UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                       Pursuant to Sections 13 or 15(d) of
                       The Securities Exchange Act of 1934


        Date of Report (Date of earliest event reported): May 13th, 1997



                          WAVERIDER COMMUNICATIONS INC.

               (Exact name of registrant as specified in charter)

                                     NEVADA
         (State or other jurisdiction of incorporation or organization)



         0-25680                                     33-0264030
  (Commission File Number)               (I.R.S. Employer Identification Number)



         700 - 555 West Hastings Street, Vancouver, BC., Canada, V6B 4N5
              (Address of Principal Executive Offices and Zip Code)


                                 (604) 482-1211
              (Registrant's telephone number, including area code)



                                 CHANNEL i INC.
          (Former name or former address, if changed since last report)


<PAGE>

Item 7.  Financial Statements and Exhibits.

This report is for the purpose of filing the financial information required as a
result of the  acquisition  by the  Company of all the  issued  and  outstanding
shares  of the  capital  stock  of  Major  Wireless  Communications  Inc.  which
acquisition was more particularly disclosed on Form 8-K dated May 13th, 1997 and
previously filed. This filing is pursuant to Item 7 (a) and (b) of that Form.


The following documents are filed as exhibits to this report on Form 8-K:

     27.1 Audited Balance Sheet and Statement of Loss and Deficit as of December
31st,  1996  this  being  the end of the  first  fiscal  year of Major  Wireless
Communications Inc. (In Canadian dollars).
     27.2  Unaudited  Interim  Balance  Sheet and  Statement of Income for Major
Wireless  Communications Inc. as of April 30th, 1997 being the closest immediate
month end date to the reported event. (In Canadian dollars).
     27.3 Pro forma Consolidated  Balance Sheet of the Company as of March 31st,
1997 being the latest  quarterly  fiscal period prior to the event and Pro forma
Consolidated  Statement of Operations of the Company for the last fiscal year of
the Company being  December 31st,  1996 and March 31st,  1997. (In United States
Dollars).



Signatures:

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly caused this current  report on Form 8-K to be signed on its
behalf by the undersigned thereunto duly authorized.

Dated: July 24th , 1997.

                                                   WaveRider Communications Inc.

                                            Per:   /s/ Robert Clarke
                                                   ............................
                                                   ROBERT CLARKE,  President



<PAGE>




                                  EXHIBIT 27.1




                       MAJOR WIRELESS COMMUNICATIONS INC.

                    AUDITOR'S REPORT AND FINANCIAL STATEMENTS

                                DECEMBER 31, 1996



<PAGE>














Page 1

                                AUDITORS' REPORT

To the Shareholders of
MAJOR WIRELESS COMMUNICATIONS INC.

        We have examined the balance sheet of MAJOR WIRELESS COMMUNICATIONS INC.
        as at December  31, 1996 and the  statement  of loss and deficit for the
        period 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 audit.

        We conducted our audit in accordance  with generally  accepted  auditing
        standards.  Those standards require that we plan and perform an audit to
        obtain reasonable assurance 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.

        In  our  opinion,  these  financial  statements  present  fairly  in all
        material respects,  the financial position of the company as at December
        31, 1996 and the results of its  operations for the period then ended in
        accordance with generally accepted accounting principles.



                                                                    KPMG

        July 15, 1997                                  CHARTERED ACCOUNTANTS


<PAGE>


                                                                     Page 2     

                       MAJOR WIRELESS COMMUNICATIONS INC.

                                  BALANCE SHEET

                                DECEMBER 31, 1996
                                -----------------




                                     ASSETS                     

                                                                        $     -
                                                                         ======


                                   LIABILITIES

ACCOUNTS PAYABLE                                                        $   860
                                                                         ------


                              SHAREHOLDERS' EQUITY

SHARE CAPITAL (note 2)                                                      480

LESS UNPAID SUBSCRIPTIONS                                                  (480)

                                                                              -

DEFICIT                                                                    (860)
                                                                         ------

                                                                        $     -
                                                                         ======




ON BEHALF OF THE BOARD

/S/Rick Antoine
 .................
Director

/s/Stephen Grant
 .................
Director


<PAGE>


                                                                     Page 3  

                       MAJOR WIRELESS COMMUNICATIONS INC.

                          STATEMENT OF LOSS AND DEFICIT

               FOR THE PERIOD OCTOBER 9, 1996 TO DECEMBER 31, 1996
               ---------------------------------------------------





REVENUE                                                                  $    -

EXPENSES
   Legal                                                                    860
                                                                         ------ 
                                                                        
LOSS FOR THE PERIOD                                                         860
                                                                         ------

DEFICIT, END OF PERIOD                                                  $   860
                                                                         ======


<PAGE>

                                                                   Page 4

                       MAJOR WIRELESS COMMUNICATIONS INC.

                          NOTES TO FINANCIAL STATEMENTS

                                DECEMBER 31, 1996
                                -----------------



1.      NATURE OF ACTIVITIES

        The company  was  incorporated  October 9, 1996 under the  Company  Act,
        Province of British Columbia, Canada.  Operations,  primarily scientific
        research and experimental development, commenced in January, 1997.


2.      SHARE CAPITAL


        Authorized

           10,000     Class A voting, non-participating shares
                           without par value
           10,000     Class B non-voting, participating shares
                           without par value
        2,000,000     Class C non-voting, participating shares
                           with a par value of $ 0.01 each
          100,000     Class D non-voting, non-participating shares
                           with a par value of $ 0.01 each
          100,000    Class E non-voting, non-participating shares
                           with a par value of $ 100.00 each

        Issued

              240   Class A shares                                    $     240
              240   Class B shares                                          240
                                                                      ---------

                                                                      $     480
                                                                      =========

<PAGE>



     Exhibit 27.2




     Unaudited Interim Balance Sheet and Statement of Income




     MAJOR WIRELESS COMMUNICATIONS INC.





     Four months ended April 30, 1997





<PAGE>


                       Major Wireless Communications Inc.
                                  Balance sheet

                                  April 30,1997
                                  -------------


ASSETS
------
<TABLE>

<S>                                                                                 <C>             <C>    
         Current assets
                    Cash in Bank
                    GS Tax Receivable                                               $  13,044
                    Notes Receivable                                                    3,000
                    Lab Inventory                                                      43,795        59,839
                                                                                    ---------
           Fixed assets
                    Equipment and Computer Software                                   121,752
                    Leasehold improvements                                             15,494
                                                                                    ---------
                                                                                      137,246
                    Less accumulated depreciation and amortization                        NIL       137,246
                                                                                    ---------       -------         

           Total Assets                                                                            $197,085

LIABILITIES AND SHAREHOLDERS' DEFICIT
-------------------------------------

       Current Liabilities
                Bank Overdraft                                                      $    863
                Accounts Payable                                                       4,405
                Employee Benefits Payable                                              7,037         12,305
                                                                                    ----------

       Long Term Debt
                 Advances from Shareholders and Related Parties                                     350,235

       Shareholders' Deficit
                Share Capital                                                          3,200
                Deficit, December 31, 1996                                               860
                Loss for the period ending April 30, 1997                            167,795        165,455
                                                                                   ---------       --------

       Total Liabilities and Shareholders' Deficit                                                 $197,085

</TABLE>

Interim financial statements, April 30, 1997: unaudited

See accompanying Notes to financial statements.


<PAGE>



                       Major Wireless Communications Inc.
                               Statement of Income
                        Four Months ending April 30, 1997
<TABLE>
<CAPTION>


REVENUE                                                                                 Nil
-------                                                                          

RESEARCH AND DEVELOPMENT EXPENSES
---------------------------------
<S>                                                        <C>                 <C>         
       Bank charges and interest                            $      464
       Consulting  Fees                                         11,912
       Investor Relations                                       16,182
       Management Fees                                          20,000
       Miscellaneous                                            10,129
       Meals and Entertainment                                     241
       Office Supplies                                           5,047
       Postage and Courier                                       2,207
       Rent, Utilities, Repair and Maintenance                  20,952
       Salaries and Benefits                                    22,818
       Telephone                                                 5,342
       Travel                                                   10,301
       Wages - Contract                                         42,200        $167,795
                                                             ---------        --------

Net Loss Before Income Taxes                                                   167,795

Provision for Income Taxes                                                        -
Net Loss for the Period                                                       $167,795



</TABLE>


Interim financial statements, April 30, 1997: unaudited

See accompanying Notes to Financial  Statements.


<PAGE>


                       Major Wireless Communications Inc.
                                 April 30, 1997
                          Notes to Financial Statements



1.    The Company  was  incorporated  October  6,1996  under  the  Company  Act,
Province of British  Columbia,  Canada.  Operations of  scientific  research and
development for Wide Area Wireless  Networks  commenced  January  1,1997.  As of
April 30,  1997 all of the  company's  effort and  activities  have been for the
benefit of this project.

2.    Significant Accounting Policies.

The Company  utilizes  the  accrual  basis of  accounting,  recorded in Canadian
dollars.  United  States  dollar  accounts are  prepared  using  exchange  rates
generally prevailing during the period.

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles  requires  management  to make  assumptions  that  affect
certain  reported  amounts and  disclosures.  Accordingly,  actual results could
differ from these estimates.

Lab  inventory  consists  of parts and  expendables  acquired  for the Wide Area
Wireless  Networks  Project.  They will be charged to the  project as  consumed,
based upon a year end physical count.

Equipment  and  computer  software are  recorded at cost.  Depreciation  will be
calculated  following  time in use based upon the estimated  useful life of each
category of assets.

Office equipment                            $   7,643
Computer equipment                             24,227
Lab equipment and Tools                        56,707
Computer software                              33,175
                                            ---------
                                             $121,752

Leasehold improvements will be amortized over the term of the lease.

3.      An office  research  and  development  facility  has been leased for two
years ending March 31, 1999 for an annual rent of $21,441.60  plus tenants share
of operating costs.

4.      The Advances from  Shareholders  and Related Parties  include  purchases
made on behalf of the Company and bear no interest or fixed terms of  repayment.
It is anticipated that no advances will be repaid within a year.

Interim financial statements, April 30, 1997: unaudited

<PAGE>


Major Wireless Communications Inc.
April 30, 1997
Notes to Financial Statements


Page 2



5.    Share Capital
<TABLE>
<CAPTION>

                                                              Authorized Issued for Cash
                                                              --------------------------
                                                             number         number      $
                                                             ------         ------      ------
<S>                                                      <C>               <C>          <C>    
Class A shares without per value                            10,000          1,600        1,600
Class B shares    without per value                         10,000          1,600        1,600
Class C shares with a per value of $0.01 per share       2,000,000            -            -
Class D shares with a per value of $0.01 per share         100,000            -            -
Class E shares with a per value of $100.00 per share       100,000            -            -


</TABLE>




Interim financial statements, April 30, 1997: unaudited


July 24, 1997



<PAGE>





           Exhibit 27.3



           Unaudited Pro Forma Consolidated Financial Statements



           WAVERIDER COMMUNICATIONS INC.

           Year ended December 31, 1996 and quarter ended March 31, 1997



           (Unaudited - see Compilation Report)



<PAGE>



COMPILATION REPORT


To the Board of Directors
Waverider Communications Inc.



We  have  reviewed,   as  to  compilation   only,  the  accompanying  pro  forma
consolidated balance sheet of Waverider Communications Inc. as at March 31, 1997
and the pro  forma  consolidated  statement  of  operations  for the year  ended
December  31,  1996 and the  quarter  ended  March  31,  1997.  These  pro forma
consolidated financial statements have been prepared for inclusion in the filing
of Form 8-K with the Securities and Exchange Commission. In our opinion, the pro
forma  consolidated  balance  sheet as at  December  31,  1996 and the pro forma
consolidated  statement of operations  for the year ended  December 31, 1996 and
quarter ended March 31, 1997 have been  properly  compiled to give effect to the
proposed transaction and assumption described in the notes thereto.



KPMG



Chartered Accountants

Vernon, Canada

July 23, 1997




            Comments for United States readers on differences between
                 Canadian and United States reporting standards

The  above  report,  provided  solely  pursuant  to  Canadian  requirements,  is
expressed  in  accordance  with  standards of  reporting  generally  accepted in
Canada. Such standards  contemplate the expression of an opinion with respect to
the compilation of pro forma financial  statements.  United States  standards do
not provide for the  expression  of an opinion on the  compilation  of pro forma
financial  statements.  To report in conformity with United States  standards on
the reasonableness of the pro forma adjustments and their application to the pro
forma  financial  statements  requires an  examination  or review  substantially
greater in scope than the  procedures we have  conducted.  Consequently,  we are
unable to  express  any  opinion  in  accordance  with  standards  of  reporting
generally  accepted in the United States with respect to the  compilation of the
accompanying pro forma financial information.



KPMG

Chartered Accountants

Vernon, Canada

July 23, 1997


<PAGE>


WAVERIDER COMMUNICATIONS INC.
Pro Forma Consolidated Balance Sheet
(Unaudited - see Compilation Report)
(expressed in United States dollars)

As at March 31, 1997
<TABLE>
<CAPTION>

                                                         Waverider            MWCI    Consolidated
                                                         Pro forma       Pro forma       Pro forma
                             Waverider         MWCI    adjustments     adjustments     adjustments    Combined
                             ---------         ----    -----------     -----------     -----------    --------
Assets                                                   (note 2)        (note 2)
<S>                         <C>          <C>                                             <C>        <C>   
Current assets:
     Cash                   $   58,059    $                                              $          $   58,059
     Accounts receivable        52,500        5,623                                                     58,123
     Inventory                               11,110                                                     11,110
     Other                      99,719        2,167                                                    101,886
                            ----------    ---------                                      ---------  ----------
                               210,278       18,900                                                    229,178

Capital assets, at cost:
     Equipment and computer
       software                              68,144                                         69,996     138,140
     Leasehold improvements                   1,262                                                      1,262
                            ----------    ---------                                      ---------  ----------
                                             69,406                                         69,996     139,402

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

                            $  210,278    $  88,306                                      $  69,996  $  368,580
                            ==========    =========                                      =========  ==========

Liabilities and Shareholders' Equity

Current liabilities:
     Bank overdraft         $             $   8,119                                       $         $    8,119
     Accounts payable           46,260        3,710                                          2,678      52,648
     Accrued liabilities        58,239                                                                  58,239
     Advance on sale of stock   84,376                                                                  84,376
                            ----------    ---------                                      ---------  ----------
                               188,875       11,829                                          2,678     203,382

Long-term debt:
   Advances from shareholders and
      related parties                       143,795                                                    143,795

Shareholders' equity:
     Share capital:
       Common shares,
         par value               7,478        2,678                                         (2,678)      7,478
       Paid in capital       2,615,781                                                               2,615,781
                            ----------    ---------                                      ---------  ----------
                             2,623,259        2,678                                         (2,678)  2,623,259

     Deficit                (2,601,856)     (69,996)                                        69,996  (2,601,856)
                            ----------    ---------                                      ---------  ----------
                                21,403      (67,318)                                        67,318      21,403

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

                            $  210,278    $  88,306                                       $ 69,996  $  368,580
                            ==========    =========                                      =========  ==========

</TABLE>

<PAGE>


WAVERIDER COMMUNICATIONS INC.
Pro Forma Consolidated Statement of Operations
(Unaudited - see Compilation Report)
(expressed in United States dollars)

<TABLE>
<CAPTION>

Year ended December 31, 1996
----------------------------

                                            Waverider              MWCI       Adjustments             Combined
                                            ---------         -----------     -----------           ----------
<S>                                       <C>                 <C>             <C>                   <C>   
                                                                                  (note 3)
Revenues:
   Administrative Services                $    20,000         $               $                     $   20,000
                                          -----------         -----------     -----------           ----------


Expenses:
   Salaries and benefits                        1,239                                                    1,239
   Professional fees                           26,176                 632                               26,808
   Consulting fees                             31,913                                                   31,913
   Administrative costs                        77,227                                                   77,227
   Depreciation                                 5,221                                                    5,221
   Acquired research and development                                               69,996               69,996
                                          -----------         -----------     -----------           ----------
                                              141,776                 632          69,996              212,404
 
                                          -----------         -----------     -----------           ----------

Loss for the year                         $   121,776         $       632     $    69,996           $  192,404
                                          ===========         ===========     ===========           ==========

Loss per share                                                                                             .04
                                                                                                    ==========

Weighted average number of shares outstanding                                                        5,113,041
                                                                                                    ==========
</TABLE>





<PAGE>


WAVERIDER COMMUNICATIONS INC.
Pro Forma Consolidated Statement of Operations
(Unaudited - see Compilation Report)
(expressed in United States dollars)

<TABLE>
<CAPTION>

Quarter ended March 31, 1997
----------------------------

                                            Waverider              MWCI       Adjustments           Combined
                                            ---------         -----------     -----------          ----------
<S>                                        <C>                 <C>             <C>                 <C>   
                                                                                  (note 3)
Revenue                                    $   30,310         $                                    $   30,310

Expenses:
   Administrative costs                         1,853             32,454                               34,307
   Bank charges and interest                       13                 98                                  111
   Consulting fees                              6,250              1,240                                7,490
   Depreciation and loss on
       sale of fixed assets                    13,855                                                  13,855
   Foreign exchange translation gain                              (2,495)                              (2,495)
   Investor relations                                              9,468                                9,468
   Professional fees                           13,000                                                  13,000
   Salaries and benefits                                          28,599                               28,599
                                            ---------         ----------     -----------           ----------
                                               34,971             69,364                              104,335

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

Loss for the quarter                       $    4,661         $   69,364                           $   74,025
                                            =========         ==========     ===========           ==========

Loss per share                                                                                            .01
                                                                                                   ==========

Weighted average number of shares outstanding                                                       5,507,597
                                                                                                   ==========

</TABLE>



<PAGE>


WAVERIDER COMMUNICATIONS INC.
Notes to Pro Forma Consolidated Financial Statements
(Unaudited - see Compilation Report)
(expressed in United States dollars)

Year ended December 31, 1996 and quarter ended March 31, 1997
-------------------------------------------------------------

1.   Basis of presentation:

     The pro forma consolidated financial statements of Waverider Communications
     Inc. (the "Company") are based upon the historical  financial statements of
     the Company  after giving  effect to the  transaction  described in note 2.
     These pro  forma  consolidated  financial  statements  are not  necessarily
     indicative of the financial  position and results of operations  that would
     have been attained had the  transaction  actually  taken place at the dates
     indicated  and do not purport to be  indicative  of the effects that may be
     expected to occur in the future.

     The pro forma  consolidated  financial  statements  have been compiled from
     financial information in the:

     (a)  audited  consolidated  financial  statements  of the Company and Major
          Wireless  Communications  Inc.  ("MWCI")  as at and for the year ended
          December 31, 1996;

     (b)  unaudited financial statements of the Company and MWCI as at March 31,
          1997 and for the quarter then ended; and

     (c) the additional information set out in note 2.

     The Company's  consolidated financial statements are prepared in accordance
     with  generally  accepted  accounting  principles  in the United  States of
     America.


2.   Pro-forma transactions:


     On February 7, 1997, as amended May 13, 1997,  the Company,  MWCI,  and the
     MWCI shareholders negotiated a share exchange agreement whereby the Company
     agreed to  purchase  all of the  issued and  outstanding  shares of MWCI in
     exchange for the issuance of shares of the  Company's  capital  stock.  The
     Board  of  Directors  of the  Company  and the  shareholders  of MWCI  have
     approved this agreement and the execution thereof.

     As consideration  for the purchase of the shares of MWCI, the Company shall
     issue and deliver 4,000,000 shares of the Company's authorized but unissued
     Series B Voting  Convertible  Preferred Stock, with par value of $0.001 per
     share (the "preferred  shares").  The preferred shares shall be convertible
     into common shares at a ratio of 10 common shares for each preferred share.
     The  preferred  shares shall be held in escrow and shall be released to the
     previous  shareholders  of MWCI on the  occurrence of the events and in the
     numbers shown below.  In the event that any of the events have not occurred
     by May 13, 2002,  the remaining  preferred  shares shall be canceled by the
     Company.  This  expiry  date  may be  extended  by up to two  years  at the
     discretion of the Company's Board of Directors.


<PAGE>


WAVERIDER COMMUNICATIONS INC.
Notes to Pro Forma Consolidated Financial Statements, page 2
(Unaudited - see Compilation Report)
(expressed in United States dollars)

Year ended December 31, 1996 and quarter ended March 31, 1997
-------------------------------------------------------------


2. Pro-forma transactions (continued):


     Event                                                          % of shares
                                                                     released
                                                                     --------


     Prototype development completed                                     5

     Prototype operational in one community                             10

     25 Non-conditional license agreements signed with non-
     refundable deposits received                                       15

     25 licenses operational utilizing the system                       15

     Gross revenue exceeds $10 million                                  25

     Gross revenue exceeds $25 million                                  30

     The pro forma  consolidated  balance sheet gives effect to this acquisition
     as if it had occurred on March 31, 1997.

     The  acquisition  of MWCI has been  accounted for in the  accompanying  pro
     forma financial statements using the purchase method of accounting with the
     purchase  price  assigned  to the net assets  acquired  based on their fair
     values at the date of acquisition. As none of the above events has occurred
     at March 31, 1997 and their outcome cannot be considered to be known beyond
     a reasonable  doubt,  the  preferred  shares  issued are  accounted  for as
     contingent  consideration under United States accounting  principles and no
     value has been  ascribed  to as at March 31,  1997.  As the  shares  become
     releasable from escrow in the future, such shares will be recorded at their
     fair  value at the date the  release  test is met.  This  additional  value
     ascribed to the consideration  will be allocated to the net assets acquired
     and charged against earnings prospectively from the date of eligibility for
     release. The carrying value of the deficit of MWCI, being the deemed excess
     purchase  price at the date of  acquisition,  has been assigned to acquired
     research and  development  and will be immediately  expensed for accounting
     purposes.

3.   Pro forma adjustments:

     The pro forma  consolidated  statement of  operations  gives effect to this
     acquisition  as if it had  occurred  at the  beginning  of the  year  ended
     December 31,  1996.The value ascribed to acquired  research and development
     has been expensed at the beginning of the earliest period presented.  As he
     value ascribed to the preferred  shares has not been recognized at the date
     of acquisition,  there are no other pro forma  adjustments to the financial
     statements.
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UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                       Pursuant to Sections 13 or 15(d) of
                       The Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): May 13th, 1997

                          WAVERIDER COMMUNICATIONS INC.

               (Exact name of registrant as specified in charter)

                                     NEVADA
         (State or other jurisdiction of incorporation or organization)

         0-25680                                     33-0264030
  (Commission File Number)               (I.R.S. Employer Identification Number)

         700 - 555 West Hastings Street, Vancouver, BC., Canada, V6B 4N5
              (Address of Principal Executive Offices and Zip Code)

                                 (604) 482-1211
              (Registrant's telephone number, including area code)

                                 CHANNEL i INC.
          (Former name or former address, if changed since last report)
Item 7.  Financial Statements and Exhibits.

This report is for the purpose of filing the financial information required as a
result of the  acquisition  by the  Company of all the  issued  and  outstanding
shares  of the  capital  stock  of  Major  Wireless  Communications  Inc.  which
acquisition was more particularly disclosed on Form 8-K dated May 13th, 1997 and
previously filed. This filing is pursuant to Item 7 (a) and (b) of that Form.

The following documents are filed as exhibits to this report on Form 8-K:

     27.1 Audited Balance Sheet and Statement of Loss and Deficit as of December
31st,  1996  this  being  the end of the  first  fiscal  year of Major  Wireless
Communications Inc. (In Canadian dollars).
     27.2  Unaudited  Interim  Balance  Sheet and  Statement of Income for Major
Wireless  Communications Inc. as of April 30th, 1997 being the closest immediate
month end date to the reported event. (In Canadian dollars).
     27.3 Pro forma Consolidated  Balance Sheet of the Company as of March 31st,
1997 being the latest  quarterly  fiscal period prior to the event and Pro forma
Consolidated  Statement of Operations of the Company for the last fiscal year of
the Company being  December 31st,  1996 and March 31st,  1997. (In United States
Dollars).

Signatures:

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly caused this current  report on Form 8-K to be signed on its
behalf by the undersigned thereunto duly authorized.

Dated: July 24th , 1997.

                                                   WaveRider Communications Inc.

                                            Per:   /s/ Robert Clarke
                                                   ............................
                                                   ROBERT CLARKE,  President
EXHIBIT 27.1

                       MAJOR WIRELESS COMMUNICATIONS INC.

                    AUDITOR'S REPORT AND FINANCIAL STATEMENTS

                                DECEMBER 31, 1996
Page 1

                                AUDITORS' REPORT

To the Shareholders of
MAJOR WIRELESS COMMUNICATIONS INC.

        We have examined the balance sheet of MAJOR WIRELESS COMMUNICATIONS INC.
        as at December  31, 1996 and the  statement  of loss and deficit for the
        period 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 audit.

        We conducted our audit in accordance  with generally  accepted  auditing
        standards.  Those standards require that we plan and perform an audit to
        obtain reasonable assurance 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.

        In  our  opinion,  these  financial  statements  present  fairly  in all
        material respects,  the financial position of the company as at December
        31, 1996 and the results of its  operations for the period then ended in
        accordance with generally accepted accounting principles.

                                                                    KPMG

        July 15, 1997                                  CHARTERED ACCOUNTANTS
Page 2     

                       MAJOR WIRELESS COMMUNICATIONS INC.

                                  BALANCE SHEET

                                DECEMBER 31, 1996
                                -----------------

                                     ASSETS                     

                                                                        $     -
                                                                         ======

                                   LIABILITIES

ACCOUNTS PAYABLE                                                        $   860
                                                                         ------

                              SHAREHOLDERS' EQUITY

SHARE CAPITAL (note 2)                                                      480

LESS UNPAID SUBSCRIPTIONS                                                  (480)

                                                                              -

DEFICIT                                                                    (860)
                                                                         ------

                                                                        $     -
                                                                         ======

ON BEHALF OF THE BOARD

/S/Rick Antoine
 .................
Director

/s/Stephen Grant
 .................
Director
Page 3  

                       MAJOR WIRELESS COMMUNICATIONS INC.

                          STATEMENT OF LOSS AND DEFICIT

               FOR THE PERIOD OCTOBER 9, 1996 TO DECEMBER 31, 1996
               ---------------------------------------------------

REVENUE                                                                  $    -

EXPENSES
   Legal                                                                    860
                                                                         ------ 
                                                                        
LOSS FOR THE PERIOD                                                         860
                                                                         ------

DEFICIT, END OF PERIOD                                                  $   860
                                                                         ======
Page 4

                       MAJOR WIRELESS COMMUNICATIONS INC.

                          NOTES TO FINANCIAL STATEMENTS

                                DECEMBER 31, 1996
                                -----------------

1.      NATURE OF ACTIVITIES

        The company  was  incorporated  October 9, 1996 under the  Company  Act,
        Province of British Columbia, Canada.  Operations,  primarily scientific
        research and experimental development, commenced in January, 1997.

2.      SHARE CAPITAL

        Authorized

           10,000     Class A voting, non-participating shares
                           without par value
           10,000     Class B non-voting, participating shares
                           without par value
        2,000,000     Class C non-voting, participating shares
                           with a par value of $ 0.01 each
          100,000     Class D non-voting, non-participating shares
                           with a par value of $ 0.01 each
          100,000    Class E non-voting, non-participating shares
                           with a par value of $ 100.00 each

        Issued

              240   Class A shares                                    $     240
              240   Class B shares                                          240
                                                                      ---------

                                                                      $     480
                                                                      =========
Exhibit 27.2

     Unaudited Interim Balance Sheet and Statement of Income

     MAJOR WIRELESS COMMUNICATIONS INC.

     Four months ended April 30, 1997
Major Wireless Communications Inc.
                                  Balance sheet

                                  April 30,1997
                                  -------------

ASSETS
------
Current assets
                    Cash in Bank
                    GS Tax Receivable                                               $  13,044
                    Notes Receivable                                                    3,000
                    Lab Inventory                                                      43,795        59,839
                                                                                    ---------
           Fixed assets
                    Equipment and Computer Software                                   121,752
                    Leasehold improvements                                             15,494
                                                                                    ---------
                                                                                      137,246
                    Less accumulated depreciation and amortization                        NIL       137,246
                                                                                    ---------       -------         

           Total Assets                                                                            $197,085

LIABILITIES AND SHAREHOLDERS' DEFICIT
-------------------------------------

       Current Liabilities
                Bank Overdraft                                                      $    863
                Accounts Payable                                                       4,405
                Employee Benefits Payable                                              7,037         12,305
                                                                                    ----------

       Long Term Debt
                 Advances from Shareholders and Related Parties                                     350,235

       Shareholders' Deficit
                Share Capital                                                          3,200
                Deficit, December 31, 1996                                               860
                Loss for the period ending April 30, 1997                            167,795        165,455
                                                                                   ---------       --------

       Total Liabilities and Shareholders' Deficit                                                 $197,085
Interim financial statements, April 30, 1997: unaudited

See accompanying Notes to financial statements.
Major Wireless Communications Inc.
                               Statement of Income
                        Four Months ending April 30, 1997
REVENUE                                                                                 Nil
-------                                                                          

RESEARCH AND DEVELOPMENT EXPENSES
---------------------------------
Bank charges and interest                            $      464
       Consulting  Fees                                         11,912
       Investor Relations                                       16,182
       Management Fees                                          20,000
       Miscellaneous                                            10,129
       Meals and Entertainment                                     241
       Office Supplies                                           5,047
       Postage and Courier                                       2,207
       Rent, Utilities, Repair and Maintenance                  20,952
       Salaries and Benefits                                    22,818
       Telephone                                                 5,342
       Travel                                                   10,301
       Wages - Contract                                         42,200        $167,795
                                                             ---------        --------

Net Loss Before Income Taxes                                                   167,795

Provision for Income Taxes                                                        -
Net Loss for the Period                                                       $167,795
Interim financial statements, April 30, 1997: unaudited

See accompanying Notes to Financial  Statements.
Major Wireless Communications Inc.
                                 April 30, 1997
                          Notes to Financial Statements

1.    The Company  was  incorporated  October  6,1996  under  the  Company  Act,
Province of British  Columbia,  Canada.  Operations of  scientific  research and
development for Wide Area Wireless  Networks  commenced  January  1,1997.  As of
April 30,  1997 all of the  company's  effort and  activities  have been for the
benefit of this project.

2.    Significant Accounting Policies.

The Company  utilizes  the  accrual  basis of  accounting,  recorded in Canadian
dollars.  United  States  dollar  accounts are  prepared  using  exchange  rates
generally prevailing during the period.

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles  requires  management  to make  assumptions  that  affect
certain  reported  amounts and  disclosures.  Accordingly,  actual results could
differ from these estimates.

Lab  inventory  consists  of parts and  expendables  acquired  for the Wide Area
Wireless  Networks  Project.  They will be charged to the  project as  consumed,
based upon a year end physical count.

Equipment  and  computer  software are  recorded at cost.  Depreciation  will be
calculated  following  time in use based upon the estimated  useful life of each
category of assets.

Office equipment                            $   7,643
Computer equipment                             24,227
Lab equipment and Tools                        56,707
Computer software                              33,175
                                            ---------
                                             $121,752

Leasehold improvements will be amortized over the term of the lease.

3.      An office  research  and  development  facility  has been leased for two
years ending March 31, 1999 for an annual rent of $21,441.60  plus tenants share
of operating costs.

4.      The Advances from  Shareholders  and Related Parties  include  purchases
made on behalf of the Company and bear no interest or fixed terms of  repayment.
It is anticipated that no advances will be repaid within a year.

Interim financial statements, April 30, 1997: unaudited
Major Wireless Communications Inc.
April 30, 1997
Notes to Financial Statements

Page 2

5.    Share Capital
Authorized Issued for Cash
                                                              --------------------------
                                                             number         number      $
                                                             ------         ------      ------
Class A shares without per value                            10,000          1,600        1,600
Class B shares    without per value                         10,000          1,600        1,600
Class C shares with a per value of $0.01 per share       2,000,000            -            -
Class D shares with a per value of $0.01 per share         100,000            -            -
Class E shares with a per value of $100.00 per share       100,000            -            -
Interim financial statements, April 30, 1997: unaudited

July 24, 1997
Exhibit 27.3

           Unaudited Pro Forma Consolidated Financial Statements

           WAVERIDER COMMUNICATIONS INC.

           Year ended December 31, 1996 and quarter ended March 31, 1997

           (Unaudited - see Compilation Report)
COMPILATION REPORT

To the Board of Directors
Waverider Communications Inc.

We  have  reviewed,   as  to  compilation   only,  the  accompanying  pro  forma
consolidated balance sheet of Waverider Communications Inc. as at March 31, 1997
and the pro  forma  consolidated  statement  of  operations  for the year  ended
December  31,  1996 and the  quarter  ended  March  31,  1997.  These  pro forma
consolidated financial statements have been prepared for inclusion in the filing
of Form 8-K with the Securities and Exchange Commission. In our opinion, the pro
forma  consolidated  balance  sheet as at  December  31,  1996 and the pro forma
consolidated  statement of operations  for the year ended  December 31, 1996 and
quarter ended March 31, 1997 have been  properly  compiled to give effect to the
proposed transaction and assumption described in the notes thereto.

KPMG

Chartered Accountants

Vernon, Canada

July 23, 1997

            Comments for United States readers on differences between
                 Canadian and United States reporting standards

The  above  report,  provided  solely  pursuant  to  Canadian  requirements,  is
expressed  in  accordance  with  standards of  reporting  generally  accepted in
Canada. Such standards  contemplate the expression of an opinion with respect to
the compilation of pro forma financial  statements.  United States  standards do
not provide for the  expression  of an opinion on the  compilation  of pro forma
financial  statements.  To report in conformity with United States  standards on
the reasonableness of the pro forma adjustments and their application to the pro
forma  financial  statements  requires an  examination  or review  substantially
greater in scope than the  procedures we have  conducted.  Consequently,  we are
unable to  express  any  opinion  in  accordance  with  standards  of  reporting
generally  accepted in the United States with respect to the  compilation of the
accompanying pro forma financial information.

KPMG

Chartered Accountants

Vernon, Canada

July 23, 1997
WAVERIDER COMMUNICATIONS INC.
Pro Forma Consolidated Balance Sheet
(Unaudited - see Compilation Report)
(expressed in United States dollars)

As at March 31, 1997
Waverider            MWCI    Consolidated
                                                         Pro forma       Pro forma       Pro forma
                             Waverider         MWCI    adjustments     adjustments     adjustments    Combined
                             ---------         ----    -----------     -----------     -----------    --------
Assets                                                   (note 2)        (note 2)
Current assets:
     Cash                   $   58,059    $                                              $          $   58,059
     Accounts receivable        52,500        5,623                                                     58,123
     Inventory                               11,110                                                     11,110
     Other                      99,719        2,167                                                    101,886
                            ----------    ---------                                      ---------  ----------
                               210,278       18,900                                                    229,178

Capital assets, at cost:
     Equipment and computer
       software                              68,144                                         69,996     138,140
     Leasehold improvements                   1,262                                                      1,262
                            ----------    ---------                                      ---------  ----------
                                             69,406                                         69,996     139,402

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

                            $  210,278    $  88,306                                      $  69,996  $  368,580
                            ==========    =========                                      =========  ==========

Liabilities and Shareholders' Equity

Current liabilities:
     Bank overdraft         $             $   8,119                                       $         $    8,119
     Accounts payable           46,260        3,710                                          2,678      52,648
     Accrued liabilities        58,239                                                                  58,239
     Advance on sale of stock   84,376                                                                  84,376
                            ----------    ---------                                      ---------  ----------
                               188,875       11,829                                          2,678     203,382

Long-term debt:
   Advances from shareholders and
      related parties                       143,795                                                    143,795

Shareholders' equity:
     Share capital:
       Common shares,
         par value               7,478        2,678                                         (2,678)      7,478
       Paid in capital       2,615,781                                                               2,615,781
                            ----------    ---------                                      ---------  ----------
                             2,623,259        2,678                                         (2,678)  2,623,259

     Deficit                (2,601,856)     (69,996)                                        69,996  (2,601,856)
                            ----------    ---------                                      ---------  ----------
                                21,403      (67,318)                                        67,318      21,403

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

                            $  210,278    $  88,306                                       $ 69,996  $  368,580
                            ==========    =========                                      =========  ==========
WAVERIDER COMMUNICATIONS INC.
Pro Forma Consolidated Statement of Operations
(Unaudited - see Compilation Report)
(expressed in United States dollars)
Year ended December 31, 1996
----------------------------

                                            Waverider              MWCI       Adjustments             Combined
                                            ---------         -----------     -----------           ----------
(note 3)
Revenues:
   Administrative Services                $    20,000         $               $                     $   20,000
                                          -----------         -----------     -----------           ----------

Expenses:
   Salaries and benefits                        1,239                                                    1,239
   Professional fees                           26,176                 632                               26,808
   Consulting fees                             31,913                                                   31,913
   Administrative costs                        77,227                                                   77,227
   Depreciation                                 5,221                                                    5,221
   Acquired research and development                                               69,996               69,996
                                          -----------         -----------     -----------           ----------
                                              141,776                 632          69,996              212,404
 
                                          -----------         -----------     -----------           ----------

Loss for the year                         $   121,776         $       632     $    69,996           $  192,404
                                          ===========         ===========     ===========           ==========

Loss per share                                                                                             .04
                                                                                                    ==========

Weighted average number of shares outstanding                                                        5,113,041
                                                                                                    ==========
WAVERIDER COMMUNICATIONS INC.
Pro Forma Consolidated Statement of Operations
(Unaudited - see Compilation Report)
(expressed in United States dollars)
Quarter ended March 31, 1997
----------------------------

                                            Waverider              MWCI       Adjustments           Combined
                                            ---------         -----------     -----------          ----------
(note 3)
Revenue                                    $   30,310         $                                    $   30,310

Expenses:
   Administrative costs                         1,853             32,454                               34,307
   Bank charges and interest                       13                 98                                  111
   Consulting fees                              6,250              1,240                                7,490
   Depreciation and loss on
       sale of fixed assets                    13,855                                                  13,855
   Foreign exchange translation gain                              (2,495)                              (2,495)
   Investor relations                                              9,468                                9,468
   Professional fees                           13,000                                                  13,000
   Salaries and benefits                                          28,599                               28,599
                                            ---------         ----------     -----------           ----------
                                               34,971             69,364                              104,335

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

Loss for the quarter                       $    4,661         $   69,364                           $   74,025
                                            =========         ==========     ===========           ==========

Loss per share                                                                                            .01
                                                                                                   ==========

Weighted average number of shares outstanding                                                       5,507,597
                                                                                                   ==========
WAVERIDER COMMUNICATIONS INC.
Notes to Pro Forma Consolidated Financial Statements
(Unaudited - see Compilation Report)
(expressed in United States dollars)

Year ended December 31, 1996 and quarter ended March 31, 1997
-------------------------------------------------------------

1.   Basis of presentation:

     The pro forma consolidated financial statements of Waverider Communications
     Inc. (the "Company") are based upon the historical  financial statements of
     the Company  after giving  effect to the  transaction  described in note 2.
     These pro  forma  consolidated  financial  statements  are not  necessarily
     indicative of the financial  position and results of operations  that would
     have been attained had the  transaction  actually  taken place at the dates
     indicated  and do not purport to be  indicative  of the effects that may be
     expected to occur in the future.

     The pro forma  consolidated  financial  statements  have been compiled from
     financial information in the:

     (a)  audited  consolidated  financial  statements  of the Company and Major
          Wireless  Communications  Inc.  ("MWCI")  as at and for the year ended
          December 31, 1996;

     (b)  unaudited financial statements of the Company and MWCI as at March 31,
          1997 and for the quarter then ended; and

     (c) the additional information set out in note 2.

     The Company's  consolidated financial statements are prepared in accordance
     with  generally  accepted  accounting  principles  in the United  States of
     America.

2.   Pro-forma transactions:

     On February 7, 1997, as amended May 13, 1997,  the Company,  MWCI,  and the
     MWCI shareholders negotiated a share exchange agreement whereby the Company
     agreed to  purchase  all of the  issued and  outstanding  shares of MWCI in
     exchange for the issuance of shares of the  Company's  capital  stock.  The
     Board  of  Directors  of the  Company  and the  shareholders  of MWCI  have
     approved this agreement and the execution thereof.

     As consideration  for the purchase of the shares of MWCI, the Company shall
     issue and deliver 4,000,000 shares of the Company's authorized but unissued
     Series B Voting  Convertible  Preferred Stock, with par value of $0.001 per
     share (the "preferred  shares").  The preferred shares shall be convertible
     into common shares at a ratio of 10 common shares for each preferred share.
     The  preferred  shares shall be held in escrow and shall be released to the
     previous  shareholders  of MWCI on the  occurrence of the events and in the
     numbers shown below.  In the event that any of the events have not occurred
     by May 13, 2002,  the remaining  preferred  shares shall be canceled by the
     Company.  This  expiry  date  may be  extended  by up to two  years  at the
     discretion of the Company's Board of Directors.
WAVERIDER COMMUNICATIONS INC.
Notes to Pro Forma Consolidated Financial Statements, page 2
(Unaudited - see Compilation Report)
(expressed in United States dollars)

Year ended December 31, 1996 and quarter ended March 31, 1997
-------------------------------------------------------------

2. Pro-forma transactions (continued):

     Event                                                          % of shares
                                                                     released
                                                                     --------

     Prototype development completed                                     5

     Prototype operational in one community                             10

     25 Non-conditional license agreements signed with non-
     refundable deposits received                                       15

     25 licenses operational utilizing the system                       15

     Gross revenue exceeds $10 million                                  25

     Gross revenue exceeds $25 million                                  30

     The pro forma  consolidated  balance sheet gives effect to this acquisition
     as if it had occurred on March 31, 1997.

     The  acquisition  of MWCI has been  accounted for in the  accompanying  pro
     forma financial statements using the purchase method of accounting with the
     purchase  price  assigned  to the net assets  acquired  based on their fair
     values at the date of acquisition. As none of the above events has occurred
     at March 31, 1997 and their outcome cannot be considered to be known beyond
     a reasonable  doubt,  the  preferred  shares  issued are  accounted  for as
     contingent  consideration under United States accounting  principles and no
     value has been  ascribed  to as at March 31,  1997.  As the  shares  become
     releasable from escrow in the future, such shares will be recorded at their
     fair  value at the date the  release  test is met.  This  additional  value
     ascribed to the consideration  will be allocated to the net assets acquired
     and charged against earnings prospectively from the date of eligibility for
     release. The carrying value of the deficit of MWCI, being the deemed excess
     purchase  price at the date of  acquisition,  has been assigned to acquired
     research and  development  and will be immediately  expensed for accounting
     purposes.

3.   Pro forma adjustments:

     The pro forma  consolidated  statement of  operations  gives effect to this
     acquisition  as if it had  occurred  at the  beginning  of the  year  ended
     December 31,  1996.The value ascribed to acquired  research and development
     has been expensed at the beginning of the earliest period presented.  As he
     value ascribed to the preferred  shares has not been recognized at the date
     of acquisition,  there are no other pro forma  adjustments to the financial
     statements.