UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB

(Mark One)

[x] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE
    SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended - August 31, 1996

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE
    ACT

For the transition period from ________ to _________


                         Commission File Number 0-18299
                           NEWS COMMUNICATIONS, INC.
        (Exact name of small business issuer as specified in its charter)

            Nevada                                      13-3346991
-------------------------------              ---------------------------------
(State or other jurisdiction of              (IRS Employer Identification No.)
incorporation or organization)

           174-15 Horace Harding Expwy., Fresh Meadows, New York 11365
           -----------------------------------------------------------
                    (Address of principal executive offices)

                                 (718) 357-3380
                                 --------------
                           (Issuer's telephone number)


                 ----------------------------------------------
                 (Former name, former address and former fiscal
                          if changed since last report)

Check  whether the issuer (1) filed all reports  required to be filed by Section
12, 13 or 15 (d) of the  Exchange Act during the past 12 months (or 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 [ ]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.  Yes  No

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of October 11, 1996:  7,826,415 shares $ .01 par value common stock.


<PAGE>

                                   FORM 10-QSB

                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES

                                TABLE OF CONTENTS

                                                                        PAGE
  PART I.   Financial Information

  Item 1.   Financial Statements

            Unaudited Consolidated Balance Sheet
            at August 31, 1996...........................................  3

            Unaudited Consolidated Statements of
            Operations for the three and nine months
            ended August 31, 1996 and August 31, 1995....................  5

            Unaudited Consolidated Statements of Cash
            Flows for the three and nine months ended
            August 31, 1996 and August 31, 1995..........................  6

            Notes to Consolidated Financial Statements...................  8

   Item 2.  Management's Discussion and Analysis
            or Plan of Operation.........................................  9

PART II.    Other Information............................................ 15

   Item 6.  Exhibits and Reports on Form 8-K

Signatures............................................................... 16


                                       2



<PAGE>

                                  PART I-ITEM 1

                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES
                CONSOLIDATED BALANCE SHEET AS OF AUGUST 31, 1996
                                   (UNAUDITED)

Assets:
Current Assets:
  Cash and Cash Equivalents                                   $   316,499
  Accounts Receivable [Less: Allowance for
    Doubtful Accounts of $1,562,197]                            5,488,203
  Due From Related Parties                                        101,908
  Other Current Assets                                            182,384
                                                               ----------

Total Current Assets                                            6,088,994

Property and Equipment at Cost- Net of
 Accumulated Depreciation of $817,196                             562,067
 Goodwill - Net                                                 3,452,150
 Other Assets                                                     152,627
                                                               ----------
  Total Assets                                                $10,255,838
                                                               ==========


                                        3

<PAGE>
                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES
                CONSOLIDATED BALANCE SHEET AS OF AUGUST 31, 1996
                                   (UNAUDITED)

Liabilities and Stochholders' Equity:
Current Liabilities:
  Accounts Payable and Accrued Expenses                     $  2,041,330
  Accrued Payroll and Payroll Taxes                              219,015

  Notes Payable - Bank                                         1,175,000
  Due to Related Parties                                          13,567
                                                              ----------
  Total Current Liabilities                                    3,448,912
                                                              ----------
Minority Interest                                                 47,788

Notes Payable - Shareholder                                    1,000,000
                                                              ----------
Stockholders' Equity:
 Preferred Stock, $1.00 Par Value; 500,000 Shares Authorized:

 10% Convertible Preferred Stock, 1,250 Shares Authorized;
 32 Issued and Outstanding, $500 Per Share Per Annum
 Cumulative Dividends, $160,000 Liquidation Value                    32

 8% Convertible Preferred Stock, 500 Shares Authorized,
 217 Issued and Outstanding, $80 Per Share Per Annum
 Cumulative Dividends, $217,000 Liquidation Value                   217

 12% Convertible Preferred Stock, 200 Shares Authorized,
 200 Issued and Outstanding, $120 Per Share Per Annum
 Cumulative Dividends, $200,000 Liquidation Value                   200

 Common Stock, $.01 Par Value; Authorized 100,000,000
 Shares; 7,977,415 Shares Issued                                 79,774

 Paid-in-Capital Preferred Stock                                519,873

 Paid-in-Capital Common Stock                                13,755,256

 (Deficit)                                                   (8,187,485)
                                                             ----------
 Total                                                        6,167,867
 Less: Treasury Stock [151,000 Shares]- At Cost                (408,729)

 Total Stockholders' Equity                                   5,759,138

 Total Liabilities and Stockholders' Equity                $ 10,255,838
                                                            ===========


                                        4

<PAGE>

                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                            Three Months Ended August 31,         Nine Months Ended August 31
                                            -----------------------------         ---------------------------
                                               1996              1995                 1996             1995
                                               ----              ----                 ----             ----
                                                                        Unaudited
<S>                                         <C>               <C>                  <C>             <C>    
Net Revenues                                $5,504,204        $5,397,654          $13,856,070      $13,252,732
                                             ----------        ---------           ----------       ----------


Expenses:
 Direct Mechanical Costs                     2,055,892         1,942,749            5,159,521        4,824,076
 Salaries, Benefits and

 Outside Labor Costs                         2,472,156         2,529,690            7,176,835        7,091,924
 Rent, Occupancy & Utilities                   234,208           232,017              697,883          619,679

 Provisions for Doubtful Accounts              111,000            87,000              199,000          159,000

 General and Administrative                    490,559           527,734            1,600,160        1,659,468
                                             ---------         ---------           ----------       ----------
Total Expenses                               5,363,815         5,319,190           14,833,399       14,353,517
                                             ---------         ---------           ----------     ------------
Operating Income (Loss) Before Interest
 Expense and Interest Income                   140,389            78,464             (977,329)      (1,100,785)

Interest Expense                               (32,122)           (6,803)             (72,439)         (13,278)

Interest Income                                  1,750                13                1,750           31,591
                                             ---------         ---------           ----------       ----------

Net Income (Loss                            $  110,017       $    71,674          $(1,048,018)     $(1,082,472)
                                              ========        ==========           ==========       ==========

Net Income (Loss) Per Share                      $ .01             $ .01                $(.13)           $(.14)
                                              ========        ==========           ==========       ==========

Weighted Average Shares
Outstanding                                  7,826,415         7,783,376            7,822,790        7,776,286
                                             =========        ==========           ==========       ==========

</TABLE>

                                        5



<PAGE>

                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                            Nine Months Ended August 31,
                                                       -------------------------------------
                                                           1996                     1995
                                                           ----                     ----
                                                                      Unaudited
<S>                                                    <C>                      <C>    
Operating Activities:
  Net Income (Loss)                                    $(1,048,018)             $(1,082,472)
                                                        ----------               ----------
  Adjustments to Reconcile Net
    (Loss) to Net Cash Provided
    by Operating Activities:
   Depreciation and Amortization                           351,403                  373,077

   Provision for Losses on Accounts
    Receivable                                             199,000                  159,000


 Change in Assets and Liabilities:
   (Increase) Decrease in Accounts Receivable             (956,522)              (1,375,859)
   (Increase) Decrease in Other Current Assets            (104,314)                (212,772)
   (Increase) in Due from Related Parties                   17,325                    3,856
    Decrease (Increase) in Other Assets                      1,552                   23,153
   (Increase) Decrease in Goodwill                            --                    (23,033)
    Increase (Decrease) in Accounts Payable
        and Accrued Expenses                               310,567                 (255,951)

    Increase (Decrease) in Payroll Taxes Payable          (103,137)                 226,383

    Increase (Decrease) in Other Current Liabilities       (15,615)                 148,516
                                                         ---------                ---------
   Total Adjustments                                      (299,741)                (934,630)
                                                         ---------                ---------
  Net (Deficit) - Operating Activities -                (1,347,759)              (2,017,102)
   Forward

</TABLE>

                                        6


<PAGE>

                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                          Nine Months Ended August 31,
                                                      ----------------------------------
                                                          1996                  1995
                                                          ----                  ----
                                                                   Unaudited
<S>                                                   <C>                   <C>
Net (Deficit) - Operating Activities -
    Forwarded                                         (1,347,759)           (2,017,102)
                                                       =========            ==========
Investing Activities:
 Sale of Marketable Securities                              --                 924,633
 Capital Expenditures                                   (42,194)              (120,009)
                                                       --------             ----------
Net Cash Provided (Used) by Investing Activities        (42,194)               804,624
                                                       --------             ----------
Financing Activities:
  Principal Payments Long-Term Debt                     (24,000)               (75,747)
  Proceeds from Exercise of Warrants                     19,498                  9,216
  Dividend on Preferred Stock                           (31,020)               (31,020)
  Proceeds from Exercise of Stock Options                12,500                 19,758
  Proceeds from Notes Payable - Bank                    675,000                480,000
  Proceeds from Notes Payable - Shareholder           1,000,000                   --
                                                      ---------              ---------
Net Cash Provided by Financing Activities             1,651,978                402,207
                                                      ---------              ---------
Net Increase (Decrease) in Cash                         262,025               (810,271)

Cash - Beginning of Periods                              54,474                842,857
                                                      ---------              ---------
Cash - End of Periods                                $  316,499             $   32,586
                                                      =========              =========
Supplemental Disclosures of Cash Flow Information:
  Cash paid during the period for:
   Interest                                          $   72,439             $   9,547
   Income Taxes                                            --                    --

</TABLE>


                                        7

<PAGE>

                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


A. Basis of Presentation:

   The  Consolidated  Balance  Sheet as of August 31, 1996 and the  Consolidated
Statements of Operations for the three and  nine-month  periods ended August 31,
1996 and August 31, 1995,  and the  Consolidated  Statements  of Cash Flows have
been prepared by the company  without audit.  In the opinion of management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
present fairly the financial position,  results of operations and cash flow have
been made. The results for the interim periods are not necessarily indicative of
the results for a full year.

   Certain information and footnote  disclosures  normally included in financial
statements prepared in accordance with generally accepted accounting  principles
have been  consolidated  or omitted.  These  consolidated  financial  statements
should be read in  conjunction  with the company's  annual report on Form 10-KSB
for the fiscal year ended  November 30, 1995 and the related  audited  financial
statements included therein.

B. Loss per Share:

   Loss per share is based on the weighted average number of shares  outstanding
during the periods.

C. The results of operations for 1995 have been restated to reflect additional
expenses and loss.


                                        8


<PAGE>

                                  PART I-ITEM 2

                   NEWS COMMUNICATIONS, INC. AND SUBSIDIARIES

            MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

      News  Communications, Inc. publishes  various  weekly community newspapers
and related targeted audience publications.

      The Company publishes the Dan's Papers, and the Montauk Pioneer, Our Town,
the Manhattan  Spirit,  the Chelsea Clinton News, and the Westsider,  the Queens
Tribun  , the  Bronx  Press  Review,  (and the  Riverdale  Review),  the  Nassau
Newspapers,  (including  Lynbrook USA,  Malverne Times,  Rockville Centre News &
Owl,  Valley  Stream  MAILeader,  Independent  Voice of Long Beach,  Oceanside &
Island Park, Rockville  Centre-Oceanside  Beacon, Baldwin Citizen, East Rockaway
Observer,  the Long Island Market and Long Island  Lifestyles)  and the Brooklyn
Skyline - all weekly regional  newspapers.  The Company also publishes a monthly
glossy  magazine,  Manhattan File, and The Hill, a weekly  newspaper  devoted to
coverage of the United States Congress.  The following table sets forth, for the
periods  indicated,  certain  information  relating  to  each  of the  Company's
publications  and to  certain  expenses  incurred  by the parent  company,  News
Communications,  Inc. The information for the three and nine months ended August
31, 1996 and August 31, 1995 is unaudited.


                                        9


<PAGE>

<TABLE>
<CAPTION>
                                              Three Months Ended August 31,     Nine Months Ended August 31,
                                              -----------------------------    ------------------------------
                                                 1996             1995(3)           1996             1995 (3)
                                                 ----             ----              ----             ----
                                                                           Unaudited
<S>                                           <C>              <C>             <C>               <C>  
 Queens Tribune                               $  808,944       $  820,876      $ 2,500,419       $ 2,320,369
 Dan's Papers                                  1,753,280        1,621,268        2,851,634         2,535,152
 Manhattan Spirit                                399,931          387,993        1,200,445         1,226,334
 Our Town                                        325,924          348,883        1,034,706         1,136,363
 The Bronx Press/Riverdale Review                217,760          257,748          684,040           731,827
 Nassau Newspapers                               584,062          619,948        1,632,291         1,722,871
 The Hill                                        372,880          403,379        1,064,623         1,019,990
 Manhattan File                                  480,959          365,629        1,269,262         1,041,547
 Brooklyn Skyline                                325,615          300,915          921,498           752,111
 Westside Publications                           234,849          271,015          697,152           766,168
                                               ---------        ---------       ----------       -----------
Total Net Revenues                            $5,504,204       $5,397,654      $13,856,070       $13,252,732
                                               =========        =========       ==========        ==========

Income (Loss) Publications Before Goodwill:
 Queens Tribune                               $  138,071       $   81,579      $  410,864        $   375,422
 Dan's Papers                                    620,057          558,027         743,848            672,997
 Manhattan Spirit                                 16,010          (10,421)         50,890             10,102
 Our Town                                         29,381           11,088          79,492             91,180
 The Bronx Press/Riverdale Review                 12,562          (21,350)         23,813            (36,271)
 Nassau Newspapers                               (79,715)         (14,439)       (192,426)          (199,570)
 The Hill                                       (125,947)         (67,448)       (433,180)          (407,556)
 Manhattan File                                  (26,951)         (75,392)       (245,553)          (320,323)
 Brooklyn Skyline                                 (5,806)         (17,813)        (59,925)          (102,539)
 Westside Publications                            (4,940)          13,237         (39,851)            31,551
                                               ---------        ---------        ---------          ---------
Income (Loss) - Publications                  $  572,722       $  457,068      $   337,972        $   114,993
                                               =========        =========       ==========         ==========
Income (Loss) Publications After Goodwill (1):
 Queens Tribune                               $  111,354       $   54,862      $   330,713        $   295,271
 Dan's Papers                                    607,382          545,352          705,823            634,972
 Manhattan Spirit                                 16,010          (10,421)          50,890             10,102
 Our Town                                         15,920           (2,373)          39,109             50,797
 The Bronx Press/Riverdale Review                  9,000          (24,912)          13,127            (46,957)
 Nassau Newspapers                               (88,176)         (22,188)        (217,809)          (222,817)
 The Hill                                       (125,947)         (67,448)        (433,180)          (407,556)
 Manhattan File                                  (27,751)         (75,392)        (247,953)          (320,323)
 Brooklyn Skyline                                 (7,336)         (19,207)         (64,515)          (106,721)
 Westside Publications                            (9,014)           9,976          (52,073)            21,768
                                               ---------        ---------       ----------         ----------
Income (Loss)-Publications                    $  501,442       $  388,249      $   124,132        $   (91,464)
                                               =========        =========       ==========         ==========
Parent Company Expenses:
 Personnel, Rent, General and Administrative     360,054         309,785       $ 1,101,461        $1,009,322
 Interest (2)                                     30,371           6,790            70,689           (18,314)
                                               ---------        --------        ----------         ---------
 Total Parent Company Expenses                   390,425         316,575         1,172,150           991,008
                                               ---------        --------        ----------         ---------
Net Income (Loss)                             $  110,017      $   71,674       $(1,048,018)      $(1,082,472)
                                               =========        ========        ==========        ==========
</TABLE>

(1)  Reflects expense for amortization of goodwill by publication as follows:

                                       10

<PAGE>

<TABLE>
<CAPTION>
                                              Three Months Ended August 31,     Nine Months Ended August 31,
                                              -----------------------------     ----------------------------
                                                 1996            1995             1996             1995
                                                 ----            ----             ----             ----
<S>                                           <C>             <C>               <C>              <C>    
Queens Tribune                                $  26,717       $  26,717         $  80,151        $ 80,151
Dan's Papers                                     12,675          12,675            38,025          38,025
Our Town                                         13,461          13,461            40,383          40,383
The Bronx Press Review                            3,562           3,562            10,686          10,686
Nassau Newspapers                                 8,461           7,749            25,383          23,247
Brooklyn Skyline                                  1,530           1,394             4,590           4,182
Manhattan File                                      800            --               2,400            --
Westside Publications                             4,074           3,261            12,222           9,783
                                               --------        --------          --------         -------

                                              $  71,280       $  68,819         $ 213,840        $206,457
                                               ========         =======          ========         =======
<FN>

(2) Net of interest  income of $1,750 and $13 for the three  months ended August
31, 1996 and 1995  respectively and $1,750 and $31,591 for the nine months ended
August 31, 1996 and 1995 respectively.

(3) The quarter ended August 31, 1995 included 14 issues versus 13 issues during
the same quarter of 1996 (for all  publications  except Dan's Papers,  Manhattan
File and The Hill).This fact adversely  affects the comparison  between 1996 and
1995.

Results of Operations:
The following  discussion  compares  results of operations  for the three months
ended and nine months ended August 31, 1996 and August 31, 1995.

Three Months Ended August 31, 1996 and August 31, 1995 (Note:  The period ending
August 31, 1996 includes 13 weeks as compared to August 31, 1995 which  includes
14 weeks for most
publications).

</FN>
</TABLE>

                                       11

<PAGE>

Net Revenues:
         Even  though  1995 had the benefit of an  additional  issue,  the total
revenues  for 1996 were still up almost 4%. The Queens  Tribune  had an increase
(6%) in its ave age weekly revenues,  due in part to expansion with the "Bayside
Trib at Home." Average weekly revenues for Nassau  Newspapers  publications have
stayed even.  Dan's Papers has  continued to expand its market share in the Long
Island posh resort area, the Hamptons. By effectively  positioning itself as the
advertising  standard on Long Island's east end, it is continuing  its dominance
in its market area and  increasing  its revenues  (8%).  There were decreases in
average  weekly  revenues at the Bronx  Press  Review  (9%) and  Westside  (7%),
attributed  in part to a  change  in  sales  management  and the  downsizing  of
Westchester  Lifestyles.  The Hill had a decrease (8%) in revenue as a result of
frequent  periods when Congress was not in session during the quarter due to the
presidential election year. Manhattan File had an increase (32%) in revenue as a
result of additional  special  supplements and issues.  Brooklyn  Skyline had an
increase in average  weekly revenue (17%) due to its expansion into a fifth zone
and an increased effective sales effort.

Income (Loss) - Publications:
         Net  Income  from  publications  increased  dramatically  in 1996 (even
though most  publications had one less issue this year) as the Company continues
to benefit  from the effect of a series of budget  cuts,  instituted  during the
second  quarter,  which will save the Company  approximately  $1.3 million on an
annualized  basis.  In  addition,  the  Company  has o going  negotiations  with
printers to take  advantage of  decreasing  newsprint  prices.  The increases in
income for the Queens  Tribune (69%) and Dan's Papers (11%),  are  attributed to
their increased revenues, budget cuts and decreased print costs. Our Town had an
increased  profit (165%),  while the Bronx Press Review and the Manhattan Spirit
had profits  compared to losses  last year  primarily  as a result of the budget
cuts and print costs. Nassau Newspapers had an increased loss as a result of the
lower revenue and  repositioning the publications by converting some shoppers to
newspapers. Westside incurred a loss as a result of decreased revenues. The Hill
had an increased loss as a result of lower revenues.  As a result of budget cuts
and increased  revenues,  Manhattan  File was able to decrease its loss (64%) as
compared to last year.

                                       12

<PAGE>

       The Company is continuing to focus on  increasing  sales and  controlling
costs.

Parent Company Expenses:
      The  increase  in  parent  company  expenses  was  primarily  a result  of
increased  interest  expense,  professional  fees and a change in the  timing of
various expenses previously incurred in the fouth quarter.

Nine Months Ended August 31, 1996 and August 31, 1995 (Note:  The period  ending
August 31, 1996 includes 39 weeks as compared to August 31, 1995 which  includes
40 weeks for most
publications).

Net Revenues:
         Even  though  1995 had the benefit of an  additional  issue,  the total
revenues were still up almost 8%. The Queens Tribune had an increase (8%) in its
average  weekly  revenue,  due to  expansion  with the  "Bayside  Trib at Home".
Average  weekly  revenues for Nassau  Newspapers  publications  has stayed even.
Dan's  Papers has  continued  to expand its market share in the Long Island posh
resort area, the Hamptons.  By effectively  positioning itself a the advertising
standard on Long Island's east end, it is continuing its dominance in its market
area and increasing  its revenues  (12%).  Average weekly  revenues at the Bronx
Press Review, Westside and Our Town remained even. The Hill had an increase (4%)
in revenue as a result of increased market share. Manhattan File had an increase
(22%) in revenue as a result of an improved sales effort and additional  special
supplements.  Brooklyn  Skyline had an increase in average  weekly revenue (17%)
due to its expansion into a fifth zone and an ongoing increased sales effort.

Income (Loss) - Publications:
         As the  Company  continues  to  benefit  from the effect of a series of
budget cuts,  instituted during the second quarter,  which will save the Company
approximately  $1.3 million on an annualized basis, Net Income from publications
(which  included  the  effect  of  the  additional   issue  in  1995)  increased
dramatically  in 1996.  In additi n, the Company has ongoing  negotiations  with
printers to take  advantage of  decreasing  newsprint  prices.  The increases in


                                       13

<PAGE>

income for the Queens  Tribune (9%) and Dan's Papers  (11%),  are  attributed to
their  increased  revenues  and  budget  cuts and print  costs.  Our Town had an
increased  profit (165%),  while the Bronx Press Review and the Manhattan Spirit
had profits  compared to losses  last year  primarily  as a result of the budget
cuts and print costs.  Nassau  Newspapers  had an increased  loss as a result of
lower revenue and  repositioning  the publication by converting some shoppers to
newspapers.  Westside  incurred  an  increased  loss as a  result  of  decreased
revenues.  The Hill had an increased  loss as a result of lower  revenues.  As a
result of budget cuts and increased revenues,  Manhattan File (23%) and Brooklyn
Skyline (42%) decreased their losses as compared to last year.

       The Company is continuing  to focus on  increasing  sales and controll ng
costs.

Parent Company Expenses:

      The  increase  in  parent  company  expenses  was  primarily  a result  of
increased  interest  expense,  professional  fees and a change in the  timing of
various expenses previously incurred in the fouth quarter.

Liquidity and Capital Resources:

      At August 31,  1996,  the  Company  had an excess of current  assets  over
current  liabilities  of  approximately  $2,640,000.  In May  1996  the  Company
obtained a $1,000,000  two-year loan,  from its largest  shareholder,  which was
used primarily for working capital needs resulting from seasonal fluctuations in
cashflow.  On October 4, 1996 the Company  announced  that a group of  investors
would be  investing  $2,000,000  in the company  through  the  purchase of a new
series of Con ertible Preferred Stock.

      Although there can be no assurance, management believes that the Company's
operations will generate  positive cash flow for the fiscal year ending November
30, 1996 and that the Company has sufficient funds to meet its needs.

 
                                      14


<PAGE>

     Part II.     OTHER INFORMATION


       ITEM 5.    Other Information.

                  As of October 4, 1996,  the Company  entered into an agreement
("Agreement")  with a group of purchasers  ("Purchasers")  pursuant to which the
Company  agreed  to  issue  and  sell  to  the  Purchasers,   for  an  aggregate
consideration  of  $2,000,000,  200,000  shares  of a  newly  designated  $10.00
Convertible  Preferred  Stock  ("$10.00  Preferred")  and  warrants  to purchase
800,000  shares  of  Common  Stock at $2.00  per  share.  The  warrants  will be
exercisable  during the five-year period beginning on the date of the closing of
the sale  contemplated  by the Agreement.  It is expected that such closing will
take place on or about October 22, 1996.

                 Pursuant to the  Agreement,  the Company's  Board of Directors
will be increased to 16 members and the holders of the $10.00 Preferred, so long
as at least 100,000 shares thereof are  outstanding,  shall be entitled to elect
one-half of the members.  In this regard,  the  Agreement  provides that Messrs.
Gary Ackerman,  Eric Breindel,  John  Catsimatidis,  Jerry  Finkelstein,  Andrew
Maloney,  Michael  Schenkler,  Andrew Stein and Arthur  Tarlow,  each of whom is
presently a member of the Board of  Directors,  shall  continue as directors and
the  remaining  present  members of the Board of  Directors,  Messrs.  Joseph K.
Fisher,  David Jaroslawicz,  William J. Kelleher,  Jr.,  Christopher McGrath and
Martin J. McLaughlin,  will resign  effective as of the closing.  The Purchasers
have designated Messrs.  Carl Bernstein,  Mark Dickstein,  John E. McConnoughty,
Jr., Robert P. Nederlander,  Wilbur L. Ross, Jr., Sy Syms, Hillel Weinberger and
Sydney Gruson as their designees for election to the Board of Directors upon the
closing.

                  Upon  his  election  to the  Board,  Mr.  Ross is to  serve as
Chairman of the  Executive  Committee  of the Board of  Directors.  He will also
serve as Chief  Executive  Officer of the Company until such time as a full-time
paid  Chief  Executive  Officer  is hired.  In  consideration  for the  services
rendered  by Mr.  Ross in such  capacities,  he is to be paid $1.00 per year and
shall be granted five-year options to purchase 200,000 shares of Common Stock at
$2.00 per share under the Company's Discretionary Directors' and Officers' Stock
Option Plan.

                  In  connection  with  the  transactions  contemplated  by  the
Agreement,   the  Employment   Agreement  between  the  Company  and  Mr.  Jerry
Finkelstein, Chairman of the Board, is to be extended for a period of five years
from its present date of expiration on the terms and conditions as are presently
in effect.

                  In consideration for services rendered by Rothschild Inc., of
which Mr.  Ross is Senior  Managing  Director,  the  Company  has  agreed to pay
Rothschild Inc.  the sum of  $100,000.  Rothschild  Inc.  has also  agreed to
purchase 50,000 shares of the Company's Common Stock for the sum of $100,000.



                                       15

<PAGE>


                  Full descriptions of the rights, designations, preferences and
other  rights,  qualifications,  limitations  and  restrictions  of  the  $10.00
Preferred and of the Warrants are in exhibits to the Agreement,  a copy of which
is filed as an exhibit to this report, and are incorporated herein by reference.

                  Effective May 17, 1996, the Company  entered into an agreement
with D.H. Blair Investment Banking Corp. ("Blair") pursuant to which Blair is to
act as a non-exclusive  financial  advisor and investment banker to the Company.
As an inducement to Blair's providing such services,  the Company issued Blair a
five-year  warrant to purchase  400,000 shares of its Common Stock at an initial
exercise price of $2.50 per share.

                  On   May  21, 1996,  Blair,  the  Company  and  the  Company's
subsidiaries,   Tribco   Incorporated   ("Tribco")   and  Access  Network  Corp.
("Access"), entered into a secured loan agreement pursuant to which Blair loaned
the Company,  Tribco and Access (the  "Borrowers")  the sum of  $1,000,000.  The
principal amount of the loan is repayable on May 21, 1998.  Interest on the loan
accrues  at the rate of 8 1/2% per annum and is payable  quarterly.  The loan is
secured by a security interest granted by the Borrowers to Blair on all of their
personal  property  and fixtures and by a pledge made by the Company to Blair of
all of the  outstanding  common  stock  of  Tribco  and  Access.  As  additional
consideration  for the loan,  the Company  issued  Blair a five-year  warrant to
purchase 200,000 shares of Common Stock at an initial exercise price of $2.50.

                  As of May 21, 1996,  Blair and certain of its affiliates  were
the  beneficial  owners of the  aggregate of 1,717,030  shares of the  Company's
Common Stock and 600,000  shares  issuable upon the exercise of the two warrants
described  above,  of  which  1,579,515  shares  and  all of the  warrants  were
beneficially owned by Blair.


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<PAGE>

      Item 6.  Exhibits and Reports on Form 8-K

              A.   Exhibits

                   10.28   Agreement dated May 17, 1996 between D.H. Blair
                           Investment Banking Corp. ("Blair") and the Company.

                   10.29   Loan Agreement dated May 21, 1995 among Blair, the
                           Company, Tribro Incorporated ("Tribco") and Access
                           Network Corp. ("Access").

                   10.30   $1,000,000 Promissory Note dated May 21, 1996 issued
                           by the Company, Tribco and Access to the order of
                           Blair.

                   10.31   Warrant dated May 17, 1996, to purchase 400,000
                           shares of the Company's Common Stock issued by the
                           Company to Blair.

                   10.32   Warrant, dated May 21, 1996, to purchase 200,000
                           shares of the Company's Common Stock issued by the
                           Company to Blair.

                   10.33   Form of Subscription Agreement made as of October
                           4, 1996 among the Company and persons designated
                           therein as "Purchasers," including Exhibit 1 thereto,
                           form of Certificate of Designation of $10.00 
                           Convertible Preferred Stock, and Exhibit 2 thereto,
                           form of Warrant.

                   27      Financial Data Schedule (filed electronically only).

              B.   Reports on Form 8-K - None


                                       17

<PAGE>

                                   SIGNATURES

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


                            NEWS COMMUNICATIONS, INC.
                                  (Registrant)


Date: October 14, 1996                       By: /s/ Michael Schenkler
                                                ----------------------------
                                                Michael Schenkler, President




Date: October 14, 1996                       By: /s/ Robert Berkowitz
                                                ----------------------------
                                                Robert Berkowitz, Controller


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