<PAGE>

                                    FORM 10-Q



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


             (x) Quarterly Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934
                For the quarterly period ended December 31, 1998

                                       or

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


                          Commission file number 0-4090

                       ANALYSTS INTERNATIONAL CORPORATION

                    Minnesota                     41-0905408

                              7615 Metro Boulevard
                              Minneapolis, MN 55439
                                 (612) 835-5900




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 and (2) has been subject to such filing requirements for
the past 90 days.

                                Yes  X  No  
                                    ---   ---



As of January 29, 1999, 22,537,600 shares of the Registrant's Common Stock were
outstanding.


<PAGE>

                       ANALYSTS INTERNATIONAL CORPORATION

                                     INDEX

                                                                            Page
                                                                          Number
                                                                          ------
PART I.   FINANCIAL INFORMATION:

   Item 1.   Condensed Consolidated Balance Sheets
              December 31, 1998 (Unaudited) and June 30, 1998                  1

             Condensed Consolidated Statements of Income
              Three months and six months ended December 31, 1998 and 1997
             (Unaudited)                                                       2

             Condensed Consolidated Statements of Cash Flows
              Six months ended December 31, 1998 and 1997 (Unaudited)          3

             Notes to Condensed Consolidated Financial
              Statements (Unaudited)                                           4

   Item 2.   Management's Discussion and Analysis of Financial
              Condition and Results of Operations                            5-7


<PAGE>

                       ANALYSTS INTERNATIONAL CORPORATION

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                     ASSETS

<TABLE>
<CAPTION>

                                                                  December 31,               June 30,
(In thousands)                                                       1998                      1998
                                                                  -----------                --------
                                                                  (Unaudited)
<S>                                                                <C>                      <C>
Current assets:
    Cash and cash equivalents                                       $ 33,941                 $ 11,868
    Accounts receivable, less allowance
      for doubtful accounts                                           86,052                   94,294
    Other current assets                                               4,101                    3,808
                                                                    --------                 --------
      Total current assets                                           124,094                  109,970

Property and equipment, net                                           20,321                   10,360
Other assets                                                          12,923                   12,331
                                                                    --------                 --------
                                                                    $157,338                 $132,661
                                                                    ========                 ========

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
    Accounts payable                                                 $21,477                  $21,236
    Dividend payable                                                   2,253                    1,795
    Salaries and vacations                                            12,158                   15,669
    Other, primarily self-insured health care reserves                 2,954                    2,161
    Income taxes payable                                                 443                    1,635
                                                                    --------                 --------
      Total current liabilities                                       39,285                   42,496

Long-term debt                                                        20,000                       --
Other long-term liabilities                                            7,394                    7,171

Shareholders' equity                                                  90,659                   82,994
                                                                    --------                 --------
                                                                    $157,338                 $132,661
                                                                    ========                 ========

</TABLE>

Note:   The balance sheet at June 30, 1998 has been taken from the audited
            financial statements at that date, and condensed.


           See notes to condensed consolidated financial statements.


                                       1






<PAGE>


                       ANALYSTS INTERNATIONAL CORPORATION

                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                Three Months Ended                       Six Months Ended
(In thousands except per share amounts)             December 31                             December 31
                                              -----------------------                -------------------------
                                              1998               1997                1998                 1997
                                              ----               ----                ----                 ----
<S>                                      <C>                 <C>                <C>                  <C>
Professional services revenues:
   Provided directly                      $118,391             108,344           $241,764             $213,015
   Provided through sub-suppliers           34,595              32,921             69,686               63,408
                                          --------            --------           --------             --------
         Total revenues                    152,986             141,265            311,450              276,423

Expenses:
  Salaries, contracted
     services and direct charges           120,434             110,191            244,055              214,762
  Selling, administrative and other
     operating costs                        24,681              23,043             49,640               44,994
                                          --------            --------           --------             --------
           Total expenses                  145,115             133,234            293,695              259,756
                                          --------            --------           --------             --------

Operating income                             7,871               8,031             17,755               16,667

Non-operating income                           265                 353                574                  684
                                          --------            --------           --------             --------

Income before income taxes                   8,136               8,384             18,329               17,351

Income taxes                                 3,175               3,353              7,242                6,940
                                          --------            --------           --------             --------

Net income                                $  4,961            $  5,031           $ 11,087             $ 10,411
                                          ========            ========           ========             ========

Per common share:
   Net income (basic)                     $    .22            $    .23           $    .49             $    .47
                                          ========            ========           ========             ========
   Net income (diluted)                   $    .22            $    .22           $    .49             $    .46
                                          ========            ========           ========             ========
   Dividends paid                         $    .10            $    .07           $    .18             $    .13
                                          ========            ========           ========             ========

Average common shares
   outstanding                              22,524              22,353             22,503               22,332
                                          ========            ========           ========             ========

Average common and common
   equivalent shares outstanding            22,664              22,897             22,769               22,828
                                          ========            ========           ========             ========

</TABLE>

           See notes to condensed consolidated financial statements.


                                       2

<PAGE>

                       ANALYSTS INTERNATIONAL CORPORATION

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                       Six Months Ended
                                                                                          December 31
                                                                                  ---------------------------
(In thousands)                                                                    1998                   1997
                                                                                  ----                   ----
<S>                                                                           <C>                    <C>
Net cash provided by operating activities                                      $ 17,080               $ 4,224


Cash flows from investing activities:
  Property and equipment additions                                              (11,751)               (2,142)
  Payments for acquisitions                                                        (183)                   --
                                                                               --------               -------
   Net cash used in investing activities                                        (11,934)               (2,142)


Cash flows from financing activities:
  Cash dividends                                                                 (4,050)               (2,977)
  Proceeds from borrowings                                                       20,000                    --
  Proceeds from exercise of stock options                                           977                   742
                                                                               --------               -------
    Net cash used in financing activities                                        16,927                (2,235)


Net change in cash and equivalents                                               22,073                  (153)

Cash and equivalents at beginning of period                                      11,868                17,888
                                                                               --------               -------

Cash and equivalents at end of period                                          $ 33,941               $17,735
                                                                               ========               =======

</TABLE>


           See notes to condensed consolidated financial statements.


                                       3


<PAGE>


                       ANALYSTS INTERNATIONAL CORPORATION

              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)

1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       Condensed Consolidated Financial Statements - The condensed 
       consolidated balance sheet as of December 31, 1998, the condensed 
       consolidated statements of income for the three month and six month 
       periods ended December 31, 1998 and 1997 and the condensed 
       consolidated statements of cash flows for the six month periods then 
       ended have been prepared by the Company, without audit. In the opinion 
       of management, all adjustments (which include only normal recurring 
       adjustments) necessary to present fairly the financial position, 
       results of operations and the cash flows at December 31, 1998 and for 
       the periods then ended have been made.

       New Accounting Standard - In June 1997, the Financial Accounting 
       Standards Board isued SFAS No. 130, "Reporting Comprehensive Income." 
       SFAS No. 130 is not currently applicable for the Company because the 
       Company did not have any items of other comprehensive income in any of
       the periods presented.

       Certain information and footnote disclosures normally included in 
       financial statements prepared in accordance with generally accepted 
       accounting principles have been condensed or omitted. It is suggested 
       these condensed consolidated financial statements be read in 
       conjunction with the financial statements and notes thereto included 
       in the Company's June 30, 1998 annual report to shareholders.

2.     LONG-TERM DEBT

       On December 30, 1998 the Company entered into a Notes Purchase 
       Agreement whereby it sold $20,000,000 of 7% Senior Notes due December 
       30, 2006. Minimum future maturities on these Notes is as follows: 
       1999, $0; 2000, $0; 2001, $5,250,000; 2002, $4,000,000; 2003, 
       $3,000,000; thereafter, $7,750,000. The agreement contains, among 
       other things, provisions regarding maintenance of working capital and 
       net worth and restrictions on payments of dividends on common stock. 
       The Company's working capital and net worth are substantially in 
       excess of the minimum net requirements and current dividend payments 
       would not be restricted.

3.     SHAREHOLDERS' EQUITY

<TABLE>
<CAPTION>

                                                           Six Months Ended
                                                          December 31, 1998
                                                          -----------------
                                                            (In thousands)
<S>                                                            <C>
        Balance at beginning of period                         $82,994 
        Cash dividends declared:
            August 20, 1998 at $.10 per share                   (2,252)
            December 17, 1998 at $.10 per share                 (2,256)
        Proceeds upon exercise of stock options                    977
        Stock-based compensation                                   109
        Net income                                              11,087
                                                               -------
        Balance at end of period                               $90,659
                                                               =======

</TABLE>

4.     NET INCOME PER COMMON SHARE

       Basic and diluted earnings per share are presented in accordance with 
       Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings 
       per Share." The difference between average common shares and average 
       common and common equivalent shares is the result of outstanding stock 
       options.


                                       4
<PAGE>

ITEM 2.

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                   SIX MONTHS ENDED DECEMBER 31, 1998 AND 1997


CHANGES IN FINANCIAL CONDITION

Working capital at December 31, 1998 was $84.8 million, up 25.6% from the 
$67.5 million at June 30, 1998. This includes cash and cash equivalents of 
$33.9 million compared to $11.9 million at June 30, 1998 and accounts 
receivable of $86.1 million compared to $94.3 million at June 30, 1998. The 
ratio of current assets to current liabilities has increased and the ratio of 
total assets to total liabilities has decreased since June 30, 1998. On 
December 30, 1998, the Company entered into a Notes Purchase Agreement 
whereby it sold $20,000,000 of 7% Senior Notes due December 30, 2006. The 
increase in working capital and long-term debt and the changes in the ratios 
are due to the proceeds from the $20 million Note Purchase Agreement which 
will be used to finance construction costs of the new corporate headquarters 
building.

The Company's primary need for working capital is to support accounts 
receivable resulting from the growth in its business and to fund the time lag 
between payroll disbursement and receipt of fees billed to clients. Over the 
past years, the Company has been able to support the growth in its business 
with internally generated funds. The Company's sub-supplier contracts are not 
expected to burden working capital.

On August 20, 1998 the Board of Directors increased the regular quarterly 
dividend to $.10 per share payable November 13, 1998 to shareholders of 
record on October 30, 1998. The previous dividend rate was $.08 per share.

On December 17, 1998 the Board of Directors declared the regular quarterly 
dividend of $.10 per share payable February 12, 1999 to shareholders of 
record as of January 29, 1999.

In January 1998 the Company entered into an agreement to build a facility for 
use as its corporate headquarters and its Minneapolis branch operations. The 
Company expects construction and related costs will be approximately 
$21,300,000. These costs will be financed through the use of cash reserves 
and the proceeds of the Notes Purchase Agreement described above.

The Company believes funds generated from its business, current cash balances 
and the above mentioned financing are adequate to meet demands placed upon 
its resources by its operations, capital investments and the payment of 
quarterly dividends.

The Company intends to achieve Year 2000 compliance by replacing its computer 
systems with new, Y2K compliant hardware and software. The new 
hardware/software system was put into production February 1, 1999. The cost 
of the new system is expected to be approximately $2,500,000, of which 
$2,400,000 has already been incurred. The Company depends on its computer 
system for critical business functions, including time record keeping, 
billing, payroll, and accounts payable and receivable. The loss of these 
capabilities would have a material adverse impact on the Company. The Company 
believes, however, its new computer systems will remedy the millennium date 
change, and accordingly no contingency plan has been developed at this time. 
If Y2K compliance testing currently being performed exposes weaknesses (Y2K 
or otherwise) in the new system, the Company intends to develop a contingency 
plan, which will likely take into account the fact it has a staff of over 
4,500 computer programmers as well as a national Y2K practice which can 
assist in achieving Y2K compliance. The Company's business does not depend on 
raw materials, parts or other goods supplied by third parties and therefore, 
the Company believes the inability of its vendors to achieve Y2K compliance 
would not have a material adverse impact on the Company. The Company does use 
utility services (electricity, telecommunication, natural gas and the like) 
for its offices, and interruption of these services could have a material 
adverse impact on the Company's operations. The inability of the Company's 
clients to achieve Y2K compliance could have an impact on their ability to 
pay the


                                       5

<PAGE>

Company for the services it renders to them, with consequent adverse impact 
on the Company's cash flow. Nearly all of the Company's revenue is derived 
from services rendered to Fortune 1000 companies, and the Company considers 
it unlikely a material number of its customers would encounter Y2K compliance 
issues which would prevent them from paying the Company's invoices in a 
timely manner.

The Company's services addressing the Year 2000 problem involve key aspects 
of its clients' computer systems. A failure in a client's system could result 
in a claim for substantial damages against the Company, regardless of the 
Company's responsibility for such failure. Litigation, regardless of its 
outcome, could result in substantial cost to the Company. Accordingly, any 
contract liability claim or litigation against the Company could have an 
adverse effect on the Company's business, operations and financial results.

RESULTS OF OPERATIONS

Revenues provided directly for the six months ended December 31, 1998 were 
$241.8 million, an increase of 13.5% over the same period a year ago. 
Approximately 30% of this increase is the result of an increase in billed 
hours and 70% from increases in hourly rates. For the three months ended 
December 31, 1998 revenues provided directly were $118.4 million, an increase 
of 9.3% over the same period a year ago. Nearly all of this increase is the 
result of an increase in hourly rates. While the Company has been able to 
increase rates over the prior year, there can be no assurance the Company 
will be able to continue this as competitive conditions in the industry make 
it difficult for the Company to continually increase the hourly rates it 
charges for services. Revenues provided through sub-suppliers for the six 
month period and quarter ended December 31, 1998 were $69.7 and $34.6 
million, respectively. This represents increases of 9.9% and 5.1% over the 
same periods a year ago. These increases in sub-supplier revenues resulted 
almost exclusively from an increase in billable hours of service rendered to 
clients.

Personnel totalled 5,000 at December 31, 1998, compared to 5,050 at 
December 31, 1997, a decrease of 1.0%.

Salaries, contracted services and direct charges, which represent primarily 
the Company's direct labor cost, were 78.4% of revenues for the six months 
ended December 31, 1998 compared to 77.7% for the same period a year ago. 
These costs were 78.7% of revenues for the three months ended December 31, 
1998 and 78.0% of revenues for the three months ended December 31, 1997. By 
comparison, these costs were 78.0% of revenues for the first quarter of 
fiscal 1999 and 77.4% of revenues for the first quarter of fiscal 1998. The 
increase in this expense category as a percentage of revenues is mostly a 
consequence of increased idle time and increases in labor costs. The 
Company's efforts to control these costs involve controlling labor costs, 
passing on labor cost increases through increased billing rates where 
possible, and maintaining productivity levels of its billable technical 
staff. Labor costs, however, are difficult to control because the highly 
skilled technical personnel the Company seeks to hire and retain are in great 
demand and intense competition in the industry makes it difficult to pass 
cost increases on to customers, while unfavorable economic conditions could 
adversely affect productivity. Although the Company has taken steps to 
control this category of expense, there can be no assurance the Company will 
be able to maintain or improve this level.

Selling, administrative and other operating costs, which include commissions, 
employee fringe benefits and location costs, represented 15.9% of revenues 
for the six months ended December 31, 1998 compared to 16.3% for the same 
period a year ago. These costs were 16.1% of revenues for the three months 
ended December 31, 1998 and 16.3% of revenues for the three months ended 
December 31, 1997. While the Company is committed to careful management of 
these costs, there can be no assurance the Company will be able to maintain 
these costs at their current relationship to revenues.


                                       6

<PAGE>

Net income for the six months ended December 31, 1998 increased 6.5% over the 
same period a year ago. As a percentage of revenue, net income has decreased 
from 3.8% for the six months ended December 31, 1997 to 3.6% for the six 
months ended December 31, 1998. Net income for the quarter, as a percentage 
of revenues, also decreased from 3.6% for the three months ended December 31, 
1997 to 3.2% for the three months ended December 31, 1998. The Company's net 
income as a percentage of revenues provided directly was 4.6% for the six 
months ended December 31, 1998 compared to 4.9% for the same period a year 
ago. The Company's net income as a percentage of revenues provided directly 
for the three months ended December 31, 1998 and 1997 was 4.2% and 4.6%, 
respectively.


                                       7

<PAGE>

PART II.  OTHER INFORMATION

        Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

        At the annual meeting of shareholders held October 15, 1998, the 
        following action was taken:

        (a)           Election of directors.

               The following nominees,  all of whom were listed in the company's
        proxy  statement  prepared in accordance  with  Regulation  14(a),  were
        elected:

                      Nominee          Votes for         Authority withheld
                      -------          ---------         ------------------

               V. C. Benda             19,590,395            258,886
               M. A. Loftus            19,592,412            256,869
               W. K. Drake             19,584,183            265,097
               E. M. Mahoney           19,586,244            263,037
               F. W. Lang              19,589,854            259,426
               R. L. Prince            19,591,627            257,654

        (b)     Ratification of auditors.

        The shareholders voted their shares to ratify the appointment of
        Deloitte & Touche LLP by the following vote:

                     In favor                        19,723,401
                     Against                             71,979
                     Abstain                             53,899

         (c)      Increased authorized common shares

                     In favor                        18,008,857
                     Against                          1,758,853
                     Abstain                             81,570

        There were no broker non-votes.


        Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)         Exhibit 3 - Articles of Incorporation, as amended.

         (b)         Exhibit 4(v)  -  Specimen Note Purchase Agreement and 
                                      Note, $20,000,000 7% Senior Notes due 
                                      12/30/2006.

         (c)         Exhibit 27 - Financial Data Schedule.

         (d)         There were no reports on Form 8-K filed for the six months 
                     ended December 31, 1998.


                                       8

<PAGE>

CAUTIONARY STATEMENT UNDER THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995

Statements included in this document may be "forward-looking statements" within
the meaning of the term in Section 27A of the Securities Act of 1933 as amended,
and of Section 21F of the Securities Exchange Act of 1934, as amended.
Additional oral or written forward-looking statements may be made by the Company
from time to time, and such statements may be included in documents that are
filed with the Securities and Exchange Commission. Words such as "believes,"
"intends," "possible," "expects," "estimates" "anticipates," or "plans" and
similar expressions are intended to identify forward-looking statements,
although forward-looking statements may exist without such expressions.

Forward-looking statements are based on expectations and assumptions, and they
involve risks and uncertainties which could cause results or outcomes to differ
materially from expectations. Among the risks and uncertainties important to the
Company's business are (i) the continued need of current and prospective
customers for the Company's services, (ii) the renewal of contracts with
customers, especially major customers, (iii) the cancellation of contracts by
customers, especially major customers, (iv), competition, (v) the availability
of qualified professional staff, (vi) the Company's ability to increase hourly
billing rates as labor and operating costs increase and (vii) the Company's
ability to continue to operate its business and support growth with internally
generated funds. There may be other factors, such as general economic conditions
which affect businesses generally, which may cause results to vary from
expectations.


                                       9

<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.


                                         ANALYSTS INTERNATIONAL CORPORATION
                                                    (Registrant)




Date  February 12, 1999                  By  /s/ Gerald M. McGrath            
     ------------------                    ------------------------------------
                                           Gerald M. McGrath
                                           Treasurer and Chief Financial Officer

Date  February 12, 1999                  By  /s/ Marti R. Charpentier         
     ------------------                    ------------------------------------
                                           Marti R. Charpentier
                                           Controller and Assistant
                                           Treasurer (Chief Accounting Officer)


                                       10

<PAGE>

                                  EXHIBIT INDEX


Exhibit Number                     Exhibit                             Page No.*
--------------                     -------                             ---------

  3                   Articles of Incorporation, as amended                15

  4(v)                Specimen Note Purchase Agreement and Note,           20
                      $20,000,000 7% Senior Notes due 12/30/06

  27                  Financial Data Schedule                              84


* Page numbers in the sequential numbering system of the manually signed 
  original report.