<PAGE>

                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 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, 1996

                                          or

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


                             Commission file No. 0-12641

                                       [Logo]

                           PERSONAL COMPUTER PRODUCTS, INC.
          (Exact name of small business issuer as specified in its charter)
                                           


                  DELAWARE                                    33-0021693
(State or other jurisdiction of incorporation           (IRS Employer ID No.) 
             or organization)


                            11031 VIA FRONTERA, SUITE 100
                             SAN DIEGO, CALIFORNIA 92127
                       (Address of principal executive offices)

           Issuer's Telephone Number, Including Area Code:  (619) 485-8411


Check whether the issuer (1) has 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
stock, as of the latest practicable date.

CLASS: COMMON STOCK, $0.005 PAR                 OUTSTANDING AT NOVEMBER 7, 1996:
                                                        34,061,722 SHARES


Transitional Small Business Disclosure Format (Check one):
                                     Yes / /   No /x/

<PAGE>


              PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES

-------------------------------------------------------------------------------
                                     INDEX
-------------------------------------------------------------------------------
                                                                        PAGE
                                                                         NO.
               
Part I.   Financial Information:
          
          Consolidated Condensed Balance Sheet, September 30, 1996        1
                           
          Consolidated Condensed Statement of Operations
              Three Months ended September 30, 1996 and 1995              2
                    
          Consolidated Condensed Statement of Cash Flows
              Three Months ended September 30, 1996 and 1995              3
                    
          Notes to Consolidated Condensed Financial Statements            4
                    
          Management's Discussion and Analysis or Plan of Operations      5
                    
Part II.  Other Information                                               8
-------------------------------------------------------------------------------
<PAGE>

             PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED BALANCE SHEET 
                              (UNAUDITED)
                           SEPTEMBER 30, 1996
------------------------------------------------------------------------------
                                ASSETS
------------------------------------------------------------------------------
<TABLE>
   <S>                                                        <C>
    Current assets:
         Cash                                                  $ 3,469,000
         Certificate of deposit                                     50,000
         Accounts receivable, net                                2,243,000
         Inventories                                               428,000
         Other current assets                                      229,000
                                                                   -------
    Total current assets                                         6,419,000

    Capitalized software, net                                       23,000
    Prepaid licenses, net                                          168,000
    Property and equipment, net                                    465,000
                                                                   -------

                                                               $ 7,075,000
                                                               ===========

------------------------------------------------------------------------------
                    LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------------------------------------------------
    Current liabilities:
         Accounts payable                                      $ 1,465,000
         Accrued expenses                                          343,000
         Deferred revenues                                         276,000
         Notes payable                                             141,000
                                                                   -------
    Total current liabilities                                    2,225,000
                                                                 ---------
    Shareholders' equity:
         5% convertible preferred stock
         $1,000 PAR VALUE, 7,500 SHARES AUTHORIZED, 
                2,318 ISSUED AND OUTSTANDING                     2,318,000
         5% series B convertible preferred stock
         $1,000 PAR VALUE, 117 SHARES AUTHORIZED, 
                116.2 ISSUED AND OUTSTANDING                     1,162,000
         Preferred stock
         $1,000  PAR VALUE, 2,383 AUTHORIZED, 
                NO SHARES ISSUED AND OUTSTANDING
         Common stock
         $.005 PAR VALUE, 100,000,000 SHARES AUTHORIZED, 
                33,894,788 SHARES ISSUED AND OUTSTANDING           169,000
         Paid-in capital                                        24,777,000
         Shareholder loans                                         (18,000)
         Accumulated deficit                                   (23,558,000)
                                                               ------------
    Total shareholders' equity                                   4,850,000
                                                                  ---------
                                                               $ 7,075,000
                                                                ===========
</TABLE>
------------------------------------------------------------------------------

   SEE ACCOMPANYING NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS.

                                   1
<PAGE>
<TABLE>
<CAPTION>
                   PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS 
                                     (UNAUDITED) 

-----------------------------------------------------------------------------------------
                                                         THREE MONTHS ENDED SEPTEMBER 30,
                                                               1996             1995
-----------------------------------------------------------------------------------------
<S>                                                         <C>              <C>
Revenues:
   Sales of products                                        $   2,132,000    $  2,471,000
   Engineering fees                                             1,318,000         220,000
   License fees and royalties                                     275,000   
                                                                ---------       ---------
                                                                3,725,000       2,691,000
                                                                ---------       ---------

Costs and expenses:
   Cost of products sold                                        1,795,000       2,275,000
   Selling, general and administrative                            787,000         737,000
   Cost of engineering fees and  research and development         756,000         436,000
   Amortization of capitalized software development costs                         115,000
                                                                ---------       ---------
                                                                3,338,000       3,563,000
                                                                ---------       ---------
               
Income (loss) from operations                                     387,000       (872,000)
               
Other income (expense):
   Interest, net                                                   41,000        (22,000)
                                                                ---------       ---------
               
Net income (loss) before provision 
   for income taxes                                               428,000       (894,000)
               
Provision for taxes                                                 3,000           4,000
                                                                ---------       ---------
               
Net income (loss) before extraordinary item                       425,000       (898,000)
                                                                ---------       ---------
                                                                ---------       ---------

Extraordinary gain on conversion of 
   notes payable into common stock                                                  7,000
                                                                ---------       ---------
Net income (loss)                                           $     425,000    $  (891,000)
                                                                ---------       ---------
                                                                ---------       ---------
               
               
               
               
               
Primary and fully diluted income (loss) per 
   common share before extraordinary item                   $        0.01    $     (0.05)
                                                                ---------       ---------
                                                                ---------       ---------
               
Primary and fully diluted income (loss) per common share    $        0.01    $     (0.05)
                                                                ---------       ---------
                                                                ---------       ---------

Average shares outstanding                                     45,962,000      17,440,000
-----------------------------------------------------------------------------------------
</TABLE>
                                           
                                           
                                           
                                           
                                           
                                           
                                           
         SEE ACCOMPANYING NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS.
                                           2

<PAGE>


             PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
              CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS 
                             (UNAUDITED) 

<TABLE>
--------------------------------------------------------------------------------------------------------------------

                                                                                    THREE MONTHS ENDED SEPTEMBER 30,
                                                                                           1996            1995
--------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>               <C>

CASH FLOWS FROM OPERATING ACTIVITIES: 
Net income (loss)                                                                    $    425,000      $   (891,000)
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO CASH USED 
      BY OPERATING ACTIVITIES:
      Depreciation and amortization of property and equipment                              43,000            21,000
      Amortization of capitalized software development costs                                                115,000
      Amortization of prepaid licenses and royalties                                                         28,000
      Extraordinary gain on conversion of accounts 
        payable into common stock                                                                            (7,000)
      Changes in assets and liabilities:
           Accounts receivable                                                           (564,000)          538,000
           Inventories                                                                   (223,000)         (104,000)
           Other current assets                                                          (181,000)          (21,000)
           Accounts payable and accrued expenses                                           82,000           (37,000)
           Deferred revenues                                                             (112,000)          327,000
                                                                                    -------------      ------------
 NET CASH USED BY OPERATING ACTIVITIES                                                   (530,000)          (31,000)
                                                                                    -------------      ------------ 
 CASH FLOWS FROM INVESTING ACTIVITIES:
      Prepaid licenses and royalties                                                     (112,000)          (19,000)
      Capital expenditures                                                               (149,000)          (26,000)
                                                                                    -------------      ------------
NET CASH USED BY INVESTING ACTIVITIES                                                    (261,000)          (45,000)
                                                                                    -------------      ------------
 
CASH FLOWS FROM FINANCING ACTIVITIES:
      Net proceeds from exercise of stock options                                          11,000
      Principal payments under capital lease obligations                                   (6,000)           (4,000)
      Repayment of line-of-credit                                                        (135,000)         (286,000)
      Proceeds from line-of-credit                                                                          255,000
      Proceeds from notes payable                                                                            25,000
      Repayment of notes payable                                                                           (139,000)
                                                                                    -------------      ------------
NET CASH USED BY FINANCING ACTIVITIES                                                    (130,000)         (149,000)
                                                                                    -------------      ------------
 
 Net decrease in cash                                                                    (921,000)         (225,000)
 
 Cash at the beginning of the period                                                    4,390,000           322,000
                                                                                    -------------      ------------
 Cash at the end of the period                                                       $  3,469,000         $  97,000
                                                                                    =============      ============
 
NON-CASH FINANCING ACTIVITIES:
      Fixed assets acquired under capital leases                                                          $  14,000
                                                                                                       ============
      Conversion of accrued interest to principal on notes payable                                        $  21,000
                                                                                                       ============
      Conversion of accounts payable and accrued 
         expenses into common stock                                                                       $  10,000
                                                                                                       ============
      Consulting fees paid with common stock                                                              $   5,000
                                                                                                       ============
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
      Cash paid during the period for interest                                       $      5,000         $  15,000
                                                                                    =============      ============
      Cash paid during the period for income taxes
 
        SEE ACCOMPANYING NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
</TABLE>
                                           3
<PAGE>

              PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 
                                 (UNAUDITED)


NOTE 1 - PRINCIPLES OF CONSOLIDATION

The accompanying consolidated condensed financial statements of Personal
Computer Products, Inc. and Subsidiaries (the "Company" or "PCPI") have not been
audited. These financial statements reflect all adjustments (consisting only of
normal recurring adjustments) which are, in the opinion of management, necessary
for a fair presentation of the financial position, results of operations and
cash flows for the periods presented. These financial statements should be read
in conjunction with the Company's audited financial statements which are
included in the Company's annual report on Form 10-KSB for the year ended June
30, 1996 filed with the Securities and Exchange Commission. Interim operating
results are not necessarily indicative of operating results for the full year. 

NOTE 2- INVENTORIES 

Inventories at September 30, 1996 consisted of the following:

          Raw materials and supplies              $ 96,000
          Finished goods                           332,000
                                                  --------
                                                  $428,000
                                                  --------
                                                  --------


NOTE 3- PREFERRED DIVIDENDS 

The Company's 5% convertible preferred stock (which ranks prior to the Company's
5% Series B Preferred Stock and common stock) and the Company's 5% Series B
Preferred Stock (which ranks prior to the Company's common stock), carry
cumulative dividends, when and as declared, at an annual rate of $50.00 and
$500.00 per share, respectively. The aggregate amount of such dividends in
arrears at September 30, 1996 were approximately $1,789,000 and $58,000,
respectively. The Company has extended an offer to holders of the Company's 5%
preferred shares to convert the accumulated dividend into unregistered shares of
the Company's common stock at a conversion rate of $1.50.


                                       4

<PAGE>

               PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
           MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

RESULTS OF OPERATIONS

The Company has been in a transition period, from older technology and products,
to becoming a leading technology-based supplier of state-of-the-art printer
controllers to OEM customers. The implementation of the strategy of the
development of the new Adobe PostScript Interpreter (APSI) project, which
includes the Company's ColorImage-TM- Series controller implementation of
Adobe-Registered Trademark- PostScript-Registered Trademark- software for OEM
customers, and its LaserImage-TM- Series controllers including HP-based (PCL)
multi-function technology is beginning to show promising results. 

The Company has been successful in attracting several major customers, with
substantial resources and marketing capabilities, that desire to utilize the
technologies of the Company which the Company has developed over the past few
years. Current contracts to adapt the Company's software products to controllers
that will be integrated with the hardware products of various OEM customers,
include Integrated Device Technology, Inc., Matsushita Electric Company, Ltd.
(Panasonic), Minolta Company, Ltd., NEC Electronics, Inc., and Canon USA.

The Company recognized non-recurring engineering fees ("NRE") to adapt the
Company's software products to controllers of its OEM customers of approximately
$1,318,000 for the three month period ended September 30, 1996 compared to
$220,000 for the three month period ended September 30, 1995, an increase of
499%. 

PCPI's strategy has required the Company to alter its focus away from some of
its traditional revenue sources and to make expenditures in support of these
efforts. As a result, the Company's business continues to be in a significant
transitional phase and there are important short-term operational and liquidity
challenges. Accordingly, year-to-year financial comparisons may be of limited
usefulness now and for the next several quarters due to these important changes
in the Company's business. 

The Company had a net income of $425,000 for the first quarter of fiscal 1997
compared to a net loss of $891,000 for the first quarter of fiscal 1996. Total
revenues were $3,725,000 for the first quarter of fiscal 1997 versus $2,691,000
for the first quarter of fiscal 1996, an increase of 38%.

REVENUES

Sales of products were $2,132,000 for the first quarter of fiscal 1997 versus
$2,471,000 for the first quarter of fiscal 1996. The Company's sales of products
for the quarters ended September 30, 1996 and 1995 include sales from PCPI's
wholly-owned subsidiary Prima International of $2,132,000 and $2,434,000,
respectively. Prima's business consists of product distribution and integration,
including sales of its PDQ-TM- line of memory storage devices featuring
removable cartridge and magneto optical technologies. The reduction in sales is
attributed to reduced availability of quality products by SyQuest-TM-, a product
transition by Prima that places less reliance on SyQuest's products and
technologies and a shortage of working capital during the quarter which imposed
limitations on Prima's operations. These reductions were partially offset by an
increase in Prima's sales of PCMCIA-based memory and communications products.


                                       5
<PAGE>

The Company has been transitioning from older technology and products, to new
technology-based printer controller products over the past few years. It is
anticipated that certain of these new technology-based products can be
distributed to Prima's customer base. Non-Prima sales of printer products and
accessories for the quarter ended September 30, 1995, which represents sales of
these older technology based products, were $37,000. 

During fiscal 1997 and 1996, the Company performed work on engineering projects
that were funded by OEM customers under non-recurring engineering contracts. NRE
revenue for the quarters ended September 30, 1996 and 1995 was $1,318,000 and
$220,000, respectively, which was recognized during the course of development
based on the percentage of completion method. 

License fees and royalty revenue for the quarter ended September 30, 1996 was
$275,000 which was derived from "older-technology" based products. In the past,
License fees and royalty revenue have shown significant quarter-to-quarter
fluctuations which may continue in future quarters. PCPI has submitted several
proposals to prospective customers in order to develop Adobe PostScript-based
controllers and other controllers based upon its ImageBase-TM- technology. While
the Company has entered into some contracts with OEM customers for controller
development, there can be no assurance that additional contracts will be
obtained for the development of such controllers, or that the existing contracts
will be completed, or that products will be shipped by the customer which may
result in the generation of future royalty and license revenues or that these
products, once generating royalties, will continue to do so.

COST OF PRODUCTS SOLD

Cost of products sold for the quarters ended September 30, 1996 and 1995 were
$1,795,000 and $2,275,000, respectively, representing a gross margin of 15.8%
and 7.9%. The increase in the gross margin is attributed to a change in the
product mix between the periods. During the later part of fiscal 1996 and
through September 30, 1996, sales of higher margin PCMCIA-based memory products
and replacement lines for SyQuest products have been increasing as a percentage
of Prima's sales which has improved the margins. During the quarter ended
September 30, 1995, a majority of the products sales were older-technology based
products and Prima's SyQuest product lines, both of which have experienced
continued decline in the margins over the past several years.

SELLING, GENERAL AND ADMINISTRATIVE 

Selling, general and administrative expenses for the first quarter of fiscal
1997 were $787,000 versus $737,000 for the first quarter of fiscal 1996. The
increase is primarily the result of an increase in selling expenses in an
attempt to stimulate technology and product sales. This increase was partially
offset by a concerted effort to reduce Prima's administrative overhead.

COST OF ENGINEERING FEES AND RESEARCH AND DEVELOPMENT 

Cost of engineering fees and research and development for the first quarter of
fiscal 1997 were $756,000 versus $436,000 for the first quarter of fiscal 1996,
an increase of 73.4%. These expenditures consist of engineering expenses
associated with the development of controller technologies and designs for PCPI
technology customers. Over the past several quarters, PCPI has noticed an
increase in the demand for 


                                       6
<PAGE>

qualified engineers in the local market. As a result of this increased 
demand, the cost of hiring and maintaining engineers could continue to 
increase and PCPI could experience difficulty in obtaining these resources in 
the future. Should the local market not be able to supply the required 
engineering talent, the Company may be required to hire individuals from 
outside the market or consider establishing an engineering division in an 
area of the country that could more readily support PCPI's engineering 
requirements.

OTHER INCOME AND LOSS

Net interest income was $41,000 for the quarter ended September 30, 1996 versus
net interest expense of $22,000 for the quarter ended September 30, 1995. The
reduction in net interest expense is attributed to the reductions in the
outstanding debt and an increase in interest income associated with the
increased cash being invested.

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 1996, the Company had working capital of $4,194,000 compared to
a working capital of $3,976,000 as of June 30, 1996. The shift in focus toward
Adobe co-development projects presents continuing liquidity problems because, in
the short-term, these activities are net users of working capital. Although the
Company has improved its cash and liquidity, adequate working capital is
necessary to continue the Company's operations, develop its technology licensing
business and to deliver the resulting products to contract customers in an
efficient and timely manner. In addition, as noted above, while the Company has
entered into several contracts with OEM customers for controller development,
there can be no assurance that additional contracts will be obtained for the
development of such controllers, or that the existing contracts will be
completed, or that products will be shipped by the customer that will generate
future royalty and license revenues or that once these products are being
shipped by the Company's customers that they will continue to generate
royalties.

As of September 30, 1996, the Company had no unused lines of credit,

PCPI has no material commitments for capital expenditures. 
                                           
                                           
                                       7



<PAGE>


                               PART II.  OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

No reportable matter.

ITEM 2.  CHANGES IN SECURITIES

None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

The Company's 5% convertible preferred stock (which ranks prior to the 
Company's 5% Series B Preferred Stock and common stock) and the Company's 5% 
Series B Preferred Stock (which ranks prior to the Company's common stock), 
carry cumulative dividends, when and as declared, at an annual rate of $50.00 
and $500.00 per share, respectively. The aggregate amount of such dividends 
in arrears at September 30, 1996 were approximately $1,789,000 and $58,000, 
respectively.

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:
     11.1 Computation of Earnings (loss) Per Common Share

(b)  Reports on Form 8-K:
     None

                                       8

<PAGE>

                                  SIGNATURES

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



                                       PERSONAL COMPUTER PRODUCTS, INC.

                                       BY: HARRY J. SAAL
                                       ---------------------------------------
DATE:  November 8, 1996                Harry J. Saal
                                       CHAIRMAN OF THE BOARD




                                       BY: EDWARD W. SAVARESE
                                       ---------------------------------------
DATE: November 8, 1996                 Edward W. Savarese
                                       VICE CHAIRMAN OF THE BOARD, PRESIDENT
                                       AND CHIEF EXECUTIVE OFFICER




                                       BY: RALPH R. BARRY
                                       ---------------------------------------
DATE: November 8, 1996                 Ralph R. Barry
                                       CHIEF FINANCIAL OFFICER



                                       9