Securities and Exchange Commission
                             Washington, D.C., 20549

                                   FORM 10-QSB

(Mark one)
[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

                   For the fiscal quarter ended March 31, 1997

Commission file Number 0-28416
                                       or

[ ]  Transition  Report  Pursuant  to Section  13 or 15(d) of the  Securities
     Exchange Act of 1934


                            SBI Communications, Inc.
            (Name of small business issuer specified in its charter)

                Delaware                               58-1700840      
     (State or other jurisdiction of                (I.R.S. Employer   
     incorporation or organization)              Identification Number)
                                                 
                             
     Post Office Box 597 - 458 Highway 278 By Pass - Piedmont, Alabama 36272
     -----------------------------------------------------------------------
               (Address of Principal executive offices) (Zip code)

                                 (205) 447-8797
                                 --------------
                            Issuer's telephone number

Securities registered pursuant to 12(b)
                             of the Act:     None

Securities to be registered pursuant to
               Section 12(g) of the Act:     Common Stock and Preferred Stock

         Common Stock $0.001 Par Value - Preferred Stock $5.00 Par Value
         ---------------------------------------------------------------
                                (Title of Class)


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 May 5, 1997 the  Registrant  had 5,345,430  shares of its $0.001 par value
Common Stock Outstanding.

<PAGE>

Table Of Contents

                    SBI COMMUNICATIONS, INC.
                           FORM 10-QSB
                             INDEX
                                                             Page
  PART I.             FINANCIAL INFORMATION

  Item 1.             Consolidated Financial Statements:

                      Consolidated Balance Sheets as of         3
                      December 31, 1996 and
                        and March 31, 1997

                      Consolidated Statements of Loss           4
                        for the three months ended
                        March 31, 1996 and 1997

                      Consolidated Statements of Cash Flows     5
                        for the three months ended March 31,
                        1996 and 1997

                      Notes to Consolidated Financial State-    6
                        ments

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


  Part II.            OTHER INFORMATION

  Item 1.             Legal Proceedings                        12

  Item 2.             Changes in Securities                    12

  Item 3.             Defaults Upon Senior Securities          12

  Item 4.             Submission of Matters to a Vote          12
                        of Security  Holders

  Item 5.             Other Information                        12

  Item 6.             Exhibits and Reports on Form 8-K         12

                      Signatures                               13


                                     Page 2

<PAGE>

PART I. FINANCIAL INFORMATION
Financial Statements

                     SBI COMMUNICATIONS, INC. AND SUBSIDIARY
                     ---------------------------------------
                           CONSOLIDATED BALANCE SHEETS
                           ---------------------------
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                             March 31,       Dec. 31,
                                                                               1997            1996
                                                 ASSETS                      --------        --------
Current assets:                                  ------
<S>                                                                        <C>             <C>       
    Cash                                                                   $   41,252      $   42,327
    Accounts receivable, net of allowance for doubtful
         accounts of $-0-                                                      88,649         120,306
    Notes receivable from affiliates                                            3,600           3,600
    Inventories                                                                24,391          24,391
                                                                           ----------      ----------
                                                                              157,892         190,624
Property and equipment, net of accumulated
    depreciation                                                            6,962,205       7,026,112
Other assets:
    Accounts receivable - long-term, net of allowance for
        doubtful accounts of $550,000 at March 31, 1997,
        and December 31, 1996                                                 100,000         100,000
    Deferred loan costs                                                        48,025          56,200
    Deposits                                                                   68,088          68,088
                                                                           ----------      ----------
                                                                           $7,336,210      $7,441,024
                                                                           ==========      ==========

                                 LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:             ------------------------------------
    Note payable to trust managed by a shareholder                         $  200,000      $  200,000
    Mortgage note payable-current portion                                       6,081           5,873
    Accrued wages due to principal shareholder (Note 2)                       210,000         180,000
    Advances due to principal shareholder                                      14,402          14,901
    Account payable and accrued expenses                                      101,023          83,873
                                                                           ----------      ----------
                                                                              531,506         484,647
Mortgage payable, long-term portion                                           238,628         240,229
                                                                           ----------      ----------
Total liabilities                                                             770,134         724,876
                                                                           ----------      ----------

Stockholders' equity:
    Preferred stock, par value $5.00;  10,000,000 shares  authorized;
        1,673,000 and 1,693,000 shares issued and outstanding at
        March 31, 1997 and December 31, 1996, respectively                  8,365,000       8,465,000

    Common stock,  par value  $.001;  40,000,000  shares  authorized;
        5,345,439 shares issued and outstanding at March 31, 1997
        and December 31, 1996                                                   5,345           5,345
    Paid in capital                                                         3,567,343       3,467,343
    Accumulated deficit                                                    (5,371,612)     (5,221,540)
                                                                           ----------      ----------
                                                                            6,566,076       6,716,148
                                                                           ----------      ----------
                                                                           $7,336,210      $7,441,024
                                                                           ==========      ==========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                     Page 3

<PAGE>

                     SBI COMMUNICATIONS, INC. AND SUBSIDIARY
                     ---------------------------------------
                               STATEMENTS OF LOSS
                               ------------------
                      FOR THE THREE MONTHS ENDED MARCH 31,
                      ------------------------------------
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                             1997            1996
                                                                                             ----            ----
Revenues:
<S>                                                                                       <C>             <C>      
    Bingo hall rent                                                                       $  75,000       $ 125,000
    Kitchen and gift shop revenues                                                           32,188           -
    Other income                                                                                352              25
                                                                                          ---------       ---------
                                                                                            107,541         125,025
                                                                                          ---------       ---------
Expenses:
    Cost of sales - kitchen and gift shop                                                    31,867          -
    Administrative salaries and related expenses                                             33,565          30,000
    Facility costs                                                                           14,327          13,577
    Other general and administrative                                                         81,982          67,429
    Production costs                                                                          2,005            -
    Depreciation and amortization                                                            71,041         138,764
    Interest and finance expenses                                                            22,826           6,875
                                                                                          ---------       ---------
                                                                                            257,613         256,645
                                                                                          ---------       ---------

Net loss                                                                                 ($ 150,072)     ($ 131,620)
                                                                                          =========       =========

Net loss per share                                                                       ($    0.03)     ($    0.02)
                                                                                          =========       =========
</TABLE>

          See accompanying notes to consolidated financial statements.


                                     Page 4

<PAGE>



                     SBI COMMUNICATIONS, INC. AND SUBSIDIARY
                     ---------------------------------------
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                      -------------------------------------
                      FOR THE THREE MONTHS ENDED MARCH 31,
                      ------------------------------------
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                            1997           1996
                                                                            ----           ----

Cash flows from operating activities:
<S>                                                                     <C>             <C>
    Net (loss)                                                          ($150,072)      ($131,620)
    Adjustments to reconcile net loss to cash
        provided (used) by operating activities:
           Depreciation and amortization                                   71,041         138,764
           Amortization of deferred loan costs                              8,175              -
           Change in accounts receivable, trade                            31,657       (  22,338)
           Change in inventories                                               -               -
           Change in accounts payable and accrued expenses                 47,150           6,191
                                                                         --------        --------
               Cash (used) by operating activities                          7,951       (   9,003)
                                                                         --------        --------

Cash flows from investing activities:
    Purchase of property and equipment                                  (   7,134)      (  25,538)
                                                                         --------        --------
               Cash (used) by investing activities                      (   7,134)      (  25,538)
                                                                         --------        --------

Cash flows from financing activities:
    Loans from shareholders/affiliates                                         -           39,100
    Repayments of affiliated loans                                      (     499)             -
    Mortgage loan repayments                                            (   1,393)             -
                                                                         --------        --------
               Cash flows provided by financing activities              (   1,892)         39,100
                                                                         --------        --------

Net increase (decrease) in cash                                         (   1,075)          4,559
Cash at beginning of period                                                42,327          11,589
                                                                         --------        --------
Cash at end of period                                                    $ 41,252        $ 16,148
                                                                         ========        ========

Supplemental information:
    Income taxes paid                                                    $     -         $     -
                                                                         ========        ========
    Interest paid                                                        $ 14,097        $     -
                                                                         ========        ========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                     Page 5

<PAGE>


                     SBI COMMUNICATIONS, INC. AND SUBSIDIARY
                     ---------------------------------------
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
              ----------------------------------------------------
                      MARCH 31, 1997 AND DECEMBER 31, 1996
                      ------------------------------------

Note 1 - Selected disclosures
-----------------------------

    The accompanying unaudited consolidated financial statements,  which are for
interim  periods,  do not  included  all  disclosures  provided  in  the  annual
consolidated  financial  statements.   These  unaudited  consolidated  financial
statements  should  be read  in  conjunction  with  the  consolidated  financial
statements and the footnotes  thereto  contained in the Form 10-KSB for the year
ended December 31, 1996 of SBI  Communications,  Inc. (the "Company"),  as filed
with the Securities and Exchange Commission. The December 31, 1996 balance sheet
was derived from the audited  consolidated  financial  statements,  but does not
include all disclosures required by generally accepted accounting principles.

    In the  opinion of the  Company,  the  accompanying  unaudited  consolidated
financial  statements  contain all adjustments  (which are of a normal recurring
nature)  necessary  for a fair  presentation  of the financial  statements.  The
results  of  operations  for the  three  months  ended  March  31,  1997 are not
necessarily indicative of the results to be expected for the full year.

    The  preparation  of  financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect the  reporting  amount 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 could differ from those estimates.

    The Company manages for various charities a bingo hall in Piedmont, Alabama.
Rents and administrative fees charged to charities are unsecured,  and generally
are paid only as revenues  from the bingo  games  produce  sufficient  profit to
allow the charities to make  payments.  Effective  February 1, 1996, the current
lease requires  minimum rent of $25,000 per month,  with  additional  contingent
rent of  $50,000  per month  depending  upon the  success  of the  bingo  games.
Management records contingent rent revenue and administrative fee income only as
it is collected.

    Certain  amounts  in  the  1996  interim  financial   statements  have  been
reclassified  to  conform  with the  classifications  used in the  1997  interim
financial  statements.  Furthermore,  the revenue  recorded in the 1996  interim
financial  statements  included herein has been reduced by $100,000 from amounts
previously  reported last year in the 1996 interim financial  statements for the
period  ending  March  31,  1996,  to  consistently  reflect  the  above  stated
accounting policy with respect to revenue recognition.


                                     Page 6

<PAGE>

Note 2 - Related party transactions
-----------------------------------

    The Company accrued salaries payable to the Company's principal  shareholder
totaling  $30,000  for each of the  quarters  ended  March  31,  1997 and  1996,
respectively. All amounts owed to the shareholder are payable on demand.

Note 3 - Net loss per share
---------------------------

    The Company's net loss per share was  calculated  using  5,345,439  weighted
average  shares  outstanding  for each of the quarters  ended March 31, 1997 and
1996,  respectively.  Although  convertible  preferred  stock is a common  stock
equivalent,  with a conversion rate of  approximately  10 shares of common stock
(based  upon an  approximate  market  price for common  stock of $0.50) for each
share of preferred  stock,  preferred stock  conversion has not been included in
the calculation of earnings per share in that to do so would be antidilutive.

Note 4 - Preferred stock activity
---------------------------------

    In July,  1996,  5,000 shares of preferred stock with a par value of $25,000
were to be issued to cover  $20,000 in closing  costs  relating to the  mortgage
note  receivable.  The Company  inadvertently  issued  25,000 shares rather than
5,000  shares,  and both parties  agreed that the related  certificate  would be
returned  and  reissued.  In that the  certificate  had not been  returned as of
December 31, 1996,  the full 25,000 shares were treated as  outstanding  at that
time, with a related reduction in paid in capital. In the first quarter of 1997,
the certificate was returned, and a new certificate for 5,000 shares was issued.
The stockholders'  equity section of the balance sheet as of March 31, 1997, has
been  adjusted to reflect the reduced  number of preferred  shares  outstanding,
with a corresponding adjustment to paid in capital.


                                     Page 7

<PAGE>

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

SBI Communications,  Inc. (the "Company"), was originally organized in the State
of Utah on  September  23, 1983,  under the  corporate  name of Alpine  Survival
Products, Inc. Its name was subsequently changed to Justin Land and Development,
Inc. during October,  1984, and then to Supermin,  Inc. on November 20, 1985. On
September 29, 1986,  Satellite Bingo, Inc. was the surviving corporate entity in
a statutory merger with Supermin,  Inc., a Utah corporation.  In connection with
the above merger,  the former  shareholders of Satellite  Bingo,  Inc.  acquired
control of the merged entity and changed the corporate name to Satellite  Bingo,
Inc. Through shareholder  approval dated March 10, 1988, the name was changed to
its current  name of SBI  Communications,  Inc. On January 1, 1993,  the Company
executed  a plan of merger  that  effectively  changed  the  Company's  state of
domicile  from Utah to  Delaware.  Although  the Company is currently a Delaware
corporation,  on January  31,  1997,  the  stockholders  and Board of  Directors
approved  a plan to change  the  Company's  corporate  domicile  to the State of
Nevada. Management anticipates executing the plan during 1997.

The Company  plans to lease or operate  bingo  halls and to provide  interactive
satellite delivered bingo games, game shows and other similar  telecommunication
gaming products or services to television  viewers throughout the United States.
The Company has also developed a system that can be integrated into all standard
communications  channels  including the World Wide Web for interactive play. Our
Web   site   address   which   will   be   available   24   hours   a   day   is
http://www.sbicommunications.com  or  http://www.bingobingo.com.  Currently, the
Company's  only  operations are the leasing of a bingo hall located in Piedmont,
Alabama. Under local ordinances,  the hall must be leased to a charity, which is
currently the local Jaycees.

The Company  believes that the $4.4 billion  dollar North America bingo industry
is  fragmented  and  inefficient,  yet  potentially  profitable.  The  Company's
strategy,  therefore,  is to  consolidate  a portion of the  industry to build a
national chain of bingo centers in lucrative markets.  The Company believes that
its industry experience, economies of scale and financial resources will provide
a competitive advantage over competing bingo operations, which should enable the
Company to effectively  execute its long-term growth plan. The Company currently
has only one bingo center located in Piedmont,  Alabama.  The Company intends to
continue its expansion  through  acquisitions and developments in other selected
markets  throughout the United States.  Management's goal is to operate 10 bingo
centers by year end 1997.

RESULTS OF OPERATION
THREE MONTHS ENDED MARCH 31, 1997 COMPARED TO THREE MONTHS
ENDED MARCH 31, 1996.

The Company  generated  revenues of $107,541 during the three months ended March
31, 1997, as compared to $125,025 in the  comparable  period of the prior fiscal
year, which represents a

                                     Page 8

<PAGE>

14% decrease. The revenue decrease was due to a change in the lease terms of the
Bingo hall lease. Through January,  1996, the Company charged a flat $75,000 per
month in rent, plus management fees as deemed  appropriate.  In February,  1996,
the lease was amended to reflect a minimum  payment of $25,000  per month,  with
adjustments up to $75,000 per month if the charity  generates  sufficient annual
cash flow to afford to pay the increased  rent.  For February and March of 1996,
as well as January, February and March of 1997, the charity was only charged the
minimum of $25,000 per month.  Management  anticipates that rental revenues will
be at the minimum  level in the first and third  quarter of each year;  however,
Management  is assisting the Jaycees in promoting two large games in fiscal 1997
(one in May and one in October).  Only one large game was held last year, in the
fall of 1996.  Management  anticipates  that with the addition of a second large
game,  the Company can generate  between  $750,000 and $900,000 in annual rental
income  on this  facility.  Management  believes  that  due to  competition  and
geographic factors,  two large games per year will likely be the limit for large
games  for  this  facility.  Accordingly,  management  anticipates  that a large
percentage  of its  rental  income  will be  generated  in the second and fourth
quarter of each year.

In the fall of 1996,  the Company took over  operations of the kitchen  facility
and gift shop in the Bingo  hall.  The  addition  of the  kitchen  and gift shop
generated revenue in the first quarter of 1997 of $32,188. This new revenue made
up for a great deal of the loss in rental  income,  and should  increase  in the
future as operations in this area are fine tuned.

In addition to the above,  the Company  expects  quarterly  revenues to increase
upon the successful operation of the Company's Web site and broadcasting of it's
interactive programming.

Direct operating costs of the Company's bingo center totaled $257,613 during the
first quarter of 1997 versus  $256,645 in the  comparable  1996  quarter,  which
represents a .04%  increase.  Interest and finance  charges  includes  $8,175 of
amortization  of deferred  loan  costs.  Accordingly,  approximately  31% of the
current  period's  direct  operating  costs were comprised of  depreciation  and
amortization,  which are  relatively  fixed  expenses.  The balance is primarily
comprised of direct costs of operating the kitchen,  legal  expenses,  wages and
management fee costs.

As previously  explained,  the Company did not operate the kitchen and gift shop
until the fourth  quarter of 1996.  In that  operations  of the kitchen and gift
shop are  relatively  new,  and  volume  has  been  relatively  light,  costs of
operations for this area has  approximated  revenue  generated,  and accordingly
there has been little profit  generated.  Management  anticipates that this will
improve in the second quarter.

Other general and administrative (G&A) expenses totaled $81,982 during the first
quarter of 1997 as compared to $67,429 in the first quarter of 1996, an increase
of 21.6%.  This  expense  increase of $14,553 was mainly due to the  addition of
certain  key  management  personnel  paid on a contract  basis  during the first
quarter of 1997.


                                     Page 9

<PAGE>

Depreciation  and  amortization  expense  decreased  from  $138,764 in the first
quarter of 1996 to  $71,041  in the first  quarter  of 1997.  This  decrease  of
$67,723  (48.8%)  is due to the fact  that  various  intangible  assets  such as
trademarks, shows and computer programs were fully amortized at the end of 1996.
Management anticipates  depreciation to remain fairly constant for the remainder
of the year at approximately $70,000 to $75,000 per quarter.

Interest and finance  expenses have  increased from $6,875 for the first quarter
of 1996 to $22,826 for  the  first  quarter of 1997,  for an increase of $15,951
(or 232%). This  increase is due to the  mortgage  note  payable,  which was not
entered into until the second quarter of 1996. Interest on this note,  including
the  amortization  of  deferred  loan  costs  relating  to  the  note,   totaled
approximately $16,800 for the three months ended March 31, 1997.

The  Company  did not  record any tax  expense  during  the  current  quarter or
comparable year-ago period due to tax loss carryforwards. The Company's tax loss
carryforward  balance at the end of fiscal 1996 was in excess of $5 million and,
as such,  the Company does not expect to incur any federal  income tax liability
until this carryforward is depleted by operational profits.

Net loss for the first fiscal  quarter of 1997 was  $150,072,  which  equated to
loss  per  share of  ($.03)  Net loss  for the  comparable  quarter  of 1996 was
$131,620  which  equated  to loss per  share of  ($0.02).  Virtually  all of the
increased  loss of nearly 14% was due to legal  expenses  relating to SEC filing
requirements  and equipment and startup  operations of the restaurant  which was
not open in the first  quarter of 1996.  Management  believes that the Company's
direct  operating  costs  and  G&A  expenses  are  relatively  fixed.  As  such,
management will continue to seek expansion  opportunities that offer incremental
operating  revenues which, in turn,  favorably leverage the Company's net income
performance.


LIQUIDITY AND CAPITAL RESOURCES

At March 31, 1997,  the Company had current  assets of  $157,892,  a decrease of
$32,732  from the amount at December  31,  1996.  The decrease was mainly due to
collections of accounts receivable which have been used to fund operations.  The
Company has also invested  over $60,000 in its  restaurant  and doesn't  foresee
substantial further investments  required there. The Company does expect to make
further  investments in its Piedmont,  Alabama  facility in order to meet strong
customer demands.

The Company  expects its cash position to begin to increase  assuming  continued
collection  of its  receivables  due from its present  charity.  There can be no
assurance of the foregoing.  The Company intends to finance future  acquisitions
primarily through the use of stock and, to a lesser extent, cash and notes.

Accounts  receivables  totaled  $192,249 at March 31, 1997. The Company collects
most of its  receivables  from its  participating  charities  within one to four
weeks from the time earned. The


                                     Page 10

<PAGE>

accrued rent will be collected,  when earned, during two major months within the
year.

Current  liabilities  totaled $531,506 at the end of the quarter,  but less than
10% of this total  represented  trade  payables  due  within  the next  quarter.
Accounts payable and accrued liabilities totaled $311,023,  but $210,000 of such
represents accrued wages payable to a principal  shareholder who does not intend
to demand  payments  until the Company has sufficient  working  capital to allow
such payment without hardship to the Company.  Such accrued wages are increasing
at $30,000 per quarter in accordance with the  compensation  agreement with this
shareholder.  Also  included in accounts  payable  and accrued  liabilities  are
amounts owed to attorneys,  accruals for franchise and property taxes, and other
amounts  whose payment will not be necessary  until after  adequate cash flow is
generated from the large game anticipated in May.

Total liabilities have increased from $724,876 at December 31, 1996, to $770,134
at March 31, 1997. The majority of the increase is due to items discussed above.
Thirty-eight  percent  (38%) of total  liabilities  are comprised of a long-term
note payable on which the Company is currently making payments.  The Company has
no other long-term debt.

Net cash provided by operations totaled $7,951 for the first quarter of 1997, as
opposed  to a net use of cash of $9,003  for the  first  quarter  of 1996.  This
change is  principally  due to improved  collections  on rents  receivable,  and
increases in accrued expenses.  Management  anticipates a large increase in cash
provided by operations in the second quarter of 1997 due to the large bingo game
to be held in May.

In the first  quarter of 1996,  the  Company  made  purchases  of  property  and
equipment of $25,538. It obtained loans from affiliates of $39,100 to fund these
purchases.  In the first  quarter of 1997,  purchases of property and  equipment
were only $7,134 , which was funded  through cash  reserves and cash provided by
operations.

The Company had total assets of over $7.3 million and total  liabilities of $770
thousand  at the end of the  first  quarter,  with  shareholder  equity  of $6.5
million. The Company believes that its current capital resources,  together with
expected  positive  operational  cash  flows and  receivable  collections,  will
support operational requirements for the next year.


                                     Page 11

<PAGE>

PART II--OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS

The Company is not involved in any legal proceedings.


ITEM 2. CHANGES IN SECURITIES

In July,  1996, 5,000 shares of preferred stock with a par value of $25,000 were
to be issued to cover  $20,000 in closing  costs  relating to the mortgage  note
receivable.  The Company  inadvertently  issued  25,000 shares rather than 5,000
shares,  and both parties agreed that the related  certificate would be returned
and reissued. In the first quarter of 1997, the certificate was returned,  and a
new certificate for 5,000 shares was issued.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.


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

Not applicable.


ITEM 5. OTHER INFORMATION

CHANGE IN MANAGEMENT. In March 1997, Ms. Kathy Hunt  resigned as a officer and
director.

EXHIBITS AND REPORTS ON FORM 8-K


ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K
         (A)      EXHIBITS:
                  EXHIBITS DESCRIPTION
                    11         Statement re:  computation of per share
                                              earnings
                    27         Financial data schedule
         (B)      REPORTS ON FORM 8-K:
                    None


                                     Page 12

<PAGE>

                                   SIGNATURES


In accordance with the requirements of the Securities  Exchange Act of 1934, the
registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized.


                               SBI Communications, Inc.

Date:  May 14, 1997            By: /s/Ronald Foster
                                  -------------------------------------
                                  Ronald Foster Chairman of the
                                  Board and Chief Executive Officer
                                  (principal executive officer)




Date:  May 14, 1997                /s/ Dennis H. Whitten
                                   -------------------------------------
                                   Dennis H. Whitten, Controller
                                   (Principal Financial and Accounting
                                   Officer)



                                     Page 13

<PAGE>