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



                                   FORM 10-QSB



(Mark One)
   [X]    Quarterly report under Section 13 or 15(d) of the Securities  Exchange
Act of 1934 for the quarterly period ended March 31, 1996

  [ ]     Transition report under Section 13 or 15(d) of the Securities Exchange
Act   of   1934   (No   fee   required)   for   the   transition   period   from
____________________ to _____________________



Commission file number: Q-2549



                         BRIA COMMUNICATIONS CORPORATION
                 (Name of Small Business Issuer in Its Charter)



        New Jersey                                              22-1644111
(State or Other Jurisdiction of                              (I.R.S. Employer
Incorporation or Organization)                              Identification No.)




            268 West 400 South, Suite 300, Salt Lake City, Utah 84101
               (Address of Principal Executive Offices) (Zip Code)


                                 (801) 575-8073
                (Issuer's Telephone Number, Including Area Code)




Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.


                                    Yes __  No XX

The number of shares outstanding of the issuer's common stock ($0.01 par value),
as of October 23, 1996 was 13,649,256.
<PAGE>
                                TABLE OF CONTENTS


                                     PART I

ITEM 1.  FINANCIAL STATEMENTS..................................................3

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION............ 4


                                     PART II

ITEM 5.  OTHER INFORMATION.....................................................5

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K......................................5

         SIGNATURES............................................................6

         INDEX TO EXHIBITS ....................................................7
<PAGE>
                                     PART I

ITEM 1.           FINANCIAL STATEMENTS

         Unless  otherwise   indicated,   the  term  "Company"  refers  to  BRIA
Communications  Corporation and its predecessors.  Interim financial  statements
including a balance  sheet for the Company as of the fiscal  quarter ended March
31, 1996 and  statements of operations  for the interim period up to the date of
such balance sheet and the  comparable  period of the preceding  fiscal year are
attached  hereto  on Pages  F-1  through  F-5 and  incorporated  herein  by this
reference.

                [THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK.]
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                         BRIA COMMUNICATIONS CORPORATION
                 FORMERLY KNOWN AS METALLURGICAL INDUSTRIES INC.
                            CONDENSED BALANCE SHEETS

                                                         Unaudited
                                                          March 31   December 31
                                                            1996          1995
                                                        ------------   ---------

                                ASSETS
CURRENT ASSETS:
<S>                                                        <C>          <C>     
    Cash .............................................     $    235     $ 82,398
    Accounts receivable - related party ..............        4,000          239
    Inventory ........................................         --           --

                                                           --------     --------
                    TOTAL CURRENT ASSETS .............        4,235       82,637
                                                           --------     --------

PROPERTY AND EQUIPMENT, at cost:
    Machinery and equipment ..........................         --           --
    Leasehold improvements and other equipment .......         --           --
                                                           --------     --------

        Total Property and Equipment .................         --           --
    Less accumulated depreciation ....................         --           --
                                                           --------     --------

              NET PROPERTY AND EQUIPMENT .............         --           --
                                                           --------     --------

OTHER ASSETS
    Investments ......................................      404,445      344,445
    Media Credits ....................................      173,466      173,466
                                                           --------     --------

                      TOTAL OTHER ASSETS .............      577,911      517,911
                                                           --------     --------

                                                           $582,146     $600,548
                                                           ========     ========


                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
<S>                                                   <C>            <C>        
    Notes payable - officers and directors ........   $    63,465    $    63,465
    Accounts payable ..............................       726,735        757,202
    Other current liabilities .....................       141,412        135,506
                                                      -----------    -----------

               TOTAL CURRENT LIABILITIES ..........       931,612        956,173
                                                      -----------    -----------

LONG-TERM DEBT - NET OF CURRENT PORTION
    Long-term capital leases ......................          --             --
                                                      -----------    -----------

STOCKHOLDERS'  DEFICIT:
    Common stock:
        Class A, $.001 par value, shares issued and
          outstanding, 6,936,954 and 6,798,186 ....   $     6,937    $    6,798
        Class B $.001 par value, shares issued and
          outstanding, 213,440 (convertible into
           Class A shares) ........................           213           213
    Capital in excess of par value ................     7,117,464     7,054,544
    Accumulated deficit ...........................    (7,474,080)   (7,417,180)

                                                      -----------    -----------
                 TOTAL STOCKHOLDERS' DEFICIT ......      (349,466)     (355,625)
                                                      -----------    -----------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT .......   $   582,146    $  600,548
                                                      ===========    ===========
</TABLE>

      See accompanying notes to unaudited condensed finnacial statements.
                                      F-1
<PAGE>
<TABLE>
<CAPTION>
                         BRIA COMMUNICATIONS CORPORATION
                 FORMERLY KNOWN AS METALLURGICAL INDUSTRIES INC.
                  UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

                                                         Three Months Ended
                                                   -----------------------------
                                                     March 31          March 31
                                                       1996              1995
                                                   ------------    ------------

<S>                                             <C>                 <C>       
REVENUE .....................................   $          --       $       --
                                                    -----------    ------------

COSTS AND EXPENSES:
     Cost of sales ..........................              --              --
     Selling, general and administrative ....            56,900         135,261
     Interest ...............................              --              --
                                                    -----------    ------------

                                                         56,900         135,261
                                                    -----------    ------------

LOSS BEFORE EXTRAORDINARY ITEMS:

NET LOSS ....................................   $      (56,900    $    (135,261)
                                                    ===========    ============

NET LOSS PER SHARE: .........................   $         (0.02)         (0.05)

AVERAGE COMMON SHARES OUTSTANDING ...........         6,878,606       5,422,731
</TABLE>

      See accompanying notes to unaudited condensed financial statements.
                                      F-2
<PAGE>
<TABLE>
<CAPTION>
                                                   BRIA COMMUNICATIONS CORPORATION
                                           FORMERLY KNOWN AS METALLURGICAL INDUSTRIES INC.
                                            UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
 
                                                                                 For the three months ended 
                                                                                   March 31         March 31
                                                                                     1996             1995
                                                                                ---------------  ---------------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                               <C>                 <C>         
   Net loss ...............................................................       $   (56,900)        $  (135,261)
                                                                                     ---------          ---------

   Adjustments to reconcile net income to net
   cash provided by operating activities:
      Common stock issued for services and debt ...........................            63,059               --
      (Increase) decrease in accounts receivable ..........................            (3,761)              --
      Increase (decrease) in accounts payable .............................           (30,467)              --
      Increase (decrease) in accrued liabilities ..........................             5,906            135,202
                                                                                     ---------          ---------

                                   Total adjustments ......................            34,737            135,202
                                                                                     ---------          ---------

    Net cash provided (used) by operating activities ......................         $ (22,163)         $     (59)
                                                                                     ---------          ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Cash payments for the purchase of investment securities ................           (60,000)              --
   Cash proceeds from the sale of property ................................              --                 --
                                                                                     ---------          ---------

    Net cash provided (used) by investing activities ......................         $ (60,000)         $    --
                                                                                     ---------          ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from exercise of stock options and
     issuance of additional shares ........................................              --                 --
   Repayment of debt ......................................................              --                 --
                                                                                    ---------          ---------

    Net cash provided (used) by financing activities ......................         $    --            $    --
                                                                                    ---------          ---------

NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS
   Cash, beginning ........................................................            82,398                166
                                                                                    ---------          ---------

   Cash, ending ...........................................................         $     235          $     107
                                                                                    =========          =========
</TABLE>
      See accompanying notes to unaudited condensed financial statements.
                                      F-3
<PAGE>
                         BRIA COMMUNICATIONS CORPORATION
                     (FORMERLY METALLURGICAL INDUSTRIES INC)
                NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS


1.       Basis of Presentation

         The accompanying  consolidated unaudited condensed financial statements
have been prepared by management in  accordance  with the  instructions  in Form
10-QSB and, therefore,  do not include all information and footnotes required by
generally  accepted  accounting  principles  and should,  therefore,  be read in
conjunction  with the Company's Annual Report to Shareholders on Form 10-KSB for
the fiscal year ended December 31, 1995.  These statements do include all normal
recurring   adjustments  which  the  Company  believes   necessary  for  a  fair
presentation  of  the  statements.   The  interim  operations  results  are  not
necessarily indicative of the results for the full year ended December 31, 1996.

2.       Changes in Common Stock

         During the first quarter of 1996, the Company  continued to rely on the
consulting services provided by Canton Financial Services  Corporation  ("CFS"),
who billed the Company  $31,573 for services  rendered in the same  period.  The
Company issued 116,863  restricted  shares of its Class A Common Stock to settle
December 1995 - February 1996 consulting fees owed to CFS totaling  $58,432.  As
of March 31, 1996, the Company was indebted to CFS for services  rendered in the
amount of $5,907.  In addition,  the Company issued 21,905  restricted shares of
its  Class A Common  Stock  valued at $4,627  to two  consultants  for  services
rendered.

3.       Changes in Investment Securities

         During  January  and  February  1996,  the  Company   acquired   17,584
restricted  shares of the common stock in OMAP Holdings  Incorporated,  a Nevada
Corporation,  through three separate  transactions.  The Company paid $60,000 in
cash for the OMAP shares.

4.       Subsequent events

         On April 1, 1996,  the Company  renewed its  Consulting  Agreement with
CFS. CFS assists the Company in preparing the necessary  documentation  to raise
capital,  finding new business  operations,  and conducting  public and investor
relations. According to the Consulting Agreement, the Company pays CFS a monthly
fee of $20,000  or, if higher,  the fee for  services  actually  rendered to the
Company during the month.  The Company can pay the consulting fee either in cash
or through the issuance of restricted shares of its Class A Common Stock.

         On May 6,  1996,  the  Company  rescinded  the  December  8, 1995 Stock
Exchange  Agreement  between the Company and AltaChem Group,  Inc. ab initio, or
from the beginning. This rescission was accomplished pursuant to a Rescission of
Stock Exchange  Agreement and Release of all Claims signed that day. Pursuant to
the  Rescission  Agreement,  the Parties  released  one another  from all claims
potentially  stemming from the Stock Exchange Agreement.  The primary reason for
the  rescission  was  AltaChem's  failure  to  deliver  to the  Company  audited
financial  statements  and a schedule of assets  within 180 days, as required by
the Stock Exchange Agreement.  This delinquency constituted a material breach of
the Stock  Exchange  Agreement  and made it  impossible  for the Company to stay
current in its SEC filings.

         On May 31, 1996,  Aster De Schrijver  resigned as chairman of the board
of directors and Jane Zheng  resigned as secretary,  treasurer and director.  On
June 24, 1996,  James Tilton resigned as chief  executive  officer and director.
None of the directors had any  disagreements  with the Company or its management
at the time of their respective resignations.

         On June 7, 1996, the board of directors appointed Harry Tilton, Matthew
Veal and Shirley Tarantino as directors.  These three individuals were appointed
to help the Company  organize its management and restructure  its Bylaws.  After
accomplishing these goals, they resigned as directors of the Company on June 19,
1996.  On June 27, 1996,  Isaac  Lifschutz  and Wendall  Hall were  appointed as
directors of the Company.
<PAGE>
         On  July  11,  1996,  the  Company   entered  into  an  agreement  with
CyberMalls,  Inc. ("CyberMalls"),  a wholly-owned subsidiary of CFS. Pursuant to
the agreement,  the Company purchased Cyber Football Inc., a Nevada  Corporation
("CFI"). With the assistance of CyberMalls,  CFI will design and build a virtual
mall,  CyberFootball,  which will be focused on the sport of football.  CFI will
also  continue to provide the Company  with ongoing  maintenance  of the virtual
mall. The Company acquired CFI by issuing 1,875,000 shares of its Class A Common
Stock valued at $0.375 per share to  CyberMalls  and agreeing to pay  additional
future  consideration  which is  contigent on the success of  CyberFootball.  In
exchange,  CFI will issue 9,101,019 shares of its restricted common stock to the
Company which amounts to 90.1% of the issued and outstanding shares of CFI.

         In addition,  the Company and CFI entered  into a Financial  Consulting
Agreement with CFS. Pursuant to the Agreement, CFS will provide its best efforts
to assist CFI in becoming a self  sufficient,  fully  reporting  public  company
under the  Securities  and Exchange Act of 1934.  In exchange,  the Company will
issue  $150,000  worth of its free trading Class A Common Stock to CFS on behalf
of CFI.

         On September 10, 1996, the Company acquired  Kingslawn Offset,  Inc., a
New York corporation which owns and manages a printing business. In exchange for
acquiring all of Kingslawn's  issued and outstanding  capital stock, the Company
issued 2,000,000  restricted  shares of its Class A Common Stock valued at $0.75
per share.  Kingslawn's  president and principal  shareholder was also granted a
$500,000  lien on all  equipment  and fixtures in  Kingslawn's  possession as of
September 10, 1996.  This lien is  convertible  at the holders'  option into the
Company's Class A Common Stock at $0.75 per share.

5.       Additional footnotes included by reference

         Except  as  indicated  in Notes  1-4  above,  there  have been no other
material  changes in the  information  disclosed  in the notes to the  financial
statements  included in the Company's  Annual Report on Form 10-KSB for the year
ended  December 31, 1995.  Therefore,  those  footnotes  are included  herein by
reference.
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

         BRIA  Communications  Corporation,  a New Jersey corporation  hereafter
referred to as the "Company," was originally  involved in the repair of aircraft
turbines and engine  components  and the  purchasing,  processing and selling of
special  refractory  metals.  All active operations in such industries ceased in
June 1994, an event that significantly affected the Company's  performance.  The
Company then changed its focus to searching for suitable  merger or  acquisition
candidates.

         The Company acquired AltaChem Group,  Inc., a corporation  formed under
the laws of the Republic of Ireland  ("AltaChem"),  as its subsidiary  through a
Stock  Exchange  Agreement on December 8, 1995.  AltaChem is a chemical  company
which  manufactures and markets a one-component  polyurethane  foam compound and
related  products  used to dispense  that  chemical.  On May 8, 1996,  the Stock
Exchange  Agreement  between the Company and AltaChem was rescinded ab initio or
from the beginning.  AltaChem was the Company's only operating subsidiary during
the first fiscal quarter of 1996. For more  information of the rescission of the
AltaChem  acquisition,  see the Company's  Form 10-KSB for the fiscal year ended
December 31, 1995.

         As a result of the  rescission of the AltaChem  Agreement,  the Company
did not realize  any  revenue  during the part of the fiscal year or the interim
period covered by this report.

Plan of Operations

         After the  rescission of the AltaChem  Agreement and  subsequent to the
end of the first fiscal  quarter,  the Company  shifted its focus toward merging
with or acquiring suitable business entities.

         On  July  11,  1996,  the  Company   entered  into  an  agreement  with
CyberMalls,  Inc.  ("CyberMalls"),  a Utah  corporation  wholly  owned by Canton
Financial Services  Corporation  ("CFS").  Pursuant to the agreement the Company
purchased  CyberFootball,  Inc.,  a  Nevada  corporation  ("CFI")  .  CFI  is  a
developmental  stage company whose  business plan involves  developing a virtual
mall on the Internet focused on the sport of football.  The Company acquired CFI
by issuing 1,875,000 shares of its Class A Common Stock valued at .375(cent) per
share to CyberMalls.  In exchange, CFI issued 9,101,019 restricted shares of its
Common  Stock  to  the  Company  which  reflects   approximately  90.1%  of  the
authorized,  issued and  outstanding  capital  stock of CFI.  CFI also  issued a
Promissory  Note in favor of  CyberMalls  in the amount of  $11,500,000  bearing
interest  of 9% per annum to be  payable in three (3) years from the date of the
Agreement. The Note is secured by the CyberFootball trademark and domain rights.
The Company is guarantor of the Note with such guarantee secured only by 100% of
the  Company's  interest in CFI's Common  Stock.  The Company also agreed to pay
additional future  consideration to CyberMalls,  with such  consideration  being
contingent on the future revenues of CFI.

         Although  CFI is not  currently  operational,  the  Company is actively
soliciting vendors to place shops in the virtual mall. Once vendors are located,
the Company will enter into individual  lease  contracts and design  advertising
web pages to meet the needs of its vendors. The Company expects to begin leasing
the shops in the next two to three months.  However,  no assurances can be given
that  vendors  will be located or that if they are located that they will result
in a  profitable  venture  for the  Company.  The  Company  is also  considering
expanding  the focus of its virtual mall to include  other sports in addition to
football and changing the name of the mall to reflect its expanded focus.
<PAGE>
         On September  10,  1996,  the Company  acquired  100% of the issued and
outstanding  capital  stock of Kingslawn  Offset,  Inc., a New York  corporation
engaged  in the  printing  of full  color  catalogs,  sales  sheets,  and  other
publications ("Kingslawn").  In exchange for acquiring all of Kingslawn's stock,
the  Company  issued 2 million  restricted  shares  of its Class A Common  Stock
valued at $0.75 per share.  Kingslawn's  President and principal shareholder was
also  granted a $500,000  lien on all  equipment  and  fixtures  in  Kingslawn's
possession as of September 10, 1996.  This lien is  convertible  at the holder's
option into the Company's Class A Common Stock at $0.75 per share.  Accordingly,
Kingslawn became a wholly owned subsidiary of the Company.

         The  Company  acquired   Kingslawn  with  the  intention  of  expanding
Kingslawn's current printing operations. The Company intends to raise capital on
behalf of  Kingslawn  to help it  purchase  additional  equipment  and  increase
production.  The  Company  can  provide  no  assurances  that it will be able to
profitably expand such operations.  Additionally,  the Company and Kingslawn are
considering  the  Company's  possible  acquisitions  of  other  subsidiaries  to
complement  Kingslawn's business,  although no such assurances can be given that
any of the acquisitions will be made, or if made that they will be successful or
profitable.

         While   maintaining  its  quest  for  suitable  merger  or  acquisition
candidates the Company also actively  pursued several  investor  transactions to
help increase its  consolidated  revenues.  Toward that end, the Company entered
into three separate  Agreements with OMAP Holdings,  Inc., a Nevada  corporation
("OMAP")  between  January 15, 1996 and February 9, 1996.  At that time OMAP was
also an  affiliate  of the  Company.  Pursuant  to the  Agreements,  the Company
purchased an aggregate of 17,584 shares of OMAP Common Stock for $60,000. At the
time such  Agreements  were entered,  James Tilton,  Aster De Schrijver and Jane
Zheng were  officers and directors of the Company and OMAP.  Accordingly,  these
Agreements may be deemed to have been not  negotiated at arm's length,  although
the Company  believes that they were valued and executed  pursuant to acceptable
business practices.

          The Company also entered into two separate Stock  Exchange  Agreements
with TAC, Inc., a Utah corporation,  ("TAC") during September 1996.  Pursuant to
the Agreements the Company acquired an aggregate of 500,000 restricted shares of
TAC's Common Stock in exchange  for issuing 2.5 million  shares of the Company's
Class A Common Stock,  restricted  pursuant to Rule 144 under the Securities Act
of 1933.

         The Company continues to search for appropriate business opportunities,
including  businesses  which the Company can acquire as operating  subsidiaries.
The  Company's  goal is to acquire  assets  which will  increase  the  Company's
consolidated  revenues and  complement  the  Company's  existing  business.  The
Company is conducting  preliminary  negotiations with various  entities,  all of
which are  designed to lead to further  acquisitions  or mergers by the Company.
However, the Company has not entered into any agreements with these entities and
no  assurances  can be given that any  current  negotiation  will  result in any
material business  opportunity.  In addition,  due to the Company's limited cash
position,  it is likely  the  Company  will have to tender  shares of its Common
Stock as  consideration  for any acquisition or merger.  Such an exchange of the
Company's Common Stock would dilute the existing  ownership  position of current
shareholders.  The Company  intends to satisfy its short term cash  requirements
through the future  revenues  generated  from its newly  acquired  subsidiaries.
Although, the Company can provide no assurances that it will be able to generate
revenues to meet such expenses.

          To  further  help  it find  appropriate  business  opportunities,  the
Company has employed the services of CFS. CFS provides  business services to the
Company including  administrative,  accounting,  and shareholder relations work.
CFS also leases  office space to the Company.  Originally  retained in May 1995,
CFS is currently  rendering services to the Company pursuant to an April 1, 1996
Consulting Agreement (the "Consulting  Agreement").  According to the Consulting
Agreement, the Company is obligated to pay CFS a monthly consulting fee equaling
$20,000 or the actual  cost of  services  rendered  by CFS if such cost  exceeds
$20,000.  The fee is  payable  either  in cash or in  restricted  shares  of the
Company's  Common  Stock  valued at the lower of one-half  (1/2) the closing bid
price on the last day of the month in which services are rendered to the Company
or on the day the Common Stock is actually issued to CFS. CFS is an affiliate of
CyberMalls.  During  the first  quarter  of 1996,  the  Company  issued  116,836
restricted  shares  of  Common  Stock  to CFS in  consideration  for  consulting
services rendered. CFI has entered into a separate Consulting Agreement with CFS
by which CFS will  provide  its best  efforts to assist CFI in becoming a viable
public entity.
<PAGE>
         The Company has also  retained  another  consultant to help the Company
discover  potential  business  opportunities  in Europe.  Pursuant to a June 25,
1996, Consulting Agreement, the Company issued 1,000,000 shares of the Company's
Class A Common  Stock to the  consultant  Wilfried  Martens for past  consulting
services and additional  consulting  services to be performed in the future. The
term of the Consulting Agreement is one year.

         The  Company  has no full time  employees  and has no current  plans to
increase or decrease  its current  staff.  However,  pursuant to its  Consulting
Agreements with CFS and CyberMalls,  it receives consulting,  administrative and
other  services  as needed for its  development.  CFS employs  approximately  40
full-time  employees  and  independent  consultants,  many of whom have rendered
services to the Company.  CyberMalls'  staff includes 23 employees and Kingslawn
Offset  has a staff  of 5  employees.  The  Company  does not  currently  own an
operations plant or equipment and does not have plans to purchase same.

                                     PART II

ITEM 5.           OTHER INFORMATION

         As a result of the the  AltaChem  rescission,  the Company  experienced
several  changes in control.  On May 31, 1996,  Aster De  Schrijver  resigned as
chairman  of the  board of  directors  and Jane  Zheng  resigned  as  secretary,
treasurer  and  director.  On June 24,  1996,  James  Tilton  resigned  as chief
executive officer and director. None of the directors had any disagreements with
the Company or its management at the time of their respective resignations.

         On June 7, 1996, the board of directors appointed Harry Tilton, Matthew
Veal and Shirley Tarantino as directors.  These three individuals were appointed
to help the Company  organize its management and restructure  its Bylaws.  After
accomplishing these goals, they resigned as directors of the Company on June 19,
1996.  On June 27, 1996,  Isaac  Lifschutz  and Wendell  Hall were  appointed as
directors of the Company. However, on October 17, 1996, Wendell Hall resigned as
a  director  of the  Company.  Mr.  Hall's  resignation  does  not  reflect  any
disagreements  with  the  Company  or its  management  and the  Company  has not
appointed another director in his place.

<PAGE>

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K



(a)       Index to  Exhibits.  Exhibits  required  to be attached by Item 601 of
          Regulation S-B are listed in the Index to Exhibits beginning on page 8
          of this Form 10-QSB, which is herein incorporated by reference.

(b)       Reports on Form 8-K.  The Company did not file any reports on Form 8-K
          during the period for which this report is being filed:


                 [THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK]
<PAGE>

                                   SIGNATURES

         In  accordance  with  Section  13 or 15(d)  of the  Exchange  Act,  the
registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized, this TH day of October 1996.

         BRIA Communications

         /s/ Richard Lifschutz
         ---------------------
         Richard Lifschutz

         In accordance  with the Exchange Act, this report has been signed below
by the following  persons on behalf of the  registrant and in the capacities and
on the dates indicated.

Signature                   Title                             Date


/s/ Richard Lifschutz
--------------------      President and Director                October 22, 1996
Richard Lifschutz

/s/ Isaac Lifschutz       Treasurer, Secretary and Director     October 22, 1996
---------------
Isaac Lifschutz

<PAGE>


                                INDEX TO EXHIBITS
 
EXHIBIT   PAGE
NUMBER    NUMBER                                  DESCRIPTION
 3(a)       *            Articles of Incorporation  of  the  Company,  filed  as
                         Exhibit 3(i) to Registrant's  Registration Statement on
                         Form S-4 filed June 2, 1990, as amended.


 3(b)      *             Bylaws  of the  Company,  filed  as  Exhibit  3(ii)  to
                         Registrant's  Registration  Statement on Form S-4 filed
                         June 2, 1990, as amended.


10(i)(a)   **            Purchase  Agreement  between  the  Company  and Turner,
                         Turner &  Associates,  Richard  H.  Turner,  Robert  E.
                         Turner and Sherry Ruxer effective June 30, 1995,  filed
                         as Exhibit 10 to  Registrant's  Form 8-K Current Report
                         dated September 26, 1995.


10(i)(b)  ***            Rescission  Agreement  between the  Company,  Robert E.
                         Turner,  Richard H. Turner,  and Sherry L. Ruxer signed
                         February 21, 1996 attached hereto.


          *              Incorporated  herein by  reference  from the  Company's
                         Form  10-KSB  filed with the  Commission  on August 23,
                         1994.

          **             Incorporated  herein by  reference  from the  Company's
                         Form 8-K Current Report dated September 26, 1995.

         ***             Incorporated  herein by  reference  from the  Company's
                         Form 10-KSB for period ended June 30, 1995,  filed with
                         the Commission on June 15, 1996.
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