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 March 31, 1998

                                   OR

[  ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934 For the transition period ________ to ________


                                          Commission file number 1-11988


                           GREG MANNING AUCTIONS, INC.
        (Exact name of Small Business Issuer as specified in its Charter)


       NEW YORK                                       22-2365834
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)                   Identification No.)


       775 Passaic Avenue
       West Caldwell, New Jersey                       07006
(Address of principal executive offices)             (Zip Code)


Issuer's telephone number, including area code:  (973) 882-0004

Check  whether  the Issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the Securities  Exchange Act of 1934 during the preceding
12 months (or for such shorter  period that the  Registrant was required to file
such reports),  and (2) has been subject to filing  requirements for the past 90
days. Yes X No _____

As of April 29,1998, Issuer had 4,419,997 shares of its Common Stock
outstanding.

Transitional Small Business Disclosure Format (check one):Yes _____ No  X    .
<PAGE>










                           GREG MANNING AUCTIONS, INC.

                         PART I - FINANCIAL INFORMATION


Item 1. Financial Statements (Unaudited)


      Table of Contents                                             Page Number

Consolidated Balance Sheet - March 31, 1998 (Unaudited)                  3

Consolidated Statements of Operations and Retained Earnings -            4
Three months ended March 31, 1997 and 1998 (Unaudited)
Nine months ended March 31, 1997 and 1998 (Unaudited)

Consolidated Statements of Cash Flows -                                  5
Nine months ended March 31, 1997 and 1998 (Unaudited)

Notes to Consolidated Financial Statements                               6
as of March 31, 1998

Item 2.  Management's Discussion and Analysis                           10
<PAGE>
<TABLE>
<CAPTION>


                           GREG MANNING AUCTIONS, INC.
                           Consolidated Balance Sheet
                                 March 31, 1998
                                   (UNAUDITED)
                                    Assets
<S>                                                                                       <C>
Current assets:
Cash and cash equivalents                                                                   $ 435,923
Accounts receivable
 Auctions receivable                                                                        5,894,956
 Advances to consignors                                                                     1,749,982
Notes receivable - current portion                                                            200,000
Inventory                                                                                   3,076,163
Income Taxes Receivable                                                                       560,462
Due from affiliate - CRM                                                                      183,052
Deferred tax asset                                                                            253,400
Prepaid expenses and deposits                                                                 105,156
                                                                                            ----------
  Total current assets                                                                     12,459,094

Property and equipment, net                                                                   603,775
Goodwill                                                                                    1,743,835
Marketable securities                                                                         592,150
Notes receivable - long-term portion                                                          241,096
Other assets                                                                                  354,895
                                                                                            ---------
  Total assets                                                                            $15,994,845
                                                                                           ==========

               Liabilities and Stockholders' Equity
Current liabilities:
 Demand notes payable                                                                      $4,335,000
 Notes payable - current portion                                                              654,265
 Payable to third party consignors                                                          2,766,592
 Accounts payable                                                                             259,469
 Accrued expenses                                                                             708,851
                                                                                            ---------
   Current liabilities                                                                      8,724,177
 Notes payable - long-term portion                                                            168,246
                                                                                           ----------
   Total liabilities                                                                        8,892,423
                                                                                           ----------

   Commitments and Contingencies
                                                                                                 -

Preferred stock, $.01 par value. Authorized
10,000,000 shares; none issued
Common stock, $.01 par value.  Authorized
20,000,000 shares; 4,419,997 issued and outstanding                                            44,200
Additional paid in capital                                                                  6,819,686
Unrealized gain on marketable securities                                                      163,550
Retained earnings                                                                              74,983
                                                                                           ----------
  Total stockholders' equity                                                                7,102,422
                                                                                           ----------
 Total liabilities and stockholders' equity                                               $15,994,845
                                                                                           ==========

</TABLE>

                 See accompanying notes to financial statements


<PAGE>

<TABLE>
<CAPTION>


                           GREG MANNING AUCTIONS, INC.
                      Consolidated Statements of Operations
                                  (UNAUDITED)

                                                              Three months ended                Nine months ended
                                                                  March 31,                         March 31,
                                                        ------------------------------    ------------------------------
                                                            1998            1997              1998            1997
                                                        --------------  --------------    --------------  --------------
<S>                                                       <C>             <C>               <C>             <C>
Operating revenues
    Sales of merchandise                                  $ 2,342,674     $ 3,548,074       $ 4,946,870     $ 7,621,560
    Commissions earned                                        623,756         763,931         1,527,701       1,977,765
                                                        --------------  --------------    --------------  --------------
                                                            2,966,430       4,312,005         6,474,571       9,599,325
                                                        --------------  --------------    --------------  --------------
Operating expenses
    Cost of merchandise sold                                1,586,504       2,350,769         3,786,402       4,907,016
    General and administrative                              1,014,037       1,163,029         3,321,986       3,150,226
    Marketing                                                 100,602         166,216           423,025         478,557
                                                        --------------  --------------    --------------  --------------
                                                            2,701,143       3,680,014         7,531,413       8,535,799
                                                        --------------  --------------    --------------  --------------
       Operating profit (loss)                                265,287         631,991        (1,056,842)      1,063,526
Other income (expense)
    Interest and other income                                  74,283         224,280           263,267         557,029
    Interest expense                                         (115,242)       (217,002)         (468,689)       (618,062)
                                                        --------------  --------------    --------------  --------------
       Income (loss) before income taxes                      224,328         639,269         (1,262,264)     1,002,493

Provision (benefit) for income taxes                          126,234         257,108          (452,375)        433,997
                                                        --------------  --------------    --------------  --------------
    Net income (loss)                                          98,094         382,161          (809,889)        568,496
Retained earnings, beginning of period                        (23,111)        228,437           884,872         224,268
                                                        --------------  --------------    --------------  --------------
Retained earnings, end of period                               74,893         610,598            74,983         792,764
                                                        ==============  ==============    ==============  ==============

Basic Earnings (Loss) per share:
      Weighted average shares outstanding                   4,419,997       4,419,997         4,419,997       4,419,997
      Basic Earnings (Loss) per share                        $   0.02         $  0.09           $ (0.18)        $  0.13
                                                        ==============  ==============    ==============  ==============

Diluted Earnings (Loss) per share:
      Weighted average shares outstanding                   4,419,997       4,419,997         4,419,997       4,419,997
      Diluted Earnings (Loss) per share                       $  0.02         $  0.09           $ (0.18)       $  0.13
                                                        ==============  ==============    ==============  ==============
</TABLE>

                 See accompanying notes to financial statements



<PAGE>

<TABLE>
<CAPTION>


                                      GREG MANNING AUCTIONS, INC.
                                 Consolidated Statements of Cash Flows
                                            (UNAUDITED)

                                                                                Nine months ended
                                                                                   March 31,
                                                                         -------------------------------
                                                                              1998            1997
                                                                         ---------------  --------------
<S>                                                                       <C>             <C>
Cash flows from operating activities:
     Net income (loss)                                                    $ (809,889)      $ 568,497
     Adjustments  to reconcile  net income  (loss) to net cash
      provided by (used in) operating activities:
        Depreciation and amortization                                        280,369         258,213
        Provision for bad debts                                              153,750          68,354
        Changes in assets (increase) decrease:
            Auctions receivable                                            4,781,209         976,393
            Advances to consignors                                         3,957,315      (2,125,483)
            Notes and other receivables                                      161,387         299,970
            Inventories                                                      822,088        (169,177)
            Due from affiliate - CRM                                         (12,165)         (7,171)
            Income taxes receivable                                         (560,462)         34,345
            Prepaid expenses                                                  31,359         104,620
            Other assets                                                       2,380          10,000
        Changes in liabilities (decrease) increase
            Payable to third-party consignors                             (5,409,349)     (1,002,087)
            Accounts payable                                              (1,337,379)        167,759
            Accrued expenses and other liabilities                           295,989          (5,953)
            Income taxes payable                                            (121,786)         69,489
                                                                         ---------------  --------------
                                                                           2,234,816        (752,231)
                                                                         ---------------  --------------
Cash flows from investing activities:
     Capital expenditures for property and equipment                         (58,778)       (103,988)
     Additional goodwill                                                     (46,328)        (43,705)
                                                                         ---------------  --------------
                                                                            (105,106)       (147,693)
                                                                         ---------------  --------------
Cash flows from financing activities:
     Proceeds from (repayment of) notes payable                              243,000       1,440,000
     Repayment of loans payable                                           (2,572,008)       (738,137)
     Net proceeds from issuance of stock                                        -            (27,580)
                                                                         ---------------  --------------
                                                                          (2,329,008)        674,283
                                                                         ---------------  --------------
Net decrease in cash and cash equivalents                                   (199,298)       (225,641)
Cash and cash equivalents at beginning of period                             635,221         558,506
                                                                         ===============  ==============
Cash and cash equivalents at end of period                                 $ 435,923       $ 332,865
                                                                         ===============  ==============

</TABLE>

                            See accompanying notes to financial statements



<PAGE>



(1)  Organization, Business and Basis of Presentation

         Greg  Manning   Auctions,   Inc.,   together   with  its  wholly  owned
subsidiaries Ivy & Mader Philatelic  Auctions,  Inc. and Greg Manning Galleries,
Inc.  (collectively,  the  Company),  is a  public  auctioneer  of  collectibles
including rare stamps, stamp collections and stocks, and regularly conducts rare
stamp auctions bringing together  purchasers and sellers located  throughout the
world.  The Company  accepts  property  for sale at auctions  from  sellers on a
consignment  basis,  and earns a commission  on the sale. In addition to stamps,
the other collectibles auctioned by the Company include trading cards and sports
memorabilia and other  collectibles such as antiquities.  The Company also sells
collectibles by private treaty for a commission,  and sells its own inventory at
auction, wholesale and retail.

         In July,  1997,  the Company  acquired the assets of Cee Jay  Auctions,
Inc., whose operating results are included in Greg Manning  Galleries,  Inc. The
purchase price for the acquisition is not considered material.

         The  accompanying  consolidated  balance sheet as of March 31, 1998 and
related  consolidated  statements  of operations  and retained  earnings for the
three and nine months ended March 31, 1997 and 1998 and consolidated  statements
of Cash Flows for the nine month periods then ended, have been prepared from the
books and records  maintained  by the  Company,  in  accordance  with  generally
accepted  accounting  principles for interim financial  information and with the
instructions to Form 10-QSB and Item 310(b) of Regulation SB. Accordingly,  they
do not include all information and  disclosures  required by generally  accepted
accounting  principles  for  complete  financial  statements.  In the opinion of
management, all adjustments,  which are of a normal recurring nature, considered
necessary for a fair presentation have been included.  For further  information,
refer to the consolidated  financial  statements and disclosures  thereto in the
Company's Form 10-KSB for the year ended June 30, 1997 filed with the Securities
and Exchange Commission.

(2) Summary of Certain Significant Accounting Policies

Revenue Recognition

         Revenue  is  recognized  by  the  Company  when  the  rare  stamps  and
collectibles are sold and is represented by a commission received from the buyer
and seller.  Auction  commissions  represent a percentage of the hammer price at
auction sales as paid by the buyer and the seller.

         In  addition  to auction  sales.  the  Company  also sells via  private
treaty.  This occurs when an owner of property arranges with the Company to sell
such  property  to a third  party at a  privately  negotiated  price.  In such a
transaction,  the owner may set selling price parameters for the Company, or the
Company may solicit selling prices for the owner,  and the owner may reserve the
right to reject any selling price. In certain  transactions,  the Company may be
requested  to  guarantee  a fixed  price to the  owner,  which  would be payable
regardless of the actual sales price ultimately received. The Company recognizes
as private treaty revenue an amount equal to a percentage of the sales price, or
in the case of a guaranteed fixed price, the difference between the actual sales
price and the guaranteed fixed price when the properties are sold.

<PAGE>

         The Company  also sells its own  inventory  at auction,  wholesale  and
retail. Revenue with respect to inventory at auction is recognized when sold and
for wholesale or retail sales,  revenue is recognized when delivered or released
to the customer or to a common carrier for delivery.

         The  Company  does  not  provide  any  guarantee  with  respect  to the
authenticity  of  property  offered  for  sale at  auction.  Each lot is sold as
genuine and as described by the Company in the catalog.  However,  when,  in the
opinion of a  competent  authority  mutually  acceptable  to the Company and the
purchaser,  a lot is declared otherwise,  the purchase price will be refunded in
full if the lot is returned to the Company  within a specified  period.  In such
event,  the Company  will return such lot to the  consignor  before a settlement
payment has been made to such consignor for such lot. To date,  returns have not
been material. Large collections are generally sold on an "as is" basis.

Principles of Consolidation

         The  consolidated  financial  statements  of the  Company  include  the
accounts  of its  wholly  owned  subsidiaries.  All  intercompany  accounts  and
transactions have been eliminated in consolidation.

Business Segment

         The company  operates in one segment,  the auctioning or private treaty
sale of rare  stamps  and  other  collectibles.  Set  forth  below is a table of
aggregate sales of the Company, subdivided by source and market:
<TABLE>
<CAPTION>

                                                            For the nine months ended
                                                                    March 31,                            Percentages
                                                       -------------------------------------     -----------------------------
                                                              1998              1997                 1998           1997
                                                       -------------------------------------     -----------------------------
<S>                                                     <C>                 <C>                       <C>            <C>
   Aggregate Sales                                      $ 13,367,911        $19,009,079               100%           100%
                                                       =====================================     =============================
   By source:
      A. Auction                                        $  8,421,040        $11,387,520                63%            60%
      B. Sales of inventory                                4,946,871          7,621,559                37%            40%
                                                       -------------------------------------     -----------------------------
   By market:
      A. Philatelics                                    $ 12,774,219        $15,990,538                 91%            84%
      B. Sports collectibles                                 443,951            854,376                  3%             5%
      C. Other collectibles                                  149,741          2,164,165                  1%            11%
                                                       -------------------------------------     -----------------------------
</TABLE>

Goodwill

         Goodwill  primarily  includes the excess  purchase  price paid over the
fair  value  of the net  assets  acquired.  Goodwill  is  being  amortized  on a
straight-line  basis  over  twenty  to  twenty  five  years.  Total  accumulated
amortization at March 31, 1998 was $ 323,073.  The recoverability of goodwill is
evaluated  at each  year end  balance  sheet  date as  events  or  circumstances
indicate a possible inability to recover their carrying amount.  This evaluation
is based on historical and projected  results of operations and gross cash flows
for the underlying businesses.


Investments

         The  Company  accounts  for  marketable   securities  pursuant  to  the
Statement of Financial  Accounting  Standards  No. 115,  Accounting  for Certain
<PAGE>
Investments in Debt and Equity Securities.  Under this statement,  the Company's
marketable   securities  with  a  readily  determinable  fair  value  have  been
classified  as  available  for  sale  and  are  carried  at fair  value  with an
offsetting  adjustment to Stockholders'  Equity. Net unrealized gains and losses
on  marketable  securities  are  credited or charged to a separate  component of
Stockholders' Equity.

Earnings (loss) per common and common equivalent share

         The Company has adopted Statement of Financial Accounting Standards No.
128 ("SFAS 128"),  "Earnings Per Share".  In accordance  with SFAS 128,  primary
earnings per share have been replaced with basic  earnings per share,  and fully
diluted  earnings per share have been replaced  with diluted  earnings per share
which includes  potentially  dilutive securities such as outstanding options and
convertible  securities.  Prior periods have been presented to conform with SFAS
128.

         Basic  earnings per share is computed by dividing  income  available to
common shareholders by the weighted-average  number of common shares outstanding
during the period.  Diluted  earnings  per share is computed by dividing  income
available to common shareholders by the weighted-average number of common shares
outstanding  during the period  increased  to include  the number of  additional
common shares that would have been outstanding if the dilutive  potential common
shares  had been  issued.  The  dilutive  effect of the  outstanding  options is
reflected in diluted  earnings per share by  application  of the treasury  stock
method.  The dilutive  effect of convertible  securities is reflected  using the
if-converted method. The following table sets forth the computation of basic and
diluted earnings per share.
<TABLE>
<CAPTION>

                                                         For the three months     For the nine months ended
                                                           ended March 31,                March 31,
                                                          1997          1998          1997          1998
<S>                                                     <C>           <C>           <C>         <C>
Numerator:
   Net income (loss)                                    $  382,161    $   98,094    $  568,496  $  (809,889)
Denominator:
 Denominator for basic earnings (loss) per share -
       weighted average shares outstanding               4,419,997     4,419,997     4,419,997     4,419,997
Effect of Dilutive Securities:
 Dilutive options outstanding                                -           -              -             -
Denominator for diluted earnings per share -
adjusted  weighted average shares and assumed            4,419,997     4,419,997     4,419,997     4,419,997
conversions
Basic Earnings (loss) per share                            $  0.09       $  0.02       $  0.13     $  (0.18)
Diluted Earnings (loss) per share                          $  0.09       $  0.02       $  0.13     $  (0.18)
</TABLE>

(3) Inventories

         Inventories as of March 31, 1998 consisted of the following:

              Stamps                                         $ 1,420,300
              Sports cards and sports memorabilia                521,305
              Other collectibles                               1,134,558
                                                              ----------
                                                              $3,076,163

<PAGE>


(4)   Marketable Securities

         As of March 31,  1998,  the  Company  owned 11.4% or  4,112,289  common
shares of PICK  Communications,  which is  primarily  engaged in the business of
selling blocks of telephone time.  These  securities are classified as available
for sale having a cost of $215,200  and a fair value of  approximately  $500,000
resulting in a cumulative  unrealized  gain of $284,800.  The Company also owned
100,000  shares  of Pro Net Link  Corp.,  an  Internet  service  company.  These
securities  are classified as available for sale having a cost of $200,000 and a
fair value of approximately $78,750 resulting in a cumulative unrealized loss of
$121,250.


 (5) Related-party Transactions

         The  Company  accepts  rare stamps and other  collectibles  for sale at
auction  on a  consignment  basis from  Collectibles  Realty  Management,  Inc.,
("CRM")  which owned  approximately  29%, as of March 31, 1998, of the Company's
common stock. Such stamps and collectibles have been auctioned by the Company or
sold at private  treaty  under  substantially  the same terms as for third party
customers and the Company charges CRM a seller's  commission for items valued at
under  $100,000  per lot. In the case of auction,  the hammer price of the sale,
less any seller's commission, is paid to CRM upon successful auction, and in the
case of private treaty, the net price after selling  commissions is paid to CRM.
For the nine months ended March 31, 1998,  such auction and private treaty sales
were not material.

         Scott  Rosenblum,  a director of the  Company,  is a partner of the law
firm Kramer,  Levin,  Naftalis & Frankel,  which  provides legal services to the
Company.  Anthony L.  Bongiovanni,  Jr.,  also a  director  of the  Company,  is
president of Micro  Strategies,  Inc., which provides  computer  services to the
Company.  Amounts charged to operations for services rendered by these firms for
the nine months ended March 31, 1997 and 1998 were approximately $ 132,581 and $
120,264  respectively,  in the case of Kramer,  Levin,  Naftalis & Frankel,  and
approximately  $  104,598  and $  56,300  respectively,  in the  case  of  Micro
Strategies, Inc.

(6) Debt

         The Company is party to secured revolving credit and term loan facility
with Brown Brothers  Harriman & Co.  ("BBH&Co.").  At March 31, 1998,  borrowing
under the  revolving  credit  facility and term loan  totaled $ 4,335,000  and $
181,250  respectively.  Absent a material  adverse change or event of default as
determined by BBH&Co.,  BBH&Co.  has agreed to provide of the  revolving  credit
loan, the Company with a 120-day  notification  period prior to issuing a demand
for repayment,  so long as the Company is in compliance  with certain  financial
and  operating  guidelines.  As of  March  31,  1998,  the  Company  was  not in
compliance  with one covenant of the loan  agreement  relating to the formula of
earnings  before  interest,  depreciation  and taxes to interest  expense.  As a
result,  BBH & Co. has the right under the credit  agreement to demand immediate
payment of all amounts outstanding.  The Company has remained in compliance with
all other  covenants of the loan  agreement and BBH & Co. has continued to offer
its credit facilities to the Company without interruption. Management has worked
closely with BBH & Co. and BBH & Co. has not  indicated  that it has any present
plans to discontinue its credit  relationship  with the Company and that it will
give  ample  notice to the  Company  if it  decides  to do so.  During the third
quarter,  BBH & Co.  granted the Company two separate  demand  loans  totaling $
243,000, both of which are payable on July 31, 1998.

<PAGE>

(7)  Supplementary Cash Flow Information

         Following is a summary of supplementary cash flow information:
<TABLE>
<CAPTION>
                                                         For the nine months ended March 31,
                                                            1997                       1998
                                                       -----------------          ------------------
<S>                                                       <C>                        <C>
   Interest paid                                          $ 591,733                  $ 583,689
   Income taxes paid                                        274,603                    176,901
   Noncash investing and financing activities:
     Acquisition of inventory under note payable            700,000
</TABLE>

(8)   Significant transactions

         During the year ended June 30, 1997,  two  customers in three  separate
transactions  purchased  certain  inventory  for an aggregate  selling  price of
$6,600,000, which increased operating profit by $2,241,500. Included in accounts
receivable at March 31, 1998, is $ 1,000,000  from one customer,  collateralized
by certain assets.

         During the year ended June 30, 1996, an individual and related entities
purchased certain inventory for $2,935,000,  which increased operating profit by
$1,110,000.  Included  in notes  receivable  at  March  31,  1998 is $  441,000,
collateralized by certain assets.

         In the foregoing  transactions,  the Company has physical possession of
the  collateral,  and has the right to sell such  assets  upon  certain  defined
circumstances of default.

         It is reasonably possible that changes in this volatile and competitive
industry could occur in the near term which could adversely  affect the value of
the collateral outlined above.

Item 2. Management's Discussion and Analysis of Financial Condition and Results
           of Operations.

Results of Operations

General


         The Company's  revenues are  represented by the sum of (a) the proceeds
from the sale of the Company's  inventory,  and (b) the portion of sale proceeds
from  auction or private  treaty that the  Company is  entitled to retain  after
remitting  the  sellers'  share,  consisting  primarily of  commissions  paid by
sellers and buyers. Generally, the Company earns a commission from the seller of
10% to 15%  (although  the  commission  may be  slightly  lower  on  high  value
properties).  During the nine month  period  ended March 31,  1998,  the Company
earned a  commission  of 10% TO 15% from the buyers in all markets.

         The Company's  operating  expenses  consist of the cost of sales of the
Company's  inventory  and  general and  administrative  expenses  and  marketing

<PAGE>

expenses  for the nine  months  ended  March  31,  1997 and  1998.  General  and
administrative expenses are incurred to pay employees and to provide support and
services  to  those  employees,  including  the  physical  facilities  and  data
processing.  Marketing  expenses  are  incurred to promote  the  services of the
Company to sellers and buyers of  collectibles  through  advertising  and public
relations,  producing  and  distributing  its auction  catalogs  and  conducting
auctions.


Three months ended March 31, 1998 Compared with the three months ended March 31,
1997

         The Company recorded a decrease in revenues of $ 1,345,575 (31%),  from
$4,312,005  for the three  months  ended March 31,  1997 to $ 2,966,430  for the
three months ended March 31, 1998. This decrease was  attributable to a decrease
in non-stamp  sales of $ 2,100,426  (100%)which was partly offset by an increase
of $ 978,294 (84%) in stamp auction sales.

         While gross margins on the sales of the Company's  inventory  decreased
by $ 441,135  (37%) in the three  months  ended March 31,  1998  compared to the
three months ended March 31, 1997,  gross  margins on stamp  auctions  increased
from $ 202,209 to $ 641,035  (217%)  and gross  profit  margins  on these  sales
increased from 17.4% to 31.3%.

         The  Company's   operating  expenses  decreased  $214,606  (16%)  to  $
1,114,639  for the three  months  ended  March 31,  1998 as compared to the same
period last year. Most of the savings were the result of lower payroll  expenses
together with  reductions  in bank loan fees and  accounting  fees.  These costs
resulted in operating  costs of 37% of  operating  revenues for the three months
ended March 31,  1998  compared  to 31% for the  comparable  period in the prior
year.

         Interest and other income  decreased by $ 149,997 in the quarter  ended
March 31, 1998 compared to the prior year's  comparable  quarter  primarily as a
result of reduced accounts and advances receivable.

         Interest expense decreased by $ 101,760 in the three months ended March
31, 1998 compared to the three months ended March 31, 1997 primarily as a result
of the lower average daily borrowings for the comparable period. The borrowings
under the Company's  secured  revolving  credit facility are utilized to support
the operations of the Company,  including the advances to  consignors,  auctions
receivables and merchandise inventories.

         Net Income:  The Company  recorded net income  before income taxes of $
224,328 for the three  months  ended March 31,  1998  compared to net income
before income taxes of $639,269 for the three months ended March 31, 1997.
This change was primarily due to decreased sales which were partly offset by 
decreased costs as outlined above.

Nine months ended March 31, 1998  Compared  with the nine months ended March 31,
1997

         The  Company  had a  decrease  in  revenue  of $  3,124,754  (32%) to $
6,474,571 for the nine months ended March 31, 1998 as compared to the comparable
period ended March 31,1997.  This decrease was due to decreases from the sale
of the Company's  inventories by $2,674,690  (35%) and  commissions  earned from
consignments of $450,064 (23%) for the nine months ended March 31, 1998 compared
to the prior year's  comparable  period.  The primary reason for these decreases

<PAGE>

were the failure of Ivy & Mader to hold an auction  during the second quarter of
1998 because of a lack of material available for auction.

         Gross  margin  percentages  on the sales of the  Company's  inventories
decreased  from 36% to 23% for the nine months  ended March 31, 1998 as compared
the nine months ended March 31, 1997. This decrease in gross margin  percentages
was  primarily  the result of a decrease  in  non-stamp  sales  during the third
quarter 1998 as compared to the third  quarter 1997.  These sales  traditionally
have significantly higher gross profit margins than regular sales (43% vs. 33%).

         The Company  recorded an  increase in  operating  expenses of $ 116,228
(3%) for the nine months ended March 31, 1998  compared to the nine months ended
March 31, 1997.  This net increase was primarily  attributable  to increased bad
debt expense of $88,750,  increased depreciation and amortization of $20,264 and
increased  General  &  Administrative  expense  of  $65,147,  partly  offset  by
decreased marketing expense of $55,732.

         Interest  expense  decreased  by  approximately  $ 149,373  in the nine
months  ended March 31, 1998  compared to the nine months  ended March 31, 1997.
This decrease was primarily  attributable to lower average borrowings during the
period.  This was offset by a decrease in  interest  income of  approximately  $
149,997 for the nine months  ended March 31, 1998 as compared to the  comparable
period of the prior year primarily  earned on trade  receivables and advances to
consignors.

         Net Income:  The Company  recorded a net loss  before  income  taxes of
$1,262,264  for the nine months ended March 31, 1998 compared to net income
before income taxes of $1,002,493  for the nine  months  ended  March 31,  1997.
This  change was  primarily  due to a decrease in operating profits of
approximately $2,120,368 as outlined above.



<PAGE>


Liquidity and Capital Resources

         At March  31,  1998,  the  Company's  working  capital  position  was $
3,566,671,  compared  to  $4,645,765  as of June 30,  1997.  This  decrease of $
1,079,094 is primarily  due to decreases  in  inventories  purchased  for future
auctions  ($822,088),  advances  to  consignors  ($3,957,315)  and a decrease in
auctions receivable ($4,781,209). These decreases to working capital were offset
by decreases in consignor payables  ($5,409,349),  accounts payable ($1,337,379)
and the demand notes payable  ($2,499,102).  These items were the material cause
of the positive cash flow from operating activities of $2,234,816.

         The  Company  experienced  a  decrease  in  cash  flow  from  investing
activities  for the nine  months  ended  March 31,  1998 of $  105,106  This was
attributable  to the purchase of equipment of $ 58,788 and  additional  goodwill
related to the purchase of Ivy and Mader, in the amount of $ 46,328.

         The  Company  experienced  a  decrease  in  cash  flow  from  financing
activities  for the nine months  ended March 31, 1998 of $  2,329,008.  This was
primarily  attributable  to the  Company  repaying  notes and loans  payable  of
$2,572,007.  This was  partially  offset  by the  receipt  of new term  loans of
approximately $243,000 during this period.

         The Company's  need for  liquidity  and working  capital is expected to
increase as a result of any proposed business expansion activities.  In addition
to the need for such capital, and to enhance the Company's ability to offer cash
advances  to  a  larger  number  of  potential  consignors  of  property  (which
management  believes  is an  important  aspect of the  marketing  of an  auction
business).  In addition,  the Company  will likely  require  additional  working
capital  in the future in order to further  expand its sports  trading  card and
sports memorabilia auction business as well as to acquire  collectibles for sale
in the Company's business.

         Management   believes  that  the  Company's   cash  flow  from  ongoing
operations  supplemented by the Company's working capital credit facilities will
be adequate to fund the Company's  working capital  requirements for the next 12
months.  However, to complete any of the Company's proposed expansion activities
or to make any  significant  acquisitions,  the Company may  consider  exploring
financing   alternatives   including   increasing  its  working  capital  credit
facilities or raising additional debt or equity capital.

         The decision to expand, the desired rate of expansion, and the areas of
expansion will be determined by management and the Board of Directors only after
careful  consideration of all relevant factors.  This will include the Company's
financial  resources and working capital needs,  and the necessity of continuing
its growth and position in its core business area of stamp auctions.


<PAGE>


                           GREG MANNING AUCTIONS, INC.

                           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

                           27  Financial Data Schedule

                  (b) Reports on Form 8-k

                           None




<PAGE>


                                                    SIGNATURES

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


                                                   GREG MANNING AUCTIONS, INC.



Dated:   April 30,1998
                                                /s/  Greg Manning  
                                                  Greg Manning
                                           Chairman and Chief Executive Officer



                                                /s/  James  Smith              
                                                     James Smith
                                                    Chief Financial Officer





<PAGE>




                                  EXHIBIT INDEX





Exhibit
No.               Description
-------- ------------------------------------------

27                Financial Data Schedule