UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-KSB

 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended December 31, 1996.

                         Commission file number 0-25764

                          OneLink Communications, Inc.

      Minnesota                                         41-1675041
 State of Incorporation                       I.R.S. Employer Identification No.

                          10340 Viking Drive, Suite 150
                             Eden Prairie, MN 55344
                                 (612) 996-9000

Securities registered under Section 12(g) of the Exchange Act:

                          Common Stock, Par Value $.01

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 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 ___

     Check if there is no disclosure  of delinquent  filers in response to Items
405 of Regulation S-B in this form, and no disclosure will be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by  reference  in Part III of the Form 10-KSB or any  amendment to
this Form 10-KSB.   [X]

The  Company's  revenues  for the fiscal year ended  December 31, 1996 totaled
$1,099,000.

     The aggregate market value of the Common Stock held by nonaffiliates of the
registrant  as of March  14,  1997  was  approximately  $3,679,800  based on the
closing bid price of the  Registrant's  Common Stock on such date. The number of
shares  outstanding of the registrant's $.01 par value common stock, as of March
14, 1997 was 2,943,831.

Transitional Small Business Issuer Format (Check One):

                                Yes ____ No X

                      Documents Incorporated By Reference

     Portions of the  registrant's  Proxy  Statement for its May 22, 1997 Annual
Meeting,  which will be filed by April 22, 1997, are  incorporated  by reference
into Items 9, 10, 11 and 12 of Part III.


<PAGE>


                                     PART I

Item 1.    Description of Business

General

OneLink Communications,  Inc. (the "Company" or "OneLink"), formerly MarketLink,
Inc., was incorporated in Minnesota in June, 1990. The Company is engaged in the
design,  development and operation of interactive  computer  telephony  systems.
OneLink's systems facilitate caller  information  transactions which collect and
distribute information,  create customer databases and access  location-specific
services by telephone on a fully automated basis.  OneLink provides  interactive
computer telephony services using equipment and application  software located at
customer  locations  or available  nationally  through 800 access at the Company
headquarters in Minnesota.

On May 13, 1996 at the annual shareholders  meeting, the former Company board of
directors  and officers  resigned and the present  directors  and officers  were
elected and appointed.  Subsequently,  a new management  team has been assembled
and  it  has  developed  a  new  business  strategy  which  emphasizes   revenue
compensation  based on volume or  revenue-sharing  . The Company offers Internet
access with its existing interactive  telecommunications services using a single
database architecture labeled "OneLink".

The Company previously  offered six major products,  each based on the Company's
interactive voice, fax and data software, using various application names:

OneLinko,   a single  number call routing  system used  primarily in the food
            delivery industry;

InfoLinko,  a comprehensive  information system designed for the newspaper
            industry;

FastLinko,  a total real estate information package for major realty firms;

FirstLinko, a  multi-purpose  system for a wide variety of corporate 
            applications; 

DataLinko,  a system component which can be integrated with the Company's
            other products to capture data from callers and to build customer
            databases; and

AccuLinko,  a  Geographic  Information  System that  displays  complex data in a
            single graphic format.

The  Company has  developed  and is  implementing  a new  marketing  strategy to
simplify its marketing efforts and is now offering its products using solely the
"OneLink" name. The "OneLink" name is a registered trademark of the Company.

Products and Services

The Company  provides a wide range of  interactive  services using it's in-house
facilities  and  expertise  for  the  conceptual  design  and  execution  of the
interactive  telecommunications  services.  The  Company  furnishes  interactive
software design, application consulting,  hardware integration, voice recording,
internet  content  design,  graphic  design and  printing of access  cards,  and
business reporting and mapping.

<PAGE>

Interactive Information Services

OneLink's  interactive  information  services  are  designed for a wide range of
corporate,   government  and  educational   applications.   OneLink  interactive
information  services  offer  fully  automated  solutions  for  customers  whose
activities include  dispensing,  receiving and managing  information.  The basic
system permits easy modular  configuration to serve specific tasks. For example,
it is easily modified to provide benefit  information to employees,  or product,
parts or service information to customers, distributors or retailers, 24 hours a
day. The following applications are currently available:

          Interactive Media Service

          OneLink's interactive media service is designed for news organizations
          to  highlight  their  position  as  an  information  source  in  their
          communities.  The  interactive  voice response  system allows readers,
          listeners or viewers to receive news and  information  by telephone at
          any time.  When a call is received for sports  scores,  stock updates,
          weather  and  traffic  reports  or  hundreds  of other  categories  of
          information,  the OneLink system  automatically  forwards the caller's
          request to the  appropriate  database and then delivers a voice or fax
          reply to the caller.

          Interactive Real Estate Service

          OneLink's  interactive  real estate service allows callers to shop for
          real estate using the telephone.  Callers can obtain  information on a
          specific  property  or a  listing  of  all  properties  in a  specific
          geographic area which match a caller's selection  criteria,  including
          price and  number of  bedrooms  and  baths.  Callers  can also  obtain
          information   on  current   and   upcoming   open   houses,   mortgage
          calculations,  moving information and a directory of listing agents to
          whom they can be connected with automatically. The OneLink real estate
          system replies to the caller by voice or fax according to the caller's
          instructions.

          Interactive Financial Services

          OneLink's  interactive  financial  service  provides timely  financial
          information to stockholders and others  interested in timely financial
          market information. OneLink allows stockholders and others the ability
          to access and retrieve market  information by either  telephone,  fax,
          postal  mail,   electronic  mail,  or  by  interactively  viewing  the
          information   online  through  the  Internet.   Typically  the  market
          information  available  includes a Company's  dividend,  earnings  and
          current  share  price  information,  press  releases,  and  answers to
          commonly  asked  questions and other  information a company  wishes to
          make available.

          Interactive Healthcare Services
         
          OneLink's interactive healthcare services allows health care providers
          to  gather  patient   information   and   delivering   information  to
          health-plan members using a touch-tone telephone. Using a personalized
          health-plan  member  card,  members  can access a menu of  information
          choices,  including  interactive  surveys on current  health risks and
          patient  satisfaction  and  answers  to  specific  medical  questions.
          OneLink's  geodemographics evaluate and display data in a clear visual
          format,   allowing  clients  to  track  health-plan   member's  survey
          responses and generate  customized reports for members or primary care
          physicians.

<PAGE>

Database Creation

OneLink's  systems  continually  update its databases  each time a caller uses a
touch-tone telephone keypad. OneLink's applications can collect data each time a
caller  accesses a OneLink system  including the caller's  identity,  geographic
location  and the  information  provided to or  requested  by the caller.  These
customer  databases  document  application  program usage and provide the source
data for  reporting,  market  research and program  management.  The contents of
these databases are used to convert caller data into marketing intelligence.

Interactive Access Cards

In August of 1996,  the Company  purchased  an access card  business,  Provident
Worldwide  Communications,  Inc.  OneLink  sells  access  cards  as a  means  to
stimulate caller usage for the Company's products and services. Access cards are
a  computer  telephony  product  that  function  as a  hand-held  user  guide or
instruction  set,   directing  callers  through  an  interactive   program.   By
incorporating  the incentive of free long distance calling time, the access card
becomes a  promotional  vehicle  which  encourages  customers  to use a client's
interactive service.

Single Number Service

OneLink's  Single Number Service (SNS) systems are designed for companies  which
have  multiple   locations  within  a  local  calling   metropolitan  area.  SNS
immediately routes customer calls, on the basis of the caller's  location,  to a
Company's  location closest to the point where the call originated.  The Company
provides this service by creating a geographic routing database which resides in
the local telephone  switches of many Regional Bell Operating  Companies (RBOC).
The Company also offers  equipment  and  geographic  routing  database  software
located at customer locations to provide the service.

Teledata Services

OneLink's Teledata Services converts caller data from a tabular format to points
and attributes  displayed on a map, using Geographic  Information  Service (GIS)
methodology.   These  reports   strengthen  a  customer's   insight  and  market
intelligence. Each time a caller uses a OneLink application, the system collects
data which  identifies  the caller's  geographic  location  and the  information
provided to or requested by the caller, creating a unique detailed record within
the database. GIS technology increasingly is being used by businesses to provide
information  needed to shape decisions and to translate large amounts of tabular
information into an easy-to-read graphic format.

The Company is expanding  its Teledata  services  within the  telecommunications
industry by  offering  enhanced  reporting  and mapping  services  for  business
analysis and marketing  purposes.  The Company has developed  these new Teledata
products and services with a sales focus on the Regional Bell Operating  Centers
(RBOCs),  new Local Access  Carriers,  existing  InterExchange  Carriers and the
Teleservices Industry.

<PAGE>


Industry Background

Interactive  computer  telephony  communications  is a term used to  describe  a
communication  between  parties  to which  information  passes  from and to both
parties.   In  the  past,  the  only  form  of  interactive   communication  was
conversational; however, the advent of the computer and its eventual integration
with the telephone has dramatically  increased the options for Interactive Voice
Response (IVR) computer  telephony  applications.  Early examples of interactive
computer  telephony  systems  include  banking  by phone and  automated  payment
systems.  More recently,  the advances in computer and telephone technology have
led to the development of new applications,  including  offering  information on
demand,  geographic  and  interactive  call routing and  automated  retail sales
systems.

Interactive  computer  telephony  has become a major  component  providing  both
product and service  differentiation  and  enhanced  profit  margins  within the
telecommunications  industry.   Telecommunications  products  and  services  are
increasingly  viewed  as a  commodity  service  within  the  marketplace,  as an
increasing  number of resellers offer  competitive  rates priced below the major
industry  players for similar  services.  The introduction of competition in the
local access market has caused the RBOCs to seek the enhanced telecommunications
services  necessary  to retain  their  current  business  customers;  these same
pressures create the need within AT&T, MCI and other local access competitors to
offer enhanced services to attract and convert current RBOC business customers.

The  rate  of   technological   change,   the  need  for   product  and  service
differentiation and enhanced profit margins,  combined with the increased access
to telecommunication networks, has created an ideal environment for fast-moving,
entrepreneurial  companies to enter an industry  previously  controlled by large
regulated  monopolies.  As a result, the interactive computer telephony industry
is expanding  rapidly,  with an increasing  number of open systems  hardware and
application software companies competing within an expanding marketplace. Future
industry  technology  improvements  are  expected  to provide  continuous  voice
recognition,   automated  facsimile  response,  text-to-speech  recognition  and
interactive video capabilities. These technological advances will facilitate the
evolution of  interactive  multimedia  communication  offering  input and output
through audio, video, data, facsimile and/or computer.

OneLink  recognized  the need to integrate the Internet as a visual  interactive
communications  alternative to the Company's current verbal information products
and services.  The Company initiated a development effort in 1996 to combine the
Internet and IVR into a seamless  architecture  marketed as  "OneLink".  For any
customer unwilling or unable to access the Internet,  this integration of visual
and verbal  communications allows the Company to offer total market coverage for
all current products and services.

Systems Design

The  Company's  systems  are  designed  using an open  architecture  for maximum
flexibility   with  respect  to  the  adoption  of  new  modular   applications,
customization of specific applications and incorporation of new technology.  The
systems are an integration of proprietary  software with products from a variety
of leading  outside  software  vendors.  Each system is designed  around a basic
modular  architecture and an interactive  database module. The Company's systems
primarily use industrial grade personal  computer  hardware  supplied by various
manufacturers.

<PAGE>

All OneLink  applications  utilize UNIX  operating  system  software in order to
manage the complex  requirements of new services and increasing call volumes and
to readily allow user specific customization.  Also, the use of UNIX facilitates
the inclusion of communications mediums, such as facsimile and video.

The Company offers the same visual and verbal information content through either
Internet access or touch-tone  telephone  communications using a single database
architecture  to be labeled  "OneLink".  The addition of Internet allows callers
the ability to choose the  communications  method  (Internet or telephone)  best
suited to their needs.  The Company will continue to offer telephone  access for
those callers unwilling or unable to use the Internet.

Sales and Marketing

The  Company's  sales and  marketing  strategy  focuses  on  providing  enhanced
information  services  in  markets  with  predictable,   recurring   information
transactions: Media (print & broadcast), Financial Services (public stock market
information),  Real Estate, Health Care and Franchise  Management.  To date, the
Company's  products have  primarily  been used in the fast food  delivery,  real
estate and print media industries. The Company has expanded its GIS expertise by
developing  Teledata  services  which  combine  interactive  caller data and GIS
technology to produce  geocoded  customer  databases  for business  analyses and
marketing purposes. In addition, the Company is now offering interactive systems
to the corporate and general  business  market as a way for firms to both reduce
expenses and increase service to customers and employees.

The  Company  sells  its  products  directly  though  its own  sales  force  and
indirectly  through  business  alliances.  It  attends  trade  shows  which  are
pertinent to its  products,  advertises in  publications  tailored to businesses
which have the  potential to use the Company's  products and, in addition,  uses
direct mailing, telephone and personal contact to reach its markets.

Since  May 13,  1996,  management  has  changed  the  revenue  strategy  for the
Company's  products and services by offering an equipment hardware agreement and
application   software   license  which  use  one  of  four  revenue   programs:
revenue-based  sharing,  volume-based  unit pricing,  periodic lease payments or
purchase.

Management has initiated a contractual  conversion program which converts former
unprofitable  agreements into revenue-based sharing or volume-based unit pricing
agreements. Most of the newly installed OneLink systems are provided as either a
revenue-based  sharing  or  volume-based  unit  pricing  agreement  in which the
Company retains ownership of the equipment and application  software.  With most
revenue-based  sharing and  volume-based  unit pricing  agreements,  the Company
receives a fixed  percentage of the revenue  generated by the system each month.
Under a periodic  lease  structure,  customers  pay a fixed  amount  each period
(monthly/quarterly)  to the Company. In both cases, there is the opportunity for
the  customer  to extend the  arrangement  beyond  the  initial  term,  which is
typically three years, and thereby extend the Company's stream of revenue.

<PAGE>

Primary Customers

During 1996,  the Company's  revenues  totaled  $1,099,000.  Systems  located in
eleven  metropolitan areas for various  franchisees and corporate units of Pizza
Hut of  America,  Inc.,  Domino's  Pizza Inc.  and Noble  Romans  accounted  for
approximately  $341,000 of revenue,  or 31.1% of total revenue.  Systems for ten
other  customers  in the real  estate and  newspaper  industries  accounted  for
approximately   $440,000  of  revenue,   or  40%.  The  telephone  access  cards
contributed approximately $220,000 of total revenue, or 20.0% of total revenue.

Competition

Interactive  telecommunication systems and services represent a rapidly evolving
market with  competition  from companies  pursuing the  development of competing
systems.  The Company competes with Regional Bell Operating Companies ("RBOC's")
with  respect to offering  Single  Number  Service  equipment  for call  routing
systems,  but has countered  this by entering into  agreements  with some of the
RBOC's to create  geographic  routing  databases  which support call routing for
such   RBOC's.    The   Company   faces   competition   for   it's   interactive
telecommunication  systems from Brite Voice  Systems,  Inc.  which already has a
strong  market share and the status of the market  leader.  Management  believes
that the database  driven  interactive  software  design and program  management
features of the OneLink system,  in addition to the customer  database  creation
features,  offer  significant  competitive  advantages.  Most  of the  Company's
competitors  have  substantially   greater  capital   resources,   research  and
development staffs and facilities,  and greater experience in the production and
marketing of products than the Company,  and as such, may represent  significant
long-term competition for the Company

Regulatory Environment

The Company's operations are currently subject to limited regulation both on the
federal  and state level by the Federal  Communications  Commission  and various
State  Public  Utility   Commissions.   With  the  current   national  trend  of
deregulation  in  the  communications  industry,  additional  regulation  is not
anticipated  in the near future.  However,  there can be no  assurance  that the
current  regulatory  environment  will not  change  significantly.  Furthermore,
although the Company is not actively attempting to place its products in foreign
markets,  any effort to do so in the future will be dependent on the  regulatory
environment in such markets.

Research and Development

During the years ended  December  31,  1996,  1995 and 1994,  the Company  spent
approximately  $517,000,  $567,000 and $250,000,  respectively,  on research and
development.  The Company's research and development expenses have been incurred
in  connection  with the  conversion  of its  systems  from DOS to a UNIX  based
environment,  development  and  upgrading of its  broadcast  and  on-demand  fax
technology,  and  the  development  of  Geographic  Information  System  mapping
capabilities.

<PAGE>


Employees

As of December 31, 1996 the Company  currently had 28 employees,  including 7 in
sales, 6 in administration  and finance,  5 in customer and system support, 5 in
telephone access card production, 3 in product research and development and 3 in
Geographic  Information  Systems.  The  Company  has  a  relationship  with  one
independent  contractor and, from time-to-time may use other outside contractors
for specific projects.  The Company believes its relations with its employees is
good. None of the Company's employees is represented by a labor union.

Item 2.    Property

The Company  leases  approximately  10,750 square feet of commercial  office and
warehouse  space for $10,800 per month plus  utilities  at 10340  Viking  Drive,
Suite 150, Eden Prairie,  Minnesota  55344 under a lease which will terminate on
June 30, 1998.

Item 3.    Legal Proceedings

On March 8, 1996,  Don  Lomax,  a former  employee  of the  company,  filed suit
against  the  Company  in  Hennepin  County  District  Court  for the  State  of
Minnesota.  The suit alleges breach of an unsigned  employment  contract between
Mr. Lomax and the Company. The terms of the unsigned instrument provides for the
annual  payment of salary and for the issuance of a certain  number of shares of
Company  Common Stock to Mr. Lomax upon the  execution of such  instrument.  Mr.
Lomax is  seeking  specific  performance  of the  terms of the  instrument.  The
Company has sought legal  counsel with respect to such suit.  Management  of the
Company believes the suit will be resolved in its favor.

On April 22, 1996, Spanlink  Communication  Company,  Inc. filed suit against an
employee  of the  Company,  David J. Meyer,  and the Company in Hennepin  County
District  Court  for the  State of  Minnesota.  The  suit  alleges  breach  of a
Confidentiality and Non-Competition  Agreement and requests, among other things,
a  Temporary  Restraining  Order  prohibiting  Mr.  Meyer  from  continuing  his
employment with MarketLink or disclosing any Spanlink  confidential  information
to  MarketLink.  The Court  denied  Spanlink's  request for  injunctive  relief,
concluding  Spanlink was unlikely to prevail on its claims.  Spanlink  agreed to
dismiss with prejudice the pending litigation.

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

A special  meeting of the  stockholders  of the Company was held on December 23,
1996,  adjourned and was  concluded on January 3, 1997.  The matters voted on at
the meeting and the outcome of that voting was as follows:

     1.   To amend the Articles of Incorporation to change the corporate name to
          "OneLink Communications, Inc."

     2.   To amend the  Articles of  Incorporation  to increase  the  authorized
          number of shares to 50,000,000.

<PAGE>

     3.   To approve  the  reservation  of One  Million  Five  Hundred  Thousand
          (1,500,000)  additional  shares for issuance to  employees,  officers,
          directors,  consultants  and  others  under the  Company's  1994 Stock
          Option Plan.

     4.   To approve  certain grants of options to the Chairman of the Board and
          the  President  and Chief  Executive  Officer of the Company under the
          Company's 1994 Stock Option Plan.

     5.   To approve  certain  current and future grants of options to directors
          of the Company under the Company's 1994 Stock Option Plan.

     The outcome of the voting was as follows:

                  Votes Cast                 Votes Cast               Number of
                     For                      Against                  Abstains

     Matter 1.    1,466,888                   99,836                         --

     Matter 2.    1,537,415                   29,209                        100

     Matter 3.    1,538,368                   27,356                      1,000

     Matter 4.    1,527,836                   31,268                      7,620

     Matter 5.    1,531,477                   32,215                      3,032



                                     PART II

Item 5.    Market for Common Equity and Related Stockholder Matters

The Company's Common Stock is traded in the over-the-counter  market with prices
quoted on the Nasdaq SmallCap  Market under the symbol "ONEL".  The first trades
following the Company's initial public offering occurred on April 28, 1995.

The  following  table sets  forth the high and low bid prices for the  Company's
Common stock as reported by Nasdaq for the periods indicated:

                                               Year Ending December 31, 1996
                                               High                     Low

         First Quarter                      $ 4.125                 $ 1.875
         Second Quarter                       3.500                   2.000
         Third Quarter                        2.391                   1.375
         Fourth Quarter                       2.750                   1.750

<PAGE>
                                                Year Ending December 31, 1995
                                                High                     Low

         Second Quarter                      $ 4.625                 $ 3.250
         Third Quarter                         5.250                   3.750
         Fourth Quarter                        4.125                   3.375

The above prices reflect inter-dealer prices, without retail mark-up,  mark-down
or  commission  and may  not  necessarily  represent  actual  transactions.  The
approximate number of holders of record of the Common stock as of March 14, 1997
was 900.

The Company has never  declared or paid a cash  dividend on its Common stock and
does not anticipate paying any cash dividends in the foreseeable future.

On April 19, 1996, the Company issued 12,417 shares of Common Stock, at $.02 per
share, to a holder of an outstanding  warrant upon the holder's exercise of such
warrant.  The Company  relied on Section 3(b) of the  Securities Act of 1933, as
amended.

Item 6.    Management's Discussion and Analysis

Results of Operations

     Year Ended December 31, 1996 Compared to Year Ended December 31, 1995
     ---------------------------------------------------------------------

The following table sets forth, for the periods indicated,  certain Statement of
Operations data as a percentage of revenues.
<TABLE>
<CAPTION>
                                                                    For Twelve Months Ended December 31
                                                                 1996               1995              1994
                                                                 ----               ----              ----
        <S>                                                   <C>                <C>            <C>    
        Revenues                                               100.0%             100.0%            100.0%
        Cost of revenues                                        50.2%              57.0%            174.3%
        Gross Profit                                            49.8%              43.0%            (74.3%)
        General & administrative expenses                      139.8%              90.0%            396.7%
        Selling, expenses                                       33.3%              46.3%             65.0%
        Research & development expenses                         47.0%              80.5%            161.9%
        Total operating expenses                               220.2%             216.8%            913.7%
        Interest & other income/(expense)                       (2.3%)             23.9%            (54.0%)
        Net Income                                            (172.6%)           (149.9%)        (1,042.0%)

</TABLE>

Revenues

The Company's  revenues for the period ending December 31, 1996 were $1,099,000,
an increase of $395,000 or 56.1%  compared to the same period ended December 31,
1995.  The  Company  recognized  approximately  $172,000  in  revenue  from  the
Company's  Single  Number  Service  product in 1996,  compared to  approximately
$376,000 for 1995.  This represents a decrease of $204,000,  or 54.3%,  from the
same period last year.  The decrease is due  partially to sales of Single Number
Service systems in the second and third quarters of 1995 and no comparable sales
in 1996. In 1996, the Company  received  approximately  $274,000 in revenue from
operating leases between OneLink and various newspaper publishing companies,  up
from  $137,000  in 1995,  an increase of 100.0%.  Revenues  from the  Geographic
Information  Systems (GIS) products were $168,000 in 1996 compared to $34,000 in
1995,  an  increase of $134,000  or 394%.  Revenues  from the sale of  telephone
access  cards,  the  Company's  newest  product  resulting  from the August 1996
acquisition of Provident Worldwide  Communications,  Inc., were $220,000 for the
five months ended December 31, 1996.

<PAGE>

Cost of Revenues and Gross Profit

The Company's cost of revenues increased approximately $150,000, or 37.5% in the
year ended  December 31, 1996 when  compared to the same period in 1995. A large
portion of this  increase is due to  telephone  access card  business  which had
costs of  $101,000.  The gross  profit of $548,000  for the twelve  month period
ended December 31, 1996, is an increase of 80.7% over the previous  year.  Gross
profit,  as a percentage  of revenues  was 49.8%  compared to 43.0% for the same
period in 1995.

Selling, General and Administrative Costs

For the year ended December 31, 1996, selling expenses were $366,235 compared to
$140,799  for the same  period in 1995,  an increase  of 61%.  This  increase of
$225,436 is due to increased sales staff and the operating costs associated with
the acquired telephone access card business. General and administrative expenses
for the year ended  December 31, 1996  increased  $727,732 or 90% to  $1,536,473
compared to  $808,741  for the same  period in 1995.  The Company had  increased
costs related to legal fees, severance payments, printing and advertising.

Research and Development Costs

Research and development  expenses  decreased  approximately  $50,000 in 1996 to
$517,118  compared  to  $566,900  in 1995.  During 1996 there was an increase in
staff and expenses related to the development of Geographic  Information Systems
mapping  capabilities  and a  decrease  in  the  staff  and  expenses  in  other
development areas as the number of new systems under development declined during
the middle of 1996.

N11 Expenses

In 1995, the Company discontinued efforts to obtain and commercialize the use of
abbreviated  dialing codes. As a result, N11 expenses were incurred in the three
month period ended March 31, 1995, but no expenses have been incurred in 1996.

Other Income and Expense

For the year ended December 31, 1995 the Company  incurred  interest  expense of
$86,293,  primarily due to  outstanding  notes for Bridge Loans used to fund the
Company until an initial public offering of its common stock could be completed.
Subsequent to the initial public offering,  completed April 27, 1995, the Bridge
Loans  were  repaid  and excess  proceeds  were  invested  in  interest  bearing
instruments.  Interest expense for the year ended December 31, 1996 was $16,193,
related to interest on notes payable and equipment  leases.  Interest income for
the year ended  December 31, 1996 was $94,295  compared to $122,074 for the same
period  in 1995.  The  decrease  is due to the  reduction  of  interest  bearing
deposits in 1996.  Non-interest income and expense netted to expense of $103,414
in 1996 compared to income of $132,542 in 1995.  Included in theses balances are
expenses of  approximately  $99,000  related to a possible  acquisition in 1996,
compared to a write-off of approximately  $125,000 of liabilities related to its
N11 services in 1995.

Net Loss

The Company  incurred a net loss of $1,897,401  for the year ended  December 31,
1996  compared  to a net  loss of  $1,055,208  for the  prior  year.  This is an
increase of approximately $842,000 or 79.8%.

<PAGE>

     Year Ended December 31, 1995 Compared to Year Ended December 31, 1994
     ---------------------------------------------------------------------

Revenues

Revenues  for 1995  increased  by  $549,361  to  $704,068,  or  355.1%  over the
preceding  year. A portion of this large  percentage  increase in sales reflects
the result of the Company's  decision to discontinue sales efforts in 1994 until
new UNIX systems  could be developed and tested which is discussed  below.  With
the completion of that development and testing process, plus the successful sale
of the Company's initial offering of Common Stock in 1995, sales activities were
resumed in the second  quarter of 1995.  During  1995 the  Company  placed  nine
systems,  and  late in the year  began  receiving  its  first  revenue  from its
Geographic   Information  Systems  (GIS)  product.   OneLink  systems  generated
approximately  $329,000 in  revenue,  InfoLink  systems  $137,000  and  FastLink
$157,000.

Cost of Revenues

The cost of revenues  increased  from $269,655  during 1994 to $400,995 in 1995.
The primary reasons for this increase of $131,340,  or 48.7% were an increase in
the number of leased systems placed with  customers,  the costs  associated with
the Company's GIS based  services and the  additional  costs  incurred for staff
responsible for maintaining systems.

Gross Profit

Gross profit for the year ended December 31, 1995 was $303,073,  compared with a
loss of $114,948 in 1994, an increase of $418,021.  This change is the result of
the events described under the headings Revenues and Cost of Revenues above.

Selling, General and Administrative Expenses

From 1994 to 1995 expenses in this category  increased by 33.0%. The increase of
$235,377  represents  additions  to  staff,  the  preparation  and  printing  of
professional  marketing materials,  the retention of an outside public relations
firm to assist in increased  media coverage of the Company as well as trade show
participation,  and the move  into a new  facility  as the  lease  could  not be
renewed at the prior  location and  additional  space was  required.  Additional
depreciation  accounted  for  approximately  $128,000  or 40.8%  of the  expense
increase.

Research and Development

Between 1994 and 1995 expenses in this area more than  doubled.  The increase of
approximately   $317,000  or  131.0%,   is   attributable  to  the  increase  in
professional  management  and  technical  expertise  which is required to assure
proper system design, reliability and ease of maintenance, while also developing
the  technological  advances  which  are  necessary  for  the  Company's  future
products.

<PAGE>

N11 Application Expense

Expenses in this  category  have  decreased to $10,164 in 1995 from  $449,006 in
1994. In 1995, the Company  discontinued efforts to obtain and commercialize the
use of abbreviated dialing codes. As a result, there was a write-off of deferred
N11 expense items taken in 1994 in the amount of $438,000.

Non-Operating Income & Expense

Net interest  income  increased  from 1994 to 1995 by  approximately  $113,000 a
result of interest  income from a portion of the proceeds of the initial  public
offering  and a reduction  of  approximately  $48,000 in interest  expense.  The
interest reduction came primarily as a result of redeeming Bridge Loan notes in
1995 following completion of the initial public offering.

Net Loss

For the  year  ended  December  31,  1995  the  Company  reported  a net loss of
$1,055,208,  an  improvement of $556,832 from the net loss of $1,612,040 for the
prior  year.  The loss was  smaller  in 1995 than in 1994  primarily  because of
increased revenues in 1995 and interest income.

Liquidity and Capital Resources

The Company had positive  working  capital of $2,652,960 and $79,775 at December
31,  1995 and  December  31,  1996,  respectively.  During  1996,  cash  used in
operations  was  $1,401,902  primarily  resulting from a net loss of $1,897,401,
partially offset by depreciation of $270,449,  goodwill  amortization of $53,909
and a change in working  capital of  $171,141.  Cash used in 1996 for  investing
activities  was  $294,278  for  the  purchase  of  property  and  equipment.  An
additional  $315,565 was used in financing  activities  primarily related to the
debt service  associated  with  Provident  Worldwide  Communications,  Inc., the
Company's telephone access card subsidiary.

If the Company continues to incur losses and use cash at the rate established in
the year ended December 31, 1996, the Company will need additional  financing by
the end of the second quarter of 1997 in order to continue operations.  Although
the  Company  believes  that it can reduce its losses and improve its cash flow,
there is no assurance  that it will be successful in doing so. The Company is in
the process of raising additional capital based upon its new sales and marketing
strategy  which focuses on providing  enhanced  information  services in markets
with  predictable,   recurring  information  transactions  in  Media,  Financial
Services,  Healthcare  and Real Estate  Industries.  There is no assurance  that
additional  capital will be available to the Company on  acceptable  terms or at
all.  In order to obtain  additional  capital,  the  Company  may  issue  equity
securities at a price which would result in dilution to existing shareholders.

<PAGE>

Item 7.    Financial Statements

                         Report of Independent Auditors

To the Shareholders
MarketLink, Inc.

We have audited the accompanying consolidated balance sheets of MarketLink, Inc.
as of December 31, 1996 and 1995,  and the related  consolidated  statements  of
operations,  shareholders' equity and cash flows for the years then ended. These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the consolidated  financial position of MarketLink,  Inc.
at December 31, 1996 and 1995,  and the  consolidated  results of its operations
and its cash  flows for the years  then  ended,  in  conformity  with  generally
accepted accounting principles.

As discussed in Note 14 to the financial  statements,  the  Company's  recurring
losses and negative cash flows from operations raise substantial doubt about its
ability to continue as a going concern  without  obtaining  additional  capital.
Management's  plans as to these matters are also  described in Note 14. The 1996
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.


                                              /s/ ERNST & YOUNG, LLP

Minneapolis, Minnesota
February 18, 1997



<PAGE>


                                                MarketLink, Inc.

                                            Consolidated Balance Sheets

<TABLE>
<CAPTION>

                                                                              December 31
                                                                        1996               1995
                                                                  -------------------------------------
<S>                                                                  <C>                 <C>              
Assets
Current assets:
   Cash and cash equivalents                                          $   709,026        $2,720,771
   Trade accounts receivable, net of allowance for doubtful
     accounts of $60,000 and $7,500 in 1996 and 1995,
     respectively                                                         114,601            70,946
   Minimum lease payments receivable                                       34,200            34,200
   Computer parts and supplies, net of reserve for obsolescence
     of $12,000 and $1,000 in 1996
     and 1995, respectively                                                40,969           123,463
   Prepaid expenses                                                        40,254            63,470
                                                                  -------------------------------------
Total current assets                                                      939,050         3,012,850

Property and equipment:
   Furniture and equipment                                                951,848           624,691
   Equipment leased to others                                             315,745           313,664
                                                                  -------------------------------------
                                                                        1,267,593           938,355
   Accumulated depreciation                                              (563,054)         (302,551)
                                                                  -------------------------------------
                                                                          704,539           635,804
Other assets:
   Investment in sales type leases                                         17,100            38,514
   Deposits                                                               285,885            11,465
   Goodwill, net of amortization of $53,909 in 1996                       592,542                 -
                                                                  -------------------------------------
Total other assets                                                        895,527            49,979

                                                                  -------------------------------------
Total assets                                                           $2,539,116        $3,698,633
                                                                  =====================================

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                                                                     December 31
                                                                                1996             1995
                                                                       -----------------------------------
<S>                                                                        <C>              <C>    
Liabilities and shareholders' equity Current liabilities:
   Accounts payable                                                        $   239,277      $    96,199
   Current maturities of long-term debt                                         69,206           73,844
   Accrued expenses                                                            305,237           25,038
   Customer deposits                                                           197,175                -
   Deferred revenue                                                             41,180           45,147
   Other accrued liabilities                                                     7,200          119,662
                                                                       -----------------------------------
Total current liabilities                                                      859,275          359,890

Unearned lease income                                                            4,469                -
Long-term debt--related parties                                                      -           19,380
Long-term debt, net of current maturities                                       52,689           64,918

Shareholders' equity:
   Common Stock, par value $.01 per share: Authorized
     shares--10,000,000 Issued
     and outstanding shares:
       1996--2,943,831 and 1995--2,931,414                                      29,438           29,314
   Additional paid-in capital                                                6,346,663        6,081,148
   Accumulated deficit                                                      (4,753,418)      (2,856,017)
                                                                       -----------------------------------
Total shareholders' equity                                                   1,622,683        3,254,445


                                                                       -----------------------------------
Total liabilities and shareholders' equity                                  $2,539,116       $3,698,633
                                                                       ===================================


See accompanying notes.

</TABLE>

<PAGE>


                                MarketLink, Inc.

                      Consolidated Statements of Operations

<TABLE>
<CAPTION>

                                                                                    Year ended December 31
                                                                                    1996              1995
                                                                           -----------------------------------
     <S>                                                                        <C>            <C>   
     Revenues                                                                   $1,099,130      $    704,068
     Cost of revenues                                                              551,393           400,995
                                                                           -----------------------------------
     Gross profit                                                                  547,737           303,073

     Operating expenses:
        Selling                                                                    366,235           140,799
        Research and development                                                   517,118           566,900
        N11 application costs                                                            -            10,164
        General and administrative                                               1,536,473           808,741
                                                                           -----------------------------------
     Total operating expenses                                                    2,419,826         1,526,604
                                                                           -----------------------------------
     Operating loss                                                             (1,872,089)       (1,223,531)

     Other income (expense):
        Interest income                                                             94,295           122,074
        Interest expense                                                           (16,193)          (86,293)
        Other income and expense                                                  (103,414)          132,542
                                                                           -----------------------------------
     Net loss                                                                  $(1,897,401)      $(1,055,208)
                                                                           ===================================

     Net loss per share                                                         $(.65)            $(.46)
                                                                           ===================================
                                                                                          =================
     Weighted average number of shares outstanding                               2,940,439         2,276,297
                                                                           ===================================


     See accompanying notes.

</TABLE>


<PAGE>



                                MarketLink, Inc.

                 Consolidated Statement of Shareholders' Equity
<TABLE>
<CAPTION>


                                                                                Additional                        Total
                                                         Common Stock             Paid-In      Accumulated    Shareholders'
                                                 ------------------------------
                                                     Shares         Amount        Capital        Deficit          Equity
                                                 -----------------------------------------------------------------------------
<S>                                                 <C>            <C>          <C>            <C>              <C>    
Balance at December 31, 1994                        1,014,582      $10,146      $   534,553    $(1,800,809)     $(1,256,110)
   Public offering proceeds, net of expenses
     of $466,656                                    1,914,750       19,147        5,532,561              -        5,551,708
   Exercise of stock warrants                           2,082           21            4,518              -            4,539
   Issuance of stock warrants in connection
     with bridge loan financing                             -            -            6,440              -            6,440
   Issuance of warrants for services                        -            -            3,076              -            3,076
   Net loss                                                 -            -                -     (1,055,208)      (1,055,208)
                                                 -----------------------------------------------------------------------------
Balance at December 31, 1995                        2,931,414       29,314        6,081,148     (2,856,017)       3,254,445
   Issuance of stock options in connection with
     purchase of Provident on August 2, 1996                -            -          265,645              -          265,645
   Exercise of stock warrants                          12,417          124             (130)             -               (6)
   Net loss                                                 -            -                -     (1,897,401)      (1,897,401)
                                                 =============================================================================
Balance at December 31, 1996                        2,943,831      $29,438       $6,346,663    $(4,753,418)      $1,622,683
                                                 =============================================================================


See accompanying notes.

</TABLE>

<PAGE>

                                                 MarketLink, Inc.

                                             Statements of Cash Flows
<TABLE>
<CAPTION>

                                                                                     Year ended December 31
                                                                                    1996                1995
                                                                           ----------------------------------------
<S>                                                                            <C>                  <C>         
Operating activities
Net loss                                                                       $(1,897,401)         $(1,055,208)
Adjustments to reconcile net loss to net cash used in operating activities:
   Depreciation and amortization                                                   324,358              188,885
   Write-off of accounts payable                                                   (11,000)            (124,882)
   Interest expense on bridge loan warrants                                              -                6,440
   Warrants issued for consulting services                                               -                3,076
   Net gain on sale of property and equipment                                       (5,320)                   -
   Changes in operating assets and liabilities:
     Trade accounts receivable                                                         (11)             (68,956)
     Minimum lease payments receivable                                                   -              (38,747)
     Computer parts and supplies                                                    82,681             (112,286)
     Prepaid expenses and deposits                                                (251,204)             (52,720)
     Investment in sales type leases                                                25,883                    -
     Accounts payable and accrued expenses                                         173,776             (214,576)
     Customer deposits                                                             197,175              (34,700)
     Deferred revenue                                                              (40,839)              45,147
                                                                           ----------------------------------------
Net cash used in operating activities                                           (1,401,902)          (1,458,527)

Investing activities
Purchases of property and equipment                                               (373,762)            (257,739)
Sale of equipment                                                                   79,484                    -
                                                                           ----------------------------------------
Net cash used in investing activities                                             (294,278)            (257,739)

Financing activities
Net proceeds from short-term debt                                                    7,537              460,000
Payments on short-term and long-term notes payable                                (323,102)          (1,800,287)
Proceeds from issuance of common stock                                                   -            5,551,708
Deferred stock offering costs                                                            -              123,146
Proceeds from warrants exercised                                                         -                4,539
                                                                           ----------------------------------------
Net cash (used in) provided by financing activities                               (315,565)           4,339,106
                                                                           ----------------------------------------

(Decrease) increase in cash and cash equivalents                                (2,011,745)           2,622,840
Cash and cash equivalents at beginning of year                                   2,720,771               97,931
                                                                           ----------------------------------------
Cash and cash equivalents at end of year                                      $    709,026          $ 2,720,771
                                                                           ========================================

Supplemental Cash Flow Information
Issuance of stock options in connection with Provident acquisition            $    265,645          $         -
Equipment acquired under a capital lease                                                 -                7,469
Issuance of stock warrants for financing and services                                    -                9,516

See accompanying notes.

</TABLE>

<PAGE>

1.  Description of Business

The Company is engaged in the design,  development  and operation of interactive
computer telephony systems which connect callers with the desired information on
the basis of geographic  caller location and/or  interactive  keypay  operation.
OneLink Communications  provides interactive computer telephony services through
equipment hardware and application  software positioned at customer locations or
available nationally through 800 access at the Company headquarters. The Company
has  market-specific  interactive  applications for the healthcare,  media, real
estate and financial industries which collect interactive caller data and create
customer databases for marketing and operational management.

The  Company   also   manages   geographic   routing   databases   and  provides
telecommunications  reporting and mapping  services to Regional  Bell  Operating
Companies (RBOC) and their customers.  In addition,  the Company offers enhanced
reporting  and mapping  services  which  combines  interactive  caller data with
demographics  and  geographic  information to convert caller data into marketing
intelligence.

Revenues consist principally of rental revenue from operating leases and revenue
from servicing systems. The sale of systems or parts, represents a small portion
of revenues.

2. Summary of Accounting Policies

Consolidated Financial Statements

The  financial  statements  include the  accounts of  MarketLink,  Inc.  and its
wholly-owned subsidiary, Provident Worldwide Communications, Inc. ("Provident").
All  references  to the  Company  in these  financial  statements  relate to the
consolidated entity. All significant  intercompany accounts and transactions are
eliminated in consolidation.


Revenue Recognition

Revenue for operating leases and services is recognized at the end of each month
in which  service is  provided.  Revenue  for  product  sales is  recorded  upon
shipment.

Deferred revenue consists of amounts paid by customers for future service of the
Company's  systems.  Deferred  revenues are recognized on a straight-line  basis
over the period of the service agreement or upon completion of installation.

Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial  statements and accompanying notes.
Actual results could differ from the estimates.

<PAGE>

Stock-Based Compensation

SFAS No 123, "Accounting for Stock-Based  Compensation" ("SFAS 123"), was issued
by the Financial Accounting Standards Board in October 1995 and is effective for
fiscal years  beginning after December 15, 1995. SFAS 123 provides for companies
to recognize compensation expense associated with stock-based compensation plans
over the anticipated  service period based on the fair value of the award on the
date of grant.  As allowed by SFAS 123,  the  Company has elected to continue to
measure  compensation  costs as prescribed by APB Opinion No. 25 "Accounting for
Stock Issued to Employees."

Note 9 to the Consolidated  Financial  Statements  contains pro forma effects to
reported net loss and net loss per share if the Company had elected to recognize
compensation cost as prescribed by SFAS 123.

Cash Equivalents

The Company  considers  all highly liquid  investments  with a maturity of three
months or less when  purchased to be cash  equivalents.  The carrying  amount of
cash equivalents, which are available-for-sale, approximates market value.

Computer Parts and Supplies

Computer parts and supplies are valued at the lower of cost, first-in, first-out
(FIFO) method, or market.

Property and Equipment

Property and equipment is stated at cost.  Depreciation and amortization expense
is recognized on the straight-line basis over a five year life. Equipment leased
to others is depreciated over the life of the lease.

The present values of capital lease obligations are classified as long-term debt
and related  assets are included in furniture  and  equipment.  Amortization  of
equipment under capital leases is included in depreciation expense.

Income Taxes

The Company  accounts  for income  taxes using the  liability  method.  Deferred
income  taxes are  provided  for  temporary  differences  between the  financial
reporting and tax bases of assets and liabilities.

<PAGE>


Income (Loss) Per Common Share

Income (loss) per common share for the years ended December 31, 1996 and 1995 is
computed  using the weighted  average number of shares of Common Stock and stock
equivalents, if dilutive, outstanding during the periods presented.

Impairment of Long-Lived Assets

The  Company  will  record  impairment  losses  on  long-lived  assets  used  in
operations when indicators of impairment are present and the  undiscounted  cash
flows  estimated  to be  generated  by those  assets  are less than the  assets'
carrying amount.

Goodwill

Goodwill  represents  the  excess  of cost  over  the fair  value of net  assets
acquired and is amortized on a straight-line basis, principally over 5 years.

Reclassifications

Certain  prior  year  items  have been  reclassified  to  conform  with the 1996
presentation.

3. Acquisitions

On August 2, 1996, the Company  acquired the business and  substantially  all of
the assets of  Provident  through  the  issuance  of 230,000  options  valued at
$265,645 and the assumption of $380,806 in net liabilities.

The  acquisition  has been accounted for using the purchase method of accounting
and, accordingly,  the cost has been allocated to the assets based on their fair
value at the date of  acquisition.  The excess of purchase price over fair value
of the net assets  acquired was $646,451 and has been  allocated to goodwill and
is being  amortized  on a  straight-line  basis over five years.  The  Company's
consolidated statements of operations include the operating results of Provident
from the date of purchase.  The pro forma impact of the Provident acquisition is
immaterial to the Company's results of operations.

4. Other Accrued Liabilities

At December 31, 1995, the Company  reclassified  $244,544 from accounts payable.
The majority of this  represents  liabilities  related to the pursuit of the N11
application in Atlanta,  Georgia in 1993 and 1994. The Company ceased pursuit of
this market  during 1995.  Of the $244,544  balance,  $11,000 and $124,882  were
written off in 1996 and 1995,  respectively,  as services  were not  received or
implemented.  The  write-offs  were  included  in other  income.  The balance of
$108,662 remains classified as an other accrued liability.


<PAGE>


5. Capital and Operating Leases

The Company accounts for certain leases of systems meeting specified criteria as
sales-type  leases.  Future minimum lease payments to be received are as follows
at December 31, 1996:

   1997                                                   $34,200
   1998                                                    17,100
   Unearned lease income                                   (4,469)
                                                    ------------------
                                                          $46,831
                                                    ==================

The  Company is a lessor of data  systems  under  operating  leases  expiring in
various years through 1999. The Company also has a number of ongoing leases with
customers that are currently on a  month-to-month  basis.  At December 31, 1996,
minimum  future rentals to be received from  non-cancelable  leases with initial
terms in excess of one year are as follows:

   1997                                                   $287,654
   1998                                                    186,600
   1999                                                      8,800
                                                     ------------------
   Total                                                  $483,054
                                                     ==================

At December 31, 1996 and 1995,  accumulated  depreciation on equipment leased to
others was $210,745 and $124,685, respectively.

6. Long-Term Debt

Long-term debt consists of the following at December 31:
<TABLE>
<CAPTION>

                                                                               1996              1995
                                                                        ----------------- -----------------
   <S>                                                                     <C>                <C>    
   Notes payable to related parties, due in monthly installments of
     $1,000 noninterest bearing                                            $   7,537          $  19,380
   Notes payable, due in monthly installments of $2,894 plus
     interest at 10%, unsecured                                               71,644            105,122
   Capital leases payable, imputed interest from 13% to 24%, due in
     monthly installments of $3,237, secured by equipment
                                                                              42,714             33,640
                                                                       ----------------- -----------------
                                                                             121,895            158,142
   Less amount due within one year                                            69,206             73,844
                                                                       ----------------- -----------------
                                                                            $ 52,689          $  84,298
                                                                       ================= =================


</TABLE>

<PAGE>

Scheduled annual maturities of long-term debt are as follows at December 31:

   1997                                                  $  69,206
   1998                                                     46,286
   1999                                                      6,403
                                                      ------------------
                                                          $121,895
                                                      ==================

Interest paid was $29,182 in 1996 and $79,853 in 1995.

7. Contingent Stockholder Notes Payable

In January 1994,  the Company  acquired  219,364 shares of common stock from two
stockholders for $2.18 per share by issuing  promissory notes totaling  $478,212
which bear  interest at 6%. These shares have been  canceled and retired.  Under
the terms of the notes,  payments  shall be made when,  and only if, the Company
receives  payments for exercise of options under its stock option plan until the
notes are paid in full.  The  Company is required to use 100 percent of any cash
proceeds resulting from the exercise of options under the Plan until these notes
are  satisfied.  Management  cannot  currently  determine if any options will be
exercised,  thereby requiring payments on the notes. Consequently,  no liability
has been recorded in these  financial  statements  for these  stockholder  notes
payable as repayment is strictly  contingent  upon the exercise of options under
the Company's stock option plan.

8. Shareholders' Equity

The Company  completed  an initial  public  offering of Common  Stock in 1995 in
which it sold 1,914,750 shares of Common Stock, resulting in net proceeds to the
Company of $5,551,708.

9. Stock Options and Warrants

The Company  established  a stock option plan in 1994 to provide  incentives  to
employees whereby 750,000 shares of Common Stock have been reserved. The options
can be either  incentive  stock  options or  nonstatutory  stock options and are
valued at the fair market value of the stock on the date of grant.

At December 31, 1994, the Company had outstanding  warrants to purchase  416,038
shares of Common  Stock  exercisable  at prices  varying  from $.02 per share to
$3.50 per share and  expiring at varying  times from the  present to 1999.  Such
warrants  were issued in a number of financing  transactions  and in  connection
with services  rendered to the Company.  The warrant  holders,  as such, are not
entitled to vote, receive dividends, or exercise any of the rights of holders of
shares of common  stock  for any  purpose  until  such  warrants  have been duly
exercised and payment of the purchase price has been made.

During 1995,  the Company  borrowed an aggregate of $460,000 under 10% unsecured
notes due in six months or upon  receipt of  proceeds  from the  initial  public
offering  and issued  warrants to purchase  92,000  shares of Common Stock at an
exercise  price of $3.00 per share.  The warrants are  exercisable  from time to
time commencing  twelve months following the date of issuance to 1999. The value
of these warrants was determined to be $6,440 based upon the difference  between
the stated borrowing rate and the Company's  estimated  effective borrowing rate
for the term of the notes.  The entire  $6,440 was charged to  interest  expense
during the year ended December 31, 1995.

<PAGE>

In February  1995,  the Board of  Directors  issued  warrants to purchase  7,500
shares of the  Company's  Common  Stock to a former  employee  in  exchange  for
consulting  services.  These warrants have an exercise price of $3.875 per share
and are  exercisable  to 1999.  The value of these warrants was determined to be
$1,500.

In May 1995, the Board of Directors  issued warrants to purchase 7,880 shares of
the  Company's  Common Stock to outside  consultants  in exchange for  providing
consulting  services  related  to  human  resources  consulting  and  hiring  of
personnel.  These  warrants  have an  exercise  price of $3.50 per share and are
exercisable to 1999. The value of these warrants was determined to be $1,576.

At the closing of the initial public offering in May 1995, the Company issued to
the underwriter  164,500 warrants in exchange for services.  These warrants have
an exercise price of $4.20 per share and are exercisable to 1999.

The value of warrants issued for services are determined based upon the value of
services provided to the Company.

The following  table  summarizes  options and warrants to purchase shares of the
Company's Common Stock:
<TABLE>
<CAPTION>


                                                                 Weighted                        Weighted
                                     Shares                       Average                     Average Warrant
                                   Available      Options      Option Price      Warrants          Price
                                   for Grant    Outstanding      Per Share      Outstanding      Per Share
                                  -------------------------------------------- --------------------------------
<S>                                 <C>           <C>              <C>            <C>             <C>     
Balance at December 31, 1994           193,000       557,000       $2.18          416,038          $2.30
   Granted                            (204,634)      204,634        3.62          271,880           3.76
   Exercised                                 -             -         -             (3,860)          2.18
   Canceled                            235,462      (235,462)       2.27          (27,250)          4.20
                                  ----------------------------                 --------------
Balance at December 31, 1995           223,828       526,172        3.53          656,808           2.90
   Granted                          (1,752,046)    1,752,046        1.77                -
   Exercised                                 -             -                      (12,500)            .02
   Canceled                            546,701      (546,701)       2.63                -
                                  ----------------------------                 --------------
Balance at December 31, 1996          (981,517)    1,731,517       $2.67          644,308          $2.96
                                  ============================================ ================================


</TABLE>


<PAGE>


9. Stock Options and Warrants (continued)

The following table summarizes  information about the stock options  outstanding
at December 31, 1996:

<TABLE>
<CAPTION>

           Range of                                                Weighted Average Remaining Contractual
        Exercise Price                 Number Outstanding                           Life
-------------------------------- -------------------------------- ------------------------------------------
         <C>                               <C>                                    <C>    

         $.01 - $1.50                         100,000                             9.4 years
          1.50 - 3.00                       1,576,441                             4.2 years
         $3.00 - $4.00                         55,076                             7.2 years

</TABLE>

Exercisable  options and warrants  were 348,398 and  644,308,  respectively,  at
December 31, 1996 and 493,961 and 564,808,  respectively,  at December 31, 1995.
On January 3, 1997, the shareholders of MarketLink approved the grant of 600,000
stock  options to the President and 400,000 stock options to the Chairman of the
Board effective as of September 4, 1996. An increase in the stock option pool of
an additional  1,500,000 shares was approved by shareholders,  effective January
3, 1997.

Stock-Based Compensation

Effective January 1, 1996 the Company adopted Statement of Financial  Accounting
Standards No. 123,  Accounting for Stock-Based  Compensation  ("SFAS 123"). SFAS
123 provides for companies to recognize  compensation  expense  associated  with
stock-based  compensation plans over the anticipated service period based on the
fair value of the award on the date of grant. However, SFAS 123 allows companies
to  continue  to measure  compensation  costs  prescribed  by APB Opinion No. 25
"Accounting  for Stock Issued to  Employees"  (APB 25").  Companies  electing to
continue  accounting for stock-based  compensation  plans under APB 25 must make
pro forma  disclosures of net income and earnings per share,  as if SFAS 123 had
been adopted. The Company has continued to account for stock-based  compensation
plans  under APB 25. The pro forma  disclosure  of the effect of SFAS 123 on net
income and  earnings  per share for the years ended  December  31, is  presented
below.  The fair value of the  options  was  estimated  at date of grant using a
Black-Scholes option pricing model with the weighted-average  risk-free interest
rate  assumptions for 1996 and 1995 at 6.0%,  volatility  factor of the expected
market  price of the  Company's  common  stock of .48 and an option life of four
years. Fair value calculations assume no dividends will be paid on the Company's
common stock.

                                                    1996              1995
                                          --------------------------------------

Pro forma net loss                            $(2,055,831)      $(1,086,544)
Pro forma net loss per share:
   Fully diluted                                  $(.70)            $(.48)

<PAGE>

The  weighted  average  fair value of options  granted  during 1996 and 1995 was
$1.77 and $3.62, respectively.

10. Income Taxes

The Company has net operating loss carryforwards of approximately  $4,762,000 at
December 31, 1996  expiring at various  times  through 2011 which can be used to
offset future taxable income. These carryforwards are subject to the limitations
of the Internal  Revenue Code Section 382 in the event of certain changes in the
equity ownership of the Company.  The Company experienced an ownership change in
1995.

The provision for income taxes differs from the amount computed by applying the
federal statutory tax rate of 34% because of the following:

                                         1996          1995
Tax benefit at federal
  statutory tax rate                   (645,000)      (359,000)

Increase in valuation
  allowance                             645,000        359,000
                                        -------        -------
                                              -              -
                                        =======        =======

Deferred  income  taxes  reflect  the net tax effects of  temporary  differences
between the carrying  amounts of assets and liabilities for financial  reporting
purposes and the amounts used for income tax purpose.

Components of deferred tax assets are as follows:

                                                       December 31
                                                  1996              1995
                                          ------------------------------------

   Deferred tax assets                       $   120,000       $ 175,000
   Deferred tax liabilities                      (35,000)        (23,000)
   Net operating loss carryforwards            1,619,000         907,000
   Less valuation allowance                   (1,704,000)     (1,059,000)
                                          -----------------------------------
   Net deferred tax assets                   $         -       $       -
                                          ====================================

The Company did not pay income taxes in 1996 or 1995.

11. Lease Commitments

The Company leases its administrative facilities under an operating lease. Total
rent  expense was  $128,215  and  $122,699 in 1996 and 1995,  respectively.  The
Company  also entered into an  operating  lease for  equipment in January  1996.
Total lease expense was $38,379 in 1996.


<PAGE>


11. Lease Commitments (continued)

At December 31, 1996,  future minimum lease payments under operating and capital
leases are as follows:

                                           Operating      Capital Leases
                                            Leases
                                       ---------------- -----------------
   Year ending December 31:
     1997                                   $114,309        $  31,856
     1998                                     72,675           12,824
     1999                                          -            5,000
                                     ---------------- -----------------
   Total lease commitments                  $186,984           49,680
                                     ================
   Less amount representing interest                           (6,762)
                                                      -----------------
   Present value of minimum lease payments
                                                              $42,918
                                                      =================

12. Significant Customers

During 1996, the Company's  revenues totaled  $1,099,130.  Sales to one customer
were  15% of total  sales in 1996.  Systems  for  nine  other  customers  in the
newspaper industry accounted for an additional 25% of total revenues.

13. Related Party Transactions

Notes payable  include amounts due to certain  investors,  including a director,
for  approximately  $71,644  and  $124,502  as of  December  31,  1996 and 1995,
respectively.  The Company also has a short-term  note payable to a director for
approximately $7,537 at December 31, 1996.

During August 1996, the Company purchased  computer hardware and the development
of a home page for approximately $55,195 from Concerto, a related entity.

14. Continued Existence and Management's Plans

During 1996,  the Company  incurred a net loss of  $1,897,401  and negative cash
flow of $2,011,745 and had an accumulated  deficit of $4,753,418 at December 31,
1996.  While the Company  believes that it can reduce its losses and improve its
cash flow, it will need  additional  capital by the end of the second quarter of
1997.

The Company is in the process of raising  additional  capital based upon its new
sales and marketing  strategy  which focuses on providing  enhanced  information
services  in  markets  with  predictable,  recurring  information  transactions;
specifically,  Healthcare, Financial Services, Media and Real Estate industries.
In addition, the Company has expanded its product line to the telecommunications
industry by developing Teledata services which combines  interactive caller data
and  geographic  information  systems  technology  to  produce  enhanced  caller
reporting for business analysis and marketing  purposes.  The Company will focus
the new  Teledata  products and services  towards the  Regional  Bell  Operating
Companies,  new Local Access Carriers,  existing  InterExchange Carriers and the
Teleservices Industry.

<PAGE>

Item 8.   Changes In and Disagreements With Accountants on Accounting and
          Financial Disclosure.

None


PART III

Item 9.   Directors,  Executive  Officers, Promoters and Control Persons; 
          Compliance  With Section  16(a) of the Exchange Act


Donald P. Matasovsky,  65, is Senior Vice President,  Operations and has over 30
years of experience  in fields  closely  related to the  Company's  products and
services.  Prior to joining the Company in September 1995, he was Vice President
of Operations  and Customer  Support at Spanlink  Communications,  a producer of
customer interactive voice software. He started his career at Honeywell where he
spent 26 years in various  positions  within Honeywell  Information  Systems and
Bull Worldwide Information Systems. Mr. Matasovsky's attended Brown Institute in
Minneapolis,  and holds a degree from the  University of Minnesota and a Masters
of Business Administration from the College of St. Thomas.

Michael J. Ryan,  33, joined the company in November  1996 as Vice  President of
Finance and  Administration and Chief Financial  Offficer.  Prior to joining the
Company, Mr. Ryan developed broad  telecommunications  operational experience as
the  Regional  Controller  for  Frontier  Communications,  a  telecommunications
company reseller, and as the Controller for American Sharecom before the company
was  acquired by Frontier  Communications.  Previously,  Mr. Ryan  obtained  his
public accounting experience as a Senior Auditor for Ernst & Young and Coopers &
Lybrand.  Mr.  Ryan is a  graduate  of the  University  of  Northern  Iowa and a
Certified Public Accountant.

Richard J. Maloney, 51, joined the Company in July 1996 as Vice President, Sales
and Marketing.  Prior to joining the Company , Mr. Maloney was Director of Sales
for SPC Communications,  a provider of computer telephony products and services.
Mr. Maloney launched his extensive sales and marketing  career,  spanning nearly
30 years, in the information  systems and  telecommunications  industries,  with
Honeywell  Information Systems,  Inc. During more than 18 years at Honeywell and
later at Bull HN  Information  Systems,  Mr.  Maloney  held a  variety  of sales
management,   marketing  and  technical  positions  with  the  Minneapolis-based
corporation.  More  recently,  Mr.  Maloney  spent over two years as Director of
Sales and Marketing for a Minneapolis  based  provider of emergency 911 systems.
Mr. Maloney is a graduate of Northeastern University.

John L.  Borowicz,  45, has been Vice  President  of Database  Services  for the
Company since November 1996. In this position,  Mr.  Borowicz is responsible for
the GIS (Geographic  Information  Systems) resources,  database  infrastructure,
data mining activities and enhanced  reporting  products and services.  Prior to
OneLink,  Mr.  Borowicz  was Vice  President of  Operations  and  Production  at
DataMap,  Inc. from 1990 to late 1995. DataMap purchased and merged with another
geographic  information  company in late 1995, and John became Vice President of
Technology at the newly merged company,  VISTA Information  Solutions,  Inc. Mr.
Borowicz is a member of several  professional  organizations,  serves on several
advisory  boards and received a B.S. in Computer  Science from the  Institute of
Technology at the University of Minnesota.

<PAGE>

The  information  required by Item 9 for directors and compliance  with 16(a) of
the Exchange  Act is  incorporated  herein by  reference to the section  labeled
"Election  of  Directors"  and "Section  16(a)  Beneficial  Ownership  Reporting
Compliance"  respectively,  which  appear  in  the  Company's  definitive  Proxy
statement for its 1997 Annual meeting of shareholders.


Item 10.    Executive Compensation

The information  required by Item 10 is incorporated by reference to the Section
labeled "Executive Compensation" and Compensation of Directors" in the Company's
Proxy Statement for its 1997 Annual meeting of Shareholders.


Item 11.    Security Ownership of Certain Beneficial Owners and Management

The information  required by Item 11 is incorporated by reference to the Section
labeled  "Security  ownership of Certain  Beneficial  Owners and Management" and
Compensation  of Directors" in the Company's Proxy Statement for its 1997 Annual
meeting of Shareholders.


Item 12.    Certain Relationships and Related Transactions

None


Item 13.    Exhibits and Reports on Form 8-K

         (a)  Exhibits

     Exhibit
     Number       Description

     3.1  Articles of Incorporation of the Company, as amended
  *  4.2  1994 Stock Option Plan, as amended (a)
    10.1  Service  Agreement  Between The Huntsville  Times Co. and  MarketLink,
          Inc. (a)
    10.2  Service  Agreement  Between  The  Mobile  Press  Register,   Inc.  and
          MarketLink, Inc.(a)
    10.3  Service Agreement Between The Birmingham News Co. and MarketLink, Inc.
          (a)
    10.4  Master Agreement Between Pioneer Newspapers and MarketLink, Inc. (a)
    10.5  Master Agreement Between Yakima Newspapers,  Inc. and MarketLink, Inc.
          (a)
    10.6  Master Agreement Between Pioneer Newspapers and MarketLink, Inc. (a)
    10.7  Agreement Between MarketLink, Inc. and Edina Realty, Inc. (a)
    10.8  MarketLink, Inc. One Call System Agreement dated July 1, 1993 (a)
    10.9  MarketLink,  Inc. One Call System Services Agreement dated October 22,
          1992 (a)
   10.10  Agreement  Between Pizza Hut of St. Louis,  Inc. and MarketLink,  Inc.
          (a)
   10.11  MarketLink,  Inc. One Call System Services  Agreement dated August 31,
          1992 (a)
   10.12  MarketLink, Inc. One Call System and Non-Compete Agreement (a)
   10.13  MarketLink,  Inc. One Call System  Services  Agreement dated March 25,
          1993 (a)
   10.14  MarketLink, Inc. One Call System Agreement dated January 1, 1993 (a)
   10.15  MarketLink, Inc. One Call System Rental and Non-Compete Agreement (a)
   10.16  MarketLink,  Inc. One Call System Services  Agreement dated January 1,
          1993 (a)
   10.17  Agreement Between Pizza Hut of America, Inc. and MarketLink, Inc. (a)
   10.18  Agreement  Between  Pizza Hut of America,  Inc. and  MarketLink,  Inc.
          dated October 19, 1994 (a)
   10.19  Form of Agreement  Between Noble Roman's,  Inc. and  MarketLink,  Inc.
          covering Bloomington, South Bend and Evansville, IN dated May 10, 1995
          (b)
   10.20  Master  Agreement  Between  Pioneer  Newspapers and  MarketLink,  Inc.
          dated May 15, 1995 (b)
   10.21  Agreement  Between The Hearst  Corporation and MarketLink,  Inc. dated
          July 20, 1995 (b)
 * 10.22  Stock  Option   Agreement  with  Ronald  E.   Eibersteiner   effective
          September 4, 1996
 * 10.23  Stock Option  Agreement with Nicholes C. Bluhm effective  September 4,
          1996
   23     Consent of Ernst & Young LLP
   24     Power of Attorney (Included on signature page)
   27     Financial Data Schedule (filed only in electronic format)
-----------------

     (a)  Incorporated by reference to the Company's  Registration  Statement on
          Form SB-2 (File No. 33-90084C) filed March 7, 1995

     (b)  Incorporated by reference to the Company's Report on Form 10-KSB filed
          for the fiscal year ended December 31, 1995 (File No. 0-25764)

     *    Indicates a management  contract or  compensatory  plan or arrangement
          required to be filed as an Exhibit to this Form 10-KSB

      (b)  Reports on Form 8-K

     The Company  filed a report on Form 8-K/A (File No.  0-25764) on August 17,
1996. Such Form reported the acquisition of Provident Worldwide  Communications,
Inc. on August 2, 1996.




<PAGE>



                                   SIGNATURES


Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  OneLink  Communications,  Inc.,  has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized:

                          OneLink Communications, Inc.

       /s/ Nicholas C. Bluhm                               March 25, 1997
   By: Nicholas C. Bluhm,                                      Date
      President, CEO, & Director

       /s/ Michael J. Ryan                                 March 25, 1997
   By: Michael J. Ryan, CFO                                    Date

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has  been  signed  below by  persons  on  behalf  of the  Registrant  and in the
capacities  and on the dates  indicated.  Each person  whose  signature  to this
report on Form 10-KSB appears below hereby  constitutes and appoints Nicholas C.
Bluhm and  Gregory  H.  Mohn,  and each of them,  as his or her true and  lawful
attorney-in-fact  and agent, with full power of substitution,  to sign on his or
her behalf individually and in the capacity stated below and to perform any acts
necessary  to be done in order to file all  amendments  to this  report  on Form
10-KSB  and  any  and  all  instruments  or  documents  filed  as  part of or in
connection with this report on Form 10-KSB or the amendments thereto and each of
the  undersigned  does hereby ratify and confirm all that said  attorney-in-fact
and agent, or his substitutes, shall do or cause to be done by virtue hereof.


       /s/ Ronald E. Eibensteiner
  By:  Ronald E. Eibensteiner,                             March 25, 1997 
       Chairman of the Board & Director                        Date


       /s/ Nicholas C. Bluhm
  By:  Nicholas C. Bluhm,                                  March 25,1997
       President, CEO & Director                               Date


       /s/ Gregory H. Mohn
  By:  Gregory H. Mohn,                                    March 25, 1997
       Secretary and Director                                  Date



  By:  Vin Weber, 
       Director                                                Date



  By:  Michael P. Corcoran, 
       Director                                                Date


       /s/ George Smith         
  By:  George Smith,                                       March 27, 1997
       Director                                                Date



<PAGE>

                          OneLink Communications, Inc.

                          Exhibit Index to Form 10-KSB


    Exhibit
     Number       Description

     3.1  Articles of Incorporation of the Company, as amended
  *  4.2  1994 Stock Option Plan, as amended (a)
    10.1  Service  Agreement  Between The Huntsville  Times Co. and  MarketLink,
          Inc. (a)
    10.2  Service  Agreement  Between  The  Mobile  Press  Register,   Inc.  and
          MarketLink, Inc.(a)
    10.3  Service Agreement Between The Birmingham News Co. and MarketLink, Inc.
          (a)
    10.4  Master Agreement Between Pioneer Newspapers and MarketLink, Inc. (a)
    10.5  Master Agreement Between Yakima Newspapers,  Inc. and MarketLink, Inc.
          (a)
    10.6  Master Agreement Between Pioneer Newspapers and MarketLink, Inc. (a)
    10.7  Agreement Between MarketLink, Inc. and Edina Realty, Inc. (a)
    10.8  MarketLink, Inc. One Call System Agreement dated July 1, 1993 (a)
    10.9  MarketLink,  Inc. One Call System Services Agreement dated October 22,
          1992 (a)
   10.10  Agreement  Between Pizza Hut of St. Louis,  Inc. and MarketLink,  Inc.
          (a)
   10.11  MarketLink,  Inc. One Call System Services  Agreement dated August 31,
          1992 (a)
   10.12  MarketLink, Inc. One Call System and Non-Compete Agreement (a)
   10.13  MarketLink,  Inc. One Call System  Services  Agreement dated March 25,
          1993 (a)
   10.14  MarketLink, Inc. One Call System Agreement dated January 1, 1993 (a)
   10.15  MarketLink, Inc. One Call System Rental and Non-Compete Agreement (a)
   10.16  MarketLink,  Inc. One Call System Services  Agreement dated January 1,
          1993 (a)
   10.17  Agreement Between Pizza Hut of America, Inc. and MarketLink, Inc. (a)
   10.18  Agreement  Between  Pizza Hut of America,  Inc. and  MarketLink,  Inc.
          dated October 19, 1994 (a)
   10.19  Form of Agreement  Between Noble Roman's,  Inc. and  MarketLink,  Inc.
          covering Bloomington, South Bend and Evansville, IN dated May 10, 1995
          (b)
   10.20  Master  Agreement  Between  Pioneer  Newspapers and  MarketLink,  Inc.
          dated May 15, 1995 (b)
   10.21  Agreement  Between The Hearst  Corporation and MarketLink,  Inc. dated
          July 20, 1995 (b)
 * 10.22  Stock  Option   Agreement  with  Ronald  E.   Eibersteiner   effective
          September 4, 1996
 * 10.23  Stock Option  Agreement with Nicholes C. Bluhm effective  September 4,
          1996
   23     Consent of Ernst & Young LLP
   24     Power of Attorney (Included on signature page)
   27     Financial Data Schedule (filed only in electronic format)
-----------------

     (a)  Incorporated by reference to the Company's  Registration  Statement on
          Form SB-2 (File No. 33-90084C) filed March 7, 1995

     (b)  Incorporated by reference to the Company's Report on Form 10-KSB filed
          for the fiscal year ended December 31, 1995 (File No. 0-25764)

     *    Indicates a management  contract or  compensatory  plan or arrangement
          required to be filed as an Exhibit to this Form 10-KSB