Securities and Exchange Commission
                             Washington, D.C. 20549
                             Report on Form 10-KSB/A


     [ x ] Annual  Report  pursuant  to  Section  13 or 15(d) of the  Securities
           Exchange Act of 1934

     For the fiscal year ended December 31, 1997

     [   ] Transition  Report  pursuant to Section 13 or 15(d) of the Securities
           Exchange Act of 1934

     For the transition period from ____________________to__________________

                          Commission File No. 2-96392

                          TRIANGLE IMAGING GROUP, INC.
             (Exact name of registrant as specified in its charter)

               Florida                                   59-2493183
  (State of or other jurisdiction of                   (IRS Employer
    incorporation or organization)                  Identification No.)


      4400 W. Sample Road, Suite 228
             Coconut Creek, FL                            33073
(Address of Principal Executive Officers)               (Zip Code)

Registrant's telephone number, including area code: (954) 968-2080

Securities registered pursuant to Section 12(b) of the Act: None.

Securities registered pursuant to Section 12(g) of the Act:

                    Common Stock, par value $.001 per share
                  (Title of Class)

Indicate by check mark whether the Registrant (1) has filed all Reports required
to be filed by  Sections  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 [   ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of the Regulation  S-B is not contained in this form, and no disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ x ]

Issuer's revenues for its most recent fiscal year were $5,508,267.

The  aggregate  market value of the voting stock held by  non-affiliates  of the
Registrant, computed by reference to the closing price of such stock as of March
31, 1998, was approximately $9,200,000.

Number of shares  outstanding of the issuers Common Stock, as of March 31, 1998,
was 9,618,616.

Documents Incorporated By Reference: None


<PAGE>



Item 6
Management's Discussion and Analysis of Financial Condition

The Company's total revenues for the fiscal year 1997 were $5,508,267,  which is
an increase  of  $5,206,071  over the  Company's  fiscal  year 1996  revenues of
$302,196.  The increase resulted  primarily from a complete  operational  cycle,
based on the fiscal year of operations,  from  subsidiary,  Engineered  Business
Systems,  Inc., as compared to the 1996 record of  operations  for the one month
period ending December 31, 1996.  Reoccurring  sales in the CRIS(R) and ACES(TM)
product lines constituted 49% of the Company's revenues in the fiscal year 1997.
Sales from the ACES(TM)  product line  contributed 10% of the reoccurring  sales
for the fiscal  year 1997 while the  remaining  39% of revenues  contributed  to
reoccurring  sales were  derived  from the CRIS(R)  product  line.  New sales of
CRIS(R) products  constituted 9% of the Company's  revenues for fiscal year 1997
and new sales of ACES(TM) products comprised 8% of the revenues.

Outsourcing  revenues  accounted for approximately 28% of the Company's revenues
in fiscal 1997. Other income, including interest income, comprised the remaining
6% of revenues for the 1997 fiscal year.

The cost of sales was  $1,577,249  in fiscal  1997,  which  was an  increase  of
$1,525,545,  over the Company's fiscal year 1996 cost of sales of $51,704. Gross
profit,  $3,931,018,  as a  percentage  of  revenues  was 71% in fiscal  1997 as
compared to 82%, or $250,492, for fiscal 1996. The decrease of gross profit as a
percentage was  attributable  to the differing  length of reporting  periods for
subsidiary  Engineered  Business  Systems,  Inc., as well as the majority of the
sales during the short 1996 period being  service-related with a smaller cost of
sales  percentage.  The  increase  in gross  profit  resulted  primarily  from a
complete  operational  cycle,  with increased sales from subsidiary,  Engineered
Business Systems, Inc., as compared to the 1996 record of operations for the one
month period ending December 31, 1996.

Selling,  general and  administrative  expenses  were  $2,753,406 in fiscal 1997
compared to $253,247,  an increase of $2,500,159 an annualized  decrease of 10%.
The increase was primarily  due to a complete  operational  cycle,  based on the
fiscal year of operations,  from subsidiary,  Engineered Business Systems, Inc.,
as compared to the 1996 record of  operations  for the one month  period  ending
December  31,  1996.  Management  also  believes  that the  increase in selling,
general and administrative expenses was due to the increased expenses associated
with  increased  sales as well as  continued  and  increased  investment  in its
product lines while the decrease on an annualized  basis was due to  operational
efficiencies.  Non-cash  imputed  compensation  for the  fiscal  year  1997  was
$138,158  compared  to $73,960  for fiscal  1996.  The  increase  was due to the
Company's  issuance of stock to new consultants  for services  necessary for the
dynamic growth of the company.  The non-cash imputed  compensation  also allowed
additional funds to be invested in the Company's existing and developing product
lines.

The  Company's  net income in fiscal  year 1997  includes  non-cash  expenses of
approximately  $85,483 as  compared  to the $8,035  for fiscal  year 1996.  Such
expenses were incurred as a result of  depreciation  and  amortization of assets
acquired  with the  acquisition  of EBS as well as the  goodwill  created in the
acquisition.   The  increase  of  the  non-cash  expenses  was  again  primarily
attributable  to the  differing  length  of  reporting  periods  for  subsidiary
Engineered Business Systems, Inc., due to its acquisition.

Interest  expense was  $110,182 in 1997,  compared to $10,192 in the fiscal year
1996,  reflecting  interest paid on an 8%  promissory  note of  $1,600,000.  The
promissory note was issued by the Company in connection with the purchase of the
EBS capital  stock.  Minority  interest for the fiscal year 1997 was $24,301 and
reflects the 5% of EBS not then owned by the Company.

The Company's net gain before any income tax provision for fiscal year 1997, was
$819,488,  compared  to the net loss of $99,040  for the fiscal  year 1996.  The
increase  in the net gain in fiscal  year 1997 is  primarily  attributable  to a
combination of all the factors  discussed  above. The Company also had an income
tax provision of $226,000,  which resulted from the realization of net operating
loss carry forwards  recoverable in future years. The Company's final net income
after tax  provisions was $1,045,488 for the fiscal year 1997 as compared to the
net loss of $99,040 for the fiscal year ending  December 31, 1996.  The increase
in the net gain in fiscal year 1997 is primarily  attributable  to a combination
of all the factors discussed above.

Liquidity and Capital Resources

The Company has funded its working capital and capital expenditure  requirements
with cash provided from operations.  The primary source of cash receipts is from
payments for CRIS(R),  ACES(TM), and outsourcing sales and accounts receivables.
The  management of the company  believes cash flows from  continuing  operations
will be sufficient to fund operational  expenditures into the foreseeable future
and  anticipated  acquisitions  will be funded  with cash  from  operations  and
through the issuance of stock.

Management  estimates  the future  spending  for capital  expenditures,  for the
fiscal year 1998, to be approximately $350,000 and believes that the current and
future  cash  flows  from  sales  are  sufficient  to fund the  planned  capital
expenditures as included.

At December 31, 1997, the Company had working capital of $525,009 as compared to
working  capital of $200,264 at December  31,  1996.  The increase is due to the
cash flow from the operations of EBS as well as the issuance of common stock and
common stock options.

Year 2000

What is commonly  known as the "Year 2000  issue"  arises due to the use by many
computer hardware and software systems of only two digits to represent year date
formats. As a result,  these systems and programs may not calculate dates beyond
1999,  which may cause errors in  information  collection  and  manipulation  or
systems failures resulting in business process interruption. The calculation and
process  errors  resulting  from the Year 2000 issue may be further  complicated
since the year 2000 is a leap year.  With respect to its internal  systems,  the
Company is taking appropriate steps to prepare its computer systems for the year
2000. The Company does not expect the cost of these efforts to be material.  The
Company is also assessing its current line of software products to determine the
capabilities  of such  products  in the year  2000 and  beyond  and has,  in the
ordinary  course  of its  product  development  efforts,  designed  its  current
hardware  and  software  offerings  to be year 2000 ready.  (However,  Year 2000
readiness of the  Company's  customers  and the hardware and software  offerings
from the Company's suppliers,  subcontractors and business partners may vary and
may  adversely  effect the use by such  persons and  entities  of the  Company's
products).  Current  information  about the Year 2000  capacity of the Company's
products is available at the Company's website (www.ebs-inc.com). The Company is
aware of the  potential  for claims  against it and other  companies for damages
from  products and services  that were not year 2000 ready but believes that any
such  claims  against  it will be  without  merit.  While the  Company  does not
anticipate  that the year 2000  matters  discussed  above  will have a  material
impact on its  business,  financial  condition or results of  operations,  it is
uncertain whether or to what extent the Company may be affected by such matters.

Inflation

To date, inflation has not had a material effect on the Company's business.  The
Company  believes  that the  effects of future  inflation  may be  minimized  by
controlling  costs  and  passing  any  effects  of  thereof  onto the  Company's
customers.

The Company is including the following cautionary statement in its Annual Report
on Form  10-KSB  to make  applicable  and  take  advantage  of the  safe  harbor
provisions  of the  Private  Securities  Litigation  Reform  Act of 1995 for any
forward-looking statements made by, or on behalf of The Company. Forward-looking
statements include statements concerning plans,  objectives,  goals, strategies,
future events or performance  and underlying  assumptions  and other  statements
which  are  other  than  statements  of  historical  facts.  Certain  statements
contained herein are  forward-looking  statements and accordingly  involve risks
and  uncertainties  which  could  cause  actual  results or  outcomes  to differ
materially from those expressed in the forward-looking statements. The Company's
expectations,  beliefs and projects are expressed in good faith and are believed
by the  Company  to have a  reasonable  basis,  including  without  limitations,
management's  examination of historical  operating trends, data contained in the
Company's records and other data available from third parties,  but there can be
no assurance that management's expectations,  beliefs or projections will result
or be  achieved  or  accomplished.  In  addition  to other  factors  and matters
discussed elsewhere herein, the following are important factors that, in view of
the  Company,  could  cause  actual  results  to differ  materially  from  those
discussed  in the  forward-looking  statements:  technological  advances  by the
Company's competitors,  changes in health care reform,  including  reimbursement
programs,  capital needs to fund any delays or extensions of research  programs,
delays in product  development,  lack of market acceptance of technology and the
availability  of capital  on terms  satisfactory  to the  Company.  The  Company
disclaims any  obligation to update any forward-  looking  statements to reflect
events or circumstances after the date hereof.





Item 7
Financial Statements and Supplementary Data

See the Index to  Financial  Statements  attached  hereto  for a listing  of the
financial  statements  and  supplementary  data  included  as  a  part  of  this
amendment.

<PAGE>



                   Triangle Imaging Group, Inc. and Subsidiary
                   Index to Consolidated Financial Statements
                     Years Ended December 31, 1997 and 1996



                                                                           Page
                                                                          Number

INDEPENDENT AUDITORS REPORT..................................................F-2

CONSOLIDATED BALANCE SHEET.................................................. F-3

CONSOLIDATED STATEMENTS OF OPERATIONS........................................F-4

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY............................. F-5

CONSOLIDATED STATEMENTS OF CASH FLOWS........................................F-6

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.............................F-7--F-19


                                      F-1



<PAGE>

                          INDEPENDENT AUDITORS' REPORT


     To the Stockholders and Board of Directors
     Triangle Imaging Group, Inc. and Subsidiary

     We have audited the  consolidated  balance sheet of Triangle Imaging Group,
Inc.  and  Subsidiary  as of  December  31,  1997 and the  related  consolidated
statements  of  operations,  stockholders'  equity  and cash flows for the years
ended  December  31,  1997  and  1996.   These  financial   statements  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audit.

     We conducted  our audit in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects, the financial position of Triangle Imaging Group, Inc.
and  Subsidiary as of December 31, 1997,  and the results of its  operations and
its cash flows for the years ended December 31, 1997 and 1996 in conformity with
generally accepted accounting principles.




                                                           Mazars & Guerard, LLP
                                                    Certified Public Accountants

New York, New York
February 13, 1998 and March 10, 1998 as to Note 7j and 14

  
                                    F-2

<PAGE>






<TABLE>

                   TRIANGLE IMAGING GROUP, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET
                                DECEMBER 31, 1997

                                     ASSETS

<S>                                                              <C>
CURRENT ASSETS:
     Cash and cash equivalents                                     $     525,009
     Accounts receivable, net of allowance for
     doubtful accounts of $114,000                                       778,555
     Prepaid expenses                                                     38,489
     Deferred tax asset                                                  229,000
                                                                   -------------
        TOTAL CURRENT ASSETS                                           1,571,053

EQUIPMENT                                                                154,489

GOODWILL                                                               1,639,704

OTHER ASSETS                                                             644,023
                                                                   -------------

                                                                   $   4,009,269
                                                                 ===============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
     Accounts payable and accrued expenses                         $     404,254
     Deferred revenue                                                    390,925
     Due to stockholder                                                   50,000
     Current portion of notes payable                                    400,000
                                                                 ---------------
        TOTAL CURRENT LIABILITIES                                      1,245,179

NOTE PAYABLE                                                           1,100,000

DEFERRED TAX LIABILITY                                                     3,000

STOCKHOLDERS' EQUITY:
     Convertible   preferred   stock,
        Class A, $1.00  par, 1,000,000 shares
        authorized, 10,000 shares issued and
        outstanding                                                       10,000
     Common stock, $.001 par value, authorized
        50,000,000 shares, 9,418,616 shares
        issued and outstanding                                             9,418
     Additional paid-in capital                                        2,865,059
     Accumulated deficit                                                -589,387
     Stock subscription receivable                                      -526,300
     Deferred compensation                                              -107,700
                                                                 ---------------
        TOTAL STOCKHOLDERS' EQUITY                                     1,661,090
                                                                 ---------------

                                                                   $   4,009,269
                                                                 ===============

                 See notes to consolidated financial statements.
                         
</TABLE>

                                       F-3


<PAGE>


<TABLE>

                   TRIANGLE IMAGING GROUP, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS


                                                     Years ended December 31,
                                                 -------------------------------
                                                      1997               1996
                                                 ----------------    -----------

<S>                                               <C>                <C>
SALES                                             $    5,508,267     $   302,196

COST OF SALES                                          1,577,249          51,704
                                                  ---------------    -----------

GROSS PROFIT                                           3,931,018         250,492

SELLING, GENERAL AND
     ADMINISTRATIVE EXPENSES                           2,753,406         253,247

NON-CASH IMPUTED COMPENSATION EXPENSE                    138,158          73,960

AMORTIZATION EXPENSE                                      85,483           8,035
                                                  ---------------    -----------

INCOME (LOSS) FROM OPERATIONS                            953,971         -84,750

INTEREST EXPENSE, net                                    110,182          10,192
                                                  ---------------    -----------

INCOME (LOSS) BEFORE MINORITY INTEREST                   843,789         -94,942

MINORITY INTEREST                                         24,301           4,098
                                                  ---------------    -----------

INCOME (LOSS) BEFORE INCOME TAX PROVISION                819,488         -99,040

PROVISION FOR INCOME TAXES                              -226,000               0
                                                  ---------------    -----------

NET INCOME (LOSS)                                 $    1,045,488     $   -99,040
                                                  ===============    ===========

NET INCOME (LOSS) PER SHARE:
     Basic                                        $         0.13     $     -0.03
                                                  ===============    ===========
     Diluted                                      $         0.09     $     -0.03
                                                  ===============    ===========

NUMBER OF SHARES USED IN COMPUTATION:

     Basic                                              8,224,044      3,956,415
                                                  ===============    ===========
     Diluted                                           11,141,700      3,956,415
                                                  ===============    ===========

                 See notes to consolidated financial statements.

</TABLE>

                                      F-4

<PAGE>


<TABLE>


                   TRIANGLE IMAGING GROUP, INC. AND SUBSIDIARY
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                     YEARS ENDED DECEMBER 31, 1996 AND 1997

                                       Preferred Stock     Preferred Stock
                                           Class A             Class B            Common Stock                                      
                                     -------------------  ------------------  -------------------     Paid-In     Accumulated
                                      Shares     Amount    Shares    Amount    Shares     Amount      Capital       Deficit
                                     --------   --------  --------  --------  ---------  --------   -----------  -------------

<S>                                   <C>       <C>       <C>       <C>       <C>        <C>        <C>          <C>
BALANCE -- December 31, 1995          10,000    $ 10,000     --     $   --    3,492,166  $  3,492   $ 1,480,727  $  -1,527,944    

    Shares issued for services          --          --       --         --      961,000       961        96,199         --          
    Shares issued for legal             --          --       --         --      350,000       350        34,650         --          
       settlement
    Shares issued in acquisition of     --          --       --         --      500,000       500        34,500         --          
       EBS
    Shares issued for settlement of     --          --       --         --      350,000       350        18,150         --          
       debt
    Cancellation                        --          --       --         --     -500,000      -500           500         --          
    Cancellation of treasury stock      --          --       --         --         --        --         -12,115         --          
    Sale of options                     --          --       --         --         --        --          70,000         --          
    Shares sold                         --          --      75,000   300,000       --        --            --           --          
    Cumulative preferred dividends      --          --       --         --         --        --            --           -2,000      
       payable, Class B
    Net loss                            --          --       --         --         --        --            --          -99,040      
                                     --------   --------  --------  --------  ---------  --------   -----------  -------------      

BALANCE -- December 31, 1996          10,000      10,000    75,000   300,000  5,153,166     5,153     1,722,611     -1,628,984      

    Shares issued for services          --          --       --         --       33,200        33        17,065         --          
    Shares issued for deferred          --          --       --         --      650,000       650       173,350         --          
       compensation
    Shares sold                         --          --       --         --    2,557,250     2,557       878,393         --          
    Conversion of preferred stock       --          --     -75,000  -300,000  1,500,000     1,500       298,500         --          
    Shares issued for purchase of       --          --       --         --       75,000        75        53,175         --          
       minority interest
    Shares purchased and retired        --          --       --         --     -550,000      -550      -278,035         --          
    Amortization of deferred            --          --       --         --         --        --           --            --          
       compensation
    Cash received on stock              --          --       --         --         --        --           --            --          
       subscription
    Net income                          --          --       --         --         --        --           --         1,045,488      
    Cumulative preferred dividends      --          --       --         --         --        --           --            -5,891      
       paid
                                     --------   --------  --------  --------  ---------  --------   -----------  -------------   

BALANCE -- December 31, 1997          10,000    $ 10,000     --     $   --    9,418,616  $  9,418   $ 2,865,059  $    -589,387  
                                     ========   ========  ========  ========  =========  ========   ===========  =============  








                    Stock                          Total
  Deferred      Subscription     Treasury       Stockholders'
Compensation     Receivable       Stock            Equity
------------   -------------    ----------     --------------

<C>           <C>             <C>              <C>
$   --        $    --         $    -12,115     $    3,456,326

    --             --                --             1,058,160
    --             --                --               385,000

    --             --                --               535,000

    --             --                --               368,500

    --             --                --                  --
    --             --               12,115               --
    --             --                --                70,000
    --             --                --               375,000
    --             --                --                -2,000

    --             --                --               -99,040
------------   -------------    ----------     --------------

    --             --                --             6,146,946

    --             --                --                50,298
    -174,000       --                --                  --

    --              -768,700         --             2,669,500
    --             --                --                  --
    --             --                --               128,250

    --             --                --              -828,585
      66,300       --                --                66,300

    --               242,400         --               242,400

    --             --                --             1,045,488
    --             --                --                -5,891

------------   -------------    ----------     --------------

$   -107,700   $    -526,300    $    --        $    9,514,706
============   =============    ==========     ==============


</TABLE>

                 See notes to consolidated financial statements.

                                      F-5

<PAGE>

<TABLE>


                   TRIANGLE IMAGING GROUP, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                        Years Ended December 31,
                                                     ---------------------------
                                                         1997            1996
                                                     ------------   ------------

<S>                                                   <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income (loss)                                $ 1,045,488    $  -99,040
     Adjustment to reconcile net income (loss)
       to net cash provided by operating
       activities (net of effects of acquisition):
         Depreciation                                     142,203         7,445
         Amortization of goodwill                          85,483         8,035
         Shares issued for services                        83,398        73,962
         Shares issued for legal settlement                  --          35,000
         Minority interest                                 24,301         4,098

     Changes in assets and liabilities:
         Increase in accounts receivable                        0       -39,994
         Decrease (increase) in prepaid expenses                0       -25,800
         Increase in deferred tax asset                  -393,000          --
         Increase in other assets                         273,700          --
         Increase in accounts payable and
            accrued expenses                                    0        33,963
         Increase in deferred tax liability               167,000          --
         Increase in deferred revenue                           0        32,140
                                                     ------------   ------------

CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
                                                        1,428,573        29,809
                                                     ------------   ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Cash paid for acquisition, net of cash
       acquired of $674,106                                  --        -221,894
     Cash received for acquisition liabilities             10,000          --
     Purchase of equipment                               -142,203       -12,522
                                                     ------------   ------------

CASH PROVIDED BY (USED) IN INVESTING ACTIVITIES          -132,203      -234,416
                                                     ------------   ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from sale of stock                          354,650          --
     Proceeds from sale of options                           --          50,000
     Proceeds from sale of preferred stock                   --         300,000
     Cost of purchasing and retiring stock               -278,585          --
     Cumulative preferred dividends paid,
        Class B                                            -5,891          --
     Repayment of debt                                   -200,000          --
     Increase (decrease) in due to stockholders              --          53,500
                                                     ------------   ------------

CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES          -129,826       403,500
                                                     ------------   ------------

NET INCREASE IN CASH                                    1,166,544       198,893

CASH - BEGINNING OF YEAR                                  200,264         1,371
                                                     ------------   ------------

CASH - END OF YEAR                                    $ 1,366,808    $  200,264
                                                     ============   ============

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
     Cash paid during the year for:
         Interest                                     $   121,976    $        0
                                                     ============   ============
         Taxes                                        $     8,000    $        0
                                                     ============   ============

     Non cash financing and investing
         activities:

         Issuance of common stock in connection
             with acquisition of EBS                  $      --      $   78,200
                                                     ============   ============
         Issuance of common stock for
             cancellation of debt                     $      --      $   18,500
                                                     ============   ============
         Issuance of debt in connection with
             acquisition of EBS                       $      --      $1,600,000
                                                     ============   ============
         Dividend payable                             $      --      $    2,000
                                                     ============   ============
         Issuance of debt in connection with
             purchase of minority interest            $   100,000    $      --
                                                     ============   ============
         Shares subject to subscription receivable    $   768,700    $      --
                                                     ============   ============
         Issuance of common stock in connection
             with purchase of minority interest       $    53,250    $      --
                                                     ============   ============
         Issuance of options for services             $    50,000    $      --
                                                     ============   ============



                 See notes to consolidated financial statements.
                                  
</TABLE>

                                      F-6


<PAGE>


                   TRIANGLE IMAGING GROUP, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 1997 AND 1996



1. BUSINESS

     Triangle Imaging Group, Inc. and Subsidiary (the "Company"), formerly known
as The Triangle Group, Inc., formerly Benefit  Performance of America,  Inc. was
incorporated  under the laws of the State of Florida on December 12, 1984.  From
1992,  during which the Company ceased its previous  business,  through December
1996, the Company did not have any operations.  On December 2, 1996, the Company
acquired 95% of the  outstanding  stock of  Engineered  Business  Systems,  Inc.
("EBS") and on December 31, 1997 the  remaining  5% of EBS was  purchased by the
Company  (see Note 10). On February  27,  1998 the  Company  formed  QuickCREDIT
Corp., a Florida corporation, for the purpose of acquiring and developing Credit
Reporting  Agencies.  On March 10, 1998 the Company announced a Letter of Intent
to acquire  TriMax  Systems,  Corp.  and  Multitask  Corp.,  New York based full
service systems integration firms.

     EBS designs, develops and sells Windows based software systems for both the
mortgage quality control and the credit reporting industries.  Additionally, the
outsourcing division processes quality control files for mortgage banks.

     QuickCREDIT Corp. was formed for the purpose of acquiring and consolidating
the credit reporting companies.


2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

     The  financial  statements  include  the  accounts  of the  Company and its
subsidiary, EBS. All material intercompany transactions have been eliminated.

Cash and Cash Equivalents

     The  Company   classifies  as  cash  equivalents  highly  liquid  temporary
investments with an original maturity of three months or less when purchased.

Equipment

     Equipment is stated at cost and is  depreciated  over the estimated  useful
lives of the assets using various accelerated method which approximates economic
depreciation.

                                      F-7

<PAGE>


Goodwill

     Goodwill resulting from the acquisition of EBS represents the excess of the
purchase price plus the acquisition  costs over the fair value of the net assets
of EBS.  Goodwill  is  amortized  on a  straight  line basis over a period of 20
years.  The Company  assesses the  recoverability  of this  intangible  asset by
determining  whether the amortization of the goodwill balance over its remaining
life can be recovered  through projected  undiscounted  future cash flows of the
acquired companies.

Revenue Recognition

     Revenue from software  sales is generally  recognized  upon  execution of a
sales contract, the delivery of the software and completion of the major portion
of the contract requirement.

Research and Development

     Research  and  development  costs are  expensed  as  incurred.  These costs
primarily consist of fees paid for the development of the Company's software.

Minority Interest

     Minority interest represents the minority stockholders' proportionate share
of the equity in EBS which was 5%. In 1997,  the Company  purchased the minority
interest.

Accounting Estimates

     The  preparation  of 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.

Fair Value of Financial Instruments

     The carrying amounts  reported in the balance sheet for cash,  receivables,
and accrued expenses  approximate fair value based on the short-term maturity of
these instruments.

Stock Based Compensation

     The Company accounts for stock  transactions in accordance with APB Opinion
No.  25,  "Accounting  For  Stock  Issued  To  Employees"  and has  adopted  the
disclosure-only option under SFAS No. 123, as of December 31, 1995.


                                      F-8

<PAGE>


Accounting of Long - Lived Assets

     The Company reviews long-lived assets,  certain identifiable assets and any
goodwill  related to those  assets for  impairment  whenever  circumstances  and
situations change such that there is an indication that the carrying amounts may
not be  recoverable.  At December 31, 1997, the Company  believes that there has
been no impairment of its long-lived assets.

Earnings (Loss) Per Share

     In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128, "Earnings Per Share" ("FAS No. 128"),
which became  effective  for both interim and annual  financial  statements  for
periods ending after  December 15, 1997. FAS No. 128 requires a presentation  of
"Basic" and (where applicable)  "Diluted" earnings per share.  Generally,  Basic
earnings per share are computed on only the  weighted  average  number of common
shares  actually  outstanding  during the period,  and the  Diluted  computation
considers  potential  shares  issuable  upon  exercise  or  conversion  of other
outstanding  instruments where dilution would result.  Furthermore,  FAS No. 128
requires the restatement of prior period reported  earnings per share to conform
to the new standard.

Software Development Costs

     The Company has  capitalized  software costs included in Other Assets which
totaled  $419,431 at December 31, 1997. The  capitalization  of such costs is in
accordance with SFAS No. 86.  Amortization is computed on an individual  product
basis and has been  recognized for those products  available for market based on
their estimated economic lives.

Accounting for Income Taxes

     The  Company  accounts  for  income  taxes  under  Statement  of  Financial
Accounting  Standards No. 109,  "Accounting  for Income Taxes" (ASFAS No. 109").
SFAS No. 109 requires the recognition of deferred tax assets and liabilities for
both the expected impact of differences between the financial statements and tax
basis of assets and  liabilities,  and for the expected future tax benefit to be
derived from tax loss and tax credit carryforwards.

Concentration of Credit Risks

     Financial   instruments   that   potentially   subject   the   Company   to
concentrations of credit risk consist principally of trade accounts  receivable.
Concentrations  of  credit  risk  with  respect  to  trade  receivables  include
concentrations of trade account from software products users.


                                      F-9
<PAGE>


3. EQUIPMENT

     Equipment at December 31, 1997 consisted of the following:


<TABLE>
                                    Estimated useful
                                         lives
                                   -------------------
            <S>                           <C>                <C>
            Computer hardware             5-7                $ 510,334
            Computer software              5                   140,751
            Office furniture               7                    68,479
            Office equipment              5-7                  111,574
                                                             ---------
                                                               831,138
                                                             ---------
            Less: Accumulated depreciation                     676,649
                                                             ---------
                                                             $ 154,489
                                                             =========

</TABLE>



4. DEFERRED REVENUE

     At December 31, 1997,  deferred revenue of $390,925 represents the unearned
portion of sales related to software maintenance agreements. Deferred revenue is
recognized as income on a  straight-line  basis over the service  contract terms
which are generally for renewable twelve month periods.


5. DUE TO STOCKHOLDER

     Amounts due to  stockholder  are  non-interest  bearing  advances which are
repayable on demand.


6. NOTES PAYABLE

     On December 2, 1996 in connection  with the acquisition of EBS, the Company
entered into a $1,600,000  promissory note with the former  stockholders of EBS.
The  note  presently  bears  interest  at a rate of 8 1/4%  per  annum  with the
interest rate determined  annually,  at a rate per annum equal to the Prime Rate
less one  quarter  percent,  with a minimum  and  maximum  rate of 8% and 9% per
annum, respectively. Payments of interest only were due and payable on the first
day of January, February, March and April 1997. Thereafter, principal is payable
in equal installments of $25,000 each, together with interest, commencing in May
1997 through January 2000 when all outstanding principal and interest is due.

     The note is secured by a Stock Pledge  Agreement and a Security  Agreement.
Under the Stock Pledge Agreement,  the Company agreed to pledge all of its stock
of EBS as security for the note. Additionally, under the Security Agreement, the
note is collateralized by all assets of the Company.

                                      F-10

<PAGE>


     The  Company  covenants  and agrees to use not less than  twenty-five  (25)
percent of the net proceeds from the sale by the Company of the Company's common
stock or other securities in any private placement or public offering  occurring
after the date of the note to pay down the indebtedness evidenced by the Note.

     Principal payments under the note through January 2000 are as follows:


<TABLE>
                    <S>               <C>
                    1998              $ 300,000
                    1999                300,000
                    2000                800,000

</TABLE>


     In  December  1997,  in  connection  with the  purchase  of the 5% minority
interest of EBS the Company entered into a promissory note for $100,000  payable
in four equal  installments  of $25,000  payable on the  fifteenth of each month
from February through May 1998.


7. STOCKHOLDERS' EQUITY

     a. In  September  1995,  the  Company  issued  100,000  shares  of  Class A
Convertible  Preferred Stock to its Chairman with a par value of $1.00. In March
1997, the Company  effected a reverse stock split of the shares on a 1:10 basis,
there by reducing the number of shares to 10,000.  The Class A Preferred has the
following  features:  (1) voting -- 500 votes per share,  (2)  convertible  into
1,500,000  shares of common  stock  until March 27,  1998 and  convertible  into
1,000,000  shares of common stock  thereafter,  (3) holder has a special vote to
appoint a  majority  of the  members of the Board of  Directors  for a period of
three years from the date of issue. The stock does not bear any dividends.

     b. In December 1996, the Company sold for $300,000,  75,000 shares of Class
B, $1.00 par value  convertible  preferred  stock.  The shares  paid  cumulative
dividends at the rate of 8% per year and were  convertible into 1,500,000 shares
of common stock.  In May 1997,  all such shares were  converted  into  1,500,000
shares of common stock.

     c. A total of  961,000  shares of common  stock were  issued  for  services
during the year ended  December 31, 1996.  Such shares have been valued at their
estimated  fair  market  value on the date of issuance  resulting  in a non-cash
charge to income of $53,960 and $43,200 was capitalized.

     d. During 1996, the Company  settled a legal dispute against the Company in
return for the issuance of 350,000 shares of common stock valued at $35,000.

     e.  During  1996,  the  Company  exchanged  $18,500 of  amounts  due to the
Chairman of the Company for 350,000 shares of common stock.


                                      F-11

<PAGE>

     f. In December  1996,  the Chairman of the Company  purchased  for $50,000,
1,000,000  options to purchase  common  stock at $0.05 per share which expire in
December,  1999.  In addition,  the Chairman also  received  500,000  options to
purchase  common stock at $0.20 per share which expire in  December,  1999.  The
difference  between the  options'  estimated  fair  market  value at the date of
issuance and the amount paid for the options has been  recorded as  compensation
of $20,000.

     g. In September 1996, the Company  canceled  500,000 shares of stock.  This
stock was originally  issued as part of the  consideration  for the "Transfer of
Technology Agreement" between the Company and Pegasus  Technologies.  The shares
were  canceled  due to the  "Rescission  Agreement"  concerning  the  Technology
Transfer  Agreement.  The said shares have been retired,  and  accordingly,  the
costs have been charged against paid-in-capital.

     h. In December 1996, the Company retired  treasury stock valued at $12,115,
and accordingly, such amount has been charged against paid-in-capital.

     i. In January 1997,  the Company  issued 500,000 shares of common stock for
consulting services. The stock was valued at $69,000 and is being amortized over
5 years  resulting  in a non-cash  charge to income of  $13,800.  The balance of
$55,200 has been recorded as deferred compensation.

     j. In April 1997, pursuant to stock subscription agreements,  the President
of the Company and the wife of the President  subscribed  to purchase  2,333,000
shares of common stock for a total value of $768,700.  As of March 10, 1998, the
amount was paid in full by the President.

     k. During 1997, the Company sold 224,250 shares of common stock for a total
value of $112,250.

     l. In July 1997,  the Company  purchased  500,000  shares of the  Company's
common stock from the original  sellers of EBS for $233,000.  In December  1997,
the  Company  purchased  50,000  shares of common  stock on the open  market for
$45,583. All said shares have been retired, and accordingly, the costs have been
charged against additional paid-in capital.

     m. In July 1997,  the Company  issued 150,000 shares of common stock to two
consultants. The stock was valued at $105,000 and is being amortized over 1 year
resulting in a non-cash charge to income of $52,500.  The balance of $52,500 has
been recorded as deferred compensation.

     n. In  December  1997,  the  Company  entered  into an  agreement  with the
individuals  representing the minority  interest of EBS. The agreement  provides
for the Company to purchase the minority  interest of EBS in exchange for 75,000
shares of Company common stock and a note payable for $100,000.

                                      F-12

<PAGE>

     o. During 1997, the Company issued 33,200 shares of common stock to various
employees and consultants for services  resulting in a non-cash charge to income
of $17,098.

     p. In  December  1997,  the  Company  issued  675,000  stock  options  to a
consulting firm which provides management and consulting  services.  The options
range in price from $0.625 to $3.50.  Such options  expire between June 1998 and
December 2001. Such options were valued at $50,000, the fair market value on the
date of grant. Such costs will be accrued as consulting  expense over the period
for which services are provided.


8. INCOME TAXES

     During the year ended  December 31, 1997, the Company  determined  that the
realization  of  its  net  operating  loss   carryforwards  was  probable,   and
accordingly, recorded the tax asset expected to be recovered in future years. At
December  31,  1997,  the Company  recorded a $393,000  deferred  tax asset with
$263,000  recorded as a current asset,  which  represents the portion of the net
operating loss  carryforward  expected to be utilized in the next twelve months.
At December 31, 1997 the Company recorded a $167,000 deferred tax liability with
$34,000 recorded as a current  liability which represents the tax effects of the
annual amortization attributed to the temporary timing difference. The following
table gives the components of the Company's  deferred tax asset and liability at
December 31, 1997:


<TABLE>

              <S>                                        <C>
              Temporary difference -- liability          $ (167,000)
              Net operating loss carryforward               393,000

</TABLE>


     The income tax provision consisted of the following:

<TABLE>

                                 Year Ended December 31,
                             ------------------------------
                               1997                  1996
                             --------              --------
                  <S>        <C>                      <C>
                  Deferred   $226,000                 --

</TABLE>


     The provision for income taxes (benefits)  differs from the amount computed
by applying the statutory federal income tax rate to income (loss) before income
taxes as follows:


                                      F-13

<PAGE>

<TABLE>

                                                      Year ended December 31,
                                                   -----------------------------
                                                      1997               1996
                                                   ----------         ----------
<S>                                               <C>                <C>
Income tax (benefit) computed at statutory rate   $   287,000        $ (176,108)
State tax                                              41,000              --
Effect of permanent difference                         74,000            35,000
Tax benefit not recognized                               --             141,108
Tax benefit recognized                               (628,000)             --
Provision for income taxes (benefit)              $  (226,000)       $     --

</TABLE>


     The Company has net operating loss  carryforwards for tax purposes totaling
approximately  $980,000 at December 31, 1997 expiring in the years 2005 to 2011.
Substantially  all of the  carryforwards  are subject to  limitations  on annual
utilization  because  there are  "equity  structure  shifts"  or "owner  shifts"
involving  5%  stockholders  (as these  terms are  defined in Section 382 of the
Internal  Revenue  Code),  which  have  resulted  in a more  than 50%  change in
ownership.  The annual limitation is based on the value of EBS as of the date of
the ownership change  multiplied by the applicable  Federal Long Term Tax Exempt
Bond Rate. In April 1997 the Company  triggered a section 382 net operating loss
limitation on the cumulative net operating  loss  carryforwards.  Utilization of
such net operating losses are limited to $650,000 per annum.


9. COMMITMENTS

     a. The Company leases office space in Coconut Creek,  Florida.  At December
31, 1997, the future  minimum lease  payments  under the operating  leases which
expire in May 1998 will be $31,000.  Rent expense was $79,869 for the year ended
December 31, 1997 and $6,000 for the year ended December 31, 1996.

     b. The Company has employment  agreements with two officers and an employee
of the Company.  The agreements expire in January 1998 and January 2000. Minimum
commitments under these agreements are as follows:

<TABLE>

                       <S>           <C>
                       1998          $  126,600
                       1999              26,600
                       2000              10,550

</TABLE>

     The agreements also provide for incentive  bonuses based on profit criteria
and the  payment  of various  expenses.  In  addition,  the  agreement  with the
President and CEO of EBS entitles each of them to receive 10% of the outstanding
stock  of  EBS.  Additionally,  the  Company  has  guaranteed  the  sale  of the
Chairman's house in an amount equal to an MAI appraisal.


                                  F-14
    

<PAGE>




     Effective  July 1, 1997, the terms of the  employment  agreements  with the
Company's President and Chairman were amended.  For each, their ownership of 10%
of EBS  was  replaced  with  options  to  purchase  10% of the  shares  of  EBS.
Accordingly,   the  minority  interest   associated  with  their  ownership  was
reclassified against goodwill.

     The President and  Chairman's  options to purchase 10% of the shares of EBS
have been valued at $136,850  each.  Such amounts have been recorded as deferred
compensation  and are being amortized over 5 years.  The current year's non cash
imputed compensation expense as a result of this amortization was $54,760.


10. ACQUISITION

     On  December 2, 1996,  95% of the stock of EBS was  acquired by the Company
for $896,000 in cash, a note payable to EBS's  shareholders  for  $1,600,000 and
500,000  restricted shares of the Company's common stock with certain piggy back
registration  rights and  restrictions.  EBS's  shareholders  also have  certain
anti-dilution  provisions  and selling rights tied to the  President's  personal
stock  holdings,  which  expire upon the earlier of the a)  registration  of the
restricted  shares and the payment of all obligations to the EBS's  shareholders
or b) on January 2, 2000 and payment of all  obligations to EBS's  shareholders.
The acquisition of EBS has been accounted for as a purchase and accordingly, the
assets  acquired and  liabilities  assumed have been recorded at their estimated
fair values which  approximates  book value. The following table summarizes this
acquisition:


<TABLE>

       <S>                                               <C>
       Purchase Price, including acquisition costs       $  2,620,915
       Liabilities assumed                                    454,159
       Assets acquired                                     (1,146,561)
                                                         -------------
       Goodwill                                          $  1,928,513
                                                         =============

</TABLE>

     Accumulated amortization on goodwill at December 31, 1997 was $93,518.

     In 1997,  the  Company  received  from the  sellers of EBS  $10,000 for the
settlement of certain liabilities.  Such amount has been recorded as a reduction
to goodwill.

     The  results  of  operations  for EBS for the  period  December  2, 1996 to
December  31,  1996 are  included  in the  accompanying  consolidated  financial
statements for the year ended December 31, 1996.


                                      F-15

<PAGE>


     The  following  schedule  combines  the  unaudited  pro  forma  results  of
operations of the Company and EBS for the year ended December 31, 1996 as if the
acquisition had occurred on January 1, 1996 and includes such adjustments  which
are  directly  attributable  to the  acquisition.  It should  not be  considered
indicative of the results that would have been achieved had the  acquisition not
occurred  or the  results  that would  have been  obtained  had the  acquisition
actually occurred on January 1, 1996.

<TABLE>

                                               Year Ended
                                               December 31,
                                                  1996
                                          ----------------------
           <S>                                 <C>
           Net sales                           $ 3,296,325
           Net income                          $   155,027
           Net income per share                      $0.04
           Shares used in computation          $ 3,956,415

</TABLE>


     In December 1997, the Company purchased the 5% minority interest of EBS for
75,000 shares of common stock and a note payable for $100,000.  The common stock
was valued at its fair market value on the date of the agreement. The total cost
of $153,250 was recorded as additional goodwill.


11. STOCK OPTIONS

     In December  1997, the Company  adopted two stock option plans  authorizing
the issuance of options  covering  900,000 shares of the Company's common stock.
Officers and Directors are eligible to participate in the Officers and Directors
Stock Option Plan  covering  600,000  shares while key employees are eligible to
participate  in  the  Employee  Stock  Option  Plan  covering   300,000  shares.
Participants  receive  incentive  stock  options  pursuant to the Plan.  Options
granted under the Employee Stock Option Plan are exercisable for a period of not
more than ten years from the  inception of the Plan.  Options  granted under the
Officers and  Directors  Stock Option Plan are  exercisable  for a period of not
more than five years from the inception of the Plan.  Selection of participants,
allotment of shares, determination of exercise price and other conditions of the
granting of options will be  determined by the Company.  Additionally,  the Plan
provides  that no options may be issued at an exercise  price which is less than
the fair market value of the Company's common stock on the date of grant.


                                      F-16


<PAGE>



     The Company has outstanding stock options as follows:


<TABLE>

                                        Plan Options        Non-Plan Options
                                   --------------------   ----------------------
<S>                                  <C>       <C>        <C>        <C> 
Outstanding at December 31, 1996       --        --       2,100,000   $.05-$.20 
Option grants                        680,000   $.875        750,000  $.625-$3.50
                                   --------------------   ----------------------
Outstanding at December 31, 1997     680,000   $.875      2,850,000  $.05-$3.50
                                   ====================   ======================


</TABLE>


     At  December  31,  1997,  all  of  the  2,850,000   Non-Plan  options  were
immediately  exercisable and the 680,000 Plan options are exercisable  beginning
September 1, 1998.


12. ACCOUNTING FOR EMPLOYEE STOCK OPTIONS

     In fiscal 1996, the Company adopted the disclosure provisions SFAS No. 123,
"Accounting for Stock-Based  Compensation".  For disclosure  purposes,  the fair
value of  options  is  estimated  on the date of grant  using the  Black-Scholes
option pricing model with the following  weighted  average  assumptions used for
stock options granted during the years ended December 31, 1997 and 1996:  annual
dividends of $0; expected  volatility of 50%;  risk-free interest rate of 7% and
expected  life of five years.  The weighted  average fair value of stock options
granted  during the years  ended  December  31, 1997 and 1996 was $.37 and $.07,
respectively.  If the Company had recognized compensation cost for stock options
in accordance  with SFAS No. 123, the  Company's  proforma net income (loss) and
net income  (loss) per share would have been $522,378 and $.06 per share for the
fiscal year ended  December 31, 1997 and $(259,948) and $(.07) per share for the
fiscal year ended December 31, 1996.


13. EARNINGS (LOSS) PER SHARE

     The  following  is  a  reconciliation  of  the  numerator  and  denominator
underlying the earnings per share computations:


                                      F-17


<PAGE>


<TABLE>
                                        For the Year ended December 31, 1997
                                    --------------------------------------------
                                      Income           Shares         Per Share
                                    (Numerator)     (Denominator)       Amount
                                    ------------    -------------    -----------
<S>                                 <C>             <C>              <C>
Net Income                          $ 1,045,488
Preferred stock dividends                (5,891)

Basic EPS:

   Income available to
   common shareholders              $ 1,039,597        8,224,044          $.13

Effective of Dilutive
Securities:

   Options                                             1,417,656

Convertible Preferred
Stock                                                     

Diluted EPS:                                           1,500,000

   Income available to
   common shareholders
   and assumed conversions          $ 1,039,597       11,141,700          $.09
                                    ============    =============    ===========

</TABLE>


     Other  potentially  dilutive  securities  outstanding at December 31, 1997,
excluded  from the  computation  because their effect is  antidilutive,  include
1,280,000 shares issuable pursuant to outstanding options.


<TABLE>

                                        For the Year ended December 31, 1996
                                    --------------------------------------------
                                      Income            Shares        Per Share
                                    (Numerator)     (Denominator)       Amount
                                    ------------    -------------    -----------

<S>                                 <C>             <C>              <C>
Net Income                           $  (99,040)
Preferred stock dividends                (2,000)

Basic EPS:
   Income available to common
   shareholders                      $ (101,040        3,956,415          $(.03)
                                    ============    =============    ===========

</TABLE>

14. SUBSEQUENT EVENT

     On March 10, 1998, as amended,  the Company announced a Letter of Intent to
acquire  TriMax  Systems,  Inc. and Multitask  Corp.  for 450,000  shares of the
Company's common stock. The acquisitions will be accounted for as purchases.

     The  following  schedule  combines  the  unaudited  pro  forma  results  of
operations of the Company and TriMax and  Multitask for the year ended  December
31, 1997 as if the acquisition had occurred on January 1, 1997 and includes such
adjustments which are directly attributable to the acquisition. It should not be
considered  indicative  of the  results  that would have been  achieved  had the
acquisition  not occurred or the results  that would have been  obtained had the
acquisition actually occurred on January 1, 1997.

    
                                  F-18

<PAGE>


<TABLE>
                                                              Year Ended
                                                          December 31, 1997
                                                    ----------------------------
          <S>                                                <C>
          Sales                                              $  9,346,470
          Net income                                         $  1,024,694
          Net income per share -- basic                             $0.12
          Net income per share -- diluted                           $0.09
          Shares used in computation -- basic                   8,629,044
          Shares used in computation -- diluted                11,546,700

</TABLE>


15. ACCOUNTS PAYABLE AND ACCRUED EXPENSES

     Accounts  payable and accrued expenses consist of the following at December
31, 1997:


<TABLE>
          <S>                                                  <C>
          Accounts payable -- trade                            $  193,449
          Accrued expenses                                         89,512
          Vacation payable                                         23,877
          Wages payable                                            96,116
          Sales and payroll taxes payable                           1,300
                                                               ---------- 
                                                               $  404,254
                                                               ==========

</TABLE>


16. OTHER ASSETS

     Other assets consist of the following at December 31, 1997:

<TABLE>

                                                        Accumulated    Net Book
                                    Life       Cost     Amortization     Value
                                  ---------  ---------  ------------  ----------
   <S>                             <C>       <C>           <C>         <C>
   Software development costs      5 yrs.    $ 419,431       --        $ 419,431
   Deferred compensation           5 yrs.      273,700     54,760        218,940
   Deposits                          --          --          --            5,652
                                                                      ----------
                                                                       $ 644,023
                                                                      ==========

</TABLE>


                                      F-19


<PAGE>



                                   Signatures


Pursuant to the  requirements of Section 13 or 15(d) 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.

Dated:   Coconut Creek, Florida
         October 29, 1998


                          TRIANGLE IMAGING GROUP, INC.

                            By: /s/ Vito A. Bellezza
                                Vito A. Bellezza
                                Chairman of the Board, Chief Executive Officer
                                     and Principal Accounting Officer


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed  below by the  following  persons in the  capacities  and on the
dates indicated.

Signature                           Title                               Date
--------------------------------    ------------------------    ----------------
/s/ Vito A. Bellezza                Chairman of the Board,      October 29, 1998
Vito A. Bellezza                    Chief Executive Officer
                                    and Principal Accounting
                                    Officer

/s/ Harold S. Fischer               President and Director      October 29, 1998
Harold S. Fischer

/s/ Peter Bellezza                  Director                    October 29, 1998
Peter Bellezza

/s/ Franz A. Fideli                 Director                    October 29, 1998
Franz A. Fideli

/s/ J. Alan Lindauer                Director                    October 29, 1998
J. Alan Lindauer

______________________              Director                    
Charles D. Winslow