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

(Mark One)
{X}      Quarterly Report under Section 13 or 15(d) of the Securities Exchange
         Act of 1934.

For the Quarterly Period ended March 31, 1998
                               --------------

{  }     Transition Report pursuant to Section 13 or 15(d) of the Securities
          Exchange Act

For the Transition Period from __________ to __________

Commission file Number  0-14266

                      POLLUTION RESEARCH AND CONTROL CORP.
                      ------------------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)

         California                                    95-2746949
         ----------                                    ----------
(State or other jurisdiction of                        (IRS Employer
incorporation or organization)                         Identification Number)

                  506 Paula Avenue, Glendale, California 91201
                  --------------------------------------------
                    (Address of Principal Executive Offices)

                                 (818) 247-7601
                 ----------------------------------------------
                (Issuer's telephone number, including area code)

Check whether the Small Business Issuer (1) has filed all reports required to be
filed by  Section  13 or 15(d) of the  Exchange  Act of 1934  during the past 12
months (or such  shorter  period that the  registrant  was required to file such
reports),  and (2) has been subject to such filing  requirements  of the past 90
days.

Yes X  No 
   ---   ---

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

      Class                   Date                   No. of Shares Outstanding
      -----                   ----                   -------------------------
     Common                 May  5, 1998                     8,673,732

Traditional Small Business Disclosure Format (check one):
YES   X           No 
    -----            -----

                                        1

<PAGE>



                      POLLUTION RESEARCH AND CONTROL CORP.
                                   Form 10-QSB
                 For the Three-Month Period Ended March 31, 1998


                                TABLE OF CONTENTS

                                                                      Page
                                                                      ----

Part I    Financial Information

          Item 1. Financial Statements:

                  Consolidated Balance Sheet                           3
                  Consolidated Statements of Operations                5
                  Consolidated Statements of Cash Flows                6
                  Notes to Financial Statements                        7

          Item 2. Management's Discussion and Analysis of
                  Financial Condition and Results of Operations        8

Part II   Other Information                                            10

          Item 6(b)  Reports on Form 8-K                               10



                                        2

<PAGE>



                         PART 1 - FINANCIAL INFORMATION
                          Item 1. FINANCIAL STATEMENTS
                           CONSOLIDATED BALANCE SHEET
                                     ASSETS
                                   (Unaudited)

                                                                        As Of
                                                                       03/31/98
                                                                       --------
CURRENT ASSETS

         Cash                                                         $  215,899

         Marketable securities                                             3,250

         Accounts receivable, trade, less allowanc
         for doubtful accounts of $19,381                                660,711


         Inventories (Note 2)                                          2,076,648

         Other current assets                                             10,444
                                                                      ----------

         TOTAL CURRENT ASSETS                                          2,966,952
                                                                      ----------

PROPERTY, EQUIPMENT AND LEASEHOLD
IMPROVEMENTS, less accumulated depreciation
of $418,299  (Note 6)                                                  1,419,095
                                                                      ----------

OTHER ASSETS

         Advances to related party (Note 5)                              187,854

         Loan costs, less accumulated amortization
         of $50,458                                                       40,366

         Other intangibles                                                23,509

         Other                                                             5,110
                                                                      ----------

TOTAL OTHER ASSETS                                                       256,839
                                                                      ----------

TOTAL ASSETS                                                          $4,642,886
                                                                      ==========



See notes to financial statements

                                        3

<PAGE>

                           CONSOLIDATED BALANCE SHEET
                      LIABILITIES AND SHAREHOLDERS' EQUITY
                                   (Unaudited)


                                                                         As of
CURRENT LIABILITIES                                                     3/31/98
                                                                        -------
         Notes payable                                              $   405,037

         Accounts payable                                               521,427

         Accrued liabilities                                            132,222

         Current portion of long-term debt - related party               11,728

         Current portion of long-term debt (Note 6)                     619,442
                                                                    -----------

TOTAL CURRENT LIABILITIES                                             1,689,856

LONG-TERM DEBT, less current portion (Note 6)                            86,233

LONG-TERM DEBT, related party, less current portion                      30,069

DEFERRED RENT                                                           102,036

DEFERRED INCOME TAXES                                                      --

COMMITMENTS AND CONTINGENCIES (Note 3)                                     --
                                                                    -----------

TOTAL LIABILITIES                                                     1,908,194
                                                                    -----------

SHAREHOLDERS' EQUITY (Note 4)

         Preferred Stock, no par value; 20,000,000 shares
          authorized, no shares issued and outstanding

         Common Stock, no par value; 30,000,000 shares
          authorized,  8,673,732 issued and outstanding               6,588,980

         Less notes receivable                                          (86,857)
         Other paid in capital                                          145,764
         Accumulated deficit                                         (3,916,445)

         Unrealized gain on marketable securities                         3,250
                                                                    -----------


         TOTAL SHAREHOLDERS' EQUITY                                   2,734,692
                                                                    -----------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                          $ 4,642,886
                                                                    ===========



See notes to financial statements

                                        4

<PAGE>
<TABLE>
<CAPTION>

                                       CONSOLIDATED STATEMENTS OF OPERATIONS
                                                    (Unaudited)
                                                                                 Three Months
                                                                                Ended March 31,
                                                                                ---------------
                                                                          1998                   1997
                                                                          ----                   ----
<S>                                                                   <C>                     <C>        
Net Revenues                                                          $ 1,270,887             $ 2,357,260

Cost of goods sold                                                        722,950               1,730,278
                                                                      -----------             -----------

         Gross profit                                                     547,937                 626,982
                                                                      -----------             -----------

Operating expenses:

         Selling, general and administrative expenses                     536,543                 619,275
         Research and development                                             960                   6,730
                                                                      -----------             -----------

                  Total operating expenses                                537,503                 626,005
                                                                      -----------             -----------

         Income from operations                                            10,434                     977

         Interest expense                                                 (30,620)                (71,523)
         Interest and other income                                          1,130                   1,077
                                                                      -----------             -----------

                  Income (loss) from continuing operations                (19,056)                (69,469)
                           before income taxes

         Provision for income taxes (all deferred)                           --                   (10,000)
                                                                      -----------             -----------

         Income (loss) from continuing operations                         (19,056)                (59,469)
                                                                      -----------             -----------

Discontinued operations (Note 5)
         Income (loss) from discontinued operations                       (26,418)                 61,132
         Gain on Disposal                                                 154,575                    --
                                                                      -----------             -----------

                                                                          128,157                  61,132
                                                                      -----------             -----------

Net Income                                                            $   109,101             $     1,663
                                                                      ===========             ===========
Earnings per share
         Net Income (loss) from continuing operations                 $     (.002)            $    (.0068)
                                                                      ===========             ===========

         Net Income (loss) from discontinued operations               $       .01             $     .0010
                                                                      ===========             ===========

         Net Income (loss)                                            $       .01             $     .0002
                                                                      ===========             ===========
Weighted Average Shares                                                 8,673,732               8,739,815
                                                                      ===========             ===========



See notes to financial statements

                                                         5
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                    (Unaudited)

                                                                                Three Months
                                                                                Ended March 31
                                                                                --------------
                                                                         1998                    1997
                                                                         ----                    ----
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                    <C>                     <C>      
Net Income                                                             $ 109,101               $   1,663
Adjustments to reconcile net income to net cash
         used for operating activities:
         Gain on disposal of subsidiary                                 (154,575)                   --
         Losses on disposed subsidiary                                    26,418                    --
         Depreciation and amortization                                    37,917                  58,150
         Deferred income taxes                                              --                   (10,000)
         Deferred rent                                                    22,379                  25,379
         Changes in operating assets and liabilities:
         Accounts receivable, trade, net                                 (56,988)               (101,990)
         Inventories                                                     224,587                  54,570
         Other current assets                                              9,776                   6,022
         Other assets                                                        998                   4,004
         Accounts payable                                                (99,011)               (200,933)
         Accrued liabilities                                            (119,814)                (54,482)
         Unearned revenue                                               (143,695)                (50,820)
                                                                       ---------               ---------
Net cash used for operating activities                                  (142,907)               (268,437)
                                                                       ---------               ---------

CASH FLOWS FROM INVESTING ACTIVITIES:

Acquisition of property, equipment and leasehold                          (1,919)                 (3,689)
                                                                       ---------               ---------
         improvements
         Net cash used for investing activities                           (1,919)                 (3,689)
                                                                       ---------               ---------

CASH FLOWS FROM FINANCING ACTIVITIES:

Bank line of credit - advances (repayments)                              (20,000)               (100,000)
Net increase (decrease) in Nutek line of credit                         (104,086)                291,104
Repayments of long-term debt                                             (30,084)                (61,176)
Additional borrowing under long-term debt                                   --                   100,000
                                                                       ---------               ---------
         Net cash provided by financing activities                      (154,170)                229,928
                                                                       ---------               ---------

EFFECT OF EXCHANGE RATE CHANGES ON CASH                                     --                    (1,124)
                                                                       ---------               ---------
NET INCREASE (DECREASE) IN CASH                                         (298,996)                (43,322)
CASH AT BEGINNING OF PERIOD                                              514,895                 723,170
                                                                       ---------               ---------
CASH AT END OF PERIOD                                                  $ 215,899               $ 679,848
                                                                       =========               =========
Supplemental Disclosure:
         Cash paid for:
                  Interest                                             $  23,870                    --
                  Taxes                                                $    --                      --


See notes to financial statements

                                                         6
</TABLE>

<PAGE>



                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

1. Basis of Presentation

The information  furnished herein reflects all  adjustments,  consisting only of
normal recurring adjustments, which are, in the opinion of management, necessary
to a fair  presentation  of the financial  statements for the period  presented.
Interim results are not necessarily indicative of results for a full year.

The  financial  statements  should  be read in  conjunction  with the  financial
statements  and notes thereto  included in the  Company's  annual report on Form
10-KSB for the year ended December 31, 1997.

2. Inventories:

Inventories at March 31, 1998 consisted of the following:

                           Raw Materials             $1,310,580
                           Work-in-Progress             154,065
                           Finished Goods               612,003
                                                     ----------
                                                     $2,076,648
                                                     ==========

3. Commitments and Contingencies:

In October 1996, the Company  terminated  its agreement with a public  relations
firm and cancelled  1,300,000  options held by the public  relations  firm.  The
matter is presently  in dispute.  The  probability  or amount of any loss to the
Company cannot be determined at this time.

4. Shareholders' Equity:

Options and Warrants
--------------------

As of March 31, 1998, the Company had 4,268,336 options and warrants outstanding
at exercise  prices  ranging  from $0.55 to $2.00  which,  if  exercised,  would
generate proceeds to the Company of $4,547,376.

5. Discontinued Operations:

Effective  February  28, 1998 the Company  disposed of one of its  subsidiaries,
Logan  Research,  Ltd. a private United Kingdom  company  engaged in the design,
manufacture and marketing of medical instrumentation.  This subsidiary accounted
for 7% of the 1997  consolidated  revenues  of the  Company.  The  disposal  was
accomplished  through a return of 100% of LRL's stock to the  original  owner in
exchange for release from a $300,000  note payable,  as well as related  accrued
interest of $47,250.  Prior to the disposal,  the Company advanced funds to this
subsidiary. These advances are expected to be repaid.

6. Notes Payable and Long Term Debt:

The Company is in violation of its loan with its Nutek subsidiary's  asset-based
lender.  As a result,  the Company has  classified  the related debt as current.
Further,  should a  liquidation  of equipment be required  there is no assurance
that the indicated  liquidation value may not be realized and the Company may be
subjected to a deficiency  judgment.  No independent  appraisal has been done at
this time.

                                        7

<PAGE>

7. Subsequent Events:

a.  Chapter 11

Attempts to sell Nutek, Inc. as a going business failed. Management then decided
that every effort should be made to maximize the liquidated value of fabrication
equipment  and that the  "printed  circuit  board"  portion of Nutek,  Inc.  had
operating value as a vehicle to eventually pay off deficiency  sums, if any, and
unsecured creditors.  Nutek was therefore placed into Chapter 11 reorganization.
The major  secured  lender has opposed this  filing,  but as of the date of this
report,  the filing has been upheld.  There is no assurance  that the Chapter 11
status can be maintained since further hearings are scheduled for June, 1998.

b. Negotiations regarding sale of Dasibi and LMD.

Low cash  levels  resulting  from  the  third  quarter  of  1997,  coupled  with
increasing   cash   requirements   from  Nutek,   prompted  the  adoption  of  a
reorganization  plan by the  Company to attempt to raise  equity  money from the
Company's  intangible  technology  assets.  On May 5,  1998  the  Company  began
negotiating a stock purchase agreement with a 100% stock sale of Dasibi and LMD.
The  intention  of both  parties  is to  effect a  Company  dividend  in kind of
$3,450,000 in stock face value and retain the balance of stock in the Company.

The nominal or face value of the transaction is a minimum value of $6,000,000 or
a maximum value of $8,000,000.  The  transaction  must be approved by a majority
vote of the outstanding shares of the Company.

Item 2.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULT OF OPERATIONS

General

The Company designs,  manufactures and markets automated  continuous  monitoring
instruments  used to detect and measure  various types of air pollution  through
its wholly-owned subsidiary, Dasibi Environmental Corp. The Company in the first
quarter derived  approximately  44% of its revenue from sales of its instruments
and their replacement parts.

The Company designs,  manufactures and markets medical  instrumentation  through
its wholly owned subsidiary,  Logan Medical Devices,  Inc.,  ("LMD"), a start-up
company applying the Company's  technology to non-invasive  asthma  diagnostics.
The Company  currently  derives  approximately  4% of its revenues  from medical
sales.

The  balance  of  revenues  was  derived  from  Nutek,  Inc.  whose  fabrication
operations  were suspended  during March,  1998. See Note 6 of Notes to Finacial
Statements.

The Company's future  operating  results may be affected by a number of factors,
including:  uncertainties  relative  to  global  economic  conditions;  industry
factors;  the  availability  and cost of  components;  the Company's  ability to
develop,  manufacture and sell its products profitably; the Company's ability to
successfully increase its market share in its core business while expanding its

                                        8

<PAGE>



products base into other markets; the strength of its distribution channels; and
the Company's  ability to effectively  manage expense growth relative to revenue
growth in anticipation of continued pressure on gross margins; and the Company's
ability to retain its NASDAQ small cap listing since the  Company's  stock price
is currently trading below $1.00.

RESULTS OF OPERATIONS

Three Months Ended March 31, 1998, versus Three Months Ended March 31, 1997

Net revenues  decreased 46% from $2,357,260  during the first quarter of 1997 to
$1,270,887 during the first quarter of 1998. The decrease was primarily due to a
decrease of $583,000 of Dasibi  revenue,  resulting from a continuation of price
pressure levels realized in the third and fourth quarters of 1997. The remaining
decrease resulted from ending the control panel business of Nutek in March, 1998
and a slowdown of contract awards to LMD in January and February of 1998.

Gross  margin  was 43% for the first  quarter  of 1998  versus 27% for the first
quarter of 1997,  because the Company downsized in accordance with the indicated
revenues of the third and fourth quarters of 1997.

Selling,  general and administrative  expenses decreased $82,732, or 13%, during
the first quarter of 1998, over the same period in 1997,  principally due to the
downsizing discussed above.

As a result of the foregoing  factors,  net operating  loss decreased from a net
operating  loss of  ($69,469)  during the three months ended March 31, 1997 to a
net operating loss of ($19,056) during the three months ended March 31, 1998.

Liquidity and Capital Resources

The  Company  has  historically  financed  its growth  and cash needs  primarily
through borrowings,  and the public and private sales of its securities. The low
market value of the Company's securities and the unstable operating  performance
has severely restricted access to capital.

Net cash used in operating  activities in the three months ended March 31, 1998,
amounted to $142,907,  due to inventory  buildup because of decreased sales. The
Company's  cash level  decreased 68% as compared to the end of the first quarter
of 1997,  a total of  $299,000  consisting  of  $143,000  applied  to  operating
activities, $2,000 to property acquisition, and $154,000 applied to reduction of
long-term liabilities including $104,000 decrease in the Nutek line of credit.

Working capital was $1,277,096 at March 31, 1998.

The Company has no material commitments for capital expenditures as of March 31,
1998. The Company believes it will be able to meet its current  obligations with
funds generated from operations and the existing  credit  facilities  during the
next twelve months.

Inflation
The  Company  believes  that  inflation  has not had a  material  impact  on its
business.

Seasonality
The Company does not believe that its business is seasonal.


                                        9

<PAGE>




PART II  - OTHER INFORMATION

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

                  (a.)     Not applicable

                  (b.)     The Company did not file any reports on Form 8-K
                           during the three months ended March 31, 1998.



                                       10

<PAGE>



                                   Signatures


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

                                       POLLUTION RESEARCH AND CONTROL CORP.
                                                  (Registrant)


Date:    May  5, 1998                  By:  /s/ Albert E. Gosselin Jr
         -------------------                ------------------------------------
                                                Albert E. Gosselin, Jr., 
                                                President and
                                                Chief Executive Officer


Date:   May  5,  1998                  By:  /s/ Donald Ford
        --------------------                ------------------------------------
                                                Donald Ford, Chief Financial
                                                Officer






                                       11