UNITED STATES

                         SECURITIES AND EXCHANGE COMMISSION

                               Washington, D.C. 20549

                                      FORM 10Q

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

                    For the quarterly period ended January 31, 1997

                                         OR

                   [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or
                    15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

              or the transition period from              to          
                                            ____________    _____________

                           Commission File Number 0-11718


                                   Stevia Company, Inc.            
          _________________________________________________________________
              (Exact name of registrant as specified in its charter)


              Illinois                                    36-2967419 
              _______________________________         ____________________
              (State or other jurisdiction of         (I.R.S. Employer
              incorporation or organization)          Identification No.)


             1940 East Devon  Avenue, Elk Grove Village, Illinois     60007
             ______________________________________________________________
             (Address of principal executive offices)            (Zip Code)

          Registrant's telephone number, including area code: (847) 593-0226 

          Indicate by check mark whether the registrant (1) has filed all
          reports required to be filed by Section 13 or 15(d) of the
          Securities Exchange Act of 1934 during the preceding 12 months
          (or for such shorter period that the registrant was required to
          file such reports), and (2) has been subject to such filing
          requirements for the past 90 days.

          Yes   X   No        
              _____    _____

          Number of shares outstanding of common stock as of the close of
          the period covered by this report:  32,195,300

          Page 1 of 17 pages contained in the sequential numbering system.

<PAGE>
                            PART 1 - FINANCIAL INFORMATION



          Item 1.   FINANCIAL STATEMENTS




          Board of Directors and Shareholders
          Stevia Company, Inc.
          Elk Grove Village, Illinois






          The accompanying balance sheet of STEVIA COMPANY, INC. at January
          31,  1997 and the related statements of operations, shareholders'
          equity  and changes  in  financial position  for  the nine  month
          periods ended January 31, 1997  and 1996 were not audited; howev-
          er,  the financial statements for  the nine months periods ending
          January 31,  1997 and  1996 reflect  all adjustments  (consisting
          only of normal reoccurring adjustments) which are, in the opinion
          of  management,  necessary to  provide  a fair  statement  of the
          results of operations for the interim period presented.

          The financial statements  for the year ended April  30, 1996 were
          not audited pursuant  to Rule 210.3-11 promulgated  under Securi-
          ties  and Exchange Act of 1934; however, the financial statements
          for the fiscal year ending April 30, 1996 reflect all adjustments
          (consisting only of normal reoccurring adjustments) which are, in
          the opinion of management, necessary to provide  a fair statement
          of the results of operations for the fiscal year presented.








                                STEVIA COMPANY, INC.




          March 7, 1997


                                          2

<PAGE>
<TABLE>
                                 STEVIA COMPANY, INC.
                                    BALANCE SHEET
                                        ASSETS
<CAPTION>
                                             January 31, 1997  April 30, 1996
                                                  Unaudited       Unaudited 
                                                _____________  ______________
     <C>                                        <S>             <S>
     CURRENT ASSETS
        Cash                                            1,964          1,431
        Accounts Receivable - Other (Note 3)            8,153          7,339
        Inventories                                    26,729         26,729
        Prepaid Expenses                                  583              5
                                                _____________  ______________
               Total Current Assets                    37,429         35,504 
     PROPERTY AND EQUIPMENT (Notes 1 and 3)
       Land                                             1,127          1,127
       Furniture and Equipment                         44,750         44,750
       Building                                       483,200        483,200
       Idle Equipment                                 121,728        121,728
                                                 _____________  _____________
                                                      650,805        650,805
       Less:  Accumulated Depreciation                (95,067)       (83,562)
                                                 _____________  _____________
                                                      555,738        567,243
                                                 _____________  _____________
     OTHER ASSETS
       Patents, Net of Amortization                    13,505         14,675
       Investment in Affiliated Company
         (Note 4)                                         -               - 
                                                  ____________  _____________
                                                      606,672        617,423
                                                  ____________  _____________
</TABLE>
<TABLE>
<CAPTION>
                         LIABILITIES AND SHAREHOLDERS' EQUITY

     <C>                                          <S>           <S>
     CURRENT LIABILITIES
       Accounts Payable                                31,597         33,268
       Notes Payable-Officer
        (Notes 4 and 6)                                 7,588          7,588
       Notes Payable-Other (Note 6)                        -              -
       Due to Affiliates (Note 4)                     343,758        328,772
       Accrued Executive Compensation                 124,524        124,524 
       Deferred Rent                                      308             56
       Accrued Expenses                                14,705         11,373
                                                  ___________  ______________
               Total Current Liabilities              522,480        505,581
                                                  ___________  ______________
                                                  -----------  --------------
     NON-CURRENT LIABILITIES
       Tenant Security Deposit                          3,245          3,245
                                                  ___________  ______________

     COMMITMENTS AND CONTINGENCIES
       (Notes 5, 9 and 10)                                 -             - 
                                                  ___________  ______________

     SHAREHOLDERS' EQUITY (Notes 4 and 7)
       Common Stock, No Par Value, 100,000,000
        Shares Authorized as of April 30, 1995
        and January 31, 1996; Issued 32,195,300
        Shares at April 30, 1995 and January 31,
          1996                                       2,088,001     2,088,001
       Additional Paid in Capital                          100           100
       Accumulated Deficit                          (2,007,154)   (1,979,504)
                                                  ____________  _____________
                                                        80,947       108,597
                                                  ____________  _____________
                                                       606,672       617,423
                                                  ____________  _____________

<FN>
     The accompanying notes are an integral part of the financial statements.
</TABLE>
                                          3

<PAGE>
<TABLE>
  
                                  STEVIA COMPANY, INC.

                                STATEMENT OF OPERATIONS

                                       Unaudited

<CAPTION>       
                                  Three Months Ended       Nine Months Ended   
                                      January 31,             January 31,
                                     1997        1996       1997        1996
                                  __________  _________  __________  ________
<S>                               <C>         <C>        <C>         <C>
     REVENUES
       Sales                           -           -          -          -  

     COST OF SALES                     -           -          -          -
                                  __________  _________  __________  ________
     Gross Profit (Loss)               -           -          -          -

     OPERATING EXPENSES
     Marketing                         -           -            28       -    
     Research and Development         520          676       1,171      2,028
     General and Administrative    16,161       14,865      45,127     45,132
                                  ___________  _________  ___________ _______
                                   16,681       15,541      46,326     47,160
                                  ___________  _________  ___________ _______

     Loss From Operations         (16,681)     (15,541)    (46,326)  (47,160)
                                  ___________  _________  ___________ _________
     
     OTHER INCOME AND (EXPENSE)
     Rental Income                  6,768       5,392       18,676     15,372
                                 ___________  _________  ___________ ________
                                    6,768       5,392       18,676     15,372
                                 ___________  _________  ___________ ________
     NET LOSS                      (9,913)    (10,149)     (27,650)   (31,788)
                                 ____________  _________  ___________ _______
     
          
     NET LOSS PER COMMON SHARE
         (Note 8)                 (.001)      (.001)       (.001)    (.001)
                               ___________  __________  ___________ _______
                        
   WEIGHTED AVERAGE COMMON
   SHARES OUTSTANDING         32,195,300   32,195,300   32,195,300  32,195,300
                              ___________  __________  ____________ __________
    
          












<FN>
     The accompanying notes are an integral part of the financial statements.
</TABLE>

                                          4

<PAGE>
<TABLE>

                                   STEVIA COMPANY, INC.

                           STATEMENT OF SHAREHOLDERS' EQUITY

                           NINE MONTHS ENDED JANUARY 31, 1997

                                       Unaudited
<CAPTION>
                                                                       Total
                                                Additional             Share-
                            Common Stock        Paid-in                holders'
                        Shares        Amount    Capital     (Deficit)  Equity 
                      __________  __________  _________  ___________ _________
<S>                   <C>         <C>         <C>        <C>          <C>
  BALANCE
    May 1, 1996      32,195,300   2,088,001    100      (1,979,504)  108,597

  NET INCOME (LOSS)       -          -          -       (   27,650) ( 27,650)
                      __________  __________  _________  ___________ _________

  BALANCE,
   January 31, 1997  32,195,300   2,088,001    100      (2,007,154)   80,947
                      __________  __________  _________  ___________ _________



<FN>
    The accompanying notes are an integral part of the financial statements
</TABLE>


                                       5

<PAGE>
<TABLE>

                              STEVIA COMPANY, INC.

                   STATEMENT OF CHANGES IN FINANCIAL POSITION

                                    Unaudited
        
<CAPTION>
                                              Nine Months Ended January 31,
                                                  1997             1996
                                               ______________    _________
  <S>                                          <C>              <C>
  OPERATING ACTIVITIES:
  Net Loss                                          (27,650)       (31,788)
  Adjustments to Reconcile Net (Loss) to Net
    Cash Used by Operating Activities:
  Depreciation and Amortization                      12,675         13,533
  Changes in Operating Assets and Liabilities:
    (Increase) Decrease in Receivables                 (814)        (3,688)
    (Increase) Decrease in Inventories
     and Prepaid Expenses                              (578)          (607)
  Increase (Decrease) in Accounts Payable and
    Accrued Expenses                                  1,914          5,714
  Increase (Decrease) in Due to Affiliates
    (Note 4)                                         14,986         16,141  
                                                _____________     _________
  Net Cash Provided (Used) by Operating
    Activities                                          533           (695) 
                                                _____________      _________

 INVESTING ACTIVITIES:
   Net Cash Provided (Used) by
   Investing activities                                  -               -  
                                                 _____________    _________

 FINANCING ACTIVITIES:
  Proceeds From (Repayments of) Notes (Note 6)          -             (692) 
                                                  _____________   _________
  Net Cash Provided (Used) by Financing
    Activities                                          -             (692) 
                                                  _____________   _________
  Increase (Decrease) in Cash and
  Cash Equivalents                                      533         (1,387)
  Cash and Cash Equivalents at
  Beginning of Period                                 1,431          1,479  
                                                  ______________   _________

  Cash and Cash Equivalents at End of Period          1,964             92  
                                                  ______________   _________

<FN>
     The accompanying notes are an integral part of the financial statements.
</TABLE>

                                        6

<PAGE>

                               STEVIA COMPANY, INC.

                           NOTES TO FINANCIAL STATEMENTS


         1.   Summary of Significant Accounting Policies:

               Inventories - Harvested  crop inventories are stated  at the
          lower of cost (determined by actual specific production cost)  or
          market value (less estimated cost of disposal).

               Components of inventories are as follows:
<TABLE>
<CAPTION>
                                           January 31, 1997  April 30, 1996 
                                           ________________  ______________
                              <S>          <C>               <C>

                              Seeds             19,767           19,767
                              Leaves             6,962            6,962
                                             _____________  ______________
                                             $  26,729      $    26,729  
                                             _____________  ______________

</TABLE>

               Research  and Development, and Patents - Research and devel-
          opment expenditures, including depreciation  of laboratory equip-
          ment,  are charged  to  operations  as incurred.    The costs  of
          obtaining  patents,  primarily  legal fees,  are  capitalized and
          amortized over seventeen years on the straight-line method.

               Property and Equipment  - Property and equipment  are stated
          at  cost.  Depreciation and amortization are computed,  primarily
          on  the straight-line and accelerated methods, over the estimated
          useful lives of  the respective assets.   Repairs and maintenance
          are charged  to expenses  as incurred;  renewals and  betterments
          which  significantly extend the useful lives of existing property
          and equipment are capitalized.

          2.   Company Organization and Description:

               Stevia Company, Inc. was incorporated under the laws of  the
          State of Illinois on November 22, 1976.

               The Company was organized  primarily to engage in  the busi-
          ness of developing and manufacturing natural products,  including
          sweeteners, derived from the Stevia rebaudiana plant.

          3.   Property and Equipment:

               In  1986, the Company  completed construction of  a building
          for a  sweetener production  facility in  Pueblo,  Colorado on  a
          parcel of land (25 acres) acquired by the Company.  The net price
          for construction of the building  was $483,200.  The Company also
          purchased certain equipment for its processing facility.  Comple-
          tion of  the processing  facility was terminated  in 1987  due to
          lack of funds.  See Footnote 11.
           

                                       7

<PAGE>

                                 STEVIA COMPANY, INC.

                            NOTES TO FINANCIAL STATEMENTS


               On September 1, 1993, the Company entered into  a three-year
          lease  for its  Pueblo, Colorado  facility  with an  unaffiliated
          third party.   The tenant was granted  two one-year options and a
          first right of refusal to  purchase the Pueblo, Colorado facility
          in  the event  the Company  sells  or otherwise  disposes of  the
          facility.   The lease provides for  base rent of $19,473  for the
          first  two years,  $20,466 for  the third  year, $22,394  for the
          first  option  year  and  $23,264 for  the  second  option  year.
          Effective on September 1,  1996, the tenant exercised  its option
          to extend the lease  for one year.  At April  30, 1996 the tenant
          owed $7,339 and  on January  31, 1997 $8,153  in unpaid rent  and
          taxes due under the lease.

          4.   Related Party Transactions:

               The Company was indebted to affiliated companies as follows:

                                                  January 31,    April 30,
                                                    1997           1996  
                                                  _________      _________
               F.K. Suzuki International, Inc.    $  70,412      $  70,412
               Biosynergy, Inc.                   $ 273,346      $ 258,360
                                                  _________      _________
                         Totals                   $ 343,758      $ 328,772
                                                  _________      _________
          
               The amount due to F.K. Suzuki International, Inc. is the net
          license fees due under an irrevocable exclusive license agreement
          with F.K.  Suzuki International, Inc.  described in Note  9, less
          certain prepayments  and discounts  with regard  to such  license
          agreement.

               The  Company shares  common  offices with  Biosynergy,  Inc.
          Each  company  has incurred certain shared  office expenses which
          have been  allocated to the other  company.  The  Company has not
          been able to reimburse Biosynergy,  Inc. on a regular basis which
          has resulted in a net payable  of $273,346 at January 31, 1997 as
          compared to a net payable of $258,360 at April 30, 1996.        
                               
               The Company and its affiliates are related through Common  
          Stock ownership as follows on January 31, 1997.
<TABLE>

                                   S T O C K   O F   A F F I L I A T E S 
                           _________________________________________________
<CAPTION>
                                                     F.K. Suzuki
                          Stevia      Biosynergy     International   Medlab
       Stock Owner        Company      Inc.          Inc.             Inc.
       ___________        ________    __________     _____________   _____
       <S>                <C>         <C>            <C>             <C>
      Stevia Company, Inc.    -         13.8%             -            -
      Biosynergy, Inc.        .4%         -               -            -
      F.K. Suzuki
      International, Inc.   55.8%       18.8%             -         100.0%
      Medlab, Inc.            -           -               -            -
      Fred K. Suzuki,
      Officer/Director        -           -             35.6%          -
      Lauane C. Addis,
      Officer/Director        .1%         .1%           32.7%          -
      James F. Schembri,      .2%       12.9%             -            -
       Director
</TABLE>
                                           8
<PAGE>

                                 STEVIA COMPANY, INC.

                             NOTES TO FINANCIAL STATEMENTS

          4.   (Continued)

               On  July 7, 1983,  Biosynergy, Inc. (an  affiliated company)
          successfully   completed  a public  offering.   As  part of  this
          public offering  the Company  exchanged 1,058,181  shares of  its
          Common  Stock for 2,000,000  shares of Biosynergy,  Inc.'s Common
          Stock.  The Common Stock of the  Company had no book value at the
          time of the exchange;  thus no dollar value  was assigned to  the
          transaction. 

         The Company has sold 100,000  of these shares.  Although Biosynergy,
         Inc.'s Common Stock  can be traded  in the over-the-counter
         market, there is  no established public  trading market for  such
         Common Stock due to limited and sporadic trades.

               In June, 1993,  Fred K.  Suzuki, President  of the  Company,
          advanced $7,587.75  to the Company  for payment of  the Company's
          share of the costs, including  legal fees, of settling a lawsuit.
          Biosynergy, Inc., an  affiliate, loaned $3,000.00 to  the Company
          for payment of real estate taxes on the Company's Pueblo, Colora-
          do facility.   This loan was  paid with interest on  December 12,
          1996.  See also Note 6.

          5.  Lease Commitments:

               The  Company shares offices  in Elk Grove  Village, Illinois
          with Biosynergy, Inc.  The  master lease for these offices, which
          expires January 31, 2001, is in the name of Biosynergy, Inc.  The
          total annual base rent for  these premises is $60,500.00 for year
          1, $68,199.96 for  years 2 and 3, and $69,300 for  years 4 and 5.
          The Company's portion is $9,075.00  for year 1, $10,230 for years
          2 and 3, and $10,395 for years 4 and 5.

          6.   Notes Payable:  

               Notes Payable - Officer consists of the following:

               .  an  unsecured note  dated July  1, 1993  in the  original
          amount of $7,588 payable to Fred K. Suzuki, President.   The note
          is  due  on demand  and bears  interest  at 10%  per annum.   The
          principal balance due at January 31, 1997 is $7,588.

               Notes Payable - Other consists of the following:

               .  an unsecured note dated September 20, 1996 in  the amount
          of $3,000.00 payable to Biosynergy, Inc., an affiliate.  The note
          provides for payment  in 2 monthly installments  of principal and
          interest  of  $1,521.57  commencing October  20,  1996  and bears
          interest at 11.5% per  annum.  The balance of this  note was paid
          on December 12, 1996.

     7.   Shareholders' Equity:

               The  authorized capital  stock  of  Stevia  Company  is  one
          hundred million (100,000,000) shares of no par value Common Stock
          and onehundred thousand(100,000) shares of$100 parvalue Preferred
          Stock.

                                         9
<PAGE>

                                STEVIA COMPANY, INC.

                           NOTES TO FINANCIAL STATEMENTS   


          The preferences,  qualifications, limitations,  restrictions
          and special or relative  rights in respect to the Preferred
          Stock are to be determined by the  Board of Directors at the time
          of their issuance, subject to  limitations set forth in the amended
          articles of  incorporation.  As of April 30, 1996 and January 31,
          1997, no shares of Preferred Stock were outstanding.

               As of October 14,  1996, all of the stock  options and stock
          appreciation rights for 230,000 shares of Common Stock granted to
          4 advisors,  directors, officers,  consultants, and  employees of
          the Company under  the Company's special incentive  plan expired.
          The Company had  reserved 400,000 shares of its  Common Stock for
          this plan.

               On  November 1,  1989, the  Company's  Secretary, Lauane  C.
          Addis, and  President,  Fred K.  Suzuki, agreed  to forego  their
          salaries in exchange  for an option to purchase  83,333 shares of
          the  Company's no  par value  common  stock for  each month  they
          forfeited their  salary at  an option price  of $.025  per share.
          Accrual of these options was terminated effective April 30, 1991.
          These options may  be exercised until one year  after the respec-
          tive optionee receives  all deferred compensation due  at October
          31, 1989, the optionee's salary is reinstated, or the optionee is
          no  longer employed by  the Company, whichever  is later.   As of
          January 31, 1996, none of these options have been exercised and a
          total  of 2,999,988  shares are  subject to  the options.   These
          options provide  for adjustments to prevent dilution in the event
          of capital reorganizations.

               Mr. Suzuki was granted an option to convert all or a portion
          of his deferred compensation into  shares of the Company's no par
          value common stock at a conversion rate of $.025 of deferred
          compensation per share.   Conversion can only occur  in the event
          the Company  has  sufficient liquid  assets to  pay all  employee
          taxes due upon  issuance of the  shares.  A   total of  1,448,917
          shares have been reserved for Mr. Suzuki's option.  No portion of
          the option has been exercised as of January 31, 1997.  The option
          provides  for  adjustments to  prevent dilution  in the  event of
          capital reorganizations.

          8.  Income (Loss) per share:

               Net income (loss) per share is computed based on the weight-
          ed average number  of shares of  Common Stock outstanding  during
          the  period, after giving effect to  stock splits.  The effect of
          exercise of  stock  options has  not been  presented as  exercise
          would be anti-dilutive.


                                    11

<PAGE>


                           STEVIA COMPANY, INC.

                      NOTES TO FINANCIAL STATEMENTS 


          9.  Agreements, Licenses and Options:

               The Company  entered into  an irrevocable  exclusive license
          agreement with  F.K. Suzuki  International, Inc.,  parent of  the
          Company, in 1983.  For an  annual fee of $75,000, payable  begin-
          ning in January of 1987,  the Company received certain patent and
          other rights  owned by F.K. Suzuki International, Inc.  Effective
          May  1, 1988, the license agreement  was amended to provide for a
          royalty payment of 3% of revenues derived from the licensed
         technology in lieu  of a set  fee.  There  was no fee  incurred
         during the nine month period ending January 31, 1997.

          10.  Income Taxes:

               There is no provision  for income taxes in the  accompanying
          financial  statements due  to the  Company's  net operating  loss
          position.  At  April 30, 1996,  net operating loss  carryforwards
          are available and expire, if not used, as follows:

                                        1996               51,092
                                        1997              292,440
                                        1998              224,075
                                        1999              167,356
                                        2000              302,320
                                        2001              423,843
                                        2002              389,355
                                        2003              328,154
                                        2004              189,389
                                        2005              133,704
                                        2006               74,264
                                        2007               73,470
                                        2008               49,568
                                        2009              119,410
                                        2010               55,831
                                        2011               33,519
                                                        _________
                                                       $3,027,028
                         
               The  Company has  adopted Statement of  Financial Accounting
          Standards  (SFAS)  No.  109, "Accounting  for  Income  Taxes" for
          fiscal year ending April 30, 1994 as required by SFAS No. 109.

               The effect, if any, of  adopting Statement No. 109 on pretax
          income from continuing  operations is not material.   The Company
          has elected not to retroactively adopt  the provisions allowed in
          SFAS No. 109;  however, all provisions of the  document have been
          applied since the beginning of fiscal year 1994.


                                        12

<PAGE>

                                STEVIA COMPANY, INC.

                           NOTES TO FINANCIAL STATEMENTS


          11.  Management's Plans:

               In view of the fact that the Company has incurred  losses of
          $33,519, $55,831 and $118,910 for the years ended April 30, 1996,
          1995, and 1994, respectively, management of the Company recogniz-
          es the ability of the Company to continue is contingent upon the
          Company  obtaining financing  so it  can  commence operations  or
          acquire alternative businesses.   Before the Company  can realize
          material  operating revenues  from  its proposed  operations, the
          Company  must equipment and  commence operations of  a processing
          facility.  The cost of equipping a processing facility is signif-
          icant, and  therefore the  Company's main  objective has been  to
          obtain  such  financing.   Management  of  the Company  has  also
          pursued  alternatives, such as  licensing its technology, selling
          Stevia Company or  its assets, or  combining Stevia Company  with
          another enterprise.  No agreements have  been entered into for
          consummating any such  transaction, and there can  be no assurance
          such a transaction will be forthcoming.

          12.  Unaudited Financial Statements:

               The  Company's  Financial  Statements  for  the  fiscal year
          ending April  30,1996 were not audited pursuant  to Rule 210.3-11
          of Regulation SX promulgated under the Securities Exchange Act of
          1934,  which provides  that an  inactive entity  need not  submit
          audited financial statements  with reports filed pursuant  to the
          Securities Exchange Act  of 1934.  An inactive  entity is defined
          as  an entity  not having  gross  receipts from  all sources  and
          expenditures  for all purposes in  excess of $100,000 each, which
          has not purchased  or sold any of its  own stock, granted options
          therefore,  or levied  any assessments against  outstanding stock
          during the  applicable fiscal  year,  which has  had no  material
          change  in  business,  including  any  material  acquisitions  or
          dispositions  of assets,  and which  is not  required to  publish
          audited  financial statements  by  any  exchange or  governmental
          authority having jurisdiction.  In the opinion of Management, the
          Company met  the criteria  of an inactive  entity for  the fiscal
          year ending April 30, 1996.

                                        13

<PAGE>

          Item 2.   MANAGEMENT'S  DISCUSSION  AND   ANALYSIS  OF  FINANCIAL
                    _______________________________________________________
                    CONDITION AND RESULTS OF OPERATIONS                   
                    ___________________________________

          SALES/REVENUES
          ______________

               The  Company had no sales during  the quarter ending January
          31, 1997 ("3rd Quarter") or  the nine month period ending January
          31, 1997.   The Company did  not produce rebaudioside A  or other
          products on a commercial basis  during these periods, and was not
          expected  to have sales.   Subject to  commencement of commercial
          operations, Management continues to believe that a market for its
          Stevia products could be developed.

               During the 3rd  Quarter, the Company realized  rental income
          of  $6,768 from  leasing  its Pueblo,  Colorado facility  under a
          three year lease to an unaffiliated third party.  This lease grants
          the tenant first right of refusal upon the sale or other disposition
          of the Pueblo facility  and provides  for two  one-year options.
          Effective September 1,  1996, the tenant  exercised its right  to
          extend the lease for the first  option year.  The lease  provides
          for rent  of $19,743  for the  first two  years, $20,466  for the
          third year, $22,394 for the first option year and $23,264 for the
          second option year.

          COSTS AND EXPENSES
          __________________

               The overall operating  expenses of the Company  increased by
          $1,140  or 7.34% during  the 3rd Quarter as  compared to the same
          quarter ending in 1996 and decreased by $834 or 1.77%  during the
          nine  month period ended January 31, 1997 as compared to the nine
          month period ended January 31, 1996.  Most of the current expenses
          are overhead and general and administration items  required to
          maintain the  Company and its  Pueblo, Colorado property.   It is
          not anticipated that  the expenses of the Company will materially
          change until the Company receives financing or commences alterna-
          tive operations.

          NET LOSS
          ________

               The Company realized a net loss of $9,913 in the 3rd Quarter
          as compared to a  net loss of $10,049 in  the comparative quarter
          in  1996 and realized  a net loss  of $27,650 for  the nine month
          period  ending January  31, 1997  as compared  to a  net loss  of
          $31,788 during the same period in 1996.  The Company's continuing
          losses  are due  to the  lack of  operating revenues,  which will
          continue until  such time as the Company  produces its sweeteners
          and other products for  sale or can obtain alternative  revenues.
          See "LIQUIDITY AND CAPITAL RESOURCES" below.

                As of April 30, 1996,  the Company has incurred net operat-
          ing losses  aggregating $3,027,028.   There is  no provision  for
          income taxes in the Financial Statements due to the Company's net
          operating loss position.  Furthermore, the Tax Reform Act of 1986
          will  not materially  alter  the  Company's  net  operating  loss
          carryforward position,  and the net  operating loss carryforwards
          will  be available  and  expire, if  not  used, as  set forth  in
          Footnote 10 to the Financial Statements for the 3rd Quarter.  See
          "FINANCIAL STATEMENTS."

          ASSETS/LIABILITY RATIO
          ______________________

               The ratio of current assets to current liabilities  (.012 to
          1)  is not  acceptable due  to the  Company's negative  cash flow
          position.   The  Company's current  assets  consist primarily  of
          inventory  and a  receivable  from the  tenant  of the  Company's
          Pueblo, Colorado facility.  It  is unknown how much inventory the
          Company can sell, if any.  The Company is not producing inventory
          and there can be no assurance of long-term revenues, if any.  The
          inventory  consists primarily of  Stevia leaves, which  have been
          grown and harvested by  the Company for  use in its initial  pro-
          cessing operations or for sale,  and seeds which may be  used for
          growing  more  leaves.   See  "LIQUIDITY  AND  CAPITAL RESOURCES"
          below. 

          LIQUIDITY AND CAPITAL RESOURCES
          _______________________________

               The  Company's  net  working  capital  decreased  by $14,974
          during  the nine  month  period  ending January  31,  1997.   The
          Company's negative net working  capital is due to  the continuing
          losses of the Company.  The Company had $1,964 in cash and $8,153
          receivables at January 31, 1997.   This amount is insufficient to
          provide working  capital for the  ensuing quarter.    The Company
          does  not have,  nor does  it  anticipate obtaining  in the  near
          future, a working line of credit.

               The Company's  ability to generate cash adequate to meet its
          future needs depends upon its ability to obtain financing for the
          purpose of beginning revenue producing operations.   In the event
          the  Company is unable to obtain  financing, management will seek
          out  alternatives, such  as licensing  the Company's  technology,
          selling  the Company or its  assets, leasing the Company's Pueblo
          facility, or  combining the  Company with  other businesses.   In
          this regard, see footnote 6 of the "FINANCIAL STATEMENTS" regard-
          ing certain loans made to the Company.

               The Company  and  an affiliate,  Biosynergy,  Inc.  ("BSI"),
          share  office  space, and  as a  result, share  certain expenses.
          Both companies  account to  each other on  an on-going  basis for
          these shared  expenses.   The resulting payable  as of  April 30,
          1996  was $258,360  and  $273,346  as of  January  31, 1997.  The
          amounts due to BSI reflect  on-going transactions in the ordinary
          course of business and do not represent  any extraordinary trans-
          actions.  Expenses include rent, salary for common employees  and
          related benefits, payroll overhead,  utilities, and certain legal
          expenses.  Management of the Company believes it is more economi-
          cal to share these expenses with BSI, and will likely continue to
          do so  in the near  future.  However,  there is no  assurance BSI
          will be in  a position or agree  to continue to extend  credit to
          the Company for these shared expenses. 

               On September 1, 1993, the Company entered  into a three-year
          lease  for its  Pueblo, Colorado  facility  with an  unaffiliated
          third party.   See  "SALES/REVENUES" above.    The proceeds  from
          leasing such facility are used to offset expenses of the facility
          and to cover a portion of the general and administrative expenses
          of the Company.  However, the cash flow from leasing the facility
          in Pueblo is not sufficient to cover all of the expenses of the
          Company for  the ensuing year,  and furthermore, there can  be no
          assurance  the  Company  will be  able  to  continue leasing  its
          facility.

               The Company owns 1,900,000 shares of BSI common stock.  Such
          common stock  can be  traded in  the over-the-counter  market and
          stock prices  are recorded  on "pink sheets."   The bid  price at
          January 31,  1997 was estimated to  be $.01 per share.   Although
          the Company is free to currently sell these shares of Biosynergy,
          Inc.  common stock, it does not  have plans to do  so in the near
          future.  See Footnote 4 of the "FINANCIAL STATEMENTS." 

                                        16
<PAGE>

                            PART II - OTHER INFORMATION
                            ___________________________

          Item 6.   EXHIBITS AND REPORTS ON FORM 8-K.
                    _________________________________

          A.   The  following  Exhibits  are  included  herein pursuant  to
               Section 601:

               (3)  

                    (a)  Articles of Incorporation (i)
              
                    (b)  By-Laws (ii)

               (10) Material Contracts.

                    (a)  Lease Agreement, dated  September 1, 1993, between
                         the Company and  Pacific Aero Manufacturing,  Inc.
                         (iii)

                    (b)  Promissory Note dated July 1, 1993 payable to Fred
                         K. Suzuki in the amount of $7,587.75. (iii)

                   (c)   Installment  Promissory Note  dated September  20,
                         1996  payable to Biosynergy, Inc. in the amount of
                         $3,000. (iv)

               (15) Letter dated March 7, 1997, regarding interim financial
          information. (v)

               (27) Financial Data Schedule attached hereto as Exhibit 27.

          B.   No  Current Reports on Form 8K were filed  during the period
          covered by this Report.

          [FN]
          _________________________

                    (i)    Incorporated  by  reference  to  a  Registration
          Statement  filed on Form  S-18 with  the Securities  and Exchange
          Commission,  1933  Act, Registration  Number 2-87364C,  under the
          Securities Act  of 1933, as  amended, and incorporated  by refer-
          ence,  to the extent  of Articles of  Amendment, to  Form 10K for
          Fiscal Year Ending April 30, 1986 filed with the Securities and
          Exchange Commission.

                    (ii) Incorporated by  reference to Form 10K  for Fiscal
          Year Ending April 30, 1987 filed with the Securities and Exchange
          Commission.

                   (iii) Incorporated by  reference to Form 10K  for Fiscal
          Year ending April 30, 1994 filed with the Securities and Exchange
          Commission.

                    (iv)  Incorporated by  reference to  Form  10Q for  the
          Quarter ending  October 31,  1996 filed  with Securities  and Ex-
          change Commission. 

                    (v)  This Exhibit is included in  this report as a part
          of the  Financial Statements,  and is  incorporated by  reference
          herein.

                                        17

<PAGE>

                                     SIGNATURES


               Pursuant  to the requirements of the Securities Exchange Act
          of 1934, the registrant  has duly caused this report to be signed
          on its behalf by the undersigned thereunto duly authorized.

          STEVIA COMPANY, INC.

          Date March 7, 1997            /s/ FRED K. SUZUKI /s/
                                        _______________________________
                                        Fred K. Suzuki, President,        
                                        Chairman of the Board, Chief
                                        Accounting Officer and Treasurer

          Date March 7, 1997            /s/ LAUANE C. ADDIS /s/      
                                        _______________________________
                                        Lauane C. Addis,  Secretary, 
                                        Corporate Counsel and Director

                                    18
<PAGE>

                                SIGNATURES


               Pursuant  to the requirements of the Securities Exchange Act
          of 1934, the registrant  has duly caused this report to be signed
          on its behalf by the undersigned thereunto duly authorized.

          STEVIA COMPANY, INC.

          Date March 7, 1997                ________________________________
                                            Fred K. Suzuki, President,
                                            Chairman of the Board,  
                                            Chief Accounting Officer and  
                                            Treasurer

          Date March 7, 1997                _______________________________
                                            Lauane C. Addis, Secretary,
                                            Corporate Counsel and Director



                                      18                            
<PAGE>

                          SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C. 20549


                                       FORM 10Q

                    Annual Report Pursuant to Section 13 or 15(d)

                                          of

                       THE SECURITIES AND EXCHANGE ACT OF 1934

                        For the period ending January 31, 1997
                           Commission File Number: 0-11718

                                STEVIA COMPANY, INC.                  
         ________________________________________________________________
                     (Exact name of registrant as specified in charter)

                                1940 East Devon Avenue
                          Elk Grove Village, Illinois 60007

                                  (708) 593-0226                     
          _________________________________________________________________
          (Address and telephone number of registrant's principal executive
            office on a principal place of business)


                                      EXHIBITS
<PAGE>

                                    EXHIBIT INDEX
                                    _____________


                                                                Page      
                                                                Numbering 
                                                                Pursuant to
                                                                Sequential
          Exhibit                                               Numbering 
          Number            Exhibit                             System   
          _________________________________________________________________

          27               Financial Data Schedule                 E-1