U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

         (Mark One)
         [X]      QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES
                  EXCHANGE ACT OF 1934 FOR THE PERIOD ENDED 
                  SEPTEMBER 30, 1997.
                  ------------------
         [ ]      TRANSITION  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                  EXCHANGE ACT OF 1934 FOR THE  TRANSITION  PERIOD FROM ________
                  TO _________ .

Commission File Number: 0-29020


                          MULTIMEDIA ACCESS CORPORATION
        (Exact Name of Small Business Issuer as Specified in its Charter)

             Delaware                                     75-2528700
             --------                                     ----------
  (State or other Jurisdiction of              (I.R.S. Employer Incorporation
   Incorporation or Organization                      Identification No.)


   2665 Villa Creek Drive, Suite 200, Dallas, TX              75234
   ---------------------------------------------              -----
     (Address of principal executive offices)               (Zip Code)


                                  972/488-7200
                                  ------------   
                           (Issuer's Telephone Number)



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

As of November 7, 1997,  8,731,958 shares of the Registrant's  common stock were
outstanding.


<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
                              INDEX TO FORM 10-QSB


PART I.  FINANCIAL INFORMATION

  Item 1.  Financial Statements
    Consolidated Balance Sheets at December 31, 1996 and
       September 30, 1997 (Unaudited)......................................3
    Consolidated Statements of Operations for the Three Months
       ended September 30, 1996 and 1997 (Unaudited) and the Nine 
       Months ended September 30, 1996 and 1997 (Unaudited)................4
    Consolidated Statement of Stockholders' Equity (Deficit) for 
       the Nine Months ended September 30, 1997 (Unaudited)................5
    Consolidated Statements of Cash Flows for the Nine Months 
       ended September 30, 1996 and 1997 (Unaudited).......................6
    Notes to Consolidated Financial Statements.............................7

  Item 2.  Management's Discussion and Analysis of Financial 
    Condition and Results of Operations....................................9

PART II.  OTHER  INFORMATION .............................................12

SIGNATURES ...............................................................13


                                       2

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS


<TABLE>
<CAPTION>

                                                                            December 31,          September 30,
                                     ASSETS                                     1996                  1997
                                                                         -------------------    ------------------
                                                                                                     (Unaudited)
Current assets:
<S>                                                                                <C>                   <C>     
  Cash and cash equivalents                                                        $ 18,539              $ 67,613
  Accounts receivable, less allowance for  doubtful accounts of 
    $43,000 at December 31, 1996 and $38,000 at September 30, 1997                  185,564               794,636
  Inventory                                                                         310,133             1,641,787
  Prepaid expenses                                                                   46,239                91,216
  Deferred charges                                                                  504,295                     -
                                                                         -------------------    ------------------
         Total current assets                                                     1,064,770             2,595,252

Property and equipment, net                                                         460,895               785,270
Software development costs, net                                                     147,321               150,000
Deposits                                                                             18,272                23,657
                                                                         -------------------    ------------------

         Total assets                                                           $ 1,691,258           $ 3,554,179
                                                                         ===================    ==================

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities:
  Accounts payable                                                                $ 682,689           $ 1,041,519
  Accrued compensation                                                              239,707               286,574
  Deferred revenue                                                                   15,591                 3,135
  Other accrued liabilities                                                         857,260               214,906
  Short-term debt, officer                                                          533,089               311,243
  Short-term debt, other                                                          1,966,202                13,266
  Current portion of long-term debt                                               3,177,550                     -
                                                                         -------------------    ------------------
         Total current liabilities                                                7,472,088             1,870,643

Commitments

Stockholders' equity (deficit):
  Preferred stock, $.0001 par value:
    Authorized shares - 5,000,000
    Issued shares - none                                                                  -                     -
  Common stock, $.0001 par value:
    Authorized shares - 20,000,000
    Issued and outstanding shares - 5,315,811 at December 31, 1996
      and 8,643,455 at September 30, 1997                                               532                   864
  Additional paid-in capital                                                      6,602,572            18,461,850
  Accumulated deficit                                                           (12,372,028)          (16,767,272)
  Treasury stock,  261,497 shares at December 31, 1996 and
      September 30, 1997                                                            (11,906)              (11,906)
                                                                         -------------------    ------------------
         Total stockholders' equity (deficit)                                    (5,780,830)            1,683,536
                                                                         -------------------    ------------------

         Total liabilities and stockholders' equity (deficit)                   $ 1,691,258           $ 3,554,179
                                                                         ===================    ==================
</TABLE>

Note:The balance  sheet at December  31, 1996 has been  derived from the audited
     financial  statements  at  that  date  but  does  not  include  all  of the
     information  and  footnotes  required  by  generally  accepted   accounting
     principles for complete financial statements.

                             See accompanying notes.

                                        3

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                    For the Three Months Ended            For the Nine Months Ended
                                                           September 30,                        September 30,
                                                 ----------------------------------   ----------------------------------
                                                      1996              1997               1996              1997
                                                 ----------------  ----------------   ----------------  ----------------


<S>                                                    <C>             <C>                  <C>             <C>        
NET SALES                                              $ 223,727       $ 1,158,682          $ 900,446       $ 1,992,783

Cost of goods sold                                        50,057           596,688            315,437         1,007,451
                                                 ----------------  ----------------   ----------------  ----------------

GROSS PROFIT                                             173,670           561,994            585,009           985,332

Operating expenses:
  Selling, general and administrative                    582,946         1,119,971          1,712,494         2,981,568
  Research and development                               447,147           773,095          1,457,001         2,017,455
  Depreciation and amortization                           51,728            85,884            153,035           220,551
                                                 ----------------  ----------------   ----------------  ----------------
      Total operating expenses                         1,081,821         1,978,950          3,322,530         5,219,574
                                                 ----------------  ----------------   ----------------  ----------------

OPERATING LOSS                                          (908,151)       (1,416,956)        (2,737,521)       (4,234,242)

Other income (expense):
  Dividend and interest income                                10             4,871                 69            54,682
  Interest expense                                      (114,784)          (12,096)          (343,630)         (239,910)
  Other                                                        -             7,346                  -            24,226
                                                 ----------------  ----------------   ----------------  ----------------
      Total other income (expense)                      (114,774)              121           (343,561)         (161,002)
                                                 ----------------  ----------------   ----------------  ----------------

NET LOSS                                            $ (1,022,925)     $ (1,416,835)      $ (3,081,082)     $ (4,395,244)
                                                 ================  ================   ================  ================

NET LOSS PER SHARE                                       $ (0.17)          $ (0.18)           $ (0.51)          $ (0.58)
                                                 ================  ================   ================  ================
WEIGHTED AVERAGE NUMBER OF COMMON AND
  COMMON EQUIVALENT SHARES OUTSTANDING                 6,139,491         8,026,197          6,000,010         7,523,947
                                                 ================  ================   ================  ================
</TABLE>


                             See accompanying notes.
                                        4

<PAGE>

                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
            CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                           ADDITIONAL                       
                                                  COMMON STOCK               PAID-IN        ACCUMULATED     
                                              SHARES       PAR VALUE         CAPITAL          DEFICIT       
                                          --------------- -------------  ---------------- ----------------- 

<S>                                            <C>               <C>         <C>             <C>            
BALANCE, DECEMBER 31, 1996                     5,315,811         $ 532       $ 6,602,572     $ (12,372,028) 

  Sale of Common Stock and Public
    Warrants, net of expenses                  1,610,000           161         5,427,077                 -  

  Exchange of short-term and
    long-term debt for Common Stock
    and Public Warrants                        1,241,977           124         5,713,003                 -   

  Fair market value of warrants issued
    for inducement of debt                             -             -            66,500                 -   

  Exercise of options and warrants, net          475,667            47           652,698                 -   

  Net loss                                             -             -                 -        (4,395,244)  


                                          =============== =============  ================ ================= 
BALANCE, SEPTEMBER 30, 1997                    8,643,455         $ 864       $18,461,850     $ (16,767,272)  
                                          =============== =============  ================ ================= 
</TABLE>


<TABLE>
<CAPTION>

                                                             TOTAL          
                                            TREASURY      STOCKHOLDERS'      
                                             STOCK       EQUITY (DEFICIT)    
                                         --------------- -----------------   
                                                                             
<S>                                           <C>            <C>             
Balance,  December 31, 1996                   $ (11,906)     $ (5,780,830)   
                                                                             
  Sale of Common Stock and Public                                            
    Warrants, net of expenses                         -         5,427,238    
                                                                             
  Exchange of short-term and                                                 
    long-term debt for Common Stock                                          
    and Public Warrants                               -         5,713,127    
                                                                             
  Fair market value of warrants issued                                       
    for inducement of debt                            -            66,500    
                                                                             
  Exercise of options and warrants, net               -           652,745    
                                                                             
  Net loss                                            -        (4,395,244)   
                                                                             
                                                                             
                                         =============== =================   
BALANCE, SEPTEMBER 30, 1997                   $ (11,906)      $ 1,683,536    
                                         =============== =================   
</TABLE>



                           See accompanying notes.
                                       5

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                            For the Nine Months Ended
                                                                                  September 30,
                                                                    ------------------------------------------
                                                                          1996                    1997
                                                                    ------------------     -------------------
OPERATING ACTIVITIES:
<S>                                                                      <C>                     <C>          
  Net loss                                                               $ (3,081,082)           $ (4,395,244)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
      Depreciation of fixed assets                                            114,929                 163,001
      Amortization of software development costs                               38,106                  57,549
      Non-cash charges to interest expense                                     69,165                 155,667
      Changes in operating assets and liabilities:
        Accounts receivable                                                  (124,191)               (609,072)
        Inventory                                                            (179,844)             (1,331,654)
        Prepaid expenses                                                      (51,296)                (44,977)
        Due from debt holder                                                  315,300                       -
        Deferred charges                                                     (363,368)                415,128
        Deposits                                                                  (75)                 (5,385)
        Accounts payable                                                      151,185                 358,830
        Accrued compensation                                                 (124,220)                 46,867
        Deferred revenue                                                      (48,422)                (12,456)
        Other accrued liabilities                                             420,490                (261,372)
                                                                    ------------------     -------------------
               Net cash used in operating activities                       (2,863,323)             (5,463,118)
                                                                    ------------------     -------------------

INVESTING ACTIVITIES:
  Purchase of property and equipment                                         (111,080)               (487,376)
  Software development costs                                                  (11,000)                (60,228)
                                                                    ------------------     -------------------
               Net cash used in investing activities                         (122,080)               (547,604)
                                                                    ------------------     -------------------

FINANCING ACTIVITIES:
  Net proceeds from issuance of short-term
    and long-term debt                                                      2,085,000                 210,202
  Net repayment of short-term debt-officer                                          -                (235,000)
  Other                                                                        (6,733)                  4,611
  Net proceeds from the exercise of options and warrants                                              652,745
  Net proceeds from sale of common stock and warrants                         912,054               5,427,238
                                                                    ------------------     -------------------
               Net cash provided by financing activities                    2,990,321               6,059,796
                                                                    ------------------     -------------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                            4,918                  49,074

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                 16,605                  18,539
                                                                    ------------------     -------------------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                     $ 21,523                $ 67,613
                                                                    ==================     ===================
</TABLE>



                             See accompanying notes.
                                        6

<PAGE>

                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


1. BASIS OF PRESENTATION

          The accompanying  unaudited interim consolidated  financial statements
include the  accounts of  MultiMedia  Access  Corporation  and its  wholly-owned
subsidiaries,  Viewpoint Systems, Inc., VideoWare, Inc. and Osprey Technologies,
Inc.  (collectively,  the  Company).  All  material  inter-company  accounts and
transactions have been eliminated in consolidation.

          The interim financial statements have been prepared in accordance with
generally  accepted  accounting  principles for interim  financial  information.
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  only of  normal
recurring  accruals)  considered  necessary  for a fair  presentation  have been
included. Operating results for the three and nine month periods ended September
30, 1997 are not necessarily  indicative of the results that may be expected for
the year  ending  December  31,  1997.  For  further  information,  refer to the
consolidated   financial  statements  and  footnotes  thereto  included  in  the
Company's Annual Report on Form 10-KSB filed March 28, 1997.


2. INVENTORIES

          Inventory is comprised  primarily of purchased  electronic  components
and  computer  system  products,  along with related  documentation  manuals and
packaging materials and consists of the following:


                                  DECEMBER 31,     SEPTEMBER 30,
                                       1996             1997
                               ----------------- ----------------
                                                     (UNAUDITED)

       Purchased materials         $  180,149    $     967,072
       Finished Goods                 129,984          674,715
                               ----------------- ----------------
                                    $ 310,133      $ 1,641,787
                               ================= ================


3. SALE OF COMMON STOCK

          In February 1997, the Company completed an underwritten initial public
offering of 1,400,000 shares of its Common Stock and 1,400,000 Redeemable Common
Stock Purchase  Warrants (Public  Warrants).  The shares of Common Stock and the
Public  Warrants were sold on the basis of one Public  Warrant for each share of
Common  Stock at a unit  price  to the  public  of  $4.60,  and were  separately
transferable  immediately  upon  issuance.  In March 1997, the Company issued an
additional  210,000 shares of Common Stock and Public  Warrants upon exercise of
the underwriter's  over-allotment  option.  The Company received net proceeds of
$5,427,000  during  February and March 1997 related to this sale.  The proceeds,
net of expenses related to the offering,  are being used primarily for marketing
activities  in  connection  with  the  Company's   products,   to  complete  the
development of additional  product and software  applications,  for repayment of
certain loans and to fund its working capital requirements.


                                       7

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)


4. EXERCISE OF WARRANTS

          In August 1997, the Company registered, in a Registration Statement on
Form SB-2, 2,981,573 shares of Common Stock underlying private warrants that had
previously  been issued by the Company at various  times  between  June 1995 and
February  1997 in  connection  with various  financing  transactions.  Each such
private warrant entitles the holder to purchase one (1) share of Common Stock at
prices ranging from $1.00 to $3.00 per share at any time commencing  immediately
upon issuance  through and including three years from the date of issuance.  The
Company  will not  receive  any of the  proceeds  of the sale of such  shares of
Common Stock, but will receive proceeds of up to $7,529,719 from the exercise of
the private  warrants,  to the extent the warrants are exercised.  Such proceeds
will be used for working capital and general  corporate  purposes,  and possible
future acquisitions.

          In September 1997, the Company  received net proceeds of $640,745 upon
the exercise of 471,667  private  warrants at prices ranging from $1.00 to $3.00
per share.


5. NET LOSS PER SHARE

          Net loss per share is computed based on the weighted average number of
common and common equivalent shares outstanding. The Company has computed common
and  common  equivalent  shares in  determining  the  number  of shares  used in
calculating  earnings  per  share for the three  and nine  month  periods  ended
September  30, 1996 pursuant to the  Securities  and Exchange  Commission  Staff
Accounting Bulletin (SAB) No. 83. SAB No. 83 requires the Company to include all
common  shares and all common  share  equivalents  issued in the 12 month period
preceding the filing date of the initial public offering in its calculation even
if anti-dilutive.  Net loss per share for the three and nine month periods ended
September 30, 1997 has been computed in accordance  with  Accounting  Principles
Board Opinion No. 15 and does not include common share  equivalents  since their
effect is anti-dilutive.

          The FASB has issued  Statement of Financial  Accounting  Standards No.
128,  Earnings per Share,  which is effective  for financial  statements  issued
after  December 15, 1997.  Early  adoption of the new standard is not permitted.
The new standard  eliminates  primary and fully  diluted  earnings per share and
requires  presentation  of basic and diluted  earnings per share  together  with
disclosure of how the per share amounts were computed.  Because the  application
of SAB No. 83 in  calculation  of per share  amounts  under FAS 128 is presently
uncertain, the Company is unable to determine the effect of this standard on its
historical per share amounts.


                                       8

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


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

GENERAL

          MultiMedia  Access  Corporation  develops,  manufactures  and  markets
standards-based  video  communications  systems  that  provide   enterprise-wide
solutions  for  business  customers.   The  Company's  Viewpoint  VBX(TM)  video
distribution and switching system,  Osprey(R) line of video peripheral  products
and video  compression-decompression  cards and the ViewCast(R) line of Internet
Web-video   servers   deliver   videocom    applications,    including   desktop
videoconferencing,  video broadcasting, video-based training, distance learning,
telemedicine, surveillance and Internet and intranet video communications.

          This Form 10-QSB  contains  forward-looking  statements  which involve
risks and uncertainties.  The Company's actual results may differ  significantly
from the results discussed in the forward-looking statements. Factors that might
cause such a  difference  include,  but are not limited to,  product  demand and
market acceptance risks, the impact of competitive products and pricing, product
development,  commercialization  and  technological  difficulties,  capacity and
supply  constraints or difficulties,  general business and economic  conditions,
the effect of the Company's  accounting policies and other risks detailed in the
Company's Annual Report on Form 10-KSB and other filings with the Securities and
Exchange Commission.

RESULTS OF OPERATIONS

Nine Months Ended September 30, 1997 compared to Nine Months Ended September 30,
1996.

          Net Sales.  Net sales for the nine  months  ended  September  30, 1997
increased  121.3% to $1,992,783 from $900,446  reported for the same period last
year. This increase can be attributed to a significant increase in sales of both
video peripheral products and video systems during the first nine months of 1997
compared  to the same  period  last year,  offset in part by a decline in custom
programming and design revenue between the same periods.

          During  the  first  nine  months  of 1997,  sales of video  peripheral
products  increased  184.2%  over  the  same  period  in  1996  and  represented
approximately 71% of total 1997 revenues, compared to approximately 55% of total
revenues in 1996.  Sales of video  systems  increased  355.3% for the first nine
months  of  1997,   compared  to  the  same  period  in  1997  and   represented
approximately 27% of total 1997 revenues, compared to approximately 13% of total
revenues  in 1996.  While sales of video  peripheral  products  are  expected to
continue to increase for the balance of 1997 as new products are  developed  and
marketed and new contracts are finalized,  the percentage of peripheral  product
sales to total sales is expected to decline as the Company also expects to see a
significant  increase in video  systems  revenue  for the  balance of 1997.  The
Company  introduced a new product  family during the third quarter of 1997,  the
ViewCast line of Web-video  servers,  that is expected to begin generating sales
during the fourth quarter of 1997.

          Cost  of  Goods  Sold.  Cost  of  goods  sold  increased  $692,014  to
$1,007,451  for the nine months ended  September  30, 1997  compared to the same
period last year,  primarily due to the increase in net sales  described  above.
Gross profit margin for the first nine months of 1997 was 49.4%,  representing a
decline from the 65.0% margin during the same period last year.  This decline in
gross margin can be attributed to custom  programming and design revenue in 1996
that was  substantially  greater than the same period in 1997, which have little
or no associated costs.


                                        9

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                     AND RESULTS OF OPERATIONS - (CONTINUED)




          Selling,  General and Administrative  Expense.  Selling,  general, and
administrative expense increased to $2,981,568 for the first nine months of 1997
from  $1,712,494  for the same period last year  primarily  due to a significant
expansion of the  Company's  sales,  marketing and customer  support  efforts in
1997. By the end of the first quarter of 1997,  the Company had filled six sales
positions and three  customer  support  positions  that did not exist during the
same period of 1996. During the second quarter of 1997 a fourth customer support
position was added.  Also  contributing to the increase are expenses  related to
being a public  company that were incurred  subsequent to the Company's  initial
public offering in February 1997, including  significant increases in insurance,
investor relations, travel, legal and professional fees.

          Research and Development  Expense.  Research and  development  expense
increased  $560,454 to $2,017,455  for the nine months ended  September 30, 1997
compared  to the  same  period  in 1996,  primarily  due to an  increase  in the
Company's development staff, contract consultants and manufacturing staff during
1997. The new staff and consultants were  principally  involved in the continued
development of the Company's Viewpoint VBX system, Osprey video products and the
newly announced ViewCast Web-video servers.

          Other Income (Expense).  For the nine months ended September 30, 1997,
other income (expense) decreased $182,559 to $161,002,  primarily as a result of
an  increase in interest  income and a decrease in interest  expense  during the
period.  The changes to other expense can be attributed to the Company's initial
public offering in February 1997.


LIQUIDITY AND CAPITAL RESOURCES

          The Company successfully completed an initial public offering (IPO) of
its Common  Stock and Public  Warrants on February 7, 1997 and on March 13, 1997
sold the over-allotment  option,  raising a total of $5,427,000 of net proceeds.
During 1997,  with the proceeds of the IPO, the Company is  endeavoring to build
an effective marketing and sales organization,  develop a network of independent
resellers  and achieve  market  acceptance of its products at prices and volumes
which will, in the future, result in profitable operations. However, the Company
expects  operating  losses to continue until such time as gross margins from the
sales of its  products  exceed  its  development,  selling,  administrative  and
financing costs.

          In August 1997, the Company registered, in a Registration Statement on
Form SB-2, 2,981,573 shares of Common Stock underlying private warrants that had
previously  been issued by the Company at various  times  between  June 1995 and
February  1997 in  connection  with various  financing  transactions.  Each such
private  warrant  entitles  the holder to purchase  one share of Common Stock at
prices ranging from $1.00 to $3.00 per share at any time commencing  immediately
upon issuance  through and including  three (3) years from the date of issuance.
The Company  will not receive any of the  proceeds of the sale of such shares of
Common Stock, but will receive proceeds of up to $7,529,719 from the exercise of
the private  warrants.  As of September  30, 1997  private  warrants to purchase
471,667 shares of Common Stock had been exercised,  resulting in net proceeds to
the  Company of  $640,745.  In October  1997,  additional  private  warrants  to
purchase  350,000  shares of Common  Stock were  exercised,  resulting  in gross
proceeds to the Company of $1,050,000.  These  proceeds and additional  proceeds
will be used for working  capital and general  corporate  purposes  and possible
future acquisitions.


                                       10

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                     AND RESULTS OF OPERATIONS - (CONTINUED)


          Until the  completion of its IPO on February 7, 1997,  the Company was
dependent upon loans from its principal stockholders, as well private placements
of its debt and equity securities,  to finance its working capital requirements.
It is  anticipated  that the remaining  proceeds  from the IPO plus  anticipated
proceeds  from the  exercise of private  warrants  and public  warrants  will be
sufficient  to fund the  operations  of the Company  through at least the end of
1998. In the event that the Company's plans change or its assumptions  change or
prove  to be  inaccurate  or such  proceeds  prove  to be  insufficient  to fund
operations (due to  unanticipated  expenses or  difficulties or otherwise),  the
Company may be  required  to seek  additional  financing  sooner than  currently
anticipated or could be required to curtail its activities.

          The Company has had  preliminary  discussions  with several  potential
sources of additional  financing,  and may seek additional  financing to provide
working  capital in the future.  Such  financing may include  convertible  debt,
loans,  lines of credit and/or secured capital financing through the issuance of
convertible  preferred  stock or  other  equity  securities  and  could  include
factoring agreements. Although the Company has no current firm arrangements with
respect  to  any  additional  financing,  it is  currently  considering  various
proposals by several potential investors relating to the issuance of convertible
debt,  convertible  preferred  stock  or other  equity  in  exchange  for a cash
investment in the Company.  There can be no assurance  that any such  additional
financing  will be  available  to the Company on  acceptable  terms,  or at all.
Additional  equity  financing,  including the issuance of convertible  preferred
stock,  may  involve  substantial   dilution  to  the  Company's  then  existing
stockholders.

          At September 30, 1997, the Company had working capital of $724,609 and
had no material commitments for capital expenditures.


                                       11

<PAGE>


                 MULTIMEDIA ACCESS CORPORATION AND SUBSIDIARIES
                                OTHER INFORMATION


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
                  (None)

         Item 5.  Other Information
                  (None)

         Item 6.  Exhibits  and  Reports  on Form 8-K 
                  (a)  Exhibits filed with this report:
                         Exhibit 11: Computation of Earnings Per Share
                         Exhibit 27: Financial Data Schedule


                                       12

<PAGE>


                                   SIGNATURES


In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                     MultiMedia Access Corporation
                                     ----------------------------- 
                                     (registrant)




                                     BY:

Date:  November 7, 1997                 /s/ WILLIAM S. LEFTWICH
       ----------------                 -----------------------
                                     William S. Leftwich
                                     Chief Financial Officer
                                     Principal Financial Officer


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