<PAGE>




                                    Form 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

               For the Quarterly Period Ended: September 30, 1996
                         Commission File Number: 1-9605

                               Media Logic, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

        Massachusetts                                          04-2772354
-------------------------------                          ----------------------
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                          Identification Number)

             310 South Street, P.O. Box 2258, Plainville, MA 02762
             -----------------------------------------------------
             (Address of principal executive offices)   (Zip Code)

                                 (508) 695-2006
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

     Common stock, $.01 par value - 6,315,509 shares as of  November 4, 1996


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                                     INDEX

                               MEDIA LOGIC, INC.


PART I.  FINANCIAL INFORMATION

Item 1.  Consolidated condensed financial statements (Unaudited)

         Consolidated condensed balance sheets - September 30, 1996 and
               March 31, 1996

         Consolidated condensed statements of operations - three and six
               months ended September 30, 1996 and 1995

         Consolidated condensed statements of cash flows - six months ended
               September 30, 1996 and 1995

         Notes to consolidated condensed financial statements - September 30,
               1996 

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


Part II.  OTHER INFORMATION

Item 1.   Legal Proceedings

Item 2.   Changes in Securities

Item 3.   Defaults upon Senior Securities

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

Item 5.   Other Information

Item 6.   Exhibits and Reports on Form 8-K


SIGNATURES


<PAGE>

PART I.  FINANCIAL INFORMATION

                               MEDIA LOGIC, INC.

               CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
<TABLE>
<CAPTION>
                                                      September 30,      March 31,
                                                          1996             1996
                                                      -------------    -------------
<S>                                                   <C>              <C>
ASSETS
Current assets:
  Cash and cash equivalents                           $  1,368,457     $  3,545,477
  Accounts receivable, net                               1,617,055          998,403
  Inventories (Note 2)                                   3,012,391        2,467,149
  Refundable income taxes                                   24,873           27,658
  Other current assets                                      40,558           73,397
                                                      -------------    -------------
          Total current assets                           6,063,334        7,112,084

Property and equipment, net                                669,447          793,038

Other assets                                               105,261           59,870
                                                      -------------    -------------

                                                      $  6,838,042     $  7,964,992
                                                      -------------    -------------
                                                      -------------    -------------


LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                                    $  1,071,868     $    343,873
  Accrued expenses                                         608,018          605,453
                                                      -------------    -------------
     Total liabilities                                   1,679,886          949,326

Stockholders' equity:
Common stock, par value $.01 per share; 20,000,000
shares authorized; 6,314,609 and 6,213,809 shares
issued and outstanding as of September 30, 1996 and
March 31, 1996, respectively                                63,146           62,138
Additional paid-in capital                              19,279,991       19,167,072
Retained deficit                                       (14,184,981)     (12,213,544)
                                                      -------------    -------------
     Total stockholders' equity                          5,158,156        7,015,666
                                                      -------------    -------------

                                                      $  6,838,042     $  7,964,992
                                                      -------------    -------------
                                                      -------------    -------------
</TABLE>


            SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

<PAGE>

PART I.  FINANCIAL INFORMATION

                               MEDIA LOGIC, INC.

          CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)


<TABLE>
<CAPTION>
                                                    Three Months Ended             Six Months Ended
                                                       September 30,                 September 30,
                                                     1996          1995           1996           1995
                                                  -----------   ------------   ------------   ------------
<S>                                               <C>           <C>            <C>            <C>
NET SALES                                         $1,226,884    $   701,363    $ 2,075,433    $ 1,368,348

COSTS AND EXPENSES:
  Cost of products sold                              830,433        543,411      1,277,525      1,110,542
  Selling, general and administrative expenses       905,381      1,087,517      1,937,321      2,209,526
  Research and development expenses                  332,353        751,184        852,856      1,651,627
                                                  -----------   ------------   ------------   ------------

LOSS FROM OPERATIONS                                (841,283)    (1,680,749)    (1,992,269)    (3,603,347)

OTHER INCOME (EXPENSE):
  Interest income                                     32,476         10,110         73,035         31,049
  Miscellaneous                                       (8,511)         5,975         (6,081)         9,165
                                                  -----------   ------------   ------------   ------------

LOSS BEFORE INCOME TAXES                            (817,318)    (1,664,664)    (1,925,315)    (3,563,133)

PROVISION FOR INCOME TAXES                            31,392              -         46,122              -
                                                  -----------   ------------   ------------   ------------

NET LOSS                                          $ (848,710)   $(1,664,664)   $(1,971,437)   $(3,563,133)
                                                  -----------   ------------   ------------   ------------
                                                  -----------   ------------   ------------   ------------

NET LOSS PER SHARE (NOTE 3)                         $(.14)         $(.33)         $(.32)         $(.71)
                                                  -----------   ------------   ------------   ------------
                                                  -----------   ------------   ------------   ------------

WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING                          6,232,753      5,004,550      6,226,049      4,991,912
                                                  -----------   ------------   ------------   ------------
                                                  -----------   ------------   ------------   ------------
</TABLE>


            SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

<PAGE>

PART I.  FINANCIAL INFORMATION

                               MEDIA LOGIC, INC.

          CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)



                                                         SIX MONTHS ENDED
                                                          SEPTEMBER 30,
                                                      1996             1995
                                                  ------------     ------------
CASH USED BY OPERATING ACTIVITIES                 $(2,175,945)     $(1,338,011)
                                                  ------------     ------------

CASH PROVIDED (USED) BY INVESTING ACTIVITIES:
Sale of marketable securities                           -            1,027,666
Sale (purchase) of property and equipment, net       (115,002)          10,809
                                                  ------------     ------------

                                                     (115,002)       1,038,475
                                                  ------------     ------------

CASH PROVIDED BY FINANCING ACTIVITIES:
Exercise of stock options                             113,927           16,500
Proceeds from private placement, net                    -            4,983,168
                                                  ------------     ------------

                                                      113,927        4,999,668
                                                  ------------     ------------

NET INCREASE (DECREASE) IN CASH                    (2,177,020)       4,700,132

CASH BALANCE, BEGINNING OF PERIOD                   3,545,477          911,729
                                                  ------------     ------------

CASH BALANCE, END OF PERIOD                        $1,368,457      $ 5,611,861
                                                  ------------     ------------
                                                  ------------     ------------


            SEE NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

<PAGE>

PART I.  FINANCIAL INFORMATION

                               MEDIA LOGIC, INC.

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                              September 30, 1996

(1) OPERATIONS AND BASIS OF PRESENTATION
Media Logic Inc. (the "Company") designs and manufactures tape-based data 
storage libraries targeted at the information needs of small to mid-sized 
businesses.  The Company is also a leading worldwide supplier of evaluation 
equipment for flexible computer disks and tape, and manufactures and sells 
industrial duplication equipment for high volume and high reliability 
applications.

As permitted by rules of the Securities and Exchange Commission applicable to 
quarterly reports on Form 10-Q, these notes are condensed and do not contain 
all disclosures required by generally accepted accounting principles.  
Reference should be made to the consolidated financial statements and related 
notes included in the Company's Annual Report to Shareholders on Form 10-K 
for the fiscal year ended March 31, 1996.

In the opinion of the management of Media Logic, Inc., the accompanying 
consolidated condensed financial statements contain all adjustments 
(consisting of only normal recurring items) necessary to present fairly the 
Company's financial position at September 30, 1996, and the results of its 
operations and its cash flows for the six months ended September 30, 1996 and 
September 30, 1995.

(2) INVENTORIES
                           September 30, 1996       March 31, 1996
                           ------------------       --------------
Raw materials                  $1,556,725             $1,870,553
Work in process                   161,392                139,265
Finished goods                  1,294,274                457,331
                           ------------------       --------------
                               $3,012,391             $2,467,149
                           ------------------       --------------
                           ------------------       --------------

(3) LOSS PER SHARE
Net loss per share is computed by dividing the net loss by the weighted 
average number of shares of common stock outstanding during the period.  
Common stock equivalents were not considered in the determination of net loss 
per share, as their inclusion would be anti-dilutive.

(4) PRIVATE PLACEMENT
On September 29, 1995, the Company sold 1,000,000 shares of its Common stock, 
$.01 par value per share, to a private investor at a price of $5.00 per 
share. In addition, the Company issued an additional 130,909 shares to its 
financial advisory firm in connection with this private placement.  The 
Company's net proceeds from this transaction was $4,983,168 and is restricted 
to utilization in connection with the Company's automated data library (ADL) 
business, which it conducts through its subsidiary, Media Logic ADL, Inc..


<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
THREE AND SIX MONTHS ENDED SEPTEMBER 30, 1996 COMPARED TO THREE AND SIX MONTHS
ENDED SEPTEMBER 30, 1995

RESULTS OF OPERATIONS
SALES:
Sales for the three and six month periods ended September 30, 1996 were 
$1,226,884 and $2,075,433 as compared with $701,363 and $1,368,348 for the 
three and six months ended September 30, 1995. Sales for the three and six 
month periods ended September 30, 1996 increased 74.9% and 51.7%, 
respectively, as compared with the three and six month periods ended 
September 30, 1995. The Company experienced increased sales in certifiers, 
test equipment and duplication equipment, the traditional product lines, 
during the quarter. Demand for the Company's traditional products, however, 
continues to remain low. While diskette prices have experienced a modest 
increase, margins remain low for disk manufacturers and the Company does not 
expect these manufacturers to make significant investments in additional 
capital equipment.  During the quarter, the Company began initial shipments 
of its new Scalable Library Architecture ("SLA") data tape libraries.

The Company is committed to achieving the maximum possible revenues from its 
current product lines.  This includes not only the sale of new certification, 
test and duplication equipment but also upgrades, spare parts and maintenance 
for previously sold units. The Company is continuing its program to expand 
its sales force to gain greater visibility and market penetration for its 
newly released line of Automated Data Library ("ADL") products.

GROSS PROFIT:
Gross profit for the three and six months ended September 30, 1996 was 
$396,451 and $797,908 as compared with $157,952 and $257,806 for the three 
and six months ended September 30, 1995.  The generation of a gross profit on 
low sales volume and higher gross margins than comparable periods in the 
previous year are reflective of the cost reduction measures which the Company 
has instituted.

EXPENSES:
Selling, General and Administrative ("SG&A") expenses for the three and six 
months ended September 30, 1996 were $905,381 (73.8% of sales) and $1,937,321 
(93.3% of sales) as compared with $1,087,517 (155.1% of sales) and $2,209,526 
(161.5% of sales) for the three  and six months ended September 30, 1995.  
SG&A expense related to the Company's traditional product lines was $574,204 
for the three months ended September 30, 1996 as compared with $723,925 for 
the three months ended September 30, 1995.  SG&A expenses related directly to 
a product line of automated data libraries being developed by the Company's 
Media Logic ADL subsidiary were $331,177 in the three month period ended 
September 30, 1996 as compared with $363,592 in the three month period ended 
September 30, 1995. The Company expects that SG&A expenses related to ADL 
will increase as product development is completed and ADL continues the 
process of selling the libraries.

Research and development expenses for the three and six month periods ended 
September 30, 1996 were $332,353 (27.1% of sales) and $852,856 (41.1% of 
sales) as compared to $751,184 (107.1% of sales) and $1,651,627 (120.7% of 
sales) for the three and six month periods ended September 30, 1995.  Of the 
overall Company research and development expenses, $272,843 or 82.1% for the 
period ended September 30, 1996 were related to the development of the ADL


<PAGE>

product line of automated data libraries. The Company has and will continue 
to devote a substantial portion of its resources to the development of the 
ADL product line. The Company believes that the ADL product line will provide 
a unique solution to the data storage and retrieval needs of a broad range of 
potential users.  The Company further believes that the tape library market 
is large and growing and is the area in which the Company has the best 
opportunity for future growth. The Company began initial shipments of 
libraries during the quarter ended September 30, 1996.  To date, the Company 
has not generated significant revenues from its ADL product line.

LIQUIDITY AND CAPITAL RESOURCES:
At September 30, 1996,  the Company had working capital of $4.4 million 
compared to $6.2 million at March 31, 1996.  The current ratio was 3.6 to 1 
as of September 30, 1996 and 7.5 to 1 at March 31, 1996. The decrease in 
working capital is principally due to significant operating losses and 
funding of the development and introduction to the marketplace of the ADL 
family of products.

The Company has no debt nor does it have a line of credit or other committed 
source of additional financing.

In September 1995 the Company received $5,000,000 in a private placement 
which must and has been used exclusively in connection with the Company's ADL 
business.

The Company's internal operating plan for fiscal 1997 shows cash resources 
will be available to fund operations through March 31, 1997, if the plan is 
substantially achieved.  However, because the plan is in large part based on 
the sale of ADL automated tape libraries which are currently being introduced 
into the market and have not yet achieved widespread acceptance, there is a 
risk that the plan might not be achieved.  If this plan is not achieved, the 
Company could be without sufficient funds to continue its operations through 
March 31, 1997. In such event, the Company will be required to seek 
additional funding.  While the Company believes that additional sources of 
financing would be available if required, the Company does not have a 
committed source of additional funds. Should the Company be required to raise 
additional funds, it has no assurance that it would be able to do so in a 
timely manner or on favorable terms, if at all.  

The Company continually monitors the changing business conditions and takes 
whatever actions it deems necessary to protect and promote the Company's 
interests.

UNCERTAINTIES
The discussion in this report includes forward-looking statements based on 
management's current expectations.  To the extent that any of the statements 
contained herein relating to the Company's products and its operations are 
forward-looking, such statements are based on management's current 
expectations that involve a number of uncertainties and risks.  Factors that 
could cause future results to differ materially from such expectations 
include, but are not limited to: the uncertainty surrounding the Company's 
change from its traditional product base to automated data libraries and the 
risk that the Company's new products may not be able to be marketed at 
acceptable prices or receive commercial acceptance in the markets that the 
Company expects to target; the loss of the services of one or more of the 
Company's key individuals, which could have a material adverse impact on the 
Company; the development of competing or superior technologies and products 
from manufacturers, many of which have substantially greater financial, 
technical and other resources than the Company; the cyclical nature of the 
computer industry; the


<PAGE>

availability of additional capital to fund expansion on acceptable terms, if 
at all; and general economic conditions in both the United States and 
overseas markets.  As a result, the Company's future development efforts 
involve a high degree of risk. For further information, refer to the risks 
and uncertainties discussed in the Company's Annual Report to Shareholders on 
Form 10-K for the fiscal year ended March 31, 1996 and the Company's 
Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1996, 
as filed with the Securities and Exchange Commission.  Actual results may 
differ materially from such expectations.


<PAGE>

PART II.  OTHER INFORMATION

     Item 1.   LEGAL PROCEEDINGS

                    None

     Item 2.   CHANGES IN SECURITIES

                    None

     Item 3.   DEFAULTS UPON SENIOR SECURITIES

                    None

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

               (a) The following information relates to matters submitted at 
     the Annual Meeting of Shareholders of the Company held on September 12, 
     1996.
               (b) Proxies for the meeting were solicited and there was no 
     solicitation in opposition to management's nominees for directors as 
     listed in the proxy statement and all such nominees were elected.  F. 
     Michael Hruby, Joseph L. Mitchell and William E. Davis, Jr. were elected 
     directors.
               (c) The total number of shares entitled to vote at the Annual 
     Meeting of Shareholders was 6,211,442.  The total shares voted were 
     6,105,329 or 98% of those eligible to vote.
               The votes for directors were (1) F. Michael Hruby, 6,075,719 
     votes for, 28,410 votes against, and 1,200 abstentions; (2) Joseph L. 
     Mitchell, 6,075,579 votes for, 28,550 votes against, and 1,200 
     abstentions; (3) William E. Davis, Jr., 6,075,779 votes for, 28,350 
     votes against, and 1,200 abstentions.
                Approval was granted to the proposal that Arthur Andersen LLP 
     be appointed as the Company's independent accountant for fiscal 1997.  
     The vote was 6,029,168 for approval, 65,711 against approval, and 10,450 
     abstentions.

     Item 5.   OTHER INFORMATION

                    None

     Item 6.   EXHIBITS AND REPORTS ON FORM 8-K

               (a) Exhibits

                    27   Financial data schedule

               (b) Reports on Form 8-K

                    None


<PAGE>

                                   SIGNATURES


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

                                             MEDIALOGIC, INC.

Date:  November 7, 1996                \S\   Paul M. O'Brien
       ----------------                --------------------------------
                                             Paul M. O'Brien
                                             Vice-President and
                                             Chief Financial Officer