UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                            
                                 FORM 10-QSB 
[x]           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
              THE SECURITIES EXCHANGE ACT OF 1934
              For the quarter ended  - June 30, 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 0-28772
                              SLOAN ELECTRONICS, INC.
               (Name of Small Business Issuer in its charter)

                Delaware                                  35-1990559
    (State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization)                  Identification Number)
     
     1715 Stickney Pt. Rd., Sarasota, Florida                  34231
     (Address of principal executive offices)                (Zip Code)

     Registrant's telephone number, including area code: (941) 349-6583

      Sloan Electronics, Inc., 2527 Monterey St., Sarasota FL 34231
(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.     YES [x] NO [ ]
             
     As of June 30, 1998, the Registrant has outstanding 10,635,249 
shares of Common Stock, $.001 par value.

                   Documents Incorporated by Reference
        1. Form 10-KSB/A, filed with the Securities and Exchange 
Commission on April 7, 1998
        2. Form DEF-14A, filed with the Securities and Exchange 
Commission on April 10, 1998.
        3. Form 8-K/A, filed with the Securities and Exchange 
Commission on April 20, 1998.
        4. Form 10-QSB,  filed with the Securities and Exchange 
Commission on May 14, 1998.
<PAGE>  

THIS QUARTERLY REPORT CONTAINS STATEMENTS WHICH CONSTITUTE 
FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES 
LITIGATION REFORM ACT OF 1995. THESE STATEMENTS APPEAR IN A NUMBER OF 
PLACES IN THIS QUARTERLY REPORT AND INCLUDE STATEMENTS REGARDING THE 
INTENT, BELIEF OR CURRENT EXPECTATIONS OF THE COMPANY, WITH RESPECT TO 
(I)THE COMPANY'S PRODUCT DEVELOPMENT AND FINANCING PLANS, (II) TRENDS 
AFFECTING THE COMPANY'S FINANCIAL CONDITION OR RESULTS OF OPERATIONS, 
(III)THE IMPACT OF COMPETITION AND (IV)THE EXPANSION OF CERTAIN 
OPERATIONS. ANY SUCH FORWARD-LOOKING STATEMENTS ARE NOT GUARANTEES OF 
FUTURE PERFORMANCE AND INVOLVE RISKS AND UNCERTAINTIES, AND ACTUAL 
RESULTS MAY DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING 
STATEMENTS AS A RESULT OF VARIOUS FACTORS.

                           Sloan Electronics, Inc.
                                Form 10-QSB 
              Quarterly Report, period ended June 30, 1998
<TABLE>
<CAPTION>
                                        INDEX
                                                     page number
PART I             Financial Information
<S>                                                  <C>
Item 1.    Financial Statements

Accountants' Compilation Report                      2

Balance Sheets                                       3

Statements Of Operations                             5

Statement Of Changes In Stockholders' Equity         6

Statements Of Cash Flows                             7


Item 2.   Management's discussion and analysis of
   financial conditions and results of operations.   8         

Part II.  Other Information
</TABLE>
<PAGE>





July 5, 1998



TO THE BOARD OF DIRECTORS
Sloan Electronics, Inc.
Sarasota, Florida


        

We have compiled the accompanying balance sheets of Sloan Electronics, 
Inc., as of June 30, 1998 and December 31, 1997, the related 
statement of changes in stockholders' equity for the periods then 
ended, and the statements of operations for the three and six 
month periods ended June 30, 1998 and 1997, and cash flows for the 
six month period ended June 30, 1998 and 1997, in accordance with 
Statements on Standards for Accounting and Review Services issued by 
the American Institute of Certified Public Accountants.

A compilation is limited to presenting in the form of financial 
statements information that is the representation of management.  We 
have not audited or reviewed the accompanying financial statements 
and, accordingly, do not express an opinion or any other form of 
assurance on them.

Management has elected to omit substantially all of the disclosures 
required by generally accepted accounting principles.  If the omitted 
disclosures were included in the financial statements, they might 
influence the user's conclusions about the Company's financial 
position, results of operations, and cash flows.  Accordingly, these 
financial statements are not designed for those who are not informed 
about such matters.

Bobbitt, Pittenger & Company, P.A.


Certified Public Accountants








<PAGE>
Part I Financial Information
Item 1. Financial Statements


                      SLOAN ELECTRONICS, INC.

                         BALANCE SHEETS
<TABLE>
<CAPTION>





                                          June  30,           Dec. 31
                                             1998                1997      
ASSETS
<S>                                        <C>               <C>
CURRENT ASSETS
Cash and cash equivalents                   $31,487           $ 3,936
Accounts receivable                          16,766            89,732
Inventory                                    25,659            10,151
Due from officer                             33,565            33,565
                                            _______          ________
TOTAL CURRENT ASSETS                        107,477           137,384

PROPERTY AND EQUIPMENT  
Computer equipment                            4,638             3,735

Less accumulated depreciation                (2,312)           (1,848)
                                           ________           _______        
                                              2,326             1,887
OTHER ASSETS AND INTANGIBLES
Research and development, (less accumulated
amortization of $28,420 and $21,315)         42,630            49,735
Deferred offering costs, (less of $28,513  
and accumulated amortization of $21,385)     42,769            49,897
                                            _______            ______
                                             85,399            99,632

                                           $195,202         $ 238,903
                                           =========        =========

</TABLE>





               See accountants' compilation report.
<PAGE>

<TABLE>
<CAPTION>
                                           June 30,      Dec.31,
                                             1998          1997

LIABILITIES AND STOCKHOLDERS' EQUITY
<S>                                    <C>               <C>
CURRENT LIABILITIES
Accounts payable                       $  92,813          $ 124,586
Accrued expenses                          21,530             21,530
                                        _________           _______  
TOTAL CURRENT LIABILITIES                114,343            146,116 

Interest payable                          47,901             36,384
Due to stockholders                      150,000            160,000
Due to other                              15,000             15,000

STOCKHOLDERS' EQUITY
Preferred stock, $.001 par value
20,000,000 shares authorized    
none issued or outstanding
Common stock, $.001 par value,
80,000,000 shares authorized, 
10,635,249 shares issued and             280,240            278,792
outstanding, or subscribed
Paid-in capital                          392,577            165,942
Stock subscriptions receivable           (60,000)
Retained earnings (deficit)             (744,859)          (563,331)
                                         ________           _______

TOTAL STOCKHOLDERS' EQUITY (DEFICIT)    (132,042)          (118,597)
                                         ________           _______ 
TOTAL LIABILITIES & STOCKHOLDERS'      $ 195,202          $ 238,903
EQUITY (DEFICIT)                         ==========        =========

</TABLE>
<PAGE>


                      SLOAN ELECTRONICS, INC.

                     STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>

                   6 months   3 months   6 months     3 months    
                    ended      ended      ended         ended
                      June 30, 1998          June 30, 1997
<S>                 <C>        <C>         <C>          <C>

REVENUE           $ 37,886    $ 24,032    $ 42,125     $ 14,393           

COST OF GOODS       19,924      15,078      35,961       19,843
SOLD                ______      ______      ______       ______
GROSS PROFIT        17,962       8,954       6,164       (5,450)

EXPENSES
Selling                970         903      12,810        6,917
General and        198,520     111,711     129,936       76,938
administrative    ________     ________    _______      ________                                          86,412         67,391
                   199,490     112,614     142,746       83,855

NET LOSS          (181,528)   (103,660)   (136,582)     (89,305)
                ==========    ==========   =========     ========
NET LOSS PER
COMMON SHARE     $(.019)        $(.010)     $(.042)      $(.028)
                               

</TABLE>


                See accountants' compilation report.

<PAGE>
              
                         SLOAN ELECTRONICS, INC.

                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>

                                                    Stock
                     Common Stock        Paid-in   Subscriptions    Retained        
                     Shares    Amount    Capital    Receivable     Earnings   Total
<S>               <C>         <C>         <C>       <C>           <C>         <C> 
BALANCE,
Dec 31, 1997      9,187,389   $278,792    $165,942               $(563,331)    $(118,597)

prior period                      
adjustment            2,310          2         (2)

Restated 
Balance            _________   ________  _________   _________    _________   ___________
Dec 31, 1998       9,189,699   278,794     165,940                (563,331)     (118,597) 

SALE OF COMMON 
STOCK                225,000       225      64,775                                65,000

Stock issued 
for services         110,550       111      10,889                                11,000

Stock subscribed
in connection with
a private placement 
offering           1,000,000     1,000      99,000   (60,000)                     40,000

Stock issued upon
conversion of
note payable        110,000        110      51,973                                52,083                

NET LOSS                                                          (181,528)     (181,528)
                    ________   _______    ________   ________    _________      ________ 
BALANCE,
June 30, 1998     10,635,249  $280,240    $392,577  $(60,000)    $(744,859)    $(132,042)
1998

</TABLE>











                 See accountants' compilation report.

<PAGE>
                        SLOAN ELECTRONICS, INC.

                       STATEMENTS OF CASH FLOWS
                       FOR THE SIX MONTHS ENDED 
<TABLE>
<CAPTION>
                                                 June 30,          
                                           1998           1997

CASH FLOWS USED BY OPERATING ACTIVITIES
<S>                                    <C>             <C>
NET LOSS                               $(181,528)      $(136,582)

ADJUSTMENTS TO RECONCILE NET LOSS TO
NET CASH USED BY OPERATING ACTIVITIES
Depreciation and amortization             14,697            7,462
Noncash disbursements                     11,000
Decrease in accounts receivable           72,966            2,341 
Decrease in inventory                                      13,365
(Decrease) increase in accounts
payable and accrued expenses             (31,773)          60,353 
Increase in interest payable              13,600            7,829              
Increase in inventory                    (15,508) 
                                          _______         ________ 
NET CASH USED BY OPERATING ACTIVITIES   (116,546)         (45,232)                  
                                         _________        ________                              


CASH FLOWS USED BY INVESTING ACTIVITIES
Purchase of property and equipment          (903)                
                                           _______
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock                      105,000           20,000        

Borrowing from an individual               40,000
                                          _______          ________

NET CASH PROVIDED BY FINANCING ACTIVITIES 145,000           20,000                   
                                          _______         _________       

NET INCREASE IN CASH AND CASH EQUIVALENTS  27,551          (25,232) 

CASH AND CASH EQUIVALENTS,
 beginning of period                        3,936           25,867    

CASH AND CASH EQUIVALENTS,
 end of period                           $ 31,487       $      635    
                                          ========           ======
SUPPLEMENTAL DISCLOSURE:
Non cash financing activities:
Issuance of common stock for services   $  11,000           $ 8,500
                                         =========           =======
Interest paid                            $    562         $          
                                          ========
</TABLE>
                    See accountants' compilation report.

<PAGE>
       
Part I.  Item 2. Description of business and management's discussion

GENERAL

Sloan Electronics, Inc. (the "Company") designs, manufacturers and
markets electronic monitoring equipment primarily for the criminal
justice industry and the long-term health care industry. The Company
markets its house arrest monitoring equipment through its in-house
marketing department, and currently distributes its products
through national service providers. The Company's medical division 
has distribution agreements with Response USA, a distributor of 
personal emergency response systems and with King Alarm, a security 
product distributor.

The Company's revenue consist primarily from product sales. Based
on a written agreement, the Company will receive recurring payments 
from Response USA based on a percentage of their service revenue. 
During second quarter of 1998 the Company has not yet generated any 
revenue from recurring payments.

MAS Acquisition I Corp. (the "Company"), was incorporated on
July 31, 1996 in the State of Delaware, to engage in any lawful
corporate undertaking, including, but not limited to, selected
mergers and acquisitions. On December 5, 1997, pursuant to the
terms of an Agreement of Merger (the "Agreement") between the
Company and Sloan Electronics, Inc. ("Sloan"), Sloan has merged
into the Company and the Company has changed its name to
Sloan Electronics, Inc. Pursuant to the terms of the merger
Agreement, 3,561,500 shares of Common Stock of Sloan was
converted into 8,227,070 shares of Common Stock of the Company
at the conversion rate of 2.31. In addition, the Company
has accepted the return of, and canceled, 7,680,083 shares
of Common Stock issued to MAS Financial Corp. and issued
91,102 shares of Common Stock as finder's fee, which was
paid by MAS Financial Corp.

PRODUCTS

The Company offers a full range of electronic monitoring 
equipment for the criminal justice system's house arrest corrections 
programs and for the medical industry's long-term health care 
providers. The Company strikes a balance between its ability 
to provide solid, state-of-the-art, high-quality products and its
ability to retail these products at the lower end of the industry's
pricing spectrum.

<PAGE>

The concept behind the Company's product line is that each product is 
able to stand alone, without after-market equipment such as door 
sensors or additional custom wiring, yet each product is integratable 
with a number of pre-existing computer software programs.  This 
philosophy of integration makes the Company's SEI Alert products and 
Wander Watch products more attractive to institutional consumers.

The SEI Alert 24 Single Offender Based System.  A tamper-proof
transmitter is custom-fitted and attached to an offender's ankle.
This anklet is waterproof and designed to be worn at all times.
A home-based receiver is placed in a central location within a 
residence, and a range setting is selected.  In the event that the
anklet is removed, or that the person wearing it strays outside
the predetermined range, the event is recorded, time and date 
stamped, and sent to an outside monitoring station within 60
seconds' time.  The current industry average time window is over
8 minutes.

The SEI Alert 24 Half-Way House Multi-Residence System.  Each 
person paroled to a half-way house is fitted with an anklet 
transmitter.  The receiver then monitors the movements of each 
client within the pre-determined parameter of the half-way house 
and records any and all violations.  This system can work as a 
stand-alone measure with the current data sent via a telephone
line to monitoring station, or can also work as an in-house 
employee monitoring station.  The system is designed to monitor
from 1 to 50 offenders.

The SEI Alert 24 Drive-By Transmitter Detector.  This device is 
designed for use by parole officers, probation officers or
security officers.  This mobile surveillance system allows an
officer to check up on a house arrest client simply by driving
past this person's residence, work place or school.  The system
detects and displays the ID of a particular offender by 
interfacing with that person's anklet transmitter.  The receiver 
unit time an date stamps the information collected, and it can
also upload this information to a central computer.

The SEI Alert 24 Chain Gang / Work Release Departure Alert
System. Each inmate is fitted with an anklet transmitter.
A single guard mans the portable programmable receiver unit
which alerts the officer in the event that an offender, or
group of offenders, leaves the general area.  The system is
is currently in Beta test at several sites.

<PAGE>

The Wander Watch Single Patient System.  A custom fitted,
tamper-proof anklet is attached to a patient's leg.  It is 
completely waterproof and designed to be worn at all times, 
including bathing and swimming.  The micro-transmitter in
the anklet sends a coded silent radio signal to the home
receiver, which in turn measures the strength of those signals
and calculates the distance the patient is from the base unit.
An alarm will sound when the patient travels beyond the 
selected range or if the anklet is removed.

The Wander Watch Multi-Patient Wander Alert System.  
A computer-based system specifically designed for placement
within a medical facility, the Multi-Patient Alert System
is able to notify a care giver in the event of a patient
departure from a long-term healthcare facility.  It was
originally configured to monitor the movements of 1 to 25
patients.  Unlike most wander alert systems installed in a
medical facility, the Wander Watch system stands alone and
does not require custom electrical wiring, installation of
door sensors or the use of door barrier detection equipment.

Fleet Watch Alert 24. This radio frequency reporting system
allows a company to passively keep tract of its fleet vehicle
traffic. Every time a fleet vehicle drives onto or off the 
company property, the event is date and time stamped
automatically. This enables a company to keep track of 
employee hours, vehicle use and vehicle status instantly.
The Fleet Watch computerized base unit is fully integratable
with other computer software, allowing the unit to generate
vehicle status reports on demand. No longer is it
necessary for a company to assign an employee the duty of 
physically counting each vehicle on the lot.

Nurse Call Alert 24. A wireless nurse call system with a 500
resident capacity, which can be installed in less than 30 minutes.
This system utilizes fail-safe technology, provides coverage
of any sized facility, outputs usage reports and provides for 
a complete audit trail. The system's advanced features include
an automatic signal check, low battery reporting and an optional
range extender. The system can function as a nurses' call
network or it can complement an optional paging system to
direct staff to medical emergencies in a more timely and 
efficient manner. This system is currently undergoing field
trials with a prospective customer.

<PAGE>

The SEI Alert 24 Automated Check In System. A kiosk for the
criminal justice industry to facilitate the "day reporting"
of criminals on probation or parole. Client is verified using
hand print technology, listens to a specific message from the
parole officer and replies using a telephone handset and tone
pad. The system can collect restitution money and issues a 
receipt to the offender showing check in details and payments.
The system interfaces with a computer that can generate various
reports. As a case management tool it assists a parole officer
in managing the growing number of inmates released into
supervision programs. It is currently in field trial in 
Washington state for the Department of Corrections. The
Company is pursuing license agreements with several prospective
customers.

INDUSTRY BACKGROUND

The Corrections Industry.  The Justice Department's Bureau of 
Justice Statistics reported that the number of state and federal 
prison inmates grew by a record 89,707 during the previous 12 
month period ending June 30, 1995.  This is the largest annual 
increase in history and is equivalent to adding 1,725 new beds to 
the nation's prison system each week.

The United States currently locks up a greater share of its
residents than any other nation. According to the US Department 
of Justice Bureau of Statistics, at year end 1996, 5.5 million 
people were on probation, in jail or prison, or on parole; this 
represents 2.8% of all US adult residents.  As of June 30, 1995, 
there were 1,004,608 state prison inmates, up 9.1%, and 99,466
federal inmates, up 6.1%.  The annual average increase in the 
prison population since 1980 has been 8.7% per year.

The Criminal Justice System regards house arrest as an 
acceptable alternative to incarceration for its nonviolent 
segment of the prison population, and as a better way to 
monitor violent criminals once they are paroled to a half-way
house facility.  
<PAGE>
The Medical Industry.  A patient's compulsive desire to wander 
about is a symptom of dementia, which often accompanies 
Alzheimer's Disease.  Biologically, this is caused by physical 
changes in the brain.  Oftentimes the patient acts out of 
routine, such as the repetitive action of getting ready to leave 
for work every day.  Sometimes the patient just feels tense or 
trapped and wants to escape his environment.  Until recently, 
standard medical practice was to heavily sedate these patients, 
or to restrain a patient to a chair or bed to keep them from 
wandering.  Today, hospitals and institutions maintain separate 
facilities to enable them to better deal with patients who 
demonstrate a compulsive desire to wander about.

The Company believes that the long-term healthcare segment 
of the medical industry is growing. The US Administration on Aging 
analysts expect as many as 14.3 million cases of Alzheimer's 
disease by the year 2040 compared to 3.8 million in 1990. The 
Company also believes that the home-care segment of the 
healthcare market is growing at a steady rate. The National 
Center for Health Statistics cites "efforts to control costs" as 
"one reason for the massive growth in the home health care 
industry." In 1994 there was an estimated 10,900 home care 
agencies, a 30% increase over 1992 numbers. Currently there is an 
estimated 22,000 home care agencies. The Company believes that the 
huge costs associated with institutionalized care, along with its 
impersonal nature, makes at-home care an important option for 
many families. Of the 4 million currently diagnosed with 
Alzheimer's, an estimated 3 million live at home. The Wander 
Watch Alert 24 Single Patient System is specifically designed to 
meet the needs of Alzheimer's patients and patients with related 
medical disorders, who are cared for at home.

BUSINESS STRATEGY

The Company's business strategy is based on establishing
a market share within the criminal justice house arrest industry
and within the healthcare industry. By Incorporating
better, more cost-effective technology into its SEI Alert
24 product line and its Wander Watch products, the Company
believes that its products are among the best currently
available in these two industries.
<PAGE>
Management has defined the Company's role as that of primarily
a research, development and manufacturing entity. Management
plans to continue to market directly to consumers within
the criminal justice industry, while relying on distributors
such as KingAlarm and Response USA to market its Wander
Watch healthcare product line.

High-Quality Image. The Company believes that within the house 
arrest industry, the Company has built a reputation for developing 
and manufacturing one of the best, cost-effective and user-friendly
systems on the market.

The Wander Watch products and the SEI Alert 24 products reflect
the Company's commitment to quality. The Company pursues the highest
standards in its design, component selection, assembly and
appearance of its products. The Company recognizes that product
dependability and reliability are highly significant to the Company's
continued success. Therefore, quality control plays an important
role in the Company's business strategy.

Focus on Private Residence. The Wander Watch product line and the
SEI Alert 24 product lines are both specifically designed to be
used in a private home, apartment or townhouse. Ease-of-use
and stand-alone features inherent to both products give the
Company a competitive advantage in these areas.

The Wander Watch Single Patient System is both affordable and easy
to install. The receiver unit plugs into a standard outlet.
Unlike most competitive products, this is all that is required
to install and operate the products; doors do not need to be
wired with sensors. There are no wires or barriers associated
with the products. This stand-alone concept runs contrary to the
current industry thinking. Management believes that this concept
is one of the reasons that makes the Company's product line
more attractive to the consumers.

Customer Service and Support. Sloan Electronics believes that its
relationship with its dealers and its consumers has contributed
significantly to its past success and should continue to
enhance its future prospects. The Company's ability to upgrade its
equipment in the field not only gives the Company a competitive
advantage within the industry, but also allows it to focus on up-
selling and upgrading its product line.

PRODUCT DESIGN AND DEVELOPMENT 

The Company is continuously engaging in electronic component
research, design, experimentation and development, all of which
are essential to maintaining a competitive advantage in the
market place. The overall product development is managed and
directed by Paul Sloan, President of the Company. In addition,
on project-by-project basis, a product development team is
assembled from personnel within the Company and may include
personnel outside the Company as well.
<PAGE>
The Company's product development team is responsible for
developing working designs of all approved product concepts
using computer-aided design systems, and for coordinating
all modeling and initial prototyping. The in-house testing
department evaluates all prototypes. The Company then creates
the full documentation to build its products and designs all
of its circuitry artwork. Complete product specifications and
blue-printed product designs are then sent to Kimchuk Inc.,
which prints the circuit-boards, assembles, tests, performs 
quality control inspections to rigid standards, packages
and finally drop-ships the Company's products to its
distributors or directly to its customers.

The Company believes that investment in product development,
and its relationship with Kimchuk, enables it to reduce
prototype development time substantially. The Management
believes that this shortened lead time enhances the
Company's ability to place new products in distribution,
which strengthens its competitive position. 

SALES AND MARKETING

The Company's marketing strategy varies based upon each product
line. With regard to the criminal justice house arrest market,
the Company plans to continue aggressively markets its SEI
Alert 24 products to independent service providers and to 
municipalities which monitor and administer their own house
arrest programs. The Company has licensed its Wander Watch
Alert 24 single patient departure alert system for exclusive 
distribution to the long term health care industry to Response 
USA, a major company in the PERS (Personal Emergency Response 
System) industry. Response USA leases Wander Watch Alert 24 
single patient systems on a monthly basis to individual users 
and to home care agencies. The Company has turned over 
distribution of the Wander Watch Alert24 single patient 
departure alert systems for exclusive sales to the security 
industry to KingAlarm, a major independent distributor of 
security and related low voltage products. Marketing strategies 
and distribution decisions concerning other products are 
handled on a product-by-product basis.

SEI Alert 24 Products. The criminal justice house arrest market
is dominated by two manufacturers who, along with retailing
their products, are also contract service providers who compete
in the security industry. These manufacturers have developed
proprietary software which is not currently integratable with
standard, existing security company protocol. Their software
are not as effective or user-friendly as security industry
software. However, these manufacturers look upon this
proprietary software as a way to shut small security companies
out of a lucrative market.
<PAGE>
Based on current trends, management believes that within 5
years, 80% of the municipalities who currently monitor their
own house arrest program will get out of the business.
Independent security contractors will be competing directly
against these two manufacturers for service contracts. The
Company is in the position to market its fully integratable 
home incarceration system to these security providers, thus
leveling the playing field within the house arrest industry.

The Wander Watch Products. The Company views its corporate
role as that of developer, designer and manufacturer. To
that end, the Company has negotiated and signed contracts
with Response USA and King Alarm to distribute its Wander
Alert detection equipment. Response USA leases the
systems to individuals and home care agencies and offers
central station monitoring of the Wander Watch Alert 24
units for an additional monthly fee. The company has a
recurring revenue sharing arrangement with Response USA.
To date, the Company has not received any income from 
recurring monthly fees. Response USA has four regional
offices servicing all 50 states and markets to home care
agencies, hospitals, adult day care facilities, as well as
individuals. Response USA receives payment for the 
Wander Watch system both from end users and various state
and local agencies. Currently reimbursements include
Milwaukee, Pennsylvania, Department of Aging waiver
program, Rhode Island Department of Aging, partial 
reimbursement from local California programs and partial
reimbursement from New York local programs. Reimbursement
is pending in Massachusetts, and Response USA is seeking
other state and local agencies to approve the systems for
reimbursement. There is no assurance that other reimbursements
will be obtained or those in place will continue. Response
USA also receives referrals from the National Alzheimer
Association and participates in their Safe Return program.
King Alarm has name recognition throughout the security 
industry, and is a major supplier for security experts and 
consultants, with ten regional warehouse sales centers. 
King Alarm sponsors over 200 New Horizons technical and sales 
training seminars annually, and hosts the King Alarm Expo, 
a two-day trade exposition annually.

Advertising. The Company advertises in trade publications
specific to the markets it manufacturers products for, and
in journals which test its products and publish company-
by-company product comparisons. The Company is constantly
seeking out innovative ways to build name recognition
within the industries in which it competes, as well as to
create public awareness for its product line.
<PAGE>
COMPETITION

The Company competes in a number of niche markets, which
the Company believes that it will continue to grow.

House Arrest Market. The Company's competitors within the
criminal justice market include BI Incorporated and Strategic
Technologies, Inc. Although all of the companies manufacturing
house arrest products base their products on similiar principles, 
management believes that the Company has competitive advantages 
over its competitors within this industry.

1. the SEI Alert 24 product line uses a 900 MHz spread
spectrum radio frequency rather than the standard 300 MHz
frequency. This difference in technology is similar to the
technological differences which exist between cordless
phones. Phones using 900 MHz radio frequencies are far
superior to those less expensive models which experience
interference problems due to the fact that they operate
at 300 MHz frequency.

2. the SEI Alert 24 products have an exclusive low range
setting on the receiver unit, which ensures that house arrest
means house arrest and not neighborhood arrest. With other
systems, an offender could wander the neighborhood and 
still not trip the distance setting on the base unit. The
industry standard low range setting is a 150 foot perimeter.
SEI's low range setting is between 40 and 60 feet.

3. With competitors' equipment, the "window" from the time
an offender steps outside the range setting until he is 
detected as being outside the range setting varies from 
6 to 30 minutes. With some systems, an offender is able 
to leave his residence for that period of time and return 
undetected. The SEI Alert 24 system greatly improves 
performance and offers an exclusive 1 minute radio frequency 
window.

4. The SEI Alert 24 anklet transmitter is tamper resistant.
No tamper system currently available is 100% tamper proof 
or false alarm proof; however, the SEI Alert 24 system
is the most reliable on the market when it comes to 
false alarms. A false alarm necessitates a physical
inspection of the anklet transmitter by a monitoring officer;
therefore, this fact is viewed as a major selling point
among security providers.
<PAGE>
5. The SEI Alert 24 product line has been designed to
allow security companies access to one of the fastest growing
segments of the industry: electronic home incarceration.
The use of abusive pricing policies and proprietary software,
software which makes the security industries central station
equipment incompatible, have worked together to keep small
independent contractors out of the market. Using the Company's
products, these security companies are now able to compete with 
BI Incorporated and Strategic Technologies for municipal 
contracts on an even footing. Unlike other manufacturers, the 
Company does not compete against its customers in the contract 
monitoring business.

Long-Term Healthcare Market. The Company's competition in this
market includes WanderGuard, Code Alert, Watchmate and 
Secure Care Products. All of these companies utilize proximity
sensing technology, which requires that a patient wearing a
low powered transmitter which sends a weak signal. A receiver
is mounted at each door. When a patient approaches the door,
an alarm sounds and the door magnetically locks. The Company's
Wander Watch Alert 24 technology has a competitive advantage
over the industry's proximity-sensing systems since it 
requires no additional wiring of door sensors and it provides
a higher level of patient security.

1. With competitive products, the transmitter attached to a 
patient has no removal alert (an inherent part of the Wander 
Watch systems). These transmitters are attached with a 
hospital ID type band. Common behavior for an Alzheimer's 
patient, or other patients suffering from dementia, is to 
try to remove everything from their bodies. The Wander Watch 
anklet, if removed, activates an alarm at the receiver unit.

2. Proximity-sensing technology requires the installation of
barriers, door sensors and magnetic locks. Prices per door
range from $2,500 to over $5,000, with the average facility
having anywhere between four and ten doors. Automatic door
locks also create problems with existing fire alarms and
fire regulations, for in the event of a fire, the proximity
technology needs to be deactivated.

3. The Wander Watch system utilize 900 MHz spread spectrum
radio frequency technology, a tamper-resistant anklet
transmitter with a tamper alarm, and sells its products
at a price below that charged by the competition.

The Fleet Watch Alert 24. The Fleet Watch system is another
unique product of the Company. The Company believes that
no other company offers a fully integratable passive
monitoring system for fleet vehicles. This system is able
to generate full vehicle status reports on demand, confirm
employee hours of vehicle operation and continuously 
monitor the comings and goings of fleet vehicles. This
tamper resistant monitoring system installs in less than
30 minutes, ends unapproved vehicle use and provides a
complete audit trail and other necessary usage reports 
for each vehicle in a company's fleet. This unit has
been successfully test on a fleet of concrete trucks.

<PAGE>

The Nurse Call Alert 24. A fully supervised 900 MHz spread
spectrum wireless nurse call system is yet another innovation
by the Company. The Company believes that this system is
among the best wireless security system available, with
unique features such as automatic signal check and low 
battery reporting. With the systems optional range extenders,
any sized facility may be monitored. Another unique 
integratable option is the paging system which assists in 
quicker response times by staff.

MANUFACTURING AND ASSEMBLY

The Company manufacture all of its products in the U. S.
Kimchuk Inc., the Company's primary contract manufacturer
has many years of experience as an electronics manufacturer 
and designer. Kimchuk manufacturers over 500 different
products at its four plants located through out the east coast.

The Company's relationship with Kimchuk allows it to reduce
its production costs, to reduce its final testing costs and
to reduce its personnel costs. The Company designs all of 
its products with automatic insertion and automatic testing 
in mind. This attention to detail enables Kimchuk to 
manufacture and assemble the Company's products in the
most cost-efficient manner, while maintaining accuracy
in circuit board production and error-free transfer and
component connections.

Product Warranties. The Company supports its products with 
a limited 1-year warranty which covers all defects in
materials or workmanship. The Company will repair or replace
defective units without charge to the consumers for labor
or materials. The Company's service department acts as
liaison between the customer and Kimchuk and works aggressively
to resolve any and all problems a customer may have with
any of its products. The Company has not experienced a
material level of product warranty claims for breakage or
other defects.

FUTURE PRODUCTS

The Company continues to look for new ideas for development
of new products. The Company believes that new products
could represent a substantial new business for the Company.

<PAGE>

GOVERNMENT REGULATION

The Company's facilities are subject to numerous federal,
state and local laws and regulations designed to protect
the environment from waste emissions and hazardous 
substances. The Company is also subject to the Federal
Occupational Safety and Health Act and other laws and
regulations effecting the safety and health of employees
in the administrative and manufacturing areas of its
facilities. The Company believes that is is in compliance
in all material aspects with all applicable environmental
and occupational safety regulations. The Company's radio
frequency anklet transmitter are subject to FCC (Federal
Communications Commission) regulations, as are all
radio frequency devices. The Company has obtained type
approval #HCQ3B6WWT for the anklet transmitter and its
products are in compliance with FCC rules Part 15.


              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
        RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS.
                               
     The following discussion should be read in conjunction with 
the information contained in the financial statements of the Company
appearing elsewhere herein, and in conjunction with the Balance 
Sheet at December 31, 1997 and Income Statement for the year 
ended December 31, 1997 contained in the Company's Annual Report 
10-KSB incorporated herein by reference, and in conjunction with 
the Company's Quarterly Report 10-QSB for the quarter ended March 
31, 1998 incorporated herein by reference, and is qualified in 
its entirety by reference to such reports and financial statements.


GENERAL

     The Company's financial information for the two years ended 
December 31, 1996 and December 31, 1997, and for the first quarter 
ended March 31, 1998, respectively, reflects the merger of MAS 
Acquisition I Corp. with Sloan Electronics, Inc. on December 5, 1997, 
which affected the Company's business and has a significant impact on 
the Company's results of operations and financial condition.

     As result of an Agreement of Merger (the "Agreement") between the 
Company and Sloan Electronics, Inc. ("Sloan"), Sloan has merged into 
the Company and the Company has changed its name to Sloan 
Electronics, Inc. Pursuant to the terms of the merger Agreement, 
3,561,500 shares of Common Stock of Sloan was converted into 
8,227,070 shares of Common Stock of the Company at the conversion 
rate of 2.31. In addition, the Company has accepted the return 
of, and canceled, 7,680,083 shares of Common Stock issued to MAS 
Financial Corp. and issued 91,102 shares of Common Stock as finder's 
fee, which was paid by MAS Financial Corp.
<PAGE>

RESULTS OF OPERATIONS

     A majority of the Company's revenues are derived from sales of 
electronic monitoring devices to the long term health care and 
criminal justice industry. Sales revenues are recognized when 
the products are shipped. 

     Operating revenues decreased by $4,239 (10%) for the six 
months ended June 30, 1998 as compared to the six months ended 
June 20, 1997.  The decrease is due in part to a major 
distributor (Response USA) taking delivery of  approximately 500 
units of WanderWatch Alert 24 systems in December of 1997 in 
anticipation of their needs.

     Gross profit for the six months ended June 30, 1998 
increased 291% to $17,962 compared to $6164 for the first half of 
1997. The increase is due in part to a change in the mix of 
products sold and their relative markups.

Selling, general and administrative expenses were $112,614 in 
the second quarter of 1998, compared to $83,855 for the second 
quarter of 1997.  This represents an increase of $28,759 
or 34.2%, over selling, general and administrative expenses for
the second quarter of 1997.  The increase is in part due to 
increased insurance costs, interest costs, professional fees, 
commissions, and contract services and expenses involved with 
the merger of  Sloan Electronics Inc. (FL) with MAS 
Acquisition I Corp.,  becoming  Sloan Electronics Inc. (DE), a 
reporting company. Sales and marketing expenses declined from 
$12810 for the quarter ended June 30, 1997 to $970 for the second 
quarter of 1998, for a decrease of $11840 or 92.5%. Sales and 
marketing expenses declined due to the Company's strategy to grow 
by working closely with major distributors who absorb sales and 
marketing costs. General and administrative expenses rose from 
$76,938 for the second quarter of 1997 to $111,711 in the second 
quarter of 1998, representing an increase of $34,773 or 45%. 
The increase in general and administrative expenses was caused 
by increased insurance costs, interest costs, professional fees 
and contract services and are in part due to expenses involved 
with the merger of  Sloan Electronics Inc. (FL) with MAS 
Acquisition I Corp., becoming  Sloan Electronics Inc. (DE), a 
reporting company. 

     The net loss for the quarter ending June 30, 1998 was 
$103,660, or $0.01 per share based on 10,635,249 shares 
outstanding, as compared to a net loss for the second quarter 
of 1997 of $89,305, or $0.028 per share. The net loss 
for the period is primarily attributed to insufficient level 
of revenue generated by the Company.
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES.

     Net cash provided from financing activities was $145,000 for the 
six months ended June 30, 1998, raised through private placement of 
common stock and borrowing. 

     The Company has no material commitments for capital expenditures 
during the next quarter and believes that its current cash and working 
capital position and future income from operations will be sufficient 
to meet its cash and working capital needs.


PART II.  OTHER INFORMATION

Item 1. Legal Proceedings.

None

Item 2. Changes in Securities

None

Item 3. Defaults.

None

Item 4. Submission Of Matters To A Vote Of Security Holders.

The Annual Meeting of the Shareholders (the Annual Meeting) was 
held on May 16, 1998. The following actions were taken at the 
Annual Meeting, for which proxies were solicited pursuant to 
Regulation 14A under the Securities Exchange Act of 1934, as 
amended. The Company's proxy statement DEF-14A is incorporated 
herein by reference.
 
    1. The following five nominees proposed by the Board of 
Directors were elected as directors by the following votes:
<TABLE>
<CAPTION>

     Name               For            Witheld
<S>                 <C>              <C> 
_____________        _________        __________
Larry  Provost      6,541,611             0
Paul Sloan          6,541,611             0 
Lester Cohen        6,541,611             0 
Mike Solomon        6,541,611             0
James Vondra        6,541,611             0
</TABLE>
<PAGE>
    
    2. A proposal to ratify the selection  of Bobbitt, Pittenger 
and Company PA as independent public accountants for the year 
ending Dec. 31, 1998 was approved by a vote of 6,044,828 for 
versus 0 Against. There were 496,783 abstentions and no broker 
non-votes.
    3. A proposal to ratify the 1998 Stock Option Plan was 
approved by 6,044,828 for versus 0 against.  There were 496,783 
abstentions and no broker non-votes.     
    4. A Shareholders' resolution to  ratify and approve all acts 
of the Officers and Board of Directors since the last annual 
meeting was approved by a vote of 6,541,611 for versus 0 Against. 
There were no abstentions and no broker non-votes.

Item 5. Other Information

None

Item 6. Exhibits and Reports on Form 8-K
        
   1. Form 8-K/A, filed with the Securities and Exchange Commission
      on April 20, 1998


                               Signatures
   In accordance with the Exchange Act, the registrant caused this 
report to be signed on its behalf by the undersigned, thereunto duly 
authorized.
                                                    
                                          SLOAN ELECTRONICS, INC.

Dated August 14, 1998
                                             By: /s/ Paul Sloan
                                              Paul Sloan
                                              President and CEO

                                             By: /s/ Larry Provost
                                              Larry Provost
                                              Chairman and CFO