SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                    FORM 10-Q

(Mark one)
 X       Quarterly  report  pursuant  to Section  13 or 15(d) of the  Securities
----     Exchange Act of 1934 For the quarterly period ended September 30, 1997

                                       or

----     Transition  Report  Pursuant  to Section 13 or 15(d) of the  Securities
         Exchange Act of 1934 For the transition period from_____to_____.

Commission File Number  1-11624
                        --------

                         HyperMedia Communications, Inc.
                         -------------------------------
             (Exact name of registrant as specified in its charter)

         California                                      94-3104247
-------------------------------                       ----------------
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                      Identification No.)


901 Mariner's Island Blvd., Suite 365,
          San Mateo, California                             94404
----------------------------------------               ----------------
(Address of principal executive offices)                  (Zip Code)

                                 (415) 573-5170
                                 --------------
              (Registrant's telephone number, including area code)

         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 _


As of November 6, 1997,  3,200,137 shares of the Registrant's  common stock were
issued and outstanding.




<PAGE>


                                                PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

<TABLE>
                                               HYPERMEDIA COMMUNICATIONS, INC.
                                                        BALANCE SHEET
                                                         (UNAUDITED)

<CAPTION>
                                                                                               September 30,            December 31,
                                                                                                  1997                     1996
                                                                                               ------------            ------------
<S>                                                                                            <C>                     <C>         
ASSETS
Current assets:
     Cash                                                                                      $     95,000            $    107,000
     Accounts receivable, net of allowance for
           doubtful accounts of $117,000 and $180,000                                             1,327,000               1,294,000
     Prepaid expenses and other assets                                                              606,000                 557,000
                                                                                               ------------            ------------
             Total current assets                                                                 2,028,000               1,958,000

Property and equipment, net                                                                         480,000                 622,000
Intangibles and other assets                                                                              0                   4,000
                                                                                               ------------            ------------
                                                                                               $  2,508,000            $  2,584,000
                                                                                               ============            ============


Current liabilities:
     Accounts payable                                                                          $    658,000            $    822,000
     Accrued liabilities                                                                            415,000                 326,000
     Deferred revenue                                                                               363,000                  33,000
     Note payable                                                                                    50,000                 335,000
                                                                                               ------------            ------------
             Total current liabilities                                                            1,486,000               1,516,000
                                                                                               ------------            ------------

Shareholders' equity:
     Convertible Preferred Stock, $.001 par value; 10,064,516
          shares authorized; 8,314,110 and 8,146,766 shares                                       1,557,000               1,209,000
          issued and outstanding
     Common Stock, $.001 par value; 50,000,000 shares
          authorized; 3,200,137 and 3,019,004 shares                                             10,427,000              10,377,000
          issued and outstanding
     Accumulated deficit                                                                        (10,962,000)            (10,518,000)
                                                                                               ------------            ------------
             Total shareholders' equity                                                           1,022,000               1,068,000
                                                                                               ------------            ------------
                                                                                               $  2,508,000            $  2,584,000
                                                                                               ============            ============
</TABLE>

<PAGE>
<TABLE>

                                           HYPERMEDIA COMMUNICATIONS, INC.
                                               STATEMENT OF OPERATIONS
                                                     (UNAUDITED)
<CAPTION>

                                                             Three months ended September 30,        Nine months ended September 30,
                                                             -----------------------------------------------------------------------
                                                                1997                 1996              1997                 1996
                                                             -----------         -----------        -----------         -----------
<S>                                                          <C>                 <C>                <C>                 <C>        
Revenues                                                     $ 1,721,000         $ 2,059,000        $ 5,437,000         $ 6,642,000
                                                             -----------         -----------        -----------         -----------

Expenses:
    Editorial                                                    294,000             283,000            869,000             959,000
    Production                                                   481,000             508,000          1,428,000           1,874,000
    Circulation                                                  501,000             520,000          1,597,000           1,549,000
    Sales and marketing                                          434,000             460,000          1,238,000           1,864,000
    Product development                                           10,000               9,000             29,000              21,000
    General and administrative                                   246,000             261,000            699,000             664,000
                                                             -----------         -----------        -----------         -----------
             Total expenses                                    1,966,000           2,041,000          5,860,000           6,931,000
                                                             -----------         -----------        -----------         -----------

Income (loss) from operations                                   (245,000)             18,000           (423,000)           (289,000)

Interest and other expense, net                                    4,000               7,000             21,000              13,000
                                                             -----------         -----------        -----------         -----------
Net income (loss)                                            $  (249,000)        $    11,000        $  (444,000)        $  (302,000)
                                                             ===========         ===========        ===========         ===========

Net income (loss) per common share                           $     (0.08)        $      0.00        $     (0.14)        $     (0.10)
                                                             ===========         ===========        ===========         ===========
    and equivalents (Note 2)

Weighted average common shares
    and equivalents                                            3,200,137           3,264,206          3,200,137           3,019,004
                                                             ===========         ===========        ===========         ===========

</TABLE>

<PAGE>
<TABLE>
                                  HYPERMEDIA COMMUNICATIONS, INC.
                                      STATEMENT OF CASH FLOWS
                                    (Decrease) Increase in Cash
                                            (UNAUDITED)

<CAPTION>
                                                                                                    Nine months ended September 30,
                                                                                                  ---------------------------------
                                                                                                    1997                     1996
                                                                                                  ---------               ---------
<S>                                                                                               <C>                     <C>       
Cash flow from operating activities:
    Net loss                                                                                      $(444,000)              $(302,000)
    Adjustments to reconcile net loss to net
       cash provided by (used in) operating activities:
       Depreciation and amortization                                                                175,000                 176,000
       Allowance for doubtful accounts                                                              (64,000)               (149,000)
       Other                                                                                         20,000                  63,000
       Change in assets and liabilities:
           Accounts receivable                                                                       31,000                (165,000)
           Prepaid expenses and other assets                                                        (70,000)               (102,000)
           Accounts payable                                                                        (164,000)                (75,000)
           Accrued liabilities                                                                       90,000                 109,000
           Deferred revenue                                                                         329,000                (163,000)
                                                                                                  ---------               ---------
Net cash (used in) provided by operating activities                                                 (97,000)               (608,000)

Net cash used in investing activities for  purchase of
    fixed assets                                                                                    (28,000)               (125,000)
                                                                                                  ---------               ---------
Cash flows from financing activities:
    Proceeds from issuance of Preferred stock                                                       348,000                 211,000
    Proceeds from issuance of common stock                                                           50,000                   2,000
    Note payable borrowings                                                                        (285,000)                295,000
                                                                                                  ---------               ---------
Net cash provided by (used in) financing activities                                                 113,000                 508,000

Net (decrease) increase in cash                                                                     (12,000)               (225,000)

Cash at beginning of period                                                                         107,000                 275,000
                                                                                                  ---------               ---------

Cash at end of period                                                                             $  95,000               $  50,000
                                                                                                  =========               =========

Supplemental disclosure of cash flow information:
    Cash paid during the period for interest                                                      $  21,000               $  13,000
                                                                                                  =========               =========

</TABLE>
<PAGE>


                         HYPERMEDIA COMMUNICATIONS, INC.
                     CONDENSED NOTES TO FINANCIAL STATEMENTS

NOTE 1 - GENERAL

The financial statements of HyperMedia  Communications,  Inc. (the "Company") as
of September  30, 1997 and 1996 and for the three and nine months then ended are
unaudited, and in the opinion of management, all adjustments (consisting of only
normal  recurring  items)  necessary for the fair  presentation of the financial
position and results of operations  for the interim  periods have been included.
These  financial  statements  should be read in  conjunction  with the Financial
Statements  for the year ended  December 31, 1996 and notes thereto  included in
the Company's Form 10-K. The results of operations for the three and nine months
ended September 30, 1997 are not necessarily  indicative of the results expected
for the entire year.

The  preparation  of these  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  and
disclosure of  contingent  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.


NOTE 2 - NET INCOME (LOSS) PER SHARE

Net (income) loss per common share is based upon the weighted  average number of
outstanding  shares  of  Common  Stock.  Common  stock  equivalent  shares  from
Convertible  Preferred Stock (using the  if-converted  method) and stock options
and warrants  (using the treasury stock method) have been included for the three
month period ending September 30, 1996 and excluded from the computation for the
three month  periods  ending  September  30, 1997 and for the nine month periods
ended September 30, 1997 and 1996 as their effect is anti-dilutive.

In February 1997, the Financial  Accounting  Standards Board issued Statement of
Accounting  Standards No. 128,  "Earnings Per Share" (SFAS 128). SFAS supersedes
Accounting  Principles  Board  Opinion  No.  15,  "Earnings  Per  Share"  and is
effective for financial  statements  for both interim and annual  periods ending
after  December 15,  1997.  Under SFAS 128, the pro forma net loss per share for
the three month  period  ended  September  30, 1997 was $(0.08) and for the nine
month  period  ended  September  30, 1997 was $(0.14) for both basic and diluted
earnings per share.

In June 1997,  the  Financial  Accounting  Standards  Board issued  Statement of
Accounting Standards No. 130, "Reporting  Comprehensive Income." The adoption of
the  standard is required for fiscal years  beginning  after  December 15, 1997.
Under  SFAS No.  130,  companies  are  required  to  report  on their  financial
statements,  in addition  to net  income,  comprehensive  income  including,  as
applicable,  foreign currency items,  minimum pension liability  adjustments and
unrealized  gains  and  losses  on  certain   investments  in  debt  and  equity
securities.  The Company  does not expect the adoption of SFAS No. 130 to have a
material impact on the Company's financial statements.


<PAGE>



NOTE 3 - STATEMENT OF SHAREHOLDER'S EQUITY

In 1996, the Board of Directors  approved the issuance of the Series G Preferred
Stock. The Series G Preferred Stock ranks pari passu with the Series F Preferred
Stock.  50,344  Series G Preferred  Stock shares were issued  during the quarter
ended June 30, 1997.

In the third  quarter of 1997,  the Board of Directors  approved the issuance of
the Series H Preferred Stock. The Series H Preferred Stock ranks pari passu with
the Series G  Preferred  Stock.  117,000  Series H Preferred  Stock  shares were
issued during the quarter ended September 30, 1997.



<PAGE>

Item 2. -  Management's  Discussion  and  Analysis of  Financial  Condition  and
           Results of Operations

This  section  and other  parts of this  Quarterly  Report on Form 10-Q  contain
forward-looking  statements that involve risks and uncertainties.  The Company's
actual  results  may  differ  significantly  from  those  anticipated  in  these
forward-looking  statements  as a result of the  factors  set forth below and in
"Factors  Affecting  Operating  Results and Market Price of Stock".  Readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as of the date hereof. Forward-looking statements are indicated by an
asterisk (*).

General
HyperMedia  Communications,  Inc.  (the  "Company"  or  "HyperMedia")  publishes
NewMedia  Magazine  ("NewMedia"),  the first  periodical  publication  dedicated
solely to the  professional  market for new media  technology.  "New media" is a
term applied to a wide array of digital communications  technologies,  including
Internet   development  tools  and  services,   desktop  and  portable  personal
computers, workstations, servers, audio/video compression and editing equipment,
graphics  hardware  and  software,   high-density  storage  devices,  and  video
conferencing systems.  Professional new media technology is actively employed in
a broad  range of  communications-related  businesses  and  disciplines  such as
publishing,  advertising, sales, marketing, film production,  broadcasting, game
development,  education,  and  training.  Many  large  multinational  technology
corporations are developing and marketing products  specifically targeted to the
professional market.

HyperMedia also publishes Hyperstand,  an electronic service on the Internet for
professionals who develop new media content and applications, particularly World
Wide Web sites.  The Company also  produces an annual  awards  competition,  the
NewMedia  INVISION Awards  program,  which honors  professionals  who employ new
media technology in the development of communications applications.

NewMedia is published 16 times per year and is  distributed to more than 215,000
professionals  who develop new media content and  applications for the business,
government,  education  and consumer  markets.  According  to a recent  analysis
conducted  by  the  Company  of  NewMedia   subscriber   demographic  data,  the
subscribers on the average  represent  that they are personally  involved in the
purchase of over $600,000 worth of new  media-related  hardware,  software,  and
services in a twelve-month  period.* The magazine's  primary  mission is to rate
and review new professional-level  products used in the development of new media
content and applications.

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.


<PAGE>




Results of Operations

The Company's  gross  revenues were  $1,721,000  and $2,059,000 for the quarters
ended September 30, 1997 and 1996,  respectively,  and $5,437,000 and $6,642,000
for the nine  months then ended.  There were three  principal  reasons for these
decreases.  First,  in 1996,  the NewMedia  INVISION  Awards program was part of
Spring  Comdex  held in June 1996 and  generated  sponsorship  (and  associated)
revenue of approximately $580,000. In 1997, the NewMedia INVISION Awards program
will be a three-day  festival  presented November 10-12, 1997, at the Center for
the Arts in Yerba  Buena  Gardens in San  Francisco.  *  Sponsors  for the event
include  Microsoft,  Silicon  Graphics,  Ziff-Davis  TV, Apple,  Macromedia  and
others.  Consequently,  revenues  from the 1997 program  will not be  recognized
until the fourth quarter. * Second, the Company's revenues in the quarters ended
March 31, 1996 and June 30, 1996 reflected one-time advertising  promotions from
polybagging  campaigns by online  services.  The costs of these  promotions were
passed  through to the customer and resulted in a  disproportionate  increase in
revenues.  Third, net advertising  revenue for NewMedia magazine (after one-time
advertising promotions) increased by 1% for the nine months ending September 30,
1997 but  decreased by 8% for the three months ending  September  30, 1997.  Net
advertising  revenue  increased  in the first 9 months of 1997  versus  the same
period of 1996 on the strength of a 30% increase in  advertising  from  computer
systems  manufacturers.  The  increase  in  advertising  from  computer  systems
manufacturers  may be attributable to the IntelliQuest  results described below.
The decrease in net advertising  revenues for the 3 months ending  September 30,
1997 was due to a decrease in advertising revenue associated with the market for
Macintosh-related hardware and software and due to a decrease in revenues in the
two largest sales territories, Silicon Valley and East Coast.

In the third fiscal quarter of 1997, NewMedia Magazine participated again in the
IntelliQuest  Computer  Industry  Media  Study  (CIMS (TM)) which is used by the
technology  industry  as a media  buying  and  marketing  tool.  In this  study,
NewMedia  Magazine beats  InfoWorld,  PC Week,  MacWeek,  and PC Magazine in the
percentage  of  readers  who plan to spend  $50,000  or more in the next  twelve
months on desktop personal computers and workstations.

In the fourth  quarter of 1997, the Company  announced key personnel  changes in
NewMedia magazine's two largest advertising sales territories. Tom Hernandez was
appointed  East Coast  Advertising  Director  and Maureen  O'Sullivan  was named
Silicon  Valley  Senior  Advertising  Manager.  The Company  intends to increase
advertising  sales  personnel in the fourth quarter of 1997 in an effort to take
advantage of anticipated growth in digital content advertising in 1998.*

The Company's  total  expenses were  $1,966,000  and $2,041,000 for the quarters
ended September 30, 1997 and 1996,  respectively,  and $5,860,000 and $6,931,000
for the nine months then ended.  After  factoring  out the one-time  advertising
promotions,  change in dates and venue for the NewMedia  INVISION Awards program
and variable costs,  corporate  expenses  decreased by  approximately 4% for the
quarter  ended  September 30, 1997 and by  approximately  5% for the nine months
then ended. The decrease in corporate  expenses  year-over-year for both periods
was primarily due to continued expense control programs.

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" and for a discussion of factors that could affect future performance.


<PAGE>



The net loss of $444,000  for the first nine months of 1997  increased by 47% as
compared to the loss of $302,000 for the first nine months of 1996.  The Company
posted a net loss of $249,000 in the third  quarter of 1997 as compared to a net
income of $11,000 for the same period of 1996. The decrease in NewMedia Magazine
net revenue in the third fiscal quarter,  partially  offset by continued  strong
cost controls in the first nine months of 1997,  was the primary  contributor to
the loss in the third fiscal quarter of 1997 which also impacted the results for
the first nine months of 1997.

Editorial  expenses,  comprised  principally  of  salaries  and fees paid to the
writers for the  Company's  publications,  were  $294,000  and  $283,000 for the
quarters  ended  September  30, 1997 and 1996,  respectively,  and  $869,000 and
$959,000 for the  nine-month  periods then ended.  The  reductions  in editorial
expenses for the first nine months in 1997 as compared to the similar  period in
1996 are  primarily  attributable  to cost control  programs and the sale of the
Macromedia User Journal ("MUJ") in the third quarter of 1996,  partially  offset
by  increased  expenses  associated  with  Hyperstand.  The slight  increase  in
editorial  expenses in the third fiscal  quarter of 1997 is primarily the result
of increased expenses associated with Hyperstand. Editorial expenses represented
17% and 14% of revenue  for the  quarters  ended  September  30,  1997 and 1996,
respectively. The Company expects editorial costs to rise in the balance of 1997
as a result of higher  paid  contributor  and  staffing  costs  associated  with
NewMedia and the expansion of the Internet World Wide Web site, Hyperstand. *

Production expenses,  which include costs for design,  materials and printing of
the Company's  publications,  were $481,000 and $508,000 for the quarters  ended
September 30, 1997 and 1996, respectively, and $1,428,000 and $1,874,000 for the
nine-month periods then ended. The decrease in production expenses for the first
nine months of 1997 as compared to 1996 is primarily attributable to the absence
in 1997 of the one-time  advertiser  promotion costs associated with polybagging
issues of NewMedia for various online services in 1996. Net production  expenses
for NewMedia,  excluding one-time advertiser promotion costs, decreased for both
periods  primarily  as  a  result  of  decreased   year-over-year  paper  costs.
Production  expenses  represented  28% of revenue  in the third  quarter of 1997
compared  to 25% for the  same  period  in 1996.  Net  production  expenses  are
expected to remain  relatively  flat as compared to 1996 for the balance of 1997
as a result of increased paper prices offset by various factors. *

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.


<PAGE>



Circulation expenses, consisting primarily of costs associated with subscription
fulfillment,   mailing  and  the  direct  mail   promotions   of  the  Company's
publications,  were $501,000 and $520,000 for the quarters  ended  September 30,
1997 and 1996,  respectively,  and  $1,597,000 and $1,549,000 for the nine-month
periods  then  ended.   The  Company   currently   capitalizes  its  circulation
development expenditures and amortizes them over a 12-month period. The decrease
of $19,000,  or 4%, in the third quarter of 1997 as compared to the same quarter
in 1996 is primarily  attributable to cost control  programs and the sale of the
MUJ in the third  quarter  of 1996,  partially  offset by the  larger  amount of
circulation  development expenditure  amortization.  The increase of $48,000, or
3%, in the first nine  months of 1997 as  compared to the same period in 1996 is
primarily   attributable  to  the  larger  amount  of  circulation   development
expenditure  amortization,  partially offset by the sale of the MUJ in the third
quarter  of 1996.  The  larger  amount of  circulation  development  expenditure
amortization  included  in the third  quarter  and first nine  months of 1997 as
compared  to the same  periods in 1996 as a result of the  Company's  publishing
strategy  to  increase  the  minimum  readership  qualifications  to receive the
magazine.  As a  result  of these  new  criteria,  based  on a  recent  analysis
conducted by the Company,  the average subscriber  purchasing power of new media
products and services increased  approximately 200% to more than $600,000 at the
end of the second  quarter of 1997 from less than $200,000 for 1995. The Company
intends to maintain  the higher  minimum  readership  qualifications  throughout
1997. * Circulation  expenses  represented 29% of revenues for the third quarter
of 1997 as compared to 25% of revenues for the same period of 1996.  The Company
expects circulation expenses to remain relatively flat for the balance of 1997.*

Sales and marketing  expenses were $434,000 and $460,000 for the quarters  ended
September 30, 1997 and 1996, respectively, and $1,238,000 and $1,864,000 for the
nine- month periods then ended. The decrease of $626,000,  or 34%, for the first
nine months of 1997 as compared to 1996 is primarily  attributable to the change
in dates  and venue for the  NewMedia  INVISION  Awards  program.  In 1996,  the
NewMedia  INVISION  Awards  program  was part of Spring  Comdex  held during the
second quarter of 1996. In 1997, the NewMedia  INVISION Awards program will be a
three-day festival presented November 10-12, 1997, at the Center for the Arts in
Yerba Buena Gardens in San Francisco.  Sponsors for the event include Microsoft,
Silicon Graphics,  Apple,  Ziff-Davis TV, Macromedia and others. After excluding
the  impact of the change in dates for the  NewMedia  INVISION  Awards  program,
sales and marketing  expenses decreased in both periods primarily as a result of
lower marketing compensation expenses.  Sales and marketing expenses represented
25% of revenue  for the third  quarter of 1997 as compared to 22% of revenue for
the same period of 1996.  Sales and marketing  expenses are expected to increase
during the balance of 1997, due to the NewMedia INVISION Awards program,  higher
sales and marketing management compensation expenses, and higher expenditures on
sales and marketing  programs,  including expenses relating to the recent hiring
of new sales personnel. *

Product development expenses, consisting of costs incurred in the development of
new  products,  including  the Internet  World Wide Web site,  Hyperstand,  were
$10,000  and  $9,000  for the  quarters  ended  September  30,  1997  and  1996,
respectively,  and $29,000  and  $21,000  for the nine  months  then ended.  The
Company plans to continue its product development efforts during 1997. *

 ---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.


<PAGE>



General and administrative  expenses were $246,000 and $261,000 for the quarters
ended September 30, 1997 and 1996,  respectively,  and $699,000 and $664,000 for
the nine-month periods then ended. The increase of $35,000,  or 5%, in the first
nine months of 1997 as  compared to 1996  reflects  increased  bad debt  expense
offset by lower consulting  costs. The decrease of $15,000,  or 6%, in the third
fiscal  quarter of 1997 as compared to 1996  reflects  lower  consulting  costs,
partially  offset  by  various  factors.  General  and  administrative  expenses
represented  14% of revenue for the third quarter of 1997 as compared to 13% for
the same  period in 1996.  General  and  administrative  costs are  expected  to
decrease in the balance of 1997 as compared  with 1996 as a result of  continued
cost control programs.*

Liquidity and Capital Resources

At September  30, 1997,  the Company had  approximately  $543,000 in net working
capital  and its  principal  sources of  liquidity  consisted  of  approximately
$95,000  in cash,  a $1  million  line of  credit  limited  to 70% of  qualified
accounts  receivable and an agreement with MK Global  Ventures to purchase up to
$150,000 of the Company's  Series H Preferred Stock at the Company's  request at
any time up to and including  June 30, 1998.  At September  30, 1997,  there was
$50,000  outstanding  under the line of credit. As a result of the conditions of
the line of credit and financial  results of the 1997 third fiscal quarter,  the
Company had unused  borrowing  capacity  of  $721,000.  Partial  usage of unused
borrowing  capacity  could be restricted by financial  operating  covenants.  In
September  1997,  the bank  extending  the line of credit  waived  the  covenant
requiring the Company to maintain  profitability  on a quarterly  basis starting
with the third fiscal quarter of 1997. Therefore, the Company's net loss for the
third fiscal quarter did not violate such covenant.

The Company expects that it will continue to require significant amounts of cash
to finance  operations.*  The  Company  has not  committed  to make  significant
capital expenditures, but may make such expenditures in the future.* The Company
believes that the existing cash  balances,  together with  borrowings  available
under  its line of  credit  and  Series H  Preferred  Stock  Agreement,  will be
sufficient  to meet its cash  requirements  through  at least  the end of 1997.*
There can be no  assurance,  however,  that the  Company's  anticipation  of its
future cash  requirements will be correct.  Thereafter,  the Company may seek to
raise  additional  working  capital,  primarily  through sales of debt or equity
securities,  prior to the end of 1997 if it can raise such capital on acceptable
terms.*

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.


<PAGE>

Factors Affecting Operating Results and Market Price of Stock

This  section  and other  parts of this  Quarterly  Report on Form 10-Q  contain
forward-looking  statements that involve risks and uncertainties.  The Company's
actual  results  may  differ  significantly  from  those  anticipated  in  these
forward-looking  statements  as a result of the  factors  set forth below and in
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations".  Readers  are  cautioned  not to  place  undue  reliance  on  these
forward-looking statements,  which speak only as of the date hereof. The Company
assumes no obligation to update such forward-looking statements or to update the
reasons actual results could differ  materially  from those  anticipated in such
forward-looking  statements.  Forward-looking  statements  are  indicated  by an
asterisk (*).

History of Operating Losses; No Assurance of Profitability

The Company has  incurred  total net losses of  $10,962,000  from  inception  in
August 1989 to September 30, 1997, including net losses of $291,000 for the year
ended  December 31, 1996,  net losses of $98,000 for the quarter ended March 31,
1997,  net losses of $97,000 for the quarter  ended June 30, 1997 and net losses
of $249,000 for the quarter  ended  September 31, 1997.  The Company  expects to
incur losses for at least the fourth  quarter of 1997 as it continues to promote
and expand its current  publications and develop and launch new products.* There
can be no assurance  that during the remainder of 1997 or thereafter the Company
will be able to  increase  its  revenues  or become  profitable.  The  Company's
potential future growth and profitability depends on many factors, including the
ability of the Company to attract sufficient advertising customers for NewMedia,
maintain the circulation base of NewMedia,  have a productive  advertising sales
force  which  includes  recently-hired  sales  people,  control  its  costs  and
successfully  implement  its marketing  and product  strategy.*  There can be no
assurance that the Company will be successful in any of these efforts.

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.


<PAGE>



Risks Associated with Transition to New Publishing Strategy

The key  elements  of the  Company's  publishing  strategy  are to  focus on the
professional  market for new media  technology,  to publish at a frequency of 16
times per year, to maintain the stringent  minimum  qualification  criteria that
potential  subscribers  were  required to meet in 1996 in order to qualify for a
subscription,  and to  maintain  the  guaranteed  circulation  base  of  215,000
qualified  NewMedia  readers.*  There  can be no  assurance  that the  Company's
publishing  strategy  will result in  increased  revenues  or in  profitability.
Certain components of production,  circulation and editorial expenses associated
with this publishing strategy will increase.* The Company has been undergoing an
advertising  category  transition  since the second half of 1995,  away from the
consumer market and toward the above mentioned professional market for new media
technology. To replace these consumer market advertisers and to grow advertising
revenues, the Company needs to sell advertisements  oriented to the professional
market for new media technology. There can be no assurance that the Company will
be able to sell a sufficient number of advertisements to the professional market
to make  its  strategy  successful.  Until  the  circulation  direct  mail  (and
associated) campaigns for qualified readers using the new qualification criteria
is completed,  there can be no assurance that the estimated  purchasing power of
new media  products and services will be maintained  with a reasonable  level of
circulation expenditures.

Highly Competitive Market

Revenues from NewMedia are derived primarily from the sale of advertising in the
magazine  and will  continue  to be  derived  primarily  from such  sales in the
foreseeable  future.* The technology  publishing industry is highly competitive.
Many of the Company's  competitors have substantially  greater financial,  sales
and  marketing  resources  than the  Company.  Although the market for new media
products is an evolving  market,  the Company  competes for advertising  revenue
with numerous magazines and newspapers,  including personal computer  magazines.
There  can be no  assurance  that  the  Company  will not  experience  increased
competition from new or existing technology  periodicals or other media, such as
the Internet. Such increased competition, if experienced,  would have a material
adverse impact on the Company's ability to increase its advertising revenues.

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.


<PAGE>


Risks Associated With Sales and Marketing Strategy

The Company's ability to achieve future  profitability  depends upon the success
of the Company's  strategy to add sales personnel in key markets and to increase
the  productivity  of existing  sales  personnel.  In October 1997,  the Company
appointed a new East Coast  Advertising  Director  and a Silicon  Valley  Senior
Advertising  Manager,  and the Company  intends to hire  additional  advertising
sales personnel in future periods.  New sales personnel  typically take from six
to nine months to become fully productive, and therefore the Company's operating
results  during  such  time may be  adversely  affected  by the  hiring  of such
personnel. In addition,  there can be no assurance that such new sales personnel
will achieve sufficient advertising revenue to become profitable for the Company
after the first six to nine months or at all.  Any failure of one or more of the
new personnel to become  productive  will have a material  adverse effect on the
Company's   operating   results.   Furthermore,   the  Company's  revenues  from
advertising  sales  depends  upon a small  number  of key sales  personnel.  Any
inability of such personnel to maintain or increase  existing  sales levels,  or
any  turnover in such  personnel,  would have a material  adverse  effect on the
Company's operating results.

Growth of New Media Market

NewMedia  is  targeted  toward  professionals  users of new media  products  and
services in connection with computers.  The computer  industry has  historically
been  characterized by business cycles. To the extent that the computer industry
or professional new media market experiences a significant downturn, the Company
would expect a similar downturn in its business. The professional market for new
media  products  and  services  is in  the  early  stages  of  development,  and
predictions   as  to  its  size  and  the  factors  which  will  affect  it  are
inconclusive.  To the extent  that the  professional  new media  market does not
develop  as  quickly  as the  Company  anticipates  or  that  it  experiences  a
significant downturn following growth, the Company's ability to generate revenue
or profits may be adversely affected.  Furthermore, even if the professional new
media market does  develop as  anticipated,  there can be no assurance  that the
demand for NewMedia will also increase.

Dependence on Key Management and Sales Personnel

The Company's  success  depends to a large extent upon the efforts and abilities
of key managerial employees,  including without limitation, Richard Landry, Todd
Hagen and Dan Ruby, the Chief Executive  Officer,  Chief  Financial  Officer and
Vice President,  Editorial,  respectively, of the Company. The Company's success
also depends on the performance of key sales personnel. The loss of any of these
key  managers or sales  personnel  could have a material  adverse  effect on the
Company.  The  Company  has not  entered  into  employment  agreements  with its
executive  officers and carries no key man insurance on their lives. The success
of the  Company's  business  will also  depend  upon its  ability to continue to
attract  and retain  qualified  employees.  Competition  for such  employees  is
intense,  and there can be no assurance  that the Company will be  successful in
attracting or retaining such personnel.

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.


<PAGE>



Possible Delisting of Securities from Nasdaq SmallCap Market

While the Company's  Common Stock meet the current Nasdaq  listing  requirements
and is currently included on the Nasdaq SmallCap Market ("Nasdaq"), there can be
no assurance  that the Company will meet the  criteria  for  continued  listing.
Nasdaq has recently adopted more stringent financial requirements for listing on
Nasdaq. With respect to continued listing,  such new requirements are (i) either
at least $2,000,000 in tangible assets, a $35,000,000  market  capitalization or
net income of at least  $500,000 in two of the three prior years,  (ii) at least
500,000 shares in the public float valued at $1,000,000 or more, (iii) a minimum
Common bid price of $1.00,  (iv) at least two active market  makers,  and (v) at
least  300  holders  of the  Common  Stock.  The  Company  will have to meet and
maintain such new requirements. The Company currently does not meet the tangible
assets, market  capitalization or net income requirements.  Although the Company
believes that it will meet the net tangible  asset  requirement by the time that
the new  rules  go  into  effect  through  the  issuance  of  additional  equity
securities, there can be no assurance that the Company will be able to close the
issuance and sale of the equity securities by that time or at all, in which case
the Company will be subject to delisting by Nasdaq. In the event of delisting by
Nasdaq,  trading,  if any, in the Common Stock would  thereafter be conducted in
the  over-the-counter  market  in the  so-called  "pink  sheets"  or the  NASD's
"Electronic  Bulletin  Board."  Consequently,  the  liquidity  of the  Company's
securities  could be impaired,  not only in the number of securities which could
be bought and sold,  but also through delays in the timing of  transactions  and
lower prices for the Company's securities than might otherwise be attained.

---------------
* This statement is a forward looking statement reflecting current expectations.
There can be no assurance that the Company's  actual  performance  will meet the
Company's current expectations.  Investors are strongly encouraged to review the
sections  entitled  "Factors  Affecting  Operating  Results and Market  Price of
Stock" for a discussion of factors that could affect future performance.





<PAGE>


                           PART II - OTHER INFORMATION

Item 2.  Changes in Securities and Use of Proceeds

The Company signed an agreement in September 1997 with its largest  shareholder,
MK Global Ventures in association  with its MK GVD Fund, to invest in additional
capital of the Company to finance operations. Under the Series H Preferred Stock
Purchase  Agreement,  MK GVD Fund  agreed to invest up to  $400,000 on or before
June 30, 1998. The price per share of this Series H Preferred  Stock,  which the
Company has not registered under the Securities Act of 1933, as amended, was 85%
of the fair market value of the  Company's  common stock based on the average of
the closing bid price per share for the ten  trading  days ending five  business
days before the closing of the investment.  Shares of Series H Preferred  Stock,
which carry a 5% dividend,  are  convertible  at the option of the holder at any
time into shares of Common Stock in an amount  equal to the Initial  Sales Price
divided by the  appropriate  Conversion  Price.  In September  1997, the Company
issued  117,000  shares of Series H Preferred  Stock under this  agreement  at a
price of $2.136 per share,  for aggregate  proceeds of  approximately  $250,000.
These proceeds will be primarily  used by the Company to fund  operating  losses
and working capital  requirements.  This leaves a balance of up to approximately
$150,000 which the MK GVD Fund has agreed to invest in Series H Preferred  Stock
on or before June 30, 1998.

Item 6.  Exhibits and Reports on Form 8-K

                  (a)      No  reports  on Form  8-K were  filed by the  Company
                           during the fiscal quarter ended September 30, 1997.



Items 1, 3, 4 and 5 are not applicable  and have  been omitted.




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.

Date:    November 13, 1997              HyperMedia Communications, Inc.


                                        By: /s/ Todd Hagen
                                           -------------------------------------
                                            Todd Hagen
                                            Vice President of Finance and
                                            Administration and Chief Financial
                                            Officer (Principal Financial and
                                            Accounting Officer)