SECURITIES AND EXCHANGE COMMISSION
                       WASHINGTON, DC 20549

                         FORM 10-QSB

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

             For the quarterly period ended JUNE 30, 1997

        [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                    SECURITIES EXCHANGE ACT OF 1934

        For the transition period from            to


                     Commission file number 0-8161


                           DIONICS,  INC.
   (Exact name of Small Business Issuer as Specified in its Charter)


Delaware                                                     11-2166744
(State or Other Jurisdiction                           (I.R.S. Employer
of Incorporation or                                      Identification
Organization)                                                   Number)

                          65 Rushmore Street
                       Westbury, New York 11590
               (Address of Principal Executive Offices)

                            (516) 997-7474
           (Issuer's Telephone Number, Including Area Code)

Check  whether the Issuer (1) filed all reports required to be filed by Section
13 or 15(d)  of the Exchange Act during the past 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


State the number  of  shares  outstanding  of  each  of the Issuer's classes of
common equity, as of the latest practicable date:

              Common, $.01 par value per share: 3,683,678
                   outstanding as of August 1, 1997
                 (excluding 164,544 treasury shares).
<PAGE>


                  PART I - FINANCIAL INFORMATION

                           DIONICS, INC.


                  Index to Financial Information
                    Period Ended June 30, 1997



     Item                                             Page Herein

     Item 1 - Financial Statements:

     Introductory Comments                                  3

     Condensed Balance Sheet                                4

     Condensed Statement of Operations                      6

     Statement of Cash Flows                                8

     Notes to Financial Statements                          9


     Item 2 - Management's Discussion and
              Analysis or Plan of Operation                 13

<PAGE>


                           DIONICS, INC.

                           JUNE 30, 1997



     The financial information herein is unaudited.   However, in the opinion

of management, such information reflects all adjustments (consisting  only  

of normal recurring accruals) necessary to a fair presentation of the results

of operations for the periods being reported.  Additionally, it should be 

noted that the accompanying condensed financial statements do not purport to 

be complete disclosures in conformity with generally accepted accounting 

principles.

    The results of operations for the six months ended June 30, 1997 are not 

necessarily indicative of the results of operations for the full fiscal year 

ending December 31, 1997.

    These condensed statements should be read in conjunction with the 

Company's financial statements for the year ended December 31, 1996.


<PAGE>



                             DIONICS, INC.

                        COMBINED BALANCE SHEET



                                             June 30,       December 31,
                                               1997             1996
                                             (Unaudited)    (Unaudited)

                              A S S E T S

CURRENT ASSETS:
  Cash                                     $  320,100    $ 210,900
  Accounts Receivable Trade
    (Less Estimated Doubtful Accounts
    of $10,000 in 1997 and $10,000 in
    1996) -  Note 3                           270,800      230,400
  Inventory - Notes 1 and 3                   384,700      402,400
  Prepaid Expenses and Other Current
    Assets                                     24,500       30,800

     Total Current Assets                   1,000,100      874,500



PROPERTY, PLANT AND
  EQUIPMENT - Note 3
    (At Cost Less Accumulated
      Depreciation of $1,629,800
      in 1997 and $1,623,600 in 1996)          56,500       62,700



DEPOSITS AND OTHER ASSETS -
  Note 2                                       22,000       23,100


     Total                                 $1,078,600   $  960,300

<PAGE>


                             DIONICS, INC.

                        COMBINED BALANCE SHEET


                                                  June 30,    December 31,
                                                   1997           1996
                                                (UNAUDITED)    (UNAUDITED)

                         L I A B I L I T I E S

CURRENT LIABILITIES:
  Current Portion of Long-Term
    Debt - (Note 3)                              $   28,400    $   28,200
  Accounts Payable                                   72,100        66,200
  Accrued Expenses                                   75,100        62,400

     Total Current Liabilities                      175,600       156,800


Deferred Compensation Payable -
  (Note 2)                                          473,000       442,900
Long-Term Debt Less Current
  Maturities - (Note 3)                             815,500       829,900


     Total Liabilities                            1,464,100     1,429,600

CONTINGENCIES AND COMMENTS

                         SHAREHOLDERS' EQUITY

Common Shares - $.01 Par Value
  Authorized 5,000,000 Shares
    Issued 3,848,222 Shares in
    1997 and 3,848,222 in 1996                      38,400        38,400
Additional Paid-in Capital                       1,522,800     1,522,800
(Deficit)                                       (1,726,100)   (1,809,900)

                                                  (164,900)     (248,700)
Less: Treasury Stock at Cost
  164,544 Shares in 1997 and
  164,544 Shares in 1996                          (220,600)     (220,600)

     Total Shareholders' Equity (Deficit)         (385,500)     (469,300)


          Total                                 $1,078,600    $  960,300


<PAGE>

                             DIONICS, INC.

                   CONDENSED STATEMENT OF OPERATIONS


                                                 THREE MONTHS ENDED
                                                     JUNE 30,
                                                1997           1996
                                             (UNAUDITED)     (UNAUDITED)


SALES                                        $ 503,200       $  342,800

COST AND EXPENSES:
  Cost of Sales (Including
    Research and Development Costs)            339,800          233,200
  Selling, General and Administrative
    Expenses                                    95,700           77,800

     Total Costs and Expenses                  435,500          311,000


NET INCOME FROM OPERATIONS                      67,700           31,800

INTEREST AND OTHER INCOME                        2,500            1,200

                                                70,200           33,000

OTHER DEDUCTIONS
 Interest Expenses                              18,200           18,100


NET INCOME FOR THE PERIOD                   $   52,000       $   14,900

NET INCOME PER SHARE                        $     .014       $     .004

Average Number of Shares Outstanding
  Used in Computation of
  Per Share Income                           3,683,678        3,483,678

<PAGE>


                             DIONICS, INC.

                   CONDENSED STATEMENT OF OPERATIONS


                                                SIX MONTHS ENDED
                                                     JUNE 30,
                                                 1997         1996
                                             (UNAUDITED)  (UNAUDITED)


SALES                                        $  929,600   $ 684,800

COST AND EXPENSES:
  Cost of Sales (Including Research
    and Development Costs)                      637,800     486,200
  Selling, General and Administrative
    Expenses                                    175,700     166,700

     Total Costs and Expenses                   813,500     652,900


NET INCOME FROM OPERATIONS                      116,100      31,900

INTEREST AND OTHER INCOME                         4,200       2,400

                                                120,300      34,300

OTHER DEDUCTIONS:
  Interest Expense                               36,500      36,300


NET INCOME (LOSS) FOR THE PERIOD             $   83,800    $ (2,000)


NET INCOME (LOSS) PER SHARE                  $     .022    $ (.0006)


Average Number of Shares Outstanding
  Used in Computation of Per Share
  Income (Loss)                               3,683,678     3,483,678

<PAGE>


                             DIONICS, INC.

                        STATEMENT OF CASH FLOWS



                                                     SIX MONTHS ENDED
                                                         JUNE 30,
                                                    1997         1996
                                                 (UNAUDITED)  (UNAUDITED)

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income (Loss)                              $  83,800    $  (2,000)
  Adjustment to Reconcile Net Income 
   or (Loss) to  Net Cash 
   Used for Operating Activities:
      Depreciation and Amortization                  6,200       14,700
      Deferred Compensation and 
       Related Interest                             30,100       28,400
  Changes in Operating Assets and Liabilities:
    (Increase) in Accounts Receivable              (40,400)      (8,300)
    (Increase) Decrease in Inventory                17,700      (31,300)
    Decrease in Prepaid Expenses and 
     Other Current  Assets                           6,300       12,200
    Decrease in Deposits and Other Assets            1,100        1,000
    Increase in Accounts Payable                     5,900       15,900
    Increase in Accrued Expenses                    12,700       13,500

     Net Cash Provided by Operating Activities     123,400       44,100

CASH FLOWS FROM FINANCING ACTIVITIES:
  Repayment of Debt                                (14,200)      (8,100)


CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of Equipment                                -0-       (2,400)

NET INCREASE IN CASH                               109,200       33,600

CASH - Beginning of Period                         210,900      147,000


CASH - End of Period                             $ 320,100    $ 180,600


<PAGE>


                             DIONICS, INC.

                     NOTES TO FINANCIAL STATEMENTS

                             JUNE 30, 1997


NOTE 1 -  INVENTORY:

Inventory is stated at the lower of cost (which represents cost  of
materials and manufacturing costs on a first-in, first-out basis) or
market, and are comprised of the following:

                                      June 30,    December 31,
                                       1997           1996
                                    (Unaudited)    (Unaudited)

          Finished Goods             $ 44,100             $ 62,500
          Work-in-Process             184,400              233,700
          Raw Materials               129,500               69,300
          Manufacturing Supplies       26,700               36,900

             Total                   $384,700             $402,400


NOTE 2 -  DEFERRED COMPENSATION PAYABLE:

In 1987 the company entered into an agreement with its chief executive officer
which provided for payments to him commencing with the year in which he 
reaches the age 65, provided that the officer does not voluntarily terminate 
his employment prior to attaining age 65.  Such agreement further provides 
that in the event of death or if the company terminates the employment of 
the officer prior to age 65 such payments are to commence during the month 
subsequent to such event.

The company has an insurance policy on the life of the aforementioned  
officer in an amount sufficient to fund the death benefits described above.  
At December 31, 1996 the cash surrender value on the existing policy 
approximated $2,500 and is included in other assets.

<PAGE>


                             DIONICS, INC.

                     NOTES TO FINANCIAL STATEMENTS

                             JUNE 30, 1997



NOTE 3 -  LOANS PAYABLE - APPLE BANK:

Effective as of January 31, 1994, the Company and Apple Bank for Savings (the
"Bank") entered into a restructuring Agreement whereby the Bank agreed to
forgive a portion of existing indebtedness of the Company and to restructure 
the balance.  In October 1988, the Company had obtained from the Bank a  
Commercial Equity Line in the original principal amount of $1 million 
(the "Original Mortgage") and in 1990 the Company had obtained certain other 
asset-based loans from the bank in the principal amount of $283,850 (the
"1990 Loans").  Pursuant to the Restructuring Agreement.

     A.  The bank has forgiven $376,146.59 of accrued and unpaid interest 
stemming from the Original Mortgage and the 1990 Loans.

     B.  The 1990 Loans have been replaced by a new term loan in the 
principal amount of $283,850, ("Term Loan A") structured over two five-year
periods.  During the first five-year period, the Company will pay interest
only, computed at an annual rate of 6.0 percent.  Of that amount, only one-
third (2.0 percent) will be payable monthly, with the remainder accruing and
becoming part of unpaid principal at the end of that period.  During the 
second five-year period, the balance due will be repaid over 60 equal monthly
installments, plus interest at Prime plus two percent on the unpaid balance.

     C.  The remaining balance of $750,000 outstanding on the Original 
Mortgage Loan has been replaced by a new $415,000 Mortgage Loan plus
two additional Term Loans of $167,500 each.  These are treated as follows:

The new $415,00 Mortgage Loan ("Mortgage Loan B") has a five-year term and 
carries an annual interest rate of 7.5 percent.  For the first two
years of Mortgage Loan B, the Company is obligated to make payments of 
interest only, on a monthly basis.  Thereafter, monthly payments will 
include interest plus the amount of $1,921.30 towards reduction of  debt.   
At the end of the five-year period, the then-remaining principal 
($347,754.50) will be due.

<PAGE>


                             DIONICS, INC.

                     NOTES TO FINANCIAL STATEMENTS

                             JUNE 30, 1997



NOTE 3 -  LOANS PAYABLE - APPLE BANK - (Continued)

The first new Term Loan ("Term Loan  C") stemming from the Original Mortgage
has a face amount of $167,500 and carries the same interest rate and payment
terms over two five-year periods as the new $283,850 Term Loan A described  
in Paragraph B above.

The second new Term Loan ("Term Loan D") stemming from the Original Mortgage
also has a face amount of $167,500, but carries an annual interest rate of 
4.0 percent, none of which is payable  during  the  initial five-year period.  
This interest will accrue and will be added to the principal at the end of 
the first five-year period.  The new total balance due will  be  repaid  over  
the second five-year period with 60 equal monthly installments plus interest 
of Prime plus two percent on the unpaid balance.

     D. Term Loans A and C also carry convertibility rights under which  
the Bank may, at its sole discretion, exchange debt for Common Stock in
the Company at prices ranging from $.75 per share up to $1.25 per share,
depending on the date of such conversion, provided, however, that the 
aggregate number of shares that the Bank may acquire will not exceed 15 
percent of the number of then outstanding shares of the Company's Common 
Stock, subject to certain anti-dilution rights.

     E. Having met, in 1994 and 1995, certain particular financial 
performance standards as called out in the January 3, 1994 Debt 
Restructuring Agreement, the Company has qualified in full for the
forgiveness of specific elements of its debt.  While according to the 
terms of the Agreement, the actual forgiveness is due to be formally 
granted on "the interim Maturity Date" (Jan. 31, 1999), the Company has,  
in the interests of more accurately describing its over-all debt situation, 
decided to adopt those changes in its current and future reports.  The 
forgiveness will cover all of the principal and accrued interest on Term  
Loan D and all of the accrued interest on both Term Loans A and C, as more 
fully described in the above-referenced Debt Restructuring Agreement.

<PAGE>


                             DIONICS, INC.

                     NOTES TO FINANCIAL STATEMENTS

                             JUNE 30, 1997




NOTE 3 -  LOANS PAYABLE - APPLE BANK (CONTINUED)



All the Company's Assets are pledged to the foregoing loans.

In September 1994, the Company was advised that the foregoing loans were
purchased form the Bank by D.A.N. Joint Venture, a Limited Partnership,  
an affiliate of the Cadle Company.

<PAGE>


Item 2.   Management's Discussion and Analysis or Plan of Operation

A.   LIQUIDITY AND CAPITAL RESOURCES

     The Company has been steadily improving its financial performance for the
last several years.  Although it was at first still recording losses, each
year's performance had resulted in a smaller loss than in the previous year.
In the most recent full year, 1996, the Company finally  achieved a Profit
before the benefit of any Extraordinary Items, the first such Profit in many
years.  With a profitable First Quarter in 1997, the Company was able to
continue that improving trend, and now for the Second Quarter of 1997 has
produced an even more impressive result.

     Along with upgrading its operating results, the Company has also been
making steady progress in improving its underlying financial condition,
particularly as it relates to Liquidity and Capital Resources.  Through the
extremely beneficial restructuring of its Bank debt, effective January 31,
1994, and the successful capture of several additional debt-reduction
opportunities, the Company has significantly eased its over-all debt profile.
The recent strengthening of the Company's Liquidity and Capital Resources are
at least partially evident in its improved ratio of Current Assets to Current
Liabilities.  Starting with 1.83 at June 30, 1994, the ratio rose to 5.54 at
June 30, 1995, then down slightly to 5.06 at June 30, 1996 and currently is at
5.70  at  June  30, 1997.  To the extent that this ratio is indicative of near-
term financial strength, the above improvements may be considered a very
positive sign for the Company.

     Management has continued its search for additional debt or equity-based
capital to provide further growth momentum for the Company, and to refinance
its remaining long-term debt.  Contacts with potential lenders or acquirors 
are always in some stage of motion, but no assurance can be given of any 
successful outcomes.   For the immediate future, however, the Company is well
able to support its ongoing operations, particularly since they have now 
moved to a moderately positive cash flow basis.  Also very encouraging to  
Management is the progress in the Balance Sheet item Working Capital, which 
continued to rise to $824,500 at June 30, 1997, up from $717,700 at December 
31, 1996, $626,200 at June 30, 1996, $533,900 at June 30, 1995 and $245,500 
at June 30, 1994.

B.   RESULTS OF OPERATIONS

     Sales in the Second Quarter of 1997 rose 46.8% from the same period last
year, reaching $503,200 in the current period as compared to $342,800 in the
Second Quarter of 1996 and $318,800 in the Second Quarter of 1995.  The 
current rise in sales volume occurred across numerous product lines, rather  
than any single one, reflecting a general increase in customer interest.  
The Gross Profit margin in the Second Quarter of 1997 was 32.5%, as compared 
to 32% in the Second Quarter of 1996 and 34% in the Second Quarter  of 1995.  
The greater efficiency that increasing sales volumes can provide against  a  
background of many largely fixed costs may soon lead to even higher Gross 
Profit Margins.

     Selling, General & Administrative costs fell as a percentage of sales
volume to 19.0% in the Second Quarter of 1997 as compared to 22.7% in the 
same period last year, and 23.7% in the same period of 1995.  The decrease  
in the current period SG & A percentage came about largely through a 
reduction in depreciation charges combined with increasing sales volume.

     As a result of the above improvements, the Company showed a 112% 
increase in Second Quarter 1997 NET INCOME FROM OPERATIONS with $67,700 
as compared to $31,800 in the same period last year, and $33,700 in the  
Second Quarter of 1995.   Interest Expenses have not changed materially  
in the last several consecutive quarterly reporting periods: $18,200 in 
the current period, $18,100 in the Second Quarter of 1996, and $22,900 in 
the Second Quarter of 1995.

     For the Second Quarter of 1997, the Company recorded a 248% increase  
in NET INCOME with $52,000 as compared to a NET INCOME of $14,900 in the 
same period of 1996 and a NET INCOME of $11,900 in the First Quarter of 1995.

     In the First Half of 1997, the Company recorded a 35.6% increase in 
Sales volume, showing $929,600 as compared to $684,800 for the First Half 
of 1996. The Gross Profit Margin rose for the First Half of 1997 to 31.4% 
as compared to 29.0% in the same period last year.  Selling, General and 
Administrative Expenses dropped to 18.9% of Sales as compared to 24.3% in 
the First Half of 1996. The Company showed a 264% increase in NET INCOME 
FROM  OPERATIONS with $116,100  in the First Half of 1997 as compared to 
$31,900 in the First Half of 1996.  Interest Expenses remained essentially  
the same, with $36,500 in the current period and $36,300 in the First Half 
of 1996.   As a result of the above, the Company showed NET INCOME of 
$83,800 for the First Half of 1997, as compared to a NET LOSS of $2,000 for 
the First Half of 1996.

     In recent  years, the Company has been striving to correct its two basic
problems: past debts, primarily to the Bank; and the need for currently
profitable operations.  With the 1993 sale of one of its two buildings and 
the subsequent 1994 Debt Restructuring Agreement, the first problem area was  
put onto a manageable basis.  The Company is now able, for the immediate 
future, to manage its debt obligations under the new  Agreement.  It was even
able to further reduce the debt under that Agreement, first by meeting 
certain financial performance requirements for both 1994 and 1995, resulting
in substantial debt forgiveness, and then through the scheduled monthly debt-
reduction payments that began in early 1996.

     Concerning the Company's second basic problem, the need for currently
profitable operations, it succeeded in 1996 in registering its first annual 
Net Profit in many years.  Now, with the strong First Half 1997 results,  
the Company is further bolstering its turn-around.  These currently 
profitable results follow the Company's remarkable job of having both 
survived with little or no Working Capital and also having consistently  
made slow but steady improvements in financial performance.  While cost 
reduction efforts were able to keep the Company alive, only steadily rising 
sales volume will be able to make increasing profits possible.   The  
Company is continuing its efforts to stimulate increasing use of its 
MOSFET-driver and Solid State Relay product lines, as well as several other 
mature and newer products.  The prospects are currently strong for further 
improvements in both Sales volume and Net Profits, goals that  Management 

<PAGE>



is determined to continue pursuing.  Management hopes to succeed in the 
latest challenge of fostering increasing growth, as it has in the 
debt-resolution and profitability challenges.  Risks of failure persist, of
course, as they do in any commercial venture, but the Company's recent strong
performance represents major steps back-from-the-brink with what now appears 
to be an accelerating rate of progress.

<PAGE>


                     PART II  -  OTHER INFORMATION


Item 1.   Legal Proceedings

          None


Item 2.   Changes in Securities

          None


Item 3.   Defaults Upon Senior Securities

          None


Item 4.   Submission of Matters to a Vote
          of Security-Holders

          None


Item 5.   Other Information

          None


Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits.  There are no exhibits applicable to this Form 10-QSB.

          (b)  Reports on Form 8-K.  Listed below  are  Current Reports on Form
               8-K filed by the Registrant during the fiscal quarter ended June
               30, 1997:

               None


<PAGE>
                              SIGNATURES


     In  accordance with the requirements of the Exchange Act, the
Registrant caused this Report to be signed on its behalf by the  
undersigned, thereunto duly authorized.


                                      DIONICS, INC.
                                      (Registrant)



Dated:     August 7, 1997             By: /s/Bernard Kravitz
                                          Bernard Kravitz,
                                          President


Dated:     August 7, 1997             By: /s/Bernard Kravitz
                                          Bernard Kravitz,
                                          Principal Financial Officer