The following items were the subject of a
                                         Form 12b-25 and are included herein:
                                Items 1 and 2 of Part I and Item 6 of Part II

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

                                 FORM 10-Q/A


(Mark One)


            [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended May 31, 1998


                                      OR


            [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to _______________

Commission File Number 0-21192


                 CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.
              (Exact Name of Registrant as Specified in its Charter)


         LOUISIANA                                       72-0721367
(State or Other Jurisdiction of                      (I.R.S. Employer  
 Incorporation or Organization)                     Identification No.)
           

109 NORTH PARK BLVD., COVINGTON, LOUISIANA                   70433
(Address of Principal Executive Offices)                  (Zip Code)
           

                                (504) 867-5000
               Registrant's Telephone Number, Including Area Code


      Indicate  by check mark whether the Registrant (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
such filing requirements for the past 90 days.

                            Yes      X    No  _____



At July 10, 1998, there were 5,604,406 shares of common stock, $.10 par value,
outstanding.

       

                 CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.

                                     INDEX


Part I.           Financial Information                                 Page

                  Item 1.  Financial Statements

                           Statements of Operations -
                           Three and Nine Months Ended May 31, 
                           1998 and May 31, 1997                           3

                           Balance Sheets -
                           May 31, 1998 and August 31, 1997                4

                           Statements of Cash Flows -
                           Nine Months Ended May 31, 1998 and 
                           May 31, 1997                                    5

                           Notes to Financial Statements                   6

                  Item 2.  Management's Discussion and Analysis of
                           Financial Condition and Results of Operations  11
           

Part II.          Other Information

                  Item 1.  Legal Proceedings                              19
           

                  Item 6.  Exhibits and Reports on Form 8-K               19

                  Signatures                                              20
                                                                          

          

                 CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.
                            (DEBTOR-IN-POSSESSION)

                      STATEMENTS OF OPERATIONS (UNAUDITED)

       FOR THE THREE AND NINE MONTHS ENDED MAY 31, 1998 AND MAY 31, 1997

<TABLE>
<CAPTION>

                                                     Three Months Ended                              Nine Months Ended
                                                    May 31,           May 31,                    May 31,            May 31,

                                                    1998              1997                       1998               1997
<S>                                                 <C>               <C>                        <C>                <C>
Net sales                                           $  32,522,583     $  51,029,642              $ 114,452,040      $ 195,086,958
Cost of sales                                          25,792,487        42,822,898                 88,774,582        162,327,502
                                                    -------------     -------------              -------------      -------------
  Gross profit                                          6,730,096         8,206,744                 25,677,458         32,759,456
                                                   
  Selling, general and administrative expenses          8,882,096        14,213,776                 28,309,829         50,328,703
                                                    -------------     -------------              -------------      -------------

    Operating loss                                     (2,152,000)       (6,007,032)                (2,632,371)       (17,569,247)

  Other income (expense):
    Interest expense                                     (639,116)         (810,799)                (1,555,609)        (1,771,606)
    Interest income                                         3,717            13,074                     21,566             77,856
    Other income (expense), net                          (405,942)       (1,154,148)                    28,839         (1,202,919)
                                                    -------------     -------------              -------------      -------------
                                                       (1,041,341)       (1,951,873)                (1,505,204)        (2,896,669)

Loss before income taxes and reorganization items      (3,193,341)       (7,958,905)                (4,137,575)       (20,465,916)

Expense from reorganization items                        (493,378)         (543,591)                (1,018,950)          (543,591)
Income tax expense                                          -                 -                          -             (2,690,000)
                                                    -------------     -------------              -------------      ------------- 

Net loss                                            ($  3,686,719)    ($  8,502,496)             ($  5,156,525)     ($ 23,699,507)
                                                    =============     =============              =============      ============= 
Per share data:
Basic and diluted earnings per common share                ($0.66)           ($1.53)                    ($0.91)            ($4.26)
                                                    =============     =============              =============      =============

Weighted average number of common
  shares outstanding                                    5,604,406         5,566,906                  5,686,824          5,566,906
                                                    =============     =============              =============      =============

</TABLE>

The accompanying notes are an integral part of these financial statements.
            



          

                 CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.
                             (DEBTOR-IN-POSSESSION)
                           BALANCE SHEETS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                    May 31,     August 31,
                                                                     1998          1997
<S>              
ASSETS                                                          <C>              <C>
Current assets:
     Cash and cash equivalents                                  $     880,487    $   1,640,849
     Investments in marketable securities                             117,130          421,431
     Receivables (net of an allowance of 
      1.7  million  at  May 31, 1998  and
      $1.6 million at August 31, 1997)                              5,792,723        8,603,894  
     Merchandise inventory                                         33,899,165       31,951,502 
     Other                                                          1,002,750          873,200    
                                                                --------------   --------------
         Total current assets                                      41,692,255       43,490,876


Property and equipment, net                                        22,250,160       27,741,034
Intangibles and other                                               2,669,486        2,899,774  
                                                                --------------   --------------
                                                                $  66,611,901    $  74,131,684
                                                                ==============   ==============
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Liabilities not subject to compromise:
  Current liabilities:
      Current portion of long-term debt                         $  16,352,372    $     350,438   
      Short-term borrowings                                         1,500,000        3,000,000 
      Accounts payable                                                245,358        1,045,796  
      Accounts payable-floor plan                                  32,359,763       25,819,801 
      Accrued expenses                                              5,580,798        6,246,917  
      Deferred revenue                                              1,693,940        2,713,040  
                                                                --------------   --------------
           Total current liabilities not
            subject to compromise:                                 57,732,231       39,175,992 
                                                                --------------   --------------
Long-term debt, less current portion                                   66,478       18,368,005
Deferred revenue                                                      749,225        1,937,256  
                                                                --------------   --------------
           Total long-term debt not subject to
            compromise                                                815,703       20,305,261 
                                                                --------------   --------------

Liabilities subject to compromise                                  13,082,642       14,275,093
                                                                --------------   --------------
           Total liabilities                                       71,630,576       73,756,346
                                                                --------------   --------------

Commitments and contingencies                                          -                -

Shareholders' equity (deficit):
Common stock, $.10 par value; 20,000,000 shares   
 authorized, 5,604,406 and 5,791,906     
 issued and outstanding at May 31, 1998  
 and August 31, 1997, respectively                                    560,441          579,191
Paid-in capital                                                    32,421,119       32,639,856 
Retained earnings (deficit)                                       (38,000,235)     (32,843,709)
                                                                --------------   --------------
  Total shareholders' equity                                       (5,018,675)         375,338
                                                                --------------   --------------
                                                                $   66,611,901   $  74,131,684
                                                                ==============   ==============

</TABLE>

The  accompanying   notes  are  an  integral  part  of  these  financial
statements.



                 CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.
                             (DEBTOR-IN-POSSESSION)
                      STATEMENTS OF CASH FLOWS (UNAUDITED)
                        FOR THE NINE MONTHS ENDED MAY 31,

<TABLE>
<CAPTION>
         
                                                              1998               1997          
<S>                                                           <C>                <C>  
Cash flow from operating activities:
   Net loss                                                   $   (5,156,525)    $  (23,699,507)
Adjustments to reconcile net loss to net
cash used in operating activities:
   Depreciation and amortization                                   2,379,559          4,142,822
   Provision for uncollectible receivables                         1,075,758          3,049,240
   Deferred income taxes                                              -              (4,633,000)
   Valuation allowance for deferred tax assets                        -               8,900,000
   Store closure reserve                                              -               6,776,247 
   Loss on disposal of investments                                    -                 305,504       
   Loss on disposal of assets                                         42,183          1,831,364     
   Cancellation of stock awards                                      (17,187)            -
   (Increase) decrease in assets:
      Receivables                                                  1,735,413            994,701       
      Merchandise inventory                                       (1,947,663)        10,010,902    
      Other current assets                                            33,392           (993,087)    
   Increase (decrease) in liabilities:
      Accounts payable                                              (800,438)        (6,527,101)   
      Accounts payable-floor plan                                  5,933,822            282,656       
      Accrued expenses                                            (1,186,673)         1,983,192     
      Deferred revenue                                            (2,207,131)        (3,658,831) 
      Liabilities subject to compromise                              132,812             -

Adjustments due to reorganization items:
      (Gain) loss on disposal of assets                               31,262             -
      Increase in accrued expenses for restructuring items           568,950             -
      Payment of restructuring charges                              (268,696)            -
                                                              ---------------    ---------------
Net cash (used in) provided by operating activities                  348,838         (1,234,898)
                                                              ---------------    ---------------

Cash flow from investing activities:
      Purchase of property and equipment                             (53,779)        (1,686,512)   
      Proceeds from sale of assets                                   135,856             -
      Proceeds from sale of assets due to reorganization           2,466,064             -
      Purchase of investments                                         -                (500,000)     
      Redemption of Treasury Bills                                   309,452             -
                                                              ---------------    ---------------
      Net cash (used in) provided by investing activities          2,857,593         (2,186,512)
                                                              ---------------    ---------------

Cash flow from financing activities:
      Borrowings under long-term debt                                191,210             -
      Decrease in long-term debt                                  (2,658,003)        (1,579,470)   
      Borrowings under line of credit                                 -              31,850,000    
      Repayments under line of credit                                 -             (28,188,347)  
      Borrowings under DIP line of credit                          2,700,000             -
      Repayments under DIP line of credit                         (4,200,000)            -
                                                              ---------------    ---------------
      Net cash (used in) provided by financing activities         (3,966,793)         2,082,183
                                                              ---------------    ---------------

Net decrease in cash and cash equivalents                           (760,362)        (1,339,227)   
Cash and cash equivalents at beginning of period                   1,640,849          3,303,822    
                                                              ---------------    ---------------
Cash and cash equivalents at end of period                           880,487          1,964,595
                                                              ---------------    ---------------
Cash paid during the period for:
      Interest expense                                        $    1,543,895     $    1,875,788
                                                              ---------------    ---------------
      Income taxes                                            $       -          $       26,000
                                                              ---------------    ---------------

Schedule of non-cash investing and financing activities:
        Assets acquired under capital lease                   $       -          $      285,701  
                                                              ---------------    ---------------
        Non-cash disposal of property and equipment           $      557,077     $       -
                                                              ---------------    ---------------
</TABLE>

The accompanying notes are an integral part of these financial statements.



                     CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.
                                  (DEBTOR-IN-POSSESSION)
                         NOTES TO FINANCIAL STATEMENTS (UNAUDITED)


(1)    Basis of Presentation

       The information for  the  three  and nine months ended May 31, 1998 and
May  31, 1997 is unaudited, but in the opinion  of  management,  reflects  all
adjustments,  which  are  of  a  normal recurring nature, necessary for a fair
presentation of financial position  and  results of operations for the interim
periods.  The accompanying financial statements  should be read in conjunction
with  the financial statements and notes thereto contained  in  the  Company's
Annual Report on Form 10-K/A for the fiscal year ended August 31, 1997.

       The  financial  statements  have  been  prepared in accordance with the
American Institute of Certified Public Accountants Statement of Position 90-7,
"Financial Reporting by Entities in Reorganization Under the Bankruptcy Code."
The  financial  statements  have  been  prepared using  accounting  principles
applicable  to  a  going  concern, which assumes  realization  of  assets  and
settlement  of  liabilities  in   the   normal   course   of   business.   The
appropriateness  of  using  the  going concern basis is dependent upon,  among
other  things,  the ability to comply  with  debtor  in  possession  financing
agreements, confirmation  of  a plan of reorganization, the ability to achieve
profitable operations, and the  ability to generate sufficient cash flows from
operations to meet its obligations.  See Note 2.

       The results of operations  for  the three and nine months ended May 31,
1998 are not necessarily indicative of the results to be expected for the full
fiscal year ending August 31, 1998.

(2)    Chapter 11 Bankruptcy Proceedings and Restructuring

      On June 4, 1997, the Company filed  a  voluntary  petition in the U. S.
Bankruptcy  Court  for  the Eastern District of Louisiana for  reorganization
under Chapter 11 of the U. S. Bankruptcy Code (the "Bankruptcy Code"), and is
currently  operating  its  business   as   debtor-in-possession   under   the
supervision of the Bankruptcy Court (the "Bankruptcy Court").

      As  of  the petition date, actions to collect pre-petition indebtedness
are stayed and  other contractual obligations may not be enforced against the
Company.  In addition,  under  the  Bankruptcy  Code,  the Company may reject
executory contracts, including lease obligations.  Parties  affected by these
rejections may file claims with the Bankruptcy Court in accordance  with  the
reorganization  process.   Substantially  all  liabilities as of the petition
date  are subject to settlement under a plan of reorganization  to  be  voted
upon by  creditors and equity security holders and approved by the Bankruptcy
Court.   The   Company   has   not  yet  prepared  or  submitted  a  plan  of
reorganization.  As provided by  the  Bankruptcy  Code,  the  Company has the
exclusive right for a period of time to submit a plan of reorganization. This
period  was extended by the Bankruptcy Court to June 22, 1998.   The  Company
did not seek a further extension of this period due to the costs involved and
the  probability  that  the  Bankruptcy  Court  would  not  approve  such  an
extension.   Management  of  the  Company is currently working on preparing a
plan of reorganization.  To date, no  other  party  has  submitted  a plan of
reorganization to the Bankruptcy Court.

      The  Company  has  obtained  the  approval  of  the Bankruptcy Court to
continue to pay for utility services, certain consumer  practices  (including
the continuation of service on existing extended warranty contracts), payroll
and employee benefits, and property and liability insurance coverage.   These
items  are  recorded  as  accrued  expenses  not  subject to compromise.  The
Company  is  also  allowed to continue normal business  practices,  including
purchasing inventory  and payment of normal operating expenses incurred after
the filing of the bankruptcy petition.

      As part of the reorganization process, the Company closed eleven stores
and one distribution center  in  fiscal  1997.   It also closed an additional
distribution center in October, 1997, after its fiscal  year-end.  It has cut
corporate overhead expenses and store operating expenses,  and  has initiated
several strategies designed to improve operating performance (as  more  fully
explained  in  Item  1  of  its  Annual Report on Form 10-K for fiscal 1997).
Based upon projections of its operating  results,  the  Company believes that
its  existing  funds,  its  operating  cash  flows, the available  debtor  in
possession  ("DIP") lines of credit discussed in  Note  3  to  the  financial
statements, and the vendor and inventory financing arrangements including the
defaulted payment  amounts  currently  owed  to  the  floor  plan  lenders as
discussed  in  Note  3 are sufficient on an overall basis to satisfy expected
cash requirements during the remainder of fiscal 1998.  However, as explained
in Note 3 to the financial statements, the Company is in default with its two
floor plan lenders due  to  lack  of ability to pay certain amounts past due.
Also, there is no assurance that the  Company's  projected  operating results
will  be  achieved  during  fiscal  1998.   The  Company will likely  require
additional  working capital financing in fiscal 1999,  and  these  needs  are
currently being discussed with the DIP lenders.

      On December  16,  1997,  the  Company  was notified by the Nasdaq Stock
Market, Inc. ("Nasdaq") that the Company does  not  meet  all  of the listing
requirements for continued listing on the Nasdaq National Market  based  upon
its financial statements of August 31, 1997, and that Nasdaq was commencing a
review  of  the  Company's eligibility for continued listing.  On January 12,
1998, the Company  was  notified  by  Nasdaq  that  its Common Stock would be
delisted  effective  January  19,  1998 unless the Company  pursued  Nasdaq's
procedural  remedies.  The Company requested  a  written  submission  hearing
before the Nasdaq Listing  Qualifications  Panel, and this hearing took place
on February 19, 1998.  On March 9, 1998, the  Company  was  notified  of  the
results of that hearing and that the Company's Common Stock would be delisted
from  Nasdaq  effective  immediately  with  the close of business on March 9,
1998.   The Company's Common Stock is now traded  on  the  Over  the  Counter
Bulletin Board.

(3)   Debt

      See Notes 6 and 7 of the Company's financial statements included in its
Annual Report on Form 10-K/A for the fiscal  year ended August 31, 1997 for a
detailed  description  of the Company's debt arrangements.  Long-term debt as
of May 31, 1998 consisted  of four term loans, two with a bank group, and the
others with financial institutions.   The  outstanding  principal balance and
applicable interest rate on the first term loan with the  banks as of May 31,
1998  were $16.0 million and 9%, respectively.  On May 6, 1998,  the  Company
sold a closed store property and made a  $2.4 million  principal  payment  on
these loans from the proceeds of that  sale.   The  bank  group has agreed to
defer the quarterly principal payment of $223,000 that was  due  on  June  1,
1998 until the balloon payment due June 27, 2000 subject to the  satisfaction
of certain terms and conditions that will be included in a motion to be filed
with  the Bankruptcy Court  for  approval.   They  also agreed to re-amortize
the loan balance taking into account the property sale  discussed  above, and
this has resulted  in  a  revised  quarterly  principal payment  of  $203,000
beginning September 1, 1998.  The agreement was  subject  to approval by  the
Bankruptcy Court of the additional $750,000 line of credit financing  by  one
of the floor plan lenders discussed below and the  payment  of  certain  bank
group legal fees and expenses totaling $57,000.   Notes are to be issued  for
these legal fees bearing interest at 9.5% and  calling  for  a  $10,000  down
payment,  $5,000  per month  for  three  months  beginning  the  first  month
after Bankruptcy Court approval, and  $2,000  per  month  thereafter  with  a
balloon payment due June 27, 2000.   The second term loan was established  by
the bank group on January 1, 1998 covering prior  legal  fees  in  the  total
amount  of $191,000.  These notes call for monthly payments of principal  and
interest of $2,500 per month from January  1,  1998  through  June  1,  1998,
$5,000 per month from  July  1,  1998 through  June 1, 2000,  and  a  balloon
payment  on June 27, 2000.   The outstanding principal balance and applicable
interest  rate  on  these additional notes as of May 31, 1998 were   $186,000
and 9.5%, respectively.

      The  first  term  loan  with   the  banks  contains  certain  reporting
requirements and restrictive covenants  which require the Company to maintain
certain minimum annual earnings levels and working capital levels.  This term
loan also contains a cross default provision  with all other debt instruments
of  the  Company  and a provision which prohibits  the  Company  from  paying
dividends on its common stock.  As of August 31, 1997, the Company was not in
compliance with certain of the covenants contained in the bank term loan, and
was in default of this  agreement  due to these violations as well as certain
cross default provisions.  However, on December 12, 1997 the Company obtained
the  agreement  of the lenders to forebear  through  September  1,  1998  the
enforcement of their  rights  and  remedies  under  the  term  loan agreement
contingent  upon  the  approval  by  the Bankruptcy Court of this forbearance
agreement and an agreement requiring the  payment  by  the Company of certain
professional  fees  to  the banks.  The Bankruptcy Court has  approved  these
agreements.  The forbearance  agreement  also  provides that the lenders will
forebear the enforcement of their rights and remedies  through  September  1,
1998  if  the Company were to violate certain financial covenants relating to
minimum annual  earnings and working capital levels during that period, which
the Company does  not  expect to comply with in the upcoming fiscal year.  On
January 12, 1998, the Company obtained the agreement of the lenders to extend
the forbearance of their  rights  and  remedies related to the prior defaults
discussed  above  and  the potential future  defaults  of  certain  financial
covenants through December 1, 1998.

      During  the  third quarter,  due  to  a  cash  shortfall,  the  Company
defaulted on certain  of its normal daily payments to the floor plan lenders.
Because of cross default  provisions  in  the first term loan with the banks,
these late payments to floor plan lenders have  created  a default under this
term  loan.   The total amount of the defaulted payments to  the  floor  plan
lenders fluctuates  on  a  daily basis based upon cash available for payment.
As  of  May  31, 1998, the total  amount  of  these  defaulted  payments  was
approximately  $2.3 million.  Because of the legal and other costs associated
with obtaining further  forbearance  agreements  or  waivers  from either the
banks  or the floor plan lenders, the Board of Directors of the  Company  and
Management  made  a  decision  not  to pursue further forbearance agreements,
amendments or waivers.  This has resulted  in  the  Company being required by
generally accepted accounting principles to reclassify  the  entire principal
balance  of  the  bank  term loan as a current liability on the May 31,  1998
balance sheet.  It should  be  noted  that  the  banks  have taken no actions
against the Company to exercise their rights under the default  provisions of
the agreements or to accelerate any of the required payments.

      The  principal  balance of the first of the other term loans  was  $3.7
million as of May 31, 1998 and this note is carried as a liability subject to
compromise.  The secured  and  unsecured  portions of this debt are yet to be
determined, and this debt does not accrue interest  while  the  Company is in
Chapter  11.   On March 5, 1998, the Company agreed to pay the lender  $5,000
per month effective  February  10,  1998  to  compensate  the  lender for the
estimated  depreciation  in  the  value  of the equipment and fixtures  which
secure this loan, and this agreement was approved  by  the  Bankruptcy Court.
At a subsequent Bankruptcy Court hearing, this payment amount  was  increased
to  $6,250 per month effective April 10, 1998.  This agreement is subject  to
change  in  a  future  Bankruptcy  Court hearing to determine the secured and
unsecured portions of this debt.  The  second  of  the  other  term loans was
$224,000  as  of  May  31, 1998, and accrues interest payable monthly  at  an
annual rate of 9%.

      As of May 31, 1998,  the Company also uses several "floor plan" finance
companies to finance the majority  of  its inventory purchases.  In addition,
the  Company finances some of its inventory  purchases  through  open-account
arrangements  with  various  vendors.  The Company has an aggregate borrowing
limit with the floor plan finance  companies  of approximately $38.0 million.
Each of the floor plan financing agreements contains  cross  default  clauses
with  all  other debt instruments of the Company.  As of August 31, 1997  the
Company was  not  in compliance with several covenants contained in the floor
plan agreements and was also in default of those floor plan agreements due to
its failure to make  certain  payments required by the agreements relating to
inventory shortages and obsolescence  identified by the Company.  The Company
obtained waivers for some of these violations and as of December 11, 1997 had
obtained the agreement of each of the floor  plan  lenders  to forebear their
rights  and remedies pursuant to the floor plan agreements subject  to:   (i)
the Company's payment of approximately $1,654,000 in principal, plus interest
at the prime rate plus 3%, to the floor plan lenders at various dates through
December  15,  1998, and (ii) the approval of these forbearance agreements by
the Bankruptcy Court.   The  Bankruptcy  Court  subsequently  approved  these
forbearance  agreements.   As  previously discussed, beginning in March 1998,
the  Company failed to make certain  required  payments  to  its  floor  plan
lenders  thereby  resulting  in  a  default  under the floor plan agreements.
Because  of  the  legal  and other costs associated  with  obtaining  further
forbearance agreements or  waivers,  the Board of Directors and Management of
the  Company made a decision not to pursue  such  forbearance  agreements  or
waivers.  This had no effect  upon the classification of the Accounts payable
- floor plan, as it is ordinarily classified as a current liability.

      On  April  27,  1998,  one  of  the floor plan lenders issued a default
notice  to  the  Company  demanding payment  of  all  past  due  amounts  and
indicating that it would no  longer  finance  future  purchases  of inventory
under  the  financing  agreement.   On  May  1,  1998, this floor plan lender
subsequently agreed to finance future inventory purchases  on  a case by case
basis while one of the other floor plan lenders was pursuing the  purchase of
the first floor plan lender's outstanding loans to the Company.  On  June 19,
1998, the second floor plan lender did purchase these outstanding loans  from
the  first floor plan lender, and is now providing inventory financing to the
Company for the products in question.

      On April 29, 1998, a third floor plan lender issued a default notice to
the Company  demanding  payment  of  all  past  due amounts and return of its
collateral.  They subsequently agreed to continue  doing  business  with  the
Company  while  the  Company was pursuing additional line of credit financing
and as long as the shortfall payment amount did not exceed a specified level.
This shortfall maximum  was maintained through payment subsidies agreed to by
the other floor plan lenders.  On June 10, 1998, the other floor plan lenders
notified the Company that  they  would  no  longer  subsidize payments to the
third floor plan lender, and on June 11, 1998, the third  floor  plan  lender
demanded  return of its collateral in accordance with its inventory financing
agreement.  The Company has since returned to the floor plan lender an amount
of inventory  valued  at lower of cost or estimated realizable value that the
Company  estimates  is  adequate   to  cover  the  outstanding  liability  of
approximately  $1.3  million.   Proceeds  from  the  sale  of  the  remaining
inventory under this floor plan are  being  segregated  in  a separate escrow
account  pending  a  final  accounting  and  settlement with this floor  plan
lender.  The inventory products financed by this floor plan lender comprise a
small portion of the Company's sales, inventory,  and  floor  plan  debt, and
Management  does not believe that lack of these products will have a material
effect  on  future  results  of  the  Company.   Management  has  also  added
additional product  models from other manufacturers under existing floor plan
financing agreements  to  replace  the  products  that  were removed.  If the
agreements  with the remaining two floor plan lenders were  terminated,  this
would significantly  impact  the  Company's ability to obtain inventory which
would adversely affect operating results.

      The Company has also obtained  debtor  in  possession ("DIP") financing
from the two remaining floor plan lenders in the form  of a $1.5 million line
of credit which had an outstanding balance of $1.5 million  at  May 31, 1998.
The  line of credit financing agreement contains certain covenants,  a  cross
default  clause  with  all  other  debt  instruments  of  the Company, and it
prohibits  the  Company from spending more than $50,000 per year  on  capital
expenditures without approval.  As of August 31, 1997, the Company was not in
compliance with certain  covenants  contained  in  this  agreement,  but  the
Company has obtained the forbearance agreements discussed above.  However, as
previously  discussed,  the  default  under the floor plan agreements and the
existence of a cross default provision  in  the  line of credit has created a
default under the line of credit.  The Board of Directors  and  Management of
the Company have made a decision not to pursue further forbearance agreements
or  waivers.   This  has  had  no  effect  upon  the  classification  of  the
outstanding  balance on the line of credit, as it is ordinarily classified as
a current liability.

      On June  18,  1998,  the  Company obtained an additional line of credit
totaling  $750,000  from  one of the  DIP  lenders,  and  the  proceeds  were
immediately used to pay down  a  portion  of  the  floor  plan lender payment
shortfalls.   The agreement calls for monthly payments of interest  at  prime
plus 3%.  Monthly principal payments of $25,000 are required beginning August
15, 1998, and the remaining balance is due January 31, 1999.

(4)   Income Taxes

      The Company's  effective  income  tax  rate was 0% for the three months
ended May 31, 1998 and May 31, 1997. These effective  tax  rates are due to a
valuation  allowance  recorded  by the Company for that portion  of  the  net
deferred  tax  asset that cannot be  realized  by  carrybacks  or  offsetting
deferred tax liabilities.   The  valuation  allowance  is based upon the fact
that sufficient positive evidence does not exist, as defined  in Statement of
Financial   Accounting  Standards  No.  109,  Accounting  for  Income  Taxes,
regarding the  Company's  ability  to realize certain deferred tax assets and
carryforward items.

(5)   Earnings Per Share

      The  Company  has  adopted the provisions  of  Statement  of  Financial
Accounting Standards No. 128  "Earnings  Per  Share"  ("SFAS  No.  128")  and
accordingly  has  included  a dual presentation of basic and diluted earnings
per share on its statement of  operations.  Basic earnings per share excludes
dilution and is computed by dividing  income available to common stockholders
by the weighted average number of common  shares  outstanding for the period.
Diluted earnings per share reflects the potential dilution  that  could occur
if  securities  or  other  contracts to issue common stock were exercised  or
converted into common stock  or resulted in the issuance of common stock that
then shared in the earnings of  the  entity, assuming no antidilution.  Stock
options issued under the Company's Stock  Incentive  Plan  as of May 31, 1998
and 1997, were not included in the computation of diluted earnings  per share
as  the  effect  would  have  been antidilutive.  All prior periods have been
restated in accordance with SFAS No. 128.

(6)   Contingencies and Commitments

      In the normal course of business,  the  Company  is involved in various
legal proceedings.  Based upon the Company's evaluation  of  the  information
presently available, management believes that the ultimate resolution  of any
such  proceedings  will  not  have a material adverse effect on the Company's
financial position, liquidity or results of operation.

      Under Chapter 11, substantially  all  pending litigation and collection
of outstanding claims against the Company at  the  date  of  the  filings are
stayed   while  the  Company  continues  business  operations  as  debtor-in-
possession.   As  debtor-in-possession  under  Chapter  11,  the  Company  is
authorized  to  operate  its  business, but it may not engage in transactions
outside the ordinary course of  business  without  first  complying  with the
notice and hearing provisions of the Bankruptcy Code and obtaining Bankruptcy
Court approval where and when necessary.

      During  fiscal  years  1998  and  1999, the Company's existing computer
software systems will need to be evaluated  and computer programs upgraded or
amended to be year 2000 compliant.  The cost  of this effort has not yet been
determined.

      At May 31, 1998, there was a balance of $117,000 in U.S. Treasury Bills
which  were  pledged to support certain executive  employment  and  severance
agreements.

      On July  8,  1998,  the  Company  received  notice from its independent
credit  card bank that provides financing to customers  under  the  Company's
"Campo" private  label  credit card program that the bank was terminating its
agreement with the Company  effective  October  10, 1998.  The agreement gave
the  bank the right to terminate this agreement at  any  time  with  90  days
notice.    The  Company  is  in  the  process  of  negotiating  with  another
independent  party  to  provide  financing  of  a  private  label credit card
program.

(7)   New Accounting Standards

      Statement   of  Financial  Accounting  Standards  No.  130,  "Reporting
Comprehensive Income," is required to be implemented during the first quarter
of  the Company's fiscal  year  ending  August  31,  1999  and  Statement  of
Financial  Accounting  Standards  No.  131,  "Disclosure about Segments of an
Enterprise and Related Information," and Statement  of  Financial  Accounting
Standards   No.   132   "Employer's   Disclosures  about  Pension  and  Other
Postretirement Benefits" are required to  be implemented during the Company's
fiscal year ending August 31, 1999.  Management  believes  adoption  of these
statements  will  have a financial statement disclosure impact only and  will
not have a material effect on the Company's financial position, operations or
cash flows.



      

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS


General Overview

      The Company experienced comparable store sales declines of 16.7% during
the quarter ended May  31,  1998  as  compared  to the same period last year.
Comparable store sales declined by 21.3% during the nine months ended May 31,
1998  as compared to the same period last year.  The  decline  in  comparable
store sales  reflects the combined impact of increased competition in many of
the Company's principal markets, a decision by some consumers not to purchase
durable goods  from a company in Chapter 11 reorganization, a slowdown in the
development of new  products  in  consumer  electronic categories and reduced
spending levels of consumers for non-essential  goods.   The  decrease in net
sales for the three and nine months ended May 31, 1998 is attributable to the
comparable store sales decline together with the closure of 11  stores during
fiscal 1997.

      Net  loss  before  income taxes and reorganization items for the  three
months ended May 31, 1998  and 1997 was ($3.2 million) or (9.8)% of net sales
and ($8.0 million) or (15.6%)  of  net sales, respectively.  During the third
quarter of 1998 and the third quarter  of  1997, the Company recorded certain
non-recurring   charges   affecting  net  loss  before   income   taxes   and
reorganization  items  totaling  approximately  $422,000  and  $4.0  million,
respectively.  Without the  effect  of  these charges, net loss before income
taxes and reorganization items would have  been  ($2.8  million) or (8.5%) of
net sales in the third quarter of 1998 and ($4.0 million)  or  (7.9%)  of net
sales  in  the  third  quarter of the prior year.  The remaining $1.2 million
loss reduction in the third  quarter  of  1998 compared to the same period of
the prior year was due primarily to an increase  in the gross margin percent,
which was offset by increases in selling, general and administrative expenses
and  interest  expense  as  a  percentage  of  net sales.   See  "Results  of
Operations" for a further discussion of the increases  in  these percentages.
Net loss (after income taxes and reorganization items) for the  three  months
ended  May  31,  1998 and May 31, 1997 was ($3.7 million) and ($8.5 million),
respectively.  The  Company  incurred  reorganization expenses of $493,000 in
the third quarter of fiscal 1998 and $544,000  in the third quarter of fiscal
1997.  The 1998 amount included a $250,000 provision  for  the write down and
return  of inventories of discontinued products to a floor plan  lender  more
fully explained in Note 3 to the Financial Statements.

      Net  loss  before  income  taxes  and reorganization items for the nine
months ended May 31, 1998 was ($4.1 million)  or  (3.6%)  of  net  sales  and
($20.5 million) or (10.5%) of net sales, respectively.  During the second and
third quarters of fiscal 1998 and the same period in fiscal 1997, the Company
recorded certain non-recurring charges affecting net loss before income taxes
and  reorganization  items totaling approximately $422,000 and $13.3 million,
respectively.  Without  the  effect  of these charges, net loss before income
taxes and reorganization items would have  been  ($3.7  million) or (3.2%) of
net sales for the nine months ended May 31, 1998 and ($7.2 million) or (3.7%)
of  net  sales  for the nine months ended May 31, 1997.  The  remaining  $3.5
million loss reduction in the first three quarters of fiscal 1998 compared to
the same period of the prior year was due primarily to a significant increase
in the gross margin  percent,  which  was  partially  offset  by increases in
selling,  general  and  administrative  expenses  and interest expense  as  a
percentage  of  net  sales.   See  "Results  of  Operations"  for  a  further
discussion of the increases in these percentages.

      Following the filing of its Chapter 11 petition  on  June  4, 1997, the
Company closed nine stores and one distribution center in July 1997.  It also
had previously closed two stores in January 1997.  The Shreveport,  Louisiana
warehouse  was  closed  in  October  1997,  and the inventory was moved to  a
smaller  leased  warehouse  that  is  adjacent  to  the  Company's  remaining
warehouse located in Harahan (greater New Orleans), Louisiana.

      Campo  has  implemented  a  number of changes to  reduce  its  variable
expense structure in line with declining  sales  revenues.   The  Company has
examined  closely its operations at all levels to identify opportunities  for
expense  reduction  and  has  streamlined  its  corporate  structure  through
significant staff reductions in administrative positions.  In order to reduce
advertising  expenditures,  the  Company  has reduced the number of pages and
frequency of its advertising tabloids.  Campo  has  outsourced functions that
can  be  handled  by  a  third  party  more efficiently, such  as  facilities
management and extended warranty claims administration.

      During  the  first  nine  months  of fiscal  1998,  the  Company's  new
management team implemented a number of cost  reduction  measures and changes
that should result in significant savings for the Company in the future.  The
sales  associate  commission  program  and  the extended warranty  commission
program were changed and reduced to be consistent  with  the commission plans
offered by the Company's competitors.  Store payrolls were  put under tighter
control  and corporate office payroll was reduced further through  additional
position eliminations.   Beginning  in  the third quarter of fiscal 1998, the
Company  initiated  a  total customer satisfaction  guarantee  strategy  that
includes a number of programs  designed  to  improve the Company's image with
its customers and increase sales.  In the third  quarter of 1998, the Company
also  replaced  a  local outside advertising agency with  a  larger  regional
agency in order to improve  the  Company's media buying power and gain access
to greater creative resources.  The  function  of  television ad creation was
moved from an in-house department, which was eliminated,  to  this new agency
in order to reduce costs and improve the effectiveness of the resulting ads.

Results of Operations

      The following table sets forth, for the periods indicated, the relative
percentages that certain income and expense items bear to net sales:

<TABLE>
<CAPTION>
  
                                               Three Months Ended     Nine Months Ended
                                              May 31,    May 31,     May 31,     May 31,
                                              1998       1997        1998        1997    
<S>                                           <C>        <C>         <C>         <C>
Net sales                                     100.00%    100.00%     100.00%     100.00%
Cost of sales                                  79.31      83.92       77.56       83.21
                                              -------    -------     -------     -------
Gross profit                                   20.69      16.08       22.44       16.79
Selling, general and administrative expense    27.31      27.85       24.74       25.80    
                                              -------    -------     -------     -------
Operating loss                                 (6.62)    (11.77)      (2.30)      (9.01) 

Interest expense                               (1.96)     (1.59)      (1.36)      (0.91) 
Interest income                                 0.01       0.02        0.02        0.04   
Other income (expense), net                    (1.25)     (2.26)       0.02       (0.61) 
                                              -------    -------     -------     -------
                                               (3.20)     (3.83)      (1.32)      (1.48)
                                              -------    -------     -------     -------
Loss before income taxes and
   reorganization items                        (9.82)    (15.60)      (3.62)     (10.49)
Expense from reorganization items              (1.52)     (1.06)      (0.89)      (0.28) 
Income tax expense                               -          0           -         (1.38)
                                              -------    -------     -------     -------
Net loss                                      (11.34)%   (16.66)%     (4.51)%    (12.15)%
                                              =======    =======     =======     =======
</TABLE>

Three Months Ended May 31, 1998 as Compared to Three Months Ended May 31, 1997

       Net sales  for  the  three months ended May 31, 1998 decreased 36.3% to
$32.5 million  compared  to  $51.0  million  for  the  same  period  in  1997.
Comparable retail store  sales  for  the  three  months  ended  May  31,  1998
decreased by 16.7%.  The decline in sales  reflects  the  combined  impact  of
increased  competition in many of the Company's principal markets, a  decision
by some consumers  not  to purchase durable goods from a company in Chapter 11
reorganization, a slowdown in the  development  of  new  products  in consumer
electronic  categories  and  reduced  spending  levels  by  consumers for non-
essential goods.

       Extended warranty revenue recognized  under  the  straight-line  method
(applicable to those extended warranty contracts sold prior to August 1, 1995)
was $799,000 and $1.4 million for the quarters ended May 31, 1998 and May  31,
1997,  respectively.   Extended  warranty expenses for these same periods were
$431,000 and $893,000, respectively,  before  any allocation of other selling,
general  and administrative expenses.   Since August  1,  1995,  all  extended
warranty service  contracts  have  been sold by the Company to an unaffiliated
third party.  The Company records the  sale  of  these  contracts,  net of any
related sales commissions and the fees paid to the third party, as a component
of  net  sales  and  immediately  recognizes  revenue  upon  the  sale of such
contracts.   Although  the  Company  sells these contracts at a discount,  the
amount  of the discount approximates the  cost  the  Company  would  incur  to
service these  contracts,  while  transferring  the full obligation for future
services to a third party.  Net revenue from extended  warranty contracts sold
to the third party for the quarters ended May 31, 1998 and  May  31,  1997 was
$1.4  million  and  $1.6 million, respectively.  As a percentage of total  net
sales, net revenue from  extended  warranty  contracts sold to the third party
for  the  three  months  ended  May  31,  1998 and 1997  was  4.4%  and  3.2%,
respectively.   The  increase  in this percentage  was  due  to  higher  sales
volumes, an increase in retail pricing  and extended warranty products offered
and a change in the warranty sales commission structure and amounts.

       Gross profit for the three months  ended  May 31, 1998 was $6.7 million
or 20.7% of net sales as compared to $8.2 million,  or  16.1% of net sales for
the comparable period in the prior year.  During the third  quarter  of  1997,
the  Company  recorded  certain  non-recurring  charges  that  resulted  in  a
reduction  in  gross margin of approximately $2.0 million.  Without the effect
of these charges,  the  gross  margin  percentage  would have been 20.0%.  The
remaining increase in the gross profit percentage of .7% was caused by several
factors.   The  raw  gross  margin percentage (before rebates,  discounts  and
inventory shrinkage) increased  by .1% due primarily to a shift in product mix
sold from lower margin computers  to  higher margin major appliances and video
products.   Vendor  rebates and co-operative  funds  increased  by  .5%  as  a
percentage of net sales  due to extensive efforts by the Company to pursue and
collect these funds.  The  gross margin dollars earned as a result of warranty
sales and deferred warranty income discussed above resulted in a 1.3% increase
in the overall gross margin percentage.  A physical inventory at the Company's
warehouse and at several stores  in  the  third  quarter  of  1998 revealed an
increase in inventory shrinkage of .4% of net sales when compared  to the same
period last year.  The Company also wrote off certain damaged and aged product
during  the third quarter of 1998, resulting in an increase in disposed  goods
expense of  1.0%  of  net  sales.  The remaining .2% net increase in the gross
margin percentage was due primarily  to  reduced  credit  card  promotions and
expense.

       Selling, general and administrative expenses were $8.9 million or 27.3%
of  net  sales  for the three months ended May 31, 1998 as compared  to  $14.2
million, or 27.9%  of  net  sales for the comparable period in the prior year.
During the third quarter of 1997,  the  Company recorded certain non-recurring
charges  in selling, general and administrative  expenses  totaling  $640,000.
Without  the   effect  of  these  charges,  these  expenses  would  have  been
approximately $13.6  million  or  26.6%  of  net  sales.   The .7% increase in
selling, general and administrative expenses as a percentage  of net sales was
caused  by  the  net effect of several items.  As a percentage of  net  sales,
payroll expense declined by 2.0%, advertising costs net of advertising rebates
increased by .6%,  credit  card  income  declined  by  1.4%,  outside delivery
expense  increased  by  .4%, and all other selling, general and administrative
expenses increased by .3%.

       Interest expense decreased  by  approximately  $172,000  in  the  three
months  ended  May  31,  1998  compared to the same period of the prior  year.
Interest expense is net of discount  income  received from floor plan lenders,
who pass along certain of the vendor discounts  on floor plan purchases to the
Company.  Interest expense decreased in the third  quarter  of fiscal 1998 due
to the net effect of a $278,000 decrease in gross interest expense,  which was
partially offset by a $106,000 decrease in discount income received from floor
plan lenders.  The decrease in gross interest expense was due to the effect of
principal payments made on long term debt prior to the Bankruptcy filing,  and
the  decrease  in  discount income was due to the reduced number of stores and
related volume of financed  inventory  purchases.  Other income (expense), net
for the third quarter of fiscal 1998 and  1997  included non-recurring charges
of $422,000 and $1.3 million, respectively.  Based  upon detailed analysis and
reconciliation work, the Company recorded the $422,000 non-recurring charge in
the  third quarter of 1998 to adjust the accounts payable-goods  received  but
not invoiced account.  A portion of this adjustment may relate to prior years.
Without the effect of the non-recurring charges in 1998 and 1997, other income
(expense),  net in the third quarter of fiscal 1998 decreased by approximately
$130,000 from the same period last year due to a decrease in rental income and
an increase in loss on disposal of fixed assets.

       Reorganization  expenses  totaled  approximately $493,000 for the third
quarter of fiscal 1998 and included a $250,000  provision  for  the write down
and  return  of  inventories of discontinued products to a floor  plan  lender
more fully explained  in  Note  3  to the Financial Statements and $243,000 in
legal  and  other  fees  and  expenses directly  related  to  the  Chapter  11
proceedings.

       The Company's effective  income  tax  rate  was 0% for the three months
ended May 31, 1998 and May 31, 1997. These effective  tax  rates  are due to a
valuation  allowance  recorded  by  the  Company  for that portion of the  net
deferred  tax  asset  that  cannot  be  realized by carrybacks  or  offsetting
deferred tax liabilities.  The valuation allowance is based upon the fact that
sufficient  positive  evidence does not exist,  as  defined  in  Statement  of
Financial  Accounting  Standards   No.   109,  Accounting  for  Income  Taxes,
regarding the Company's ability to realize  certain  deferred  tax  assets and
carryforward items.

Nine Months Ended May 31, 1998 as Compared to Nine Months Ended May 31, 1997

       Net  sales  for  the nine months ended May 31, 1998 decreased 41.3%  to
$114.5 compared to $195.1  million  for  the  same period in 1997.  Comparable
retail store sales for the nine months ended May  31, 1998 decreased by 21.3%.
The decline in sales reflects the combined impact of  increased competition in
many of the Company's principal markets, a decision by  some  consumers not to
purchase durable goods from a company in Chapter 11 reorganization, a slowdown
in  the  development  of  new  products in consumer electronic categories  and
reduced spending levels by consumers for non-essential goods.

       Extended warranty revenue  recognized  under  the  straight-line method
(applicable to those extended warranty contracts sold prior to August 1, 1995)
was $2.8 million and $4.6 million for the nine months ended  May  31, 1998 and
May 31, 1997, respectively.  Extended warranty expenses for these same periods
were  $1.5  million  and $2.9 million, respectively, before any allocation  of
other selling, general and administrative expenses.  Net revenue from extended
warranty contracts sold  to  the third party for the nine months ended May 31,
1998 and May 31, 1997 was $5.0  million  and  $5.8 million, respectively. As a
percentage of total net sales, net revenue from  extended  warranty  contracts
sold  to  the third party for the nine months ended May 31, 1998 and 1997  was
4.3% and 3.0%,  respectively.   The  increase  in  this  percentage was due to
higher  sales  volumes,  an  increase in retail pricing and extended  warranty
products offered and a change  in  the warranty sales commission structure and
amounts.

       Gross profit for the nine months  ended  May 31, 1998 was $25.7 million
or 22.4% of net sales as compared to $32.8 million,  or 16.8% of net sales for
the comparable period in the prior year.  During the second and third quarters
of  fiscal  1997,  the  Company  recorded certain non-recurring  charges  that
resulted  in  a  reduction  in gross margin  of  approximately  $4.1  million.
Without the effect of these charges, the overall gross margin percentage would
have been 18.9% of net sales  in the prior year, and the increase in the gross
margin percentage would be 3.5% of net sales.  The raw gross margin percentage
(before rebates, discounts and  inventory  shrinkage)  increased  by  .8%  due
primarily to a shift in product mix sold from lower margin computers to higher
margin  major  appliances.  Vendor rebates and co-operative funds increased by
1.0% as a percentage  of  net sales due to extensive efforts by the Company to
pursue and collect these funds.  The gross margin dollars earned as  a  result
of warranty sales and deferred warranty  income  discussed above resulted in a
1.7% increase in the overall gross margin percentage.

       Selling, general and administrative  expenses  were  $28.3  million  or
24.7% of net sales for the nine months ended May 31, 1998 as compared to $50.3
million, or 25.8%  of net sales for the comparable period in the  prior  year.
During  the second and  third  quarters  of fiscal 1997, the Company  recorded
certain non-recurring charges in selling, general and administrative  expenses
totaling approximately $7.5 million.   Without  the  effect  of these charges,
these expenses would have been approximately $42.8 million  or  21.9%  of  net
sales.  The 2.8% increase  in  selling,  general  and  administrative expenses
as a percentage of net sales was caused by the net effect  of  several  items.
As a percent of net  sales,  advertising  costs  net  of  advertising  rebates
increased by 1.2%, credit card income declined by  .6%,  depreciation  expense
increased by .4%, outside delivery expense increased by  .2%,  and  all  other
selling, general and administrative expenses increased by .4%.

       Other income (expense), net for the nine months ended May 31, 1998  and
May  31,  1997  included non-recurring charges totaling approximately $422,000
and $1.6 million,  respectively.   Without the effect of these charges in 1998
and 1997, other income (expense), net  in  the  nine months ended May 31, 1998
increased by approximately $54,000 from the same period last year.

       Reorganization expenses totaled approximately  $1.1  million during the
first  nine  months  of  fiscal  1998.   These  expenses  included a  $250,000
provision  for  the  write  down  and  return  of  inventories of discontinued
products  to  a  floor  plan lender more fully explained  in  Note  3  to  the
Financial Statements, a $200,000  loss realized on the sale of a closed store,
and $633,000 in legal and other fees  and  expenses  directly  related  to the
Chapter 11 proceedings.

       The Company's effective income tax rate was 0% and (12.8%) for the nine
months ended May 31, 1998 and May 31, 1997, respectively.  These effective tax
rates  are  due  to  a  valuation  allowance  recorded by the Company for that
portion of the net deferred tax asset that cannot be realized by carrybacks or
offsetting deferred tax liabilities.  The valuation  allowance  is  based upon
the  fact  that  sufficient  positive  evidence does not exist, as defined  in
Statement of Financial Accounting Standards  No.  109,  Accounting  for Income
Taxes, regarding the Company's ability to realize certain deferred tax  assets
and carryforward items.

Liquidity and Capital Resources

       Historically, the Company's primary sources of liquidity have been from
cash  from  operations,  revolving  lines  of  credit,  and from the Company's
initial  and  secondary  public  offerings.   Net cash provided  by  operating
activities was $349,000 for the nine months ended May 31, 1998, as compared to
cash used in operating activities of $(1.2) million  for the nine months ended
May 31, 1997.  The increase in cash provided by operating  activities  for the
nine  months ended May 31, 1998 was due primarily to the net effect of a  $5.2
million  net  loss,  $2.4  million  in  depreciation  expense,  a $1.1 million
provision for uncollectible receivables, a $1.7 million reduction  in accounts
receivable, a $1.9 million increase in inventories, a $5.9 million increase in
accounts payable - floor plan, a $1.2 million decrease in accrued expenses and
a  $2.2  million  decrease  in  deferred  revenues.  The reduction in accounts
receivable was primarily due to collection  of  $1.5  million  in  federal and
state income tax receivables. The increase in inventories was due to  seasonal
purchases  of  room  air  conditioners, and this was financed through accounts
payable - floor plan. Accounts  payable - floor plan also increased due to the
timing of disbursements and a cash  shortfall  and related overdue payments to
the  floor  plan  lenders  described  in Note 3 to the  financial  statements.
Accrued  expenses  decreased  because of a  reduction  in  accrued  warranties
payable and a reduction in unfinalized  sales  (to be delivered) at month-end.
The  decrease  in  deferred  revenues  was caused by  normal  amortization  of
deferred warranty income related to contracts sold prior to August 1, 1995.

       The Company incurred capital expenditures  of  $54,000 and $1.7 million
during  the  nine  months  ended  May  31,  1998 and 1997, respectively.   The
expenditures in 1997 were primarily in connection  with new computer equipment
and software purchases and leasehold improvements funded  with  mostly  short-
term borrowings.

       Long-term  debt  as  of  May 31, 1998 consisted of four term loans, two
with a bank group, and the others with financial institutions.  The first loan
agreement with the bank group was  amended on June 25, 1997 to consolidate the
note with the outstanding balance on  the then existing line of credit, extend
the term of the note to 36 months, and  change  the  interest rate to 9%.  The
amendment  specified  that interest only payments are due  quarterly  for  the
first year, with nine fixed  quarterly  principal  payments  of  $223,000 plus
accrued  interest  to begin after one year.  A balloon payment is due  on  the
remaining balance of  the note at June 27, 2000.  Outstanding amounts pursuant
to this agreement are collateralized by the Company's real estate.   On May 6,
1998, the Company sold a  closed  store  property  and  made  a  $2.4  million
principal payment on this loan from the proceeds of that sale.  The bank group
has agreed to defer the quarterly principal payment of $223,000 that  was  due
on June 1, 1998 until the balloon payment due June 27,  2000  subject  to  the
satisfaction of certain terms and conditions that will be included in a motion
to be filed  with  the Bankruptcy Court for approval.  They also agreed to re-
amortize the loan balance  taking  into  account  the  property sale discussed
above,  and  this  has  resulted in a revised quarterly principal  payment  of
$203,000 beginning September  1,  1998.  The agreement was subject to approval
by the Bankruptcy Court of the additional $750,000 line of credit financing by
one of the floor plan lenders discussed  below and the payment of certain bank
group legal fees and expenses totaling $57,000.  Notes  are  to  be issued for
these  legal  fees  bearing  interest at 9.5% and calling for  a $10,000  down
payment, $5,000 per month for  three  months  beginning  the first month after
Bankruptcy  Court  approval, and $2,000 per month thereafter  with  a  balloon
payment due June 27,  2000.  The  outstanding principal balance and applicable
interest rate on the first loan as  of May 31, 1998 were $16.0 million and 9%,
respectively.   The second term loan  was  established  by  the  bank group on
January  1,  1998  covering  prior legal fees in the total amount of $191,000.
These notes call for monthly payments  of principal and interest of $2,500 per
month from January 1, 1998 through June 1, 1998, $5,000 per month from July 1,
1998 through June 1, 2000, and a balloon  payment  on  June  27,  2000.    The
outstanding principal balance and applicable interest rate on these additional
notes as of May 31, 1998 were $186,000 and 9.5%, respectively.

       The   first  term  loan  with  the  banks  contains  certain  reporting
requirements and  restrictive  covenants which require the Company to maintain
certain minimum annual earnings  levels and working capital levels.  This term
loan also contains a cross default  provision  with all other debt instruments
of  the  Company  and  a  provision which prohibits the  Company  from  paying
dividends on its common stock.   As of August 31, 1997, the Company was not in
compliance with certain of the covenants  contained in the bank term loan, and
was in default of this agreement due to these  violations  as  well as certain
cross default provisions.  However, on December 12, 1997 the Company  obtained
the  agreement  of  the  lenders  to  forebear  through  September 1, 1998 the
enforcement  of  their  rights  and  remedies  under  the term loan  agreement
contingent  upon  the  approval  by the Bankruptcy Court of  this  forbearance
agreement and an agreement requiring  the  payment  by  the Company of certain
professional  fees  to  the  banks.  The Bankruptcy Court has  approved  these
agreements.  The forbearance agreement  also  provides  that  the lenders will
forebear  the  enforcement  of their rights and remedies through September  1,
1998 if the Company were to violate  certain  financial  covenants relating to
minimum annual earnings and working capital levels during  that  period, which
the  Company does not expect to comply with in the upcoming fiscal  year.   On
January  12, 1998, the Company obtained the agreement of the lenders to extend
the forbearance  of  their  rights  and remedies related to the prior defaults
discussed  above  and  the  potential future  defaults  of  certain  financial
covenants through December 1, 1998.

       During  the  third quarter,  due  to  a  cash  shortfall,  the  Company
defaulted on certain  of  its  normal  daily  payments  to the four floor plan
lenders.  Because of cross default provisions in the first  term loan with the
banks, these late payments to floor plan lenders have created  a default under
this term loan.  The total amount of the defaulted payments to the  floor plan
lenders  fluctuates  on  a daily basis based upon cash available for payments.
As of May 31, 1998, the total  amount  of  these  defaulted  payments  due was
approximately  $2.3  million.  Because of the legal and other costs associated
with obtaining further forbearance agreements or waivers from either the banks
or  the  floor plan lenders,  the  Board  of  Directors  of  the  Company  and
Management  made  a  decision  not  to  pursue further forbearance agreements,
amendments or waivers.  This has resulted  in  the  Company  being required by
generally  accepted  accounting principles to reclassify the entire  principal
balance of the bank term  loan  as  a  current  liability  on the May 31, 1998
balance  sheet.   It  should  be  noted that the banks have taken  no  actions
against the Company to exercise their  rights  under the default provisions of
the agreements or to accelerate any of the required payments.

       The principal balance of the first of the  other  term  loans  was $3.7
million as of May 31, 1998 and this note is carried as a liability subject  to
compromise.  The  secured  and  unsecured  portions of this debt are yet to be
determined, and this debt does not accrue interest  while  the  Company  is in
Chapter 11.  On March 5, 1998, the Company agreed to pay the lender $5,000 per
month  effective  February 10, 1998 to compensate the lender for the estimated
depreciation in the  value  of  the  equipment  and fixtures which secure this
loan,  and  this  agreement  was  approved  by  the Bankruptcy  Court.   At  a
subsequent  Bankruptcy Court hearing, this payment  amount  was  increased  to
$6,250  per month  effective  April  10,  1998.   This agreement is subject to
change  in  a  future Bankruptcy Court hearing to determine  the  secured  and
unsecured portions  of  this  debt.  The  furniture, fixtures and equipment at
various  locations  leased  by the Company collateralize  outstanding  amounts
pursuant to this agreement.   The  second of the other term loans was $224,000
as of May 31, 1998, and accrues interest  payable monthly at an annual rate of
9%.  The note is divided equally between two  instruments, one with a maturity
date of September 1, 1999, and the second with  a maturity date of December 1,
1999.  The note is secured by certain computer software.

       As of May 31, 1998, the Company also uses  several "floor plan" finance
companies to finance the majority of its inventory  purchases.   In  addition,
the  Company  finances  some  of  its inventory purchases through open-account
arrangements with various vendors.   The  Company  has  an aggregate borrowing
limit  with  the floor plan finance companies of approximately  $38.0  million
with outstanding  borrowings  being  collateralized with merchandise inventory
and vendor receivables.  Payment terms under these agreements are on a "pay as
sold" basis, with the Company being required  to  pay  down  indebtedness on a
daily basis as the financed goods are sold.  Each of the floor  plan financing
agreements  contains cross default clauses with all other debt instruments  of
the Company.   As  of  August  31, 1997 the Company was not in compliance with
several covenants contained in the  floor  plan  agreements  and  was  also in
default  of  those  floor  plan  agreements due to its failure to make certain
payments  required  by the agreements  relating  to  inventory  shortages  and
obsolescence identified by the Company.  The Company obtained waivers for some
of these violations and  as of December 11, 1997 had obtained the agreement of
each of the floor plan lenders  to forebear their rights and remedies pursuant
to  the  floor plan agreements subject  to:   (i)  the  Company's  payment  of
approximately  $1,654,000  in  principal, plus interest at the prime rate plus
3%, to the floor plan lenders at  various dates through December 15, 1998, and
(ii) the approval of these forbearance  agreements  by  the  Bankruptcy Court.
The  Bankruptcy Court subsequently approved these forbearance agreements.   As
previously  discussed,  beginning  in  March  1998, the Company failed to make
certain of its required payments to its floor plan  lenders  thereby resulting
in a default under the floor plan agreements.  Because of the  legal and other
costs associated with obtaining further forbearance agreements or waivers, the
Board of Directors and Management of the Company made a decision not to pursue
such  forbearance  agreement  or  waivers.   This  had  no  effect  upon   the
classification  of  the  Accounts  payable  -  floor plan, as it is ordinarily
classified as a current liability.

       On  April  27, 1998, one of the floor plan  lenders  issued  a  default
notice to the Company demanding payment of all past due amounts and indicating
that it would no longer  finance  future  purchases  of  inventory  under  the
financing  agreement.   On  May  1,  1998, this floor plan lender subsequently
agreed to finance future inventory purchases on a case by case basis while one
of the other floor plan lenders was pursuing  the  purchase of the first floor
plan lender's outstanding loans to the Company.  On  June 19, 1998, the second
floor plan lender did purchase these outstanding loans  from  the  first floor
plan lender, and is now providing inventory financing to the Company  for  the
products in question.

       On April 29, 1998, a third floor plan lender issued a default notice to
the  Company  demanding  payment  of  all  past  due amounts and return of its
collateral.   They subsequently agreed to continue  doing  business  with  the
Company while the Company was pursuing additional line of credit financing and
as long as the  shortfall  payment  amount  did  not exceed a specified level.
This shortfall maximum was maintained through payment  subsidies  agreed to by
the other floor plan lenders.  On June 10, 1998, the other floor plan  lenders
notified the Company that they would no longer subsidize payments to the third
floor  plan lender, and on June 11, 1998, the third floor plan lender demanded
return of its collateral in accordance with its inventory financing agreement.
The Company has since returned to the floor plan lender an amount of inventory
valued at  lower  of  cost  or  estimated  realizable  value  that the Company
estimates is adequate to cover the outstanding liability of approximately $1.3
million.  Proceeds from the sale of the remaining inventory under  this  floor
plan  are  being  segregated  in  a  separate  escrow  account pending a final
accounting and settlement with this floor plan lender.  The inventory products
financed by this floor plan lender comprise a small portion  of  the Company's
sales,  inventory,  and floor plan debt, and Management does not believe  that
lack of these products  will  have  a material effect on future results of the
Company.   Management  has also added additional  product  models  from  other
manufacturers under existing  floor  plan  financing agreements to replace the
products that were removed.  If the agreements  with  the  remaining two floor
plan  lenders were terminated, this would significantly impact  the  Company's
ability to obtain inventory which would adversely affect operating results.

       The  Company  has  also obtained debtor in possession ("DIP") financing
from the two remaining floor  plan  lenders in the form of a $1.5 million line
of credit which had an outstanding balance  of  $1.5 million at May 31,  1998.
The line of credit matures at December 31, 1998 and  bears  interest  at prime
plus  3%,  payable  monthly,  with  one  principal payment of $1.5 million due
December 31, 1998.  This line of credit, together with amounts owed under such
lenders' floor plan financing arrangements,  is  collateralized by merchandise
inventory, as well as by a broad lien on all of the  Company's  other  assets.
The  line  of  credit  financing agreement contains certain covenants, a cross
default  clause with all  other  debt  instruments  of  the  Company,  and  it
prohibits  the  Company  from  spending  more than $50,000 per year on capital
expenditures without approval.  As of August  31, 1997, the Company was not in
compliance with certain covenants contained in this agreement, but the Company
has  obtained  the  forbearance  agreements  discussed   above.   However,  as
previously  discussed,  the  default  under the floor plan agreements and  the
existence of a cross default provision  in  the  line  of credit has created a
default under the line of credit.  The Board of Directors  and  Management  of
the  Company have made a decision not to pursue further forbearance agreements
or waivers.  This has had no effect upon the classification of the outstanding
balance  on  the  line  of credit, as it is ordinarily classified as a current
liability.

       On June 18, 1998,  the  Company  obtained  an additional line of credit
totaling  $750,000  from  one  of  the  DIP  lenders, and  the  proceeds  were
immediately  used  to  pay down a portion of the  floor  plan  lender  payment
shortfalls.  The agreement  calls  for  monthly  payments of interest at prime
plus 3%.  Monthly principal payments of $25,000 are  required beginning August
15, 1998, and the remaining balance is due January 31, 1999.

       Net cash used in financing activities was $(4.0)  million  in  the nine
months  ended  May  31,  1998,  compared to $2.1 million provided by financing
activities in the nine months ended  May 31, 1997.  The primary use of cash in
the 1998 period consisted of principal  payments on the DIP line of credit and
on the bank group notes previously discussed.   The source of cash in the 1997
period resulted from borrowings under short-term borrowing arrangements.

       Since the Company filed for Chapter 11 reorganization,  it  has  closed
nine  stores and two warehouses, has cut corporate overhead expenses and store
operating  expenses,  and has initiated several strategies designed to improve
operating performance (as  more  fully  explained in "General Overview" and in
Item 1 of the Company's Annual Report on  Form  10-K  for fiscal 1997).  Based
upon  projections  of  its operating results, the Company  believes  that  its
existing funds, its operating  cash  flows,  the available DIP lines of credit
discussed in Note 3 to the financial statements,  and the vendor and inventory
financing arrangements including the defaulted payment  amounts currently owed
to the floor plan lenders as discussed in Note 3 are sufficient  on an overall
basis  to  satisfy  expected cash requirements during the remainder of  fiscal
1998.  However, as explained  in  Note  3  to  the  financial  statements, the
Company is in default with its two floor plan lenders due to its  inability to
pay  certain  amounts  due.   Also,  there  is no assurance that the Company's
projected operating results will be achieved  during fiscal 1998.  The Company
will likely require additional working capital  financing  in fiscal 1999, and
these needs are currently being discussed with the DIP lenders.

       On  December  16,  1997  the Company was notified by the  Nasdaq  Stock
Market, Inc. ("Nasdaq") that the  Company  does  not  meet  all of the listing
requirements  for continued listing on the Nasdaq National Market  based  upon
its financial statements  at August 31, 1997, and that Nasdaq was commencing a
review of the Company's eligibility  for  continued  listing.   On January 12,
1998,  the  Company  was  notified  by  Nasdaq that its Common Stock would  be
delisted on January 19, 1998 unless the Company  pursued  Nasdaq's  procedural
remedies.   The  Company  requested  a  written submission hearing before  the
Nasdaq Listing Qualifications Panel, and  this  hearing took place on February
19,  1998.   On  March 9, 1998, the Company was notified  that  the  Company's
Common Stock would  be  delisted  from  Nasdaq  effective immediately with the
close of business on March 9, 1998.  The Company's  Common Stock is now traded
on the Over the Counter Bulletin Board.

       During  fiscal  years  1998 and 1999, the Company's  existing  computer
software will need to be evaluated  and  computer programs upgraded or amended
to  be  year  2000  compliant.   The cost of this  effort  has  not  yet  been
determined.

       Statement  of  Financial  Accounting   Standards  No.  130,  "Reporting
Comprehensive Income," is required to be implemented  during the first quarter
of the Company's fiscal year ending August 31, 1999 and Statement of Financial
Accounting Standards No. 131, "Disclosure about Segments  of an Enterprise and
Related Information," and Statement of Financial Accounting Standards No. 132,
"Employer's Disclosures about Pension and Other Postretirement  Benefits," are
required to be implemented during the Company's fiscal year ending  August 31,
1999.   Management believes adoption of these statements will have a financial
statement  disclosure  impact  only and will not have a material effect on the
Company's financial position, operations or cash flows.

Impact of Inflation

       In management's opinion, inflation has not had a material impact on the
Company's financial results for  the  three and nine months ended May 31, 1998
and May 31, 1997. Technological advances  coupled  with  increased competition
have  caused  prices  on  many  of  the Company's products to decline.   Those
products that have increased in price have in most cases done so in proportion
to current inflation rates.  Management  does  not  anticipate  that inflation
will have a material impact on the Company's financial results in the future.

Forward-Looking Statements

       This  report  contains  forward-looking statements (as defined  in  the
Private Securities Litigation Reform  Act  of 1995) representing the Company's
current  expectations,  beliefs,  estimates  or   intentions   concerning  the
Company's  future  performance and operating results, its products,  services,
markets and industry,  and/or  future  events  relating  to  or  effecting the
Company and its business and operations.  When used in this report,  the words
"believes,"  "estimates,"  "plans,"  "expects," "intends," "anticipates,"  and
similar expressions as they relate to  the  Company  are  intended to identify
forward-looking   statements.    Although  the  Company  believes   that   the
expectations reflected in such forward-looking  statements  are reasonable, it
can give no assurance that such expectations will prove to have  been correct.
Important  factors  that  could  cause actual results or achievements  of  the
Company  to differ materially from  those  indicated  by  the  forward-looking
statements  include,  without  limitation,  the effectiveness of the Company's
business  and  marketing strategies, the product  mix  sold  by  the  Company,
customer demand,  availability  of  existing and new merchandise from, and the
establishment  and  maintenance  of  relationships   with,   suppliers,  price
competition  for  products  and  services  sold by the Company, management  of
expenses,  gross  profit  margins, availability  and  terms  of  financing  to
refinance or repay existing financings or to fund capital needs, the continued
and  anticipated  growth  of  the   retail  home  entertainment  and  consumer
electronics industry, a change in interest  rates, exchange rate fluctuations,
the seasonality of the Company's business and  the  other  risks  and  factors
detailed  in  this  report  and  in  the Company's other filings with the SEC.
These  risks  and uncertainties are beyond  the  ability  of  the  Company  to
control.  In many  cases,  the  Company  cannot  predict  all of the risks and
uncertainties that could cause actual results to differ materially  from those
indicated  by  the forward-looking statements.  All forward-looking statements
in this report are  expressly  qualified  in  their entirety by the cautionary
statements in this paragraph.


        

                          PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

       There have been no material developments  during the three months ended
May 31, 1998.

Item 6.  Exhibits and Reports on Form 8-K

(a)Exhibits

   3.1   Amended   and  Restated  Articles  of  Incorporation   of   the
         Company(1),  as  amended by Articles of Amendment dated January
         3, 1995(2).

   3.2   Composite By-laws of the Company, as of October 4, 1996.(3)

   27    Financial Data Schedule
   __________

   (1)Incorporated  by  reference   from   the   Company's  Registration
         Statement  on Form S-1 (Registration No. 33-56796)  filed  with
         the Commission on January 6, 1993.
   (2)Incorporated by  reference  from the Company's Quarterly Report on
         Form 10-Q for the fiscal quarter ended February 28, 1995.
   (3)Incorporated by reference from  the  Company's Quarterly Report on
         Form 10-Q for the fiscal quarter ended November 30, 1996.

(b)Reports on Form 8-K.
   No reports on Form 8-K were filed during  the  three months ended May
   31, 1998.



              CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.


                                  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 thereunto duly authorized.




                           CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.





                                    /s/ William E. Wulfers
                              William E. Wulfers
                              President and Chief Executive Officer




                                    /s/ Michael  G. Ware
                              Michael G. Ware
                              Chief Financial Officer and Secretary


             July 20, 1998