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 March 31, 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 May 5, 1997, 3,200,137 shares of the Registrant's common stock were issued
and outstanding.

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                        HYPERMEDIA COMMUNICATIONS, INC.
                                 BALANCE SHEET
                                  (UNAUDITED)

                                                       March 31,    December 31,
                                                         1997           1996
                                                     -----------  -------------
ASSETS
Current assets:
  Cash                                                $   81,000  $     107,000
  Accounts receivable, net of allowance for
      doubtful accounts of $113,000 and $180,000       1,385,000      1,294,000
  Prepaid expenses and other assets                      499,000        557,000
                                                     -----------  -------------
      Total current assets                             1,965,000      1,958,000

Property and equipment, net                              579,000        622,000
Intangibles and other assets                               2,000          4,000
                                                     -----------  -------------
                                                      $2,546,000  $   2,584,000
                                                     ===========  =============
Current liabilities:
  Accounts payable                                    $  795,000  $     822,000
  Accrued liabilities                                    355,000        326,000
  Deferred revenue                                        35,000         33,000
  Note payable                                           340,000        335,000
                                                     -----------  -------------
      Total current liabilities                        1,525,000      1,516,000
                                                     -----------  -------------
Shareholders' equity:
  Convertible Preferred Stock, $.001 par value; 
     10,064,516 shares authorized;
     8,146,766 shares issued and outstanding           1,209,000      1,209,000

  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                                (10,615,000)   (10,518,000)
                                                     -----------  -------------
      Total shareholders' equity                       1,021,000      1,068,000
                                                     -----------  -------------
                                                     $ 2,546,000  $   2,584,000
                                                     ===========  =============

      See the accompanying notes to these condensed financial statements.
<PAGE>

                        HYPERMEDIA COMMUNICATIONS, INC.
                            STATEMENT OF OPERATIONS
                                  (UNAUDITED)

                                              Three months ended March 31,
                                              ----------------------------
                                                 1997               1996
                                              ----------        ---------- 
                                                               
Revenues                                      $1,915,000        $2,175,000
                                                               
Expenses:                                                      
  Editorial                                      291,000           344,000
  Production                                     476,000           780,000
  Circulation                                    564,000           532,000
  Sales and marketing                            420,000           493,000
  Product development                              9,000             7,000
  General and administrative                     243,000           229,000
                                              ----------        ---------- 
      Total expenses                           2,003,000         2,385,000
                                              ----------        ---------- 
                                                               
Loss from operations                             (88,000)         (210,000)
                                                               
Interest and other expense, net                   10,000             4,000
                                              ----------        ---------- 
Net loss                                      $  (98,000)       $ (214,000)
                                              ==========        ========== 
                                                               
Net loss per common share (Note 2)            $    (0.03)       $    (0.07)
                                              ==========        ========== 
                                                               
Weighted average common shares                 3,109,570         3,019,004
                                              ==========        ========== 
                                                             
      See the accompanying notes to these condensed financial statements.

<PAGE>

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

                                                    Three months ended March 31,
                                                    ----------------------------
                                                          1996           1996
                                                      ---------      ---------

Cash flow from operating activities:
 Net loss                                             $ (98,000)     $(214,000)
 Adjustments to reconcile net loss to net
  cash used in operating activities:
  Depreciation and amortization                          59,000         64,000
  Allowance for doubtful accounts                        21,000        (50,000)
  Change in assets and liabilities:
   Accounts receivable                                 (111,000)      (213,000)
   Prepaid expenses and other assets                     57,000       (210,000)
   Accounts payable                                     (27,000)       235,000
   Accrued liabilities                                   29,000         66,000
   Deferred revenue                                       3,000        203,000
                                                      ---------      ---------
Net cash used in operating activities                   (67,000)      (119,000)
                                                      ---------      ---------
Net cash used in investing activities for:
 Purchase of fixed assets                               (14,000)       (36,000)
Cash flows from financing activities:
 Proceeds from issuance of preferred stock                    0        211,000
 Proceeds from issuance of common stock                  50,000          2,000
 Repayment of shareholder note receivable                  --           21,000
 Proceeds from note payable                               5,000           --
                                                      ---------      ---------
Net cash provided by financing activities                55,000        234,000
                                                      ---------      ---------
Net increase (decrease) in cash                         (26,000)        79,000

Cash at beginning of period                             107,000        275,000
                                                      ---------      ---------
Cash at end of period                                 $  81,000      $ 354,000
                                                      =========      =========
Supplemental disclosure of cash
 flow information:
 Cash paid during the period for interest             $  10,000      $   4,000
                                                      =========      =========

      See the accompanying notes to these condensed financial statements.
<PAGE>

                         HYPERMEDIA COMMUNICATIONS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 1 - GENERAL

The financial statements of HyperMedia  Communications,  Inc. (the "Company") as
of March 31, 1997 and 1996 and for the three  months  then ended are  unaudited,
and in the opinion of management,  include 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.  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 annual
report on Form 10-K.  The results of operations for the three months ended March
31, 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 LOSS PER SHARE

Net 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  excluded  from the
computation  for the three  months ended March 31, 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 March 31,  1997,  was $(0.03) for both basic and
diluted earnings per share.
<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 average
subscriber to the publication has represented that they are personally  involved
in the purchase of over $500,000 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" and  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  for a discussion  of factors  that could affect  future
performance.
<PAGE>

Results of Operations

The Company's  gross  revenues were  $1,915,000  and $2,175,000 for the quarters
ended  March 31,  1997 and 1996,  respectively.  The  Company's  revenues in the
quarter ended March 31, 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.  Excluding the revenues  associated with the one-time promotions,  net
revenue increased  slightly in the first quarter of 1997 as compared to the year
earlier  period.  Net  advertising  pages in NewMedia  increased by 19% from the
first fiscal quarter of 1996 to the first fiscal quarter of 1997.  This increase
was primarily attributable to new advertising customers, such as Microsoft, IBM,
Kingston  Technologies  and others,  who are targeting the digital  professional
market that NewMedia serves.

The Company's  total  expenses were  $2,003,000  and $2,385,000 for the quarters
ended March 31, 1997 and 1996,  respectively,  a decrease of 16%.  Approximately
$220,000  of the  decrease  was  attributable  to  the  costs  of  the  one-time
promotions in the quarter ended March 31, 1996 which were passed  through to the
customer.  The decrease of $75,000, or 5%, in total expenses (excluding variable
and polybag  production  costs) in the first  quarter of 1997 as compared to the
first quarter of 1996 is primarily attributable to strong cost control measures.

Editorial  expenses,  comprised  principally  of  salaries  and fees paid to the
writers for the  Company's  publications,  were  $291,000 for the quarter  ended
March 31, 1997, as compared to $344,000 for the same quarter in 1996.  Editorial
expenses decreased because of the sale of the Macromedia User Journal ("MUJ") in
the third quarter of 1996 and from lower headcount. As a percentage of revenues,
editorial  expenses  decreased slightly from 16% in the first quarter of 1996 to
15% in the first quarter of 1997. 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. *

Gross production expenses, including costs for design, materials and printing of
the Company's publications,  were $476,000 for the quarter ended March 31, 1997.
This compares to $780,000 for the quarter ended March 31, 1996.  The decrease of
$304,000, or 39%, is primarily attributable to the one time advertiser promotion
costs  associated  with  polybagging  4 issues of NewMedia  for  various  online
services in 1996.  Net  production  expenses for  NewMedia,  excluding  one time
advertiser  promotion  costs,  decreased  primarily  as a  result  of  decreased
year-over-year  paper  costs.  Net  production  expenses  are expected to remain
relatively  unchanged for the balance of 1997 as a result of projected  increase
in  advertising  pages,  if any,  which are  expected to be offset by  decreased
year-over-year paper costs. *

---------------
* 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  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  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 $564,000 and $532,000 for the quarters  ended March 31, 1997
and 1996,  respectively.  The  Company  currently  capitalizes  its  circulation
development expenditures and amortizes them over a 12 month period. The increase
of $32,000, or 6%, is primarily attributable to the larger amount of circulation
development  expenditure  amortization  included in the first quarter of 1997 as
compared to the same period in 1996 as a result of the Company's 1996 publishing
strategy  to  increase  the  minimum  readership  qualifications  to receive the
magazine.  As a result of these new criteria,  the purchasing power of new media
products and services of the average subscriber  increased to more than $500,000
at  the  end  of  1996  from  less  than  $200,000  for  1995,  an  increase  of
approximately  150 percent.  The Company  intends to maintain the higher minimum
readership  qualifications  throughout 1997. * Circulation  expenses represented
29% of revenues for the first quarter of 1997 as compared to 24% of revenues for
the same period of 1996.  Circulation  expenses are expected to increase  during
the  balance  of 1997 as the result of the impact of a  projected  expansion  in
advertising pages, if any, on mailing costs and higher  circulation  development
expenditure   amortization   associated   with   the  more   stringent   minimum
qualifications to receive the magazine. *

Sales and marketing expenses were $420,000 for the quarter ended March 31, 1997,
as compared to $493,000 for the same  quarter in 1996.  The decrease of $73,000,
or 15%, is  attributable  to reduced  marketing  compensation  costs.  Sales and
marketing expenses  represented 22% of revenues for the first quarter of 1997 as
compared to 23% of revenues  for the same  period of 1996.  Sales and  marketing
expenses  are  expected  to  increase  during the  balance of 1997,  with larger
commission  costs  associated with increased  advertising  pages, if any, higher
sales and marketing management compensation expenses, and higher expenditures on
sales and marketing programs. *


Product  development  costs totaled $9,000 for the quarter ended March 31, 1997,
as compared to $7,000 for the  comparable  quarter in 1996, and consist of costs
incurred in the  development of new products,  including the Internet World Wide
Web site,  Hyperstand.  The Company  plans to continue  its product  development
efforts during 1997. *

General and administrative  expenses were $243,000 and $229,000 for the quarters
ended March 31, 1997 and 1996,  respectively.  The  increase of $14,000,  or 6%,
primarily  reflects increased bad debt expense offset by lower consulting costs.
General and  administrative  expenses  represented 13% of revenues for the first
quarter of 1997 as  compared  to 11% for the same  period in 1996.  General  and
administrative  costs are expected to grow in the balance of 1997 with  expected
increases in general and  administrative  expenses  that  accompany  anticipated
revenue growth.*

---------------
* 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  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  for a discussion  of factors  that could affect  future
performance.

<PAGE>

The Company incurred a net loss of $98,000 and $214,000 in the first quarters of
1997 and 1996,  respectively.  The $116,000, or 54%, decrease in net loss in the
first  quarter of 1997 as compared to 1996 is  primarily a result of strong cost
control programs.

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 March 31,  1997,  was $(0.03) for both basic and
diluted earnings per share.

Liquidity and Capital Resources

At March 31, 1997, the Company had approximately $440,000 in net working capital
and its principal  sources of liquidity  consisted of  approximately  $81,000 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 $250,000
of the Company's  Series G Preferred Stock at the Company's  request at any time
up to and  including  June 30,  1997.  At March 31,  1997,  there  was  $340,000
outstanding under this line of credit. As a result of the conditions of the line
of credit and financial  results of the 1997 first fiscal  quarter,  the Company
had unused  borrowing  capacity of $450,000.  Partial usage of unused  borrowing
capacity could be restricted by financial  operating  covenants.  In March 1997,
the $1,000,000  line of credit secured by 70% of qualified  accounts  receivable
was renewed with similar  terms,  conditions  and covenants for a period through
March 1998.

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 cash  generated  from
operations and borrowings available under its line of credit, 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.*  In  addition,  the  Company may seek to raise  additional  working
capital  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" and  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  for a discussion  of factors  that could affect  future
performance.

<PAGE>

The terms of the Series E Preferred Stock,  Series F Preferred  Stock,  Series G
Preferred Stock and the Company's outstanding warrants grant the holders thereof
certain  preferential  rights  including   antidilution  and  conversion  and/or
registration  rights which may have a dilutive  effect on existing  shareholders
and may  therefore  limit the  availability  of financing,  particularly  equity
financing.  The Company has no commitments  for any such financing and there can
be no assurance  that the Company will be able to raise such working  capital on
reasonable  terms or at all. The  Company's  ability to borrow under the line of
credit is subject to compliance with certain financial covenants, including, but
not  limited to,  quarterly  loss not to exceed  $100,000  in the second  fiscal
quarter of 1997, quarterly profitability beginning with the third fiscal quarter
of 1997 and maintaining a minimum $1,000,000 tangible net worth. There can be no
assurance that the Company will be successful in complying with these  financial
covenants.  The Company's  failure to comply with the financial  covenants could
preclude  it from  utilizing  the line of credit  which  would  have a  material
adverse effect on the Company's liquidity and financial condition.  In addition,
the Company's  inability to raise  capital,  if required,  could have a material
adverse effect on the Company's business and results of operations.

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  these  date  hereof.
Forward-looking statements are indicated by an asterisk (*).

---------------
* 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  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  for a discussion  of factors  that could affect  future
performance.


<PAGE>

Among the factors that could cause actual results to differ materially are those
listed  below and those  listed from time to time in the  Company's  SEC reports
including  but not limited to the annual  report on Form 10-K for the year ended
December 31, 1996.

Limited Operating History; History of Losses and Accumulated Deficits

The Company has a limited  operating history and is subject to all the risks and
difficulties  experienced by any new business.  The Company's  prospects must be
considered  in  light  of  the  risks,  expenses  and  difficulties   frequently
encountered in the  establishment  of a new business and a continually  evolving
industry  characterized by intense  competition.  The Company incurred total net
losses of $10,615,000 from inception to March 31, 1997,  including net losses of
$291,000 for the year ended  December 31, 1996 and net losses of $98,000 for the
quarter ended March 31, 1997.  The Company  expects to incur losses for at least
the second  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 1997 or thereafter the Company will be able to increase its revenues
or become  profitable.  The Company's  potential  future growth  depends on many
factors,  including the ability of the Company to attract sufficient advertising
customers for NewMedia,  maintain the circulation base of NewMedia,  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.

New Publishing Strategy; Sales and Marketing 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.  As a result,  the Company does not expect  growth in
NewMedia  advertising  revenues until at least the second quarter of 1997, if at
all.*

---------------
* 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  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  for a discussion  of factors  that could affect  future
performance.

<PAGE>

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.

     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 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 loss of
any of these key managers  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.  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" and  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  for a discussion  of factors  that could affect  future
performance.

<PAGE>


 Possible Delisting of Securities from Nasdaq System

         The  Common  Stock is  listed on the  Nasdaq  SmallCap  Market  and the
Pacific  Stock  Exchange.   The  Company's  failure  to  meet  Nasdaq's  listing
maintenance   criteria   in  the  future  for  any  reason  may  result  in  the
discontinuance of the inclusion of the Company's  securities on Nasdaq. In order
to remain  quoted on Nasdaq,  under the current  Nasdaq  rules,  a company  must
maintain  $2,000,000 in assets,  a $200,000 market value of the public float and
$1,000,000  in total  capital and  surplus.  In  addition,  continued  inclusion
requires  two  market-makers  and a minimum bid price of $1.00 per share  except
that if a company  falls below such minimum bid price,  it will remain  eligible
for  inclusion  in Nasdaq if the market  value of the  public  float is at least
$1,000,000  and the Company has  $2,000,000 in capital and surplus.  In November
1996, the Commission announced proposed revisions to the listing and maintenance
requirements, which would increase the requirements for continued listing on the
Nasdaq Market. Under the proposed rules, a listed company will no longer be able
to remain  listed if its minimum bid price falls below $1.00.  In addition,  the
Company  will have to maintain a  $1,000,000  market  value or public  float and
either $2,000,000 net tangible assets,  $35,000,000 market capitalization or net
income  in two of its last  three  years of  $500,000.  In the  event of  Nasdaq
delisting,  trading, if any, in the Company's securities may then continue to be
conducted  on  the  OTC   Electronic   Bulletin   Board  or  in  the  non-Nasdaq
over-the-counter  market. As a result, an investor may find it more difficult to
dispose  of, or to obtain  accurate  quotations  as to the  market  value of the
Company's securities.

      

---------------
* 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  "Management's  Discussion  and Analysis of Financial  Condition  and
Results of  Operations"  for a discussion  of factors  that could affect  future
performance.


<PAGE>


                           PART II - OTHER INFORMATION


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 March 31, 1997.



Items 1, 2, 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:    May  13, 1996             HyperMedia Communications, Inc.


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