FORM 8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                 CURRENT REPORT


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




                                  May 15, 1997
- --------------------------------------------------------------------------------
                Date of Report (Date of earliest event reported)




                                ILX Incorporated
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)



                                     ARIZONA
                                     -------
                                 (State or other
                                 jurisdiction of
                                 incorporation)

33-16122                                                            86-0564171
- --------                                                            ----------
(Commission File                                              (I.R.S. Employer
Number)                                                    Identification No.)



                 2111 E. Highland, Suite 210, Phoenix, AZ 85016
- --------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)




                                 (602) 957-2777
               Registrant's telephone number, including area code

Item 5. Other Events.

         On October 30, 1996, ILX Incorporated ("ILX") entered into an Agreement
for Purchase and Sale (the  "Agreement")  with Debbie  Reynolds  Hotel & Casino,
Inc., a Nevada  corporation,  ("DRHC") (OTC: DEBI) and Debbie Reynolds  Resorts,
Inc.,  a Nevada  corporation,  ("DRC")  whereby ILX could  acquire,  among other
assets,  the physical assets  constituting the Debbie Reynolds Hotel & Casino in
Las Vegas,  Nevada.  The purchase price for the assets was  $16,800,000  and was
payable by issuance to DRHC of  $7,500,000  worth of  federally  registered  ILX
common  stock  valued  for  purposes  of the  transaction  at  $2.00  per  share
(totalling 3,750,000 shares), as well as payment of $4,200,000 in cash and ILX's
assumption of $5,100,000 in mortgage indebtedness.

         Consummation  of the transaction was contingent on, among other things,
satisfaction  of various  conditions by the sellers and the  completion of ILX's
due  diligence  investigation.  On May 15, 1997,  ILX  transmitted  the required
formal written notice of its election to cancel and terminate the Agreement (the
"Election  Notice")  effective  immediately,  although ILX's management  remains
hopeful  that  the  parties  may yet  structure  some  other  type of  strategic
relationship involving the Debbie Reynolds Hotel & Casino.

Item 7. Financial Statements and Exhibits.

         The Exhibits  required by Item 601 of Regulation S-K have been supplied
as follows:

Exhibit
Numbers                    Description of Exhibit                    Page No.
- --------------------------------------------------------------------------------
  10                       Election Notice                              4

                                   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.


                                            ILX Incorporated,
                                            an Arizona corporation


                                            /s/ Nancy J. Stone
                                            ------------------------------
                                            Nancy J. Stone
                                            President

Date: May 16, 1997