<PAGE>

                                    United States
                          Securities and Exchange Commission
                               Washington, D.C.  20549

                                      Form 10-Q

(Mark One)

[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

For the quarterly period ended January 31, 1998

                                          or

[ ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934

Commission File Number:  0-21683

                            Unity First Acquisition Corp.
                (Exact name of registrant as specified in its charter)

     Delaware                                             13-3899021
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                         Identification No.)

245 Fifth Avenue, Suite 1500
New York, New York                                            10016
(Address of principal executive offices)                    (Zip Code)

                                    (212) 696-4282
                 (Registrant's telephone number, including area code)


                (Former name, former address and former fiscal year, 
                            if changed since last report)

     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.                   [X] Yes   [ ] No

                  Applicable Only to Issuers Involved in Bankruptcy
                     Proceeding During the Preceding Five Years:

     Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.                                       [ ] Yes   [ ] No

                        Applicable Only to Corporate Issuers:

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

     1,875,000 shares of Common Stock at March 16, 1998

<PAGE>

                            PART I - FINANCIAL INFORMATION


Item 1.   Financial Statements

          The condensed financial statements included herein have been prepared
by Unity First Acquisition Corp. (the "Company"), without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission.  While certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, the Company
believes that the disclosures made herein are adequate to make the information
presented not misleading.


















                                          2
<PAGE>


                           UNITY FIRST ACQUISITION CORP.
                            (A DEVELOPMENT STAGE ENTITY)
                                          
                                   BALANCE SHEETS


================================================================================

                                        ASSETS
                                        ------

                                             January 31, 1998     July 31, 1997
                                               (Unaudited)

Cash and cash equivalents                      $    131,718       $    266,533
Restricted cash and investments                   6,343,621          6,198,488
                                               ------------       ------------

     TOTAL ASSETS                              $  6,475,339       $  6,465,021
                                               ------------       ------------
                                               ------------       ------------

                         LIABILITIES AND SHAREHOLDERS' EQUITY
                         ------------------------------------

LIABILITIES:
 Accrued expenses                              $     47,426       $     67,634
 Income taxes payable                                 3,575              3,575
                                               ------------       ------------

TOTAL LIABILITIES                                    51,001             71,209
                                               ------------       ------------

COMMITMENTS AND CONTINGENCIES

Common stock, $.0001 par value,
  249,875 shares subject to possible
  conversion, at conversion value                 1,268,116          1,239,380
                                               ------------       ------------
SHAREHOLDERS' EQUITY:
 Preferred stock, $.01 par value,
   5,000 shares authorized, no shares
   issued or outstanding                              -                  -
 Common stock, $.0001 par value,
   20,000,000 shares authorized, 
   1,625,125 shares issued and 
   outstanding (excluding 249,875
   shares subject to possible conversion)               163                163
 Additional paid-in capital                       5,133,896          5,162,632
 Retained earnings (deficit)accumulated
   during the development stage                      22,163             (8,363)
                                               ------------       ------------

     TOTAL SHAREHOLDERS' EQUITY                   5,156,222          5,154,432
                                               ------------       ------------

          TOTAL LIABILITIES AND
             SHAREHOLDERS' EQUITY              $  6,475,339       $  6,465,021
                                               ------------       ------------
                                               ------------       ------------


                  See Selected Notes to Financial Statements


                                          3
<PAGE>

                           UNITY FIRST ACQUISITION CORP.
                            (A DEVELOPMENT STAGE ENTITY)
                                          
                              STATEMENTS OF OPERATIONS
                                    (UNAUDITED)

================================================================================
<TABLE> 
<CAPTION>
                                        For The                       For The              Cumulative
                                    Six Months Ended             Three Months Ended         Amounts
                                      January 31,                   January 31,          from Inception
                               ------------------------      ------------------------    --------------
                                 1998           1997           1998           1997
                               ---------      ---------      ---------      ---------
<S>                            <C>            <C>            <C>            <C>            <C>
REVENUES                       $    -         $    -         $    -         $    -         $    -   
                               ---------      ---------      ---------      ---------      ---------

EXPENSES:
 General and administrative      110,100         78,707         54,144         56,207        317,589
                               ---------      ---------      ---------      ---------      ---------

OTHER INCOME:
  Interest and dividends         149,594         67,698         74,070         67,698        352,295
                               ---------      ---------      ---------      ---------      ---------

OPERATING INCOME (LOSS)           39,494        (11,009)        19,926         11,491         34,706

PROVISION FOR INCOME TAXES         8,968           -             1,105            -           12,543
                               ---------      ---------      ---------      ---------      ---------

NET INCOME (LOSS)              $  30,526     $  (11,009)     $  18,821      $  11,491      $  22,163
                               ---------      ---------      ---------      ---------      ---------
                               ---------      ---------      ---------      ---------      ---------
NET INCOME (LOSS) PER
 COMMON SHARE                     $  .02        $  (.01)        $  .01         $  .01
                               ---------      ---------      ---------      ---------
                               ---------      ---------      ---------      ---------

WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING     1,875,000        871,527      1,875,000      1,118,056
                               ---------      ---------      ---------      ---------
                               ---------      ---------      ---------      ---------

                   See Selected Notes to Financial Statements

</TABLE>

                                                      4
<PAGE>

                         UNITY FIRST ACQUISITION CORP.
                         (A DEVELOPMENT STAGE ENTITY)

                   STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
                    FOR THE SIX MONTHS ENDED JANUARY 31, 1998
                                 (UNAUDITED)
================================================================================
<TABLE>
<CAPTION>
                                                             Retained Earnings
                                                                 (Deficit)
                                                                Accumulated
                          Common Stock            Additional     During the
                    -------------------------       Paid-In     Development
                      Shares       Par Value        Capital         Stage         Total
                    ----------     ----------     ----------     ----------     ----------
<S>                 <C>            <C>            <C>            <C>            <C>
Balance, 
 August 1, 1997      1,875,000     $      163     $5,162,632     $   (8,363)    $5,154,432

Net income for the
 six months ended
 January 31, 1998         -              -              -            30,526         30,526

Increase in value
 attributable to 
 common shares
 subject to possible 
 conversion               -              -           (28,736)          -           (28,736)
                    ----------     ----------     ----------     ----------     ----------

Balance, 
 January 31, 1998    1,875,000     $      163     $5,133,896     $   22,163     $5,156,222
                    ----------     ----------     ----------     ----------     ----------
                    ----------     ----------     ----------     ----------     ----------


                See Selected Notes To Financial Statements

</TABLE>


                                                      5
<PAGE>

                         UNITY FIRST ACQUISITION CORP.
                         (A DEVELOPMENT STAGE ENTITY)

                           STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)
================================================================================
<TABLE>
<CAPTION>

                                                           For The    
                                                          Six Months  
                                                            Ended     
                                                          January 31,              Cumulative
                                             --------------------------------       Amounts
                                                   1998              1997        from Inception
                                             ----------------    ------------    --------------
<S>                                            <C>                 <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                           $    30,526         $  (11,009)       $    22,163

CHANGES IN CERTAIN ASSETS AND LIABILITIES:
  (Decrease) increase in accrued expenses         (20,208)           127,529            72,397
  Increase in income taxes payable                   -                  -                3,604
                                              -----------         -----------      -----------
NET CASH PROVIDED BY OPERATING 
     ACTIVITIES                                    10,318            116,520            98,164
                                              -----------         -----------      -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of common stock             -             6,402,112         6,402,175
  Advances from affiliate                            -                55,417            95,917
  Repayment to affiliate                             -               (95,917)          (95,917)
  Deferred registration costs                        -                  -              (25,000)
                                              -----------         -----------       -----------

NET CASH PROVIDED BY FINANCING 
   ACTIVITIES                                        -             6,361,612         6,377,175
                                              -----------         -----------       -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  (Increase) in restricted cash 
   and investments                               (145,133)        (6,071,041)       (6,343,621)
                                              -----------         -----------       -----------

NET (DECREASE) INCREASE IN CASH AND CASH
  EQUIVALENTS                                    (134,815)            407,091          131,718

CASH AND CASH EQUIVALENTS, 
    beginning of period                           266,533                 563             -
                                              -----------         -----------       -----------

CASH AND CASH EQUIVALENTS, 
    end of period                                $131,718            $407,654         $131,718
                                              -----------         -----------       -----------
                                              -----------         -----------       -----------

</TABLE>

                   See Selected Notes to Financial Statements


 
                                          6
<PAGE>

                           UNITY FIRST ACQUISITION CORP.
                            (A DEVELOPMENT STAGE ENTITY)
                                          
                       SELECTED NOTES TO FINANCIAL STATEMENTS

================================================================================

NOTE 1 - FINANCIAL STATEMENTS
-----------------------------

     The financial statements have been prepared by Unity First Acquisition
     Corp. (the "Company"), without audit.  In the opinion of management, all
     adjustments (which include only normal recurring adjustments) necessary to
     present fairly the financial position, results of operations and cash flows
     at January 31,  1998 and for all periods presented have been made.  The
     results of operations for the period ended January 31, 1998 are not
     necessarily indicative of the operating results for a full year.

     Certain information and footnote disclosures prepared in accordance with
     general accepted accounting principles and normally included in the
     financial statements have been condensed or omitted.  It is suggested that
     these financial statements be read in conjunction with the financial
     statements and notes included in the Company's annual report Form 10K for
     the year ended July 31, 1997.

NOTE 2 - ORGANIZATION AND OPERATIONS
------------------------------------

     The Company was incorporated in the State of Delaware on May 30, 1996 to
     serve as a vehicle to effect a merger, exchange of capital stock, asset
     acquisition or other similar business combination (a "Business
     Combination").  The Company is currently in the development stage.  All
     activity of the Company to date relates to its formation, fund-raising, and
     search to effect a Business Combination.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
---------------------------------------------------

     Utilization of Estimates
     ------------------------

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts of assets and liabilities and
     disclosure of contingent assets and liabilities at the date of the
     financial statements and the reported amounts of revenues and expenses
     during the reporting period.  Actual results could differ from those
     estimates.


                                          7
<PAGE>

                           UNITY FIRST ACQUISITION CORP.
                            (A DEVELOPMENT STAGE ENTITY)
                                          
                       SELECTED NOTES TO FINANCIAL STATEMENTS

================================================================================

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont'd)
------------------------------------------------------------

     Net Income (Loss) Per Common Share
     ----------------------------------

     Net income (loss) per common share is computed based on the weighted
     average number of common shares outstanding and common stock equivalents,
     if not anti-dilutive.

     In 1997, the Financial Accounting Standards Board issued Statement of
     Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share" . 
     This statement establishes standards for computing and presenting earnings
     per share ("EPS"), replacing the presentation of currently required primary
     EPS with a presentation of Basic EPS.  For entities with complex capital
     structures, the statement requires the dual presentation of both Basic EPS
     and Diluted EPS on the face of the statement of operations.  Under this new
     standard, Basic EPS is computed based on the weighted average number of
     shares actually outstanding during the year.  Diluted EPS includes the
     effect of potential dilution from the exercise of outstanding dilutive
     stock operations and warrants into common stock using the treasury stock
     method.  SFAS No. 128 is effective for financial statements issued for
     periods ending after December 15, 1997, and early application is not
     permitted.  The adoption of this statement did not have a material effect
     on the computation of EPS.

NOTE 4 - RESTRICTED CASH AND INVESTMENTS
----------------------------------------

     The Company, pursuant to the terms of its initial public offering ("the
     Offering"), placed $6,007,500 as of November 19, 1996, in a trust account
     which was primarily invested in a short-term U.S. Government Security. 
     These funds are subject to release upon the earlier of (i) written
     notification by the Company of its need for all or substantially all of the
     net proceeds for the purpose of implementing or facilitating the
     implementation of a Business Combination or (ii) the liquidation of the
     Company.


                                          8
<PAGE>

                           UNITY FIRST ACQUISITION CORP.
                            (A DEVELOPMENT STAGE ENTITY)

                       SELECTED NOTES TO FINANCIAL STATEMENTS

================================================================================

NOTE 5 - PENDING ACQUISITION
----------------------------

     On September 19, 1997, the Company entered into a letter of intent to
     effectuate a Business Combination with Prism Systems, Inc. ("Prism"), a
     Chicago-based computer systems integrator principally engaged in the
     development and marketing of voter registration information management
     systems for public sector use, in exchange for an approximately 80%
     interest in the Company.  In December 1997, the Company elected not to
     proceed with the proposed Business Combination as a consequence of the
     inability of the parties to agree upon the terms of a definitive Business
     Combination Agreement.

     On January 19, 1998, the Company entered into a letter of intent to
     effectuate a Business Combination with Boston Optical Fiber, Inc., a
     producer of plastic optical fiber for use in computer networks, local
     access communications, office networks and industrial controls, as well as
     in medical devices such as endoscopes and fiber optic probes, in exchange
     for an approximately 62.5% equity interest in the Company.

     Consummation of the proposed Business Combination is subject to, among
     other conditions, the negotiation and execution of a definitive merger
     agreement and approval by the Company's public stockholders.  There can be
     no assurance that the proposed Business Combination will be successfully
     consummated.


                                          9
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Unity First Acquisition Corp. (the "Company") was incorporated in May 1996 for
the purpose of raising money to fund a vehicle to effect a Business Combination
with an operating business.  On November 12, 1996 the Company's Registration
Statement covering 1,250,000 Units was declared effective by the Securities and
Exchange Commission.  Each Unit consists of one share of the Company's Common
Stock, one Class A Redeemable Warrant and one Class B Redeemable Warrant
(hereafter the "Units").

The Company, after the Offering, had net proceeds of approximately $6,402,000.
Approximately $6,007,500 was invested in an interest bearing Trust Fund at The
Bank of New York and the balance at the same banking institution in checking and
money market accounts.

For the six months ended January 31, 1998, the Company had net income of $30,526
attributable to interest income of $149,594, offset by operating expenses of
$110,100, primarily consisting of management and professional fees, and income
taxes of $8,968.












                                          10
<PAGE>

                             PART II - OTHER INFORMATION


Item 6.                  Exhibits and Reports on Form 8-K

          (A)  Exhibits

               (i)  Financial Data Schedule (Exhibit 27)

          (B)  Reports on Form 8-K

               Inapplicable














                                          11
<PAGE>

                                      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.

                                        UNITY FIRST ACQUISITION CORP.
                                                 (Registrant)


Dated:  March 16, 1998                  By: /s/ Lawrence Burstein
                                            -------------------------------
                                             Lawrence Burstein
                                             President
                                             (Principal Executive Officer)



                                             By: /s/ Norman Leben
                                                --------------------------------
                                                  Norman Leben
                                                  Secretary
                                                  (Principal Financial and
                                                   Accounting Officer)













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