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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended March 31, 1997

                         Commission File Number 0-19378

                           LIUSKI INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)

         Delaware                                            11-3065217
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)

6585 Crescent Drive, Norcross, Georgia                         30071
(Address of principal executive offices)                     (Zip Code)

       Registrant's telephone number, including area code: (770) 447-9454


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 ___

As of March 31, 1997, the Registrant had 4,380,525 shares of Common Stock,  $.01
par value per share outstanding.


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                                      -1-
<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.


              INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                                                           Page
                                                                           ----

   Condensed Consolidated Financial Statements:

   Balance sheets as of March 31, 1997 (unaudited)
   and December 31, 1996................................................      3

   Statements of income for the three months
     ended March 31, 1997 and March 31, 1996 (unaudited)................      4

   Statements of cash flows for the three months ended March 31, 1997
     and March 31, 1996 (unaudited).....................................      5

   Notes to Condensed Consolidated Financial Statements.................      6

   Management's Discussion and Analysis of Financial Condition
     and Results of Operations..........................................      7

                                      -2-

<PAGE>
                   LIUSKI INTERNATIONAL, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                        March 31,      December 31,
                                                                                           1997           1996
                                                                                        ---------      ------------
      ASSETS                                                                           (unaudited)
      ------
<S>                                                                                   <C>              <C>          
CURRENT:
  Cash and cash equivalents                                                            $    613,660    $     18,065
  Accounts receivable, net of allowance for
    doubtful accounts of $3,484,823 in 1997
    and $3,208,000 in 1996                                                               38,991,511      31,994,144
  Inventories                                                                            39,558,022      49,872,618
  Prepaid expenses and other current assets                                               1,327,084       5,592,192
                                                                                       ------------    ------------
      TOTAL CURRENT ASSETS                                                               80,490,277      87,477,019

FURNITURE, AUTOS AND EQUIPMENT, at cost,
less accumulated depreciation and amortization
of $3,689,876 in 1997 and $3,425,870 in 1996                                              2,773,368       2,741,814

OTHER ASSETS                                                                                263,503         235,145
                                                                                       ------------    ------------
                                                                                       $ 83,527,148    $ 90,453,978
                                                                                       ============    ============

      LIABILITIES AND STOCKHOLDERS' EQUITY
      ------------------------------------
CURRENT:
      Accounts payable - affiliate                                                     $ 12,549,490    $ 13,889,474
      Accounts payable - trade                                                           30,940,185      26,209,403
      Revolving Credit Loan                                                              21,164,810      28,614,929
      Accrued expenses and other                                                          1,313,014       2,810,144
                                                                                       ------------    ------------
                TOTAL CURRENT LIABILITIES                                                65,967,499      71,523,950


CAPITAL LEASE OBLIGATIONS                                                                  622,396         406,428
                                                                                       ------------    ------------
                TOTAL LIABILITIES                                                        66,589,895      71,930,378

COMMITMENTS AND CONTINGENCIES                                                                  --              --

STOCKHOLDERS' EQUITY:
      Preferred stock, $.01 par value - 1,000,000 shares
           authorized; none issued                                                             --              --
      Common stock, $.01 par value - 7,000,000 shares
           authorized; 4,380,525 issued and outstanding                                      43,806          43,806
      Additional paid-in capital                                                         18,435,164      18,435,164
      Retained earnings                                                                  (1,541,717)         44,630
                                                                                       ------------    ------------
                TOTAL STOCKHOLDERS' EQUITY                                               16,937,253      18,523,600
                                                                                       ------------    ------------
                                                                                       $ 83,527,148    $ 90,453,978
                                                                                       ============    ============
</TABLE>


            See notes to condensed consolidated financial statements


                                      -3-
<PAGE>

                   LIUSKI INTERNATIONAL, INC. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)


                                            Three months ended
                                                 March 31,
                                          1997            1996
                                    ---------------  ---------------

NET SALES                            $ 94,935,778    $ 98,627,335

COST OF SALES                          89,127,491      90,750,338
                                     ------------    ------------

  GROSS PROFIT                          5,808,287       7,876,997

SELLING, GENERAL AND
  ADMINISTRATIVE EXPENSES               7,131,274       6,562,569
                                     ------------    ------------

  INCOME/ (LOSS) FROM OPERATIONS       (1,322,987)      1,314,428

OTHER CHARGES, net                        663,360         492,945
                                     ------------    ------------
 
  INCOME/ (LOSS) BEFORE INCOME TAXES   (1,986,347)        821,483

INCOME TAXES                             (400,000)        312,000
                                     ------------    ------------

  NET INCOME/ (LOSS)                 $ (1,586,347)   $    509,483
                                     ============    ============


EARNINGS PER COMMON AND COMMON
  EQUIVALENT SHARES OUTSTANDING:
  Primary and fully diluted          $      (0.36)   $       0.12
                                     ============    ============

WEIGHTED AVERAGE NUMBER OF COMMON
  AND COMMON EQUIVALENT SHARES 
  OUTSTANDING:
  Primary and fully diluted             4,380,525       4,380,525
                                     ============    ============






            See notes to condensed consolidated financial statements


                                      -4-
<PAGE>

                   LIUSKI INTERNATIONAL, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                   Three months ended
                                                                        March 31,
                                                            ----------------------------
                                                                  1997          1996
                                                                --------      --------
<S>                                                         <C>             <C> 
CASH FLOWS FROM OPERATING ACTIVITIES:
      Net Income                                            $ (1,586,347)   $    509,483
                                                            ------------    ------------
      Adjustments to reconcile net income to net cash
           used by operating activities:
              Depreciation and amortization                      264,424         245,262
              Provision for losses on accounts receivable        276,823         200,000
           Changes in operating assets:
              Accounts receivable                             (7,274,190)     (3,775,263)
              Inventories                                     10,314,596       1,262,291
              Prepaids and other                               4,265,108          74,363
              Other assets                                       (28,358)         (2,283)
           Changes in operating liabilities:
              Accounts payable - affiliate                    (1,339,984)      4,469,654
              Accounts payable and accrued expenses            3,233,652      (4,902,001)
                                                            ------------    ------------
           Total adjustments                                   9,712,071      (2,427,977)
                                                            ------------    ------------

           Net cash used by operating activities               8,125,724      (1,918,494)
                                                            ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
      Capital expenditures                                      (295,978)       (143,297)
                                                            ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
      Proceeds from revolving credit loan                     (7,450,119)      2,566,157
      Repayment of capital lease obligations                     215,968         (93,699)
                                                            ------------    ------------

           Net cash provided by financing activities          (7,234,151)      2,472,458
                                                            ------------    ------------

INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS                                             595,595         410,667
CASH AND CASH EQUIVALENTS - beginning                             18,065         200,989
                                                            ------------    ------------
      CASH AND CASH EQUIVALENTS - end                       $    613,660    $    611,656
                                                            ============    ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
  INFORMATION:
  Cash paid during the period for:
           Interest                                         $    682,593    $    552,502
           Income taxes                                     $          0    $          0
</TABLE>

            See notes to condensed consolidated financial statements

                                      -5-
<PAGE>

                   LIUSKI INTERNATIONAL, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)



Note 1. Condensed Consolidated Financial Statements

     The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim  financial  information and with the  instructions to Form 10-Q and Rule
10-01 of Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting  principles for complete
financial statements. In the opinion of Management,  all adjustments (consisting
of only normal recurring accruals)  considered necessary for a fair presentation
have been included. Operating results for the three month period ended March 31,
1997 are not necessarily  indicative of the results that may be expected for the
year ending December 31, 1997. For further information refer to the consolidated
financial  statements  and footnotes  thereto in the Company's  Annual Report on
Form 10-K for the year  ended  December  31,  1996,  which are  incorporated  by
reference herein.


Note 2. Revolving Credit Loan

     In June of 1995, the Company signed a $50,000,000 credit facility replacing
the Company's  existing  $25,000,000  revolving credit loan and $14,000,000 line
for the  floorplanning  of  inventory.  The new facility  provides for revolving
borrowings  of  up  to  $35,000,000,   limited  by  available  collateral,   and
$15,000,000  for  inventory  floorplanning.  Amounts  available on the revolving
credit  loan  are  based  on a  formula  of up to the  sum  of  85% of  eligible
receivables  and the  lesser  of up to 50% (30%  for  Magitronic  goods)  of the
eligible inventory or $15,000,000.  Under the loan agreement,  in the absence of
default,  outstanding  borrowings  bear  interest  at 1/4% per  annum  above the
lending  banks  prime rate or 125 basis  points  above LIBOR rates and mature in
June, 1998. The debt is collateralized by a lien on all of the Company's assets.
As of March 31, 1997, the Company owed  $21,164,810  under its revolving  credit
loans.

     As of December  31,  1996,  the Company is in  violation  of two  financial
covenants  under  its  credit  facility  agreement.  The  Company's  lender  has
preserved all of the rights available to it as a result of the Company's default
of these financial covenants.  Consequently, the balance of the revolving credit
loan is classified as a current liability at March 31, 1997. As a consequence of
this  default,  commencing  on April 14,  1997,  the  interest  rate paid by the
Company under its revolving  credit loan has been 2 1/4% over the prime rate and
the  LIBOR  rates are no longer  available.  The  Company  is  discussing  these
defaults with its lender with the goal of renegotiating these covenants. If such
negotiations are successful,  the amended terms will likely be less favorable to
the  Company  then these that now exist.  There can be no  assurance  that these
negotiations will be successfully completed.


                                      -6-
<PAGE>


Note 3. Contingencies

     In March  1994,  several  shareholders  of the Company  filed class  action
lawsuits in the United  States  District  Court for the Eastern  District of New
York  against the Company and certain of its  officers  asserting  violation  of
Section 10(b) of the Securities Exchange Act of 1934 and Rule 10(b)5 promulgated
thereunder.  The actions, since consolidated into a single action,  purported to
be based on statements  contained in a press release and SEC Form 10-Q issued by
the  Company  in the  latter  part  of  1993  and  is  entitled  "In  re  Liuski
International,  Inc.  Securities  Litigation," Civil Action No. 94-CV-1045.  The
plaintiffs' consolidated amended complaint asserted that the Company's purported
omissions or  misrepresentations  falsely  inflated  the value of the  Company's
stock. The plaintiffs sought to represent  purchasers who acquired the Company's
common stock during various periods, the earliest of which commenced on November
8, 1993 and ended on March 4, 1994. No class was ever  certified.  The complaint
demanded damages in an unspecified  amount.  In September,  1995, the plaintiffs
filed and served a second amended and consolidated complaint.

     On December 4, 1995,  the Company and its named  officers filed a motion to
dismiss  the action for  failure to state a cause of action and failure to plead
fraud with  particularity.  That  motion was granted by United  States  District
Court Judge  Frederick  Block by order dated December 8, 1996 in which the Court
found  that the  plaintiff's  complaint  failed to state a claim for fraud or to
adequately  plead  scienter.  By  judgment  dated  January  8,  1997,  the Court
dismissed the case. No Appeal was filed.



ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS


GENERAL

     The following  discussion and analysis  should be read in conjunction  with
the Condensed Consolidated Financial Statements and Notes thereto.

RESULTS OF OPERATIONS

Three months ended March 31, 1997 and 1996

     Net  Sales:  Net sales  for the  three  months  ended  March 31,  1997 were
$94,935,778  representing a decrease of $3,691,557  (3.7%) from  $98,627,335 for
the three months ended March 31, 1996.  Sales from the  distribution  centers in
the following  regions changed as follows:  Southeast  region,  7.1%;  Northeast
region  (including  Canadian  distribution  center),  -8.8%;  Mid- and Southwest
region,  -4.6% and Western region,  -21.2%. Sales other than Magitronic personal
computers  and  notebooks  for the  three  months  ended  March  31,  1997  were
$78,424,778,  representing an increase of $2,465,416 (3.2%) from $75,959,362 for
the three months ended March 31, 1996.



                                      -7-
<PAGE>

     Sales of the Company's  Magitronic brand of personal computers and notebook
computers  for the three  months ended March 31, 1997  decreased to  $16,511,000
(17.4% of net sales) from $22,667,973  (23.0% of net sales) for the three months
ended March 31, 1996.  This decrease is  attributable to lower sales of notebook
computers,  which  represented a decrease of $5,550,000  from the previous year.
The  Company  believes  the lower  sales of  notebook  computers  was related to
intense price competition from name-brand  notebook  manufacturers.  Included in
Magitronic  personal computers are private-label and brand-name  components that
the Company also sells separately in its distribution business. In addition, the
company also sells components separately under the Magitronic name.

     While the Company  distributes  products from more than 70 U.S.  suppliers,
the loss of major  suppliers or a shortage in a particular  product could have a
material  adverse impact on the Company  during the relatively  brief period the
Company  believes  it would  need to  establish  alternate  sources of supply at
required volume levels.  Although the Company's business is not highly seasonal,
the  second  calendar  quarter  is  generally  a period of  weaker  net sales in
comparison to the rest of year.

     Gross Profit:  Gross profit  decreased by $2,068,710 to $5,808,287 (6.2% of
net sales) for the three  months ended March 31, 1997 from  $7,876,997  (8.0% of
net sales) for the three months ended March 31, 1996. The lower gross margin was
primarily  due  to  the  reduced  sales  of the  Company's  Magitronic  notebook
computers  which  generally have higher  margins.  Over the last few years,  the
computer  industry has  experienced  intense price  competition  and  Management
believes that the price competitive conditions in the industry will continue.

     Selling,  General and Administrative  Expenses:  For the three months ended
March 31,  1997,  selling,  general and  administrative  expenses  increased  by
$568,705 to $7,131,274  (7.5% of net sales) from $6,562,569  (6.7% of net sales)
for the three months ended March 31, 1996.  The increase is primarily  due to an
advertising  and  promotional  campaign  during the three months ended March 31,
1997  which  amounted  to  $560,835.  Salaries,  employment  taxes and  employee
benefits for the three months ended March 31, 1997 decreased to $3,925,465  from
$4,217,000  for the three months ended March 31, 1996,  partially due to the 19%
reduction of staff in mid-March 1997.

     Other  Charges:  Net interest  expense  increased to $682,593 for the three
months  ended March 31, 1997 from  $492,945  for the first  quarter of 1996 as a
result of increases in interest  costs due to the  Company's  related  increased
borrowings.  During the first  quarter of 1997,  the  interest  rate paid by the
Company  under its  revolving  credit  loan was 1/4% over the prime  rate or 125
basis points over LIBOR. Commencing on April 14, 1997, the interest rate paid by
the Company under its revolving  credit loan has been 2 1/4% over the prime rate
and no LIBOR rates will be available.

     Net  Income  (Loss):  Net  income  decreased  by  $2,095,830  to a loss  of
$1,586,347  (1.7% of net sales) for the three  months  ended March 31, 1997 from
$509,483 (.5% of net sales) for the three months ended March 31, 1996.

                                      -8-

<PAGE>

IMPACT OF INFLATION

     The  Company  has  not  been  adversely   affected  by  inflation   because
technological  advances and competition  within the microcomputer  industry have
generally caused prices of products sold by the Company to decline.  The Company
has flexibility in its pricing  because it has no long-term  contracts with most
of its customers and, accordingly, could, if necessary, pass along price changes
to its customers.

LIQUIDITY AND CAPITAL RESOURCES

     The Company  finances its growth  through  borrowings  under its  revolving
credit loan,  equity capital and credit terms from its major  suppliers.  In the
three months ended March 31, 1997 and March 31, 1996, net cash used by operating
activities was $8,125,724 and $1,918,494,  respectively.  The change in net cash
flow from operating activities between the three months ended March 31, 1997 and
March 31,  1996 in the  amount of  $10,044,218  was  primarily  due to growth in
accounts  receivable  which was  partially  offset by reduced  inventories.  The
Company may experience  shifts in cash flow in the future,  particularly  if its
suppliers  provide more restrictive  credit terms than the Company  currently is
afforded.  For the three month  periods ended March 31, 1997 and March 31, 1996,
the Company generally paid its suppliers  approximately 35-45 days from the date
of invoice. Terms vary from one day to 60 days.

     Working  capital was $14,522,778 as of March 31, 1997 and $15,953,069 as of
December  31,  1996.  On June 23,  1995,  the  Company  signed a new three  year
$50,000,000 credit facility replacing its existing $25,000,000  revolving credit
loan and $14,000,000 line for floorplanning of inventory.  The facility provides
for  revolving  cash  borrowings  of up to  $35,000,000,  limited  by  available
collateral  and  $15,000,000  for  inventory   floorplanning.   Under  the  loan
agreement, in the absence of default, borrowings under the revolving credit loan
bear  interest  at 125 basis  points  over LIBOR or prime rate plus 1/4% and are
based  upon a  formula  of up to 85% of  eligible  receivables  and 50% (30% for
Magitronic goods) of eligible inventory not to exceed $15,000,000.  At March 31,
1997 and December  31,  1996,  the Company  owed  $21,164,810  and  $28,614,929,
respectively,  under its revolving credit loans. The Company was obligated under
letters of credit in the amount of  $742,800  on March 31,  1996 and had no such
obligations  outstanding  as of  December  31,  1996.  As of March 31,  1997 and
December 31, 1996, the Company had $1,567,461 and $1,641,424  available for cash
borrowings  under its  revolving  credit loan and  $13,432,539  and  $11,128,407
available for the floorplanning of inventory purchases, respectively.

     As of December  31,  1996,  the Company is in  violation  of two  financial
covenants  under  its  credit  facility  agreement.  The  Company's  lender  has
preserved all of the rights available to it as a result of the Company's default
of these financial covenants.  Consequently, the balance of the revolving credit
loan is classified as a current liability at March 31, 1997. As a consequence of
this  default,  commencing  on April 14,  1997,  the  interest  rate paid by the
Company under its revolving  credit loan has been 2 1/4% over the prime rate and
the  LIBOR  rates are no longer  available.  The  Company  is  discussing  these
defaults with its lender with the goal of renegotiating these covenants. If such
negotiations are successful,  the amended terms will likely be less favorable to
the  Company  then these that now exist.  There can be no  assurance  that these
negotiations will be successfully completed.

                                      -9-
<PAGE>

ASSET MANAGEMENT

     Inventory:   Management  attempts  to  maximize  product  availability  and
delivery  while  minimizing  inventory  levels  to  lessen  the risk of  product
obsolescence and price  fluctuations.  Most products are stocked to provide a 30
to 45-day supply.  The Company often reduces prices of products in its inventory
in order to improve its turnover  rate.  The Company  turned its inventory on an
average  every 46 days during the first  three  months of 1997 and every 43 days
during first three months of 1996. The Company takes a physical  inventory every
month which is compared to its perpetual inventory and monitors inventory levels
daily according to sales made by product and distribution center.

     Most of the Company's U.S.  suppliers provide price  protection,  by way of
credits,  against  price  reductions  by the  supplier  between  the time of the
initial  sale to the  Company  and the  subsequent  sale by the  Company  to its
customer.  Such suppliers accept defective  merchandise returned within 12 to 15
months  after  shipment to the Company and some permit the Company to rotate its
inventory by returning slow moving inventory for other inventory.

     Accounts  Receivable:  The Company  primarily sells its products on a cash,
C.O.D. or terms of up to 30 days basis.  The Company's  average days' receivable
was  approximately  37 days for the three month  period ended March 31, 1997 and
approximately  33 days for the three month  period  ended March 31,  1996.  This
increase in the average days sales receivable results from the Company extending
credit to more of its customers.

MANAGEMENT ESTIMATES

     Financial   statements  prepared  in  conformity  with  generally  accepted
accounting principles  necessitates the use of management estimates.  Management
has estimated  reserves for inventory  obsolescence and  uncollectible  accounts
receivable  based upon  historical and developing  trends,  aging of items,  and
other   information   it  deems   pertinent  to  estimate   collectibility   and
realizability. It is possible that these reserves will change within a year, and
the  effect  of the  change  could be  material  to the  Company's  consolidated
financial statements.

FORWARD-LOOKING INFORMATION MAY PROVE INACCURATE

This Form 10-Q contains  forward-looking  statements  and  information  that are
based on  management's  beliefs as well as assumptions  made by and  information
currently  available  to  management.  When  used in this  document,  the  words
"anticipate,"  "believe,"  "estimate," and "expect," and similar expressions are
intended to identify  forward-looking  statements.  Such statements  reflect the
Company's current views with respect to future events and are subject to certain
risks,  uncertainties  and  assumptions,  including  the  specific  risk factors
described  in the  Company's  Form 10-K for the year ended  December  31,  1996.
Should  one or more of  these  risks or  uncertainties  materialize,  or  should
underlying assumptions prove incorrect,  actual results may vary materially from
those anticipated,  believed, estimated or expected. The Company does not intend
to update these forward-looking statements and information.

RECENT ACCOUNTING PRONOUNCEMENTS

     The  Financial   Accounting  Standards  Board  has  issued  SFAS  No.  123,
"Accounting  for  Stock-Based  Compensation,"  which  establishes  financial and
reporting  standards for stock-based  employee  compensation plans. The Standard
encourages,  but does not require,  companies to recognize  compensation expense
based  upon  the  fair  value  of  grants  of stock  options  and  other  equity
instruments to employees.  Companies which do not adopt the expense  recognition
provision of the  Standard,  must disclose pro forma net income and earnings per
share. The Company has adopted this statement during its year ended December 31,
1996 and continues to apply the prior  accounting rules and has provided the pro
forma disclosures.

     The  Financial   Accounting  Standards  Board  has  issued  SFAS  No.  121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed Of," which requires that long-lived assets and certain  identifiable
intangibles to be held and used by an entity be reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset
may not be recoverable. The Company adopted this statement during its year ended
December  31,  1996.  This  statement  did not  have a  material  impact  on the
Company's consolidated financial statements.

                                      -10-
<PAGE>

     In June 1996, the Financial Accounting Standards Board issued SFAS No. 125,
"Accounting for Transfers and Servicing of Financial Assets and  Extinguishments
of Liabilities".  This Standard provides consistent standards for distinguishing
transfers of  financial  assets that are sales from  transfers  that are secured
borrowings.  This Standard is effective for transfers and servicing of financial
assets and extinguishment of liabilities  occurring after December 31, 1996. The
adoption of this Standard is not expected to impact the  Company's  consolidated
financial statements.

     In March 1997,  the Financial  Accounting  Standards  Board issued SFAS No.
128,  "Earnings  per Share".  The new  Standard  simplifies  the  standards  for
computing earnings per share and requires presentation of two new amounts, basic
and diluted  earnings per share.  The Company will be required to  retroactively
adopt this standard  when it reports its  operating  results for the quarter and
year ending  December 31,  1997.  The Company does not expect the effect of this
new Standard to be material.


                                      -11-
<PAGE>
                           PART II - OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

     (a) (i) Exhibit 11 (statement concerning computation of per share earnings)
and exhibit 15 (letter concerning  unaudited interim financial  information) are
each hereby  incorporated  by reference  from "Notes to  Condensed  Consolidated
Financial  Statements"  of Part I -  Financial  Information,  Item 1 - Financial
Statements, contained in this Form 10-Q.

     (ii) Exhibit 27 (financial data schedule for the first quarter of 1997)

          (b)  No reports on Form 8-K were  filed by the  Registrant  during the
               period ended March 31, 1997.


                                      -12-
<PAGE>
                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.


         Dated: May 20, 1997


                           LIUSKI INTERNATIONAL, INC.




                           By: /s/ Edward A. Williams
                               ----------------------
                               Edward A. Williams
                               Chief Financial Officer



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