U.S. SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549
                             Form 10-QSB


[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MAY 31,
     1999.
[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
     SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD
     FROM ____ TO ____.

                  Commission File Number 0-13870

                        Technology 80 Inc.
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)

             Minnesota                        41-1373380
   -------------------------------        -------------------
   (State or other jurisdiction of         (I.R.S. Employer
    incorporation or organization)        Identification No.)

658 Mendelssohn Avenue North, Minneapolis, Minnesota     55427
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   (Address of principal executive offices)            (Zip Code)

                         (612) 542-9545
                   ---------------------------
                   (Issuer's telephone number)

                               N/A
       ----------------------------------------------------
       (Former name, former address and former fiscal year,
                   if changed since last report)

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

State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date.

    Common Stock, $0.01 par value             1,694,858
    -----------------------------        --------------------
          (Title of Class)               (Shares Outstanding)


                     Part I - Financial Information

Item 1:  Financial Statements

<TABLE>
<CAPTION>
                            TECHNOLOGY 80 INC.
                         CONDENSED BALANCE SHEETS
                                (UNAUDITED)

          ASSETS
                                                      May 31,   August 31,
                                                       1999        1998
                                                    ----------  ----------
CURRENT ASSETS
  <S>                                               <C>         <C>
  Cash and cash equivalents                         $3,645,392  $1,667,363
  Short-term investments                                  -         49,048
  Accounts receivable (less allowance for doubtful
   accounts: May 31 - $12,000; Aug. 31 - $12,000)      702,322     666,933
  Inventories                                        1,014,583   1,357,461
  Deferred taxes                                        41,000      41,000
  Other current assets                                 142,913      82,972
                                                    ----------  ----------
    TOTAL CURRENT ASSETS                             5,546,210   3,864,777
                                                    ----------  ----------
PROPERTY AND EQUIPMENT
  Furniture and equipment                              538,268     524,035
  Leasehold improvements                                23,060      23,060
                                                    ----------  ----------
                                                       561,328     547,095
  Less accumulated depreciation                        461,502     430,524
                                                    ----------  ----------
                                                        99,826     116,571
                                                    ----------  ----------

OTHER ASSETS
  Investments                                          224,641   1,955,678
  Deferred taxes                                       197,500     265,000
                                                    ----------  ----------
                                                       422,141   2,220,678
                                                    ----------  ----------
      TOTAL ASSETS                                  $6,068,177  $6,202,026
                                                    ==========  ==========

          LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                  $   35,282  $   87,418
  Accrued payroll and payroll taxes                    160,191     464,816
  Accrued income taxes                                  84,500        -
  Payable to investment company                           -         77,750
  Accrued liabilities - other                           31,247     217,950
                                                    ----------  ----------
TOTAL CURRENT LIABILITIES                              311,220     847,934
                                                    ----------  ----------

STOCKHOLDERS' EQUITY
  Common stock, $0.01 par value (authorized -
   5,000,000 shares; issued and outstanding -
   May 31, 1,694,733, Aug. 31, 1,646,733 shares)        16,947      16,468
  Paid-in capital                                    3,523,204   3,450,732
  Other - loans                                       (162,809)   (172,072)
  Accumulated other comprehensive income (loss)       (166,409)   (491,238)
  Retained earnings                                  2,546,024   2,550,202
                                                    ----------  ----------
                                                     5,756,957   5,354,092
                                                    ----------  ----------
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $6,068,177  $6,202,026
                                                    ==========  ==========

See notes to condensed financial statements.
</TABLE>

<TABLE>
<CAPTION>
                             TECHNOLOGY 80 INC.
                      CONDENSED STATEMENTS OF INCOME
                                 (UNAUDITED)

                                  Three months ended       Nine months ended
                                        May 31,                 May 31,
                                  1999         1998        1999         1998
                                  ----         ----        ----         ----

<S>                            <C>          <C>         <C>          <C>
REVENUES                       $1,233,119   $1,498,149  $3,297,161   $4,251,423

COST OF GOODS SOLD                466,895      536,652   1,285,440    1,633,858
                               ----------   ----------  ----------   ----------

GROSS PROFIT                      766,224      961,497   2,011,721    2,617,565
                               ----------   ----------  ----------   ----------

OPERATING EXPENSES
  General and administrative      146,812      180,026     541,978      485,751
  Research and development        223,482      185,895     629,619      566,785
  Selling                         177,657      224,852     484,067      607,911
                               ----------   ----------  ----------   ----------
    TOTAL OPERATING EXPENSES      547,951      590,773   1,655,664    1,660,447
                               ----------   ----------  ----------   ----------

INCOME FROM OPERATIONS            218,273      370,724     356,057      957,118

OTHER INCOME (LOSS)              (289,664)      40,889    (402,635)     265,618
                               ----------   ----------  ----------   ----------

INCOME (LOSS) BEFORE INCOME
 TAXES                            (71,391)     411,613     (46,578)   1,222,736

PROVISION (BENEFIT) FOR
 INCOME TAXES                     (41,400)     143,000     (42,400)     422,000
                               ----------   ----------  ----------   ----------

NET INCOME (LOSS)              $  (29,991)  $  268,613  $   (4,178)  $  800,736
                               ==========   ==========  ==========   ==========

BASIC EARNINGS PER SHARE           ($0.02)       $0.16      ($0.00)       $0.49
                                    =====        =====       =====        =====

DILUTED EARNINGS PER SHARE         ($0.02)       $0.15      ($0.00)       $0.46
                                    =====        =====       =====        =====

See notes to condensed financial statements.
</TABLE>

<TABLE>
<CAPTION>
                               TECHNOLOGY 80 INC.
             CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
                                   (UNAUDITED)


                                       Three months ended    Nine months ended
                                              May 31,              May 31,
                                        1999       1998       1999       1998
                                        ----       ----       ----       ----

<S>                                  <C>        <C>        <C>        <C>
Net income (loss)                    $(29,991)  $268,613   $ (4,178)  $800,736
                                     --------   --------   --------   --------

Other comprehensive income (loss):
  Unrealized gain (loss) on
   investments during the period
     (net of (tax) benefit of
     $31,900, ($37,300), $8,300
     and ($48,000))                   (56,707)    66,461    (14,916)    85,457
  Less reclassification adjustment
   for (gains) losses included in
   net income
     (net of (tax) benefit of
     ($119,000), $3,600,($192,000)
     and $66,800)                     211,534     (6,421)   339,745   (118,145)
                                     --------   --------   --------   --------
                                      154,827     60,040    324,829    (32,688)
                                     --------   --------   --------   --------

Comprehensive income (loss)          $124,836   $328,653   $320,651   $768,048
                                     ========   ========   ========   ========


See notes to condensed financial statements.
</TABLE>

<TABLE>
<CAPTION>
                              TECHNOLOGY 80 INC.
                     CONDENSED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)

                                                          Nine months ended
                                                                May 31,
                                                           1999         1998
                                                       -----------  -----------
OPERATING ACTIVITIES
  <S>                                                  <C>          <C>
  Net income (loss)                                    $   (4,178)  $  800,736
  Adjustments to reconcile net income to net cash
   provided by operating activities:
     Depreciation and amortization                         37,371       31,644
     Deferred taxes                                       (37,250)      39,700
     (Gain) loss on sale of investments                   531,745     (184,945)
     Gain on sale of fixed asset                             (218)        (384)
     Changes in operating assets and liabilities:
       Accounts receivable                                (35,389)     165,539
       Inventories                                        342,878     (174,119)
       Other current assets                               (59,941)       6,792
       Accounts payable                                   (52,136)     (46,059)
       Accrued income taxes                                84,500       84,010
       Accrued liabilities                               (569,078)    (623,001)
                                                       ----------   ----------
          NET CASH PROVIDED BY OPERATING ACTIVITIES       238,304       99,913
                                                       ----------   ----------

INVESTING ACTIVITIES
  Proceeds from sale of equipment                           2,430        1,350
  Purchase of equipment                                   (23,274)     (50,582)
  Proceeds from sales and maturities of investments     2,001,735    1,645,062
  Purchases of investments                               (323,381)  (1,826,252)
  Loans for stock purchases                               (26,641)        -
  Payments on loans for stock purchases                    35,904         -
                                                       ----------   ----------
    NET CASH PROVIDED BY (USED IN) INVESTING
     ACTIVITIES                                         1,666,773     (230,422)
                                                       ----------   ----------

FINANCING ACTIVITIES
  Proceeds from exercise of stock options                  72,952       33,546
                                                       ----------   ----------
    NET CASH PROVIDED BY FINANCING ACTIVITIES              72,952       33,546
                                                       ----------   ----------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS    1,978,029      (96,963)

CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD    1,667,363      284,261
                                                       ----------   ----------

CASH AND CASH EQUIVALENTS AT END OF THE PERIOD         $3,645,392   $  187,298
                                                       ==========   ==========

See notes to condensed financial statements.
</TABLE>

                              TECHNOLOGY 80 INC.
             NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                                 May 31, 1999


NOTE A - FINANCIAL INFORMATION

The unaudited interim financial statements have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission;
accordingly, certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  The condensed balance sheet at
August 31, 1998 has been derived from the audited financial statements at that
date but does not include all of the information and footnotes required by
generally accepted accounting principles for complete financial statements.
These interim financial statements should be read in conjunction with the
financial statements and notes in the Company's 1998 Annual Report on Form 10-
KSB filed with the Securities and Exchange Commission.

In the opinion of management, the financial statements reflect all
adjustments (which include only normal recurring adjustments) necessary for a
fair presentation of the interim periods.

NOTE B - EARNINGS PER SHARE

Earnings per share are calculated in accordance with the provisions of
Statement of Financial Accounting Standards No. 128 - "Earnings per Share"
(SFAS No. 128).  SFAS No. 128 requires the Company to report both basic
earnings per share which is based on weighted-average number of common shares
outstanding and diluted earnings per share which is based on the weighted-
average number of common shares outstanding and all dilutive potential common
shares outstanding.  All earnings per share data in this report reflect basic
earnings per share, unless otherwise indicated.  The details of the earnings
per share calculations for the three and nine months ending May 31, 1999 and
1998 are as follows:

<TABLE>
<CAPTION>
                                      Three months ended     Nine months ended
                                           May 31,                 May 31,
                                     --------------------  --------------------

                                        1999       1998       1999       1998
                                     ---------  ---------  ---------  ---------
Basic:
  <S>                                <C>        <C>        <C>        <C>
  Average shares outstanding         1,687,619  1,640,420  1,671,916  1,627,451
                                     =========  =========  =========  =========
  Net income (loss)                  $ (29,991) $ 268,613  $  (4,178) $ 800,736
                                     =========  =========  =========  =========
  Per share amount                      ($0.02)     $0.16     ($0.00)     $0.49
                                         =====      =====      =====      =====

Diluted:
  Average shares outstanding         1,687,619  1,640,420  1,671,916  1,627,451
  Net effect of dilutive stock
   options - based on
   treasury stock method                -0-       123,367     38,324    128,486
                                     ---------  ---------  ---------  ---------
                                     1,687,619  1,763,787  1,710,240  1,755,937
                                     =========  =========  =========  =========

  Net income (loss)                  $ (29,991) $ 268,613  $  (4,178) $ 800,736
                                     =========  =========  =========  =========
  Per share amount                      ($0.02)     $0.15     ($0.00)     $0.46
                                         =====      =====      =====      =====
</TABLE>

NOTE C - COMPREHENSIVE INCOME

The Company adopted Statement of Financial Accounting Standards No. 130,
"Reporting Comprehensive Income" (SFAS No. 130), which establishes standards
for the reporting and presentation of changes in equity from nonowner sources
in the financial statements.  Nonowner changes in stockholders' equity consist
of net income and unrealized holding gains and losses on marketable securities.

Prior year financial statements have been reclassified to conform to the
SFAS No. 130 requirements.

Item 2:  Management's Discussion and Analysis

Results of Operations
---------------------

Revenues for the third quarter ended May 31, 1999 decreased 18% from the same
period the preceding year and decreased 22% for the nine months ended May 31,
1999, compared to the nine months ended May 31, 1998.  The revenue decrease has
primarily resulted from a slow-down in the semi-conductor capital equipment
market relating primarily to the instability in Asian financial markets, delays
in the acceptance of next generation wafer-processing technology, and erosion
of DRAM margins.

Gross profit percentages for the third quarter ended May 31, 1999 and 1998 were
62% and 64%, respectively.  Gross profit percentages for the nine months ended
May 31, 1999 and 1998 were 61% and 62%, respectively.

Operating expenses as a percentage of sales was 44% for the three months and
50% for the nine months ended May 31, 1999 compared to 39% for the same periods
the prior year.  The increase in operating expenses as percentage of revenue
was due primarily to the decrease in revenue for the third quarter and nine
months.

Other income decreased $330,553 for the quarter ended May 31, 1999 and
decreased $668,253 for the nine months ended May 31, 1999 from the same periods
the preceding year.  The decrease was primarily a result of liquidating a
substantial portion of the Company's investments in anticipation of the merger
that was terminated May 25, 1999.

The Company had a net loss of $29,991 for the quarter ended May 31, 1999
compared to net income of $268,613 for the quarter ended May 31, 1998.  The
nine months ended May 31, 1999 resulted in a loss of $4,178 compared to net
income of $800,736 for the nine months ended May 31, 1998.  The decrease was
primarily due to the decrease in revenue and losses on investments sold in
anticipation of the merger that was terminated May 25, 1999.

Liquidity and Capital Resources
-------------------------------

Registrant's balance sheet shows a strong capital position.  Operations
provided $238,304 in cash during the nine months compared to $99,913 the same
period the prior year.  Cash and cash equivalents increased $1,978,029 since
August 31, 1998.  Investing activities provided cash of $1,666,773 primarily
due to the liquidation of a substantial portion of the Company's investments in
anticipation of the merger terminated on May 25, 1999.  Proceeds from the
exercise of stock options was $72,952  Registrant expects that there will be
sufficient capital to fund its operations during fiscal year 1999.

At May 31, 1999, the Company had investments with a cost and fair market value
of $485,050 and $224,641, respectively, consisting primarily of investments in
equity securities.  This compares to a cost and fair market value of $2,772,464
and $2,004,726, respectively, at August 31, 1998.  Approximately 95% of the
fair market value was represented by investments in two companies at May 31,
1999.   Approximately 46% of the fair market value as of August 31, 1998 was
represented by investments in four companies.

Registrant has no long-term debt and does not anticipate, at this time, that it
will be necessary to seek any debt financing in the near future for ongoing
operations, but may consider some type of financing for other purposes.

Year 2000 Issue
---------------

The Company has completed an assessment of Year 2000 compliance for its
products and critical operating and application systems.  This assessment
identified no material Year 2000 compliance issues.  The Company expects to be
fully Year 2000 compliant prior to December 31, 1999.  The costs associated
with the assessment and any modifications were less than $10,000.

The Company's controllers and encoder interface products are not affected by
the Year 2000.  Depending on the customer's particular application, certain of
the Company's carrier boards may be susceptible to Year 2000 problems.  Sales
of these carrier boards have represented as much as 10% of the Company's
revenues in recent periods.  Customers may seek redress from the Company in the
event that the Company's products are not Year 2000 compliant.

Ultimately, the potential impact of the Year 2000 issue will depend not only on
the actions taken by the Company, but also how the Year 2000 issue is addressed
by customers, vendors, service providers, utilities, governmental agencies and
other entities with which the Company does business.  The Company is
communicating with these parties to learn commitment dates from the various
parties as to their Year 2000 readiness and delivery of compliant software and
other products.  This process will continue throughout fiscal year 1999.  The
Year 2000 efforts of third parties are not within the Company's control,
however, and their failure to respond to Year 2000 issues successfully could
result in business disruption and increased operating cost for the Company.  At
the present time, it is not possible to determine whether any such events are
likely to occur, or to quantify any potential negative impact they may have on
the Company's future results of operations and financial condition.  The
Company expects to assess its need for contingency plans during 1999.

In the most reasonably likely worst case scenario, the failure of a material
vendor or system to be Year 2000 compliant could prevent or delay delivery of
the Company's product to its customers or have other unforeseen adverse
consequences.  The Company believes that its continuing Year 2000 compliance
efforts minimize this risk, but such a scenario is possible and could result in
decreased revenues and damage to its customer relationships.

The foregoing discussion regarding the timing, effectiveness, implementation,
and cost of the Company's Year 2000 compliance efforts contains forward-looking
statements which are based on management's best estimates derived using
assumptions.  These forward-looking statements involve inherent risks and
uncertainties, and actual results could differ materially from those
contemplated by such statements.  Factors that might cause material differences
include, but are not limited to, the availability of key Year 2000 personnel,
the Company's ability to locate and correct all relevant computer codes, the
readiness of third parties, and the Company's ability to respond to unforeseen
year 2000 complications.  Such material differences could result in, among
other things, business disruptions, operational problems, financial loss, legal
liability and similar risks.

Cautionary Statement
--------------------

Statements included in this Management's Discussion and Analysis or Plan of
Operation and elsewhere in this Form 10-QSB, in future filings by the
Registrant with the Securities and Exchange Commission and in the Registrant's
press releases and oral statements made with the approval of authorized
executive officers, if the statements are not historical or current facts,
should be considered "forward-looking statements" made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
These statements are subject to certain risks and uncertainties that could
cause actual results to differ materially from historical earnings and those
presently anticipated or projected.  Registrant wishes to caution the reader
not to place undue reliance on any such forward-looking statements, which speak
only as of the date made.

                          Part II - Other Information

Item 1:  Legal Proceedings
         -----------------

         None.

Item 2:  Changes in Securities
         ---------------------

         None.

Item 3:  Defaults Upon Senior Securities
         -------------------------------

         None.

Item 4:  Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------

         None.

Item 5:  Other Information
         -----------------

         None.

Item 6:  Exhibits and Reports on Form 8-K
         --------------------------------

         a.  Exhibits
             --------

             None.

         b.  Reports on Form 8-K
             -------------------

             One report was filed on Form 8-K during the quarter.

             On a report dated May 25, 1999, the Company announced that ACS
             Electronics, Ltd. terminated its agreement to acquire Technology
             80 Inc.

                                                SIGNATURES

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


                                                     Technology 80 Inc.
                                          -------------------------------------
                                                        (Registrant)


      July 9, 1999                          /s/ Duane Markus, President, CEO
-------------------------                 -------------------------------------
         (Date)                                Duane Markus, President, CEO