SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB


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



For Quarter ended May 31, 1997

Commission file number 2-92261


                            WESTBRIDGE RESEARCH GROUP


            California                                        95-3769474
  (State or other jurisdiction                             (I.R.S. Employer
of incorporation or organization)                         Identification No.)


          1150 Joshua Way
          Vista, California                                      92083
(Address of principal executive office)                       (Zip Code)

Registrant's telephone number,
including area code:                                       (619) 599-8855

     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 require- ments 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 a recent date:  8,413,753  shares of common stock, no par
value, as of May 31, 1997.
<PAGE>
                         PART I - FINANCIAL INFORMATION

                          ITEM 1 - FINANCIAL STATEMENTS

                    WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

                      CONSOLIDATED CONDENSED BALANCE SHEETS

                                     ASSETS


<TABLE>

                                                   May 31,         NOVEMBER 30,
                                                    1997               1996
                                                (unaudited)          (audited)
                                                -------------------------------
<S>                                              <C>               <C> 
                                     ASSETS
 

CURRENT ASSETS
   Cash                                          $  182,930        $   115,719
   Trade accounts receivable, less
         allowance for doubtful accounts of
         $4,473 and $4,473 respectively             364,089            128,442
   Inventories                                       87,685             74,369
   Prepaid expenses and other
         current assets                              16,221             10,237
 
                  Total Current Assets              650,925            328,767


PROPERTY AND EQUIPMENT                              366,409           363,475
   Less accumulated depreciation                   [331,674]         [323,408]
 
                  Net Property and Equipment         34,735            40,067

 
PROCESSES AND FORMULAS, net of accumulated
   amortization of $2,929,999 and
   $2,889,830 respectively                           167,369          207,538
PREPAID ROYALTY, net of accumulated
   amortization of $12,744 and $3,186
   respectively                                      183,198          192,756
LONG TERM ACCOUNTS RECEIVABLE, net                   130,000          130,000
 
    TOTAL ASSETS                                  $1,166,227       $  899,128
</TABLE>
 



                     See accompanying notes to consolidated
                         condensed financial statements.



<PAGE>
                                     

                    WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                                   (continued)

<TABLE>
 
                                                    MAY 31,        NOVEMBER 30,
                                                     1997             1996
                                                  (unaudited)       (audited)
                                                  -----------------------------
<S>                                               <C>               <C> 
                                                                                               
                 LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
 
CURRENT LIABILITIES
     Accounts payable                             $    44,987       $    17,844
   Notes payable - related parties                    228,602               --
     Notes payable                                     28,257               --
     Accrued expenses                                  64,676            78,467
   Current portion of capital
       lease obligation                                 4,187             4,187
   Current portion of long-term debt                   35,225            39,239
 
         TOTAL CURRENT LIABILITIES                    405,934           139,737
 

Notes payable - related parties                          --             220,423
Long-term debt                                          36,379           80,619
Deferred rent                                            3,211            5,137
Capital lease obligations:
  net of current portion                                 1,287            3,428
 
      TOTAL LIABILITIES                                446,811          449,344


SHAREHOLDERS' EQUITY (DEFICIT)
   Common stock, no par value:
   Authorized 37,500,000 shares
   Issued and outstanding 8,413,753 shares           8,479,854        8,479,854

   Paid in Capital:  Warrants                           95,000           95,000
   Accumulated deficit                              [7,855,438]      [8,125,070]
 
         TOTAL SHAREHOLDERS' EQUITY                    719,416          449,784
 
         TOTAL LIABILITIES & SHAREHOLDERS'          $1,166,227       $  899,128
              EQUITY

</TABLE>


 

                     See accompanying notes to consolidated
                         condensed financial statements.

<PAGE>
                                      
                    WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                   (unaudited)


<TABLE>
                                   THREE MONTHS                 SIX MONTHS
                                   ENDED MAY 31                ENDED MAY 31
                                  1997      1996              1997       1996
                              -------------------------------------------------
<S>                           <C>         <C>              <C>        <C>  

NET SALES                     $ 596,366   $ 505,201        $ 869,028  $ 623,725
 
COST OF SALES                   171,068      98,413          239,536    159,874
 
GROSS PROFIT                    425,298     406,788          629,492    463,851

OPERATING EXPENSES
  Research and development       20,020      39,138           42,252     71,146
  Selling                        72,834      38,168          125,118     88,417
  General and administration     55,606     102,177          106,907    156,311
  Royalties                      22,702     398,105           37,177    503,802
  Amortization of formula        20,084      20,085           40,169     40,169
 
     TOTAL OPERATING EXPENSES   191,246     597,673          351,623    859,845
 
  Operating income (loss)       234,052    [190,885]         277,869   [395,994]
 
OTHER INCOME (EXPENSE)
  Interest expense               [6,855]     [7,428]         [15,663]   [15,254]
  Interest income                   770         904            1,376      1,589
  Other income                       --       8,902            6,050      8,125

  Net income (loss)           $ 227,967   $[188,507]       $ 269,632  $[401,534]
 

Net income (loss) per common 
  share                       $     .03   $    [.03]       $     .04  $    [.05] 


Weighted average common and 
  common equivalent shares 
  outstanding                 8,413,753   8,413,753        8,413,753  8,413,753
 
</TABLE>



                     See accompanying notes to consolidated
                         condensed financial statements.

<PAGE>


                    WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
                 CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
                                   (unaudited)
 
<TABLE>
                                                  SIX MONTHS ENDED
                                            MAY 31,               MAY 31,
                                             1997                  1996
                                            -----------------------------
<S>                                         <C>               <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
 
Net income [loss]                           $  269,632        $  [401,534]

Adjustments to reconcile net income 
  [loss] to net cash provided by 
  (used in) operating activities:

Notes receivable forgiven as payment
  for royalties                                   --              503,802

Amortization of prepaid royalty                  9,558                 --
Depreciation and amortization                   48,435             48,617

Changes in Operating Assets and Liabilities:
 
  Increase in trade accounts receivable       [235,647]          [224,603]
  Increase in inventories                      [13,316]           [12,818]
  [Increase] decrease in prepaid expenses       [5,984]             1,382
  Increase in accounts payable                  27,143             10,706
  [Decrease] increase in accrued liabilities   [13,791]            10,212
 
Net cash provided by (used in)
 operating activities                           86,030           [568,038]

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property and equipment              [2,934]            [4,610]
Proceeds from sale of investments                  --              52,787

Net cash (used in) provided by
 investing activities                           [2,934]           551,979

CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on notes payable                      [20,846]           [10,027]
Borrowings on notes payable                        849                 --
Decrease in deferred rent                       [1,926]                --
Payments on capital lease obligation            [2,141]            [2,117]
Borrowings on notes payable-related parties      8,179              7,407
 
Net Cash (used in) financing activities        [15,885]            [4,737]

INCREASE (DECREASE) IN CASH                     67,211            [20,796]

CASH AT BEGINNING OF PERIOD                    115,719            120,672

CASH AT END OF PERIOD                       $  182,930          $  99,876
 
</TABLE>




                     See accompanying notes to consolidated
                         condensed financial statements.
 

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


A.        Basis of Presentation:

          The  consolidated  balance sheet as of May 31, 1997, the  consolidated
          statement of operations for the six-month  periods ended May 31, 1997,
          and 1996, respectively,  and the consolidated statements of cash flows
          for the six-month  period then ended have been prepared by the Company
          without audit. In the opinion of management,  all  adjustments  (which
          include  only  normal  recurring   adjustments   except  as  noted  in
          management's  discussion  and  analysis  of  financial  condition  and
          results  of  operations)  necessary  to present  fairly the  financial
          position,  results of  operations  and changes in cash flows have been
          made.

          Certain  information  and footnote  disclosures  normally  included in
          financial  statements  prepared in accordance with generally  accepted
          accounting  principles have been condensed or omitted. It is suggested
          that these  consolidated  financial  statements be read in conjunction
          with the financial  statements and notes thereto  included in the 1996
          Annual  Report on Form  10-KSB.  The  results  of  operations  for the
          quarter  ended May 31, 1997,  are not  necessarily  indicative  of the
          operating results for the full year.

B.       Subsequent Events:

         None

                      MANAGEMENT'S DISCUSSION AND ANALYSIS

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

          Results of Operations:

 
          Net sales for the three and six month  periods ended May 31, 1997 were
          $596,366,  and  $869,028,  representing  increases  of  18%  and  40%,
          respectively, over the same periods in the prior year. The increase in
          net sales is  primarily  related to an increase  in net foreign  sales
          resulting from an intensified international marketing effort.




<PAGE>

                    WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

                                   (Continued)


          Cost of sales as a  percentage  of net sales  increased to 29% for the
          quarter ended May 31, 1997 as compared with 20% for the same period in
          the prior year.  For the six month period ended May 31, 1997,  cost of
          sales as a percentage  of net sales  increased to 28% form 26% for the
          same period in the prior year. These increases resulted primarily from
          an increased  percentage of lower margin products in the product sales
          mix.

          Operating expenses for the three month and six month periods ended May
          31, 1997 decreased by 67% and 59%, respectively, over the same periods
          in the prior year.  This  decrease is  primarily  due to a decrease in
          royalty expenses which resulted from the restructuring in the terms of
          the Company's licensing agreement during fiscal 1996.

          Research and development expenses as a percentage of net sales for the
          three and six month periods ended May 31, 1997 were  approximately  4%
          and 5%, respectively, compared with 8% and 12% for the same periods in
          the prior year.  The decrease  resulted  primarily from a reduction of
          resources,   including   labor,   being   allocated  to  research  and
          development activities.

          Selling  expenses as a  percentage  of net sales for the three and six
          month  periods  ended  May 31,  1997 were  approximately  13% and 15%,
          respectively,  compared  with 8% and 14% for the same  periods  in the
          prior year. The increase is primarily due to increased commissions and
          advertising.

          General and administrative expenses in the three and six month periods
          ended May 31, 1997  decreased  by $46,571 or 46%,  and $49,404 or 32%,
          respectively, when compared with the same periods in the prior year.

          Net income for the quarter ended May 31, 1997 was $227,967 or $.03 per
          common share compared with a net loss of $188,507,  or $.03 per common
          share for the same  period in the prior  year.  This  increase  is the
          result of an increase in net sales and a decrease in royalty expense.

          Income taxes have not been provided for in the accompanying  financial
          statements of operations due to the net operating  loss  carryforwards
          generated in prior years that are available for  carryforward  against
          current year income.



<PAGE>

                    WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

 

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
 

Liquidity and Capital Resources:

          The Company has no material commitments for capital expenditures.

          Working  capital was  $244,991 at May 31,  1997,  up from  $189,030 at
          November 30, 1996.

          Based on current  cash flow  projections  management  expects that the
          Company can continue operations for the current year without infusions
          of additional cash.

 
Impact of Inflation

          The Company does not believe inflation has had a significant effect on
          its operations.


                           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

          None

ITEM 5.   OTHER INFORMATION

          None

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

          A.     EXHIBITS

                 None
                                                   
           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.


                                        WESTBRIDGE RESEARCH GROUP
                                               (Registrant)


 
                                         /s/ Christine Koenemann
                                         --------------------------------------
                                         Christine Koenemann, President
                                         Principal Executive Officer
                                         Principal Financial Officer
 
Date: July 11, 1997