U.S. SECURITIES AND EXCHANGE COMMISSION

                           Washington, DC  20549


                                FORM 10-QSB



            X  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE


                      SECURITIES EXCHANGE ACT OF 1934


              For the quarterly period ended: March  31, 1997



               TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE


                               EXCHANGE ACT

                        Commission file No. 0-13167


                             TM CENTURY, INC.
        (Name of small business issuer as specified in its charter)


     Delaware                                       73-1220394
  (State of incorporation)                                          (IRS
  Employer Identification  No.)


  2002 Academy, Dallas, Texas   
  75234
  (Address of principal executive offices)  
     (Zip Code)

  Issuer's telephone number:    
  (972) 247-8850


  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   X   No___

  The number of issuer's shares of  Common Stock outstanding as of April
  30, 1997 was 2,483,193.<PAGE>






  Transitional Small  Business Disclosure Format (check  one): Yes___ No  X

  <PAGE>
  <TABLE>
                             TM CENTURY, INC.
                              Balance Sheets
             March 31, 1997 (Unaudited) and September 30, 1996

                              ASSETS
 <CAPTION>
                                            March 31,       September 30,
                                               1997            1996
 <S>                                            <C>              <C>
  CURRENT ASSETS
    Cash                                     $   229,723     $   377,855
    Accounts and notes receivable
       less allowances of $185,000 and           902,494         829,848
       $144,000, respectively
    Inventories, net                             909,417       1,220,454
    Deferred federal income taxes                173,377         171,877
    Prepaid expenses and other current assets    109,763          51,573

       TOTAL CURRENT ASSETS                    2,324,774       2,651,607

  PROPERTY AND EQUIPMENT                       2,419,442       2,298,086
    Less accumulated depreciation             (1,404,373)     (1,224,005)
       NET PROPERTY AND EQUIPMENT              1,015,069       1,074,081

  INVENTORIES - NONCURRENT, net                  236,556         351,016
  OTHER ASSETS                                    15,903          15,388

    TOTAL                                     $3,592,302      $4,092,092
              
                   LIABILITIES AND STOCKHOLDERS' EQUITY

  CURRENT LIABILITIES
    Accounts payable                            $187,527        $225,260
    Accrued expenses                             216,570         123,619
    Current portion of obligation under          159,248         121,303
    capital lease
    Deferred revenue                              31,458          24,298
    Customer deposits                             85,553          71,568
            
       TOTAL CURRENT LIABILTIIES                 680,356         566,048

  OBLIGATION UNDER CAPITAL LEASE                 231,877         246,555
  CUSTOMER DEPOSITS - NONCURRENT                 162,273         159,531
  DEFERRED FEDERAL INCOME TAXES                   45,247          43,747

       TOTAL LIABILITIES                       1,119,753       1,015,881

  STOCKHOLDERS'  EQUITY
    Common stock, $.01 par value; authorized 7,500,000
    shares; 2,970,481 shares issued               29,705          29,705
    Paid-in capital                            2,275,272       2,275,272
    Treasury stock - at cost, 487,288 and    (1,291,227)     (1,250,316)
    433,288 shares, respectively
    Retained earnings                          1,458,799       2,021,550

       TOTAL STOCKHOLDERS' EQUITY              2,472,549       3,076,211

    TOTAL                                     $3,592,302      $4,092,092
   See notes to interim financial statements
  </TABLE>
  <PAGE>
  <TABLE>
                             TM CENTURY, INC.
       Statements of Operations and Retained Earnings (Unaudited)
           For the Three Months Ended March 31, 1997 and 1996

   <CAPTION>
                                                1997          1996
  <S>                                           <C>             <C>
  REVENUES                                    $1,846,758    $1,766,819

  COSTS AND EXPENSES:
    Production, programming and technical        744,039       759,140
    costs
    General and                                  554,665       592,208
    administrative
    Selling and commissions                      576,354       468,377
    Depreciation                                  90,000        47,562
    Reduction in carrying value of               148,000             -
    inventories

           TOTAL                               2,113,058     1,867,287

  OPERATING LOSS                               (266,300)     (100,468)

  OTHER INCOME
  (EXPENSES):
    Interest expense                             (5,503)             -
    Other, net                                     3,022         2,086

           TOTAL                                 (2,481)         2,086

  LOSS BEFORE INCOME                           (268,781)      (98,382)
  TAXES

  INCOME TAX (BENEFIT)
  PROVISION:
    Deferred                                           -       (7,654)

           TOTAL                                       -       (7,654)

  NET LOSS                                   ($ 268,781)      ($90,728)

   RETAINED EARNINGS, BEGINNING OF PERIOD       1,727,580    2,725,840
  RETAINED EARNINGS, END OF PERIOD            $1,458,799    $2,635,112


  NET LOSS PER COMMON SHARE                      ($0.11)       ($0.04)
 
  WEIGHTED AVERAGE NUMBER OF
    COMMON SHARES OUTSTANDING                  2,491,624     2,537,193

  See notes to interim financial statements

  </TABLE>
  <PAGE>
  <TABLE>

                            TM CENTURY, INC.
       Statements of Operations and Retained Earnings (Unaudited)
            For the Six Months Ended March 31, 1997 and 1996<PAGE>

  <CAPTION> 
                                                1997           1996
 <S>                                            <C>             <C>
  REVENUES                                    $3,507,398    $3,535,722

  COSTS AND EXPENSES:
    Production, programming and technical      1,489,488     1,544,411
    costs
    General and                                1,143,011     1,073,964
    administrative
    Selling and commissions                    1,101,476       918,560
    Depreciation                                 180,368        98,375
    Reduction in carrying value of               148,000             -
    inventories                                              

           TOTAL                               4,062,343     3,635,310

  OPERATING LOSS                               (554,945)      (99,588)

  OTHER INCOME
  (EXPENSES):
    Interest expense                            (13,180)             -
    Other, net                                     5,374         4,589

           TOTAL                                 (7,806)         4,589

  LOSS BEFORE INCOME                           (562,751)      (94,999)
  TAXES

  INCOME TAX (BENEFIT)
  PROVISION:
    Deferred                                           -      (19,744)

           TOTAL                                       -      (19,744)

  NET LOSS                                            ($            ($
                                                562,751)       75,255)
                                                             
  RETAINED EARNINGS, BEGINNING OF PERIOD       2,021,550     2,710,367
  RETAINED EARNINGS, END OF PERIOD            $1,458,799    $2,635,112
                                                             
  NET LOSS PER COMMON SHARE                      ($0.22)       ($0.03)
                                                             
  WEIGHTED AVERAGE NUMBER OF
    COMMON SHARES OUTSTANDING                  2,514,283     2,537,193

  See notes to interim financial statements.
  </TABLE>
  <PAGE>
  <TABLE>
                          TM CENTURY, INC.
              Statements of Cash Flows (Unaudited)
        For the Six Months Ended March 31, 1997 and 1996
  <CAPTION>
                                            1997        1996
  <S>                                       <C>         <C>
  OPERATING ACTIVITIES:
    Net Loss                             ($562,751)  ($75,255)
    Adjustments to reconcile net income
       to net cash provided by (used in) operations:
       Depreciation                         180,368     98,375
       Amortization                         138,190    188,638
       Deferred income taxes                       -   (19,744)
       Provision for doubtful accounts       40,000     42,000
       Reduction in carrying value of       148,000
       inventories
       Changes in operating assets and liabilities:
          Accounts receivable              (112,646)    105,284
          Inventories                       139,307     28,654
          Prepaid expenses and other assets (58,705)    (7,675)
          Accounts payable and accrued       55,218   (101,424)
          expenses
          Deferred revenue                    7,160          -
          Customer deposits                  16,727   (158,598)

    NET CASH PROVIDED BY (USED IN)          (9,132)    100,255
    OPERATING ACTIVITIES

  INVESTING ACTIVITIES:
    Acquisition of treasury stock          (40,911)          -
    Purchases of property and equipment    (17,478)   (18,679)
    Principal payments received on notes          0      4,423
    receivable

    NET CASH USED IN INVESTING ACTIVITIES  (58,389)   (14,256)
                 
  FINANCING ACTIVITIES:
    Principal payments on capital lease    (80,611)          -
    obligations

    NET CASH USED IN FINANCING ACTIVITIES (80,611)          -

  INCREASE (DECREASE)IN CASH              (148,132)     85,999
  CASH AT BEGINNING OF PERIOD               377,855    245,812
  CASH AT END OF PERIOD                    $229,723   $331,811
              
  Supplemental disclosures of cash flow information:

    Cash paid for interest                   $13,180       -
    Noncash investing and financing activities
       Capital lease obligation incurred    $103,878       -
       
  See notes to interim financial statements.
  </TABLE>
  <PAGE>

                              TM CENTURY INC.

                   NOTES TO INTERIM FINANCIAL STATEMENTS

                          MARCH 31, 1997 AND 1996

  1. BASIS OF PRESENTATION

  The interim financial  statements of TM Century,  Inc. (the _Company_)
  at March 31,  1997, and for the  three and six months  ended March 31,
  1997 and 1996, are unaudited, but  include all adjustments (consisting
  only  of normal  recurring adjustments)  which  the Company  considers
  necessary for  a fair  presentation.  The  September 30,  1996 balance
  sheet was  derived from  the balance sheet  included in  the Company's
  audited  financial statements  as filed  on Form  10-KSB for  the year
  ended  September 30,  1996.   Certain amounts  previously reported  in
  prior interim  financial statements have been  reclassified to conform
  to the 1997 presentation.

  The  accompanying  unaudited  interim  financial  statements  are  for
  interim periods and  do not include all  disclosures normally provided
  in annual financial statements, and should be read in conjunction with
  the  Company's   audited  financial  statements.     The  accompanying
  unaudited interim  financial statements for  the three and  six months
  ended March  31, 1997  are not necessarily  indicative of  the results
  which can be expected for the entire fiscal year.


  2.  INCOME TAXES

  Deferred  income taxes  are provided,  when  applicable, on  temporary
  differences between the recognition of income  and expense for tax and
  for  financial accounting  purposes in  accordance  with Statement  of
  Financial  Accounting  Standards  No. 109  (_SFAS  109_).    Temporary
  differences  which   give  rise  to   deferred  taxes   include  basis
  differences of property and equipment, accelerated tax depreciation in
  excess  of book  depreciation, and  valuation  allowances provided  in
  excess of amounts  deductible for tax purposes.   Under the provisions
  of SFAS 109, recognition of deferred  tax assets is permitted for such
  amounts which can be carried forward to future periods.

  The Company has net operating loss carryforwards of approximately $1.4
  million available  to offset  future taxable  income expiring  in 2008
  through  2009.   The Company  has  recorded a  deferred  tax asset  of
  $173,000  after deduction  of  a valuation  allowance  of $400,000  to
  reduce  the total  deferred tax  asset  because it  is  likely that  a
  portion  of the  tax  asset  will not  be  realized.   Realization  is
  dependent on generating sufficient taxable  income prior to expiration
  of the loss carryforwards. Management believes  it is more likely than
  not that  the non-reserved portion of  the deferred tax asset  will be
  realized.  The amount of the deferred tax asset considered realizable,
  however, could  be reduced  in the  near term  if estimates  of future
  taxable income  during the carryforward  period are reduced.   Certain
  provisions of  the tax law may  limit the net operating  loss, capital
  loss and credit carryforwards available for  use in any given tax year
  in the event of a significant change in ownership interest.

  <PAGE>

  3.  LONG-TERM DEBT AND LEASE OBLIGATIONS

  The Company has a $300,000 revolving  Line of Credit with a bank which
  provides  a  negative  pledge on  all  accounts  receivable,  contract
  rights, and  inventory of the Company.   Borrowings under the  Line of
  Credit bear  a fluctuating interest rate  of prime plus  1.5%, payable
  monthly.  The Line of Credit,  which bears an annual commitment fee of
  0.5%  of the  unused amounts,  is renewable  annually, subject  to the
  consent  of both  parties.   The Line  of Credit  was renewed  through
  February 28, 1997 with no other  changes in terms.  No borrowings were
  drawn under  the Line of  Credit during the  quarter.   In conjunction
  with   the  Company's   leasing  arrangement   discussed  below,   the
  availability under  the Line  of Credit was  reduced from  $300,000 to
  $100,000.

  In  May 1996  the  Company  entered into  a  lease  agreement for  the
  financing of an upgrade of its computer hardware and software systems.
  During  the  quarter  ended  March  31,  1997,  the  Company  obtained
  financing on  the remaining  $100,000 of  the total  $550,000 project.
  The  lease is  backed by  a $200,000  letter of  credit which  must be
  renewed  annually subject  to the  renewal  of the  Company's Line  of
  Credit.  The  requirement of the letter of credit  will be reviewed on
  an annual basis.  The lease has a  term of three years and contains an
  option to purchase the equipment at its fair market value or renew the
  lease at its fair market rental value  at the end of the initial term.
  Based on borrowing rates currently available to the Company on similar
  arrangements, the fair  value of the lease  agreement approximates the
  carrying value.

  4.  TREASURY STOCK

  On December 19, 1996, the Board  of Directors by resolution authorized
  the Company to  purchase up to 50,000 shares of  its common stock, and
  on January 27, 1997, authorized the  Company to purchase an additional
  25,000  shares of  its common  stock  on the  open  market or  through
  privately negotiated  transactions, from time to  time, dependent upon
  market conditions, through  December 31, 1997.  As of  March 31, 1997,
  the  Company has  made purchases  totaling 54,000  shares. During  the
  quarter ended March  31, 1997, the Company purchased  44,200 shares at
  an average  price of $.78 per  share.  These purchases  were funded by
  cash reserves  of the Company.   Future purchases  are expected  to be
  funded by cash reserves of the Company.

  5.  INVENTORY

  During the quarter ended March 31, 1997, the Company recorded a charge
  against operations  of approximately $148,000  to reduce  the carrying
  value  of its  equipment inventory  and  related assets  to their  net
  realizable value.

  <PAGE>
                             TM CENTURY, INC.

                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF

               FINANCIAL CONDITION AND RESULTS OF OPERATION

  TM Century,  Inc. is  engaged primarily  in the  creation, production,
  marketing, and worldwide distribution of compact disc music libraries,
  production   libraries,  station   identification  jingles,   computer
  software used  in music scheduling and  specialized computer equipment
  and software for radio stations.

  Forward-Looking Statements

  This Quarterly  Report contains  forward-looking statements  about the
  business,  financial  condition  and prospects  of  the  Company  that
  reflect assumptions made by management  and management's beliefs based
  on information  currently available to  it.  The  Company can  give no
  assurance  that the  expectations  indicated  by such  forward-looking
  statements  will be  realized.   If  any  of management's  assumptions
  should  prove incorrect,  or if  any  of the  risks and  uncertainties
  underlying such expectations should  materialize, the Company's actual
  results may  differ materially  from those  indicated by  the forward-
  looking statements.

  The key factors that are not within the Company's control and that may
  have  a direct  bearing  on operating  results  include,  but are  not
  limited  to,  the Company's  ability  to  develop new  products  cost-
  effectively; continued  maturation of  the domestic  and international
  markets for  compact disc technology;  acceptance by customers  of the
  Company's existing and  any new products and  formats; the development
  by competitors of products using  improved or alternative technologies
  and the  potential obsolescence of  technologies used by  the Company;
  the continued  availability of software,  hardware and  other products
  obtained   by  the   Company  from   third   parties;  dependence   on
  distributors, particularly  in the international market,  and on third
  parties engaged to replicate the Company's  products on compact discs;
  the retention of  employees; the success of the  Company's current and
  future efforts to reduce operating expenses;  the effectiveness of new
  marketing strategies; and  general economic conditions.   There may be
  other risks and uncertainties that management is not able to predict.

  When  used  in  this  Quarterly  Report,  words  such  as  believes,
  expects, intends, plans, anticipates, estimates and similar
  expressions  are  intended  to  identify  forward-looking  statements,
  although  there   may  be   certain  forward-looking   statements  not
  accompanied by  such expressions.  All  forward-looking statements are
  intended to  be covered by the  safe harbor created by  Section 21E of
  the Securities Exchange Act of 1934.

  <PAGE>

  LIQUIDITY AND CAPITAL RESOURCES

  The Company relies upon current sales of music libraries, jingles, and
  specialized  computer equipment  and software  on terms  of cash  upon
  delivery for operating liquidity.  Liquidity  is also provided by cash
  receipts from  customers under contracts for  production libraries and
  weekly  music service  contracts having  terms  of one  month to  four
  years.  The  Company is obligated to provide  music updates throughout
  the contract terms for weekly music service contracts.  Sales of music
  libraries, jingles,  and specialized  computer equipment  and software
  and the  payments under  production library  and weekly  music service
  contracts  will  provide,  in  the  opinion  of  management,  adequate
  liquidity to meet  operating requirements at least through  the end of
  fiscal 1997.  During the quarter ended March 31, 1997, the Company had
  positive cash flows from operations for the three month period.

  During the  quarter ended  March 31,  1997, approximately  $66,000 was
  spent  for the  purchase of  property  and equipment  and for  product
  development costs  for software development, new  music libraries, and
  music  library  updates.   Funds  for  operating  needs,  new  product
  development,  and capital  expenditures for  the period  were provided
  from  cash  reserves.    The   Company's  expenditures  for  property,
  equipment, and development of new products are discretionary.  Product
  development expenditures are expected to  be approximately $100,000 in
  fiscal 1997.   Management anticipates that cash  flow from operations,
  cash reserves, and funds available under  the Company's line of credit
  will be sufficient to meet these capital requirements at least through
  the end of fiscal year 1997.

  In  May 1996  the  Company  entered into  a  lease  agreement for  the
  financing of an upgrade of its computer hardware and software systems.
  The  Company  is  required to  repay  the  amount  financed,  totaling
  $550,000 in  equal monthly payments  of principal and  interest during
  the  term  of   the  lease.    Monthly  payments  on   the  lease  are
  approximately $16,000.   The term of  the lease is three years and the
  lease is backed by a letter of credit  in the amount of $200,000.  The
  letter  of  credit  reduces  the   availability  under  the  Company's
  revolving  Line  of Credit  from  $300,000  to $100,000.    Management
  anticipates that cash  flow from operations and cash  reserves will be
  sufficient to  meet these  capital requirements.   The Company  has no
  other significant commitments for capital expenditures in fiscal 1997.

  The Company's revolving Line of Credit with a bank provides a negative
  pledge on all  accounts receivable, contract rights,  and inventory of
  the Company.   Borrowings under the Line of Credit  bear a fluctuating
  interest  rate of  prime plus  1.5%,  payable monthly.    The Line  of
  Credit, which  bears an annual  commitment fee of  0.5% of  the unused
  amounts,  is  renewable  annually, subject  to  the  consent  of  both
  parties.   The Line of Credit  was renewed through February  28, 1998.
  No borrowings were drawn under the Line of Credit during the quarter.

  On December 19, 1996, the Board  of Directors by resolution authorized
  the Company to  purchase up to 50,000 shares of  its common stock, and
  on January 27, 1997, authorized the  Company to purchase an additional
  25,000  shares of  its common  stock  on the  open  market or  through
  privately negotiated  transactions, from time to  time, dependent upon
  market conditions, through  December 31, 1997.  As of  March 31, 1997,
  the  Company has  made purchases  totaling 54,000  shares. During  the
  quarter ended March  31, 1997, the Company purchased  44,200 shares at
  an average  price of $.78 per  share.  These purchases  were funded by
  cash reserves  of the Company.   Future purchases  are expected  to be
  funded by cash reserves of the Company.

  <PAGE>

  RESULTS OF CONTINUING OPERATIONS

  Comparison of the Three-Month Periods Ended March 31, 1996 and 1997

  Revenues  increased approximately  5% or  $80,000  in the  three-month
  period ended  March 31, 1997  as compared to  the same period  for the
  previous year.  The increase was due primarily to increases in revenue
  for a  weekly comedy service  of approximately $110,000,  increases in
  sales of compact disc music libraries of approximately $80,000, offset
  by decreases  in production library  revenue of  approximately $50,000
  and decreases in specialized computer equipment  and software sales of
  approximately $60,000.

  The increase in  revenue from weekly comedy services  is due primarily
  to  barter arrangements  whereby revenues  are derived  from obtaining
  commercial airtime  from radio  stations in  exchange for  such weekly
  services and marketing such airtime to  advertisers.   The Company has
  begun  to market  other products  using  similar barter  arrangements.
  Revenues from  such barter  arrangements are  expected to  continue to
  increase in the future.

  The  increase in  compact disc  music  revenues libraries  was due  to
  revenues from a new music format  targeted to non-broadcast customers.
  As the  compact disc  music library market  matures, sales  of compact
  discs are generated  primarily from changes in music  formats or sales
  of  new music  libraries or  formats rather  than from  conversions to
  compact disc music delivery technology.   Management believes that the
  decline in  compact disc  music library revenues  may continue  as the
  compact disc music  library market has reached a  substantial level of
  maturity in  the United  States, which  is the  market from  which the
  Company derives  most of  its music  library revenues.   A  decline in
  revenues  from music  library sales  may result  in a  proportionately
  greater decline  in operating income  because music  libraries provide
  higher  margins than  the  Company's other  products.    In the  third
  quarter of  fiscal 1997,  the Company  will begin  providing equipment
  manufacturers with  pre-recorded music for  their hard  drive systems.
  Renewals and  new sales growth are  subject to customer  acceptance of
  the new products

  The decrease in production library revenue resulted primarily from the
  expiration of  three-year contracts entered  into by the  Company with
  customers in  prior years and  the absence of  the development  of new
  libraries in prior  years.  Although production  library revenues from
  existing libraries  may continue to  decline as  additional three-year
  contracts expire,  management believes that production  libraries will
  continue to  generate a significant  portion of overall  revenues from
  sales of  existing products through  barter arrangements and  sales of
  new  products.   During  the quarter,  the  Company  introduced a  new
  production library and in the third quarter of fiscal 1997.  Sales and
  new  sales  growth are  subject  to  customer  acceptance of  the  new
  products.

  Production,  programming and  technical costs  decreased approximately
  $15,000 and as a percentage of revenue decreased from 43% to 40%.  The
  decrease was due primarily to the capitalization of the cost of custom
  jingles orders of $30,000 which will be amortized over the life of the
  jingle in  syndication, offset  by an increase  in royalties  based on
  profitability of the weekly comedy service.

  <PAGE>

  Selling and commission costs increased $108,000 and as a percentage of
  revenues increased to 31% from 27%  of revenue due primarily to higher
  selling  costs  for  products  sold   under  barter  arrangements  and
  increases  in sales  commissions due  to  changes in  sales force  and
  commission plans.

  General  and  administrative  costs decreased  $38,000  due  to  costs
  recorded in the prior year for the settlement of approximately $60,000
  with  a  long  distance  service  carrier   for  long  distance  calls
  fraudulently  charged to  the Company's  toll free  telephone numbers.
  The decrease was  offset by an increase in occupancy  costs related to
  the lease of the Company's headquarters of  $12,000.

  Depreciation   increased  approximately   $43,000  due   primarily  to
  depreciation expense for computer hardware and software acquired under
  capital leases.

  During the quarter ended March 31, 1997, the Company recorded a charge
  against operations  of approximately $148,000  to reduce  the carrying
  value  of its  equipment inventory  and  related assets  to their  net
  realizable value.

  Comparison of the Six-Month Periods Ended March 31, 1996 and 1997

  Revenues declined approximately $28,000 in  the six-month period ended
  March 31, 1997  as compared to the same period  for the previous year.
  The  decline  was due  primarily  to  a  decline in  music  scheduling
  software sales of  approximately $153,000 and a  decline in production
  library sales of $120,000 related to  expired three-year contracts and
  a  decline in  sales  of specialized  computer  equipment of  $92,000.
  These declines were offset by increases in sales of compact disc music
  libraries  of approximately  $160,000 and  increases of  approximately
  $190,000 for a weekly comedy service.

  The  decline in  software sales  was  due to  the  termination of  the
  Company's agreement with it's supplier of computer software in January
  1996.  The Company is currently  marketing a music scheduling software
  produced by  another supplier.   The Company expects  that it  will be
  able to build  its customer base for its software  used in programming
  music sequences and for automated music playback systems over the next
  five years.

  The increase in  revenue from weekly comedy services  is due primarily
  to  barter arrangements  whereby revenues  are derived  from obtaining
  commercial airtime  from radio  stations in  exchange for  such weekly
  services and marketing such airtime to  advertisers.   The Company has
  begun  to market  other products  using  similar barter  arrangements.
  Revenues from  such barter  arrangements are  expected to  continue to
  increase in the future.

  Selling  and commission  costs as  a percentage  of revenue  increased
  approximately $183,000  and as a  percentage of revenues  increased to
  31% from  26% of  revenue due  primarily to  higher selling  costs for
  products sold  under barter arrangements and  increases in commissions
  due to changes in sales force and commission plans.

  <PAGE>

  General and  administrative costs increased approximately  $69,000 due
  primarily to an  increase in provisions for state and  local taxes and
  related expenses of $40,000, an increase in occupancy costs related to
  the  lease of  Company's headquarters  of   $30,000  and increases  in
  personnel costs  of $75,000.  The  increases were offset by  the prior
  year settlement of approximately $60,000 with  a long distance service
  carrier for long distance calls fraudulently  charged to the Company's
  toll free telephone numbers.

  Production,  programming and  technical costs  decreased approximately
  $55,000 and  as a  percentage of  revenue decreased  from 44%  to 42%.
  Refer to discussion above regarding the three-month period.

  Depreciation   increased  approximately   $82,000  due   primarily  to
  depreciation expense for computer hardware and software acquired under
  capital leases.

  During the quarter ended March 31, 1997, the Company recorded a charge
  against operations  of approximately $148,000  to reduce  the carrying
  value  of its  equipment inventory  and  related assets  to their  net
  realizable value.

  <PAGE>

                        PART II. OTHER INFORMATION

  Item 1. Legal proceedings - Not applicable.

  Item 2. Changes in securities - Not applicable.

  Item 3. Defaults upon senior securities - Not applicable.

  Item 4. Submission of matters to a vote of security holders
     The holders of approximately 68% of the outstanding common stock of
  the Company, by written consent executed as of February 28, 1997 in
  accordance with Delaware law, (i) re-elected each of the four
  directors of the Company, Neil W. Sargent, Marjorie L. McIntyre, A.
  Ann Armstrong and Donald E. Latin, and (ii) approved the appointment
  of Deloitte & Touche as the Company's independent public accountants
  for the fiscal year ending September 30, 1997.  The Company did not
  solicit proxies or consents in connection therewith.

  Item 5. Other information - Not applicable.

  Item 6. Exhibits and Reports on Form 8-K

  (a) Exhibits
  Material Contracts:
  10.1.  WMCA  Line of Credit Extension Letter Agreement  by and between
  Merrill Lynch  Business Financial Services  Inc. and TM  Century, Inc.
  dated March 3, 1997.
  10.2.  Request To Amend A Letter of Credit by and between The Northern
  Trust Company and TM Century, Inc. dated February 26, 1997.
  27.1   Financial Data Schedule

  (b) Reports on Form 8-K
  No reports on Form 8-K were filed by the Company during the three
  month period ending March 31, 1997.

  <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.

                                     Dated: May 15, 1997

                                     TM CENTURY, INC.


                                     BY:/s/Janette L. Williams
                                     Janette L. Williams
                                     Chief Accounting Officer
                                     (Principal Accounting Officer)


                                     BY:/s/Neil W. Sargent
                                     Neil W. Sargent
                                     Chief Executive Officer
                                     (Principal Executive Officer)