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:
   September 30, 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
----------------------------       -------           ----------
        13,160,402             Common Stock,       November 13, 1997
                              $.0001 par value

<PAGE>

                        DCI TELECOMMUNICATIONS, INC.

                                  Index


     PART I  FINANCIAL INFORMATION

       Balance Sheet September 30, 1997                               3

       Statements of Operations
        Three and Six Months Ended September 30, 1997 and 1996        4

       Statements of Cash Flow
        Six Months Ended September 30, 1997 and 1996                  5

       Notes to Unaudited Financial Statements
        September 30, 1997                                            6

       Management's Discussion and Analysis of
        Financial Condition and Results of Operations                 11

PART II
       Other Information                                              15

       Signatures                                                     17






                                  2
<PAGE>

                      DCI Telecommunications, Inc.
                       Consolidated Balance Sheet
                               (unaudited)

                                                        September 30,
          ASSETS                                            1997

Current Assets:
    Cash                                                 $1,296,919
    Restricted Cash                                          10,500
    Investments                                              43,575
    Accounts Receivable                                   3,578,229
    Prepaid expenses                                         87,762
    Inventory                                               184,145
                                                          ---------
Total Current Assets                                      5,201,130

Property and Equipment                                    1,115,220
    Less: Accumulated depreciation                          665,875
                                                          ---------
Net property and equipment                                  449,345
                                                          ---------

Accounts receivable                                         419,447
Deposits                                                     24,288

Other Assets   - costs in excess of net assets acquired  11,210,342
Less: Accumulated amortization                               72,000
                                                          ---------
Net other assets                                         11,138,342
                                                          ---------
Total Assets                                            $17,232,552
                                                        -----------

LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities:
    Loans from Shareholders                              $  285,286
    Notes and settlements payable                            35,207
    Accounts payable and accrued expenses                 4,613,350
    Participations payable                                1,596,332
    Income Taxes Payable                                     63,792
                                                         ----------
Total Current Liabilities                                 6,593,967

Participations payable                                      304,000
Long Term Debt                                              459,658
Deferred Income Taxes                                       386,835
Accrued Preferred Dividends                                 166,014
Redeemable, convertible preferred stock $1,000 par and
  redemption value, 2,000,000 shares authorized, 1,760
  shares issued and outstanding                           1,760,000

Total Liabilities                                         9,670,474

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,
        10,864,722 shares issued and outstanding             1,086
    Paid in capital                                      9,065,896
    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)                           (1,804,398)
                                                         ---------
Total Shareholders' Equity                               7,562,078
                                                         ---------
Total Liabilities and Shareholders' Equity             $17,232,552
                                                       -----------

         See Accompanying Notes to Consolidated Financial Statements



                                    3
<PAGE>

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

                              Three Months Ended      Six Months Ended
                                 September 30,          September 30,
                              1997         1996       1997         1996

  Travel Service Sales     $  280,987  $  272,178  $  579,400 $  544,356
  Product Sales             1,596,005      15,489   3,722,813     14,528
                           ----------  ----------  ---------- ----------
  Net Sales                 1,876,992     287,667   4,302,213    558,884

  Cost of Sales - Travel      240,758     244,643     521,791    489,286
  Cost of Sales - Product   1,547,735      22,222   3,126,305     33,371
                           ----------  ----------  ---------- ----------
  Cost of Sales             1,788,493     266,865   3,648,096    522,657
                           ----------   ---------   --------- ----------
    Gross Profit               88,499      20,802     654,117     36,227

 Selling, General &
  Admin. Expenses             255,578       9,047     625,575     61,350
 Salaries and
  Compensation                474,937      84,380     662,826    162,056
 Amortization &
  Depreciation                  8,914       2,306      70,874      4,111
 Professional and
    Consulting Fees           168,092      46,858     266,677     67,630
                            ---------    --------   --------- ----------
                              907,521     142,591   1,625,952    295,147

 Income (Loss)
   from Operations           (819,022)   (121,789) (  971,835) (258,920)

Other Income and (Expense):
  Interest Expense            (37,758)        188     (63,340)  ( 3,091)
  Interest Income             180,230         (94)    192,180        --
                            ---------  ----------   --------- ---------
                              142,472          94     128,840   ( 3,091)

  Net (Loss) - Continuing
               Operations    (676,550)   (121,695)   (842,995) (262,011)


Loss from discontinued computer
  board operations           (526,178)     10,933    (558,958)   12,563


Discontinued prepaid phone
  card segment - U.K.        (585,775)         --    (226,091)      --

  Net Income (Loss)        (1,788,503)    (110,762)(1,628,044)(249,448)

Preferred Dividends           195,352       9,185     204,538   18,371

(Loss) applicable to
 common shareholders       (1,983,855)    (119,947)(1,832,582) (267,819)

  Net (Loss)
   per common share            ($0.11)     ($0.02)     ($0.10)   ($0.04)

Fully diluted Net
  (Loss) per share             ($0.11)     ($0.02)     ($0.10)   ($0.04)

  Weighted average common
   shares outstanding      18,657,278  7,177,308   17,841,632 6,901,848

     See Accompanying Notes to Consolidated Financial Statements


                                   4
<PAGE>

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

                                               Six Months Ended
                                                 September 30,
Cash Flows from Operating Activities:          1997          1996

Net Income (Loss)from operations           ($ 842,995)     ($262,011)
Loss from discontinued computer
 board operations                            (558,958)        12,563
Loss from discontinued prepaid phone
 card segment - UK                           (226,091)
                                             ---------     ----------
Net  (Loss)                                (1,628,044)       (249,448)

Adjustment to reconcile net income
(loss) to net cash provided by (used in)
 operating activities:

        Unamortized customer base             492,985
        Depreciation and amortization         169,146         36,799
        Stock issued for services                 800         10,335
        Non-cash settlements                                 (43,235)
        Bad Debts                               9,211

   Changes in assets and liabilities:
     (Increase) Decrease in:
        Accounts & Contracts Receivable      277,307        (10,215)
        Inventory                             61,767           (277)
        Deposits & Prepayments               (38,783)        (1,484)

     Increase (Decrease) in:
        Accounts & Contracts Payable      (1,227,593)      ( 89,073)
        Income taxes                          43,379
                                            --------       --------
           Total Adjustments                (211,781)      ( 97,150)
                                            --------       --------
        Net cash provided by (used in)
              operating activities        (1,839,825)      (346,598)
                                            --------       --------

Cash flows from (used in) investing activities:
        Additions to property,
          plant & equipment                   (3,924)       (15,956)
        Cash acquired with acquisition       110,259
        Acquisition costs                    (15,735)
                                            --------       --------
        Net cash provided by (used in)
          investing activities                90,600        (15,956)
                                            --------       --------

Cash flows from (used in) financing activities:
        Advances from (to)shareholders       370,696       ( 57,991)
        Proceeds from sale of
             stock & options               1,388,507        505,024
        Bank overdraft                                      (42,004)
        Payment of notes payable                            (22,973)
                                            --------       --------
        Net cash provided by (used in)
            financing activities           1,759,203        382,056
                                            --------       --------

Net Increase (Decrease) in cash                9,978         19,502

Cash, Beginning of Year                    1,286,941          2,689
                                           ---------       --------

Cash, End of Period                       $1,296,919       $ 22,191


                                                Six Months Ended
                                                  September 30,
                                             1997           1996

Supplemental disclosures of cash flow information:

Non cash investing and financing transactions:
     Acquisition by stock issuance:
        CardCall International           $6,463,357
        CyberFax                         $1,015,000
     Non cash settlements                  $ 40,000       $ 151,900
     Stock subscriptions receivable                       $  58,384
     Preferred stock dividends             $204,538       $  18,371

See Accompanying Notes to Consolidated Financial Statements



                                    5
<PAGE>

DCI Telecommunications, Inc.
Notes to Unaudited Financial Statements September 30, 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  and
restatements  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 September
30, 1997, options for 223,500 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. Revenues from the sale of prepaid phone  cards
is recognized upon first usage of the card.

NOTE 3.  Subsequent Event- 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 shares  of
SmarTalk common stock worth $8,000,000 based on the price of SmarTalk
stock  on  the  closing date. SmarTalk has agreed to file a  registration
statement to register these shares upon request by DCI at any time  after
March 30, 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 expected to be $3,078,421, after the write-
off  of  goodwill associated with the CardCall acquisition, and  will  be
recorded  in the financial statements for the period ending December  31,
1997.

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.  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.  CyberFax
-----------------

On  April  9, 1997 the Company acquired all of the outstanding shares  of
CyberFax,  Inc.  for  400,000  shares  of  its  common  stock  valued  at
$1,015,000. Goodwill of $1,015,000 was recognized in this transaction and
is  being amortized over 20 years. The acquisition has been accounted for
as  a purchase. The financial statements include the results of operation
since April 9, 1997, the date of acquisition.

NOTE 8.  Common and Preferred Stock
-----------------------------------

During  the  six  months ended September 30, 1997, the  holders  of  1190
shares  of  Series C Convertible Preferred Stock elected to convert  into
common  shares,  resulting  in the issue of  962,077  common  shares.  In
addition,  options  to  purchase 590,000 common  shares  were  exercised.
During  the  first  six  months  the  Company  has  raised  approximately
$1,500,000 through the sale of its Convertible Preferred Stock.

NOTE 9.  Unaudited Pro Forma Results
------------------------------------

The  following table summarizes unaudited pro forma results of operations
of the Company for the 6 months ended September 30, 1997 and 1996,
assuming  the  acquisition of CardCall, CyberFax,  Muller  Media,  Travel
Source  and  PEL had occurred on April 1, 1996. The unaudited  pro  forma
financial  information  presented is not necessarily  indicative  of  the
results of operations that would have occurred had the acquisitions taken
place on April 1, 1996 or of future results of operations.


                                     9

<PAGE>

                                       September 30,
                                   1997            1996
                                   ----            ----
Net Sales                       $4,302,213     $3,844,279
Net Income (Loss) -
    Continuing Operations         (842,995)      (824,866)
Discontinued Operations           (785,049)    (2,185,735)
                                 ----------     ----------
Net  (Loss)                     (1,628,044)    (3,010,601)
Net  (Loss) per Share             ($0.09)         ($0.19)











                                 10
<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 six months ended September 30, 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, cellular,  prepaid
phone cards 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.


                                   11

<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  June  1995
the  Company acquired R&D Scientific and in November 1996 acquired Muller
Media,  both  through  the  issue  of  common  stock.  The  acquisitions,
particularly  Muller  Media,  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.

A  recent  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. The gain will be booked in the
quarter  ended  December  31, 1997 The proceeds  will  be  a  significant
benefit  to liquidity in the future. 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.

Cash  used in operations was $1,800,000 in the six months ended September
30,  1997.  The Company was able to overcome this shortfall  by  proceeds
from  the  sale  of  preferred  stock of $1,400,000,  and  advances  from
stockholders totaling approximately $400,000.

While  CyberFax had limited operations during the quarter, it has secured
nine  contracts  in  four  countries  for  its  real  time  fax  to   fax
transmission  packages. Privilege Enterprises is embarking on  a  prepaid
cellular  phone  program. All of these programs will require  significant
cash to finance the expansion plans.

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.

                                   12

<PAGE>

Results of Operations - Six Months Ended September 30, 1997 Compared
                        to Six Months Ended September 30, 1996
--------------------------------------------------------------------

                                     1997          1996
                                     ----          ----
Net Sales                         $4,302,213    $  558,884
---------
Net sales in the 1997 first six months increased $3,743,329 over the 1996
first six months. Sales of newly acquired CardCaller Canada of $2,642,926
and   sales  of  Muller  Media  (acquired  November  1996)  of   $971,482
principally account for the variance.

                                     1997          1996
                                     ----          ----
Cost of Sales                     $3,648,096    $  522,657
-------------
Cost  of  sales  in  the six months ended September  30,  1997  increased
$3,125,439  over the comparable 1996 period. CardCaller  Canada  cost  of
sales  accounted for $2,272,272 and Muller $646,650. Neither company  was
part  of  group in the 1996 first six months. PEL and Travel Source  also
had increased costs associated with increased sales.

                                     1997         1996
                                     ----         ----
Selling, General & Administrative $ 625,575    $  61,350
---------------------------------
SG&A  expense  increased $564,225 in the 1997 first six  months.  Of  the
increase,  CardCaller  Canada  accounted  for  $155,578  and  Muller  for
$185,064. In addition, CyberFax, PEL and DCI UK are in start-up ventures,
and  combined  contributed $164,283 to the increase. None of  these  five
companies were included in the 1996 results.

                                     1997        1996
                                     ----        ----
Salaries                          $ 662,826   $ 162,056
--------
Salaries  in the 1997 first half increased $500,770 over the  1996  first
half. Salaries of newly acquired CardCaller Canada of $100,284 and Muller
of  $199,376. Salaries of the start-up ventures for CyberFax, DCI UK  and
PEL contributed $206,279 to the variance.


                                 13
<PAGE>

                                     1997        1996
                                     ----        ----
Amortization & Depreciation       $  70,874    $  4,111
---------------------------
1997  first  six  month  expense  increased  $66,763.  Amortization   and
depreciation   associated   with  the  Muller   and   CardCaller   Canada
acquisitions account for virtually the entire increase.

                                     1997          1996
                                     ----          ----
Professional & Consulting Fees    $ 266,677    $  67,630
------------------------------
Professional fees rose $199,047 in the first six months of 1997  compared
to  1996.  Legal,  accounting  and professional  fees  of  the  companies
acquired  in  the  1997 fiscal year (not included in  1996)  amounted  to
$96,582.  In  addition,  legal, accounting and corporate  relations  fees
increased  $105,758 at the parent company primarily due to the  Company's
growth.

                                    1997         1996
                                    ----         ----
Interest Expense                 ($ 63,340)    ($  3,091)
Interest Income                    192,180            --
----------------
The $60,249 increase in interest expense is virtually all associated with
CardCaller  Canada which was not included in 1996 results.  The  $192,180
increase  in  interest income is virtually all associated  with  interest
earned  on Muller Media investments, which also was not included in  1996
results.

                                              1997         1996
                                              ----         ----
Discontinued Computer Board Operations    ($ 558,958)    $  12,563
--------------------------------------
Effective September 30, 1997 the Company discontinued operations  of  its
Alpha Products division. The 1997 loss consists of $65,973 operating loss
to  date and a $492,985 write off of unamortized customer base associated
with Alpha. 1996 represents the year to date profit from Alpha.

                                            1997          1996
                                            ----          ----
Discontinued Prepaid Phone Card Segment  ($ 226,091)        --
---------------------------------------
This  represent operating losses to date and shutdown costs for the  U.K.
phone card segment due to the non compete clause in the contract to  sell
the distribution contract. (See Note 3 to Financial Statements)











 


                                    14
<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 16.

















                                    15

<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.
























                                   16

<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


















                                   17