SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC 20549
                               FORM 10 - QSB/A

                QUARTERLY REPORT UNDER REGULATION SB OF THE
                       SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended                        Commission File Number:
   December 31, 1997                              2-96976-D
-----------------------                         ------------------

                      DCI TELECOMMUNICATIONS, INC.
       (Exact Name of Registrant as specified in its charter)

             COLORADO                            84-1155041
          ---------------                  -----------------------
   (State or other jurisdiction          (IRS Employer Identification
  of incorporation or organization)               Number)


           611 Access Road, Stratford, Connecticut  06497
     -------------------------------------------------------------
           (Address and zip code of principal executive offices)


                              (203) 380-0910
                            -----------------
           (Registrant's telephone number, including area code)

Indicate  by check mark whether the Registrant (1) has filed all  reports
required  by Regulation SB 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  the
filing requirements for at least the past 90 days.
                      YES __X__              NO_____

Indicate the number of shares outstanding of each of the issuer/s classes
of common stock, as of the last practicable date:

Number of Shares Outstanding        Class               Date
----------------------------       -------           ----------
       14,371,517              Common Stock,       February 11, 1998
                              $.0001 par value

<PAGE>

                        DCI TELECOMMUNICATIONS, INC.

                                  Index


     PART I  FINANCIAL INFORMATION

       Balance Sheet December 31, 1997                                3

       Statements of Operations
        Three and Nine Months Ended December 31, 1997 and 1996        4

       Statements of Cash Flow
        Nine Months Ended December 31, 1997 and 1996                  5

       Notes to Unaudited Financial Statements
        December 31, 1997                                             6

       Management's Discussion and Analysis of
        Financial Condition and Results of Operations                 10

PART II
       Other Information                                              14

       Signatures                                                     16






                                  2
<PAGE>

                      DCI Telecommunications, Inc.
                       Consolidated Balance Sheet
                               (unaudited)

                                                        December 31
          ASSETS                                            1997

Current Assets:
    Cash                                                 $1,295,324
    Investments                                              66,807
    Accounts Receivable                                   3,884,177
    Investment - SmarTalk, Restricted stock               8,000,000
    Prepaid expenses                                        125,185
    Inventory                                               128,771
    Other                                                   112,335
                                                          ---------
Total Current Assets                                     13,612,599

Property and Equipment                                      619,258
    Less: Accumulated depreciation                          132,142
                                                          ---------
Net property and equipment                                  487,116
                                                          ---------

Accounts receivable                                         462,717
Deposits                                                     53,350

Other Assets   - costs in excess of net assets acquired   5,351,871
Less: Accumulated amortization                               96,000
                                                          ---------
Net other assets                                          5,255,871
                                                          ---------
Total Assets                                            $19,871,653
                                                        -----------

LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities:
    Loans from Shareholders                              $  259,632
    Accounts payable and accrued expenses                 2,510,409
    Participations payable                                1,982,974
    Income Taxes Payable                                    130,000
                                                         ----------
Total Current Liabilities                                 4,883,015

Participations payable                                      349,000
Long Term Debt                                               91,326
Deferred Income Taxes                                       361,848
Accrued Preferred Dividends                                 209,434
Redeemable, convertible preferred stock $1,000 par and
  redemption value, 2,000,000 shares authorized, 1,942
  shares issued and outstanding                           1,742,500

Total Liabilities                                         7,637,123

Commitments and Contingencies

Shareholders' Equity:
    9.25% cumulative convertible, preferred stock
      $100 par value, 5,000,000 shares authorized,
      3,972 shares issued and outstanding;                305,000
    Common stock, $.0001 par value,
     500,000,000 shares authorized,
        13,735,437 shares issued and outstanding             1,373
    Paid in capital                                     10,765,047
    Treasury Stock                                             (13)
    Unrealized Capital Loss                                 (5,493)
    Retained earnings subsequent to 12/31/95, date of
       quasi-reorganization (total deficit
       eliminated $4,578,587)                            1,168,616
                                                         ---------
Total Shareholders' Equity                              12,234,530
                                                         ---------
Total Liabilities and Shareholders' Equity             $19,871,653
                                                       -----------

         See Accompanying Notes to Consolidated Financial Statements



                                    3
<PAGE>

                     DCI Telecommunications, Inc.
               Consolidated Statements of Operations
                               (unaudited)

                              Three Months Ended      Nine Months Ended
                                 December 31,           December 31,
                              1997         1996       1997         1996

  Net Sales                $1,887,598  $  527,273  $6,189,811 $1,086,157
  Cost of Sales             1,245,840     292,065   4,936,911    814,722
                           ----------   ---------   --------- ----------
    Gross Profit              641,758     235,208   1,252,900    271,435

 Selling, General &
  Admin. Expenses             298,297     (27,754)    921,038     32,680
 Salaries and
  Compensation                318,203     130,318     938,087    292,374
 Amortization &
  Depreciation                 33,480       3,897     107,152      8,008
 Professional and
    Consulting Fees            66,037      47,368     332,714    115,914
                            ---------    --------   --------- ----------
                              716,017     153,829   2,298,991    448,976

 Income (Loss)
   from Operations           ( 74,259)     81,379  (1,046,091) (177,541)

Other Income and (Expense):
  Interest Expense                 --      (  391)    ( 7,913)  ( 3,482)
  Interest Income              66,014       9,031     202,767     9,031
                            ---------  ----------   --------- ---------
                               66,014       8,640     194,854     5,549

  Net (Loss) - Continuing
               Operations    (  8,245)     90,019    (851,237) (171,992)


Loss from discontinued computer
  board operations                 --     (34,773)   (559,840)  (22,210)

Sale of discontinued operation -
  prepaid phone card -
  UK segment                 3,078,421         --   3,078,421        --

Discontinued prepaid phone
  card segment - U.K.        ( 97,565)         --    (322,774)       --
                             ---------    -------    --------   --------
Net Income (Loss)            2,972,611     55,246   1,344,570   (194,202)

Preferred Dividends           164,838       9,185      369,376    27,556

Income (Loss) Applicable to
  Common Shareholders        2,807,773     46,061      975,194  (221,758)

  Basic Income (Loss)
   per common share              $.22      $0.01         $0.09   ($0.05)

  Diluted Net
   Income (Loss) per share       $.13      $0.01         $0.05   ($0.05)

  Weighted average common
   shares outstanding      12,715,162  5,058,425  10,560,831 4,038,707

     See Accompanying Notes to Consolidated Financial Statements


                                   4

<PAGE>
                       DCI Telecommunications, Inc.
                  Consolidated Statements of Cash Flows
                               (unaudited)

                                               Nine Months Ended
                                                 December 31,
Cash Flows from Operating Activities:          1997          1996

Net Income (Loss)from operations           ($ 851,237)     ($171,992)
Loss from discontinued computer
 board operations                            (559,840)     (  22,210)
Loss from discontinued prepaid phone
 card segment - UK                           (322,774)            --
Gain on sale of discontinued prepaid
 UK segment                                 3,078,421             --
                                            --------      ----------
Net Income (Loss)                           1,344,570      (194,202)

Adjustment to reconcile net income
(loss) to net cash provided by (used in)
 operating activities:
        Gain on contract assignment        (2,078,421)
        Unamortized customer base             492,985
        Depreciation and amortization         127,152         56,640
        Stock issued for services                 800         10,335
        Non-cash settlements                       --       (150,143)

   Changes in assets and liabilities:
     (Increase) Decrease in:
        Accounts & Contracts Receivable     (106,465)        46,377
        Inventory                            117,141          1,551
        Deposits & Prepayments              (115,268)       (23,863)

     Increase (Decrease) in:
        Accounts & Contracts Payable      (2,205,396)      (236,210)
        Income taxes                          84,600        (21,250)
                                            --------       --------
           Total Adjustments              (3,682,872)      (316,563)
                                            --------       --------
        Net cash provided by (used in)
              operating activities        (2,338,302)      (510,765)
                                            --------       --------

Cash flows from (used in) investing activities:
        Additions to property,
          plant & equipment                 (331,427)       (43,472)
        Cash acquired with acquisition       110,259        922,687
        Investments                          (23,232)            --
                                            --------       --------
        Net cash provided by (used in)
          investing activities              (244,400)       879,215
                                            --------       --------

Cash flows from (used in) financing activities:
        Advances from (to)shareholders       335,042       ( 83,400)
        Proceeds from sale of
             stock & options               2,260,194        962,166
        Bank overdraft                            --        (42,004)
        Payment of notes payable             (14,651)       (14,045)
        Advance to affiliate                      --        (51,860)
                                            --------       --------
        Net cash provided by (used in)
            financing activities           2,580,585        770,857
                                            --------       --------

Net Increase (Decrease) in cash               (2,117)     1,139,307

Cash, Beginning of Year                    1,297,441          2,689
                                           ---------       --------

Cash, End of Period                       $1,295,324     $1,141,996


                                                Nine Months Ended
                                                  December 31,
                                             1997           1996

Supplemental disclosures of cash flow information:

Non cash investing and financing transactions:
     Acquisition by stock issuance:
        CardCall International           $7,518,357            --
        CyberFax                         $1,000,000            --
        Muller Media                             --      $3,000,000
        Privilege Enterprises                    --      $   10,345
     Preferred stock dividend              $369,376       $  27,556
     Non cash settlements                        --       $ 151,900
     Stock subscriptions receivable              --       $  42,384
     Disposition of prepaid phone
       segment                          ($5,700,000)             --

     See Accompanying Notes to Consolidated Financial Statements


                                    5

<PAGE>

DCI Telecommunications, Inc.
Notes to Unaudited Financial Statements December 31, 1997

NOTE 1.
-------

The accompanying unaudited financial statements have been prepared in
accordance with  generally accepted accounting principles for interim
financial   information  and  with  the  provisions  of  Regulation   SB.
Accordingly, they do not include all of the information and footnotes
required   by  generally  accepted  accounting  principles  for  complete
financial  statements.  In  the opinion of  management,  all  adjustments
(consisting of normal recurring adjustments) considered necessary  for  a
fair  presentation have been included. Certain reclassification of  prior
year   numbers   have  been  made  to  conform  to  the   current   years
presentations, to report the acquisition of The Travel Source, Ltd. as  a
pooling  of  interest,  and to exclude R&D Scientific  since  the  merger
agreement terminated.

The consolidated financial statements include the accounts of the Company
and  its  wholly  owned  subsidiaries, (CardCall  International,  DCI  UK
Limited,  CyberFax  Inc., Privilege Enterprises Limited  and  The  Travel
Source, Limited)and Muller Media as if the stock purchase agreement  with
Muller  were  completed. Material intercompany balances and  transactions
have been eliminated in consolidation.

The  results  of operations for the periods presented are not necessarily
indicative  of  the  results  to be expected  for  the  full  year.   The
accompanying financial statements should be read in conjunction with  the
Company's form 10-K filed for the year ended March 31, 1997.

Income (loss) per share was computed using the weighted average number of
common shares outstanding.

NOTE 2. Acquisition of CardCall International Holdings Inc.
-----------------------------------------------------------

On March 31, 1997, DCI Telecommunications, Inc. entered into an agreement
with  CardCall  International  Holdings, Inc.  ("CardCall"),  a  Delaware
Corporation,  to  purchase all its outstanding  common  stock  (8,238,125
shares)  and  warrants. CardCall's board of directors  had  approved  the
agreement on March 29,1997, subject to shareholder approval.



                                   6

<PAGE>

CardCall  is  the parent company of CardCaller Canada, Inc.,  a  Canadian
corporation, and CardCall (UK) Limited incorporated under the Laws of the
United Kingdom. CardCall is in the business of designing, developing  and
marketing,  through distributors, prepaid phone cards which  provide  the
cardholder  access to long distance service through switching facilities.
DCI  had previously invested $1,500,000 in CardCall for which it received
$1,200,000 in notes payable 120 days from demand. The remaining  $300,000
did not have any stipulated repayment terms.

By   May   29,1997,  the  shareholders  of  CardCall  had  approved   the
transaction. For each 100 shares of common stock of CardCall  held  by  a
shareholder,  DCI  will issue a warrant to purchase 9  shares  of  common
stock  for  $4.00 per share on or before February 28, 2001. In  addition,
each  shareholder of CardCall may acquire 85 shares of DCI  common  stock
under  a  subscription agreement for each 100 shares of CardCall held  by
such  shareholder, at a purchase price of $.20 per share. As of  December
31, 1997, options for 2,079,290 shares of DCI stock had been exercised.

Such  options expire on April 30, 2002. In accordance with the agreement,
shares   of  DCI  stock  received  from  the  exercise  of  options   has
restrictions on its ability to be sold ranging from September 1, 1997  to
November 1, 1998.

The  transaction  was recorded under the purchase method  of  accounting,
effective April 1, 1997. The total purchase price includes the $1,500,000
in  cash, $2,545,000 assigned value for the stock and stock options,  and
assumption  of  net liabilities of $3,918,000. Goodwill was  recorded  at
$7,963,000. The financial statements include the results of operations of
CardCall  since  April 1, 1997, the effective date  of  acquisition.  The
goodwill is being amortized over 20 years. See Note 3 for explanation  of
sale of a distribution contract of CardCall (UK) and discontinuation of a
portion  of the operations. Revenue from the sale of prepaid phone  cards
is recognized upon first usage of the card.

NOTE 3.  Gain from Sale of Distribution Contract
------------------------------------------------
In September, 1997, DCI Telecommunications, Inc. agreed in principal with
SmarTalk  Teleservices, Inc. to sell its prepaid phone card  distribution
contract  with D Services, a wholly owned subsidiary of W.H.  Smith,  for
$9,000,000.  DCI received $1,000,000 in cash at the closing  and  326,531
restricted shares of SmarTalk common stock worth $8,000,000 based on  the
price of SmarTalk stock on the closing date. DCI can request registration
of the shares on March 31, 1998.



                                    7

<PAGE>

A   non-compete  clause  in  the  agreement  will  preclude  DCI  or  its
subsidiaries  from  engaging in the prepaid phone card products  business
through  the  distributor  for a period of  seven  years.  As  a  result,
operations  to date for CardCall UK are shown as discontinued operations.
Operations of CardCaller Canada are shown as continuing operations.
The  gain  of  the  transaction is $3,078,421,  after  the  write-off  of
goodwill associated with the CardCall acquisition.

NOTE 4.  Discontinuance of Computer Board Division
--------------------------------------------------

In  the  second quarter ended September 30, 1997 the Company discontinued
the  operation of its division that assembled computer boards  that  were
sold  to  a  number of industries including education and government.  In
conjunction with this event, unamortized customer base totaling  $492,985
was  written  off  and  operating losses through September  30,  1997  of
$65,973 are shown as discontinued operations.

NOTE 5.  Acquisition of R&D Scientific Corporation
---------------------------------------------------

On  June  19, 1995, DCI entered into an agreement to acquire  the  common
stock  of R&D Scientific Corp. (R&D), a New Jersey Corporation, for  106,
250, shares (to be adjusted on or before December 31, 1997 for a value of
$1,700,000).

The Company had included R&D operations as part of the consolidated group
since  June 19, 1995 as if the acquisition has been completed  under  the
purchase  method of accounting. In the quarter ending December 31,  1997,
the  parties  mutually  agreed  to  terminate  the  agreement,  with  R&D
reverting back to its original owners. As a result, no operations of  R&D
are included in the financial statements, and all prior periods have been
restated to exclude the operations of R&D.

NOTE 6.  Acquisition of Muller Media, Inc.
------------------------------------------

On  November  26, 1996, DCI entered into a stock purchase agreement  with
Muller  Media, Inc. (Muller), a New York corporation, to acquire 100%  of
the  outstanding  common stock of Muller in a stock for  stock  purchase,
with  DCI exchanging one million two hundred thousand (1,200,000)  shares
of  common stock for all of the shares of Muller capital stock.  The  DCI
stock  was  valued at two dollars and fifty cents ($2.50) per  share  ($3
million in total).


                                       8
<PAGE>

The  shares  of both companies have been deposited with an escrow  agent.
DCI  must repurchase the shares, if Muller exercises a "put" option which
commences  on the earlier of 120 days from December 27, 1996,  unless  an
extension is requested by DCI, which Muller cannot unreasonably withhold,
or 14 days after DCI has received an aggregate of $3,000,000 in net
proceeds from the sale of its capital stock.  An extension was granted by
Muller  through  December  31, 1997.  The selling  stockholders  have  an
option  to  keep DCI stock or accept up to $3,000,000 in cash  from  DCI.
Muller is a distributor of syndicated programming and motion pictures  to
the television and cable industry. The acquisition has been accounted for
as a purchase.

NOTE 7.  Common and Preferred Stock
-----------------------------------
During  the  nine months ended December 31, 1997, the holders  of  11,950
shares  of  Series C Convertible Preferred Stock elected to convert  into
common  shares,  resulting in the issue of 1,303,513  common  shares.  In
addition,  options  to purchase 2,756,564 common shares  were  exercised.
During  the  first  nine  months  the Company  has  raised  approximately
$2,450,000 through the sale of its Convertible Preferred Stock.

NOTE 8.  Subsequent Events
--------------------------
On January 21, 1998, the Company announced a common stock buy-back
program of up to five million dollars ($5,000,000). The buy-back is being
handled by A.G. Edwards.

On January 26, 1998, the Company disclosed a special, $.01 per common
share cash dividend, the first in its history to shareholders of record
on February 23, 1998, payable March 23, 1998.

On February 3, 1998, the Company announced a definitive agreement to
acquire World Pass Communications Corporation (WPCC). The agreement which
is scheduled to close in late February calls for $3.0 million in cash at
the closing and $6.0 million in common stock for 100% of the shares of
WPCC. As part of the agreement, the Company guarantees to repurchase up
to $3.0 million of the common stock upon the Company's Canadian prepaid
phone card operations being sold.

On  February  4,  1998,  the Company terminated  the  Purchase  and  Sale
agreement  with  R&D Scientific whereby ownership reverted  back  to  its
original  owners.  Under the terms of the transaction,  Richard  Sheppard
will  resign as a member of the Company's Board of Directors and will  be
allowed  to  keep  certain stock options he received as a  Board  Member.
There  are  no  operations of R&D included in the accompanying  financial
statements.
                                   9

<PAGE>

               Management's Discussion and Analysis of
             Financial Condition and Results of  Operations

Overview
--------

The   following   discussion  and  analysis  provides  information   that
management believes is relevant to an assessment and understanding of DCI
Telecommunications,   Inc.  and  its  subsidiaries   (collectively,   the
Company), consolidated results of operations and financial condition  for
the nine months ended December 31, 1997. The discussion should be read in
conjunction  with  the  Company's consolidated financial  statements  and
accompanying notes.

The Company, since its recent acquisitions, operates predominantly in the
telecommunications  industry  providing a broad  range  of  communication
service.  The  Company's  services include long distance,  prepaid  phone
cards,  cellular  as  well as real-time fax over  the  Internet.  Through
continued investments and fiscal 1997 business acquisitions, the  Company
has expanded its business into rapidly developing markets.

Recent Acquisitions
-------------------

The  acquisition of CardCall International and CyberFax  in  the  quarter
ended  June  30,  1997 were accounted for under the  purchase  method  of
accounting  under  both  U.S.  and  United  Kingdom  generally   accepted
accounting  principles. The Company believes that CardCall International,
CyberFax  and  DCI  UK  Limited, operating with  the  combined  networks,
financial resources, management, personnel and technical expertise of the
Company,  will  be  better able to capitalize on the  world  wide  growth
opportunities  in  the  telecommunications  industry.  In  addition,  the
Company  expects  these  companies will be  able  to  derive  significant
advantages from the more efficient utilization of their combined  assets,
management and personnel.


                                   10

<PAGE>

Liquidity and Capital Resources
-------------------------------

On  December 30, 1994 and January 5, 1995 the Company acquired the assets
of  Sigma  Telecommunications and Alpha Products  through  the  issue  of
1,330,000   shares  of  common  stock,  and  renamed  the   Company   DCI
Telecommunications,  Inc.  The  liabilities  remaining  from  the  former
Fantastic Foods International, Inc. at acquisition left the Company  with
negative  working  capital and little financing capability.  In  November
1996  acquired  Muller  Media  through the issue  of  common  stock.  The
acquisition  greatly  improved the Company's financial  position  and  at
March 31, 1997 the current ratio was a positive 1.9 to 1 and cash on hand
was  $1,300,000. However, with the acquisition of CardCall  International
in  the  quarter ended June 30, 1997, the Company's current ratio dropped
to a negative position.

The  most  significant  event was the sale  of  the  prepaid  phone  card
distribution  contract  in the United Kingdom to  SmarTalk  Teleservices,
Inc.,  a  U.S.  company  trading on NASDAQ, for $1,000,000  in  cash  and
$8,000,000  in  SmarTalk common stock. The stock will be registered  upon
DCI's request six months from the closing. Due to a non-compete clause in
the  sales  contract, CardCall UK has discontinued its phone  card  sales
through  W.H. Smith in the UK. Since CardCall UK was a net user of  cash,
it  is  expected that this will not have a negative impact on  liquidity.
The current ratio at December 31, 1997 was 2.8 to 1.

Cash  used in operations was $2,338,000 in the nine months ended December
31,  1997.  The  Company  was able to pay down a  significant  amount  of
liabilities,  principally funded by proceeds from the sale  of  preferred
stock and exercise of stock options totaling $2,338,000 and advances from
shareholders totaling $335,000.

While  CyberFax had limited operations during the period, it has  secured
nine  contracts  in  four  countries  for  its  real  time  fax  to   fax
transmission packages. Required hardware and software are currently being
installed  and  tested, and sales are expected to  begin  in  the  fourth
quarter. DCI UK also has limited operations in the first nine months  and
is  currently  developing  its  leased line  network  in  Europe  and  is
installing  new  switches in Denmark and Spain as well as  replacing  its
existing  switch  in  London  with one with  newer  technology  and  more
capacity.  All of these programs will require significant cash to finance
the expansion plans.

                                 11

<PAGE>

The Company is actively pursuing several acquisition opportunities in the
telecommunications  field.  It is expected  that  the  Company  will  ask
SmarTalk  to register the $8,000,000 worth of SmarTalk stock it  owns  on
March  31, 1998, which would provide a liquid investment to help  support
its acquisition and expansion program.

The   Company  is  continuing  to  pursue  long-term  financing  for  its
acquisition  and expansion program. However, no assurance  can  be  given
that  additional  financing will be available or, if available,  that  it
will  be on acceptable terms. The ability to finance all new and existing
operations will be heavily dependent on external sources.

Consolidated Results of Operations
----------------------------------

                                           Nine Months Ended
                                              December 31,
                                            1997         1996
                                            ----         ----
Net Sales                                $6,189,811   $1,086,157
---------
     Net sales for the nine months ended December 31, 1997 increased
$5,103,654 over the comparable 1996 period. Muller sales increased
$2,045,000 due to the fact that sales included only one month in 1996
since it was acquired in November, 1996. CardCaller Canada contributed
$3,261,000 to the increase in 1997 sales, and was not part of the Company
in 1996.
     
                                           1997        1996
                                           ----        ----
Cost of Sales                           $4,936,911   $814,722
-------------
     Cost of sales increase $4,122,189 in the 1997 period. Mullers cost
of sales increased $1,231,000 while CardCaller Canada increased
$2,962,000 since both companies were not part of consolidated group in
1996, except Muller for one month.

                                12

<PAGE>

                                           1997        1996
                                           ----        ----
Selling, General & Administration Expense $921,038    $ 36,680
-----------------------------------------
     SG&A expense rose $884,358 in the 1997 nine month period. Muller
expenses increased $289,000 and CardCaller Canada increased $298,000 due
to full inclusion in the 1997 period. Debt settlements by DCI parent of
$146,000 in 1996, together with SG&A expenses of newly acquired DCI UK,
CyberFax and inclusion of PEL for a full nine months in 1997 account for
the remainder of the increase.

                                          1997       1996
                                          ----       ----
Salaries and Compensation                $938,087   $292,374
-------------------------
     Salaries increase $645,713 in the first nine months of 1997 compared
to the 1996 period. Muller salaries increased $342,000 and CardCaller
$150,000 due to the inclusion periods stated above. Salaries associated
with newly acquired DCI UK and CyberFax principally account for the
remaining increase.

                                          1997       1996
                                          ----       ----
Amortization and Depreciation          $107,152     $8,000
-----------------------------
     Amortization of Muller goodwill in 1997 totaling $72,000 accounts
for most of the increase, with the balance attributable to depreciation
of the newly acquired companies.

                                         1997        1996
                                         ----        ----
Professional and Consulting Fees      $332,714     $115,914
--------------------------------
     Consulting fees increased $216,800 in the 1997 period. Fees
increased $115,000 at DCI parent level due to corporate relations
programs, stock services and other outside services, while legal and
accounting fees from the newly acquired companies account for the
balance.
                                         1997        1996
                                         ----        ----
Interest Income                       $202,767      $9,031
---------------
     The increase in interest income is almost entirely due to interest
earned by Muller Media, which is included for the full nine months in
1997 and only one month in 1996.
                                    13
<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.
          Not applicable.

ITEM 5.  OTHER INFORMATION.
          Not applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.
          Page 15

















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<PAGE>

ITEM 6 - Exhibits and Reports on Form 8K

On  April  18,  1997  the  Company filed a Form 8K  which  described  the
acquisition of CyberFax Inc.

On  September  23, 1997 the Company filed a Form 8K which  described  the
acquisition of CardCall International Holdings.

On  October  20,  1997  the Company filed a Form 8K which  described  the
change in independent accountants.

On  November 4, 1997 the Company filed a Form 8K which described the sale
of CardCall UK's distribution contract to SmarTalk.
























                                   15

<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.

                                      DCI TELECOMMUNICATIONS, INC.
                                              (Registrant)


Dated: May 14, 1998                By: Joseph J. Murphy
                                        ----------------
                                        Joseph J. Murphy
                                        President

                                    By: Russell B. Hintz
                                        ----------------
                                        Russell B. Hintz
                                        Chief Financial Officer


















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