SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q

(X)  Quarterly report pursuant to Section 13 or 15(d) of the
     Securities Exchange Act of 1934

     For the quarterly period ended June 30, 1997 or

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

     For the transition period from ___________to___________


Commission file number 1-3952

                               SIBONEY CORPORATION
             (Exact name of registrant as specified in its charter)

             Maryland                                  73-0629975
 (State or other jurisdiction of                (I.R.S. Employer I.D. No.)
 incorporation or organization)

       8000 Maryland Ave., Ste 1040, P.O. Box 16184, St. Louis, MO 63105
                    (Address of principal executive offices)
                                   (Zip Code)

                                  314-725-6141
              (Registrant's telephone number, including area code)


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

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 such shorter per od 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 [ ]

     Title of class of                           Number of Shares
       common stock                      outstanding as of this Report Date

  Common stock, par value                           16,543,344
  $.10 per share

                                       

<PAGE>
                                      INDEX


PART I  FINANCIAL INFORMATION

 ITEM 1.  Financial Statements

          Condensed Consolidated Balance Sheet June 30,                   3
               1997 and December 31, 1996

          Condensed Consolidated Statement Of Operations                  5
               Three Months and Six Months Ended June 30, 1997
                  and June 30, 1996
 
          Condensed Consolidated Statement Of Cash Flows                  6
               Six Months Ended June 30,1997 and June 30, 1996

          Notes To Condensed Consolidated Financial                       7
               Statements

 ITEM 2. Management's Discussion and Analysis of Financial                8
           Condition and Results of Operations


PART II  OTHER INFORMATION

 ITEM 4.  Submission of Matters to a Vote of Security Holders            10

 ITEM 6.  Exhibits And Reports On Form 8-K                               10
 

SIGNATURES                                                               10

EXHIBIT INDEX                                                            11



                                        2

<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
<TABLE>

                      SIBONEY CORPORATION AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEET

                       JUNE 30, 1997 AND DECEMBER 31, 1996


                                     ASSETS


<CAPTION>
                                                                   DECEMBER 31,
                                                 JUNE 30,           1996 (SEE
                                                  1997              NOTE BELOW)
                                             -----------------  ----------------

<S>                                          <C>                <C>  
Current Assets
  Cash and cash equivalents                  $   495,952        $    775,830
  Accounts and notes receivable                  283,865             152,437
  Inventories (Note 3)                           170,371             174,939
  Prepaid expenses and deposits                  148,688             160,033
                                             -----------        ------------
      Total Current Assets                     1,098,876           1,263,239
Property, Plant and Equipment (Net of            152,183             172,553
Accumulated Depreciation of $482,313 at
June 30, 1997 and $451,942 at December
31, 1996)
Investments in Natural Resources                   5,101               5,101
                                             -----------        ------------
                                             $ 1,256,160        $  1,440,893
                                             ===========        ============

</TABLE>




NOTE:  The balance sheet at December 31, 1996 has been taken from the audited
       financial statements at that date and condensed.

       See accompanying notes to condensed consolidated financial statements.

                                        3

<PAGE>
                      SIBONEY CORPORATION AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEET

                                   (CONTINUED)

                       JUNE 30, 1997 AND DECEMBER 31, 1996

                      LIABILITIES AND STOCKHOLDERS' EQUITY




                                                                    DECEMBER 31,
                                                    JUNE 30,         1996 (SEE
                                                     1997           NOTE BELOW)
                                                 -------------    --------------

Current Liabilities
  Accounts payable                               $    49,455       $    75,280
  Accrued expenses                                    70,173            91,191
                                                 ------------      -----------
      Total Current Liabilities                      119,628           166,471

Stockholders' Equity
  Common stock:
    Authorized 20,000,000 shares at $.10
       Par value; issued and outstanding
       15,766,694 shares at 12/31/96 and
       16,543,344 shares at 6/30/97                1,654,335         1,576,670
    Additional paid-in capital                            --            13,028
  Retained earnings (deficit)                       (517,803)         (315,276)
                                                 ------------      -----------
      Total Stockholders' Equity                   1,136,532         1,274,422
                                                 ------------      -----------
                                                 $ 1,256,160       $ 1,440,893
                                                 ============      ===========





NOTE: The balance sheet at December 31, 1996 has been taken from the audited
      financial statements at that date and condensed.

      See accompanying notes to condensed consolidated financial statements.

                                        4

<PAGE>
<TABLE>

                      SIBONEY CORPORATION AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

<CAPTION>

                                                      SIX MONTHS ENDED                            THREE MONTHS ENDED
                                                           JUNE 30,                                     JUNE 30,
                                               -----------------------------------------  -----------------------------------------
                                                  1997                 1996                    1997                 1996
                                                  ----                 ----                    ----                 ----

<S>                                            <C>                   <C>                     <C>                  <C>    
Revenues                                       $1,149,222            1,181,582               618,599              635,380
Cost of Product Sales                             177,372              205,767                88,169               83,778
Selling, General and
Administrative Expenses                         1,120,881            1,028,936               528,694              508,132
                                               -----------          -----------           -----------          ----------
Income (Loss) from
Operations                                       (149,031)             (53,121)                1,736               43,470
                                               -----------          -----------           -----------          ----------
Other Income (Expense)
 Interest Income                                    8,676               11,432                 3,880                5,424
 Miscellaneous                                    (17,128)             (21,844)               (8,535)             (11,007)
                                                 ---------          -----------             ---------          -----------
Total Other Income (Expense)                       (8,452)             (10,412)               (4,655)              (5,583)
                                               -----------          -----------           -----------          -----------

Net Income (Loss)                              $ (157,483)          $  (63,533)           $   (2,919)          $__ 37,887
                                               -----------          ===========           ===========          ==========
Weighted Average Shares
Outstanding                                    15,978,108           15,566,694            15,978,108           15,566,694
                                               ===========          ===========           ===========          ==========
Income (Loss) Per Share                        $ (.010)             $ (.004)              $  .000              $  .002
                                               ===========          ===========           ===========          ==========
</TABLE>


See accompanying notes to condensed consolidated financial statements.


                                        5

<PAGE>
                      SIBONEY CORPORATION AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                 FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996



                                                         1997           1996
                                                      ----------     ----------
Cash Flows From Operating Activities
    Net loss from continuing operations               $(157,483)     $ (63,533)
    Adjustments to reconcile net loss
      from continuing operations to net
      cash provided by operating activities:
        Depreciation                                     30,371         64,256
        Change in assets and liabilities:
          Increase in accounts and notes               (131,428)       (89,554)
         receivable
       Decrease in inventory                              4,568         20,437
           Decrease in prepaid expenses
             and deposits                                11,345         84,402
           Increase (decrease) in accounts
             payable and accrued expenses               (46,843)        16,253
                                                      ----------     ---------
Net Cash Provided By (Used In) Operations              (289,470)        32,261
                                                      ----------     ---------

Cash Flows From Investing Activities
 Payments for equipment                                 (10,001)       (23,935)
                                                      ----------     ----------
Net Cash Used In Investing Activities                   (10,001)       (23,935)
                                                      ----------     ----------

Cash Flows From Financing Activities
 Proceeds from issuance of common stock                  19,593             --
Net Cash Provided By Financing Activities                19,593             --

Net Increase (Decrease) In Cash and Cash Equivalents   (279,878)         8,326

Cash And Cash Equivalents - Beginning Of Period         775,830        599,924
                                                      ----------     ---------

Cash And Cash Equivalents - End Of Period             $ 495,952      $ 608,250
                                                      ==========     =========





See accompanying notes to condensed consolidated financial statements.


                                        6

<PAGE>
                      SIBONEY CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                             JUNE 30, 1997 AND 1996

1.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    The condensed  consolidated balance sheet as of June 30, 1997, the condensed
    consolidated  statement  of  operations  for the  six-month  periods and the
    three-month  periods  ended  June  30,  1997  and  1996  and  the  condensed
    consolidated  statement of cash flows for the  six-month  periods then ended
    have  been  prepared  by the  Company,  without  audit.  In the  opinion  of
    management,  all  adjustments  (which  include only  recurring  adjustments)
    necessary to present fairly the financial position and results of operations
    at June 30, 1997 and for all periods have been made.

    Certain information and footnote  disclosures normally included in financial
    statements   prepared  in  accordance  with  generally  accepted  accounting
    principles  have been  condensed or omitted.  These  condensed  consolidated
    financial  statements  should  be read in  conjunction  with  the  financial
    statements and notes thereto included in the  Registrant's  Annual Report on
    Form 10-K for the year ended  December 31, 1996.  The results of  operations
    for the period  ended June 30, 1997 are not  necessarily  indicative  of the
    operating results for the full year.

2.  INVENTORIES
    Inventories consist of the following:


                                 JUNE 30, 1997        DECEMBER 31, 1996
                                 -------------        -----------------
    Raw materials                  $ 65,752               $ 135,710
    Finished goods                  104,619                  39,229
                                    -------                --------
                                  $ 170,371               $ 174,939
                                   ========                ========

3.  STOCKHOLDERS' EQUITY
   During the six months ended June 30, 1997,  stockholders'  equity was changed
   by the net loss for the period,  which was partially  offset by proceeds from
   issuance of common stock upon exercise of certain stock options.

<TABLE>
<CAPTION>

                                                                                                                                 
                                         Common Stock                    Additional            Retained               
                          ----------------------------------------        Paid in              Earnings                          
                                Shares              Amount                 Capital             (Deficit)        Totals
                           -----------------------------------------------------------------------------------------------
<S>                         <C>                 <C>                       <C>                 <C>            <C>   
Balance -
January 1,1997              15,766,694          $1,576,670                $ 13,028            $(315,276)     $1,274,422
Issuance of
Common Stock                   776,650              77,665                 (13,028)             (45,044)         19,593
Net Loss                            --                  --                      --             (157,483)       (157,483)
--------------------------------------------------------------------------------------------------------------------------
Balance -                   16,543,344          $1,654,335                $     --            $(517,803)     $1,136,532
June 30, 1997
==========================================================================================================================
</TABLE>


                                        7

<PAGE>
                      SIBONEY CORPORATION AND SUBSIDIARIES

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

The Company's  continuing  operations for the periods  presented  consist of the
following two segments:

1)   The Company is engaged,  through its Siboney  Learning  Group  Division and
     Gamco  Industries,  Inc.  ("Gamco"),  a  wholly-owned  subsidiary,  in  the
     publishing and distribution of educational  software and teaching aids. The
     Company has been serving the educational market for more than 35 years. The
     Company's proprietary  educational software is produced for use on IBM, IBM
     compatible,  Macintosh  and Apple II  computers.  Of Gamco's  total  sales,
     approximately 96% is generated by proprietary  software,  and the remainder
     is represented by  non-proprietary  educational  software and other related
     products.  Sales are made to public and private  schools,  grades 1 through
     12,  through a network of  independent  distributors  throughout the United
     States as well as through its own catalogs.  Popular Gamco software  titles
     include Money  Challenge,  Discover Time,  Undersea Reading for Meaning and
     the Touchdown Math series.

2)   The holding of interests in certain natural resources,  including coal, oil
     and gas, through several subsidiaries.

The Company has 127 educational software products, which it is actively involved
in  converting  to the  Macintosh  and Windows  platforms  which have become the
predominant  systems  used in schools.  Of such  products,  46 have already been
converted to a Macintosh platform and the Company plans to convert an additional
five products during the current year. Fifteen programs have been converted to a
Windows  format,  with an additional 26 to be converted  this year.  The Company
anticipates  the release of its first CD-ROM  products  this Fall with 16 titles
converted to a hybrid Macintosh/Windows format.

The Company has also  licensed 12  Macintosh/Windows  hybrid  multimedia  CD-ROM
titles,  which help young readers from kindergarten  through third grade develop
their  reading and writing  skills.  These new titles  should be available  this
Fall.

During the same period, the Company has also expanded its distribution  network.
In  connection  with this  expansion,  it recently  launched a new product  line
called Orchard: Teacher's Choice Software through a network of exclusive dealers
who will sell Siboney Learning Group software as a larger "curriculum"  solution
for students who are struggling to master key skills.  In addition,  the Company
recently   expanded  its  inside  sales  efforts  by  hiring   additional  sales
representatives   who  will  focus  on  selling   proprietary   software   by  a
telemarketing effort addressed to its customer base of over 10,000 schools.

The following is  management's  discussion  and analysis of certain  significant
factors  which have  affected the  Company's  financial  position and  operating
results during the periods included in the accompanying  condensed  consolidated
financial statements.





                                        8

<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)

               THREE MONTHS ENDED JUNE 30, 1997 vs. JUNE 30, 1996

Revenues  decreased during the three month period ended June 30,1997 compared to
the same period in 1996 due to lower  royalties  earned by Siboney Coal Company.
Revenues  from its coal lease are  dependent on third party  mining  operations,
which are temporarily suspended from time to time.

The revenues of the Siboney Learning Group division and Gamco increased slightly
during the quarter  compared to the same period in 1996.  Siboney Learning Group
and Gamco are  currently  in the process of  converting  and adding new products
which are being released on current platforms  (Macintosh,  Windows and CD-ROM),
which is resulting in increased sales.

Selling,  general  and  administrative  expenses  increased  during the  quarter
compared to the same period in 1996,  primarily due to higher legal fees and the
expenses   associated  with  Company's  Annual  Report  and  Annual  Meeting  of
Stockholders.

As a result of the above mentioned factors, net income decreased for the quarter
ended June 30, 1997, compared to the same period in 1996.

                SIX MONTHS ENDED JUNE 30, 1997 vs. JUNE 30, 1996

Revenues  decreased  during the six month period ended June 30, 1997 compared to
the same period in 1996.  While revenues of the Siboney Learning Group and Gamco
were  slightly  lower for the first six months of 1997  compared to 1996,  their
sales were higher during the second quarter of 1997 compared to 1996.

Cost of product  sales  decreased  during the six month  period  compared to the
previous year as a result of a successful  effort to increase the  percentage of
proprietary  sales versus  non-proprietary  product sales. As a result,  Gamco's
cost of product sales as a percentage  of revenue was reduced to 16.3%  compared
to 18.5% in the prior year.

Selling,  general and  administrative  expenses  increased  during the six month
period  ended June 30,  1997  compared  to the same period in 1996 due to higher
employment expenses, costs associated with outsourcing product conversion to new
platforms,  increased  advertising  costs,  higher legal fees and the expense of
printing the Company's Annual Report at an outside printer.

                         LIQUIDITY AND CAPITAL RESOURCES

Cash  decreased at June 30, 1997 compared to December 31, 1996 due to the impact
of expenses  exceeding income, an increase in the level of accounts  receivable,
and a reduction in accounts payable and accrued expenses.

The increase in accounts  receivable  at the end of the six month period of 1997
was due to larger sales volume at Gamco during June 1997  compared with December
1996, which was consistent with Gamco's experience in the previous year.

Accounts  payable  decreased at June 30,  1997,  primarily  due to  nonrecurring
expenses which were accrued at year end and paid in 1997.

Accrued expenses  decreased at June 30, 1997,  primarily due to fees accrued for
accounting and compensation expenses at year end that were paid in 1997.



                                        9

<PAGE>
                           PART II - OTHER INFORMATION

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At the Company's annual meeting of stockholders  held May 8, 1997,  stockholders
voted in favor of:

Proposal 1

The election of all candidates for director,  who were elected for a term of one
year by the following votes:

                                  SHARES VOTED FOR          SHARES WITHHELD
                                  ----------------          ---------------

    Rebecca M. Braddock           9,779,588 shares           121,386 shares
    James P. Connaughton          9,779,288 shares           121,686 shares
    Alan G. Johnson               9,764,388 shares           136,586 shares
    Thomas G. Keeton              9,779,688 shares           121,286 shares
    Ernest R. Marx                9,762,888 shares           138,086 shares
    Timothy J. Tegeler            9,776,138 shares           124,836 shares

Proposal 2

The adoption of the Siboney  Corporation  1997 Incentive Stock Option Plan, by a
favorable  vote of  7,592,411  votes,  which was in excess of a majority  of the
8,196,424  votes  present at the  meeting in person or by proxy and  entitled to
vote on this matter,  with 343,463 votes against,  260,550 votes  abstaining and
1,813,220 broker non-votes.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


        a) Exhibits: See Exhibit Index on page 11.

        b) Reports on Form 8-K: No reports on Form 8-K were filed by the
           Registrant during the quarter ended June 30, 1997.


                                   SIGNATURES


Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


                                            SIBONEY CORPORATION



Date: August 1, 1997                        By: \s\ Timothy J. Tegeler
                                                ----------------------
                                                Timothy J. Tegeler
                                                President, Chief Executive
                                                Officer and Chief Financial
                                                Officer


                                       10

<PAGE>


                                  EXHIBIT INDEX



 Exhibit Number                    Description                         Page
 --------------                    -----------                         ----

     27(a)                    Financial Data Schedule                   12
                              (Filed in EDGAR version
                              only)





                                       11