to the Internet through the television.  The Company and
its subsidiaries operate primarily in the United States.  Some of the
Company's subsidiaries and affiliates have certain distribution rights
for the ViewCall technology in Asia, Europe, South America and Canada;
however, there were no significant operations in these locations.
The Company's principal operations through Colorocs are product
support of color copiers and printers previously manufactured and sold
by the Company, and the licensing of its patented color printing and
copier technology.  Colorocs generates income through the licensing of
its technology, the sale of spare parts, supplies and other
consumables, maintenance of its installed base of color copiers and
printers, the cost per copy ("CPC") program, and the sales of
remaining inventory of color copiers and printers.  COPS generates
revenue through the sale of network printing and file sharing software
products.  The Company generates revenue from VCA related to the sale
of license agreements for its ViewCall technology.  
Going Concern

At December 31, 1996, the Company's ability to continue as a going
concern is subject to several business and market risks, as stated
below:

[BULLET]  The Company has not generated significant revenue or cash
          flow from its current operations, and the expectation of
          future revenues or cash flow cannot be assumed.

[BULLET]  The Company must obtain significant additional financing in
          order to fund the research, development, and marketing of
          its ViewCall technology.

[BULLET]  The Company has no significant established operating history
          related to its ViewCall technology.

[BULLET]  The Company's ability to remain in existence is subject to
          several technical, business and market risks, including its
          ability to attract and retain consumer electronics companies
          who will develop and market acceptable devices that connect
          to the Company's on-line service ("On-TV[TM]") for access to
          the Internet and to generate sufficient revenues and cash
          flows to support operations.  Additionally, none of the
          Company's consumer electronics partners have shipped a
          product that connects to the Company's on-line services, nor
          is there any guarantee that, once shipped, this market
          position will be positive.

[BULLET]  Competition includes other companies with significantly
          greater resources for product development and marketing.

Management's plans regarding the above risks are as follows:

[BULLET]  The Company has reached an agreement to sell VCA  as
          discussed below.  There can be no assurances, however, that
          such an agreement will be completed on the terms discussed
          below.

[BULLET]  The Company continues to focus on cost control efforts
          related to its existing copier and consumables business and
          COPS.

The Company incurred a net loss of approximately $7,160,000 for the
year ended December 31, 1996 and has an accumulated deficit of
approximately $4,300,000 at December 31, 1996.  The Company currently
has no source of additional cash, which has a material adverse effect
on the Company's ability to service its debts.  The Company's working
capital at December 31, 1996, plus limited revenue from product sales
from its color copier and consumables business, will not be sufficient
to meet its obligations or to continue to fund the development of
On-TV[TM]. Management recognizes that the Company must obtain
additional funding or significantly reduce operating costs to enable
it to continue operations with available resources.  Management's
plans, as noted above, include controlling costs as well as the sale
of VCA, as discussed below.  No assurances can be given that the
Company will be successful in controlling costs or in completing the
sale of VCA as outlined below.  Further, there can be no assurance,
assuming the Company successfully controls costs or timely completes
the sale of VCA, that the Company will achieve profitability or
positive cash flow.  If the Company is unable to obtain adequate
additional funding or timely complete the sale of VCA, management may
be required to curtail the Company's operations.

The above factors raise substantial doubt about the ability of the
Company to continue as a going concern.  The accompanying financial
statements have been prepared under the assumption that the Company
will continue as a going concern and do not include any adjustments
relating to the recoverability and classification of recorded asset
amounts or the amount and classification of liabilities that might be
necessary should the Company be unable to continue in existence.

Incorporation of ViewCall America, Inc. and Related Entities

In 1995, the Company purchased 250,000 shares of common stock
(approximately 3%) of ViewCall Europe PLC ("VCE"), a publicly traded
company based in the United Kingdom, for $1 per share (see Note 9). 
The Company accounts for this investment under the cost method and has
recorded an investment of $250,000 in the accompanying consolidated
balance sheet.  VCE developed  a low-cost television set top box
("STB") that provides users with direct access to the Internet through
a television and ordinary telephone line.  In connection with the
investment in VCE, the Company obtained a six-month exclusive license
and an option to acquire a permanent license from VCE and Walzer
Corporation ("Walzer"), a British Virgin Islands corporation related
by common ownership to VCE, to distribute the STBs in North America.   

In June 1996, the Company incorporated VCA as a wholly owned
subsidiary to exercise the option to acquire the permanent exclusive
license noted above.  In connection with the organization of VCA and
the exercise of the permanent exclusive license, the Company
contributed $5,000,000 to VCA, inclusive of the investment to date in
the STB.  VCA then issued to Walzer 1,000,000 shares of its common
stock, valued at $700,000 and representing 16.9% of the outstanding
common stock to exercise the option for the permanent exclusive
license and acquired rights to the STB.  The value associated with the
VCA technology acquired of $700,000 is included in goodwill and
intangible assets in the accompanying consolidated balance sheet. 
VCA's principal operations include developing and providing services
and products that are designed for delivering on-line services and
access to the Internet for display on the television in the United
States.  The Company consolidates the operations of VCA, as the
Company currently owns 83.1% of VCA common stock.  No minority
interest is accounted for as VCA had significant losses during 1996.

Also in June 1996, VCA and Walzer organized ViewCall South America,
Inc., a Georgia corporation ("VCSA"), of which 51% of the common stock
is owned by VCA and the remaining stock is owned by Walzer.  VCSA's
principal operations include developing and providing services and
products that are designed for delivering on-line services and access
to the Internet for display on television using the VCA technology in
South America.  VCSA is consolidated with VCA for presentation
purposes and has recognized a minority interest for the amount of the
original investment owned by the minority holders.  The minority
holders portion of the net loss in VCSA for the year ended December
31, 1996 was approximately $122,500.  VCSA paid $250,000 to Walzer for
these exclusive rights and has recorded this amount in goodwill and
intangible assets in the accompanying consolidated balance sheet.  

In December 1996, VCA, along with MTS Advanced, Inc. ("MTS"),, an
unrelated entity entered into an agreement to form ViewCall Canada,
Inc. ("VCC"), a Canadian corporation.  VCC was formed to operate the
On-TV[TM] service in Canada. VCA contributed $1,529 for a 20%
ownership in VCC.  VCA accounts for this investment under the equity
method and has recorded $1,529 in the accompanying consolidated
balance sheet, as the results of operations for VCC were not material
for 1996.  In connection with this agreement, VCA agreed to subscribe
for additional shares of stock of VCC for $200,000 Canadian by
February 15, 1997 and  $600,000 Canadian by February 14, 1998. 
Additionally, VCA agreed to advance to VCC $400,000 Canadian by
February 15, 1997.  MTS subscribed for shares of stock for $800,000
Canadian in December 1996.  MTS has agreed to subscribe for additional
shares of stock for $2,400,000 Canadian by February 14, 1998. 
Additionally, MTS agreed to advance to VCC $1,600,000 Canadian at
varying dates up to February 15, 1997.  None of the above additional
commitments had been fulfilled by VCA or MTS as of December 31, 1996.

As of December 31, 1996, the revenue from the operations of VCA, VCSA,
and VCC were not material.  The majority of the operations entailed
research and development expenses of the technology associated with
television Internet access.

Sale of VCA

On March 7, 1997 VCA  agreed in principle with NetChannel, Inc.
("NetChannel"), a privately held company based in South San Francisco,
California for the sale to NetChannel of all VCA Common Stock
outstanding on the date of closing in exchange for 4,252,273 shares of
NetChannel Preferred stock and the conversion of all options and
warrants to purchase VCA Common Stock outstanding on the date of
closing into options and warrants to purchase NetChannel Common Stock. 
The NetChannel Preferred Stock is convertible by the holder into
shares of NetChannel Common Stock on a share-for-share basis.  In
connection with the sale of VCA to NetChannel, virtually all of the
outstanding liabilities of VCA will be satisfied, including accounts
payable of approximately $2,500,000 and secured debt of $1,500,000. 
Additionally Colorocs has agreed to convert the entire amount of its
advances to VCA into VCA Common Stock immediately prior to closing. 
Upon consummation of the sale, Colorocs' carrying value of its
investment in VCA will be approximately $6,800,000.  The investment in
VCA will be accounted for on the cost basis.  VCA received bridge
financing from NetChannel, Inc. in connection with the sale (See Note
2).

At December 31, 1996 the total assets, revenues and net loss of VCA
were as follows:

                   Total assets                 $3,032,912
                   Revenues                        868,508
                   Net loss                     (7,124,473)


Reorganization and Fresh-Start Reporting

Effective December 10, 1993, the Company was reorganized and
recapitalized under Chapter 11 of the Bankruptcy Code.  New common
stock was issued to new investors and to certain classes of the
predecessor Company's creditors as settlement of their claims pursuant
to the plan of reorganization (the "Plan").  Under the Plan, the
predecessor Company's former common stockholders and preferred
stockholders also received new common stock of the reorganized
Company.

As a result of the reorganization and recapitalization of the Company
pursuant to the Plan, the Company was required to adopt "fresh-start"
reporting and reflect the effects of such adoption in the financial
statements as of December 10, 1993 in accordance with AICPA Statement
of Position 90-7, "Financial Reporting by Entities in Reorganization
Under the Bankruptcy Code".  The ongoing impact of the adoption of
fresh-start reporting is reflected in the financial statements for
periods subsequent to December 10, 1993.

In adopting fresh-start reporting, the Company was required to
determine its reorganization value, which represents the fair value of
the entity before considering liabilities and approximates the amount
a willing buyer would pay for the assets of the Company immediately
after its emergence from Chapter 11 status.  The reorganization value
of the Company was determined by consideration of several factors,
including the discounted residual value of the Company; market share;
competitive position and competitors of the Company; projected sales,
profitability growth and working capital requirements; and general
economic conditions.  Various valuation methods were relied upon,
including discounted cash flow, price/earnings ratios, comparable
merger and acquisition activities and other applicable ratios and
industry indices.

The adjustments to reflect the consummation of the Plan and the
adjustment to record assets and liabilities at their fair values
(including the establishment of reorganization value in excess of
amounts allocable to identifiable assets) have been reflected in the
accompanying consolidated financial statements.  

Principles of Consolidation

The consolidated financial statements include the accounts of the
Company, its wholly owned subsidiary and two majority-owned
subsidiaries.  All significant intercompany accounts and transactions
have been eliminated, and the resulting minority interest is presented
in the accompanying consolidated balance sheet and statements of
operations.

Accounting for Investments and Minority Interest

The Company consolidates the operations of VCA and VCSA.  The minority
interest included in the accompanying consolidated balance sheet at
December 31, 1996 represents the minority interest in the intangible
assets at VCSA.  The minority interest on accompanying consolidated
statement of operations of $822,500 represents the minority holders'
share of the net loss of VCA up to the original investment of the
minority holder.  Any additional losses of the minority holder above
the original investment have  been included in the net loss of the
consolidated company.    

Revenue Recognition

Revenue from Colorocs' product sales is recognized at the time the
product is shipped.  Revenue from servicing Colorocs' copiers is
recognized as the services are performed.  Revenue realized by
Colorocs from license agreements is recognized when the agreement is
consummated and is included in other income in the accompanying
consolidated statements of operations.  COPS records the revenue from
the sales of software in accordance with the AICPA Statement of
Position 91-1 on software revenue recognition.  Revenue from software
licenses is recognized upon delivery if no significant vendor
obligations exist.  VCSA and VCC had no significant revenue for the
year ended December 31, 1996.  VCA did license its technology during
1996.  Revenue from these license agreements was recognized upon
payment of the license fees and is included in license revenue in the
accompanying consolidated statements of operations.

Cash and Cash Equivalents

The Company considers cash on deposit and investments with an original
maturity of three months or less to be cash equivalents.

Short-Term Investments

Short term investments consist primarily of U.S. Treasury obligations
and certificates of deposit  with original maturities at the date of
purchase beyond 3 months and less than 12 months.  Such short-term
investments are carried at cost, which approximates fair value. 

Receivables

Receivables at December 31, 1996 consist of the following:

                                                     1996

Trade accounts receivables                        $188,052
Notes receivable                                   157,325
Employee receivables                                19,500
License and other  receivables                     251,216
                                                  --------
                                                   616,093
Less allowance for doubtful accounts              (141,033)
                                                  --------
                                                  $475,060
                                                  ========

The Company periodically evaluates the requirement for providing for
credit losses on its accounts receivable.  Criteria used by management
to evaluate the adequacy of the allowance for doubtful accounts
include, among others, the creditworthiness of the customer, prior
payment performance, and the age of the receivable.

Inventories

Inventories consist of consumable supplies and repair parts and are
carried at the lower of cost or market.  Inventories are valued using
the first-in, first-out method.  The majority of the inventory at
December 31, 1996 consisted of finished goods for resale or use in the
consumables service business of Colorocs.

Property and Equipment

The Company's property and equipment are mainly comprised of office
equipment, furniture, and leasehold  improvements.  The useful lives
of this property and equipment are between one and seven years.

Goodwill and Intangible Assets

Goodwill and intangible assets at December 31, 1996 include the value
assigned to the exclusive rights to the STB from VCSA of $250,000
(Note 1), the value assigned to the exclusive rights for the STB from
Walzer, a related party, of $700,000 (Note 1) and goodwill of
approximately $142,000 from the purchase of COPS (Note 4).  The
goodwill and intangible assets are being amortized using the straight
line method over their useful lives of 5 years.

Other Assets

Other assets consist primarily of a prepaid license fee of
approximately $161,000 paid by VCA to Acorn Computers Limited
("Acorn"), an unrelated entity, for the use of Acorn's operating
system in the VCA STB.  This license fee was payable in three equal
installments due at the execution of the agreement, 30 days after the
execution of the agreement and 60 days after the execution of the
agreement.  The agreement is for one year and is renewable for an
additional one year term upon the payment of 150,000 British pounds. 
VCA or its sub-licensers are also required to pay royalties on every
STB sold.  The above payment can be used to offset the royalties
required under the agreement within the first 24 months of the
agreement.  Royalties are payable on a quarterly basis and is based on
the number of STB's sold.  No sales of the STB occurred in 1996 and no
royalties were paid.  At December 31, 1996, the Company had an
additional  commitment of $85,000.  

Income Taxes

The Company accounts for income taxes in accordance with the
provisions of Statement of Financial Accounting Standards ("SFAS") No.
109, "Accounting for Income Taxes" ("SFAS 109").  Under the asset and
liability method of SFAS 109, deferred tax assets and liabilities are
recognized for the future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases and net operating loss
and tax credit carryforwards.  Deferred tax assets and liabilities are
measured using enacted tax rates expected to apply to taxable income
in the years in which these temporary differences are expected to be
recovered or settled.  Under SFAS 109, the effect on deferred tax
assets and liabilities of a change in tax rates is recognized in
income in the period that includes that enactment date.  A valuation
allowance is recorded when it appears it is more likely than not that
some or all of deferred tax assets will not be realized.

Accrued Liabilities

Accounts payable and accrued liabilities at December 31, 1996 consist
of the following:

                                                     1996

Trade accounts payable                            $2,339,128
Accrued liabilities                                   39,987
Accrued bonus                                        111,109
Accrued taxes, legal and professional                 99,000
                                                  ----------
                                                  $2,589,224
                                                  ==========

Use of Estimates

The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.

Reclassification

Certain prior year amounts have been reclassified to conform to the
current year presentation.

Earnings Per Share

The computation of earnings per share is based on the weighted average
number of shares of common stock outstanding during the period plus
the effect, if any, of shares of common stock issuable under stock
options.  Common stock equivalents were antidilutive for 1996.

New Accounting Pronouncements

In March 1995, the Financial Accounting Standards Board ("FASB")
issued SFAS No. 121, "Accounting for the Impairment of Long-Lived
Assets and Long-Lived Assets to Be Disposed Of," to be effective for
fiscal years beginning after December 15, 1995.  The adoption of this
statement as of January 1, 1996 did not have any impact on the
Company's financial position or results of operations. 

The American Institute of Certified Public Accountants has issued an
exposure draft to amend the provisions of Statement of Position 91-1,
"Software Revenue Recognition."  The adoption of the standards in the
current version of the exposure draft would not be expected to have a
significant impact on the Company's consolidated financial statements. 

Accounting Standards Yet to Be Adopted 

In June 1996, the FASB issued SFAS No. 125, "Accounting for Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities,"
which the Company is required to adopt in 1997.  SFAS No. 125 requires
the Company to recognize the financial and servicing assets it
controls and the liabilities it has incurred, derecognize financial
assets when control has been surrendered, and derecognize liabilities
when extinguished.  The Company's management does not believe that the
adoption of this pronouncement will have a material impact on the
Company's financial position or results of operations.  Other issued
but not yet required FASB standards are not currently applicable to
the Company's operations.

2. SHORT-TERM BORROWINGS

As of December 31, 1996, VCA had a $1,500,000 line of credit from a
bank which bears interest at the prime rate (8.25% at December 31,
1996).  As of December 31, 1996, VCA had an outstanding balance of
$712,500 under this line of credit.  The line was guaranteed and 100%
collateralized in cash by the chairman of the board of directors of
the Colorocs who is also the chairman of the board of VCA for up to
$1,500,000.  The line of credit is also collateralized by certificates
of deposit of the Company of $94,685 included in short-term
investments in the accompanying consolidated balance sheet.  The line
of credit expires May 23, 1997.  Subsequent to year end, VCA borrowed
an additional $787,500 under the line of credit for a total balance of
$1,500,000.  

On November 11, 1996, the Company borrowed $500,000 from the chairman
of the board of directors.  The note is due May 12, 1997 and bears
interest of prime plus 2% (10.25% as of December 31, 1996) and is
collateralized by all of the assets of the Company.  The Company paid
approximately $4,000 in interest to the director in connection with
this loan.  

In connection with the sale of VCA discussed in Note 1, VCA has
received bridge financing in the amount of $450,000 contemplated from
NetChannel, Inc.  The bridge financing is due August 31, 1997, carries
an interest rate of 8%, and is not collateralized.  VCA also received
$250,000 from an additional third party manufacturer as a bridge loan. 
This bridge loan is due May 27, 1997, carries an interest rate of 8%,
and is collateralized by all of the accounts receivable of VCA.

3.  DEBT GUARANTEES

The debt guarantees of the Company and related entities and parties
are as follows:

[BULLET]  The $1,500,000 line of credit discussed in Note 2 has been
          guaranteed and 100% collateralized by cash for up to
          $1,500,000 by the chairman of the board of directors of
          Colorocs who is also chairman of the board of VCA.  The
          guarantee is secured by all of the assets of VCA and
          Colorocs.  The chairman was issued warrants in connection
          with this debt guarantee (See Note 10).

[BULLET]  The chairman of the board of Colorocs, who is also chairman
          of the board of VCA, has loaned  VCA $500,000 as discussed
          in Note 2.  The guarantee is secured by all of the assets of
          VCA and Colorocs.  

[BULLET]  One June 7, 1996, an additional member of the board of
          directors of Colorocs agreed to guarantee up to $1,500,000
          of VCA debt for a period of up to five years.  The guarantee
          is secured by all of the assets of VCA.  Warrants were also
          issued to this board member in connection with the guarantee
          (see Note 10).  This board member did not fulfill the debt
          guarantee prior to year end and the related warrants were
          canceled.

[BULLET]  Colorocs agreed to guarantee up to $1,000,000 of VCA debt
          for a period of five years. Colorocs has the first
          requirement to guarantee debt of VCA prior to the guarantees
          noted above.  Colorocs was issued warrants in connection
          with the guarantee (see Note 10).

4.   LICENSING AGREEMENTS

In December 1996, VCA entered into a technology licensing agreement
with VCC, a related entity, which allowed VCC to use VCA's On-TV[TM]
which allows Internet access to consumers using a television set by
means of the ViewCall On-TV[TM] Service.  This agreement has an
original term of three years and is renewable upon agreement by both
parties.  The Company recorded approximately $433,000 from VCC in
license revenue in the accompanying consolidated statement of
operations.

In November 1996, VCA entered into an agreement with Boca Research,
Inc. ("Boca"), an unrelated entity, to license the STB reference
design to Boca.  Boca agreed to pay $500,000 for this license.  As of
December 31, 1996 Boca had paid $250,000 of this amount and the
Company recognized this amount as license revenue in the accompanying
consolidated statement of operations.  The Company deferred the
remaining $250,000 and has included this amount as current deferred
income in the accompanying consolidated balance sheet.  Boca is
required to pay the remaining amount by August 1997.

In 1995, the Company entered into certain licensing agreements to use
the Colorocs' patented double transfer, single pass to paper color
imaging system.  The Company recorded other income for the year ended
December 31, 1995 for technology licensing of $4,273,906, net of
direct expenses.  The Company has deferred approximately $875,000 of 
income under these agreements as of December 31, 1996 and 1995. 
Income from these licensing agreements is shown net in other income in
the accompanying consolidated statement of operations for the year
ended December 31, 1995.  The Company had a $2,250,000 receivable from
one customer as of December 31, 1995, which was paid in 1996.

5.   JOINT VENTURE

In June 1996, VCA and VCE formed a 50/50 joint venture, ViewCall
Technology, Inc. ("VCT"), to develop the browser technology that VCA
will use in its STB reference design.  VCA, VCE, and Walzer
transferred all their rights to the browser technology to VCT.  VCA
invested $1,000,000 during 1996 for the development and implementation
of the technology.  VCT granted a royalty-free perpetual exclusive
license for North America to VCA and granted a royalty-free perpetual
exclusive license for Europe to VCE and also granted a license to the
rest of the world to Walzer upon payment of certain royalties, as
defined.  The investment of $1,000,000 is included in the 1996
research and development expense in the accompanying consolidated
statement of operations.  VCT had no operations for the year ended
December 31, 1996.  

6.   ACQUISITION

In December 1995, the Company acquired substantially all of the assets
of CoOperative Printing Solutions, Inc. for $47,872 in cash and 19,231
shares of the Company's common stock valued at approximately $100,000. 
The acquisition has been accounted for using the purchase method of
accounting, and accordingly, the acquired assets and liabilities have
been recorded at their estimated fair values at the date of
acquisition.  Allocation of the purchase price of the acquisition
resulted in goodwill of $168,303, which is being amortized over five
years.  The acquisition was not significant to the Company.

7.   INCOME TAXES

The provision for income taxes included in net income consists of a
provision of $1,332,000 for the year ended December 31, 1995. There
was no provision for or benefit from income taxes for the year ended
December 31, 1996 as a result of the establishment of a valuation
allowance.  The principal differences between the federal statutory
tax rate and the provision for income taxes for the year ended
December 31, 1995 are as follows:

                                            1995        1996

Federal statutory tax rate                  34.0%       34.0%
State taxes, net of federal tax benefit      4.0         4.0
Increase in valuation allowance              0.0       (38.0)
Other                                        0.1         0.0
                                            ----        ----
                                            38.1%        0.0%
                                            ====        ====

At December 31, 1995 and 1996, the Company had net operating loss
carryforwards and research and development tax credit carryforwards
for federal income tax purposes of approximately $13,088,000 and
$20,126,000 and $349,000 and $403,000, respectively, which are
available to offset future taxable income, if any, through 2009. 
Additionally, in 1995, the Company had a capital loss carryforward of
approximately $3,812,000 which expired in 1996.  The Company has
approximately $47,000 in foreign tax credit carryforwards which expire
in 1999.   If there is a change in ownership of greater than 50% of
the outstanding shares of the  Company's capital stock, as defined,
the Company's ability to utilize its net operating losses will be
subject to the limitations imposed by Internal Revenue Code Section
382.  These limitations could significantly affect the Company's
utilization of those losses.

The tax effect of temporary differences that give rise to deferred tax
assets and liabilities as of December 31, 1996 is as follows:

                                                          1996

Deferred tax assets:
   Inventory reserves                                $     97,000
   Research and development credit carryforward           403,000
   Net operating loss carryforwards                     7,648,000
   Foreign tax credit carryforwards                        47,000
   Other asset basis differences:
      Deferred licensing income                           333,000
      Patents                                              67,000
      Other, net                                          103,000
                                                     ------------
Gross deferred tax assets                               8,698,000
Deferred tax liabilities:
   Depreciation                                           (21,000)
Total deferred tax assets                               8,677,000
Valuation allowance                                    (8,677,000)
                                                     ------------
Net deferred tax assets                              $         --

                                                    =============

The change in the valuation allowance for deferred tax assets for the
years ended December 31, 1995 and 1996 was as follows:

                                           1995              1996

Balance, beginning of year              $6,178,000        $7,350,000
Decrease in valuation allowance          1,172,000         1,327,000
                                        ----------        ----------
Balance, end of year                    $7,350,000        $8,677,000
                                        ==========        ==========

Future realization of any net operating loss carryforward generated
prior to December 10, 1993, the date of bankruptcy, should first
reduce to zero the reorganization value in excess of amounts allocable
to identifiable assets and other intangible assets until exhausted and
thereafter be reported as an increase in additional paid-in capital. 
As a result, in 1995, the tax provision first reduced patent
intangible assets by $49,000, the only remaining amount of
reorganization value in excess of amounts allocable to identifiable
assets and other intangible assets.  The remaining 1995 tax provision
was a  realization of a pre December 10, 1993 net operating loss
carryforwards and was recorded as an increase to additional paid-in
capital.

In assessing the realizability of deferred tax assets, management
considers whether it is more likely than not that some portion or all
of the deferred tax assets will be realized.  The ultimate realization
of deferred tax assets is dependent upon the generation of future
taxable income by the Company during the periods in which those
temporary differences become deductible.  Management considers the
projected future taxable income and tax planning strategies in
determining the valuation allowance.

8.   COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company is obligated under a noncancelable lease agreement for its
corporate office space.  In addition, the Company leases various
office equipment at its corporate office under noncancelable lease
agreements expiring in May 1999.  Following is a schedule of future
minimum payments under the agreements:

                Year                    Amount

                1997                   $178,000           
                1998                     59,000
                1999                     23,000
                                       --------
                                       $260,000
                                       ========

Rent expense for the year ended December 31, 1996 and 1995 was $85,708
and $55,935, respectively.

In March 1997, VCA was given a notice of default in relation to an
operating lease agreement entered into in 1996 for the lease of
certain space.  The lease agreement requires lease payments of
approximately $12,000 per months for a term of 3  years with a total
commitment of approximately $430,000.  The Company has not entered the
space and has not paid any amounts under the lease for 1997.  The
lessor is seeking full performance under the lease agreement.  The
Company has accrued for $90,000 at December 31, 1996 which represents
management's estimate of the amount of exposure under the lease
agreement that will not be covered by subleasing income.

Litigation

On December 16, 1996, a director of Colorocs filed suit in Superior
Court of Gwinnett County against VCA in connection with the debt
guarantee discussed in Note 3.  The director agreed to guarantee debt
of VCA for up to $1,500,000.  In connection with this guarantee, the
director was issued a warrant to purchase 750,000 shares of VCA common
stock for $0.70 per share.  On November 6, 1996, VCA issued a letter
to the director to provide $750,000, representing one-half of the
guaranteed indebtedness to be funded by November 11, 1996.  No funds
were received by VCA before November 11, 1996.  On November 11, 1996,
VCA notified the director of the default and provided 3 days to cure
the default.  After the 3 day period elapsed, VCA canceled the
warrants for 750,000 share of commons stock of VCA claiming the
director was in default of the guarantee.  The director claims that at
no time was there a refusal to perform under the debt guarantee and
claims that VCA failed to provide a reasonable time period to perform
the obligation.  The director claims that the warrants can not be
canceled, and upon canceling by VCA, VCA was in default of the debt
guarantee agreement and relieved the director of the obligation.  The
director is seeking judgment that the warrant was fully vested and
earned and could not be canceled.  The Company plans to vigorously
defend this action and prosecute a counterclaim for the guarantee
amount. 

The Company is subject to legal proceedings and claims which have
arisen in the normal course of business.  In the opinion of
management, the amount of potential liability with respect to these
actions will not materially affect the financial position or results
of operations of the Company.  

Employment Agreements

The Company has certain employment agreements with members of
management at December 31, 1996.  The significant employment agreement
terms are as follows:

Colorocs:

[BULLET]  The president and chief operating officer of Colorocs has an
          employment agreement for a term of 12 months beginning April
          17, 1996 for a base salary of $160,000 and 101,500 options
          that vested 2/3 at the date of the signing of the agreement
          and 1/3 at the one year anniversary.  The employment
          agreement also includes a 3 year nonsolicitation and
          nondisclosure covenant.

VCA:

[BULLET]  The executive vice president and chief operating officer of
          VCA has an employment agreement for a term of 12 months
          beginning December 2, 1996.  The agreement provides for a
          base salary of $160,000 and an eligible bonus of up to
          $100,000.  The agreement provides for the grant of 170,000
          options to purchase common stock of VCA at $0.70 per share. 
          Subsequent to year end, the employee was issued an
          additional 240,000 options to purchase common stock of VCA
          at $0.70 per share.  Additionally, upon a merger,
          consolidation or change in ownership of VCA by more than
          50%, the employee receives two times the yearly salary and
          bonus noted above. The agreements contain nondisclosure and
          nonsolicitation covenants as well.

[BULLET]  VCA also has various other employment agreements with other
          vice presidents granting salary of up to $125,000 and
          performance bonuses of up to $100,000 based on management
          and the board of directors' discretion.  These agreements
          contain nondisclosure and nonsolicitation covenants as well.

9.   LONG-TERM INVESTMENTS

During 1995, the Company purchased 250,000 shares of common stock at
$1 per share or approximately 3% of VCE.  VCE develops and markets a
low-cost television set top box that provides users with direct access
to the Internet through a television and an ordinary telephone line. 
In connection with its investment in VCE, the Company obtained a
six-month exclusive license and an option to acquire a permanent
exclusive license, to distribute the STB in North America and Mexico. 
This investment is included in the accompanying consolidated balance
sheets as of December 31, 1996 and 1995.

During 1995, the Company sold its investment in Savin Corporation for
$144,000 in cash.  The related investment account and unrealized gain
on marketable equity securities were eliminated.

10.  SHAREHOLDERS' EQUITY

During April 1995, the Company's board of directors authorized a
1-for-20 reverse stock split.  During December 1995, the Company's
board of directors authorized a 25-for-1 split-up effective in the
form a dividend.  All share and per share amounts in the accompanying
financial statements have been restated to reflect the 1-for-20
reverse stock split and the 25-for-1 split-up effective in the form of
a dividend.  In 1996, the Company paid $13,273 to repurchase certain
fractional shares as a result of the stock split.

In 1996, an executive of the Company sold Colorocs common stock prior
to holding the stock for six months.  The profit of $5,750 on that
sale was paid to the Company by the executive.

Warrants

During 1996 and subsequent to year end, VCA issued the following
warrants:

[BULLET]  On June 7, 1996, VCA issued warrants to purchase 100,000
          shares of common stock of VCA at an exercise price of $0.70
          per share to a director related to the contribution of
          browser technology and the Walzer VCE license.  The warrants
          expire June 7, 2001 and are fully vested at December 31,
          1996.

[BULLET]  On June 7, 1996, VCA issued warrants to purchase 500,000
          shares of common stock of VCA at an exercise price of $0.70
          per share to Colorocs for the debt guarantee discussed in
          Note 3.  These warrants expire June 6, 2001 and were fully
          vested at December 31, 1996.  On January 16, 1997, these
          warrants were canceled and new warrants to purchase 937,500
          shares of common stock of VCA at an exercise price of $0.70
          per share were issued to Colorocs. These warrants expire
          January 16, 2002.  All of these warrants were canceled on
          April 2, 1997.  On April 2, 1997, VCA issued warrants to
          purchase 875,000 shares of common stock of VCA at an
          exercise price of $0.70 per share to Colorocs. These
          warrants expire April 4, 2002.  These changes were made in
          relation to the changes in the structure of the debt
          guarantee.  See Note 8, "Litigation".

[BULLET]  On June 7, 1996, VCA issued warrants to purchase 750,000
          shares of common stock of VCA at an exercise price of $0.70
          per share to the chairman of the board of Colorocs who is
          also a member of the board of directors of VCA for the debt
          guarantee discussed in Note 3. These warrants expire June 6,
          2001 and were fully vested at December 31, 1996.  On January
          16, 1997, these warrants were canceled and new warrants to
          purchase 1,062,500 shares of common stock of VCA at an
          exercise price of $0.70 per share were issued to the
          chairman.  Additional warrants were issued due to the amount
          of the debt guarantee. Subsequent to year-end, VCA issued
          warrants to purchase 62,500 shares of VCA common stock to
          the chairman as the debt owed by VCA was not paid by March
          1, 1997.  These warrants expire January 16, 2002.

[BULLET]  On June 7, 1996, VCA issued warrants to purchase 750,000
          shares of common stock of VCA at an exercise price of $0.70
          per share to a director of Colorocs for the debt guarantee
          discussed in Note 3. These warrants expire June 6, 2001.  In
          November 1996, VCA canceled the warrants for non performance
          under the debt guarantee as discussed in Note 8 under the
          heading "Litigation."

[BULLET]  On September 16, 1996, VCA issued warrants to purchase
          500,000 shares of common stock of VCA at an exercise price
          of $5.00 per share to a consumer electronics partner of VCA.
          These warrants expire September 16, 2002 and vest over time
          as defined in the agreement.  At December 31, 1996, 125,000
          of the warrants were vested.  

[BULLET]  On October 5, 1996, VCA issued warrants to purchase 37,500
          shares of common stock of VCA at an exercise price of $2.00
          per share to an unrelated consultant of VCA. These warrants
          expire September 30, 2001 and were fully vested at December
          31, 1996.  

[BULLET]  Subsequent to year end, VCA issued warrants to purchase
          50,000 shares of VCA common stock at an exercise price of
          $0.70, 137,500 shares of VCA common stock at an exercise
          price of $1.00, 130,334 shares of VCA common stock at an
          exercise price of $2.00, and  66,000 shares of VCA common
          stock at an exercise price of $3.00.  These warrants expire
          on dates ranging from February 6, 2002 to February 26, 2007
          and were issued to employees and consultants.

The value assigned to the above warrants was not material to the
operations of the Company for the year ended December 31, 1996.

11.      STOCK OPTIONS

During 1994, the Company adopted the 1994 Director Stock Option Plan,
("Colorocs Director Plan") which provides for the issuance of  up to
156,250 shares of the Company's common stock, and the 1994 Employee
Stock Option Plan, ("Colorocs Employee Plan") which, as amended in
1995, provides for the issuance of up to 62,500 shares of Colorocs'
common stock.  In addition to options granted in connection with the
1994 Director Stock Option Plan and the 1994 Employee Stock Option
Plan, as amended, the board of directors granted 101,500 stock options
in connection with an employment agreement in 1995.   The vesting of
the stock options has varied as determined by the board of directors. 
During 1996, VCA adopted the ViewCall America, Inc. 1996 Long-Term
Incentive Plan (the "1996 VCA Plan"), which provides for the issuance
of options for up to 2,500,000 stock options for common stock of VCA,
stock appreciation rights, restricted stock awards, performance share
awards, dividend equivalent awards, or other stock-based award issued
under this plan.  A summary of the stock option activity under all
plans is as follows:

Colorocs Director and Employee Plans:

<TABLE>
                                  Shares    Price Range   Weighted Average Exercise Price
<S>                              <C>       <C>                     <C>
Outstanding-December 31, 1994    234,850       $0.95               $0.95
Granted in 1995                  113,025   $1.50 - 3.32            $1.81
Canceled in 1995                 (78,600)      $1.50               $1.50
                                 -------
Outstanding-December 31, 1995    269,275   $0.95 - 3.32            $1.31
Granted in 1996                   58,846   $5.20 - 7.75            $6.50
Exercised in 1996                (40,150)  $0.95 - 3.32            $1.19
Canceled in 1996                 (25,025)  $3.32 - 7.75            $7.57
                                 -------
Outstanding-December 31, 1996    262,946   $0.95 - 7.75            $1.89
                                 =======

Vested and exercisable options 
at December 31, 1996             227,789   $0.95 - 7.75            $1.92
                                 =======
Vested and exercisable options 
at December 31, 1995             192,750   $0.95 - 3.32            $0.98
                                 =======
Options available for future 
grants at December 31, 1996       82,329

                                 =======
</TABLE>


1996 VCA Plan:
<TABLE>
                                  Shares    Price Range   Weighted Average Exercise Price
<S>                              <C>       <C>                     <C>
Outstanding-December 31, 1994          0         --                   --
Granted in 1995                        0         --                   --
Canceled in 1995                       0         --                   --
                                 -------   ------------            -----

Outstanding-December 31, 1995          0         --                   --
Granted in 1996                2,210,225   $0.70 - 4.00            $0.77
Exercised in 1996                      0         --                   --
                               ---------
Outstanding-December 31, 1996  2,210,225   $0.70 - 4.00            $0.77
                               =========
Vested and exercisable options
at December 31, 1995 and 1996          0         --                   --
                               =========
Options available for future 
grants at December 31, 1996      289,775
                               =========
</TABLE>

All Colorocs options granted in 1995 and 1996 were granted at fair
market value on the date of grant.  All VCA options granted during
1996 had a fair market value of $0.70 per share.

Subsequent to year end, the Company granted an additional 402,000
options to purchase VCA common stock for $0.70 to $2.00 per share. 
The Company also accelerated the vesting of 142,942 options to
purchase VCA common stock related to termination agreements with
certain employees.  Employees forfeited options to purchase 161,783
shares of VCA common stock as a result of the termination agreements
subsequent to year end.  All forfeited options under the 1996 VCA Plan
are then available for grant.  

During 1995, the FASB issued SFAS No. 123, "Accounting for Stock-Based
Compensation" which defines a fair value-based method of accounting
for an employee stock option plan or similar equity instrument. 
However, it also allows an entity to continue to measure compensation
cost of those plans using the method of accounting prescribed by
Accounting Principles Board ("APB") Opinion No. 25, "Accounting for
Stock Issued to Employees."  Entities electing to remain with the
accounting in APB No. 25 must make pro forma disclosures of net income
(loss) and, if presented, earnings (loss) per share, as if the fair-
value based method of accounting defined in the statement had been
applied.

The Company has elected to account for the Colorocs Director Plan, the
Colorocs Employee Plan and the 1996 VCA Plan under APB No. 25;
however, the Company has computed for pro forma disclosure purposes
the value of all options granted during 1995 and 1996 using the
Black-Scholes option pricing model as prescribed by SFAS No. 123 using
the following weighted average assumptions used for grants in 1995 and
1996:

     Risk-free interest rate.......................... 5.37 to 7.00%
     Expected dividend yield.......................... 0
     Expected lives................................... 6 years
     Expected volatility.............................. 64%

The total value of the options granted during the years ended December
31, 1995 and 1996 were computed as approximately $82,000 and $277,000,
respectively, which would be amortized over the vesting period of the
options.  If the Company had accounted for these plans in accordance
with SFAS No. 123, the Company's reported pro forma net income (loss) 
and pro forma net income (loss)  per share for the years ended
December 31, 1995 and 1996 would have changed to the following pro
forma amounts (in thousands):
<TABLE>
                                                                       1995           1996
     <S>                                                              <C>           <C>
     Net income (loss):
          As reported in the financial statements                     $2,163        $(7,160)
          Pro forma in accordance with SFAS No. 123                   $2,081        $(7,437)        
     Net income (loss) per common and 
         common equivalent share:
          Primary - as reported in the financial statements             1.08          (3.51)
          Primary -pro forma in accordance with SFAS No. 123            1.04          (3.64)
     Fully diluted - as reported in the financial statements            1.07          (3.51)
          Fully diluted -pro forma in accordance with SFAS No. 123      1.03          (3.64)
</TABLE>

As noted above, the 1996 VCA Plan provides for the issuance of stock
appreciation rights, performance share awards, dividend equivalent
awards, or other stock based awards.  No such awards were issued in
1996.  

12.    RELATED-PARTY TRANSACTIONS

Colorocs has a consulting agreement with the chief executive officer
and chairman of the board of Colorocs who is also chairman of the
board of VCA.  Colorocs paid approximately $200,000 in consulting fees
to the director for the year ended December 31, 1996. 

As noted in Note 3, Colorocs and certain shareholders of the Company
entered into agreements to guarantee VCA debt, subject to certain
conditions.  In connection therewith, VCA granted warrants to purchase
shares of VCA common stock as discussed in Note 10.

As discussed in Note 2, the Company borrowed $500,000 from the chief
executive officer and chairman of the board of directors, a related
party.  The note is collateralized by all of the assets of the Company
and its subsidiaries.  During 1996, the Company paid approximately 
$4,000 in interest to the chairman of the board of directors in
connection with this note payable.

Reference is herein made to Notes 1, 4, 5 and 9 for transactions
related to the Company, VCA, VCSA, VCC, VCT, VCE and the related
ownership and accounting for each.

13.    CONCENTRATION OF CREDIT RISK AND SUPPLY OF INVENTORY

On October 1, 1994, the Company entered into an agreement with Sharp
Corporation ("Sharp") for the continuing supply of spare parts and
consumables for the Company's line of copiers and printers.  This
agreement provided the Company with an assured supply of essential
parts and consumables for a five- year period with exclusive
distribution rights in the United States, Canada, and Mexico.  Total
purchases from Sharp by the Company were approximately $159,000 and
$529,000 for the years ended December 31, 1996 and 1995, respectively.

In connection with the agreement with Sharp, the Company is
repurchasing 54,082 shares of Colorocs common stock issued to Sharp as
a result of the Company's bankruptcy proceedings for a sum of
approximately $200,000 unless the agreement is previously terminated
by either party.  According to the agreement, the full sum of money
must be paid before the shares are returned.  The Company has paid
approximately $125,000 to Sharp for these shares as of December 31,
1996.  This amount is included in  prepaid expenses in the
accompanying consolidated balance sheet.  

A single customer accounted for approximately $329,000 or 18% of the
Company's revenues, for the year ended December 31, 1995.  Accounts
receivable from this one customer accounted for approximately $19,000
of accounts receivable as of December 31, 1995.  VCA sold two
technology license agreements to VCC and Boca in 1996 for
approximately $933,000 and recognized approximately $683,000 as
license revenue in the accompanying statements of operations.  At
December 31, 1996, the Company had receivables of $250,000 related to
these license agreements included in the accompanying consolidated
balance sheet.  No other customer accounted for more that 10% of
income in 1996.  

14.  SUPPLEMENTAL CASH FLOW INFORMATION

Cash paid for income taxes amounted to $0 and $35,473 for the years
ended December 31, 1996 and 1995, respectively.  Cash paid for
interest was $8,679 and $0 for the years ended December 31, 1996 and
1995, respectively.


ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE.

On December 8, 1995, the engagement of BDO Seidman, LLP, the
independent accountants which audited the Company's financial
statements for the fiscal year ended December 31, 1994, was officially
terminated by the Company and the Board of Directors of the Company
approved the engagement of Arthur Andersen LLP as the independent
auditors of the Company for the fiscal year ended December 31, 1995.  


                              PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; 
COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.

The information required by Item 401 of Regulation S-B regarding the
directors of the Company is set forth under the caption "Proposal 1 -
Election of Directors - Nominees" in the Company's Proxy  Statement
for the 1997 Annual Meeting of Shareholders to be held on June 23,
1997.  Such information is incorporated herein by reference. 
Information required by Item 401 of Regulation S-B regarding the
executive officers of the Company is set forth below.  Information
required by Item 405 of Regulation S-B regarding compliance with the
reporting requirements of Section 16(a) of the Securities Exchange Act
of 1934 by the Company's directors and executive officers and
beneficial owners of more than ten percent of the Company's Common
Stock is set forth under the caption "Section 16(a) Beneficial
Ownership Reporting Compliance" in the Company's Proxy Statement
referred to above.  Such information is incorporated herein by
reference.


Executive Officers

Rudolph P. Russo, age 67, Chairman of the Board and Chief Executive
Officer.  Mr. Russo has served as a director of the Company since
December 10, 1993.  He served as Co-Chairman of the Board from
December 10, 1993 until May 13, 1994 and has served as Chairman of the
Board since May 13, 1994.  Mr. Russo is an attorney-at-law in
Poughkeepsie, New York where he has been in private practice since
1957.

Alan McKeon, age 34, President and Chief Operating Officer. Mr. McKeon
has served as President since joining the Company in April 1995. 
Following the incorporation of VCA in June 1996 he has additionally
served as President and Chief Executive Officer of VCA.  From 1991
until 1995, Mr. McKeon served as Vice President, Sales of Iterated
Systems, Inc., a leader in technology for digital compression.  From
1989 until 1991, Mr. McKeon served as OEM business development manager
for Microsoft Ltd., and from 1986 until 1989, he served as European
Sales Manager for a subsidiary of Dun and Bradstreet Software.

ITEM 10.  EXECUTIVE COMPENSATION

Executive Compensation

The information required by this item regarding executive compensation
is set forth under the captions "Proposal 1 - Election of Directors -
-Director Compensation" and "Executive Compensation" in the Proxy
Statement referred to in Item 9 above.  Such information is
incorporated herein by reference.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

The information required by this item regarding ownership of the
Company's Common Stock as of December 31, 1996 by certain persons is
set forth under the captions "Voting - Principal Shareholders" and
"Proposal 1 - Election of Directors - Nominees" in the Proxy Statement
referred to in Item 9 above.  Such information is incorporated herein
by reference.


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The information required by this item regarding certain relationships
and transactions between the Company and certain of its affiliates is
set forth under the caption "Certain Transactions" in the Proxy
Statement referred to in Item 9 above.  Such information is
incorporated herein by reference.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

     The following exhibits are filed with or incorporated by
     reference in this report.  Where such filing is  made by
     incorporation by reference to a previously filed registration
     statement or report, such registration statement or report is
     identified in parentheses.  The Company will furnish any exhibit
     upon request to Investor Relations, Colorocs Information
     Technologies, Inc., 5600 Oakbrook Parkway, Suite 240, Norcross,
     GA  30093-1843, (770) 447-3570.  There is a charge of $0.50 per
     page to cover expenses of copying and mailing.  See the Index of
     Exhibits included with the exhibits filed as part of this report.

     2.1  Plan of Reorganization, as amended and restated on March 17,
          1993, and as modified by  Modification filed on June 2, 1993
          (Exhibit 2.1 to the Company's Current Report on Form 8-K
          dated September 30, 1991)

     3(i) Articles of Incorporation of the Company, as amended through
          December 21, 1995 (Exhibit 3.1 to the Company's Annual
          Report on Form 10-KSB for the year ended December 31, 1995)
          (a)  Articles of Amendment to the Articles of Incorporation
               effective as of May 9, 1995
          (b)  Articles of Amendment to the Articles of Incorporation
               effective as of December 13, 1995

     3(ii)Bylaws of the Company, as amended through June 7, 1990
          (Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q
          for the quarter ended September 30, 1990)

     10.1 Lease Agreement by and between AP Southeast Portfolio
          Partners, L.P. and the Company dated February 14, 1994.
          (Exhibit 10.6 to the Company's Annual Report on Form 10-KSB
          for the year ended December 31, 1993)

     10.2 Lease Agreement by and between The Northwestern Mutual Life
          Insurance Company and VCA dated October 21, 1996 - filed
          herewith

     10.3 Spare Parts and Consumables (Partscon) Agreement dated
          October 1, 1994 between the Company and Sharp Corporation
          (Exhibit 10.5 to the Company's Annual Report on Form 10-KSB
          for the year ended December 31, 1994)

     10.4 Asset Purchase Agreement among the Company, Guy Mariande and
          CoOperative Printing Solutions, Inc. dated December 5, 1995
          (Exhibit 10.5 to the Company's Annual Report on Form 10-KSB
          for the year ended December 31, 1995)

     10.5 Management Compensation Agreements:
          (a)  1994 Employee Stock Option Plan (Exhibit 10.6(a) to the
               Company's Annual Report on Form 10-KSB for the year
               ended December 31, 1995)
          (b)  1994 Director Stock Option Plan (Exhibit 10.6(b) to the
               Company's Annual Report on Form 10-KSB for the year
               ended December 31, 1995)
          (c)  Employment Agreement, as amended,  between the Company
               and Alan McKeon dated April 4, 1995 (Exhibit 10.6(c) to
               the Company's Annual Report on Form 10-KSB for the year
               ended December 31, 1995)

     10.6 Debt guarantee agreements:
          (a)  Agreement dated June 7, 1996 between VCA and Rudolph P.
               Russo - filed herewith
          (b)  Agreement dated June 7, 1996 between VCA and Colorocs
               Information Technologies, Inc. - filed herewith

     10.7 Warrant agreements:
          (a)  Agreement dated June 7, 1996 between VCA and Rudolph P.
               Russo - filed herewith
          (b)  Agreement dated June 7, 1996 between VCA and Colorocs
               Information Technologies, Inc.  - filed herewith

     10.8 Warrants:
          (a)  Warrant dated January 16, 1997 for the purchase of VCA
               Common stock by Rudolph P. Russo - filed herewith
          (b)  Warrant dated April 2, 1997 for the purchase of VCA
               Common stock by Rudolph P. Russo - filed herewith
          (c)  Warrant dated April 2, 1997 for the purchase of VCA
               Common stock by Colorocs Information Technologies, Inc.
               - filed herewith

     21   Subsidiaries of the Issuer - filed herewith

     23   Consent of Independent Accountants - filed herewith

     27   Financial Data Schedule - filed herewith





(b)  Reports on Form 8-K

     No Current Reports on Form 8-K were filed by the Company during
the quarter ended   December 31, 1996.

                             SIGNATURES

In accordance with the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the issuer has caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized,
on April 10, 1997.

                              Colorocs Information Technologies, Inc.
                              (Issuer)



                              By:  /s/ Alan McKeon
                                  Alan McKeon
                                  President and Chief Operating
                                  Officer 

In accordance with the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Issuer and in the capacities indicated on April 10,
1997.

Signatures

/s/ Rudolph P. Russo                /s/ Alan McKeon
Rudolph P. Russo, Chairman of       Alan McKeon, President, Chief
the Board and Chief Executive       Operating Officer and Chief
Officer                             Financial and Accounting Officer

/s/ Melton Harrell                 /s/ Joseph Wallace
Melton Harrell, Director           Joseph Wallace, Director

/s/ Nicholas M Russo               
Nicholas M Russo, Director




               COLOROCS INFORMATION TECHNOLOGIES, INC.
                                                         
                      INDEX OF EXHIBITS       



Exhibit No.             Description                        Page No.

2.1            Plan of Reorganization, as amended and
               restated on March 17, 1993, and as modified 
               by  Modification filed on June 2, 1993 
               (Exhibit 2.1 to the Company's Current Report
               on Form 8-K dated September 30, 1991)

3(i)           Articles of Incorporation of the Company, 
               as amended through December 21, 1995 
               (Exhibit 3.1 to the Company's Annual Report 
               on Form 10-KSB for the year ended December
               31, 1995)

              (a)  Articles of Amendment to the Articles of
               Incorporation effective as of May 9, 1995
               (b)  Articles of Amendment to the Articles of
               Incorporation effective as of December 13, 1995

3(ii)          Bylaws of the Company, as amended through June 
               7, 1990 (Exhibit 3.1 to the Company's Quarterly
               Report on From 10-Q for the quarter ended 
               September 30, 1990)

10.1           Lease Agreement by and between AP Southeast 
               Portfolio Partners, L.P. and the Company dated 
               February 14, 1994. (Exhibit 10.6 to the 
               Company's Annual Report on Form 10-KSB for 
               the year ended December 31, 1993)

10.2           Lease Agreement by and between The Northwestern
               Mutual Life Insurance Company and VCA dated 
               October 21, 1996

10.3           Spare Parts and Consumables (Partscon) Agreement
               dated October 1, 1994 between the Company and
               Sharp Corporation (Exhibit 10.5 to the Company's
               Annual Report on Form 10-KSB for the year ended
               December 31, 1994)

10.4           Asset Purchase Agreement among the Company, Guy
               Mariande and CoOperative Printing Solutions,
               Inc. dated December 5, 1995 (Exhibit 10.5 to
               the Company's Annual Report on Form 10-KSB for
               the year ended December 31, 1995)

10.5           Management Compensation Agreements:

               (a) 1994 Employee Stock Option Plan (Exhibit
                   10.6(a) to the Company's Annual Report on
                   Form 10-KSB for the year ended December 31,
                   1995)
               (b) 1994 Director Stock Option Plan (Exhibit 
                   10.6(b) to the Company's Annual Report on
                   Form 10-KSB for the year ended December 31,
                   1995)
               (c) Employment Agreement, as amended, between
                   the Company and Alan McKeon dated April 4, 
                   1995 (Exhibit 10.6(c) to the Company's
                   Annual Report on Form 10-KSB for the year
                   ended December 31, 1995)

10.6           Debt guarantee agreements:

               (a) Agreement dated June 7, 1996 between VCA
                   and Rudolph P. Russo 
               (b) Agreement dated June 7, 1996 between VCA 
                   and Colorocs Information Technologies, Inc.

10.7           Warrant agreements:

               (a) Agreement dated June 7, 1996 between VCA
                   and Rudolph P. Russo
               (b) Agreement dated June 7, 1996 between VCA 
                   and Colorocs Information Technologies, Inc.

10.8           Warrants:

               (a) Warrant dated January 16, 1997 for the
                   purchase of VCA Common stock by Rudolph
                   P. Russo 
               (b) Warrant dated April 2, 1997 for the 
                   purchase of VCA Common stock by Rudolph
                   P. Russo 
               (c) Warrant dated April 2, 1997 for the
                   purchase of VCA Common stock by Colorocs
                   Information Technologies, Inc. 

21             Subsidiaries of the Issuer 

23             Consent of Independent Auditors 

27             Financial Data Schedule