SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  ___________

                                   FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended               March 31, 1997
                               --------------------------------------------

                                       OR

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________ to ______________________



                         Commission file number     0-11877
                                               ----------------


                                ELXSI CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


              Delaware                                 77-0151523
--------------------------------------------------------------------------------
(State or other jurisdiction of            (I.R.S. employer identification no.)
incorporation or organization)



4209 Vineland Road, Suite J-1, Orlando, Florida          32811
--------------------------------------------------------------------------------
(Address of principal executive offices)               (Zip code)


Registrant's telephone number, including area code:       (407) 849-1090
                                                    --------------------------


--------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes    X       No
                                         -----       ------

On May 6, 1997, the registrant had outstanding  4,660,869  shares of Common
Stock, par value $0.001 per share.


<PAGE>



                          Part I. FINANCIAL INFORMATION

Item 1.  Financial Statements


                                ELXSI CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in Thousands)

                                   A S S E T S


                                                      March 31,     December 31,
                                                        1997            1996
                                                        ----            ----
Current assets:

     Accounts receivable, net                         $  3,259        $  3,425

     Inventories, net                                   10,485          11,017

     Prepaid expenses and other current assets             266             234

     Note receivable - related party                     1,156           1,156

     Deferred tax asset                                  1,204           1,142
                                                      --------        --------

         Total current assets                           16,370          16,974

Property, buildings and equipment, net                  27,886          27,677

Intangible assets, net                                   5,504           5,525

Deferred debt costs, net                                    53              76

Notes receivable - related party                         6,055           6,759

Deferred tax asset - noncurrent                          1,701           1,739

Other                                                      661             728
                                                      --------        --------

         Total assets                                 $ 58,230        $ 59,478
                                                      ========        ========




The accompanying  notes are an integral part of these consolidated financial
statements.

                                       2
<PAGE>


                                ELXSI CORPORATION
                     CONSOLIDATED BALANCE SHEETS (Continued)
                             (Dollars in Thousands)

                      LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
                                                                   March 31,       December 31,
                                                                      1997             1996
                                                                  ----------         ---------
<S>                                                               <C>                <C>      
Current liabilities
     Accounts payable                                             $    1,729         $   3,266
     Accrued expenses                                                  4,763             4,649
     Capital lease obligations - current                                 142               142
     Current portion of long-term debt                                   403               268
                                                                  ----------         ---------
         Total current liabilities                                     7,037             8,325

Capital lease obligations - non current                                1,560             1,588
Long-term debt, net of discount                                       17,650            18,706
Other liabilities                                                      2,133             1,946
                                                                  ----------         ---------

         Total liabilities                                            28,380            30,565

Commitments and contingencies                                             --                --

Stockholders' equity:
   Preferred stock, Series A Non-voting
     Convertible, par value $0.002 per share
       Authorized--5,000,000 shares
       Issued and outstanding--none                                       --                --
   Common stock, par value $0.001 per share
       Authorized--160,000,000 shares
       Issued and outstanding--4,660,869 at
         March 31, 1997 and December 31, 1996                              5                 5
   Additional paid-in capital                                        228,520           228,520
   Accumulated deficit                                              (198,572)         (199,512)
   Cumulative foreign currency translation adjustment                   (103)             (100)
                                                                  ----------         ---------

         Total stockholders' equity                                   29,850            28,913
                                                                  ----------         ---------

         Total liabilities and stockholders' equity               $   58,230         $  59,478
                                                                  ==========         =========
</TABLE>







The accompanying  notes are an integral part of these consolidated financial
statements.

                                       3
<PAGE>


                                ELXSI CORPORATION
                         CONSOLIDATED INCOME STATEMENTS
                  (Amounts in Thousands, Except Per Share Data)
                                   (Unaudited)



                                                  Three Months Ended March 31,
                                                  ----------------------------
                                                      1997            1996
                                                   ---------        --------


Net  sales                                         $  20,079        $ 19,820

Costs and expenses:
     Cost of sales                                    16,141          16,464
     General and administrative                        1,914           1,748
     Depreciation and amortization                       787             678
                                                   ---------        --------

Operating income                                       1,237             930

Other income (expense):
     Interest income                                     375              28
     Interest expense                                   (423)           (429)
     Other expense                                        --             (10)
                                                   ---------        --------

Income before income taxes                             1,189             519

Provision for income taxes                              (249)            (89)
                                                   ---------        --------

Net income                                         $     940        $    430
                                                   =========        ========

Net income per common share                        $     .19        $    .09
                                                   =========        ========

Weighted average number of common
       and common equivalent shares                    4,855           5,084
                                                   =========        ========












The accompanying  notes are an integral part of these consolidated financial
statements.

                                       4
<PAGE>


                                ELXSI CORPORATION
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                             (Amounts in Thousands)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                     Cumulative
                                            Common Stock     Additional   Accum-      Foreign
                                         -----------------    Paid-In     ulated    Translation
                                         Shares    Dollars    Capital     Deficit    Adjustment
                                         ------    -------    -------     -------    ----------


<S>                                        <C>     <C>        <C>        <C>          <C>       
Balance at December 31, 1996               4,661   $      5   $228,520   $(199,512)   $    (100)

Net income                                    --         --         --         940           --

Foreign currency translation
     adjustment                               --         --         --          --           (3)
                                        --------   --------   --------   ---------    ---------

Balance at March 31, 1997               $  4,661   $      5   $228,520   $(198,572)   $    (103)
                                        ========   ========   ========   =========    =========
</TABLE>




























The accompanying  notes are an integral part of these consolidated financial
statements.

                                       5
<PAGE>


                                ELXSI CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                 Three Months Ended March 31,
                                                                    1997             1996
                                                                  --------         --------
Cash flows provided by (used in) operating activities:

<S>                                                               <C>              <C>     
Net income                                                        $    940         $    430

Adjustments to reconcile  net income to net
  cash provided by (used in) operating
    activities:
     Depreciation and amortization                                     787              678
     Amortization of deferred debt costs                                23               60
     Amortization of debt discount                                      --                4
     Amortization of note receivable discount                          (96)              --
     Change in cumulative foreign currency
       translation adjustment                                           (3)              11

(Increase) decrease in assets:
     Accounts receivable                                               166             (460)
     Inventories                                                       532             (675)
     Prepaid expenses and other current assets                         (32)             124
     Deferred tax asset                                                (24)              --
     Other                                                              42              (26)
Increase (decrease) in liabilities:
     Accounts payable                                               (1,537)          (1,096)
     Accrued expenses                                                  114             (491)
     Other liabilities                                                 187              125
                                                                  --------         --------
     Net cash provided by (used in) operating activities             1,099           (1,316)
                                                                  --------         --------

Cash flows (used in) provided by investing activities:
     Proceeds from sale of Abdow's Restaurant                           --            1,075
     Purchase of property, building and equipment                     (950)            (474)
     Proceeds from note receivable -  related party                    800               --
                                                                  --------         --------
     Net cash (used in) provided by investing activities              (150)             601
                                                                  --------         --------

Cash flows (used in) provided by financing activities:
     Net (borrowing) repayment of long-term debt                      (921)             751
     Purchase of Common Stock                                           --               --
     Payment of deferred bank fee                                       --               --
     Principal payments of capital lease                               (28)             (36)
                                                                  --------         --------
     Net cash (used in) provided by financing activities          $   (949)        $    715
                                                                  ========         ========
</TABLE>



The accompanying  notes are an integral part of these consolidated financial
statements.

                                       6
<PAGE>

                                ELXSI CORPORATION
                CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
                             (Dollars in Thousands)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                           Three Months Ended March 31,
                                                           ----------------------------
                                                               1997             1996
                                                             --------         -------


<S>                                                          <C>              <C>    
Increase (decrease) in cash and cash equivalents             $     --         $    --

Cash and cash equivalents, beginning of period                     --              --
                                                             --------         -------

Cash and cash equivalents, end of period                     $     --         $    --
                                                             ========         =======


Supplemental Disclosure of Cash Flow Information

Cash paid during the period for
    Income taxes                                             $    105         $   195
    Interest                                                      314             372
</TABLE>























The accompanying  notes are an integral part of these consolidated financial
statements.

                                       7
<PAGE>

                                ELXSI CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 1997
                                   (Unaudited)

Note 1.  The Company

General  The  information   contained  in  this  report  is  unaudited  but,  in
management's  opinion,  all adjustments  necessary for a fair  presentation have
been  included and were of a normal and  recurring  nature.  The results for the
three months ended March 31, 1997 are not  necessarily  indicative of results to
be expected for the entire year. These financial  statements and notes should be
read in conjunction with ELXSI Corporation's  Annual Report on Form 10-K for the
year ended December 31, 1996.

Prior to 1990, ELXSI Corporation (together with its subsidiaries, the "Company")
operated  principally  through its wholly-owned  California  subsidiary,  ELXSI.
During that period, the principal business of ELXSI was the design, manufacture,
sale and support of  minisupercomputers.  In July 1989, the Company  announced a
major restructuring of its computer  operations.  In September 1989, the Company
discontinued all computer operations.

On July 1, 1991,  ELXSI acquired thirty  Bickford's and twelve Howard  Johnson's
Restaurants,  which are located in Massachusetts,  Vermont, New Hampshire, Rhode
Island and Connecticut, from Marriott Family Restaurants, Inc.

Between  1992 and 1996,  ELXSI  sold six of its  Howard  Johnson's  Restaurants,
converted five others into Bickford's  Restaurants,  opened eight new Bickford's
Restaurants, acquired 16 Abdow's Family Restaurants ("Abdow's"),  converted nine
of the  Abdow's  into  Bickford's  Restaurants,  sold one Abdow's and closed one
Abdow's.  As of March 31,  1997,  ELXSI owned 52  Bickford's,  5 Abdow's and one
Howard Johnson's Restaurants (the "Restaurants").

On October 30, 1992,  ELXSI acquired Cues, Inc. of Orlando,  Florida and its two
wholly owned  subsidiaries  Knopafex,  Ltd., a Canadian company and Cues B.V., a
Dutch company, (together referred to as "Cues").

Cues is engaged in the manufacture and servicing of video  inspection and repair
equipment  for  wastewater  and  drainage  systems  primarily  for  governmental
municipalities, service contractors and industrial users.


                                       8
<PAGE>


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS.


RESULTS OF OPERATIONS

The Company's 1997 and 1996 first quarter  revenues and expenses result from the
operation  of the  ELXSI's  Restaurant  and  Cues  Divisions  and the  Company's
corporate expenses ("Corporate").


COMPARISON OF FIRST QUARTER 1997 RESULTS TO 1996 RESULTS

The first quarter sales increased  $259,000,  gross profit  increased  $582,000,
selling,  general and administrative expense increased $166,000 and depreciation
and amortization increased $109,000 resulting in an operating income increase of
$307,000.  Interest  expense  decreased by $6,000,  interest income increased by
$347,000,  other  expense  decreased  by $10,000 and income  taxes  increased by
$160,000 resulting in an increase in net income of $510,000.

Restaurant  Division  Restaurant  sales  increased by $402,000 or 2.8% and gross
profit  increased by $496,000 or 26.2% in the first  quarter of 1997 compared to
the same period in the prior year.  Operating income increased $354,000 or 38.9%
after  deducting an increase in selling  general and  administrative  expense of
$40,000 and an increase in depreciation and amortization of $102,000.  The sales
increase was mainly due to an increase in same store sales of  $408,000,  or 4%,
sales from the opening of one new Bickford's of $324,000,  partially offset by a
decrease in sales  resulting from the sale and closing of two Abdow's  totalling
$192,000 and a decrease resulting from fire damage at the Bickford's  Restaurant
in Brockton,  Massachusetts in 1996. All of the sales increase  resulted from an
increase in the average guest check.  Customer counts at Restaurants operated in
both periods were  approximately  flat despite the fairer weather in New England
during the first  quarter  of 1997  compared  to the record  snow falls in 1996.
Customer  counts at the nine  converted and five remaining  Abdow's  Restaurants
decreased by 5.5% in the first quarter of 1997 compared to 1996.

As a result of the sales  increase  and a 3.0%  improvement  in the gross profit
percentage from 13.2% to 16.2%,  restaurant  gross profit increased by $496,000,
or 26.2% in the first quarter of 1997  compared to the same period in 1996.  The
increase in the gross profit  percentage  was mainly the result of a decrease in
food cost of 1.3%  attributable to the conversion of the Abdow's into Bickford's
in the latter half of 1996 and an increase in the average guest check during the
quarter. Additionally, variable costs as a percentage of sales decreased by 1.3%
attributable  to the milder weather in the first quarter of 1997 compared to the
severe weather in the same period in 1996.

Management  expected the Restaurant gross profit percentage to decline initially
as a result of the 1995  acquisition  of the Abdow's  Restaurants,  which have a
higher  percentage  of food,  labor and rent costs  compared  to the  Bickford's
Restaurants.  It was anticipated that upon conversion of the Abdow's Restaurants
into Bickford's Restaurants the food cost as a percentage of sales would decline
to the average Bickford's level, thereby increasing the gross profit percentage.
Management intends to keep up to five of the acquired  restaurants  operating as
lower margin

                                       9
<PAGE>

Abdow's  restaurants,  and the overall margins will continue to be lower than if
all restaurants were operated as Bickford's Restaurants.

Restaurant  selling,  general and  administrative  expense  increased by $40,000
during the first quarter of 1997.

Restaurant  depreciation and amortization increased by $102,000 during the first
quarter 1997. Restaurant depreciation and amortization will continue to increase
each year with the  addition  of new  restaurants  or until  such time as assets
valued and  recorded  on July 1, 1991 (the date of the  restaurant  acquisition)
become fully depreciated.  The equipment acquired at the acquisition has a seven
year useful life, and will become fully depreciated in 1998.

As a result of the above items,  operating income increased by $354,000 or 38.9%
in the first quarter of 1997.

Cues Division Cues's sales decreased by $143,000 or 2.6% in the first quarter of
1997 compared to the same period in the prior year.  Despite the sales decrease,
gross profit  increased  by $86,000 or 5.9% due to a 2.4%  increase in the gross
profit  percentage from 26.9% in the first quarter of 1996 to 29.3% in the first
quarter of 1997. Cues's gross profit margins showed signs of improvement in this
quarter despite a continued competitive  environment as production  efficiencies
and product mix combined for a favorable outcome.  Operating income increased by
$55,000 or 15.6%.  Included in the increase in operating income is the effect of
an  increase in selling,  general and  administrative  expense of $24,000 and an
increase  in  depreciation  and  amortization  expense  of  $7,000.   Management
anticipates  that  gross and  operating  margins  will  continue  to  experience
pressure  in 1997 due to the fact  that  Cues's  customers  continue  to  stress
pricing factors in awarding contracts through the competitive bidding process.

Corporate  Corporate general and  administrative  expenses increased by $102,000
during  the first  quarter  of 1997  mainly as a result  of an  increase  in the
phantom stock option plan accrual for Bickford's  management.  Interest  expense
increased  by $32,000 due to a higher  average  debt  balance in 1997  partially
offset by a decrease in the Company's  senior debt  borrowing  rate.  During the
first quarter of 1997, the Company recorded interest income of $372,000 compared
to $28,000 in the same period of 1996.

On December 30, 1996, ELXSI purchased three revolving notes with a face value of
$6,650,000 from Bank of America Illinois, its lending bank, for $5,850,000.  The
Company recorded this $800,000 discount as a reduction in the face amount of the
notes on the balance sheet. The face value of the notes, payable by three wholly
owned  subsidiaries  of  Azimuth   Corporation;   (collectively,   the  "Azimuth
Subsidiaries"), bear interest at 15% per annum payable in arrears on the 1st and
16th  of  each  month  and  mature  on  June  30,  1998.  The  notes  are  fully
collateralized  by all of the  assets of  Azimuth  Corporation  and the  Azimuth
Subsidiaries,  including accounts  receivable and inventory.  Two of the Azimuth
Subsidiaries  design and manufacture  trade show booth displays;  the other is a
distributor  of  electrical  fuses and  fasteners.  Certain of the  officers and
directors and stockholders of Azimuth  Corporation are officers and directors of
the Company  and/or  ELXSI.  As a result of the  transactions  described in this
paragraph,  ELXSI  became  the senior  revolving  credit  lender to the  Azimuth
Subsidiaries.  Funding for ELXSI's purchase of the Azimuth  Subsidiary notes, as
well, as for any further revolving credit loans that may be made by ELXSI to the
Azimuth Subsidiaries,  was provided by Bank of America Illinois ("BAI") under an

                                       10
<PAGE>

amendment and  restatement  of its existing  credit  agreement  with ELXSI.  The
Company's return on investment from the foregoing transactions is in the form of
net interest  (i.e.,  the  difference  between the Azimuth's  Subsidiaries'  15%
interest rate and the Company's  cost of borrowing)  and the discount  earned by
the Company  described  below.  As of March 31, 1997 the balance  payable by the
Azimuth Subsidiaries to ELXSI was $5,050,000.

The purpose of the  transactions  described  above was to prudently  utilize the
Company's  debt  capacity  to  earn a  return  not  generally  available  in the
marketplace for the commensurate risk. The knowledge of the Azimuth  Corporation
credit and the short time frame required to respond to Bank of America  Illinois
made ELXSI unique in its ability to capture such an attractive opportunity.

The increase in interest  income  resulted from  recording  $327,000 of interest
income  during the first  quarter of 1997  consisting of interest on the Azimuth
Subsidiary  Notes and  amortization of the $800,000  discount  describe  herein.
Included in interest  expense is interest  payable to the Bank of  approximately
$109,000 directly  attributable to the purchase of the Azimuth Subsidiary notes.
As a result of the Azimuth  Subsidiary  Notes, the Company recorded net interest
income of approximately $218,000 during the first quarter of 1997.

The Azimuth  Subsidiaries have the right to prepay in full their revolving notes
held by ELXSI at a price (or for a payment) equal to (i) the combined  principal
amount  outstanding  on the date of prepayment  plus (ii) all accrued but unpaid
interest  thereon  less (iii) if  purchased  in May or June 1997 a  discount  of
$175,000 and $75,000,  respectively.  Therefore, if the Azimuth Subsidiary notes
are not satisfied before July 1, 1997, ELXSI will have fully earned the $800,000
discount applied to the purchase.

Income taxes  increased from $89,000 in the first quarter of 1996 to $249,000 in
the first quarter of 1997. The $160,000 tax increase  resulted from  calculating
the  projected  1997  effective  tax  rate,  assuming  a change  of  control  in
accordance with the Section 382 of the Internal Revenue Code occurs in 1997, and
applying the effective rate to the first quarters estimated taxable income. If a
change of control does not occur,  the effective  tax rate will decrease  during
the balance of 1997. Management does not believe a change of control occurred in
the first quarter of 1997.

Earnings Per Share  Earnings per share for the quarter  ended March 31, 1997 was
$0.19 per share  and the  weighted  average  number  of shares  outstanding  was
4,855,000. This compares to $0.09 per share for the corresponding period in 1996
when there were 5,084,000 weighted average shares outstanding.  The reduction in
the weighted average shares outstanding in the first quarter of 1997 compared to
the first quarter of 1996 resulted  mainly from the repurchase and retirement of
Common Stock in the second half of 1996 and the  repurchase  and retirement of a
common stock  warrant on December 30, 1996.  The average  stock market price for
the first  quarter  of 1997 was $6.45  compared  to an  average  of $6.21 in the
corresponding  period of 1996.  An  increase  in the stock  price  results  in a
slightly  greater number of shares  outstanding  for purposes of determining the
weighted average shares outstanding used in the earnings per share calculation.

                                       11
<PAGE>

Liquidity and Capital Resources

Available  Resources The Company's  unrestricted  consolidated cash positions at
March 31, 1997 and December  31, 1996 was $0. The Company has a cash  management
system whereby cash  generated by operations is immediately  used to reduce bank
debt. The immediate  reduction of  outstanding  debt provides the Company with a
reduction in interest  expense  greater than the interest income that cash could
safely earn from alternative investments.
Working capital needs, when they arise, are met by daily borrowings.

During the first quarter of 1997,  the Company had cash flow from  operations of
$1,099,000.  The  cash  from  operations  and  the  proceeds  from  the  Azimuth
Subsidiary  notes  receivable of $800,000  funded the  acquisition  of property,
plant and  equipment  totalling  $950,000,  the  payment  of  long-term  debt of
$921,000 and the repayment of capital leases obligations of $28,000.  During the
first quarter of 1997,  current assets decreased by $666,000  primarily due to a
$540,000 decrease in Cues's inventory and the collection of the $225,000 Azimuth
Subsidiaries  closing fee,  which was classified as a receivable at December 31,
1996. Offsetting the decrease in current assets,  current liabilities (excluding
the current portion of long-term debt and capital leases)  decreased  $1,423,000
mainly due to a reduction in Cues's accounts payable.

During the first  quarter  of 1996,  the  Company  had  negative  cash flow from
operations of  $1,316,000.  Long-term  debt  borrowings of $751,000 and proceeds
from the sale of the Vernon, Connecticut Abdow's Restaurant of $1,075,000 funded
the use of cash in operations,  the acquisition of property, plant and equipment
totalling  $474,000 and the repayment of capital lease  obligations  of $36,000.
During the first quarter of 1996,  accounts  receivable and inventory  primarily
related to Cues  increased  $460,000 and  $675,000,  respectively.  In addition,
current liabilities (excluding the current portion of long-term debt and capital
leases)  decreased  $1,587,000  mainly due to the timing of payments  related to
Bickford's accounts payable and accrued expenses.

Future Needs For and Sources of Capital Management  believes that cash generated
by operations is  sufficient to fund current  operations  including the interest
payments on the senior bank debt. With bank approval, excess funds are available
under the Company's loan Agreement to finance additional acquisitions.

Impact of  Inflation  Inflationary  factors  such as increases in food and labor
costs directly affect the Company's operation.  Many of the Restaurant employees
are paid hourly rates  related to the federal  minimum  wage,  and  accordingly,
increases in the minimum wage will result in  increases in the  Company's  labor
costs.  In addition,  the cost of food  commodities  utilized by the Company are
subject to market supply and demand pressures. Shifts in these costs may have an
impact on the  Company's  food  cost.  The  Company  anticipates  that food cost
increases  can  be  offset  through  selective  price  increases,   although  no
assurances can be given that the Company will be successful in this regard.

Increases in interest rates could negatively affect the Company's operations.

                                       12
<PAGE>


                           PART II. OTHER INFORMATION

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

The  Company's  annual  meeting will take place on May 22, 1997.  In  connection
therewith the Company  submitted the following  proposals to stockholders in the
annual proxy statement dated May 22, 1997.

Nomination  of the  following  current  directors  for  re-election:  Farrokh K.
Kavarana, Denis M. O'Donnell,  Kevin P. Lynch, Alexander M. Milley and Robert C.
Shaw.

Approval of the ELXSI Corporation 1997 Incentive Stock Option Plan.

Adoption of  amendments to the Company's  Bylaws to impose  certain  tax-related
transfer  restrictions  on  Common  Stock  and other  equity  securities  of the
Company.


Item 5.  Other Information

       None


Item 6.  Exhibits and Reports on Form 8-K

       None

                                       13
<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.


                                                ELXSI CORPORATION
                                    --------------------------------------
                                    (Registrant)



Date: May 12, 1997                  /s/   Alexander M. Milley
                                    -------------------------
                                    Alexander M. Milley,  Chairman of the Board,
                                      President and Chief Executive Officer
                                      (Principal Executive Officer)




Date: May 12, 1997                  /s/   Thomas R. Druggish
                                    --------------------------------------
                                    Thomas R. Druggish,  Vice President,
                                      Treasurer and Secretary (Chief Accounting
                                      Officer and Principal Financial Officer)





















                                       14

<PAGE>