================================================================================


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

                                    FORM 10-Q


(MARK ONE)
     [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 : 0-27594


                           TRESCOM INTERNATIONAL, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


           FLORIDA                                       65-0454571
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
 Incorporation or Organization)                  


200 EAST BROWARD BOULEVARD, FT. LAUDERDALE, FLORIDA        33301
    (Address of Principal Executive Offices)            (Zip Code)


                                 (954) 763-4000
              (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 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. [ X ] Yes [ ] No

     Indicate the number of shares  outstanding of each of the issuer's  classes
of Common Stock, as of the latest practicable date.

                CLASS                                   OUTSTANDING
                -----                                   -----------

        Common Stock, par value                     11,883,279 shares on
           $0.0419 per share                            August 5, 1997


================================================================================



<PAGE>

<TABLE>
<CAPTION>


                           TRESCOM INTERNATIONAL, INC.

                                      INDEX
                                      -----

PART I. FINANCIAL INFORMATION
-----------------------------
<S>          <C>                                                                                          <C>   
                                                                                                         PAGE NO.
                                                                                                         --------
ITEM 1.       Financial Statements:

              Consolidated Balance Sheets as of June 30, 1997 (Unaudited) and December 31, 1996........      3

              Unaudited Consolidated Statements of Operations for the three and six months ended June
               30, 1997 and 1996 ......................................................................      4

              Unaudited Consolidated Statements of Shareholders' Equity at June 30, 1997 ..............      5

              Unaudited Consolidated Statements of Cash Flows for the six months ended June 30, 1997
               and 1996................................................................................      6

              Notes to Unaudited Consolidated Financial Statements ....................................      7

ITEM 2.       Management's Discussion and Analysis of Financial Condition and Results of Operations....
                                                                                                             9

ITEM 3.       Quantitative and Qualitative Disclosures About Market Risk...............................      12

PART II. OTHER INFORMATION
--------------------------

ITEM 1.       Legal Proceedings........................................................................      12

ITEM 2.       Changes in Securities....................................................................      12

ITEM 3.       Default Upon Senior Securities...........................................................      12

ITEM 4.       Submission of Matters to a Vote of Security-Holders......................................      13

ITEM 5.       Other Information........................................................................      13

ITEM 6.       Exhibits and Reports on Form 8-K.........................................................      13

SIGNATURES

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                                              PART I. - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                                                 TRESCOM INTERNATIONAL, INC.
                                                 CONSOLIDATED BALANCE SHEETS

                                                           ASSETS
                                                                                        JUNE 30,        DECEMBER 31,
                                                                                          1997              1996
                                                                                     ----------------------------------
                                                                                       (Unaudited)
                                                                                      (In thousands, except share and
                                                                                              per share data)

 Current assets:
<S>                                                                                       <C>               <C>       
  Cash.............................................................................       $    2,241        $    6,020
  Accounts receivable, net of allowance for doubtful accounts of
     $7,671 and $7,588, respectively...............................................           34,761            29,063
  Other current assets.............................................................            4,383             3,441
                                                                                     ----------------------------------
     Total current assets..........................................................           41,385            38,524
Property and equipment, at cost:
  Transmission and communications equipment........................................           26,129            24,691
  Furniture, fixtures and other....................................................            6,464             5,600
                                                                                     ----------------------------------
                                                                                              32,593            30,291
  Less accumulated depreciation and amortization...................................           (7,603)           (5,755)
                                                                                     ----------------------------------
                                                                                              24,990            24,536
Other assets:
  Customer bases, net of accumulated amortization of $1,858 and
    $1,358, respectively...........................................................            3,507             3,806
  Excess of cost over net assets of businesses acquired, net of
    accumulated amortization of $2,909 and $2,368, respectively....................           36,338            34,260
  Other............................................................................              866               484
                                                                                     ----------------------------------
Total assets.......................................................................        $ 107,086         $ 101,610
                                                                                     ==================================

                                           LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable.................................................................       $    1,697        $    2,758
  Accrued network costs............................................................           22,557            19,546
  Other accrued expenses...........................................................            6,418             5,395
  Long-term obligations due within one year........................................            5,392               817
  Deferred revenue and other current liabilities...................................            2,007             1,807
                                                                                     ----------------------------------
     Total current liabilities.....................................................           38,071            30,323
 Long-term obligations (Note 3)....................................................            4,472             3,965

Stockholders' equity:
  Preferred stock, $.01 par value, 1,000,000 shares authorized; no shares issued
       and outstanding ............................................................              ---               ---
  Common stock,  $.0419  par value;  50,000,000  shares  authorized;  11,821,444
     shares issued and outstanding; 11,804,675 shares issued and outstanding ......              494               493
  Deferred compensation............................................................             (643)             (808)
  Additional paid-in capital.......................................................          106,146           106,140
  Accumulated deficit..............................................................          (41,454)          (38,503)
                                                                                     ----------------------------------
Total stockholders' equity.........................................................           64,543            67,322
                                                                                     ----------------------------------
Total liabilities and stockholders' equity.........................................         $107,086          $101,610
                                                                                     ==================================



                                                  See accompanying notes.

</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                                                 TRESCOM INTERNATIONAL, INC.
                                            CONSOLIDATED STATEMENTS OF OPERATIONS
                                                        (UNAUDITED)

                                                    THREE MONTHS ENDED JUNE 30,               SIX MONTHS ENDED JUNE 30,
                                                          1997              1996               1997              1996
                                                    ------------------------------------------------------------------------
                                                                     (In thousands, except per share data)

<S>                                                          <C>                <C>               <C>              <C>     
Revenues..........................................           $ 40,089           $ 33,521          $ 76,232         $ 65,852
Cost of services..................................             31,059             26,131            58,871           50,258
                                                    ------------------------------------------------------------------------  
Gross profit......................................              9,030              7,390            17,361           15,594
Selling, general and administrative ..............              9,024              6,903            17,132           14,313
Depreciation and amortization.....................              1,572              1,089             3,073            2,257
                                                    ------------------------------------------------------------------------
    Operating loss................................            (1,566)              (602)           (2,844)             (976)
    Interest expense, net.........................                109              (165)               108              912
                                                    ------------------------------------------------------------------------
Loss before extraordinary item....................            (1,675)              (437)           (2,952)           (1,888)
Extraordinary loss on early extinguishment 
   of debt........................................                ---                ---               ---            1,956
                                                    ------------------------------------------------------------------------
Net loss..........................................          $ (1,675)          $   (437)         $ (2,952)         $ (3,844)
                                                    ========================================================================


Per share data (Pro forma prior to February 8,1996)

  Loss before extraordinary item..................            $(0.14)            $(0.04)           $(0.25)           $(0.17)
  Extraordinary item..............................                ---                ---               ---            (0.17)
                                                    ------------------------------------------------------------------------
Net loss per common share ........................            $(0.14)            $(0.04)           $(0.25)           $(0.34)
                                                    ========================================================================
Weighted average number of shares of common stock
  outstanding ....................................             11,821             12,157            11,819            11,205
                                                    ========================================================================




                                                   See accompanying notes.
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                                  TRESCOM INTERNATIONAL, INC.
                                        CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                                          (UNAUDITED)


                                                           Common Stock
                                                 -------------------------------------
                                                                         Additional                                    Total
                                                                          Paid-in        Deferred     Accumulated  Shareholders'
                                                    Shares     Amount     Capital      Compensation     Deficit        Equity
                                                 ---------------------------------------------------------------------------------
                                                                       (In thousands, except share data)
<S>                                               <C>            <C>        <C>              <C>       <C>               <C>
Balance at December 31, 1996.............          11,804,675     $ 493     $ 106,140         $(808)    $ (38,503)       $ 67,322
Non-cash compensation....................                   -         -             -            162             -            162
Exercise of stock options................              16,769         1             6              -             -              7
Net loss.................................                   -         -             -              -       (1,276)        (1,276)
                                                 ---------------------------------------------------------------------------------
Balance at March 31, 1997................          11,821,444       494       106,146          (646)      (39,779)         66,215
Non-cash compensation....................                 ---       ---           ---              3           ---              3
Net Loss.................................                 ---       ---           ---            ---       (1,675)        (1,675)
                                                 ---------------------------------------------------------------------------------
Balance at June 30, 1997.................          11,821,444      $494      $106,146         $(643)     $(41,454)        $64,543
                                                 =================================================================================








                                                   See accompanying notes.
</TABLE>


<PAGE>


<TABLE>
<CAPTION>

                                       TRESCOM INTERNATIONAL, INC.
                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               (UNAUDITED)

                                                                               SIX MONTHS ENDED JUNE 30,
                                                                              1997                 1996
                                                                        ------------------ ----------------------
                                                                                     (IN THOUSANDS)

 CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                            <C>                     <C>      
 Loss before extraordinary item......................................          $  (2,952)              $ (1,888)
Extraordinary loss on early extinguishment of debt..................                ---                  (1,956)
Adjustments to reconcile net loss to net cash
  used in operating activities:
    Depreciation and amortization...................................              3,073                   2,257
     Non-cash interest expense ......................................               ---                     659
    Non-cash compensation ..........................................                165                     737
    Changes in operating assets and liabilities, net
     of effects of acquisitions:
     Accounts receivable............................................              (5,865)                (9,191)
     Other current assets...........................................                (741)                (1,545)
     Accounts payable...............................................              (1,064)                 1,818
     Accrued network costs..........................................               2,623                  4,462
     Other accrued expenses.........................................                (236)                  (365)
         Deferred revenue and other current liabilities.............              (1,011)                   (57)
                                                                        ------------------ ----------------------
Net cash used in operating activities...............................              (6,008)                (5,069)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment.................................              (2,296)                (4,242)
Expenditures for line installations.................................                (565)                   (52)
                                                                        ------------------ ----------------------
Net cash used in investing activities...............................              (2,861)                (4,294)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from the issuance of common stock..........................                ---                  50,727
Costs relating to initial public offering ..........................                ---                  (1,279)
Proceeds from debt..................................................              4,350                     ---
Proceeds from capital lease arrangements............................              1,136                     ---
Repayment of revolving credit facility .............................                ---                 (23,742)
Repayment of sellers' note .........................................                ---                  (1,000)
Repayment of notes payable to shareholder...........................                ---                  (8,476)
Repayment of debt...................................................                 (8)                    ---
Proceeds from stock option exercise ................................                  7                      24
Principal payments on capital lease obligations.....................                (395)                   (41)
                                                                        ------------------ ----------------------
Net cash provided by financing activities...........................              5,090                  16,213
                                                                        ------------------ ----------------------
 Net change in cash..................................................             (3,779)                 6,850
 Cash at beginning of period.........................................             6,020                   2,052
                                                                        ------------------ ----------------------

 Cash at end of period...............................................           $   2,241             $   8,902
                                                                        ================== ======================

 Interest paid.......................................................          $      294           $        64
                                                                        ================== ======================







                                                       See accompanying notes.

</TABLE>

<PAGE>

                                       TRESCOM INTERNATIONAL, INC.

                                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

1.       GENERAL

         ORGANIZATION AND BASIS OF PRESENTATION

         TresCom   International,   Inc.   (together   with   its   subsidiaries
collectively  referred to as the "Company") is a facilities  based long distance
telecommunications  carrier focused on international long distance traffic.  The
Company offers  telecommunications  services,  including long distance,  calling
cards, prepaid debit cards, domestic and international  toll-free calling, frame
relay and bilingual operator services.

         These  financial  statements  have been  prepared  in  accordance  with
generally  accepted  accounting  principles for interim financial  reporting and
Securities and Exchange Commission regulations. Certain information and footnote
disclosures  normally  included in financial  statements  prepared in accordance
with generally  accepted  accounting  principles  have been condensed or omitted
pursuant to such  regulations.  In the opinion of  management,  the  information
contained  herein  reflects  all  adjustments  necessary  to make the  financial
position,  results of operations  and cash flows for the interim  periods a fair
presentation.  All  such  adjustments  are of a  normal  recurring  nature.  The
preparation  of financial  statements  in  conformity  with  generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amount of revenues and expenses during the reporting period. Actual
results could differ from those estimates.  These financial statements should be
read in conjunction with the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 1996. The results of operations for the interim  periods
shown are not necessarily indicative of results of operations to be expected for
the entire fiscal year.

2.        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         References  should  be  made to the  Notes  to  Consolidated  Financial
Statements  in the  Company's  Form 10-K for the fiscal year ended  December 31,
1996, specifically Note 2, for a summary of the Company's significant accounting
policies.

         PROPERTY AND EQUIPMENT

         Property  and   equipment  is  recorded  at  cost.   Depreciation   and
amortization   is  provided  for   financial   reporting   purposes   using  the
straight-line method over the following estimated useful lives:

           Transmission and communications equipment            3 to 20 years
           Furniture, fixtures and other                        3 to 7 years

         During the first  quarter of 1997,  the Company  changed the  estimated
useful life of fiber optic underseas cables from 10 years to 20 years to conform
to the  predominant  industry  standard.  The  change  in  depreciation  expense
associated with the revised estimated useful life of fiber optic undersea cables
is currently immaterial.

         RECLASSIFICATION

         Certain  prior year  amounts  have been  reclassified  to conform  with
current year presentation.

         NEW ACCOUNTING PRONOUNCEMENT

         In February  1997,  the  Financial  Accounting  Standards  Board issued
Statement No. 128,  "Earnings  per Share,"  ("SFAS 128") which is required to be
adopted on December  31,  1997.  At that time,  the Company  will be required to
change the method  currently  used to compute  earnings per share and to restate
all prior periods.  Under the new requirements for calculating  primary earnings
per share,  the dilutive  effect of stock options will be excluded.  The Company
has not yet determined what the impact of SFAS 128 will


<PAGE>
                                       TRESCOM INTERNATIONAL, INC.

                                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)


be on the calculation of fully diluted earnings per share.

3.        LONG-TERM OBLIGATIONS

         A summary of long-term obligations is as follows:
<TABLE>
<CAPTION>
                                                                             JUNE 30,       DECEMBER 31,
                                                                               1997             1996
                                                                          ---------------------------------

<S>                                                                             <C>          <C>     <C>     
       Credit facility...................................................       $   4,350    $          --
       Loans payable to the Small Business Administration,
         bearing interest at 4%, due in monthly principal and
         interest payments of $3 through February 2015,
         collateralized by a security agreement covering certain assets..             408              416
       Capital leases bearing interest at rates ranging from 9% to
         11% and payable in monthly installments totaling $118...........           5,106            4,366
                                                                          ---------------------------------
                                                                                    9,864            4,782
       Less amounts due within one year..................................           5,392              817
                                                                          ---------------------------------
                                                                                $   4,472        $   3,965
                                                                          =================================
</TABLE>


        The  Company  has a $5,000  line  of credit  with a commercial bank (the
"Credit Facility"), secured by certain accounts receivable. The Credit Facility,
which  expires in April  1998,  contains  standard  debt  covenants  relating to
financial  position and performance,  as well as restrictions on the declaration
and  payment  of  dividends.  As of June 30,  1997,  the  Company  was either in
compliance  with or received  waivers  with respect to all  covenants  under the
Credit  Facility.  As of June 30,  1997,  the Company  had  borrowed $ 4,350 for
working capital. (See footnote five.)

4.        STOCK OPTION PLAN

         The following  table  summarizes all option activity for the six months
ended June 30, 1997:

<TABLE>
<CAPTION>

                                                                                          Weighted
                                                          Number of                       Average
                                                           Options       Exercisable      Exercise
                                                           Granted         Options         Price
                                                        --------------- --------------- -------------

            <S>                                              <C>               <C>            <C>           
            Outstanding as of December 31, 1996.......         496,263          23,713        $10.37
            Granted...................................         414,000             ---          7.50
            Forfeited.................................          21,000             ---          7.50
            Exercised.................................          16,769             ---          0.42
                                                        --------------- --------------- -------------
            Outstanding as of March 31, 1997..........         872,494          72,345        $ 9.18
            Granted...................................             ---             ---           ---
            Forfeited.................................          14,290             ---         11.39
            Exercised.................................             ---             ---           ---
                                                        --------------- --------------- -------------
            Outstanding as of June 30, 1997...........         858,204          81,907        $10.40
                                                        =============== =============== =============

</TABLE>

<PAGE>

                                       TRESCOM INTERNATIONAL, INC.

                                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)


5.        SUBSEQUENT EVENTS

         In July 1997,  the Company  entered into a new $25.0 million  revolving
credit  and  security  agreement  (the  "Revolving  Credit  Agreement")  with  a
commercial bank secured by the Company's accounts receivable.  On July 31, 1997,
borrowings  under the Revolving  Credit  Facility were utilized to repay in full
all  outstanding  borrowings  under the Credit  Facility.  As of August 5, 1997,
availability  under the Revolving  Credit  Facility was $11.5 million,  of which
$2.6 million (including $.2 million of letters of credit) has been utilized. See
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations -- Liquidity and Capital Resources."



<PAGE>


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

         TresCom is a facilities based long distance  telecommunications carrier
focused on international long distance traffic. The Company offers a broad array
of  competitively  priced  services,  including  long  distance,  calling cards,
prepaid debit cards, domestic and international  toll-free calling,  frame relay
and bilingual operator  services.  The Company derives its revenues by providing
international  and domestic long distance services on a wholesale basis to other
telecommunications  carriers and resellers and on a retail basis to  residential
and commercial  customers,  ranging in size from small businesses to Fortune 500
companies.  Service  revenues  are based on minutes of use and charged at a rate
per minute which varies  according to the  termination  point of the traffic and
time of day. All revenues are billed in United States dollars.

THE  THREE  AND  SIX  MONTHS  ENDED JUNE 30, 1997 COMPARED TO THE  THREE AND SIX
MONTHS ENDED JUNE 30, 1996

         REVENUES. Revenues increased 19.6%, or $6.6 million, from $33.5 million
in the second quarter of 1996 to $40.1 million in the second quarter of 1997 and
15.8%,  or $10.4  million,  from $65.9 million for the six months ended June 30,
1996 to $76.2  million for the six months ended June 30, 1997.  This increase is
primarily  attributable to an increase in retail revenue.  Approximately  28% of
the revenue  generated  in each of the three and six months  ended June 30, 1996
was derived from retail customers compared with approximately 40% of the revenue
generated  for the three  and six  months  ended  June 30,  1997.  International
revenue has remained constant at approximately 80%.

         Minutes of use increased 21.5%, or 24.5 million,  from 113.6 million in
the second  quarter of 1996 to 138.1  million in the second  quarter of 1997 and
19.2%,  or 41.1  million,  from 213.7  million for the six months ended June 30,
1996 to 254.8  million for the six months ended June 30, 1997.  The blended rate
per  minute  remained  constant  during the six  months  ended June 30,  1997 at
approximately $.30.

         COSTS OF SERVICES.  Costs of Services increased 18.9%, or $4.9 million,
from $26.1 million in the second  quarter of 1996 to $31.1 million in the second
quarter of 1997 and 17.1%,  or $8.6  million,  from  $50.3  million  for the six
months  ended June 30, 1996 to $58.9  million for the six months  ended June 30,
1997. This increase correlates, in large part, to an increase in minutes of use,
the costs of which are variable in nature, partially offset by a slight decrease
in the overall cost per minute.  The fractional  cost per minute  reduction is a
result  of  increased   terminations   to  lower  cost   countries   within  the
international  mix and lower  termination  costs  associated with certain direct
operating agreements.

         GROSS PROFIT. Gross profit increased 22.2%, or $1.6 million,  from $7.4
million in the second  quarter of 1996 to $9.0 million in the second  quarter of
1997 and 11.3%,  or $1.8  million,  from $15.6  million for the six months ended
June 30, 1996 to $17.4  million  for the six months  ended June 30,  1997.  As a
percentage of revenues,  gross profit remained  constant at approximately 23% of
revenues for the three and six months ended June 30, 1996 and 1997.

         SELLING,  GENERAL  AND  ADMINISTRATIVE  EXPENSE.  Selling,  general and
administrative  expense  increased 30.7%, or $2.1 million,  from $6.9 million in
the  second  quarter of 1996 to $9.0  million in the second  quarter of 1997 and
19.7%,  or $2.8  million,  from $14.3  million for the six months ended June 30,
1996 to $17.1 million for the six months ended June 30, 1997.  Excluding a first
quarter  1996  promotional  credit  of  $1.5  million,   selling,   general  and
administrative  expense  increased  8.3%, or $1.3 million from $15.8 million for
the six months  ended June 30, 1996 to $17.1  million  for the six months  ended
June 30,  1997.  Due to the  Company's  emphasis on retail  growth,  the Company
incurred  incremental  customer  acquisition  costs in the three and six  months
ended June 30, 1997 compared with the three and six months ended June 30, 1996.


<PAGE>

         DEPRECIATION AND  AMORTIZATION.  Depreciation and amortization  expense
increased 44.5%, or $.5 million, from $1.1 million in the second quarter of 1996
to $1.6 million in the second  quarter of 1997 and 36.2%,  or $.8 million,  from
$2.3  million for the six months ended June 30, 1996 to $3.1 million for the six
months ended June 30, 1997. This increased expense is due to the depreciation of
assets  acquired to support  continued  expansion of the  Company's  network and
amortization related to acquired businesses and customer bases.

         INTEREST  EXPENSE,  NET.  Interest  expense,  net  of  interest income,
increased 166%, or $.3 million, from $(.2) million in the second quarter of 1996
to $.1  million  in the  second  quarter  of 1997 and  decreased  88.2%,  or $.8
million,  from $.9 million for the six months ended June 30, 1996 to $.1 million
for the six months ended June 30, 1997. The income in the second quarter of 1996
was a result of interest earned on the net proceeds  received from the Company's
initial public offering in February 1996.  Interest expense during the first six
months of 1996 was associated  with borrowing  under the Company's then existing
credit facility and a note payable to a former  shareholder,  each of which were
paid off with proceeds from the Company's  initial  public  offering in February
1996.

         EXTRAORDINARY  ITEM.  Extraordinary  expense  decreased  100%,  or $2.0
million,  from the first six months of 1996  compared to the first six months of
1997. The extraordinary expense in 1996 was a result of the early extinguishment
of  debt  of  $35.8  million  in  February.   Approximately   $1.5  million  was
attributable to debt and warrants payable to a major  shareholder of the Company
and $.4  million  was  related to the  write-off  of  deferred  financing  costs
associated  with borrowings  under a bank facility  between one of the Company's
subsidiaries and a commercial bank.

         NET LOSS. Net loss increased 283%, or $1.2 million, from $.4 million in
the  second  quarter of 1996 to $1.6  million in the second  quarter of 1997 and
decreased 23.2%, or $.9 million, from $3.8 million for the six months ended June
30, 1996 to $2.9 million for the six months ended June 30, 1997 due to the above
factors.


LIQUIDITY AND CAPITAL RESOURCES

         The Company's liquidity  requirements arise from working capital needs,
primarily the cost of services,  selling,  general and administrative  expenses,
and capital costs associated with expansion of switching  capacity.  The Company
is a holding company, the principal assets of which are the capital stock of its
direct  subsidiaries and has no independent means of generating  revenues.  As a
holding company, the Company's internal sources of funds to meet its cash needs,
including payment of expenses,  are dividends and other permitted  payments from
its  direct and  indirect  subsidiaries.  Historically,  the  Company's  working
capital  requirements  have  been  funded  primarily  from  the  sale of  equity
securities, bank borrowings and loans from shareholders.

         During the fourth quarter of 1996, the Company  established  the Credit
Facility.  The Credit Facility, as amended on March 27, 1997, contained standard
debt  covenants  relating to  financial  position  and  performance,  as well as
restrictions on the  declaration and payment of dividends.  As of June 30, 1997,
the Company was either in  compliance  with or received  waivers with respect to
all covenants  contained in the Credit  Facility.  On July 31, 1997, the Company
entered into the Revolving  Credit  Agreement with a commercial  bank secured by
the Company's accounts receivable. On such date, all borrowings under the Credit
Facility  were  repaid  in full  with  borrowings  under  the  Revolving  Credit
Agreement  and the  Credit  Facility  was  terminated.  As of  August  5,  1997,
availability  under the Revolving  Credit  Facility was $11.5 million,  of which
$2.6 million (including $.2 million of letters of credit) had been utilized. The
Company is currently in compliance with all covenants contained in the Revolving
Credit Agreement.

         The Company  currently has capital  commitments of  approximately  $1.4
million for the remainder of 1997. Pending available financing,  the Company has
identified  approximately $8.3 million of additional annual capital expenditures
designed to expand the Company's operations.  The Company is currently reviewing
various alternative financing arrangements.  There can be no assurance, however,
that such alternative financing arrangements will be available, or if available,
on terms acceptable to the Company.


<PAGE>

         From time to time, the Company evaluates acquisitions of businesses and
customer bases which  complement  the business of the Company.  Depending on the
cash   requirements   of  potential   transactions,   the  Company  may  finance
transactions with cash flow from operations, or the Company may raise additional
funds by pursuing various  financing  vehicles such as new bank financing or one
or more public offerings, or private placements of the Company's securities. The
Company,  however,  has no present  understanding,  commitment or agreement with
respect  to any  acquisition,  and  there  can be no  assurance  that  any  such
acquisition  will occur, or that the funds to finance any such  acquisition will
be available on reasonable terms or at all.

          Based on management's projections, the Company believes that cash from
operations  and the available  funds under the Revolving  Credit  Agreement will
provide  sufficient  funds for its  operating  needs over the next twelve  month
period. The Company intends to seek alternative  financing  arrangements to fund
the $8.3 million of additional capital  expenditures  discussed above. There can
be no assurance,  however, that such alternative financing  arrangements will be
available,  or if available,  on terms acceptable to the Company.  If additional
funds are needed and sources  are not  available,  the  Company's  business  and
results of operations could be materially  adversely  affected.  The Company has
retained  the  services  of an  investment  banking  firm to assist in  actively
seeking alternative means for financing or identifying strategic partners.

         Reference  is made to the  "Management's  Discussion  and  Analysis  of
Financial  Condition and Results of Operations"  contained in the Company's 1996
Annual Report on Form 10-K for a description of certain  factors that may affect
the Company's future results.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

         This requirement is not currently applicable to the Company.

                           PART II - OTHER INFORMATION
                           ---------------------------


Item 1.   LEGAL PROCEEDINGS.
          ------------------

              None.

Item 2.   CHANGES IN SECURITIES.
          ----------------------

              None

Item 3.   DEFAULT UPON SENIOR SECURITIES.
          -------------------------------

              None.



<PAGE>


Item 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.
          ----------------------------------------------------

        The Company held its Annual  Meeting of  Shareholders  on June 11, 1997.
Proposals  presented for a shareholder vote were (i) the election of three Class
II Directors,  and (ii) the ratification of the appointment of Ernst & Young LLP
as independent auditors for the Company for the fiscal year 1997.

         Each  of the incumbent Class II directors nominated by the Company were
elected with the following voting results:

                                              VOTES             VOTES
                                               FOR             WITHHELD
                                               ---             --------
         Rudolph A. McGlashan              10,568,327          39,900
         Henry Kressel, Ph.D.              10,568,327          39,900
         Helen A. Seltzer                  10,574,377          33,850

         The  appointment  of  Ernst & Young  LLP as the  Company's  independent
auditor's  for the  fiscal  year 1997 was  approved  with the  following  voting
results:

                 VOTES               VOTES
                  CAST               CAST                               BROKER
                  FOR               AGAINST          ABSTENTIONS       NON-VOTES
                  ---               -------          -----------       ---------
               10,602,077            5,300                 850              --


Item 5.   OTHER INFORMATION.
          ------------------

              None.

Item 6.   EXHIBITS AND REPORTS ON FORM 8-K.
          ---------------------------------

(a)       EXHIBITS
          --------

10.22    Revolving Credit and Security Agreement, among  TresCom  International,
         Inc., TresCom U.S.A.,  Inc., Intex  Telecommunications,  Inc., The St. 
         Thomas and San Juan Telephone Company,  Inc., STSJ Overseas Telephone
         Company, Inc., PNC Bank,  National Association (as lender and as agent)
         and the other lenders a party thereto (the "Loan Agreement").

10.23    Revolving  Credit  Note,  dated  July 31,  1997,  payable  to PNC Bank,
         National  Association  and  the  other  lenders  a  party  to the  Loan
         Agreement.

27.1     Financial Data Schedule.

       (b)    REPORTS ON FORM 8-K
              -------------------

               No  reports  on Form 8-K were  filed by the  Company  during  the
quarter ended June 30, 1997.



<PAGE>


                                                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,  in the City of Ft.
Lauderdale, State of Florida, on the 12th day of August, 1997.


                                  TRESCOM INTERNATIONAL, INC.
                                  ---------------------------------------
                                        (Registrant)



                                    /s/ Wesley T. O'Brien
                                   --------------------------------------
                                    Wesley T. O'Brien
                                    President and Chief Executive Officer

                                    /s/ William A. Paquin
                                   ---------------------------------------
                                    William A. Paquin
                                    Chief Financial Officer








<PAGE>


                                              EXHIBIT INDEX

   EXHIBIT NO.                                               DESCRIPTION
   -----------                                               -----------

      10.22        Revolving  Credit  and  Security  Agreement,   among  TresCom
                   International,    Inc.,    TresCom   U.S.A.,    Inc.,   Intex
                   Telecommunications,   Inc.,  The  St.  Thomas  and  San  Juan
                   Telephone  Company,  Inc., STSJ Overseas  Telephone  Company,
                   Inc., PNC Bank, National Association (as lender and as agent)
                   and the other lenders a party thereto (the "Loan Agreement").

      10.23        Revolving  Credit Note,  dated July 31, 1997,  payable to PNC
                   Bank,  National  Association and the other lenders a party to
                   the Loan Agreement.

       27.1        Financial Data Schedule.