SECURITIES AND EXCHANGE COMMISSION
                                              WASHINGTON, D.C. 20549

                                                    Form 10-KSB


                                         FOR ANNUAL AND TRANSITION REPORTS
                                      PURSUANT TO SECTIONS 13 OR 15(d) OF THE
                                          SECURITIES EXCHANGE ACT OF 1934

                                 X      Annual Report  Pursuant to Section 13 or
                                        15(d) of The Securities  Exchange Act of
                                        1934

                                    For the fiscal year ended December 31, 1996
                                                        or
                      Transitional Report Pursuant to Section 13 or 15(d) of
                                        The Securities Exchange Act of 1934
                                         For the transition period from to

                                        Commission File Number 033-19522-NY

                                         GENISYS RESERVATION SYSTEMS, INC.
                                          (formerly Robotic Lasers, Inc.)
                       (Exact Name of registrant as specified in its charter)

New Jersey                                                   22-2719541
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                           Identification No.)

2401 Morris Avenue, Union, New Jersey                        07083
(Address of principal executive offices)                    (Zip Code)

Registrant's  telephone number,  including area code: (908) 810-8767  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 $.0001 per share
                                            Class A Redeemable Warrants
                                            Class B Redeemable Warrants

         Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 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 Regulation  S-K is not contained  herein,  and will not 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-K or any  amendments  to
this Form 10-K. [X]

   State the aggregate  market value of the voting stock held by  non-affiliates
     of the  registrant.  The  aggregate  market  value  shall  be  computed  by
     reference to the price at which the stock was sold, or the average bid
        and asked  prices of such stock,  as of a specified  date within 60 days
prior to the date of filing.

                  $12,275,802 as of the close of business on March 24, 1997


<PAGE>




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

         Indicate by check mark whether the  registrant  filed all documents and
reports  required  to be  filed by  Section  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.
                                                      Yes No


                                     APPLICABLE ONLY TO CORPORATE REGISTRANTS

         Indicate the number of shares  outstanding of each of the  registrant's
classes of common stock, as of the latest practicable date. The number of shares
outstanding of the registrant's  Common Stock as of March 25, 1997 was 4,330,594
shares.


                                        DOCUMENTS INCORPORATED BY REFERENCE

         List hereunder the following documents if incorporated by reference and
the part of the Form 10-K (e.g.,  Part I, Part II, etc.) into which the document
is  incorporated:  (1) any annual report to  security-holders;  (2) any proxy or
information  statement;  and (3) any prospectus filed pursuant to Rule 424(b) or
(C) under the  Securities Act of 1933.  The listed  documents  should be clearly
described for identification purposes.


1. Rule 424(b) Prospectus dated March 20, 1997 is incorporated herein by
    reference into Parts I, II and III

          3.1      Registrant's Articles of Incorporation
          3.2      Registrant's By-Laws
          4.1      Form of Common Stock Certificate
          4.2      Redeemable Warrant Agreement with Form of Class A  and
                   Class B Warrant
         10.1      Employment Agreement dated October 17, 1996  between
                   Registrant and Joseph Cutrona.
         10.2      Consulting Agreement dated October 18, 1996 between the
                   Registrant and Mark A. Kenny.
         10.3      Employment Agreeement dated October 17, 1996  between
                   Registrant and John Wasko.
         10.4     Copy of lease  dated  November  1,  1995  between  Unicom  and
                  Corporate Travel Link, Inc.
         10.5     Copy  of  Agreement  dated  June  22,  1995  between  American
                  Airlines,  Inc., and Corporate Travel Link, Inc.,  relating to
                  Sabre Extension  Program-Associate  Distribution  and Services
                  Agreement.
         10.6     Copy of Agreement dated June 30, 1995 between  American
                  Airlines, Inc. and Corporate
                  Travel Link,  Inc., relating to Associate Sabre Equipment
                  Lease Agreement.
         10.7     Copy of Agreement dated June 30, 1995 between  American
                  Airlines, Inc., and Corporate
                  Travel Link, Inc. - non-standard system amendment to
                  Corporate Sabre Equipment Lease Agreement.
         10.8     Copy of Script Consulting Agreement dated June 21, 1995
                  between Worldspan, LP and Corporate Travel  Link, Inc.
         10.9     Copy of Script Services  agreement dated June 21, 1995 between
                  Worldspan, LP and Corporate Travel Link, Inc.
         10.10    Copy of Galileo  Services  Display and  Reservation  Agreement
                  dated   August  28,   1995   between   Galileo   International
                  Partnership and Corporate Travel Link, Inc.
         10.11    Copy of  Ancillary  Services  Agreement  dated August 28, 1995
                  between Galileo International Partnership and Corporate Travel
                  Link, Inc.
         10.12    Copy of Worldspan Car Rental Associate Reservation  Agreement
                  between Worldspan, LP and Corporate  Travel Link, Inc.

                                                         1

<PAGE>



         10.13    Copy of Interim Loan Agreement between the Registrant and Loeb
                  Holding Corporation and certain executives of the Registrant.
         10.14    Prosoft Consulting Agreement
         21       List of Subsidiaries



All of the  above-referenced  documents,  with the  exception of the Rule 424(b)
Prospectus, are incorporated herein by reference to the Exhibit bearing the same
number in the Registrant's Registration Statement on Form SB-2, File No.
333-15011.

















                                                         1

<PAGE>



                                                      Part I

Item 1.  Business

History

         The  Company  was  incorporated  in  New  Jersey  in  April  1986  as a
wholly-owned subsidiary of JEC Lasers, Inc. ("JEC") to continue the research and
development  of an  ultra-compact,  multi-kilowatt  CO2  laser  begun  under  an
agreement with Loughborough  Consultants Ltd. ("LCL"),  which is affiliated with
Loughborough University of Technology, Loughborough, Leicestershire, England.

         Due to the  uncertain  financial  condition  of JEC  and,  in  order to
preserve the CO2 laser technology which management felt may have had some value,
on May 30, 1986, the Board of Directors of JEC voted to spin-off  Robotic Lasers
into an independent,  publicly-owned  corporation by issuing a stock dividend of
one share of the  Company's  Common  Stock for every  four  shares of JEC common
stock outstanding to all shareholders of record as of July 8, 1986. On September
23,  1988,  the shares were  registered  under the  Securities  Act of 1933,  as
amended.  On June 25,  1986,  the  Company  and JEC signed a Purchase  Agreement
whereby the Company acquired all the assets,  rights and properties  relating to
JEC's CO2 laser research and development  agreement with LCL, subject to certain
liabilities.

         On March 3,  1995,  the  Company  sold all of the  assets,  rights  and
properties  relating to the CO2 laser  research and  development  agreement with
LCL,  subject to certain  liabilities,  to JEC for  $345,593  which  generated a
profit of approximately $246,000.

         On  August  9,  1995,  the  shareholders  of the  Company  approved  an
amendment  to  the  Company's   Certificate   of   Incorporation   to  effect  a
one-for-fifty-five  reverse stock split pursuant to which each fifty-five shares
of the Company's  Common Stock  outstanding  as of its close of business on July
12, 1995 was  replaced  by one share of Common  Stock.  The reverse  stock split
reduced the number of  outstanding  shares of Common  Stock of the Company as of
July 12, 1995 from  30,853,352  to 560,970  (before  July 16,  1996  one-for-two
reverse split) shares of Common Stock.

         On August 11, 1995, the Company acquired Corporate Travel Link, Inc. (a
development-stage  enterprise)  which  was  incorporated  on March 7,  1994,  by
issuing  1,682,924  shares of restricted  New Common Stock of the Company (after
the July 16, 1996  one-for-two  reverse split. See Notes 1 and 3 to December 31,
1996  financial  statements)  in exchange  for 200 shares of the Common Stock of
Corporate  Travel Link ("Travel Link") which  represented all of the authorized,
issued and outstanding shares of common stock of Travel Link.

         Since August 11, 1995,  the  Company's  business  and  operations  have
consisted  solely of the business and operations of Travel Link which  continues
to operate as a wholly-owned subsidiary of the Company.

         On July 16, 1996, the Company's stockholders approved and effectuated a
one-for-two reverse stock split. Such split has been retroactively  reflected in
the  text  of  this  document  and in the  accompanying  consolidated  financial
statements and notes.

General

         The principal business activity of Genisys  Reservation  Systems,  Inc.
("Company")  is  developing a  computerized  limousine  reservation  and payment
system for the business traveler. The management of the Company anticipates that
the  proprietary   software  that  is  being  developed  will  enable  limousine
reservations  to be  completely  computerized  i.e.,  be entirely  automatic and
operate  without human  intervention  except for the initial  inputing of travel
information.  Genisys Reservation  Systems,  Inc. is a development stage company
and has no commercially available products at the present time.

         At the present time, there are four major airline computer  reservation
systems in operation in the United States -- "Sabre,"  "Worldspan," "Apollo" and
"System One" (each reservation system referred to hereinafter as

                                                         2

<PAGE>



a "CRS"). Each CRS allows a travel agency or corporate travel department to make
an airline reservation and receive  instantaneously a confirmation and a printed
airline ticket on any airline.  It is also possible to make a hotel  reservation
with any of the major hotel chains through any CRS and receive an  instantaneous
confirmation  of room  availability.  Additionally,  a travel agent or corporate
travel  manager  may make an  automobile  reservation  with any of the major car
rental  companies  (Hertz,  Avis and the like)  through  any CRS and  receive an
immediate confirmation of the car rental reservation.

         When it comes to limousine  reservations,  however, there is at present
no method for making a  reservation  through a CRS and  receiving  an  immediate
guaranteed confirmation. The usual method of making a limousine reservation in a
destination  city  is to  call a  limousine  company,  if the  corporate  travel
department  or travel agent knows of one.  This use of the  telephone,  with its
attendant inconveniences such as "telephone tag" and missed communications,  can
make securing a confirmed limousine reservation inconvenient.

         The Company seeks to solve the problem by:

         1.       Developing a limousine reservation system that utilizes the
CRS' already in use;

         2.       Developing a way to identify and qualify the best limousine
service providers in the cities that
are the business travelers' most frequent destinations;

         3.       Developing a way to disseminate reservation information to
corporate clients and to limousine service providers with no errors, with
immediate confirmation and without the need to utilize the telephone;

         4.       Developing an automated electronic payment system to
process all fees charged by the Company to its clients;

         5.       Performing the above described tasks with a high degree of
quality control; and

         6. Providing  corporate  clients with precise  management and financial
information, to enable them to ascertain where their money is being spent.

         The Company is developing its own computer  system which will link with
one or more of the CRS's.  The Company's  computer system will be made up of two
systems,  the Genisys  Reservation  System and the Genisys Payment  System.  The
Genisys Reservation System will be a fully automated computer system that allows
travel agents to make  limousine  bookings  directly  through any CRS, much like
hotel and car bookings.  The Genisys  Payment System is an automated  electronic
payment and reporting system which will process and reconcile all purchases made
through the Genisys  Reservation  System.  The Genisys Payment System is not yet
operational.  All hardware required for development and commercial  operation of
the  Company's  Reservation  and  Payment  Systems has been  purchased,  and are
off-the-shelf components not manufactured by the Company.

Employees

         The  Company  presently  employs 5  full-time  employees;  2  executive
officers,  2 marketing  executives,  and 1 office  administrator.  None of these
employees is covered by a collective bargaining agreement.  The Company utilizes
several  software  and  marketing  consultants  on a  part-time  basis  and  one
full-time ground  transportation  industry consultant.  The company believes its
personnel relations to be satisfactory.



                                                         3

<PAGE>



Item 2.  Properties

         The Company presently leases  approximately 1,500 square feet of office
space at 2401 Morris  Avenue,  Union,  New Jersey,  07083.  The  five-year  lese
expires in November 2000 and provides for a monthly  rental of  $2,125.00.  This
property  has  been  leased  from  unaffiliated  third  parties  and  adequately
satisfies the present needs of the Company. The Company anticipates that it will
need approximately 3,500 square feet in additional space in mid 1997.

         A portion of the  additional  space  (approximately  1,500 square feet)
will be used to house the  computer  hardware  system  which runs the  Company's
Reservation and Payment Systems software programs. The balance of the space will
be used for  additional  corporate and sales  offices.  The Company  requires no
manufacturing  facilities  since  it has no  present  plans to  manufacture  any
hardware  items.  All  hardware  related to the  Company's  software  product is
purchased commercially.


Item 3.  Legal Proceedings

         On February  20,  1997,  two  individuals  filed an action  against the
Company and Travel Link in the Superior Court of New Jersey seeking, among other
things,  damages in the  amount of 8% of any  financing  secured by Travel  Link
resulting  from  plaintiffs  efforts and as well as 5% of the  Company's  Common
Stock  allegedly  due for services  rendered in  connection  with the  Company's
acquisition of Travel Link in 1995. The claim for money damages is based upon an
alleged written  agreement  between Travel Link and plaintiffs,  while the claim
for the shares of Common Stock is based upon alleged  oral  representations  and
promises  made by an officer  of Travel  Link.  The  Company  believes  that the
plaintiffs claims are without merit and intends to vigorously defend the action.

         In August 1996, the Company gave notice to one of its former  officers,
Mr.  Steven E.  Pollan,  that it was  canceling  333,216  shares of Common Stock
issued to him for services he was to have provided at the inception of Corporate
Travel Link,  Inc. The Company  believes  that Mr.  Pollan never  provided  such
services; Mr. Pollan has informed the Company, however, that he will contest any
attempt to cancel his shares.


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

         A special  meeting of the  shareholders  of the Company was held at the
offices of Paul A.  Wurtzel,  Esq.,  300 Grand  Avenue,  Englewood,  New Jersey,
07631,  on  Wednesday,  August  9,  1995  at  9:30  a.m.  At  the  meeting,  the
shareholders of the Company  approved an amendment to the Company's  Certificate
of Incorporation to effect a one-for-fifty-five  reverse stock split pursuant to
which each fifty-five shares of the Company's Common Stock outstanding as of the
end of business on July 1, 1995 was  replaced by one share of New Common  Stock.
The Reverse Stock Split reduced the number of outstanding shares of Common Stock
of the Company as of July 12, 1995 from 30,853,352 to 560,970.

         The  annual  meeting of  shareholders  of the  Company  was held at the
offices of Corporate  Travel Link, Inc., 2401 Morris Avenue,  3rd Floor,  Union,
New Jersey,  07083,  on Tuesday,  July 16, 1996, at 9:30 a.m. At the meeting the
shareholders of the Company  approved an amendment to the Company's  Certificate
of Incorporation  to effect a one-for-two  reverse stock split pursuant to which
each two shares of the Company's new common stock  outstanding  as of the end of
business of June 25, 1996,  was replaced by one share of Common Stock of Genisys
Reservation  Systems,  Inc.  The  reverse  stock  split  reduced  the  number of
outstanding  shares of common  stock of the  Company as of June 25,  1996,  from
5,669,731 to 2,834,866.



                                                         4

<PAGE>



                                                      Part II


Item 5.  Market for the Registrant's Common Equity and Related Stockholder
Matters.

Market Information

         Prior to 1997, the Company's  Common Stock was eligible to trade in the
over-the  counter market,  however,  the Company was unable to locate any market
markers in its stock.  The Following  table indicates the quarterly high and low
bid prices for the last two years for the Company's  Common Stock,  which became
publicly traded on September 23, 1988:

<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>



                                                          Bid Price                Bid Price
                                                              1996                   1995

                           Quarter Ended             High     Low               High    Low
                           March 31                  Not Available              Not Available
                           June 30                   Not Available              Not Available
                           September 30              Not Available              Not Available
                           December 31               Not Available              Not Available
</TABLE>

         The foregoing prices were provided by National Quotation Bureau.

         As of March 20, 1997, the Effective Date of the Company's  Registration
Statement, it's Common Stock, Class A Redeemable Warrants and Class B Redeemable
Warrants are quoted on the Nasdaq Small Cap Market.

         Approximate Number of Equity Security Holders
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                              Approximate Number of
                                                               Holders of Record as
                  Title of Class                                    of March 5, 1997
                  --------------                              ----------------------

                  Common Stock,
                  $.0001 par value                                     769

</TABLE>

         Included  in the number of  stockholders  of record are shares  held in
"nominee" or "street" name.

Dividends

         The Company has never paid any cash  dividends.  The Company  presently
intends to retain any future earnings for use in its operations and,  therefore,
does not expect to pay cash dividends in the foreseeable future.


Item 6.  Management's Discussion and Analysis of Financial Condition
             and Results of Operations.

Components of Revenues and Expenses Revenues.

    The Company is a development-stage  company and has
generated no revenues and has no

                                                         5

<PAGE>



commercial  operations  to date.  The Company did not generate any revenues from
operations  during the fiscal year ended  December  31,  1996.  The Company does
expect to bring its Genisys  Reservation and Payment Systems on-line through two
of the four CRS' in existence  (Sabre and  Worldspan) in mid 1997, at which time
the Company expects to generate  revenues.  The Company  anticipates  completing
development of and bringing a third CRS, Apollo,  on-line in late 1997, which it
expects to increase revenues.

         The  Company  anticipates  that its  Genisys  Reservation  and  Payment
Systems will  generate  revenue from the  following  sources:  (I) a booking fee
charged for use of the Genisys Reservation System and billed through the Genisys
Payment System, (ii) a processing fee generated by charges processed through the
Genisys  Payment System,  (iii) an annual software  licensing fee charged to the
limousine  service  providers  who utilize the Genisys  Reservation  and Payment
Systems.

Expenses.  Cost of service will include all costs directly  attributable  to the
Company's  provision  of services  to its  corporate  clients and the  limousine
service  providers.  The most  significant  component  of cost of service is the
booking fee  charged by the CRS for  reservations  made by the  Genisys  systems
utilizing  the  CRS.  Booking  fees  are a set  amount  charged  by each CRS for
transactions posted through the system. Cost of service also includes the access
and file fees charges by a  commercial  bank acting as the  Company's  Automated
Clearing  House in  distributing  payments made to limousine  service  providers
through the Genisys Payment System.

         General and administrative  expenses include salaries,  commissions and
benefits,  travel costs,  professional fees, rent, telephone and other operating
costs of the Company. The Company has not capitalized any internal  expenditures
with respect to the costs of developing and implementing the Genisys Reservation
and Payment Systems.

Results of Operations

         The Company is in the  development  stage and has not yet generated any
revenues  and has no  commercial  operations  to  date.  The  Company  has  been
unprofitable  since inception and expects to incur  additional  operating losses
over the next several fiscal  quarters.  The Company does not expect to generate
any revenues from  operations  until mid 1997. As reflected in the  accompanying
financial statements,  the Company has incurred losses totaling $1,645,003 since
inception and at December 31, 1996, had a working capital deficit of $600,043.

         Selling, general and administrative expenses were $819,205 for the year
ended  December  31, 1996 as compared to $256,621  for the year ended August 31,
1995.  The  primary  reason for the  difference  between  the two periods is the
commencement of operations during the earlier period when the Company had only 4
part-time  employees for approximately half the period,  while during the latter
period the  Company was  operational  with 5  full-time  employees.  Payroll and
payroll-related  costs  increased  approximately  $250,000  during  1996.  Other
approximate  cost increases  during the 1996 period  consist of consulting  fees
($54,000),   travel  costs   ($23,000),   marketing   costs   ($16,000),   other
administrative  costs ($83,000) and professional  fees ($136,000).  Professional
and consulting fees for the year ended December 31, 1996, totaled $237,000. Such
amount  consisted  of  attorneys  fees of $84,000,  accounting  fees of $42,000,
accrued consulting fees of $36,000 payable to Loeb partners,  $48,000 payable to
John H. Wasko  (accrued  prior to his  becoming  an  employee  of the  Company),
$16,000 in consulting  fees payable to Mark A. Kenny and  miscellaneous  fees of
$11,000. Loeb partners, Mr. Kenny and Mr. Wasko are affiliates of the Company.


Liquidity and Capital Resources

         The Company's  funds have  principally  been provided from Loeb Holding
Corporation,  as escrow agent ("Loeb"),  for Warren D.  Bagatelle,  HSB Capital,
trusts  for  the  benefit  of  families  of  two   principals  of  Loeb  Holding
Corporation,   and  three   unaffiliated   individuals,   LTI  Ventures  Leasing
Corporation and a private offering,

                                                         6

<PAGE>



as described below.

         In  February  1995,  Loeb agreed to loan the Company up to a maximum of
$500,000 as  evidenced  by  Convertible  Notes.  In  addition,  pursuant to five
interim loan  agreements,  Loeb loaned the Company an  additional  $250,000 from
December 1995 through March 1996.  In November and December  1996,  Loeb Holding
Corporation  loaned the Company $210,000 evidenced by a series of eighteen month
term  Promissory  Notes bearing  interest at the annual rate of 10%.  Total loan
proceeds from Loeb and Loeb Holding Corporation to date are $960,000.

         In September 1995,  January 1996 and December 1996, the Company entered
into sale and  lease-back  arrangements  with LTI Ventures  Leasing Corp.  (LTI)
whereby the Company  sold the bulk of its  computer  hardware  and  commercially
purchased  software to LTI. In consideration for the sales, the Company received
a total of  $295,000  and agreed to lease back the  hardware  and  software  for
varying terms at a monthly rental totaling $11,960.

         During the quarter ended March 31, 1996,  the Company sold 5,000 shares
of the Company's restricted Common Stock to a former officer and the director of
the Company for $10,000.  During the same  period,  the Company also sold 25,000
shares  of the  Company's  restricted  Common  Stock to an  unrelated  party for
$50,000.

         Pursuant  to a private  offering,  the  Company  issued  11.5  units to
sixteen  unaffiliated  third  parties in May and June 1996.  Each  $50,000  unit
consists of a $49,000 promissory note and a Class A Redeemable Warrant valued at
$1,000 per unit. Each such warrant entitles the holder to purchase 25,000 shares
of the  Company's  Common  Stock at $5.75  per  share.  The  proceeds  from this
offering  totaled  $575,000 and Class A Redeemable  Warrants to purchase 287,500
shares of Common Stock were issued by the Company.

         In April and June 1996,  the Company  borrowed a total of $30,000  from
two unaffiliated  third parties pursuant to two convertible  notes. The maturity
date is the earlier of January 1, 1998, or the consummation of a public offering
of the  Company's  Common  Stock.  These notes bear interest at a rate of 7% per
annum,  payable on the last day of each calendar quarter of each year commencing
March 31, 1997, to the maturity  date. If the maturity date of these notes shall
occur prior to January 1, 1998, in lieu of the $30,000  payment of the principal
amount due, the principal  amount due shall be converted  into 15,000 fully paid
and non-assessable shares of Common Stock of the Company.

         In November  1996,  the Company  sold  25,000  shares of the  Company's
restricted Common Stock to an unaffiliated party for $50,000.

         At  December  31,  1996,  the Company had cash of $91,548 and a working
capital  deficit of ($600,043).  The Company  intends to fund its operations and
other capital needs for the next twelve (12) months  substantially from revenues
generated by the Company's  planned  operations and the proceeds from its public
offering of stock.

         During the quarters  ended  September 30, 1996,  and December 31, 1996,
Joseph  Cutrona,  President of the Company,  made capital  contributions  to the
Company in the amounts of $41,700 and $35,000  respectively.  In February  1997,
Mr. Cutrona made additional capital contributions totaling $19,700.

         In  February  and March 1997,  the Company  borrowed a total of $65,000
from three  unaffiliated  third  parties  pursuant to three  eighteen (18) month
Promissory  Notes bearing  interest at 10% per annum payable at maturity.  These
notes are secured by 16,250  shares of the  Company's  restricted  Common  Stock
owned by Joseph Cutrona and 16,250 shares owned by Mark A. Kenny.

         On March 26, 1997,  the Company  consummated  a public  offering of its
securities  consisting  of 1,035,000  shares of Common Stock at $5.00 per share,
1,725,000 Class A Redeemable Warrants at $.20 per

                                                         7

<PAGE>



Class A Redeemable Warrant and 1,035,000 Class B Redeemable Warrants at $.10 per
Class  B  Redeemable  Warrant.   The  Net  proceeds  of  such  offering  totaled
$4,657,445.

         Inflation is not expected to have any material effect on the Company.

Item 7.  Financial Statements and Supplementary Data.

         See Pages F-1 through F-16.

Item 8.  Changes In and Disagreements with Accountants on Accounting and
Financial Disclosures

         Not applicable

                                                         8

<PAGE>



                                                     PART III

Item 9.  Directors and Executive Officers of the Registrant

         The following table sets forth certain information with respect to each
of the Company's directors and executive officers.
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                           NAME                      AGE               POSITION

                           Joseph Cutrona            59                President and Director

                           John H. Wasko             58                Chief Financial Officer,
                                                                       Secretary, Treasurer
                                                                       and Director

                           Mark A. Kenny             44                Director

                           Warren D. Bagatelle       58                Chairman and Chief Executive Officer
</TABLE>

         The Company's Executive Committee is empowered to exercise the full
authority of the Board of Directors in  circumstances  when  convening  the full
Board is not practicable. Messrs. Warren D. Bagatelle, John H. Wasko, and Joseph
Cutrona  currently serve as members.  All officers of the Company other than Mr.
Bagatelle devote their full time to the Company's business.

         Joseph  Cutrona has served the Company as  President  and as a Director
since August 1995,  and has served as President and as a Director of Travel Link
since its  inception  on March 11,  1994.  From 1992 to 1995,  Mr.  Cutrona  was
engaged as a  marketing  consultant  of Country  Club  Transportation  Services,
Newark, New Jersey, a company providing limousine  services.  From 1990 to 1992,
he served as Marketing Director of Gem Limousine, Edison, New Jersey, a provider
of  limousine  servies.  From  1978 to  1990,  Mr.  Cutrona  provided  limousine
consulting  services to large  corporations  in the tri-state  area. Mr. Cutrona
graduated from Fairleigh  Dickinson  University,  the University of Maryland and
Sophia University, Osaka Japan.

         John H. Wasko has served the Company as a Director  since  August 1995,
as Secretary since September 1995, and as Treasurer and Chief Financial  Officer
since  April  1996.  Mr.  Wasko has also  served the  Company as  President  and
Chairman of the Board since its inception to August 1995,  and as Treasurer from
April 1986 to  September  1987 and from May 1988 to August  1995.  Mr. Wasko has
also served as Chairman of the Board, President and Director of JEC since it was
organized  in  September  1977.  He was awarded a bachelor of science  degree in
physics in 1963 and a master of science  degree in physics  (summa cum laude) in
1965 from Fairleigh Dickinson University.

         Mark A. Kenny,  currently a consultant  to the  Company,  served as the
Company's  Executive  Vice  President  from August 1995 to October 1996 and as a
Director  since August 1995. He has also served as Executive  Vice  President of
Travel Link from inception,  March 1974 to November 1996 and as a Director since
inception.  From  1974 to  November  1996,  he was a  partner  of  Country  Club
Transportation  Services, a provider of limousine services,  which he co-founded
in 1974.  Mr.  Kenny is one of the original  members of the New Jersey  Business
Travel  Association  and attended Seton Hall  Preparatory  School and Seton Hall
University.  He is  also  a  member  of  the  Association  of  Corporate  Travel
Executives and a charter member of the New Jersey Limousine Association.

         Warren D.  Bagatelle  has been a Director of the Company  since  August
1995, and Chairman of the Board of Directors of the Company and Chief  Executive
Officer since December 1996. Since 1988, he has been a Managing Director at Loeb
Partners  Corporation,  a New York City investment  banking firm and a member of
the New York and American Stock  Exchanges.  Mr. Bagatelle is also a director of
Energy Research

                                                         9

<PAGE>



Corporation,  a company  engaged in the  development  and  commercialization  of
electrical  storage and power generation  equipment,  principally fuel cells and
rechargeable  storage  batteries.  From 1981 to 1987,  he was head of  Corporate
Finance  and  Chairman  of  Josephthal,   Lyon  &  Ross  Incorporated  (formerly
Rosenkrantz,  Lyon & Ross, Inc.) an investment banking firm. Mr. Bagatelle has a
B.A. in economics from Union College and an M.B.A. from Rutgers University.
Item 10.  Executive Compensation

         The  following  tabulation  shows  the total  compensation  paid by the
Company for services in all capacities  during the years ended December 31, 1996
and  1995,  and  August  31,  1995 to the  officers  of the  Company  and  total
compensation for all Officers as a group for such period:
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                           Annual Compensation                                  Long Term Compensation

                                                                                Awards           Payout
                                                               Other                   Restricted         All
                                                               Annual                 StOptions  LTIP     Other
 Name and                  Year     Salary           Bonus    Compensation      Awards  /SAR's   Payout   Compensation
 --------                  ----     ------           -----    ------------      ------  ------   ------   ------------
Principal Position                                            (Mgmt. Fee)
------------------

Joseph Cutrona             1996      $73,500         $0       $  5,000                   0       0        0        0
President
                           1995     $45,000          $0       $  3,840                   0       0        0        0
                           1995     $28,000          $0       $  3,840                   0       0        0        0

Mark A. Kenny              1996     $42,000          $0       $16,250                    0       0        0        0

                           1995     $44,795          $0       $  3,840                   0       0        0        0

                           1995     $28,000          $0       $  3,840                   0       0        0        0

John H. Wasko              1996     $10,000          $0       $48,000                    0      0         0        0
Chief Financial Officer,
Secretary& Treasurer       1995     $0               $0       $  2,500                   0       0        0        0

                           1995     $0               $0       $  2,500                   0       0        0        0

Warren D. Bagatelle        1996     $0               $0       $36,000(1)                 0       0        0        0
Chief Executive Officer
                           1995     $0               $0       $0                         0       0        0        0

                           1995     $0               $0       $0                         0       0        0        0
</TABLE>

(1) Represents accrued but unpaid consulting fees to Loeb Partners Corporation
 of which Warren D. Bagatelle is Managing Director.


Item 11.  Security Ownership of Certain Beneficial Owners and Management

         The following  tabulation  shows the security  ownership as of December
31, 1996 of (I) each person known to the Company to be the  beneficial  owner of
more than 5% of the Company's  outstanding  Common Stock, (not including 333,216
shares  issued  to Steven  E.  Pollan  which  the  Company  has given  notice of
cancellation  as a  result  of  certain  disputes  between  Mr.  Pollan  and the
Company),  (ii) each Director and officer of the Company and (iii) all Directors
and Officers as a group.

                                                        10

<PAGE>

<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                       NUMBER OF                                          PERCENT
NAME & ADDRESS                                       SHARES OWNED                                OF CLASS

Loeb Holding Corporation
As Escrow Agent (1)
61 Broadway
New York, NY 10006                                   1,242,183                                   37.86%

Warren D. Bagatelle  (2)
Loeb Partners Corporation
61 Broadway
New York, NY 10006                                   1,271,155                                   38.75%

Joseph Cutrona (5)
Genisys Reservation Systems
2401 Morris Avenue
Union, NJ 07083                                      611,133                                     18.63%

Mark A. Kenny (5)
10 Lisa Drive
Chatham, NJ 07928                                    646,133                                     19.70%

John H. Wasko  (3) (4)
Genisys Reservation Systems
2401 Morris Avenue
Union, NJ 07083                                      176,206                                     5.37%

All Officers and Directors
as a group (4 persons)                               2,704,627                                   82.44%

</TABLE>

         (1) Includes  842,183 shares of Common Stock  purchased by Loeb Holding
Corporation, as escrow agent for Warren D. Bagatelle,  Managing Director of Loeb
Partners Corp., HSB Capital (of which Warren Bagatelle is a partner), trusts for
the benefit of families of two principals of Loeb Holding  Corporation and three
unaffiliated  persons and 400,00 shares of Common Stock issuable upon conversion
of two Convertible Notes aggregating $37,500. Loeb Holding Corporation disclaims
any beneficial interest in these shares.

         (2) Includes  842,183 shares of Common Stock  purchased by Loeb Holding
Corporation, as escrow agent for Warren D. Bagatelle,  Managing Director of Loeb
Partners Corp., HSB Capital (of which Warren Bagatelle is a partner), trusts for
the benefit of families of two principals of Loeb Holding  Corporation and three
unaffiliated individuals;  6,739 shares of Common Stock owned directly by Warren
D. Bagatelle; 2,233 shares of Common Stock owned directly by HSB Capital; 20,000
shares of Common Stock pledged by Joseph Cutrona to Warren Bagatelle as security
and 400,000 shares of Common Stock issuable upon  conversion of two  Convertible
Notes aggregating $37,500.

         (3) Includes  29,383  shares of Common Stock owned of record by Joan E.
Wasko, John Wasko's wife, of which Mr. Wasko disclaims beneficial ownership, but
of which he may be deemed beneficial owner.

         (4) Includes a five (5) year option to purchase 25,000 shares of Common
Stock at a price of $0.60 per  share  granted  to Mr.  Wasko by the  Company  on
August  11,  1995,  a five (5) year  option  to  purchase  35,000  shares of the
Company's Common Stock at a price of $2.00 per share granted to Mr. Wasko by the
Company on  November  1, 1996 and 5,333  shares of Common  Stock  issuable  upon
conversion of two

                                                        11

<PAGE>



Convertible Notes aggregating $37,500.

         (5)      Does not give effect to 14,533 shares of Common Stock to be
transferred to Prosoft, Inc. Upon completion of the Genisys Payment System.

Messrs.  Cutrona and Kenny may be deemed to be "parents" and  "promoters" of the
Company,  as those  terms  are  defined  in the  rules  and  regulations  of the
Securities Act of 1933, as amended.  In August 1994 and February  1995,  Messrs.
Cutrona and Kenny each  received  their Common Stock in the Company for services
to be provided to the Company. For accounting purposes the value of these shares
was recorded at $7,840 for each individual. Mr. Pollan received his Common Stock
in August 1994 for services to have been  provided to the Company.  See "Certain
Transactions."


Item 12.  Certain Relationships and Related Transactions

         In August 1994,  Joseph Cutrona and Mark A. Kenny each received a total
of 666,433  shares of the Company's  common stock for services to be provided to
the Company.

         During  February  1995,  the Company issued 45,765 shares of its Common
Stock in repayment of certain liabilities  totaling $251,702.  Those liabilities
include notes payable to Saddle Brook  Investors of $149,633,  note payable plus
accrued  interest  to an officer and  Director  of $34,273 and certain  accounts
payable of $67,796.

         In February 1995, Loeb Holding  Corporation,  as escrow agent ("Loeb"),
for Warren D. Bagatelle,  HSB Capital, trusts for the benefit of families of two
principals  of Loeb  Holding  Corporation  and three  unaffiliated  individuals,
agreed  to loan  the  Company  $500,000  evidenced  by a series  of  Convertible
Promissory  Notes. In September 1995, Loeb converted the Convertible  Promissory
Notes into 841,455 common shares of the Company and two Term  Promissory  Notes,
one in the principal amount of $475,000 and the other in the principal amount of
$25,000.

         The  principal  amount of the $475,000  Term  Promissory  Note is to be
repaid in twelve equal quarterly payments commencing September 1997. Prepayments
may be made at any time without penalty. Interest is accrued at a rate of 9% per
annum and interest  payments are to be made quarterly at the end of each of each
calendar quarter,  or at such earlier date that the Term Promissory Note becomes
due and payable as a result of acceleration, prepayment or as otherwise provided
therein.  Interest  began to run from the date that the monies were  advanced to
the Company.

         The Term  Promissory  Note in the amount of $25,000  and an  additional
Note in the amount of $12,500  issued in December 1995 and discussed  below have
been  modified.  Such Notes  provide for accrued  interest at the rate of 9% per
annum  payable  quarterly   commencing  September  1997  and  unless  previously
converted  the  principal  amount of each  note is to be repaid in twelve  equal
quarterly  installments,  commencing  April 1, 1998,  or on such earlier date as
such notes provide.  The notes are  convertible at the sole option of the holder
into an aggregate of 400,000 common shares of the Company.

         During March 1995, John H. Wasko,  then President of the Company,  upon
exercise  of his  option,  acquired  70,520  shares of the  Common  Stock of the
Company at an exercise price of $0.02145 per share.

         On March 3, 1995,  the  Company  and JEC  signed a  purchase  agreement
whereby JEC acquired all of the assets,  rights and  properties  relating to the
Company's CO2 laser  research and  development  agreement  with LCL,  subject to
certain   liabilities,   in  full  consideration  for  the  forgiveness  of  the
indebtedness of the Company to JEC in the amount of $345,593 owed as of February
28, 1995.

         On August 11, 1995, Robotic Lasers acquired Corporate Travel Link,
Inc. by issuing 1,682,924 shares

                                                        12

<PAGE>



of restricted  New Common Stock of the Company in exchange for the shares of the
common stock of Corporate Travel Link owned by Joseph Cutrona, Mark A. Kenny and
Steven E. Pollan which  represented all the  authorized,  issued and outstanding
shares of common stock of Corporate Travel Link.

         In August 1995, the Company granted Mr. Wasko a five (5) year option to
purchase  25,000  shares  of  Common  stock at a price of $0.60 per share and in
November  1996,  granted Mr.  Wasko a five (5) year  option to  purchase  35,000
shares of Common Stock at a price of $2.00 per share.

         On September 5, 1995, the Company  entered into a three year consulting
and investment banking agreement with Loeb Partners Corporation. Under the terms
of the agreement,  the Company pays Loeb Partners  Corporation $3,000 per month.
Loeb  Partners  Corporation  will  also  receive  a fee  for  arranging  private
financing and acquisitions.  Mr. Warren D. Bagatelle, a Director and Chairman of
the Company, is a Managing Director of Loeb Partners Corporation.

         During  December  1995,  Loeb  agreed  to  loan  the  Company  $250,000
evidenced by a series of Convertible  Promissory Notes ("Convertible  Promissory
Notes"). In November 1996, Loeb converted the Convertible  Promissory Notes into
(I) two Term Promissory  Notes,  one in the principal amount of $237,500 and the
other in the principal  amount of $12,500  issued in December 1995 and discussed
below and (ii) 420,728  shares of Common Stock of the Company,  of which 420,000
shares of Common  Stock are owned by four  unaffiliated  parties.  Loeb  Holding
Corporation did not receive any shares of Common Stock in this transaction.

         The  principal  amount of the $237,500  Term  Promissory  Note is to be
repaid in twelve equal quarterly payments commencing December 1997.  Prepayments
may be made at any time without penalty. Interest is accrued at a rate of 9% per
annum and interest payments are to be made quarterly at the end of each calendar
quarter,  or at such earlier date that the Term  Promissory Note becomes due and
payable  as a  result  of  acceleration,  prepayment  or as  otherwise  provided
therein.  Interest  began to run from the date that the monies were  advanced to
the Company.

         In August  1996,  the  Company  gave  notice to Mr.  Pollan that it was
canceling  the 333,216  shares of Common  Stock which had been issued to him for
services to be provided by the Company. The reason for such cancellation related
to various  claims  made by the  Company  against  Mr.  Pollan that he failed to
provide  services to the  Company.  Mr.  Pollan has informed the Company that he
intends to legally contest any attempt by the Company to cancel his shares.

         During the quarters ended September 30, 1996, and December 31, 1996, in
order to raise  additional  working  capital for the  Company,  Joseph  Cutrona,
President of the Company,  sold a total of 37,600  shares of  restricted  common
stock of the Company  owned by him, to nineteen  unaffiliated  third  parties at
prices ranging from $2.00 to $2.50 per share for total proceeds of $76,500 which
Mr. Cutrona  remitted to the Company in the form of a capital  contribution.  In
February 1997, Mr. Cutrona sold an additional 9,850 shares of restricted  Common
Stock to 7  unaffiliated  third  parties at a price of $2.00 per share for total
proceeds of $19,700, which Mr. Cutrona remitted to the Company in the form of an
additional capital  contribution.  Mr. Mark A. Kenny has agreed to use 23,725 of
his own  shares of  restricted  common  stock of the  Company to  reimburse  Mr.
Cutrona for one-half of the number of shares recently sold by Mr.  Cutrona.  The
Company has agreed to issue an equal number of new shares of  restricted  Common
Stock to Messrs.  Cutrona  and Kenny in six equal  installments  if the  Company
meets certain performance criteria on six specified dates.

         On October 10, 1996,  the  Company,  Joseph  Cutrona,  President of the
Company, Mark A. Kenny and Prosoft, Inc. Signed an agreement whereby Mr. Cutrona
and Mr. Kenny each agreed to transfer  14,533 shares of restricted  Common Stock
owned by them to Prosoft, Inc., or its designees,  upon completion of the design
and  satisfactory  development of the Genisys Payment System.  Prosoft agreed to
accept  the  29,066  shares  valued  at  $3.75  per  share  in  satisfaction  of
$108,997.50 which would be owned to Prosoft, Inc. by the Company upon completion
of the Genisys Payment System.


                                                        13

<PAGE>



         In October and November  1996, and February 1997,  Joseph  Cutrona,  in
recognition  of  extensive  valuable  services  rendered to the Company by three
employees of the Company,  made gifts  aggregating  35,000  shares of restricted
Common  Stock  owned by him to the three  employees,  including a gift of 20,000
shares of restricted Common Stock to John H. Wasko.

         During  November  and  December  1996,  the  Company  and Loeb  Holding
Corporation  signed four  eighteen  (18) month  Promissory  Notes  whereby  Loeb
Holding Corporation loaned the Company the sums of $75,000, $30,000, $10,000 and
$95,000  (totaling  $210,000).  The Promissory Notes which bear interest at 10%,
mature on May 11, 1998, May 25, 1998, June 2, 1998, and June 9, 1998.

         The Company  believes that each of these  transactions was entered into
on terms at least a favorable  to the Company as could have been  obtained  from
unaffiliated third parties.


Item 13.  Exhibits, Financial Statement Schedules and Reports on Form 8-k

(a)      (1)      Financial Statements
                  Included in Part II of this report:

                  Balance Sheets - December 31, 1996 and 1995.

                  Statements of Operations  During the  Development  Stage - For
                  the Period from  Inception  through  December 31, 1996 and the
                  Years Ended December 31, 1996 and August 31, 1995, and for the
                  four months ended December 31, 1995.

                  Statements  of  Cash  Flows - For the  Period  from  Inception
                  through December 31, 1996 and for the Years Ended December 31,
                  1996  and  August  31,  1995,  and for the four  months  ended
                  December 31, 1995.

                  Statement of Changes in  Stockholders'  Equity - For the Years
                  Ended  December 31, 1996 and August 31, 1995, and for the four
                  months ended December 31, 1995.

                  Notes to Financial Statements

         (2)      Financial Statements Schedules
                  There are no schedules  which are applicable or required to be
                  filed for the three years ended December 31, 1996 and 1995 and
                  August 31, 1995 and for the four  months  ended  December  31,
                  1995.

         (3)      Exhibits

          3.1      Registrant's Articles of Incorporation
          3.2      Registrant's By-Laws
          4.1      Form of Common Stock Certificate
          4.2      Redeemable Warrant Agreement with Form of Class A and
                   Class B Warrant
         10.1      Employment Agreement dated October 17, 1996  between
                   Registrant and Joseph Cutrona.
         10.2      Consulting Agreement dated October 18, 1996 between the
                   Registrant and Mark A. Kenny.
         10.3      Employment Agreeement dated October 17, 1996  between
                   Registrant and John Wasko.
         10.4      Copy of lease  dated  November  1, 1995  between  Unicom  and
                   Corporate Travel Link, Inc.
         10.5      Copy of  Agreement  dated  June  22,  1995  between  American
                   Airlines,  Inc., and Corporate Travel Link, Inc., relating to
                   Sabre Extension Program - Associate Distribution and Services
                   Agreement.

                                                        14

<PAGE>



         10.6     Copy of Agreement dated June 30, 1995 between  American
                  Airlines, Inc. and Corporate Travel Link,  Inc., relating to
                  Associate Sabre Equipment Lease Agreement.
         10.7     Copy  of  Agreement  dated  June  30,  1995  between  American
                  Airlines,  Inc., and Corporate Travel Link, Inc.- non-standard
                  system amendment to Corporate Sabre Equipment Lease Agreement.
         10.8     Copy of Script Consulting Agreement dated June 21, 1995
                  between Worldspan, LP and Corporate Travel  Link, Inc.
         10.9     Copy of Script Services  agreement dated June 21, 1995 between
                  Worldspan, LP and Corporate Travel Link, Inc.
         10.10    Copy of Galileo  Services  Display and  Reservation  Agreement
                  dated   August  28,   1995   between   Galileo   International
                  Partnership and Corporate Travel Link, Inc.
         10.11    Copy of  Ancillary  Services  Agreement  dated August 28, 1995
                  between Galileo International Partnership and Corporate Travel
                  Link, Inc.
         10.12    Copy of Worldspan Car Rental Associate Reservation  Agreement
                  between Worldspan, LP and Corporate  Travel Link, Inc.

         10.13    Copy of Interim Loan Agreement between the Registrant and Loeb
                  Holding Corporation and certain executives of the Registrant.
         10.14        Prosoft Consulting Agreement
         21        List of Subsidiaries


All of the  above-referenced  documents,  with the  exception of the Rule 424(b)
Prospectus, are incorporated herein by reference to the Exhibit bearing the same
number in the Registrant's Registration Statement on Form SB-2, File No.
333-15011.



(b)      (1)      Reports on Form 8-K
                  The  following  report  relating  to  the  fiscal  year  ended
December 31, 1996 was filed:
                  None

                                                        14

<PAGE>

                                 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS



<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                                                          Page

Independent Auditors' Report......................................................................................         F-2
Consolidated Financial Statements:
   Consolidated Balance Sheet at December 31, 1996................................................................         F-3
   Consolidated Statements of Operations for the Year Ended December 31,                                                   F-4
      1996,  the Four Months Ended  December 31, 1995, the Year Ended August 31,
      1995, and the Period From March 7, 1994 (commencement of development
      stage activities) to December 31, 1996......................................................................
  Consolidated Statements of Changes in Stockholders' Equity (Deficiency)                                                  F-5
      for the Year Ended December 31, 1996, the Four Months Ended December 31,
      1995, and Year Ended August 31, 1995........................................................................
   Consolidated Statements of Cash Flows for the Year Ended December 31,                                                   F-6
      1996,  the Four Months Ended  December 31, 1995, the Year Ended August 31,
      1995, and the Period From March 7, 1994 (commencement of development
      stage activities) to December 31 ,1996......................................................................
   Notes to Consolidated Financial Statements.....................................................................         F-7 to
                                                                                                                           F-14

</TABLE>
                                          F-1
<PAGE>

                          INDEPENDENT AUDITORS' REPORT



To the Board of Directors and Stockholders of
Genisys Reservation Systems, Inc.


(A Development Stage Company)

         We have audited the accompanying  consolidated balance sheet of Genisys
Reservation  Systems,  Inc. and Subsidiary  (formerly Robotic Lasers, Inc. and a
Development Stage Company) as of December 31, 1996 and the related  consolidated
statements of operations, changes in stockholders' equity and cash flows for the
year ended  December 31, 1996, the four months ended December 31, 1995, the year
ended August 31, 1995,  and for the period from March 7, 1994  (commencement  of
development stage  activities) to December 31, 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 audits.

         We conducted our audits 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 audits provide a reasonable basis for our opinion.

         In our opinion, the consolidated financial statements referred to above
present  fairly,  in all material  respects,  the financial  position of Genisys
Reservation  Systems,  Inc. and Subsidiary  (formerly Robotic Lasers, Inc. and a
Development  Stage  Company)  at  December  31,  1996 and the  results  of their
operations  and their cash flows for the year ended  December 31, 1996, the four
months  ended  December  31,  1995,  the year ended  August 31, 1995 and for the
period from March 7, 1994  (commencement  of  development  stage  activities) to
December 31, 1996, in conformity with generally accepted accounting principles.

         The accompanying  financial statements have been prepared assuming that
the Company  will  continue as a going  concern.  As  discussed in Note 2 to the
financial  statements,  the  Company  is a  Development  Stage  Company  and has
suffered recurring losses from operations that raise substantial doubt about its
ability to continue as a going  concern.  Management's  plans in regard to these
matters are also  described in Note 2. The  financial  statements do not include
any adjustments that might result from the outcome of this uncertainty.

                                                     WISS & COMPANY, LLP

Woodbridge, New Jersey
January 31, 1997  (except as to the waiver of default  described  in Note 3, for
which the date is February 21, 1997)

                                             F-2
<PAGE>

GENISYS RESERVATION SYSTEMS, INC. AND SUBSIDIARY
(Formerly Robotic Lasers, Inc.)
(A Development Stage Company) CONSOLIDATED BALANCE SHEET DECEMBER 31, 1996

<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                     ASSETS
CURRENT ASSETS:
Cash..........................................................................................             $91,548
Prepaid expenses..............................................................................               1,081
        Total Current Assets..................................................................             $92,629
PROPERTY AND EQUIPMENT, LESS ACCUMULATED DEPRECIATION OF
   $65,102....................................................................................             235,285
OTHER ASSETS:
Computer software costs, less accumulated amortization of
   $35,215....................................................................................             312,171
Deferred offering costs.......................................................................             153,210
Debt issue costs, less accumulated amortization of $10,957....................................              45,393
Deposits and other............................................................................              64,910


                LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
CURRENT LIABILITIES:
Current maturities of long-term debt..........................................................            $161,282
Accounts payable and accrued expenses.........................................................             304,490
Due to related parties........................................................................              29,652
Accrued interest payable - related parties....................................................              95,748
Accrued consulting fees - related parties.....................................................             101,500

        Total Current Liabilities.............................................................            $692,672
LONG-TERM DEBT:
Long-term debt, less current maturities.......................................................           1,009,757
10% Promissory notes payable..................................................................             563,500
Convertible notes payable.....................................................................              30,000
        Total Liabilities.....................................................................           2,295,929
COMMITMENTS
STOCKHOLDERS' EQUITY (DEFICIENCY):
Preferred stock, $.0001 par value: 25,000,000 shares
   authorized; none outstanding...............................................................          -
Common stock, $.0001 par value: 75,000,000 shares authorized;
   3,280,594 shares issued and outstanding....................................................                 328
Additional paid-in capital....................................................................             252,344
Deficit accumulated during development stage..................................................          (1,645,003)
        Total Stockholders' Equity (Deficiency)...............................................          (1,392,331)

</TABLE>
See accompanying notes to consolidated financial statements.

                                              F-3
<PAGE>

GENISYS RESERVATION SYSTEMS, INC. AND SUBSIDIARY
(Formerly Robotic Lasers, Inc.)
(A Development Stage Company) CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                                                  Period From
                                                                                                                 March 7, 1994
                                                     Year             Four Months           Year               (Commencement of
                                                     Ended               Ended             Ended                  Development
                                                 December 31,        December 31,        August 31,          Stage Activities) to
                                                     1996                1995               1995               December 31, 1996

REVENUES AND EXPENSES DURING
   THE DEVELOPMENT STAGE:
   Revenues..................................         $ -                 $ -               $ -                       $ -
     Expenses:
      General and
        administrative.......................             819,205             250,454          256,621                 1,357,696
      Depreciation and
        amortization.........................              97,721              18,453              240                   116,508
      Interest expense.......................             134,277              24,303           12,219                   170,799

NET LOSS INCURRED DURING THE
   DEVELOPMENT STAGE.........................           $(1,051,203)         $(293,210)          $(269,080              $(1,645,003)

NET LOSS PER COMMON SHARE....................              $(.36)              $(.11)           $(.16)                      $(.74)
WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING.................           2,904,482           2,594,503        1,694,611                   2,230,821

</TABLE>

See accompanying notes to consolidated financial statements.

                                        F-4


<PAGE>

GENISYS RESERVATION SYSTEMS, INC. AND SUBSIDIARY
(Formerly Robotic Lasers, Inc.)
(A Development Stage Company) CONSOLIDATED STATEMENT OF CHANGES IN
STOCKHOLDERS' EQUITY
(DEFICIENCY)

<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>
                                                                                                                       Deficit
                                                                                                                         Accumulated
                                                                                                       Additional         During the
                                                                                                         Paid-in         Development
                                                        Total            Shares        Par Value         Capital            Stage
                                                                              Common Stock

BALANCE, AUGUST 31, 1994........................           $(21,510)       1,682,924      $ -           $10,000           $(31,510)
YEAR ENDED AUGUST 31, 1995:
   Contribution of services
      rendered..................................               9,600        -              -              9,600              -
   Net assets received
      (liabilities assumed) in
      reverse acquisition of
      Robotic Lasers, Inc.......................            (14,087)         280,487        28          (14,115)              -
   Change in par value..........................          -                 -              168             (168)              -
   Net loss.....................................           (269,080)        -              -                -            (269,080)
   BALANCE, AUGUST 31, 1995........................           (295,077)       1,963,411       196             5,317      (300,590)
PERIOD ENDED DECEMBER 31, 1995:
   Conversion of related party
      debt into term note and
      common stock..............................              13,406         841,455        84            13,322             -
   Net loss.....................................           (293,210)        -              -                -             (293,210)

BALANCE, DECEMBER 31, 1995......................           (574,881)       2,804,866       280            18,639          (593,800)
YEAR ENDED DECEMBER 31, 1996:
   Issuance of common stock:
      For cash..................................             110,000          55,000         6           109,994            -
      For conversion of
        stockholder note into
        term note and common
        stock...................................               6,703         420,728         42             6,661         -
   Contribution to capital by
      stockholder/officer.......................              76,700                       -               76,700         -
   Issuance of warrants, less
      related costs of $1,150...................              10,350                       -               10,350         -
   Common stock (15,000 shares)
      transferred to certain
      employees by a stockholder
      in consideration of
      services rendered.........................              30,000        -              -               30,000         -
   Net loss.....................................         (1,051,203)                       -                -          (1,051,203)

BALANCES, DECEMBER 31, 1996.....................          $(1,392,331)     3,280,594       $328          $252,344     $(1,645,003)



</TABLE>

See accompanying notes to consolidated financial statements.

                                                           F-5



<PAGE>



GENISYS RESERVATION SYSTEMS, INC. AND SUBSIDIARY
(Formerly Robotic Lasers, Inc.)
(A Development Stage Company) CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                                                   Period From
                                                                                                                  March 7, 1994
                                                                         Four Months           Year               (Commencement
                                                     Year Ended             Ended             Ended               of Development
                                                    December 31,        December 31,        August 31,         Stage Activities) to
                                                        1996                1995               1995             December 31, 1996

CASH FLOWS FROM OPERATING
   ACTIVITIES:
                                                         $(1,051,203)       $(293,210)      $(269,080)                  $(1,645,003)
   Net loss.....................................
      loss to net cash flows from
      operating activities:
      Depreciation and
        amortization............................              97,721          18,453              240                       116,508
      Contribution of services
        rendered to capital.....................              30,000          -                 9,600                        49,600
      Changes in operating assets
        and liabilities:
        Prepaid expenses........................               (378)          3,031          (3,734)                        (1,081)
        Other assets............................            (38,162)        218,053        (243,255)                       (65,564)
        Accounts payable and
           accrued expenses.....................             365,630         27,649           94,372                        487,651
           Net cash flows from
              operating activities..............           (596,392)       (26,024)        (411,857)                    (1,057,889)
CASH FLOWS FROM INVESTING
   ACTIVITIES:
   Acquisition of equipment and
      software..................................           (327,999)      (319,774)        -                              (647,773)
CASH FLOWS FROM FINANCING
   ACTIVITIES:
   Loans and advances from
      related parties...........................              10,526         7,506         (12,001)                         29,652
   Proceeds from issuance of
      notes payable.............................             305,000       215,000          435,000                        955,000
   Payments under computer
      equipment leases..........................            (53,352)       (9,724)        -                               (63,076)
   Proceeds from sale and
      lease-back................................             150,162      144,482        -                                294,644
   Proceeds from issuance of
      convertible notes.........................              30,000          -                 -                         30,000
   Proceeds from sale of common
      stock.....................................             110,000          -                 -                         110,000
   Contribution to capital -
      stockholder/officer.......................              76,700          -                 -                         76,700
   Proceeds from issuance of 10%
      promissory notes and
      related warrants..........................             575,000          -                 -                          575,000
   Costs paid upon issuance of
      promissory notes and
      warrants..................................            (57,500)          -                 -                        (57,500)
   Deferred offering costs......................           (153,210)          -                 -                         (153,210)
           Net cash flows from
              financing activities..............             993,326             357,264          422,999               1,797,210
NET CHANGE IN CASH..............................              68,935              11,466           11,142                  91,548
CASH, BEGINNING OF PERIOD.......................              22,613              11,147                5               -
CASH, END OF PERIOD.............................             $91,548             $22,613          $11,147                  $91,548
SUPPLEMENTAL CASH FLOW
   INFORMATION:
   Interest paid................................             $37,250              $8,426       $ -                        $45,676
   Net liabilities assumed in
      reverse acquisition.......................         $ -                 $ -             $14,087                        $14,087
   Conversion of related party
      debt into common stock....................              $6,703             $13,406       $ -                          $20,109

</TABLE>

See accompanying notes to consolidated financial statements.

                                                                F-6


<PAGE>



GENISYS RESERVATION SYSTEMS, INC. AND SUBSIDIARY
(Formerly Robotic Lasers, Inc.)
(A Development Stage Company) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



         Note 1 -          History of the Company, Nature of the Business and
                           Summary of
                           Significant Accounting Policies:

         History of the Company and Nature of the Business - Genisys Reservation
Systems, Inc. (the "Company") was originally incorporated in April 1986 as JECO2
Lasers,  Inc.,  changed its name to Robotic  Lasers,  Inc. in December  1987 and
further  changed to its current  name in July 1996.  In March 1995,  the Company
sold all of its  assets,  rights  and  properties  relating  to a certain  laser
research and development agreement (subject to certain  liabilities).  On August
11, 1995, the Company  acquired  Corporate  Travel Link, Inc.  ("Travel Link") a
development stage company,  by issuing 1,682,924 shares of its restricted common
stock in exchange  for all of the then issued and  outstanding  shares of common
stock of Travel Link. For accounting  purposes,  the share exchange  transaction
and  combination  of Travel Link with the Company has been  treated as a reverse
acquisition  by, and a  recapitalization  of, Travel Link. The net assets of the
Company of $(14,000)  consisted  primarily of accounts  payable of $14,000.  The
previous historical  financial  statements of the Company are no longer reported
and the financial  statements of Travel Link (since its formation in March 1994)
are now reported as the  historical  consolidated  financial  statements  of the
Company and its subsidiary.

         The  Company  is  a   development   stage  company  and  is  developing
computerized   limousine  reservation  and  payment  systems  for  the  business
traveler.  The Company anticipates that the proprietary software being developed
will enable a system of limousine reservations to be completely computerized and
operate without human intervention.

         The Company has generated no revenues and has no commercial  operations
to date. The Company has been unprofitable  since inception and expects to incur
additional operating losses over the next several quarters.  The Company expects
to commence  generating  revenue from  operations  during the fiscal year ending
December 31, 1997.

         Estimates and  Uncertainties - 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,  as determined at a later date,
could differ from those estimates.

         Principles of  Consolidation  - As indicated  above,  the  consolidated
financial  statements  include  the  accounts  of  the  Company's   wholly-owned
subsidiary,  Travel  Link and,  since  August 11,  1995,  those of the  Company.
Retroactive  effect has been given to the  exchange of shares for Travel Link to
March 7, 1994. All significant intercompany  transactions and accounts have been
eliminated in consolidation.

         Financial   Instruments  -  Financial   instruments  include  cash  and
equivalents, other assets, accounts payable, accrued expenses and longterm debt.
The amounts  reported for financial  instruments are considered to be reasonable
approximations of their fair values,  based on market  information  available to
management.

         Cash and  Equivalents  - The Company  considers  all highly liquid debt
instruments  purchased  with a  maturity  of  three  months  or  less to be cash
equivalents.

                                       F-7
<PAGE>
Note 1 - History of the Company, Nature of the Business and Summary of
Significant Accounting Policies: (Continued)

         Concentration of Credit Risk - The Company  maintains its cash balances
in several financial institutions.  The accounts at each institution are insured
by the Federal  Deposit  Insurance  Corporation up to $100,000.  At December 31,
1996, there were no uninsured balances.

         Property and  Equipment - Property and  equipment is stated at cost and
depreciated  using the  straight-line  method over an estimated useful life of 5
years.

         Computer  Software Costs Relating to Reservation  and Payment Systems -
The Company  capitalizes the external direct costs of materials and services and
interest  consumed in the  development  of the Genisys  Reservation  and Payment
Systems (no internal direct costs are anticipated). Such costs will be amortized
on a straight-line  basis over three years,  subject to periodic  evaluation for
impairment.

         Deferred  Offering Costs - Offering  costs have been deferred,  pending
the outcome of the offering  contemplated herein. If the offering is successful,
these costs will be charged against additional paid-in capital,  otherwise, they
will be charged to expense.

         Debt  Discount and Debt Issue Costs - Costs  related to the issuance of
debt are  capitalized.  Such costs and any related debt  discount are  amortized
over the term of the related debt.

         Income  Taxes -  Deferred  tax  assets  and  liabilities  are  computed
annually for temporary differences between the financial statement and tax bases
of assets and liabilities  that will result in taxable or deductible  amounts in
the future  based on enacted  tax laws and rates  applicable  to the  periods in
which the temporary differences are expected to affect taxable income. Valuation
allowances are  established  when necessary to reduce deferred tax assets to the
amount expected to be realized.

         Stock Options - The Company  accounts for stock option grants using the
intrinsic  value  based  method  prescribed  by APB  Opinion  No. 25.  Since the
exercise  price  equalled or exceeded the estimated fair value of the underlying
shares at the date of grant, no compensation was recognized in 1996 and 1995.

         Had  compensation  cost been based upon the fair value of the option on
the date of grant, as prescribed by Statement of Financial  Accounting Standards
No. 123, the Company's  proforma net loss and net loss per share would have been
approximately  $(1,086,000)  ($.37 per share) in 1996 and  $(313,000)  ($.12 per
share) for the period ended  December 31,  1995,  using the Black Sholes  option
pricing model.

         Fiscal Year - In December 1995, the Board of Directors  voted to change
the Company's fiscal year to a calendar year, effective December 31, 1995.

         Net Income (Loss) Per Common Share - Net income (loss) per common share
is based upon the weighted  average  number of outstanding  common  shares.  The
shares  issuable upon the exercise of  outstanding  warrants and options or upon
conversion  of  outstanding  debt have been  excluded  since the effect would be
antidilutive, due to net losses for all periods presented.

         Note 2 - Operating and Liquidity Difficulties and Management's Plans to
Overcome:  The  accompanying  financial  statements  of the  Company  have  been
presented  on the  basis  that it is a going  concern,  which  contemplates  the
realization of assets and the  satisfaction  of liabilities in the normal course

                                F-8
<PAGE>

         Note 2 - Operating and Liquidity Difficulties and Management's Plans to
Overcome:  (continued)

of business.  The Company has reported net losses since inception and expects to
incur additional  operating losses over the next several  quarters.  The Company
has also experienced  liquidity  difficulties  since inception,  and in order to
continue the development of the Company's  reservation and payment system, needs
significant additional financing.  The Company has financed its operations since
inception with the proceeds from the issuance of long-term debt.

         Since  inception,  the  operations  of the Company have been limited to
market research and developing a software and hardware system for  computerizing
the  limousine  reservation  and payment  system.  The  development  of both the
reservation and payment systems have been
completed and are currently  undergoing  testing. No assurance can be given that
the  Company's   reservation   and  payment   system  will  achieve   commercial
feasibility.

         The Company's working capital and its capital  requirements will depend
upon  numerous  factors,  including,  without  limitation,  the  progress of the
Company's system development and testing,  competition,  industry  technological
advances  and the  ability of the  Company to market its  limousine  reservation
system.  The Company will require additional  significant  financing to complete
the system  development  and  testing,  cover  anticipated  losses  and  sustain
operations  in 1997 and beyond and, in  addition,  to satisfy the  repayment  of
long-term  debt.  There  can be no  assurance  that  the  financing  needed  for
attaining commercial  viability of the Company's  reservation and payment system
will be obtained.  If the Company is unable to raise sufficient capital, it will
delay and could  prevent  the  Company's  ability to bring the  reservation  and
payment systems on-line.

         The Company  intends to fund its operations and other capital needs for
the next  twelve  months  substantially  from  the net  proceeds  of  additional
borrowings and a  contemplated  public  offering,  but there can be no assurance
that the net proceeds of such  contemplated  offering,  if  successful,  will be
sufficient  for these  purposes.  There is also no assurance that such financing
will be available, or that it will be available on acceptable terms.

         Reference  should be made to  "Management's  Discussion and Analysis of
Financial  Condition and Results of Operations"  included  elsewhere  herein for
additional information.

         Note 3 - Long-term  Debt:  Notes  Payable -  Stockholder  - In February
1995, the Company  signed an agreement  with a then unrelated  party pursuant to
which the Company  borrowed  $500,000 as  evidenced  by a series of  Convertible
Promissory  Notes.  In September  1995, the  Convertible  Promissory  Notes were
converted into 841,455  shares of the Company's  common stock and two Promissory
Notes with principal amounts of $475,000 and $25,000, respectively. Such 841,455
shares had been contributed back to the Company by its original stockholders who
acquired the shares in March 1994, For accounting purposes, such transaction has
been  treated as a 2 for 3 reverse  stock  split.  The common  stock issued upon
conversion and the related debt discount ($13,406) have been recorded based upon
their estimated fair values and that of the notes.

         The  $475,000   note  is  to  be  repaid  in  twelve  equal   quarterly
installments  commencing  two years from the date of such note.  This note bears
interest  at  nine  percent  (9%)  per  annum  payable  quarterly.  The  $25,000
promissory  note  accrues  interest  at nine  percent  (9%) per  annum  (payable

                                         F-9
<PAGE>


Note 3 - Long term Debt: (continued)

quarterly) and is convertible at the sole option of the note holder into 266,667
shares of common stock of the Company. Unless previously converted, this $25,000
note will be repaid  by the  Company  in  twelve  equal  quarterly  installments
commencing on April 1, 1998.

         In December 1995, the Company and this stockholder signed an additional
loan  agreement  whereby  the  stockholder  agreed to loan the  Company up to an
additional  $250,000.  In  December  1995,  the  stockholder  loaned the Company
$150,000  and,  during the first  quarter of 1996,  the  stockholder  loaned the
Company an additional  $100,000.  In November  1996, the  stockholder  converted
these additional loans, totaling $250,000,  into two 9% term notes ($237,500 and
$12,500) and 420,728  shares of common  stock of the  Company.  The common stock
issued upon conversion and the related debt discount ($6,703) have been recorded
based upon their estimated fair values and that of the notes.  The $237,500 note
is to be repaid in 12 equal quarterly installments commencing two (2) years from
the date of such note.  The $12,500 note is  convertible  into 133,333 shares of
common stock of the Company. Unless previously converted, this $12,500 note will
be repaid by the Company in twelve equal  quarterly  installments  commencing on
April 1, 1998.

         Total borrowings from the stockholder totalled $750,000 at December 31,
1996 and accrued  interest  was  $94,003.  The Company has not paid any interest
under these loan
agreements  to date.  In February  1997,  the  stockholder  agreed that interest
payments on its notes,  which are currently in default,  would be deferred until
September  1997. The  stockholder  also waived any defaults on the notes through
February 1997.

         Notes Payable - Related Party - During  November and December 1996, the
Company and the investment banking firm described in Note 4 signed four 18 month
Promissory Notes whereby the investment  banking firm loaned the Company a total
of $210,000,  of which  $205,000  was received by December 31, 1996.  Such Notes
bear interest at 10% and mature in May and June 1998.  Accrued interest totalled
$1,745 at December 31, 1996.

         Capital Leases - In September 1995, January 1996 and December 1996, the
Company entered into sale and lease-back  arrangements  whereby the Company sold
the bulk of its  computer  hardware  and  commercially  purchased  software to a
lessor for amounts  totalling  $295,000 and agreed to lease back such  equipment
for initial  terms  ranging from 24 to 30 months.  The  obligations  under these
leases at December 31, 1996 are summarized as follows:
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                     Imputed
                                                                                     Interest
Description                                                                            Rate

Capital leases payable in monthly installments
   totalling $11,960 through various expiration dates,
   collateralized by the computer equipment and                                   25.4% to
   software.......................................................................26.6%                $321,670
Less: Amount representing interest................................................                       90,102


                                                                                                 ------------
Present value of minimum lease payments...........................................                      231,568
Less: Current maturities..........................................................                       88,515

                                            F-10

<PAGE>

Note 3 - Long Term Debt: (Continued)

        A summary of long-term debt follows:

Notes payable - stockholder, less unamortized debt discount
   of $15,529...............................................................................          $734,471
Notes payable - related party...............................................................           205,000
Capital leases..............................................................................           231,568
                                                                                                    1,171,039
Less: Current maturities....................................................................           161,282


         Long-term debt matures as follows:

Year Ending December 31,

1997........................................................................................          $161,282
1998........................................................................................           465,557
1999........................................................................................           296,259
2000........................................................................................           186,045
2001........................................................................................            61,896
                                                                                             ---------------

</TABLE>

         Convertible  Notes  Payable  - In April  and  June  1996,  the  Company
borrowed a total of $30,000  from two  unaffiliated  parties.  These  notes bear
interest  at 7% per  annum,  payable on the last day of each  calendar  quarter,
commencing March 31, 1997. The maturity dates are the earlier of January 1, 1998
or upon the  consummation of a public offering of the Company's common stock. If
the maturity dates of these notes occur prior to January 1, 1998, the notes will
be converted into 15,000 shares of the Company's common stock.


         Note 4 - Commitments:  Leases - The Company  leases its  administrative
facilities under a five-year lease expiring in November 2000. The lease provides
for annual rent of $25,500.

         Rent expense totalled $26,000, $7,000, $14,000 and $54,000 for the year
ended December 31, 1996, the four months ended December 31, 1995, the year ended
August 31,  1995 and the period  from  March 7, 1994  (date of  commencement  of
development stage activities) to December 31, 1996, respectively.

         Employment  Agreements - The Company entered into employment agreements
with its President in September 1995  (modified in October  1996),  and with its
Secretary/Treasurer in October 1996. The agreements provide for aggregate annual
compensation of $125,000  effective October 1996 and $180,000  effective January
1997, until modified by the Company.

         Consulting  Agreements  - In  October  1996,  the  Company  executed  a
consulting  agreement to develop  software to operate the Genisys Payment system
for a total  price  of  $218,000  of  which  $109,000  would be paid in cash and
$109,000  in shares  of the  Company's  common  stock at a  negotiated  price of

                            F-11

<PAGE>

Note 4 - Commitments: (Continued)

$3.75/share.  The  shares  are  to  be  transferred  by  two  stockholders  and,
accordingly,  will be  considered  a  contribution  to capital.  The Company has
agreed to issue an equal number of new shares of restricted common stock to such
stockholders in six equal installments, if the Company meets certain performance
criteria on six specified dates.

         The Company entered into a consulting  agreement in October 1996 with a
director,  who formerly served as the Company's  Executive Vice- President.  The
agreement  provides for monthly  consulting fees of $6,500 through February 1997
and $8,400 per month  thereafter,  until  modified by the Company.  Fees accrued
during 1996 pursuant to this agreement totalled $16,000.

         In September  1995,  the Company  entered into a three year  consulting
agreement  with  an  investment  banking  firm  whose  managing  director  is  a
stockholder  and the  Chairman of the Board of  Directors  of the  Company.  The
agreement  provides for a consulting fee of $3,000 per month.  During 1996, fees
totalled  $36,000 and are  included in accrued  consulting  fees at December 31,
1996. Also included in accrued consulting fees is $49,500 of fees for consulting
services provided to the Company in 1996 by its current Chief Financial Officer.

         Note 5 - Income Taxes: Deferred income taxes reflect the net effects of
temporary  differences  between  the  amounts  of  assets  and  liabilities  for
financial  reporting purposes and the amounts used for income tax purposes.  The
principal temporary  difference arises from the net operating loss carryforwards
and results in a deferred  tax asset of  approximately  $600,000 at December 31,
1996.

         A valuation  allowance is provided when it is more likely than not that
some portion of the  deferred  tax asset will not be  realized.  The Company has
determined,  based on its recurring net losses,  lack of a  commercially  viable
product or system and it being a
development  stage company,  that a full  valuation  allowance is appropriate at
December 31, 1996.

         A reconciliation  of the provision  (benefit) for income taxes computed
at the federal statutory rate of 34% and the effective tax rate of income (loss)
before income taxes is as follows:
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                   Year Ended         Period Ended       Year Ended
                                                                                  December 31,        December 31,       August 31,
                                                                                      1996                1995              1995

Computed tax benefit on net loss at federal                                             $(347,000)           $(99,000)    $(91,000)
   statutory rate.............................................................
State income tax benefit, net of federal income tax                                       (61,000)            (17,000)     (16,000)
   effect.....................................................................
Tax effect of net operating losses not currently                                           408,000             116,000     107,000
   usable.....................................................................
Provision (benefit) for income taxes..........................................         $-                  $-                $-



</TABLE>

         At December 31, 1996, the Company had net operating loss  carryforwards
of approximately $1,600,000 expiring through 2010.

         Current  tax law limits  the use of net  operating  loss  carryforwards
after there has been a  substantial  change in ownership  (as defined)  during a
three  year  period.  Because of the  possible  future  changes in common  stock
ownership,  the use of the  Company's net operating  loss  carryforwards  may be
subject to an annual  limitation.  To the  extent  amounts  available  under the
annual limitation are not used, they may be carried forward for the remainder of
15 years from the year the losses were originally incurred.

                                     F-12
<PAGE>



         Note  6  -  Stockholders'  Equity:  Preferred  Stock  -  The  Company's
Certificate of Incorporation  authorizes the issuance of up to 25,000,000 shares
of Preferred  Stock.  None of such Preferred Stock has been designated or issued
to date. The Board of Directors is authorized to issue shares of Preferred Stock
from time to time in one or more series and to establish  and designate any such
series  and to fix the  number of shares  and the  relative  conversion  rights,
voting rights, terms of redemption and liquidation.

         Sales of Common Stock - During the quarter  ended March 31,  1996,  the
Company sold 5,000 shares of its restricted common stock to a former officer and
director  of the Company for  $10,000.  In  addition,  the Company  sold,  to an
unaffiliated private investor,  25,000 shares of its restricted common stock for
$50,000.  In November  1996,  the Company  sold 25,000  shares of the  Company's
restricted common stock to another unaffiliated party for $50,000.

         Stock Splits - In July 1996,  the Company's  stockholders  approved and
effectuated  a one for two reverse  stock  split.  As  indicated  in Note 3, the
contribution of shares by the original  stockholders has been treated as a 2 for
3 reverse  stock split.  Stock splits have been  retroactively  reflected in the
accompanying consolidated financial statements.

         Private Offering - Pursuant to a private  offering,  the Company issued
11.5 units to various  unrelated parties in May and June 1996. Each $50,000 unit
consists of a $49,000  three-year  promissory note (bearing  interest at 10% per
annum) and a Class A redeemable  common stock purchase  warrant valued at $1,000
per unit.  Each  warrant  entitles the holder to purchase  25,000  shares of the
Company's  common  stock at $5.75 per  share.  Gross  proceeds  of this  private
offering totalled $575,000.

         The principal and interest on the promissory  notes are to be repaid at
the  earlier  of three  years from  issuance  of such notes or 30 days after the
closing date of the Company's first underwritten  public offering.  Each Class A
common  stock  purchase  warrant  entitles the holder to purchase a share of the
Company's  common  stock at an  exercise  price of $5.75 per  share.  The rights
represented  by this  warrant  are  exercisable  commencing  90 days  after  the
effective  date of a public  offering  registration  statement  until four years
thereafter. The terms and conditions of these warrants are subject to adjustment
to conform  with the warrants to be  registered  upon the  effectiveness  of the
contemplated registration statement to be filed with the Securities and Exchange
Commission.  Warrants to purchase  287,500 shares of the Company's  common stock
are currently outstanding pursuant to this private offering.

         Cancellation  of Shares - In August 1996,  the Company gave notice to a
former  officer that it was  cancelling  the 333,216  shares of its common stock
which had been issued to the former  officer in  connection  with services to be
provided at the inception of Travel Link. Such  cancellation  relates to various
claims  made by the Company  against  the former  officer and failure to provide
services to the  Company.  The former  officer has  informed the Company that he
will contest any attempt by the Company to cancel his shares.  Pending return of
the shares, they are considered outstanding for all periods presented herein.

                                                                 F-13
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         Warrants and Options - In August 1995, the Company granted an option to
purchase  25,000 shares of its common stock to an officer,  exercisable  at $.60
per share through August 2000. In November  1996, the Company  granted an option
to purchase 35,000 shares of its common stock to the same officer exercisable at
$2.00 per share through November 2001.
These warrants were immediately exercisable and fully vested.

         In connection with the leases  described in Note 3, the Company granted
to the  lessor  warrants  to  purchase  a 22,098  shares of  common  stock at an
exercise price of $2 per share.

         Contribution  to Capital - During the year ended  December 31, 1996, in
order to raise additional working capital,  the Company's  President sold 37,600
shares  of  restricted  common  stock of the  Company  owned by him to  nineteen
unaffiliated  third parties at prices  ranging from $2.00 to $2.50 per share for
total  proceeds of $76,700.  Such  proceeds  were remitted to the Company in the
form of a capital  contribution.  The Company's former Executive Vice President,
has agreed to use his own shares of  restricted  common  stock of the Company to
reimburse the Company's President for one-half of the number of shares he sold.

         Note 7 - Subsequent  Event  (Unaudited):  Contingency - On February 20,
1997, two individuals filed an action against the Company and Travel Link in the
Superior Court of New Jersey seeking,  among other things, damages in the amount
of 8% of any financing  secured by Travel Link  resulting  from the  plaintiff's
efforts as well as 5% of the Company's  Common Stock  allegedly due for services
rendered in connection  with the Company's  acquisition  of Travel Link in 1995.
The claim for monetary damages is based upon a written  agreement between Travel
Link and plaintiffs while the claim for the shares of the Company's Common Stock
is based upon alleged oral  representations  and promises  made by an officer of
Travel Link.  Management  believes that the  plaintiffs  have not introduced any
financings  to the  Company  and intends to  vigorously  defend the  action.  No
assurances can be given that the Company will prevail in this matter.

                                                             F-14
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SIGNATURES

                  Pursuant  to  requirements  of  Section  13 or  15(d)  of  the
Securities  Act of 1934,  the  Registrant has duly caused this Annual Report and
any subsequent amendments thereto to be singed on its behalf by the undersigned,
thereunto duly authorized.


March 31, 1997

                        GENISYS RESERVATION SYSTEMS, INC.
                         (formerly Robotic Lasers, Inc.)


                                            /s/  Joseph Cutrona
                                            President and Director


         Pursuant to the requirements of the Securities Act of 1934, this Report
has been signed below by the following  persons in their  respective  capacities
with the Registrant and on the dates indicated.


                                            /s/ John H. Wasko
                                            John H. Wasko
                                            Secretary, Treasurer and
                                            Principal Financial Officer



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