UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q


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

For the period ended October 31, 1999
                     ----------------

                                       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 0-14812
                       -------

                           EDISON CONTROL CORPORATION
                           --------------------------
             (Exact name of registrant as specified in its charter)

New Jersey                                                22-2716367
----------                                                ----------
(State or other jurisdiction of                           (IRS Employer
incorporation or organization)                            Identification No.)

                               777 Maritime Drive
                                   PO Box 308
                         Port Washington, WI 53074-0308
                         ------------------------------
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (414) 268-6800
                                 --------------
              (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.
    Yes __X__    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.

Common Stock, $.01 par value: 2,346,933 as of October 31, 1999
--------------------------------------------------------------

<PAGE>

                   EDISON CONTROL CORPORATION AND SUBSIDIARIES

                                      INDEX

                                                                  Form 10-Q
                                                                  Page Number
                                                                  -----------
                          Part I Financial Information
                          ----------------------------

Item 1 Financial Statements
---------------------------

Consolidated Balance Sheets                                       Pages 2-3
         October 31, 1999 (Unaudited) and
         January 31, 1999

Consolidated Statements of Income                                 Page 4
         Three and nine months ended October 31,
         1999 and 1998 (Unaudited)

Consolidated Statements of Cash Flows                             Pages 5-6
         Nine months ended October 31,
         1999 and 1998 (Unaudited)

Notes to Consolidated Financial Statements                        Pages 7-9
         (Unaudited)

Item 2 Management's Discussion and Analysis of                    Pages 10-13
----------------------------------------------
         Operations and Financial Condition
         ----------------------------------

Item 3 Quantitative and Qualitative Disclosures
-----------------------------------------------
         About Risk                                               Page 13
         ----------

                            Part II Other Information
                            -------------------------


Item 6 Exhibits                                                   Page 14 and
---------------                                                   Exhibit Index


                                       1
<PAGE>

PART I.
Item 1
Financial Statements
--------------------

                   EDISON CONTROL CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                      October 31, 1999 and January 31, 1999


                                                   October 31,      January 31,
                                                      1999             1999
                                                      ----             ----
                                                   (Unaudited)
ASSETS
Current Assets:
       Cash and cash equivalents                     $455,236         $468,072
       Investments                                     95,000          190,000
       Trading securities                           1,014,525        3,616,314
       Trade accounts receivable, net               3,983,598        3,513,342
       Receivable from affiliate                       50,616           93,575
       Inventories, net                             6,862,474        7,619,746
       Prepaid expenses and other assets              233,889          193,650
       Refundable income taxes                              0          120,505
       Deferred income taxes                          222,000            2,000
       Assets held for sale                                 0        1,032,200
       Deferred financing costs                             0          389,236
                                                            -          -------
         Total current assets                      12,917,338       17,238,640

Investment in and advances to affiliate               466,263          421,263

Other Assets:
       Prepaid pension                                 64,510          151,477
       Deferred income taxes                          279,000          129,000
                                                      -------          -------
         Total other assets                           343,510          280,477

Property, plant and equipment, net                  8,024,223        8,187,899

Goodwill (net of amortization)                      8,516,122        8,690,318

Organizational/finance costs (net of
  amortization)                                        47,031           84,400
                                                       ------           ------

TOTAL ASSETS                                      $30,314,487      $34,902,997
                                                  ===========      ===========


                                   (Continued)

                             See Accompanying Notes.

                                       2
<PAGE>

                   EDISON CONTROL CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                      October 31, 1999 and January 31, 1999

                                  (Continued)

                                                   October 31,      January 31,
                                                      1999             1999
                                                      ----             ----
                                                   (Unaudited)
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
       Trade accounts payable                     $ 1,076,323      $ 1,939,917
       Accrued compensation                           751,926          739,938
       Taxes other than income taxes                    5,836           21,325
       Other accrued expenses                         538,522          522,694
       Income taxes payable                           135,490                0
       Deferred compensation                          754,250          754,250
       Current maturities on long-term debt           933,439          530,423
                                                      -------        ---------
         Total current liabilities                  4,195,786        4,508,547

Long-term debt, less current maturities             8,531,845       14,211,178
                                                    ---------       ----------

Total Liabilities                                  12,727,631       18,719,725


Shareholders' Equity:
Preferred stock, $.01 par value: 1,000,000 shares
   authorized, none issued                                  0                0
Common stock, $.01 par value: 20,000,000 shares
   authorized, 2,346,933 shares issued
   and outstanding                                     23,469           23,469
Additional paid-in capital                         10,323,225       10,323,225
Retained earnings                                   7,156,926        5,760,823
Accumulated other comprehensive income                 83,236           75,755
                                                       ------           ------

Total Shareholders' Equity                         17,586,856       16,183,272
                                                   ----------       ----------

TOTAL LIABILITIES AND EQUITY                      $30,314,487      $34,902,997
                                                  ===========      ===========



                             See Accompanying Notes.

                                       3
<PAGE>
<TABLE>

                                         EDISON CONTROL CORPORATION AND SUBSIDIARIES
                                              CONSOLIDATED STATEMENTS OF INCOME
                                    THREE AND NINE MONTHS ENDED OCTOBER 31, 1999 AND 1998
                                                         (Unaudited)
<CAPTION>

                                                  Three Months Ended               Nine Months Ended
                                                  ------------------               -----------------
                                                     October 31,                      October 31,
                                                     ----------                       ----------
                                               1999              1998             1999              1998
                                               ----              ----             ----              ----
<S>                                         <C>               <C>             <C>               <C>
NET SALES                                   $6,709,216        $6,498,890      $19,759,315       $20,106,180


COST OF GOODS SOLD                           4,287,645         4,134,410       12,668,699        12,815,869
                                             ---------         ---------       ----------        ----------

GROSS PROFIT                                 2,421,571         2,364,480        7,090,616         7,290,311

OTHER OPERATING EXPENSES:
  Selling, engineering and
    administrative expenses                  1,119,464         1,137,889        3,431,788         3,464,185
  Goodwill and organizational/
    finance cost amortization                   59,115            79,646          211,565           238,938
                                                ------            ------          -------           -------
    Total other operating expenses           1,178,579         1,217,535        3,643,353         3,703,123
                                             ---------         ---------        ---------         ---------

OPERATING INCOME                             1,242,992         1,146,945        3,447,263         3,587,188

OTHER EXPENSE (INCOME):
  Interest expense                             176,388           219,798          635,215           725,883
  Realized (gains) losses on
    trading securities                        (286,147)           91,219         (542,600)         (134,852)
  Unrealized losses on
    trading securities                         378,297           803,614          559,938           823,360
  Stock warrant amortization                         0           245,833          389,236           737,500
  Loss on sale of assets                        18,543                 0          128,543                 0
  Miscellaneous income                          (9,429)          (38,883)         (55,247)         (140,440)
                                               -------          --------         --------         ---------
    Total other expense                        277,652         1,321,581        1,115,085         2,011,451
                                               -------         ---------        ---------         ---------

INCOME (LOSS) BEFORE
  INCOME TAXES                                 965,340          (174,636)       2,332,178         1,575,737


INCOME TAXES (CREDIT)                          379,479           (52,138)         936,075           686,338
                                               -------          --------          -------           -------


NET INCOME (LOSS)                              585,861          (122,498)       1,396,103           889,399

OTHER COMPREHENSIVE INCOME
  - Foreign currency
  translation adjustment                        26,469           103,309            7,481           111,376
                                                ------           -------            -----           -------

COMPREHENSIVE INCOME
(LOSS)                                        $612,360        ($  19,189)      $1,403,584        $1,000,775
                                              ========        ==========       ==========        ==========

Net income (loss) per share-basic                 $.25             ($.05)            $.59              $.38
Net income (loss) per share-diluted               $.20             ($.05)            $.48              $.31

                             See Accompanying Notes.
</TABLE>

                                       4
<PAGE>

                   EDISON CONTROL CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   NINE MONTHS ENDED OCTOBER 31, 1999 AND 1998
                                   (Unaudited)


                                                          1999          1998
                                                          ----          ----
Net income                                             $1,396,103      $889,399

Adjustments to reconcile net income to net cash
  provided  by  operating activities:
    Depreciation and amortization                       1,287,167     1,503,921
    Provision for doubtful accounts                       102,896        54,375
    Loss on sale of assets                                128,543         3,592
    Realized gain on sales of trading securities         (542,600)     (134,852)
    Unrealized loss on trading securities                 559,938       823,360
    Purchases of trading securities                      (417,875)   (2,013,188)
    Proceeds from the sale of trading securities        3,002,326     2,207,626
    Equity in earnings of affiliate                       (45,000)      (80,000)

Changes in assets and liabilities:
    Accounts receivable                                  (573,152)     (646,379)
    Receivable from affiliate                              42,959       (26,895)
    Inventories                                           757,272      (933,375)
    Prepaid expenses and other assets                      46,728       195,968
    Trade accounts payable                               (863,594)      175,096
    Accrued compensation                                   11,988       (49,516)
    Taxes other than income taxes                         (15,489)       12,298
    Other accrued expenses                                 15,828       (71,244)
    Deferred income taxes                                (370,000)     (605,000)
    Income taxes payable                                  255,995        71,393
                                                          -------        ------

      Total adjustments                                 3,383,930       487,180
                                                        ---------       -------

NET CASH PROVIDED BY
  OPERATING ACTIVITIES                                  4,780,033     1,376,579
                                                        ---------     ---------

Cash flows from investing activities:
    Additions to plant and equipment                     (522,690)   (2,141,913)
    Maturity of certificate of deposit                     95,000             0
    Proceeds from sale of assets                          903,657        11,267
                                                          -------        ------

NET CASH PROVIDED BY  (USED IN)
  INVESTING ACTIVITIES                                    475,967    (2,130,646)
                                                          -------     ---------

                                   (Continued)

                             See Accompanying Notes.

                                       5
<PAGE>

                   EDISON CONTROL CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   NINE MONTHS ENDED OCTOBER 31, 1999 AND 1998
                                   (Unaudited)

                                   (Continued)

                                                          1999          1998
                                                          ----          ----

Cash flows from financing activities:
   Proceeds from issuance of long-term debt            $5,457,183    $1,775,000
   Principal payments on long-term debt               (10,733,500)   (1,274,816)
   Payments received from affiliates                            0        90,723
   Stock options exercised                                      0       177,500
                                                                -       -------

NET CASH (USED IN) PROVIDED BY
  FINANCING ACTIVITIES                                 (5,276,317)      768,407
                                                        ---------       -------

EFFECT OF EXCHANGE RATE CHANGES
  ON CASH                                                   7,481       111,376
                                                            -----       -------

NET (DECREASE) INCREASE IN CASH
  AND CASH EQUIVALENTS                                    (12,836)      125,716

CASH AND CASH EQUIVALENTS,
  BEGINNING OF PERIOD                                     468,072     1,037,288
                                                          -------     ---------

CASH AND CASH EQUIVALENTS,
  END OF PERIOD                                        $  455,236    $1,163,004
                                                       ==========    ==========



Supplemental disclosure of cash flow information:

Cash paid during the period for income taxes           $1,050,080    $1,219,945
Cash paid during the period for interest                  655,907       718,379


                             See Accompanying Notes.


                                       6
<PAGE>

                   EDISON CONTROL CORPORATION AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

Note 1 -  Basis of Presentation
-------------------------------

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information and with the  instructions to Form 10-Q and Article 10 of
Regulation  S-X.  Accordingly,  these  statements  do  not  include  all  of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements. In the opinion of management, all adjustments
(consisting  of normal,  recurring  accruals)  considered  necessary  for a fair
presentation  have been included.  Operating  results for the nine-month  period
ending October 31, 1999 are not  necessarily  indicative of the results that may
be expected for other interim  periods or the year ended  January 31, 2000.  For
further  information,  refer to the financial  statements and footnotes  thereto
included in the Company's  annual report on Form 10-K for the year ended January
31, 1999.


Note 2 -  Nature of Business and Accounting Policies
----------------------------------------------------

Principles of Consolidation - The consolidated  financial statements include the
accounts of Edison Control Corporation ("Edison") and subsidiaries, all of which
subsidiaries  are wholly  owned by Edison  (collectively,  the  "Company").  All
material   intercompany  accounts  and  transactions  have  been  eliminated  in
consolidation.

Nature of  Operations  - The Company is  currently  comprised  of the  following
operations.  Construction  Forms  ("ConForms")  is a  leading  manufacturer  and
distributor  of systems of pipes,  couplings and hoses and other  equipment used
for the pumping of concrete.  ConForms  manufactures  a wide variety of finished
products  which are used to create  appropriate  configurations  of systems  for
various  concrete  pumps.  Ultra Tech  manufactures  abrasion  resistant  piping
systems for use in industries  such as mining,  pulp and paper,  power and waste
treatment.  Gilco produces a line of concrete and plaster/mortar  mixers.  JABCO
primarily leases property and equipment to the Company.

Trading  Securities - Debt and equity securities  purchased and held principally
for the purpose of sale in the near term are classified as "trading  securities"
and  reported  at fair  value  with  unrealized  gains and  losses  included  in
earnings.  The cost of  individual  securities  sold is  based on the  first-in,
first-out method.

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 reported
period. Actual results could differ from those estimates.


                                       7
<PAGE>

Translation of Foreign Currencies - Assets and liabilities of foreign operations
are translated into United States dollars at current exchange rates.  Income and
expense  accounts are translated  into United States dollars at average rates of
exchange prevailing during the year.  Adjustments resulting from the translation
of  financial  statements  of the  foreign  operations  are  included as foreign
currency translation adjustments in other comprehensive income.


Net Income Per Share -  Reconciliation  of the numerator and  denominator of the
basic and diluted per share  computations  for the three and nine-month  periods
ended  October 31, 1999 and 1998 are  summarized  below.  The stock  options and
warrants were antidilutive for the three months ended October 31, 1998.
<TABLE>
<CAPTION>

                                               Three Months Ended                  Nine Months Ended
                                               ------------------                  -----------------
                                                   October 31,                       October 31,
                                                   ----------                        ----------
                                             1999             1998              1999              1998
                                             ----             ----              ----              ----
<S>                                        <C>              <C>              <C>                <C>
Net income per share-basic:
    Net income (loss) (numerator)          $ 585,861        ($122,498)       $1,396,103         $ 889,399

    Weighted average shares
      outstanding (denominator)            2,346,933        2,346,933         2,346,933         2,310,913

    Net income (loss) per share-basic          $ .25            ($.05)            $ .59             $ .38

Net income per share-diluted:
    Net income (loss) (numerator)          $ 585,861        ($122,498)       $1,396,103         $ 889,399

    Weighted average shares
      outstanding                          2,346,933        2,346,933         2,346,933         2,310,913

    Effect of dilutive securities:
      Stock options                          147,758                0           177,815           183,401
      Stock warrants                         372,888                0           392,173           391,270
    Weighted average shares
      outstanding (denominator)            2,867,579        2,346,933         2,916,921         2,885,584

    Net income (loss) per share-diluted        $ .20            ($.05)            $ .48             $ .31

</TABLE>

Reclassifications  -  Certain  reclassifications  have  been  made to the  prior
periods' financial statements to conform with the current year presentation.

Note 3 - Long-Term Debt
-----------------------

On April 30, 1999, Edison refinanced its bank debt and amended its master credit
agreement  with LaSalle  National Bank of Chicago.  As part of the  refinancing,
Edison  liquidated  approximately  $2,600,000 of its existing  trading  security
portfolio and utilized $2,500,000 of these funds to reduce its outstanding debt.
Also, as part of the refinancing, LaSalle paid the subordinated bank loan holder
in full (approximately $6,800,000).


                                       8
<PAGE>

The Company's  amended master credit agreement expires April 30, 2004 and allows
for revolving credit borrowings not to exceed $6,000,000 ($2,300,000 outstanding
at October 31,  1999).  Borrowings,  which are based on qualified  assets,  bear
interest at either the prime rate or the LIBOR rate plus 2%.

The Company also  maintains a term loan  ($4,450,000  outstanding at October 31,
1999) under the amended master credit agreement. Quarterly principal payments of
$200,000 are required by the agreement.  Borrowings  bear interest at either the
prime rate or the LIBOR rate plus 2.25%.  The agreement  calls for an additional
annual principal payment based on excess cash flow as defined in the agreement.

The terms of the  amended  master  credit  agreement,  among  other  provisions,
require the Company to maintain a minimum current ratio, tangible net worth, and
debt service  coverage ratio, and restricts the Company to a maximum funded debt
to EBITDA ratio.  Substantially  all of the Company's assets are  collateralized
under the amended  master credit  agreement.  The LIBOR spread may be reduced or
increased annually based on the achievement of a certain "funded debt to EBITDA"
ratio.

Note 4 - Segment Information
----------------------------

The Company's  operating  segments are organized based on the nature of products
and services provided.  A description of the nature of the segments'  operations
and their accounting  policies are contained in Note 2. Segment  information for
the three and nine-month periods ended October 31, 1999 and 1998 follows:

                         Three Months Ended October 31,
                         -----------------------------
                            1999                               1998
                            ----                               ----
                       Net        Operating               Net        Operating
                     Sales           Income             Sales           Income
                     -----           ------             -----           ------
ConForms       $ 5,302,538      $ 1,227,940       $ 5,011,859      $ 1,037,333
Ultra Tech         842,913          126,597           748,718          199,420
Gilco              563,765          (39,503)          738,313          (21,639)
Edison            ________          (72,042)         ________          (68,169)
                                   --------                           --------

Total          $ 6,709,216      $ 1,242,992       $ 6,498,890      $ 1,146,945


                          Nine Months Ended October 31,
                          ----------------------------
                            1999                               1998
                            ----                               ----
                       Net        Operating               Net        Operating
                     Sales           Income             Sales           Income
                     -----           ------             -----           ------
ConForms       $15,744,637       $3,528,369       $15,272,474       $3,082,344
Ultra Tech       2,336,703          354,223         3,063,816          862,634
Gilco            1,677,975         (172,646)        1,769,890          (86,967)
Edison            ________         (262,683)         ________         (270,823)
                                  ---------                          ---------

Total          $19,759,315       $3,447,263       $20,106,180       $3,587,188


                                       9
<PAGE>

Item 2.
Management's Discussion and Analysis of Operations and Financial Condition
--------------------------------------------------------------------------
Certain   matters   discussed  in  this  Quarterly   Report  on  Form  10-Q  are
"forward-looking  statements"  intended  to qualify  for the safe  harbors  from
liability  established by the Private Securities  Litigation Reform Act of 1995.
These forward-looking statements can generally be identified as such because the
context of the  statement  will  include  words such as the Company  "believes",
"anticipates", "expects", or words of similar import. Similarly, statements that
describe   the   Company's   future   plans,   objectives   or  goals  are  also
forward-looking  statements.  Such  forward-looking  statements  are  subject to
certain  risks and  uncertainties,  including,  but not  limited to, new product
advancements  by  competition,   significant  changes  in  industry  technology,
economic or  political  conditions  in the  countries  in which the Company does
business,  the continued availability of sources of supply, the availability and
consummation  of favorable  acquisition  opportunities,  increasing  competitive
pressures on pricing and other contract terms,  economic  factors  affecting the
Company's  customers,  stock price variations affecting the Company's securities
trading portfolio and issues related to Year 2000 problems.  These factors could
cause actual results to differ  materially from those anticipated as of the date
of this report. Shareholders, potential investors and other readers are urged to
consider  these factors in evaluating  the  forward-looking  statements  and are
cautioned not to place undue reliance on such  forward-looking  statements.  The
forward-looking  statements included herein are only made as of the date of this
report  and the  Company  undertakes  no  obligation  to  publicly  update  such
forward-looking statements to reflect subsequent events or circumstances.

Net sales for the quarter ended October 31, 1999  increased  $210,326  (3.2%) to
$6,709,216  compared  with net sales for the same period of the prior year.  For
the first  nine  months of this year,  net sales  decreased  $346,865  (1.7%) to
$19,759,315  compared with net sales for the same period of the prior year.  The
principal  reason for the change was due to the decrease in large  project sales
at Ultra Tech during the first quarter.  Ultra Tech's sales volume will continue
to  fluctuate  based  on its  ability  to  attain  large  project  sales  in the
industries it serves.

As a percentage  of net sales,  gross margin for the quarter  decreased to 36.1%
from 36.4%.  Gross margin for the nine months  ended  October 31, 1999 was 35.9%
compared to 36.3% for the nine months ended October 31, 1998.  Improved  results
from  ConForms  were  offset by  decreased  sales of higher  margin  Ultra  Tech
products and lower margins on sales of Gilco products. Selling,  engineering and
administrative  expenses for the three and nine-month  periods ended October 31,
1999  decreased  by $18,425  (1.6%) and $32,397  (.9%) from the same period last
year.

Interest expense decreased to $176,388 and $635,215 for the three and nine-month
periods  ended  October 31, 1999  compared to $219,798 and $725,883 for the same
periods  ended  October 31,  1998.  Interest  expense is expected to continue to
decrease  due to the  debt  refinancing  described  in  Note 3 of the  Notes  to
Consolidated Financial Statements and anticipated future principal reductions.

The Company had a $92,150  and  $17,338 net loss on trading  securities  for the
three and  nine-month  periods ended October 31, 1999 compared to a $894,833 and
$688,508 net loss for the same periods of the prior year.  Trading securities at
October 31, 1999 consisted of the following:


                                       10
<PAGE>

                                              Number of              Market
Name of Issuer/Title of Issue                    Shares               Value
-----------------------------                    ------               -----
Common Stocks:
     Glenayre Technologies, Inc.                 40,000          $  118,750
     Liberty Digital Inc.                         3,000              93,750
     Pacificare Health Systems Inc.              10,000             394,375
     Sun International Hotels                       100               2,025
     US Trust Corporation                         5,000             405,625
                                                                 ----------

Total                                                           $ 1,014,525
                                                                ===========


Although the Company has no established formal investment  policies or practices
for  its  trading  securities  portfolio,   the  Company  generally  pursues  an
aggressive trading strategy,  focusing primarily on generating near-term capital
appreciation from its investments in common equity  securities.  Securities held
in the Company's portfolio at the end of each period are reported at fair value,
with  unrealized  gains and losses  included in earnings for that period.  These
factors, combined with the relative size of the Company's trading portfolio, has
led, and will likely continue to lead, to significant  period-to-period earnings
volatility  depending  upon the  capital  appreciation  or  depreciation  of the
Company's trading securities portfolio as of the end of each reporting period.
The Company does not use or buy derivative securities.

The amortization of goodwill, financing costs and stock warrants created a total
non-cash  charge of $600,801 for the nine months ended October 31, 1999 compared
to $976,438 for the same period of the prior year.  Due to the  repayment of the
Company's  subordinated  bank loan,  the  associated  guarantee  provided by the
principal  shareholder  of  Edison  was  canceled.  Accordingly,  all  remaining
deferred  financing  costs  ($143,403),  related  to the  warrant  issued to the
principal  shareholder  for providing the guarantee,  were expensed in the first
quarter of fiscal 1999. The total amortization of all these non-cash charges for
the year ended January 31, 2000 is expected to approximate $660,000.

During  the  third  quarter,  the  Company  completed  the  sale of the land and
building in Cedarburg,  Wisconsin to a third party.  The sale resulted in a loss
of $128,543.

The Company  recorded tax expense of $936,075 for the nine months ended  October
31, 1999,  which represents the estimated annual effective rate of 40.1% applied
to  pre-tax  income.  Deferred  income  taxes  reflect  the net tax  effects  of
temporary  differences between the carrying amount of assets and liabilities for
financial  statement  reporting  purposes  and the  amounts  used for income tax
purposes.

Net  income  of  $585,861,  or $.25 and  $.20  per  share,  basic  and  diluted,
respectively,  for the third  quarter of fiscal 1999 was an increase of $708,359
from a net loss of $122,498,  or ($.05) per share,  basic and  diluted,  for the
comparable  period of the prior year.  The change was  principally  due to a net
loss on trading  securities of $92,150 for the third quarter of 1999 compared to
a net loss on trading  securities of $894,833 for the third quarter of 1998. For
the nine months ended  October 31, 1999,  net income was  $1,396,103 or $.59 and
$.48 per  basic and  diluted  share,  respectively,  compared  to net  income of
$889,399,  or $.38 and $.31 per basic and diluted  share,  respectively,  in the


                                       11
<PAGE>

comparable  period of the prior year.  The change was  principally  due to a net
loss on trading securities of $17,338 for the nine months ended October 31, 1999
compared to a net loss on trading  securities  of  $688,508  for the nine months
ended October 31, 1998.

Liquidity and Capital Resources
-------------------------------

The Company  generated  $4,780,033 in cash from operations during the first nine
months of 1999,  compared to cash flow generated by operations of $1,376,579 for
the same  period last year.  This change was due largely to the net  proceeds of
approximately  $2,600,000  received from sales of trading  securities during the
period.  The Company  used  $522,690 in cash to acquire  capital  equipment  and
received  $95,000 in cash from the  maturity of a  certificate  of deposits  and
$903,657  from the sale of the land and  building in  Cedarburg,  Wisconsin.  As
described  in Note 3 of the  Notes to  Consolidated  Financial  Statements,  the
Company refinanced its bank debt resulting in a net debt reduction of $5,276,317
for the first nine  months  compared  to a net debt  increase of $500,184 in the
prior  comparable  period.  The  result  was a net  decrease  in cash  and  cash
equivalents  of $12,836 for the first nine  months of fiscal 1999  compared to a
net increase of $125,716 in the prior year's first nine months.

The  Company  believes  that  it can  fund  proposed  capital  expenditures  and
operational  requirements from operations and currently  available cash and cash
equivalents,  investments,  trading  securities  and existing bank credit lines.
Proposed  capital  expenditures  for the fiscal year ending January 31, 2000 are
expected to total  approximately  $900,000,  compared to  $3,082,725  for fiscal
1998. The  significant  decrease is due  principally to the completion in fiscal
year 1998 of  construction  of an  addition  at the  Company's  Port  Washington
facility and the  implementation  of a new enterprise  resource  planning system
during 1998.

The Company  intends to continue to expand its  businesses,  both internally and
through  potential  acquisitions.  The Company  currently  anticipates  that any
potential acquisitions would be financed primarily by internally generated funds
or additional borrowings or the issuance of the Company's stock.

Year 2000 Issues
----------------

During fiscal 1998, the Company engaged in a comprehensive project to select and
implement a new enterprise  resource  planning ("ERP") system that will properly
recognize  the Year  2000  problem.  This  project  involved  replacing  certain
hardware and  software  maintained  by the  Company.  The Company has received a
representation  from the ERP  software  provider  that its software is Year 2000
compliant.  On February 1, 1999, the Company started  operating with the new ERP
system.  Contingency  plans have been  developed and will be implemented if Year
2000 problems are encountered with the new ERP system.

The total cumulative cost of the project was approximately  $530,000.  Purchased
ERP system hardware and software,  approximately $385,000 of the total estimated
cost, was  capitalized in fiscal 1998.  Personnel and all other  remaining costs
related to the project were expensed as incurred in fiscal 1998.

The Company has not formally  communicated  with all its customers and suppliers
to  determine  the extent to which the  Company  is  vulnerable  to those  third
parties' failure to address Year 2000 issues. The Company's business  operations
could be affected by


                                       12
<PAGE>


the Year 2000  readiness  of its  customers  and  suppliers in such areas as the
delay in receipt of cash from customers,  the  interruption of utilities and the
inability  of  suppliers  to deliver in a timely  manner.  The Company  does not
anticipate  any  materially  adverse  affect  on its  business  due to Year 2000
problems  encountered  by its customers or suppliers;  however,  there can be no
assurance  that its business will not be materially  adversely  affected by such
problems.

Item 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
----------------------------------------------------------

The Company is exposed to interest rate risk,  foreign  currency risk and equity
price risk.  These  risks  include  changes in U.S  interest  rates,  changes in
foreign currency  exchange rates as measured against the U.S. dollar and changes
in the prices of stocks traded on the U.S. markets.

Interest Rate Risk
------------------
The Company's debt obligations, which totaled $9,465,284 as of October 31, 1999,
are subject to interest rate risk.  Most of the  borrowings  float at either the
prime rate or LIBOR plus a certain amount of basis points.  Based on the October
31,  1999  balance,  an  increase  of one  percent in the  interest  rate on the
Company's  loans would cause an  increase in interest  expense of  approximately
$95,000,  or $.02 per diluted share, on an annual basis.  The Company  currently
does not use derivatives to fix variable rate interest obligations.

Foreign Currency Risk
---------------------
The Company has foreign operations in the United Kingdom and Malaysia. Sales and
purchases are typically  denominated  in the British pound,  Malaysian  ringgit,
German mark,  Singapore  dollar or U.S. dollar,  thereby  creating  exposures to
changes in  exchange  rates.  The changes in exchange  rates may  positively  or
negatively affect the Company's sales, gross margins and retained earnings.  The
Company does not enter into foreign exchange  contracts but attempts to minimize
currency  exposure  risk through  working  capital  management.  There can be no
assurance that such an approach will be successful, especially in the event of a
significant and sudden decline in the value of a currency.

Equity Price Risk
-----------------
Approximately  3.4% of the  Company's  total  assets as of October  31, 1999 are
invested in trading securities of various domestic  companies.  The market value
of these investments is subject to fluctuation.  This factor,  combined with the
relative  size of the Company's  trading  portfolio  ($1,014,525  at October 31,
1999), has led and will likely continue to lead, to significant period-to-period
earnings volatility  depending upon the capital  appreciation or depreciation of
the Company's trading securities portfolio.  A 10% decrease in the quoted market
price of these trading  securities would decrease the fair market value of these
securities by approximately $101,000, or $.02 per diluted share.


                                       13
<PAGE>

PART II.
Item 6.
Exhibits
--------
The Exhibits filed or incorporated  by reference  herein are as specified in the
Exhibit Index.

Reports on Form 8-K
-------------------
The Company  filed no reports on Form 8-K during the quarter to which the report
relates.



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<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.

                                         EDISON CONTROL CORPORATION
                                         --------------------------
                                                  (Registrant)


Date: December 3, 1999                      /s/     Jay R. Hanamann
                                            -----------------------
                                                    Jay R. Hanamann
                                           (Chief Financial Officer)



                                       15
<PAGE>

                           Edison Control Corporation

                                  Exhibit Index
                                  -------------

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

27.                  Financial Data Schedule.


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