<PAGE> 1

             SECURITIES AND EXCHANGE COMMISSION

                   Washington, D.C. 20549

           -------------------------------------

                          FORM 8-K

                       CURRENT REPORT

           Pursuant to Section 13 or 15(d) of the
              Securities Exchange Act of 1934


Date of Report  (Date of earliest event reported): October 16, 1996

                      TCSI Corporation
   (Exact name of registrant as specified in its charter)

       Nevada                    0-19377          68-0140975
(State of incorporation)      (Commission       (IRS Employer
                              File Number)    Identification No.)

 2121 Allston Way, Berkeley, California              94704
(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code:  (510) 649-3700

<PAGE> 2

Item 5.  Other Events.

         On October 16, 1996, TCSI Corporation issued a
press release, a copy of which is filed herewith as Exhibit 28.

                         SIGNATURES

         Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned
hereunto duly authorized.

                      TCSI Corporation

By: /s/Paul A. Farmer
    -----------------
Paul A. Farmer
Chief Financial Officer

Date: October 16, 1996

<PAGE> 3

                     INDEX TO EXHIBITS

28.  Press Release, dated October 16, 1996

       TCSI Corporation Reports Third Quarter Results

<PAGE> 4

For additional information contact:

Leigh Salvo - (510) 649-3404

BERKELEY, California - October 16, 1996 - TCSI Corporation
(Nasdaq: TCSI) reported today revenues for the third quarter
ended September 30, 1996, were $9.8 million, a decline of 31
percent from revenues of $14.1 million for the same period
last year.  The Company also reported a net loss of $6.5
million during the quarter ended September 30, 1996 ($0.31
per share). For the quarter ended September 30, 1995, the
Company reported net income of $2.1 million and earnings per
share of $0.11.

Among the factors that contributed to the loss were the
following: increased spending on internally funded product
development; reduced follow-on customer funding for the
development of certain re-useable solutions; a delay in a
substantial follow-on contract with a Regional Bell
Operating Company (RBOC); termination of a development
agreement to deploy a software solution for a transportation
company; and, license agreements, expected to be completed
in the third quarter for Object Services Package (OSP) and
related products, did not sign.

Cost of services for the third quarter of 1996 was $12.0
million, up from $6.4 million for the same period in 1995.
This increase was attributable, in part, to a $3.3 million
one-time charge related to the termination of the
transportation agreement.

"We recognize that we must improve our visibility and this
is a top priority of the Company.  We plan to do this by
focusing on applications and sales channel development;
taking advantage of our reference base; increasing
functional accountability; and finally, improving our
processes involved in implementing the Company's software
solutions," said Roger Strauch, TCSI's president and chief
executive officer.  "TCSI has observed significant changes
in the buying behavior of our market.  Traditionally, our
sales cycle was six to nine months, where the customer's
information technology organization evaluated our
development platform and professional services for an
application development contract that would run over
multiple quarters.  Increasingly, our customers are now
including the business user in the buying process.  Business
users require a substantial business benefits and reference
approach to applications evaluation.  Cautious in their
decision-making, our customers are taking more time up-front
to purchase, but because they're interested in applications
and more complete solutions, the implementation cycle should
be compressed."

TCSI Corporation
TCSI a leading provider of integrated software products and
services for the global telecom industry.  A pioneer in
object-oriented technology, TCSI products and services
enable telecom service providers and equipment manufacturers
to rapidly meet the growing demand for integrated and
automated management of a wide range of networks and
services.  TCSI serves its customers in offices throughout
North America, Europe, and the Pacific Rim.

<PAGE> 5

             Unaudited Summary Income Statement Information
              (In thousands, except for per share amounts)

<TABLE>
<CAPTION>
                               Three months ended    Nine months ended
                                  September 30,         September 30,
                               ------------------    -----------------
                                 1996       1995      1996       1995
                               -------    -------    -------   -------
<S>                              <C>        <C>        <C>       <C>
Revenues:
  Services                    $  8,835   $ 11,813   $ 34,380  $ 32,285
  Software licensing fees          950      2,267      8,504     7,878
  Equipment                          -          -      7,270         -
                               -------    -------    -------   -------
Total revenues                   9,785     14,080     50,154    40,163

Costs and expenses:
  Services                      12,000      6,439     24,952    17,953
  Equipment                          -          -      6,810         -
  Product development            2,078          -      4,569         -
  Selling, general, and
    administrative               5,993      4,906     17,175    14,348
                               -------    -------    -------   -------
Income (loss) from operations  (10,286)     2,735     (3,352)    7,862

Interest income                    719        269      1,665       712
                               -------    -------    -------   -------
Income before income taxes      (9,567)     3,004     (1,687)    8,574

Provision for income taxes      (3,061)       903       (540)    2,833
                               -------    -------    -------   -------
Net income (loss)             $ (6,506)   $ 2,101   $ (1,147)  $ 5,741
                               =======    =======    =======   =======
Earnings (loss) per share     $  (0.31)   $  0.11   $  (0.06)  $  0.30
                               =======    =======    =======   =======
Shares used in calculation of
  earnings per share            21,027     19,266     20,285    19,079
                               =======    =======    =======   =======
</TABLE>

             Unaudited Summary Balance Sheet Information
                          (In thousands)

<TABLE>
<CAPTION>

                                        September 30,   December 31,
                                            1996            1995
                                        -------------   ------------
<S>                                          <C>            <C>
Assets
- ------
Cash, cash equivalents,
  and investments                        $  44,126       $  22,027
Receivables                                 13,945          16,500
Other receivables                            5,270               -
Deferred income taxes                        4,442           2,342
Furniture, equipment, and
  leasehold improvements                     7,473           5,134
Other assets                                 5,611           3,507
                                         ---------       ---------
Total assets                             $  80,867       $  49,510
                                         =========       =========

Liabilities and Shareholders' equity
- ------------------------------------
Accounts payable and other accruals      $   3,355       $   4,005
Accrued compensation and related costs       7,240           4,823
Income taxes                                     -           3,306
                                         ---------       ---------
Total liabilities                           10,595          12,134
Shareholders' equity                        70,272          37,376
                                         ---------       ---------
Total liabilities and
  shareholders' equity                   $  80,867       $  49,510
                                         =========       =========
</TABLE>

This financial information should be read in conjunction
with the Company's Form 10-Q to be filed with the Securities
and Exchange Commission.
[{"type": "8-K", "sequence": "1", "description": "EARNINGS RELEASE", "secsgml_size_bytes": 8679}]
{"company-data": {"conformed-name": "TCSI CORP", "cik": "0000875315", "assigned-sic": "7373", "irs-number": "680140975", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-19377", "film-number": "96645697"}, "business-address": {"street1": "2121 ALLSTON WAY", "city": "BERKELEY", "state": "CA", "zip": "94704", "phone": "5106493700"}, "mail-address": {"street1": "2121 ALLSTON WAY", "city": "BERKELEY", "state": "CA", "zip": "94704"}, "former-company": {"former-conformed-name": "TEKNEKRON COMMUNICATIONS SYSTEMS INC / NV", "date-changed": "19930328"}}
1

             SECURITIES AND EXCHANGE COMMISSION

                   Washington, D.C. 20549

           -------------------------------------

                          FORM 8-K

                       CURRENT REPORT

           Pursuant to Section 13 or 15(d) of the
              Securities Exchange Act of 1934

Date of Report  (Date of earliest event reported): October 16, 1996

                      TCSI Corporation
   (Exact name of registrant as specified in its charter)

       Nevada                    0-19377          68-0140975
(State of incorporation)      (Commission       (IRS Employer
                              File Number)    Identification No.)

 2121 Allston Way, Berkeley, California              94704
(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code:  (510) 649-3700
2

Item 5.  Other Events.

         On October 16, 1996, TCSI Corporation issued a
press release, a copy of which is filed herewith as Exhibit 28.

                         SIGNATURES

         Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned
hereunto duly authorized.

                      TCSI Corporation

By: /s/Paul A. Farmer
    -----------------
Paul A. Farmer
Chief Financial Officer

Date: October 16, 1996
3

                     INDEX TO EXHIBITS

28.  Press Release, dated October 16, 1996

       TCSI Corporation Reports Third Quarter Results
4

For additional information contact:

Leigh Salvo - (510) 649-3404

BERKELEY, California - October 16, 1996 - TCSI Corporation
(Nasdaq: TCSI) reported today revenues for the third quarter
ended September 30, 1996, were $9.8 million, a decline of 31
percent from revenues of $14.1 million for the same period
last year.  The Company also reported a net loss of $6.5
million during the quarter ended September 30, 1996 ($0.31
per share). For the quarter ended September 30, 1995, the
Company reported net income of $2.1 million and earnings per
share of $0.11.

Among the factors that contributed to the loss were the
following: increased spending on internally funded product
development; reduced follow-on customer funding for the
development of certain re-useable solutions; a delay in a
substantial follow-on contract with a Regional Bell
Operating Company (RBOC); termination of a development
agreement to deploy a software solution for a transportation
company; and, license agreements, expected to be completed
in the third quarter for Object Services Package (OSP) and
related products, did not sign.

Cost of services for the third quarter of 1996 was $12.0
million, up from $6.4 million for the same period in 1995.
This increase was attributable, in part, to a $3.3 million
one-time charge related to the termination of the
transportation agreement.

"We recognize that we must improve our visibility and this
is a top priority of the Company.  We plan to do this by
focusing on applications and sales channel development;
taking advantage of our reference base; increasing
functional accountability; and finally, improving our
processes involved in implementing the Company's software
solutions," said Roger Strauch, TCSI's president and chief
executive officer.  "TCSI has observed significant changes
in the buying behavior of our market.  Traditionally, our
sales cycle was six to nine months, where the customer's
information technology organization evaluated our
development platform and professional services for an
application development contract that would run over
multiple quarters.  Increasingly, our customers are now
including the business user in the buying process.  Business
users require a substantial business benefits and reference
approach to applications evaluation.  Cautious in their
decision-making, our customers are taking more time up-front
to purchase, but because they're interested in applications
and more complete solutions, the implementation cycle should
be compressed."

TCSI Corporation
TCSI a leading provider of integrated software products and
services for the global telecom industry.  A pioneer in
object-oriented technology, TCSI products and services
enable telecom service providers and equipment manufacturers
to rapidly meet the growing demand for integrated and
automated management of a wide range of networks and
services.  TCSI serves its customers in offices throughout
North America, Europe, and the Pacific Rim.
5

             Unaudited Summary Income Statement Information
              (In thousands, except for per share amounts)
Three months ended    Nine months ended
                                  September 30,         September 30,
                               ------------------    -----------------
                                 1996       1995      1996       1995
                               -------    -------    -------   -------
Revenues:
  Services                    $  8,835   $ 11,813   $ 34,380  $ 32,285
  Software licensing fees          950      2,267      8,504     7,878
  Equipment                          -          -      7,270         -
                               -------    -------    -------   -------
Total revenues                   9,785     14,080     50,154    40,163

Costs and expenses:
  Services                      12,000      6,439     24,952    17,953
  Equipment                          -          -      6,810         -
  Product development            2,078          -      4,569         -
  Selling, general, and
    administrative               5,993      4,906     17,175    14,348
                               -------    -------    -------   -------
Income (loss) from operations  (10,286)     2,735     (3,352)    7,862

Interest income                    719        269      1,665       712
                               -------    -------    -------   -------
Income before income taxes      (9,567)     3,004     (1,687)    8,574

Provision for income taxes      (3,061)       903       (540)    2,833
                               -------    -------    -------   -------
Net income (loss)             $ (6,506)   $ 2,101   $ (1,147)  $ 5,741
                               =======    =======    =======   =======
Earnings (loss) per share     $  (0.31)   $  0.11   $  (0.06)  $  0.30
                               =======    =======    =======   =======
Shares used in calculation of
  earnings per share            21,027     19,266     20,285    19,079
                               =======    =======    =======   =======
Unaudited Summary Balance Sheet Information
                          (In thousands)
September 30,   December 31,
                                            1996            1995
                                        -------------   ------------
Assets
- ------
Cash, cash equivalents,
  and investments                        $  44,126       $  22,027
Receivables                                 13,945          16,500
Other receivables                            5,270               -
Deferred income taxes                        4,442           2,342
Furniture, equipment, and
  leasehold improvements                     7,473           5,134
Other assets                                 5,611           3,507
                                         ---------       ---------
Total assets                             $  80,867       $  49,510
                                         =========       =========

Liabilities and Shareholders' equity
- ------------------------------------
Accounts payable and other accruals      $   3,355       $   4,005
Accrued compensation and related costs       7,240           4,823
Income taxes                                     -           3,306
                                         ---------       ---------
Total liabilities                           10,595          12,134
Shareholders' equity                        70,272          37,376
                                         ---------       ---------
Total liabilities and
  shareholders' equity                   $  80,867       $  49,510
                                         =========       =========
This financial information should be read in conjunction
with the Company's Form 10-Q to be filed with the Securities
and Exchange Commission.