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 SEPTEMBER 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 November 1, 1997
                 (excluding 164,544 treasury shares).
<PAGE>

                   PART I - FINANCIAL INFORMATION 
  
                            DIONICS, INC.


                    Index to Financial Information
                   Period Ended September 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.


                          SEPTEMBER 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 nine months ended
September 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



                                      SEPTEMBER 30,    DECEMBER 31, 
                                          1997            1996    
                                      (UNAUDITED)      (UNAUDITED)
 

                         A S S E T S
                                                       
CURRENT ASSETS:
  Cash                                     $  418,100    $ 210,900
  Accounts Receivable - Trade
    (Less Estimated Doubtful Accounts 
    of $10,000 in 1997 and $10,000 in
    1996) -  Note 3                             239,000    230,400
  Inventory - Notes 1 and 3                     345,700    402,400
  Prepaid Expenses and Other Current 
    Assets                                       18,100     30,800

     Total Current Assets                     1,020,900    874,500



PROPERTY, PLANT AND 
  EQUIPMENT - Note 3
    (At Cost Less Accumulated 
      Depreciation of $1,632,900
      in 1997 and $1,623,600 in 1996)           53,400      62,700



DEPOSITS AND OTHER ASSETS -
  Note 2                                        21,500      23,100


     Total                                  $1,095,800  $  960,300

<PAGE>

                              DIONICS, INC.

                          COMBINED BALANCE SHEET


                                                SEPTEMBER 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                                  59,700        66,200
  Accrued Expenses                                  49,400        62,400

     Total Current Liabilities                     137,500       156,800


Deferred Compensation Payable -
  (Note 2)                                         488,000       442,900
Long-Term Debt Less Current 
  Maturities - (Note 3)                            808,400       829,900


     Total Liabilities                           1,433,900     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)                                      (1,678,700)   (1,809,900)  

                                                 (117,500)     (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)        (338,100)     (469,300)


          Total                                $1,095,800    $  960,300

<PAGE>

                              DIONICS, INC.

                    CONDENSED STATEMENT OF OPERATIONS


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


SALES                                      $ 450,000     $  419,800

COST AND EXPENSES:
  Cost of Sales (Including
    Research and Development Costs)          308,700        298,000
  Selling, General and Administrative 
    Expenses                                  78,700         76,200

     Total Costs and Expenses                387,400        374,200


NET INCOME FROM OPERATIONS                    62,600         45,600

INTEREST AND OTHER INCOME                      3,000          1,200

                                              65,600         46,800

OTHER DEDUCTIONS
 Interest Expense                             18,200         18,100


NET INCOME FOR THE PERIOD                 $   47,400     $   28,700

NET INCOME PER SHARE - Note 4 - 
  Primary                                 $    .0129     $     .008

  Fully Diluted                           $    .0126     $     .008    

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

    Fully Diluted                         3,751,860      3,483,678
<PAGE>

                              DIONICS, INC.

                    CONDENSED STATEMENT OF OPERATIONS


                                                  NINE MONTHS ENDED
                                                    SEPTEMBER 30,   
                                                  1997        1996   
                                                 (UNAUDITED) (UNAUDITED)


SALES                                             $1,379,600  $1,104,600

COST AND EXPENSES:
  Cost of Sales (Including Research
    and Development Costs)                           946,500     784,200
  Selling, General and Administrative 
    Expenses                                         254,400     242,900

     Total Costs and Expenses                      1,200,900   1,027,100


NET INCOME FROM OPERATIONS                           178,700      77,500

INTEREST AND OTHER INCOME                              7,200       3,600

                                                     185,900      81,100
OTHER DEDUCTIONS:
  Interest Expense                                    54,700      54,400


NET INCOME FOR THE PERIOD                         $  131,200  $   26,700

NET INCOME PER SHARE - Note 4
  Primary                                         $    .0356  $     .008

  Fully Diluted                                   $    .0350  $     .008

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

    Fully Diluted                                  3,751,860   3,483,678

<PAGE>

                              DIONICS, INC.

                         STATEMENT OF CASH FLOWS



                                                   NINE MONTHS ENDED   
                                                     SEPTEMBER 30,    
                                                   1997         1996   
                                                 (UNAUDITED) (UNAUDITED)

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income                                     $ 131,200    $ 26,700
  Adjustment to Reconcile Net Income to  
     Net Cash Provided from Operating
     Activities:
      Depreciation and Amortization                  9,300      22,000
      Deferred Compensation and Related
       Interest                                     45,100      42,600
  Changes in Operating Assets and Liabilities:
    (Increase) Decrease in Accounts Receivable      (8,600)    (27,200)
    (Increase) Decrease in Inventory                56,700     (26,300)
    (Increase) Decrease in Prepaid Expenses
     and Other Current Assets                       12,700      10,500
    (Increase) Decrease in Deposits 
     and Other Assets                                1,600       1,600
    Increase (Decrease) in Accounts Payable         (6,500)     28,400  
    Increase (Decrease) in Accrued Expenses        (13,000)        200

     Net Cash Provided from Operating
      Activities                                   228,500      78,500
        

CASH FLOWS FROM FINANCING ACTIVITIES:
  Repayment of Debt                                (21,300)    (15,100)


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

NET INCREASE IN CASH                               207,200      61,000

CASH - Beginning of Period                         210,900     147,000


CASH - End of Period                             $ 418,100   $ 208,000
<PAGE>
      

                              DIONICS, INC.

                      NOTES TO FINANCIAL STATEMENTS

                            SEPTEMBER 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:

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

          Finished Goods             $ 44,900     $ 62,500
          Work-in-Process             179,800      233,700
          Raw Materials               100,300       69,300
          Manufacturing Supplies       20,700       36,900
 
             Total                   $345,700     $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

                            SEPTEMBER 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

                            SEPTEMBER 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.   



NOTE 4 -  STOCK OPTION PLAN 

In September 1997, the Board of Directors of the Company adopted
the 1997 Incentive Stock Option Plan (the "1997 Plan") for employees
of the Company to purchase up to 250,000 shares of common Stock of
the Company.  Options granted under the 1997 Plan are "incentive
stock options" as defined in Section 422 of the Internal Revenue Code. 
Any stock options granted under 1997 Plan shall be granted at no less
than 100% of the fair market value of the Common Stock of the Company
at the time of the grant.  As of September 30, 1997, options to
acquire 120,000 shares of Common Stock have been granted under
the 1997 Plan.  All of such options were granted on September 11,
1997 and have an exercise price of $.38 per share.  As of September
30, 1997, 130,000 options were available for future grant.  The 1997
Plan is subject to obtaining stockholder approval within twelve months
of the adoption of the 1997 Plan. If is not so approved by the
stockholders of the Company, any options granted under the 1997 Plan
will be rescinded and will be void.
 
<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 at first still
recording losses, the Company nevertheless recorded a smaller
loss each year than in the previous one. 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.  Now
during 1997, the Company has been able to continue that improving trend
with further rising profits, and for the Third Quarter of 1997 has
produced the third profitable quarter of the year, again without
benefit of any Extraordinary Items.

    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 an 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, 
7.4 to 1 at September 30, 1997, up from 5.7 to 1 as recently as 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, reaching $883,400 at September 30, 1997,
up from $717,700 at December 31, 1996, and $670,000 at September 30,
1996. Net Worth has also progressed to a negative $338,100 at
September 30, 1997, improved from a negative $469,300 at December
31, 1996 and a negative $500,600 at September 30, 1996. It should
further be noted that if Net Worth were calculated using estimated "true-
market" value for the Company's real estate property, instead of
the heavily depreciated value on its books, then the Company's true
Net Worth would now be slightly positive.


B.   RESULTS OF OPERATIONS

     Sales in the Third Quarter of 1997 rose 7.2% from the same
period last year, reaching $450,000 in the current period as
compared to $419,800 in the Third Quarter of 1996 and $341,300 in the
Third 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 Third Quarter of 1997 was 31.4%, as compared to 29% in the Third
Quarter of 1996 and 25% in the Third 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 17.5% in the Third Quarter of 1997 as compared to
18.1% in the same period last year and 21% in the same period of
1995, largely through increased sales volume.

    As a result of the above improvements, the Company showed a
37% increase in Third Quarter 1997 NET INCOME FROM OPERATIONS with
$62,600 as compared to $45,600 in the same period last year, and
$13,300 in the Third 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
Third Quarter of 1996, and $23,700 in the Third Quarter of 1995.

     For the Third Quarter of 1997, the Company recorded a 65%
increase in NET INCOME with $47,400 as compared to a NET INCOME
of $28,700 in the same period of 1996 and a NET LOSS of $9,500 in
the Third Quarter of 1995.

    For the Nine-Months of 1997, the Company recorded a 24.9%
increase in Sales volume, showing $1,379,600 as compared to
$1,104,600 for the Nine-Months of 1996. The Gross Profit Margin
rose for the Nine-Months of 1997 to 31.4% as compared to 29.0% in the
same period last year, while Selling, General & Administrative
Expenses dropped to 18.4% of Sales as compared to 22% in the Nine-Months
of 1996. Interest Expenses remained essentially the same with
$54,700 in the current Nine-Months versus $54,400 in the same period last
year.

    The Company showed a 390% increase in NET INCOME with
$131,200 in the NineMonths of 1997 as compared to $26,700 in the
Nine-Months of last year.

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

    Concerning its second basic problem, the need for currently 
profitable operations, the Company succeeded in 1996 in registering
its first annual Net Profit in many years. Now, with the strong
Nine-Month results for 1997, the Company is further bolstering its
turn-around. These currently profitable results follow the Company's
remarkable job of not only surviving on little or no Working Capital,
but also consistently making slow-but-steady improvements in financial 
performance.

    While early cost reduction efforts were able to keep the
Company alive, only steadily rising sales volume will be able to generate
increasing profits. The Company is continuing its efforts to
stimulate growing use of its Photovoltaic MOSFET-driver and Solid
State Relay product lines, as well as several other mature and newer
products. Bolstered by several new product development programs, the
prospects are currently very strong for further improvements in both
Sales volume and Net Profits. These are goals that Management is determined 
to successfully pursue, as it has done 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 
clearly represents a major step back-from-the-brink in 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

          In September 1997, the Board of Directors of the
          Company adopted the 1997 Incentive Stock Option Plan
          (the "1997 Plan") for employees of the Company to
          purchase up to 250,000 shares of  Common Stock of the
          Company.  Options granted under the 1997 Plan are
          "incentive stock options" as defined in Section 422 of
          the Internal Revenue Code.  Any stock options granted
          under the 1997 Plan shall be granted at no less than
          100% of the fair market value of the Common Stock of
          the Company at the time of the grant.  As of September
          30, 1997, options to acquire 120,000 shares of Common
          Stock have been granted under the 1997 Plan.  All of
          such options were granted on September 11, 1997 and
          have an exercise price of $.38 per share.  As of
          September 30, 1997, 130,000 options were available for
          future grant.  The 1997 Plan is subject to obtaining
          stockholder approval within twelve months of the 
          adoption of the 1997 Plan.  If it is not so approved
          by the stockholders of the Company, any options 
          granted under the 1997 Plan will be rescinded and will
          be void.

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 September 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: November 5, 1997             By: /s/Bernard Kravitz        
                                        Bernard Kravitz,
                                        President


Dated: November 5, 1997             By: /s/Bernard Kravitz        
                                        Bernard Kravitz,
                                        Principal Financial Officer