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

                                UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM 10-QSB




      [X]  Quarterly Report Pursuant to Section 13 or 15(d) of
           the Securities Exchange Act of 1934
           For the period ending September 30, 1997

          or

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

                    Commission file number 0-18612

             I.R.S. Employer Identification Number 84-1062555

                 TV COMMUNICATIONS NETWORK, INC.

                    (a Colorado Corporation)
                  10020 E. Girard Avenue, #300
                    Denver, Colorado  80231
                   Telephone:  (303) 751-2900



     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 
and Exchange Act of 1934 during the preceding 12 months (or for such 
shorter period that the registrant was required to file such 
report(s), and (2) has been subject to such filing requirements for 
the past 90 days.   Yes  [X]    No  [ ]

      Indicate the number of shares outstanding of each of the 
issuer's classes of common stock, as of the latest practicable date:   
41,188,454 shares of the Company's Common Stock ($.0005 par value) 
were outstanding as of September 30, 1997.

<PAGE>










                 TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES

                                   INDEX




                                                                 PAGE


PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements:

          Consolidated Balance Sheet as of September 30, 1997
          (unaudited) . . . . . . . . . . . . . . . . . . . . .   4


          Consolidated Statement of Operations for the Three and
          Six months ending September 30, 1997 (unaudited). . .   6


          Statements of Cash Flow for the Six
          months ending September 30, 1997(unaudited) . . . . .   8


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


PART II.  OTHER INFORMATION. . . . . . . . . . . . . . . . . .   12



SIGNATURES  . . . . . . . . . . . . . . . . . . . . . . . . . .  13


<PAGE>














                          PART I.     FINANCIAL INFORMATION


                           ITEM 1.     Financial Statements


<PAGE>

                 TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
                         Consolidated Balance Sheet
                             September 30, 1997 


<TABLE>
<CAPTION>

                                              Unaudited            Audited
                                            Sept. 30,1997        Mar. 31,1997


                                            _____________        ____________
<S>                                        <C>                 <C>
Current Assets:

     Cash                                   $ 2,206,778          $   490,985
     Investments                                483,335            1,589,831
     Accounts Receivable                         49,433               27,727
     Prepaid Expenses                           155,989               74,991
     Inventory                                  107,028              107,028
     Current Portion of Notes                   829,027            1,381,427
     Current Portion of Def. Tax              1,091,149            1,215,517

     Total Current Assets                   $ 4,922,739          $ 4,887,506
                                           ____________         ____________

Property and Equipment-Net                  $ 3,728,093          $ 3,265,350
                                           ____________         ____________

Other Assets:
     Notes Receivable                       $ 2,535,610          $ 2,919,829
     License Agreements - Net                 1,505,970            1,239,075
     Other Assets                               117,188              107,896
                                           ____________         ____________


     Total Other Assets                     $ 4,158,768          $ 4,266,800
                                           ____________         ____________

Total Assets                                $12,809,600          $12,419,656
                                           ============         ============


</TABLE>
<PAGE>

LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>

                                           Unaudited                Audited
                                         Sept. 30,1997            Mar.31, 1997
                                         _____________            ____________
<S>                                    <C>                      <C>
Current Liabilities:
     Account Payable                       $  210,151             $  329,976
     Accrued Expenses                         589,361                722,276
     Current portion of Long-Term Debt        152,755                 99,566
     Current Deferred Gain                  1,407,504              1,077,273
     Taxes Payable                             90,936                 61,409
     Advance from Stockholders                908,247              1,013,700
     Subscribers Deposits                      24,840                 25,140
                                          ___________            ___________

     Total Current Liabilities            $ 3,383,794            $ 3,329,340



Long-term Liabilities:
     Long-term Debt                       $ 2,078,814            $ 1,518,165
     Long-term Deferred Gain                2,343,500              2,801,723
     Deferred Income Tax                       51,746                 51,746
                                          ___________            ___________

Total Long-Term Liabilities               $ 4,474,060            $ 4,371,634

Stockholders' Equity
     Class A preferred stock, $1 par
      value; none issued or 
      outstanding                               -0-                      -0-
     Class B preferred stock, $1 par
      value; 28,813 shares issued and
      outstanding                              28,813                 28,813
     Class C preferred stock, $1 par
      value; no shares outstanding              -0-                  780,000
     Class D preferred stock, $1 par
      Value; shares outstanding                 -0-                  152,000
     Common Stock, $.0005 par value;
     100,000,000 shares authorized;
      41,188,454 outstanding                   20,594                  9,016
      Additional Paid in Capital            7,495,633              6,575,211
      Accumulated (Deficit)                <2,593,294>            <2,826,358>
                                         ____________            ___________
      Total Stockholders's Equity         $ 4,951,746            $ 4,718,682
                                         ____________            ___________

Total Liabilities and Stockholder's 
 Equity                                   $12,809,600            $12,419,656
                                         ============           ============

</TABLE>
<PAGE>


                   TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
                       Consolidated Statement of Operations
                  Three Months Ending September 30, 1997 (Unaudited)
<TABLE>
<CAPTION>


                                          Unaudited                Unaudited
                                       3 Months Ending           3 Months Ending
                                         Sept. 30, 1997           Sept. 30, 1996
                                       ________________           ______________
<S>                                 <C>                        <C>
Revenue - Operations                       $  260,873             $   66,625
Revenue - Sold Cable
     Operations                               224,900                576,160
     Total Revenue                         $  485,773             $  642,785
                                          ===========            ===========

Operating Expenses: Profit
     Salaries and Wages                   $   308,832                374,774
     Programming Fees                          20,165                  8,000
     Cost of Goods Sold                        15,078                  -0-
     Mine Development                         559,513                201,387
     General and Administrative               401,400                461,977
     Depreciation and Amortization            125,569                102,515
     Interest                             $    68,565            $    33,827
                                         ____________            ___________


     Total Expenses                       $ 1,499,122            $ 1,182,480

Income Before Income Taxes                $<1,013,348>            $ <539,695>
                                         ____________            ___________

Estimated Income Taxes                       <351,632>                77,872
                                         ____________            ___________

Income After Income Tax                      <661,716>              <617,567>
                                         ____________            ___________

Net Income Per Common Share              $       <.02>          $       <.03>
                                         ____________            ___________

</TABLE>
<PAGE>



<TABLE>
<CAPTION>
                     TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
                          Consolidated Statement of Operations
                     Six Months Ending September 30, 1997 (Unaudited)

<S>                                    <C>                  <C>
                                           Unaudited                Unaudited
                                       6 Months Ending          6 Months Ending
                                         Sept. 30, 1997          Sept. 30, 1996
                                       ________________         _______________

Revenue - Operations                      $   578,813            $   310,216
Revenue - Sold Cable           
     Operations                               553,133              1,120,366
     Revenue - Sold Station               $ 2,000,000            $       -0-
     Total Revenue                        $ 3,131,946            $ 1,430,582
                                         ============           ============

Operating Expenses: Profit

     Salaries and Wages                   $   604,414            $   630,751
     Programming Fees                          46,345                 18,629
     Cost of Goods Sold                        45,517                    -0-
     Mine Development                         992,253                463,887
     General and Administrative               729,117                692,059
     Depreciation and Amortization            232,183                199,417
     Interest                                 124,686                 70,768
                                          ___________            ___________

     Total Expenses                       $ 2,774,515            $ 2,075,511
                                          ___________             __________

Income Before Income Taxes                $   357,431              $<644,929>
                                          ___________             __________

Estimated Income Taxes                    $   124,368             $   77,822
                                          ___________             __________

Income After Income Tax                   $   233,063              $<722,751>
                                          ___________             __________

Net Income Per Weighted Common Share      $       .01              $    <.04>
                                          ===========              ==========


</TABLE>
<PAGE>

                     TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
                      Condensed Consolidated Statement of Cash Flows
                     Six Months Ending September 30, 1997 (Unaudited)

<TABLE>
<CAPTION>
<S>                                 <C>                     <C>
                                          Unaudited               Unaudited
                                       6 Months Ending         6 Months Ending 
                                       Sept. 30, 1997           Sept. 30, 1996
                                       ______________           ______________

Cash Flow From Operating Activities


Net Income (loss)                         $   233,063             $ <722,751>
Adjustment to reconcile net income
 (loss) to net cash used in operating
 activities
     Depreciation and Amortization            232,183                199,417
Change in certain assets and liabilities  
     Accounts Receivable                      <21,706>                48,545
     Taxes Payable                             29,527                  4,647
     Inventory                                    -0-                  7,666
     Prepaid Expenses                         <80,998>              <135,785>
     Accounts Payable                        <119,825>               <70,205>
     Accrued Expenses                        <132,914>              <103,409>
     Subscriber Deposits                         <300>                   -0-
     Deferred Gain                           <127,992>              <135,450>
     Deferred Taxes                           124,368                    -0-
                                          ___________              _________

Cash flows used in operating Activities   $   135,406             $ <907,326>
                                          ___________             __________


Cash Flows From Investing Activities:  
     Investments                          $ 1,106,496             $  <88,244>
     Development of Mine                          -0-                    -0-
     Property & Equipment                    <609,688>              <367,144>
     Notes Receivable                         936,618                848,386
     Other                                     <9,292>               100,000
                                           __________             __________ 


Cash Flows provided by investing
 activities:                              $ 1,424,134            $   492,998
                                          ___________            ___________

Cash Flows From Financing Activities:
     Payments of Stockholder Advances      $ <105,453>            $ <181,756>
     Long-term Debt                           613,839                 28,871
     License Agreements                      <352,133>               <30,000>
                                            _________             __________ 

     Cash flows used in financing 
      Activities                              156,253               <182,885>
                                            _________              _________ 
     Net Increase (decrease) In Cash        1,715,793               <597,213>
      Cash - Beginning of Year             $  490,985             $1,517,449
                                           __________             __________
      Cash - End of Period                 $2,206,778            $   920,236
                                          ===========            ===========

</TABLE>
<PAGE>




                     TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES


                           Notes to Financial Statements
                       September 30, 1997 and 1996 (Unaudited)

Summary of Significant Accounting Policies

     The summary of the Company's significant accounting policies 
are incorporated by reference from TV Communications Network, Inc., 
Annual Report on Form 10-KSB dated June 29, 1997 for Fiscal Year 
ending March 31, 1997.

     The accompanying unaudited consolidated financial statements 
include the accounts of TV Communications Network, Inc., and its 
wholly-owned subsidiaries.  All material and inter-company accounts 
and transactions have been eliminated in consolidation.

Interim Unaudited Financial Statements

     Information with respect to September 30, 1997, and September 
30, 1996, and the periods then ended have not been audited by the 
Company's independent auditors, but, in the opinion of management, 
reflect all adjustments (which include only normal recurring 
adjustments) necessary for the fair presentation of the operations 
of the Company.  The results of operations for the three and six 
months ending September 30, 1997, and September 30, 1996, are not 
necessarily indicative of the results of the entire fiscal year.

     The preparation of the interim report is based on the same 
accounting standards, and the statements are in conformity with 
Generally Accepted Accounting Principles (GAAP).  Management 
believes there are no material misstatements.

Earnings Per Share

     Net income per common share is based on the weighted average 
number of 33,462,680 and 17,981,133 common shares outstanding for 
1997 and 1996, respectively.

Income Tax

     From its inception on July 7, 1987, the Company incurred 
operating losses through March 31, 1993, which included certain 
accrued expenses that are not deductible for tax purposes until 
paid, and has net operating loss carry forwards available to offset 
future year taxable income.  The following summarizes these losses 
and their expiration after the utilization of $1.3 million of the 
net operating loss carry forward in the year ended March 31, 1995.

                                Net Operating            Year of
                              Loss Carry forward        Expiration
Year ended March 31, 1993         $2,950,000               2009


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

Wireless Cable Operations

     Salina, Kansas. TVCN is currently operating the Salina station  
which broadcasts on 19 channels to a base of 482 subscribers and 
has three employees.  Zenith scrambling equipment was introduced 
into the Salina head-end equipment in November and December, 1996, 
each subscriber's household received a new descrambler (set-top 
converter), and the Company added ESPN, Showtime and Flix to its 
programming package.

     Mobile, Alabama.  The Company's Mobile, Alabama license is 
operated by Mobile Wireless TV.  For the use of this license the 
Company received a  cash payment of $100,000, and a promissory note 
in the amount of $100,000. The note was paid on May 22, 1997.  In 
addition, the Company receives a transmission fee which is the 
greater of $2,000 per month; $0.50 per subscriber per month; or two 
percent of the gross monthly revenues of the station.

     Woodward, Oklahoma.  The Company's Woodward, Oklahoma license 
is the fifth license acquired by the Company from MDA, Inc., an 
affiliated company.  The other four licenses are those of Salina 
and Hays, Kansas; San Luis Obispo, California; and Mobile Alabama. 
The Company temporarily leased the station to a non-affiliated 
entity at the rate of $500 per month for a period of one year, 
ending March 31, 1998.

     San Luis Obispo, California.  The Company repossessed the San 
Luis Obispo, California WCTV station from Wireless Telecommunica-
tions, Inc. (WTCI) in 1996 and has been operating it since that 
time.  As part of a settlement with WTCI, WTCI conveyed all of its 
assets in the San Luis Obispo station to the Company, and the 
Company agreed to purchase the San Luis Obispo Basic Trading Area 
(BTA) from WTCI.  The purchase price for the BTA was $452,168.  
Of this amount $90,000 was paid in cash, and $362,168 was paid in 
the form of the Company's assumption of an obligation in that 
amount payable to the FCC over 10 years, with interest only 
payments for the first two years and principal and interest 
payments for the final eight years.  The FCC approved the transfer 
of the BTA on May 23, 1997, and the Company is in the process of 
applying for six additional channels in San Luis Obispo.  In 
addition, the Company purchased the rights to all three of the H 
channels for a total of $20,000 and is awaiting FCC approval of the 
transfer of these channels.  Currently, the Company is broadcasting 
on seven channels to 42 subscribers in the San Luis Obispo area.

     Other Stations.  The Company also owns a WCTV station in Hays, 
Kansas.  In cooperation with its affiliate, Multichannel 
Distribution of American, Inc. (MDA) the Company has constructed 
four channel WCTV stations in Myrtle Beach, South Carolina; Quincy, 
Illinois; and Scottsbluff, Nebraska.  None of these stations has 
been leased.

     In addition, in an effort to expand its concentration of WCTV 
stations in the West Virginia and Pennsylvania areas, the Company 
has received the licenses for four vacant channels and is waiting 
for approval on the fifth in the Scranton/Wilkes-Barre/Hazelton 
BTA.

Sale of WCTV Stations

  Detroit, Michigan

     In 1994 the Company sold its WCTV station in Detroit, Michigan 
to Eastern Cable Networks of Michigan, Inc. (ECNM), a subsidiary 
of ECNC.  The consideration received by TVCN was $11,000,000.00 
payable as follows:  (1) a deposit of $250,000; (2) $2.25 million 
cash at closing;  (3) $500,000 90 days after closing; (4) up to 
$2.0 million payable as a function of ECNM's ability to 
successfully expand its services; (5) $500,000 nine months after 
closing; and (6) a $5.5 million promissory note secured by a lien 
upon the entire station.

     On August 30, 1995, ECNM sold the Detroit station to a subsidiary of
 People's Choice TV (PCTV).  In September 1995 the 
Company filed a lawsuit in the District of Columbia Superior Court 
seeking damages and to set aside the transaction on the grounds 
that it violated the agreement pursuant to which TVCN sold the 
Detroit station to ECNM in 1994.  On January 12, 1996 the parties 
settled the lawsuit effective December 31, 1995.  Pursuant to the 
settlement, the Company released ECNC from all liability and 
consented to PCTV's assumption of the note secured by the Detroit 
station (the Original Detroit Note).  In return, ECNC and PCTV 
paid the Company $614,120 in cash; PCTV assumed the Original 
Detroit Note; and one of PCTV's wholly-owned subsidiaries executed 
a second note (the Additional Detroit Note) in favor of the 
Company in the amount of $2.15 million.  As of September 30, 1997 
the total outstanding deferred purchase price of the Detroit 
station was $3,751,004, consisting of the $1,407,504 principal 
balance of the Original Detroit Note and the $2,343,500 principal 
balance of the Additional Detroit Note.  Due to the uncertainty of 
collection, the receivable has been written down by $1,407,504.

  Denver, Colorado

     In December 1993 the Company sold its Denver, Colorado WCTV 
station to  American Telecasting, Inc. (ATI), of Colorado Springs, 
Colorado.  The gross purchase price was determined pursuant to a 
contractual formula to be $6,073,500.  After adjustments, the net 
purchase price was $5,868,434, payable as follows: (1) $250,000 at 
execution of the sales agreement (2) $1,500,000 at closing (3) 
$250,000 30 days after closing, and (4) the balance of $3,868,634 
is payable at eight percent (8%) interest in monthly interest only 
payments for the first year, $50,000 per month plus interest for 
the second year, $125,000.00 per month plus interest for the third 
year, $83,333 per month plus interest for the fourth year, and 
$64,036.50 per month plus interest for the fifth year.  As of 
September 30, 1997 the outstanding principal amount of this note 
was $1,018,437.

Mining Business

  Mining and Energy International Corp./Liberty Hill Mine

     On September 2, 1997 the Company's subsidiary, Mining and 
Energy International Corp. (MEICO) leased certain portions of 
the Liberty Hill Mine in Nevada County, California from Big Trees 
Trust.  Big Trees Trust is controlled by Ray Naylor, who is also 
one of the beneficiaries of the trust.  Mr. Naylor is an officer of 
the Company's Century 21 Mining, Inc. subsidiary, and the Company 
is relying on his expertise in developing the Mine.  The portions 
of the mine not leased are held by MEICO under option for the next 
30 years.  The option payments necessary to exercise MEICO's option on the
optioned parcels are nominal.

     Pursuant to the Lease Agreement MEICO must pay Big Trees Trust 
a royalty of 15% (or 20% if the gold recovery rate from the mine is 
more than .03 ounces per short ton) of the value of gold mined plus 
$3 per short ton of all silica and barite mined from the mine.  At 
the beginning of each month MEICO must pay the trust a non-
refundable advance against royalties of $40,000 for that month.  
The advance for each month is specific to that month, and if the 
actual royalties for the mine for a given month are less than an 
advance, the shortfall may not be recovered in subsequent months.  
On September 26, 1997 the trust agreed to reduce the monthly 
advance against royalties to $15,000 per month through May 31, 
1998.  In connection with executing the lease agreement for the 
mine, MEICO executed a promissory note in favor of the trust in the 
amount of $500,000.  The note is payable in-kind from production 
from the mine in the amount of $43,494 per month.  If production 
from the mine is insufficient to pay the in-kind payments due on 
the note, the shortfall shall be paid in subsequent months.  All 
principal and accrued interest on the note that has not previously 
been paid in-kind shall be due in cash on September 3, 1998.

     Prior to leasing the mine MEICO had the mine under option from 
December 8, 1995.  During the option period (December 8, 1995 to 
August 31, 1997) MEICO paid the trust non-refundable advance 
royalties in the amount of $840,000 and incurred expenses to 
develop the mine and construct the ore processing plant in the 
amount of $1,763,266.  From the time it executed the lease to 
September 30, 1997 MEICO paid the trust advance royalties in the 
amount $40,000 and promissory note payments in the amount of $-0-.  
From the time it executed the lease through September 30, 1997 
MEICO incurred $203,896 in out-of-pocket expenses related to 
bringing the mine into operation.  Under the lease, MEICO has no 
obligation to incur operational expenses in any minimum amount.

     In September 1997 MEICO placed the mine's ore processing plant 
into operation and processed several tons of ore.  At that time it 
was discovered that the clay content of the ore was much higher 
than had been anticipated, and disposal of the clay mixed with 
water (i.e., slimes) generated by the processing plant would 
exceed that permitted by the Forest Service permit for the mine.  
Accordingly, MEICO has made the determination to dramatically slow 
down operations to reduce expenses at the mine pending resolution 
of this issue, and negotiations with the Forest Service to modify the 
permit have begun.  The Company is hopeful that this problem can be 
resolved in the next few months.  In the meantime, however, 
the company has dramatically reduced its expenditures and operations 
at the mine and put in place a skeleton crew to maintain and safeguard 
the equipment.

     When the clay disposal problem is resolved and the mine is 
placed in operation, MEICO hopes to produce economic quantities of 

gold and silica.  Through September 10, 1997, 560 tons of ore had 
been processed at the mine, yielding 75.42 ounces of placer gold, 
including a 46 ounce nugget.  It should be emphasized, however, 
that this recovery rate is based on very limited experience, and 
there can be no assurance that economic quantities of minerals will 
be produced from the mine or that future recovery rates will be 
consistent with the recovery rates experienced to date. 

  Century 21/Mountain House Mine

     The Company acquired a controlling interest in Century 21 
Mining, Inc. in December 1989.  Century 21's principal asset is the 
Mountain House Mine.  The mine is not yet in operation.  The status 
of this mine has not changed since the last fiscal year.  For more 
information, see the Company's previous annual reports, which are 
incorporated herein by reference.

  Reema International Corp.

     Reema International Corp. (Reema) is a wholly-owned 
subsidiary of TVCN, Incorporated to explore for and develop 
business opportunities in the oil and gas industry.  Specifically, 
Reema is in the business of developing projects designed to convert 
natural gas into transportation fuels (Gas Conversion Project). 
For more information, see the company's previous annual reports, 
which are incorporated herein by reference.

  Internet Business Opportunities

     On February 16, 1996 the Company incorporated its wholly-owned 
subsidiary, Planet Internet Corp. as an Internet Service Provider 
(ISP).  Planet Internet provides internet service to subscribers.  
During the first year of testing and operation, Planet Internet 
concentrated its efforts on local individual accounts. Recently, 
Planet Internet has begun concentrating on commercial accounts and 
expanding its services nationwide.

     Individual dial-up subscribers are charged an average of 
$19.95 per month per subscriber with a certain discount for a paid-
up yearly subscription.  Planet Internet offers a wide range of 
services to commercial accounts for as little as $50.00  per month 
for dial-up subscribers to as high as $350.00 per month per 
subscriber for accounts with high speed digital modems and other 
internet services. As of September 30, 1997, Planet Internet had 
850 subscribers.

     As of September 30, 1997, Planet Internet has purchased 
internet equipment worth $548,728, and has spent $466,485 for the 
development of its internet services.  On May 7, 1997, Planet 
Internet has placed a purchase order of $746,445 worth of internet 
equipment, half of which has been received.

  Middle East Investment Authorization

     At a special meeting of the Company's board of directors held 
on December 13, 1995, Omar Duwaik was authorized to explore 
investment opportunities in the Middle East.  Mr. Duwaik was 
authorized to enter into such agreements as were necessary and to 
invest in a holding company on behalf of the Company if he deemed 
such an investment to be in the best interests of the Company.  To 
date Mr. Duwaik has explored numerous investment opportunities.  
However, none have met the criteria he has established for making 
such an investment.  Therefore, although Mr. Duwaik was authorized 
to commit up to $3 million, no funds have been expended to date 
pursuant to the board's authorization.  Pursuant to its general 
policy of seeking shareholder approval of major investments, the 
Company will seek shareholder approval of any investment made 
pursuant to this authority.

  Qatari WCTV Station

     In 1992 the Company received a contract from Qatari Government 
Telecommunications Corporation (Q-Tel) to build a WCTV station in 
Doha, Qatar and train operations personnel.  The Company built the 
station in 1993, and a provisional acceptance certificate for the 
station was issued on August 14, 1993.  Through May 1996 TVCN 
personnel assisted in the management and operation of the station 
and trained Qatari personnel.  TVCN has guaranteed the supply of 
all compatible equipment and spare parts that may be needed for the 
maintenance, and refurbishment of the equipment, and the 
continuation of the WCTV operation without interruption over a 
period of 10 years.  The Qatari Wireless cable system was awarded 
Cable Operator of the Year honors at the CABSAT '95 (cable and 
satellite exhibition).

  Frederick Case Settlement

     The Company is a Defendant in a class action suit by two 
shareholders of TVCN filed on April 2, 1994 in the United States 
District Court for the District of Colorado under Case No.  
94-WM-837.  MERTON FREDERICK, as Trustee of the M&M Frederick, Inc.  
Profit Sharing Plan, f/k/a M&M Frederick, Inc. Defined Benefit 
Pension Plan; and F.S. WORKMAN; on Behalf of Themselves and All 
Others Similarly Situated, are the Plaintiffs, and the Defendants 
are TV COMMUNICATIONS NETWORK, INC., TVCN OF MICHIGAN, INC., TVCN 
OF WASHINGTON, D.C., INC., INTERNATIONAL INTEGRATED SYSTEMS, TVCN 
INTERNATIONAL, INC., INTERNATIONAL EXPORTS, INC., OMAR DUWAIK, 
JACOB A. DUWAIK, KENNETH D. ROZNOY, SCOTT L. JENSON, AND SCOTT L. 
JENSON, P.C.  

     The Plaintiffs alleged in their suit that the Company's 
financial statements from July 1990 through August 1993 were 
materially misstated.  On March 8, 1996 the court certified a class 
in the case.  On October 31, 1997 the plaintiffs and defendants 
agreed to settle the case subject to the Court's preliminary and 
final approval of the settlement.  Under the terms of the 
settlement the plaintiffs have agreed to dismiss all of their 
claims against the defendants in return for $1,500,000.  All 
members of the class who participate in the settlement and who own 
shares of TVCN acquired during the class period will relinquish 
such shares as part of the settlement.  It is anticipated that 
approximately $690,000 of the settlement fund will go to pay the 
fees and expenses of class counsel and the remainder will be 
distributed to the class members who agree to participate in the 
settlement.  

     On November 4, 1997 the Court granted preliminary approval to 
the settlement.  On November 5, 1997 the Company placed $1,500,000 
in escrow at Colorado National Bank.  A hearing on final approval 
of the settlement is scheduled for February 20, 1998.  If final 
approval is granted at that time, the escrowed funds and accrued 
interest will be delivered to plaintiffs' counsel for distribution 
in accordance with the settlement agreement.  If the Court does not 
approve the settlement, the funds will be returned to the Company.

  Property, Plant and Equipment

     The Company retains ownership of substantially all system 
equipment necessary to provide its services to subscribers.  Such 
system equipment includes all reception and transmission equipment 
located at the tower (i.e., the head-end equipment), reception 
equipment located at each subscriber location (i.e., subscriber 
equipment) and related computers, diagnostic equipment and service 
vehicles and facilities.  The Salina, Kansas system equipment is 
valued at $435,000.  The Company's WCTV facilities are, in the 
opinion of management, suitable and adequate by industry standards.

     The Company owns its executive offices in Denver, Colorado.  
The Company also owns a warehouse in Detroit, which is leased to 
PCTV at the rate of $4,000 per month until March 1999, and vacant 
land in Arapahoe and Jefferson Counties in Colorado, which is being 
held for future development.  Physical assets of the Company, 
except for the mortgage on corporate headquarters, are not held 
subject to any major encumbrance.

  Total Revenues 

     The total revenue for the three and six months periods ending 
September 30, 1997, was $485,773 and $3,131,946 respectively, as 
compared to $642,785 and $1,430,582 for the same periods ending 
September 30, 1996.  The increase was due to the sale of the Rome, 
Georgia station.

  Operating Expenses

     Total operating expenses for the three and six months periods 
ending September 30, 1997, are $1,499,122 and $2,774,515 
respectively as compared to $1,182,480 and $2,075,511 during the 
same period ending September 30, 1996.  The change in expenses of 
$699,004 is summarized as follows:

     Decrease in Salaries and Wages                   $<26,337>
     Increase in Programming Fees                       27,716
     Increase in Cost of Goods Sold                     45,517
     Increase in Mine Development                      528,366
     Increase in General & Administrative Expense       37,058
     Increase in Depreciation and Amortization          32,766
     Increase in Interest Expense                       53,918

     NET INCREASE IN TOTAL EXPENSES                  $ 699,004


     The increase in cost of Goods Sold, General and Administrative 
Expenses is due to the increased efforts to increase Operating 
Revenues.  The increase in Mine Development expenses is due to the 
increased activity in developing the Liberty Hill Mine.

  Net Gain

     The net gain <loss> after income tax estimate for the three  
and six month periods ending September 30, 1997 was $<661,716> and 
$233,063, compared to a loss of $<617,567> and $<722,751> during 
the same periods ending September 30, 1996.  The increased income 
during the same periods ending September 30, 1997, is due to the 
sale of the station in Rome, Georgia, offset by the lower interest 
from the sales of Cable Operations in Detroit and Denver during 
1997.  The increase operating costs were due to the increased costs 
of mine development.

  Income Taxes

     See Page 8 Income Tax note.

     Estimated income taxes are calculated at 35% for federal 
obligations.

     Liquidity and Capital Resources

     The Company initially financed its growth through loans and 
the sale of stock.  The Company will finance its future growth 
primarily from the sale of domestic operations. 

     To date, the Company has not engaged in any debt financing, 
with the exception of the BTA's funded through the FCC, and the 
purchase of the internet equipment.  Instead, it has relied on 
individual or group investments. The company's cash flow for the 
three months ended September 30, 1997, and September 30, 1996, are 
summarized as follows:


                                   Sept. 30, 1997         Sept. 30, 1996
Unaudited

     Cash Flow From Operating 
       Activities                    $   135,406            $ <907,326>
     Cash Flow From Investing 
       Activities                    $ 1,424,134           $   492,998
     Cash Flow From Financing 
       Activities                    $   156,253            $ <182,885>
     Cash - Beginning of Period      $   490,985           $ 1,517,449

     Cash - End of Period            $ 2,206,778           $   920,236

     The sales of the Denver, Colorado, Washington, D.C., and 
Detroit, Michigan systems for approximately $17.5 million with a 
resulting gain of $15.5 million and the sale of the Rome, Georgia 
station are expected to adequately continue covering the Company's 
current liabilities along with allowing the Company develop other 
wireless cable TV markets in the United States and explore other 
business opportunities domestically and internationally.

     Currently, the Company has $2,231,569 in long term debt which 
is primarily for the purchase of the TVCN corporate headquarters 
building in Denver, Colorado, for the Basic Trade Area rights 
purchased during the FCC BTA Auction, and for Equipment Purchases.

     The Company's current assets and liabilities are $4,922,739 
and $3,383,794, respectively.  The Company's cash position is such 
that management anticipates no difficulty in its ability to meet 
its current obligations.  The company currently has $483,335 
investments in government securities.  

     The President, a shareholder, and a Director, have advanced 
loans to the Company totaling $908,247.  

Accounts Receivable and Payable

     The decrease in notes receivable, and accounts payable as of 
September 30, 1997, is due mainly to the receipt of note payment 
and the payment of invoices.

Advance from Stockholders

     During the period from March 31, 1997 to September 30, 1997, 
the Company repaid advances from stockholders totaling $105,453.

Subscriber Deposits

     The purchasers of the Denver and Detroit stations limited the 
subscriber deposits assumed by purchasers to $50,000 and $114,000, 
respectively.  TVCN is responsible for subscriber deposits above 
these amounts.


PART II.     OTHER INFORMATION

   ITEM 1.      Legal Proceedings

     Except as noted under the heading Frederick Case 
Settlement, the Company knows of no material litigation 
pending, threatened or contemplated, or unsatisfied 
judgment against it, or any proceedings in which the 
Company is a party.  The Company knows of no material legal 
actions pending or threatened or judgments entered 
against any officers or directors of the Company in their 
capacity as such in connection with any matter involving 
the Company or the business.

   ITEM 2.     Changes in Securities

     There were no changes in Securities during the second 
quarter ending September 30, 1997.  Refer to 10QSB dated 
June 30, 1997 for changes in securities during the first 
quarter ending June 30, 1997.


   ITEM 3.     Default Upon Senior Securities

     None.

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

     The Company held its annual Shareholders Meeting on 
October 16, 1997.  Approximately 37,592,436 shares of the 
41,188,454 shares outstanding attended the meeting in 
person or by proxy.  The management suggested slate of 
three Directors was elected, the MDA Stock Trade was 
ratified, sale of the Rome, Georgia station was approved, 
and the firm of Erhardt Keefe Steiner & Hottman, P.C. was 
ratified as independent auditors. 

     The votes in person or proxy were:
<TABLE>
<CAPTION>
<S>                         <C>             <C>           <C>
          Directors                For       Against       Abstain

          Omar Duwaik         37,550,246      25,320        16,870
          Armand DePizzol     37,549,866      24,220        18,350
          Dennis Horner       37,550,166      23,920        18,350

          MDA Stock Trade        319,598      29,490    37,243,348

          Rome Station Sale   37,559,596      23,040         9,800

          Auditors EKS&H      37,567,506      15,820         9,110

</TABLE>

   ITEM 5.     Other Information

     None.




                             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.


                                TV COMMUNICATIONS NETWORK, INC.




Date:  November 14, 1997
                                       /ss/Omar A. Duwaik
                                       Omar A. Duwaik
                                       PRESIDENT/CEO



                                       /ss/Dennis J. Horner
                                       Dennis J. Horner
                                       VICE PRESIDENT/TREASURER




                             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.


                                       TV COMMUNICATIONS NETWORK, INC.



Date:  November 14, 1997 
                                       Omar A. Duwaik
                                       PRESIDENT/CEO





                                       Dennis J. Horner
                                       VICE PRESIDENT/TREASURER