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 Quarterly Period Ended September 30, 1999

                                       OR

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


                        Commission File Number: 000-23309
                               LINC CAPITAL, INC.
             (Exact name of registrant as specified in its charter)


                Delaware                                06-0850149
    (State or other jurisdiction of         (I.R.S. Employer Identification No.)
     incorporation or organization)

     303 East Wacker Drive, Suite 1000,
           Chicago, Illinois                              60601
    (Address of principal executive offices)           (Zip Code)

                                 (312) 946-1000
                (Registrant's telephone number, including area code)



         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 [ ]


At November 12, 1999, 5,265,050  shares  of  the Registrant's Common  Stock were
outstanding.


<PAGE>


                               LINC CAPITAL, INC.

                                TABLE OF CONTENTS



PART I.                       FINANCIAL INFORMATION                         PAGE

Item 1. Financial Statements:
        Consolidated Balance Sheets -
        September 30, 1999 (unaudited) and December 31, 1998.................. 3
        Consolidated Statements of Operations -
          Three and nine months ended September 30, 1999 and 1998 (unaudited). 4
        Consolidated Statements of Cash Flows -
          Three and nine months ended September 30, 1999 and 1998 (unaudited). 5
        Notes to Consolidated Financial Statements (unaudited)................ 7

Item 2. Management's Discussion and Analysis of Financial
          Condition and Results of Operations................................ 14

Item 3. Quantitative and Qualitative Disclosures About Market Risk........... 19



PART II.                        OTHER INFORMATION

Item 4. Exhibits and Reports on Form 8-K..................................... 20


SIGNATURES .................................................................. 20

<PAGE>

PART I -                      FINANCIAL INFORMATION

Item 1.  Financial Statements

                       LINC Capital, Inc. and Subsidiaries
                           Consolidated Balance Sheets
                    (Dollars in thousands, except share data)




                                                     September 30,  December 31,
                                                         1999           1998
                                                         ----           ----
ASSETS
Net investment in direct finance leases and loans..... $411,875       $164,770
Equipment held for rental and operating leases, net...   32,475         30,659
Accounts receivable...................................   10,386          7,593
Securitization retained interest......................      478         17,026
Restricted cash.......................................    9,879          3,935
Other assets..........................................   18,341         12,735
Goodwill..............................................   15,518         10,738
Cash and cash equivalents.............................    9,125          1,428
                                                       --------       --------
                                      Total assets     $508,077       $248,884
                                                       ========       ========



LIABILITIES AND STOCKHOLDERS' EQUITY
Senior credit facility and other senior notes payable.  $95,090        $96,646
Recourse debt.........................................    3,942          8,017
Nonrecourse debt......................................  330,922         68,616
Accounts payable......................................   13,690          7,443
Accrued expenses......................................    9,586          8,775
Customer holdbacks....................................    6,057         10,328
Subordinated debentures...............................    5,962          5,694
Deferred income taxes.................................      454          1,924
                                                       --------       --------
                                   Total liabilities   $465,703       $207,443
                                                       ========       ========


STOCKHOLDERS' EQUITY
Common stock, $0.001 par value, 15,000,000 shares
  authorized; 5,330,953 and 5,249,591 shares issued;
  5,265,050 and 5,183,688 shares outstanding...........       5              5
Additional paid-in capital.............................  29,852         29,567
Deferred compensation from issuance of options.........     (29)          (124)
Stock note receivable..................................    (182)          (182)
Treasury stock, at cost; 65,903 shares.................    (287)          (287)
Accumulated other comprehensive income (loss)..........     844            (34)
Retained earnings......................................  12,171         12,496
                                                        -------        -------
                           Total stockholders' equity   $42,374        $41,441
                                                        -------        -------

            Total liabilities and stockholders' equity  $508,077       $248,884
                                                       ========       ========



          See accompanying notes to consolidated financial statements.


<PAGE>


                       LINC Capital, Inc. and Subsidiaries
                Consolidated Statements of Operations (Unaudited)
                  (Dollars in thousands, except per share data)

<TABLE>
<CAPTION>



                                                                             Three Months ended           Nine Months ended
                                                                                 September 30,               September 30,
                                                                                 -------------               -------------

<S>                                                                            <C>          <C>             <C>           <C>
                                                                               1999         1998            1999          1998
REVENUES:
      Sales of equipment...............................................      $6,053        $8,425         $22,062      $23,225
      Direct finance lease income......................................      10,165         3,580          23,098        8,848
      Interest income..................................................         803           543           2,441        1,347
      Rental and operating lease revenue...............................       2,918         2,274           8,295        6,988
      Servicing fees and other income..................................       1,411         1,366           5,359        2,481
      Gain on sale of lease receivables................................         648         3,251           1,003        6,839
      Gain on equipment residual values................................         275           678             838        1,465
      Gain on equity participation rights..............................         150         1,131           1,388        3,809
                                                                             ------        ------          ------       ------
                                                         Total revenues      22,423        21,248          64,484       55,002
                                                                             ------        ------          ------       ------


EXPENSES:
      Cost of equipment sold...........................................      $4,781         $6,861        $17,848      $18,958
      Selling, general and administrative..............................       6,097          5,685         17,658       13,473
      Interest.........................................................       7,322          2,736         16,439        6,772
      Depreciation of equipment under rental agreements
        and operating leases...........................................       1,967          1,606          5,520        4,508
      Goodwill amortization............................................         143            102            566          169
      Provision for credit losses......................................       4,313          1,435          7,201        3,762
      Restructuring charges............................................         700          - - -            700        - - -
                                                                             ------         ------         ------       ------
                                                         Total expenses      25,323         18,425         65,932       47,642
                                                                             ------         ------         ------       ------

Earnings (loss) before income taxes....................................      (2,900)         2,823         (1,448)       7,360
Income tax expense (benefit)...........................................      (1,529)         1,148         (1,123)       2,923
                                                                              ------         -----          ------       -----
Net earnings (loss)....................................................     $(1,371)        $1,675          $(325)      $4,437
                                                                             =======        ======          ======      ======

Net earnings (loss) per common share:
       Basic...........................................................      $ (.26)        $ .32         $ (.06)        $ .86
       Diluted.........................................................      $ (.26)        $ .31         $ (.06)        $ .83



                           See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>
<TABLE>
                       LINC Capital, Inc. and Subsidiaries
               Consolidated Statements of Cash Flows (Unaudited)
                             (Dollars in thousands)

<CAPTION>
                                                                                 Three Months ended             Nine Months ended
                                                                                   September 30,                 September 30,
                                                                                   -------------                 -------------
<S>                                                                              <C>             <C>            <C>          <C>
                                                                                1999            1998           1999         1998
                                                                                ----            ----           ----         ----

Cash flows from operating activities:
  Net earnings (loss)....................................................     $(1,371)         $1,675          $(325)       $4,437

 Adjustments to reconcile net earnings (loss) to net cash
   provided by operations:
             Depreciation and amortization...............................       2,327           1,835          6,802         4,999
             Direct finance lease income.................................     (10,165)         (3,580)       (23,098)       (8,848)
             Payments on direct finance leases...........................      48,912          18,407        107,318        46,643
             Deferred income taxes.......................................      (2,126)            367         (1,414)        1,388
             Provision for credit losses.................................       4,313           1,435          7,201         3,762
             Gain on sale of lease receivables...........................        (648)         (3,251)        (1,003)       (6,839)
             Gain on equity participation rights.........................        (150)         (1,131)        (1,388)       (3,809)
             Amortization of discount....................................          93              78            268           226
             Deferred compensation.......................................           4              11            (15)           36
 Changes in assets and liabilities:
             Increase in receivables.....................................        (473)           (897)        (2,719)       (2,535)
             Increase in restricted cash.................................      (2,453)           (426)        (5,944)       (3,229)
             Decrease (increase) in other assets.........................      (5,625)            551         (6,360)       (3,033)
             Increase in accounts payable................................         973           2,559          6,199         4,221
             Increase in accrued expenses................................         907           1,554            755         2,100
             Decrease (increase) in customer holdbacks...................      (2,853)          1,868         (4,271)        7,554
                                                                               ------           -----          ------        -----
Cash provided by operating activities....................................      31,665          21,055         82,006        47,073
                                                                               ------          ------         ------        ------

Cash flows from investing activities:
      Cost of equipment acquired for lease and rental....................     (68,733)        (69,939)      (266,337)     (184,970)
      Cash used in acquisitions, net of cash acquired....................      (2,545)          - - -         (4,042)      (39,180)
      Funding of securitization retained interest........................       - - -          (3,454)         - - -       (17,767)
      Receipts on securitization retained interest.......................         727           1,553          5,622         3,471
      Fixed assets purchased.............................................        (415)           (312)        (1,094)         (780)
      Proceeds from sale of investments..................................       1,154           1,131          1,388         3,809
                                                                                -----           -----          -----         -----

                 Net cash used in investing activities                        (69,812)        (71,021)      (264,463)     (235,417)
                                                                              --------        --------      ---------     ---------


                                 See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
                       LINC Capital, Inc. and Subsidiaries
         Consolidated Statements of Cash Flows (Unaudited) - (Continued)
                             (Dollars in thousands)


<TABLE>
<CAPTION>
                                                                               Three Months ended            Nine Months ended
                                                                                  September 30,                September 30,
                                                                                1999        1998              1999      1998
                                                                                 ------------------------------------------
<S>                                                                             <C>          <C>              <C>          <C>
Cash flows from financing activities:
      Net increase (decrease) in notes payable...........................      (9,111)      (5,000)          (1,556)      44,650
      Proceeds from recourse and nonrecourse debt........................     257,597        - - -          436,132        4,697
      Repayments of recourse and nonrecouse debt.........................    (142,255)      (7,357)        (190,055)     (19,834)
      Proceeds from sales of lease receivables...........................      22,224       62,933           26,421      164,995
      Repurchase of receivables from conduit facility,
        net of securitization retained interest..........................     (81,183)       - - -          (81,183)       - - -
      Proceeds from stock notes receivable...............................       - - -        - - -            - - -          329
      Sale of stock......................................................       - - -        - - -              395        - - -
                                                                                -----        -----          -------      -------
Net cash provided by financing activities................................      47,272       50,576          190,154      194,837
                                                                               ------       ------          -------      -------
Net increase in cash.....................................................       9,125          610            7,697        6,493
Cash at beginning of period..............................................       - - -        5,883            1,428        - - -
                                                                                -----        -----            -----        -----
Cash at end of period....................................................      $9,125       $6,493           $9,125       $6,493
                                                                               ======       ======           ======       ======

Supplemental disclosures of cash flow information:
      Interest paid......................................................      $7,174       $2,582          $16,355       $6,320
      Income taxes paid..................................................        $185          $15             $754         $863



                                 See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
                       LINC Capital, Inc. and Subsidiaries
             Notes to Consolidated Financial Statements (Unaudited)



(1)  The Company

     LINC  Capital,  Inc.  (the  "Company")  is a finance  company that provides
leasing,  asset-based financing,  and equipment rental and distribution services
to growing  businesses.  The Company's  principal  businesses are (i) the direct
origination of leases and accounts  receivable and other asset-backed  financing
to middle  and late  stage  emerging  growth  companies  primarily  serving  the
healthcare and information technology industries ("Select Growth Finance"), (ii)
the  financing of leases  generated  by smaller  equipment  lessors  ("Portfolio
Finance"),  (iii) the rental, leasing and distribution of analytical instruments
and related equipment to companies serving the environmental, pharmaceutical and
biotechnology  industries  ("Instrument Rental and Distribution"),  and (iv) the
originations  of leases through  programs  established  with  manufacturers  and
distributors ("Vendor Finance").

(2)  Significant Accounting Policies

     Basis of Presentation

     The  accompanying  unaudited  consolidated  financial  statements have been
prepared in accordance  with generally  accepted  accounting  principles and the
rules and  regulations  of the  Securities  and Exchange  Commission for interim
financial statements.  Accordingly, the interim statements do not include all of
the information and disclosures required for annual financial statements. In the
opinion of the  Company's  management,  all  adjustments  (consisting  solely of
adjustments of a normal recurring  nature)  necessary for a fair presentation of
these  interim   results  have  been   included.   Inter-company   accounts  and
transactions  have  been  eliminated.  For  further  information,  refer  to the
consolidated  financial  statements and notes thereto  included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1998. The results for
the  three-month  and  nine-month  periods  ended  September  30,  1999  are not
necessarily  indicative  of the results  that may be expected  for the full year
ending December 31, 1999.

     The balance  sheet at December  31, 1998 has been  derived from the audited
financial  statements  included in the Company's  Annual Report on Form 10-K for
the year ended December 31, 1998.

     Reclassifications

     Certain  reclassifications  have been made in the 1998 financial statements
to conform to the 1999 presentation.


(3)  Acquisitions

     Effective  January 1, 1999,  the Company  purchased all of the  outstanding
common stock of Connor Capital Corporation,  a lessor specializing in developing
captive finance programs for equipment vendors.  Additionally,  effective August
31, 1999,  the Company  acquired the assets of Internet  Finance + Equipment,  a
distributor  and lessor of internet  access  equipment  manufactured  by several
companies.  Both  acquisitions have been accounted for using the purchase method
of accounting and the results of operations of the acquired businesses have been
included  in the  consolidated  financial  statements  since  the  dates  of the
acquisition.  These acquisitions had no material impact on results of operations
for the three months or nine months ended September 30, 1999.

     The  consideration  for  the  acquisitions  included  $4,946,000,  in  cash
payments,  a  portion  of  which  is to be paid in  November  1999,  net of cash
acquired,  and future  contingent cash payments of up to  $12,250,000.  The fair
value of assets  purchased  and  liabilities  assumed  in the  acquisition  were
$12,922,000 and $12,228,000, respectively.
<PAGE>
                       LINC Capital, Inc. and Subsidiaries
      Notes to Consolidated Financial Statements (Unaudited) - (Continued)


(4)  Net Investment in Direct Finance Leases and Loans

     Net investment in direct finance leases and loans is as follows:



                                               September 30,     December 31,
                                                  1999               1998
                                                  -----------------------
                                                        (In thousands)

      Lease and loan contracts receivable
               in installments.................  $468,337          $191,278
      Estimated residual value of leased
               equipment ......................    15,405             8,326
      Initial direct costs.....................     6,533             2,447
      Unearned lease income....................   (73,219)          (34,294)
      Broker fees..............................     2,445               804
      Allowance for doubtful receivables.......    (7,626)           (3,791)
                                                  -------            ------
      Net investment...........................  $411,875          $164,770
                                                  ========         ========


(5)   Equipment Held for Rental and Operating Leases, Net

      The net book value of equipment held for rental and operating leases
is as follows:

                                                 September 30,    December 31,
                                                    1999             1998
                                                    -------------------------

                                                            (In thousands)

      Equipment under operating leases............  $10,697         $13,905
      Equipment under rental agreements...........   21,778          16,754
                                                     ------          ------
      Net book value..............................  $32,475         $30,659
                                                    =======         =======



     The  book  values  presented  in the  above  table  are net of  accumulated
depreciation  of  $12,258,000  and $8,058,000 at September 30, 1999 and December
31, 1998, respectively. Equipment under rental agreements is comprised primarily
of analytical instruments.
<PAGE>

                       LINC Capital, Inc. and Subsidiaries
      Notes to Consolidated Financial Statements (Unaudited) - (Continued)

(6)  Loss Experience and Reserves

     The  following  table sets forth  delinquencies  as a  percentage  of gross
remaining  receivables  on leases  included in the  Company's  owned and managed
lease portfolio and net charge-offs for the periods indicated as a percentage of
the Company's  remaining  net  investment  in direct  finance  leases and loans.
Additionally,  the table  sets  forth the  allowance  for  doubtful  receivables
provided, as well as holdback reserves on portfolios acquired, as of the ends of
the periods indicated.
                                               September 30,    December 31,
                                                  1999              1998
                                                  ----------------------
                                                  (Dollars in thousands)
Select Growth Finance:
           Gross Receivable Balance.............  $84,152          $75,882
           31 -  60 days past due...............     0.88%            3.07%
           61 -  90 days past due...............     0.85%            0.07%
           Over 90 days past due................     0.92%            1.52%
Portfolio Finance:
           Gross Receivable Balance............. $224,788         $175,885
           31 -  60 days past due...............     2.87%            2.13%
           61 -  90 days past due...............     1.35%            1.27%
           Over 90 days past due................     0.20%            0.20%
Rental and Distribution:
           Gross Receivable Balance.............  $10,289          $10,064
           31 -  60 days past due...............     9.27%            8.88%
           61 -  90 days past due...............     - -              - -
           Over 90 days past due................     - -              - -
Vendor Finance:
           Gross Receivable Balance............. $188,617          $92,478
           31 -  60 days past due...............     3.57%            3.37%
           61 -  90 days past due...............     1.21%            0.61%
           Over 90 days past due................     1.03%            1.16%
Totals:
           Gross Receivable Balance............. $507,846         $354,309
           31 -  60 days past due...............     2.93%            2.85%
           61 -  90 days past due...............     1.19%            0.81%
           Over 90 days past due................     0.63%            0.73%
Average net investment in leases and
               loans owned and managed.......... $368,855         $242,757
Net charge-offs.................................    5,658            3,116
Annualized net charge-off percentage............     2.05%            1.28%

Allowance for doubtful receivables included in:
     Net investment in direct finance leases
       and loans................................   $7,626           $3,791
     Securitization retained interest...........       78            1,808
     Holdback reserves on portfolios acquired...    2,784            6,104
                                                    -----            -----
Total allowance and holdbacks...................  $10,488          $11,703
                                                  =======          =======
Recourse to Portfolio Finance customers
  in addition to holdback reserves on
  portfolios acquired                             $18,140          $10,407
                                                  =======          =======
<PAGE>


                      LINC Capital, Inc. and Subsidiaries
      Notes to Consolidated Financial Statements (Unaudited) - (Continued)

(6)  Loss Experience and  Reserves (continued)

     In  addition  to  the  allowance  for  doubtful  receivables  and  holdback
reserves,  in connection with its Portfolio  Finance  activities the Company has
recourse to certain of its Portfolio  Finance  customers.  At September 30, 1999
and  December 31, 1998 the  aggregate  amount of recourse  was  $18,140,000  and
$10,407,000, in support of gross remaining receivables totaling $167,887,000 and
$117,399,000, respectively.

(7)  Debt

     Notes Payable

     Notes Payable to banks and others were as follows:

                                                   September 30,    December 31,
                                                      1999               1998
                                                      -----------------------
                                                           (In thousands)

      Senior credit facility.......................    $92,000          $91,700
      Other........................................      3,090            4,946
                                                         -----            -----
                         Total.....................    $95,090          $96,646
                                                       =======          =======


     At September  30, 1999 and December 31, 1998,  the Company had  available a
senior credit facility in the amount of $155,000,000 of which  $92,000,000,  and
$91,700,000  was  outstanding  at  September  30,  1999 and  December  31,  1998
respectively.  The weighted-average  interest rate on the senior credit facility
at September  30, 1999 and December 31, 1998 was 7.18% and 6.58%,  respectively.
In October  1999,  the facility was amended and decreased to  $117,000,000.  The
facility, as amended,  provides for interest at LIBOR plus 1.25% to 1.75% or, at
the  Company's  option,  prime plus up to 0.25% or the CD rate or Fed Funds rate
plus 1.30% to 1.80% with the precise rate dependent on certain  leverage  tests.
Additionally,  the  amended  facility  calls for the  Company to pay an up-front
commitment  fee equal to 0.10% of the  committed  amount as well as a commitment
fee of 0.25% on the unused daily  balance below 25% of the facility and 0.50% on
the unused daily balance above 25%. The facility is secured by substantially all
of the  assets  of the  Company  and is  used  by the  Company  to  finance  the
acquisition  of equipment  pending  completion  of permanent  financing  and for
normal working capital purposes. The facility matures January 31, 2000.

     In connection  with the  acquisition  of Monex  Leasing,  Ltd., the Company
issued a note  payable  to the  former  owner of the  company.  Such note  bears
interest at 8% with principal  payments over a three-year  period.  At September
30, 1999, $1,000,000 is outstanding. Additionally, the Company has notes payable
to a third  party at an  interest  rate of 10% with  various  payment  terms and
maturity dates.

<PAGE>
                       LINC Capital, Inc. and Subsidiaries
      Notes to Consolidated Financial Statements (Unaudited) - (Continued)


     Recourse and Nonrecourse Debt

     At September 30, 1999, the Company had a commercial  paper conduit facility
available for funding of up to $289,000,000 in lease  receivables.  At September
30, 1999,  $97,932,000 of this facility was utilized.  Under this facility,  the
Company transfers a pool of leases to a wholly-owned, bankruptcy remote, special
purpose  subsidiary  established  for the purpose of  purchasing  the  Company's
leases. This subsidiary simultaneously transfers its interest in the leases to a
bank conduit facility,  which issues securities to investors. The securities are
collateralized by an undivided interest in the leases, the leased equipment, and
certain collateral  accounts.  A portion of the proceeds from the securitization
of leases is required to be held in a separate  restricted account as collateral
for the leases  transferred.  This amount is recorded as  restricted  cash.  The
weighted-average  interest  rate  on  the  conduit  securitization  facility  at
September 30, 1999 and December 31, 1998 was 6.08% and 5.63%, respectively.

     During the nine months ended  September 30, 1998, the Company  recognized a
gain upon the sale of leases in  securitizations  equal to the excess of the net
proceeds from the sale, after deducting issuance  expenses,  over the cost basis
of  the  leases.  Under  gain-on-sale  treatment,   the  Company  reflected  the
difference between the aggregate principal balance of the leases securitized and
proceeds  received,  net  of an  allowance  for  doubtful  receivables,  as  the
securitization  retained  interest on the balance  sheet.  Effective  October 1,
1998, the Company  eliminated  gain-on-sale  treatment for securitized leases by
modifying  the  structure  of  its  securitization  facility  such  that  it  is
considered  nonrecourse  debt under generally  accepted  accounting  principles.
Subsequent  to  eliminating   gain-on-sale   treatment,   the  Company  recorded
nonrecourse debt equal to the cash received.

     In July 1999, the Company completed a term  securitization of $237 million.
$199  million of A-1  Certificates  rated AAA by  Standard  and Poor's and Fitch
IBCA,  Inc.  and Aaa by  Moody's  Investor  Service,  Inc.,  $9  million  of B-1
Certificates  rated BBB by Fitch IBCA, Inc., and $12 million of B-2 Certificates
rated  BB by  Fitch  IBCA,  Inc.,  were  issued  in the  private  market.  The C
Certificate of $17 million was retained by the Company.  In connection  with the
term   securitization,   the  Company  repurchased  certain  leases,  which  had
previously  been  financed in the conduit  securitizaiton  and removed  from the
balance sheet.  In accordance  with generally  accepted  accounting  principles,
$93,840,000,  the  amount  of the  repurchase  price,  was  restored  to the net
investment in leases and loans on the balance sheet.  The proceeds from the term
securitization were recorded as nonrecourse debt. The weighted-average interest
rate on the term securitization facility at September 30, 1999 was 6.24%.

     At September 30, 1999 and December 31, 1998,  $296,249,000 and $44,676,000,
respectively, was recorded as nonrecourse debt under the term securitization and
the securitization conduit facility.

     The Company also permanently  finances leases with financial  institutions,
on either a nonrecourse  or partial  recourse  basis.  In connection  with these
financings, the Company receives a cash payment equal to the discounted value of
the future rentals less, in certain  cases,  a holdback or cash reserve.  In the
event of default by a lessee  under a lease which has been  assigned to a lender
under  these  financings,  the  lender  has  recourse  to the  lessee and to the
underlying  leased equipment but no recourse to the Company except to the extent
of the  recourse  portion  of the  financing,  including  any  holdback  or cash
reserve. Proceeds from the financing of leases are recorded as debt.

<PAGE>

                       LINC Capital, Inc. and Subsidiaries
      Notes to Consolidated Financial Statements (Unaudited) - (Continued)


(8) Earnings per Share

     The following table sets forth the computation of basic and diluted
     earnings per share.
<TABLE>
<CAPTION>

                                                                             Three months ended           Nine months ended
                                                                                September 30,                 September 30,
                                                                           1999            1998           1999        1998
                                                                         ---------------------------------------------------

                                                                                       (In thousands, except share data)
       <S>                                                            <C>                <C>            <C>          <C>

       Numerator for basic and diluted earnings (loss)
                   per share - net earnings (loss).................   $(1,371,000)       $1,675,000      $(325,000)    $4,437,000
                                                                       -----------        ---------       ---------    ----------
       Denominator for basic earnings (loss) per share - weighted
                   average shares outstanding......................     5,265,050         5,183,688      5,250,753      5,167,204

       Effect of dilutive stock options............................         - -             166,062            - -        190,015
                                                                        ---------         ---------      ---------      ---------
       Denominator for diluted earnings (loss) per share...........     5,265,050         5,349,750      5,250,753      5,357,219
                                                                        ---------         ---------      ---------      ---------
       Net earnings (loss):
                    Basic earnings per share.......................         $(.26)             $.32          $(.06)          $.86
                                                                            =====              ====          =====           ====
                    Diluted earnings per share.....................         $(.26)             $.31          $(.06)          $.83
                                                                            =====              ====          =====           ====

</TABLE>

     Stock  options  that could  potentially  dilute  earnings  per share in the
future were not included in the  computation  of diluted  earnings per share for
the three and nine month  periods  ended  September  30, 1999 because the effect
would be antidulitive.

(9)      Comprehensive Income

     The components of  comprehensive  income,  net of related tax, for the nine
months ended September 30, 1999 and 1998 are as follows:
                                                          Nine months ended
                                                            September 30,
                                                         1999           1998
                                                         -------------------
                                                           (In thousands)

       Net earnings (loss).............................    $(325)    $4,437

       Other comprehensive income, net of tax:
                Unrealized gain (loss) on securities...      607       (522)
                Foreign currency translation adjustment      271       (116)
                                                             ---       ----
       Comprehensive income............................     $553     $3,799
                                                            ====     ======



     Accumulated other  comprehensive  income, net of tax, at September 30, 1999
and December 31, 1998 consists of unrealized gains on securities of $671,000 and
$64,000 and accumulated foreign currency translation adjustments of $173,000 and
$(98,000), respectively.
<PAGE>
                      LINC Capital, Inc. and Subsidiaries
      Notes to Consolidated Financial Statements (Unaudited) - (Continued)


(10)  Segment Information

     The Company has four reportable segments: Select Growth Finance,  Portfolio
Finance,  Rental and  Distribution,  and Vendor Finance.  The loss before income
taxes  in the  Vendor  Finance  segment  for the  three  and nine  months  ended
September 30, 1999 includes a restructuring  charge of $700,000  relating to the
consolidation of certain Vendor Finance functions.  The following table presents
certain information by segment.
<TABLE>
<CAPTION>
                                                Select                     Rental
                                                Growth      Portfolio        and          Vendor
          (Dollars in thousands)                Finance     Finance    Distribution      Finance      Corporate    Consolidated
<S>                                             <C>          <C>            <C>            <C>           <C>           <C>
Three months ended September 30, 1999
    Total revenues..........................    $3,691       $5,320         $8,338         $5,074          $ -         $22,423
    Depreciation and
         amortization expense...............        84          588          1,235            203            -           2,110
    Interest expense........................     1,111        3,945            226          2,040            -           7,322
    Earnings (loss) before income taxes.....    (1,701)         268            621         (1,084)      (1,004)         (2,900)
    Total assets............................    68,857      215,848         39,557        178,250        5,565         508,077
    Lease fundings..........................    $7,571      $11,569         $2,292        $46,865          $ -         $68,297
                                               --------------------------------------------------------------------------------

Three months ended September 30, 1998
    Total revenues..........................    $4,179       $3,516        $10,373         $3,180          $ -         $21,248
    Depreciation and
        amortization expense................       186          271          1,164             87            -           1,708
    Interest expense........................       942          694            280            820            -           2,736
    Earnings (loss) before income taxes.....     1,679          514            393            527         (290)          2,823
    Total assets............................    64,945       41,050         28,269         38,896        9,575         182,735
    Lease fundings..........................   $13,031      $33,196         $1,022        $15,576          $ -         $62,825
                                             ----------------------------------------------------------------------------------

Nine months ended September 30, 1999
    Total revenues..........................   $10,181      $15,194        $28,103        $11,006          $ -         $64,484
    Depreciation and
        amortization expense................       281        1,667          3,522            616            -           6,086
    Interest expense........................     3,576        8,204            919          3,740            -          16,439
    Earnings (loss) before income taxes.....    (1,156)       2,547          1,138         (2,465)      (1,512)         (1,448)
    Total assets............................    68,857      215,848         39,557        178,250        5,565         508,077
    Lease fundings..........................   $27,349     $110,937         $7,066       $117,166          $ -        $262,518
                                            -----------------------------------------------------------------------------------
Nine months ended September 30, 1998
    Total revenues..........................   $10,783       $8,929        $28,739         $6,551          $ -         $55,002
    Depreciation and
        amortization expense................       281        1,228          3,041            127            -           4,677
    Interest expense........................     2,366        1,960            697          1,749            -           6,772
    Earnings (loss) before income taxes.....     4,091        1,424          1,224          1,330         (709)          7,360
    Total assets............................    64,945       41,050         28,269         38,896        9,575         182,735
    Lease fundings..........................   $38,763      $97,238         $4,540        $30,165          $ -        $170,706
                                             ----------------------------------------------------------------------------------
</TABLE>

<PAGE>

Item 2.  Managements' Discussion and Analysis of Financial Condition and Results
         of Operations

Results of Operations

                     Three Months ended September 30, 1999
               compared to Three Months ended September 30, 1998

     Sales of equipment  decreased to $6.1 million from $8.4 million and cost of
equipment sold decreased to $4.8 million from $6.9 million. Net margins on sales
of  analytical  instruments  increased  to 21.0% from 18.6% due to  manufacturer
incentives received on equipment sold during the quarter.

     Direct finance lease income increased to $10.2 million from $3.6 million as
a  result  of  a  substantially   higher  level  of  finance  lease  receivables
outstanding,   arising  from  acquired   portfolios   and  from  internal  lease
originations, and discontinuance of gain-on-sale accounting in October, 1998. In
addition,  during the quarter ended  September 30, 1999,  $99.0 million in lease
receivables  were  repurchased  from  the  Company's  commercial  paper  conduit
facility  in  connection  with  a term  securitization.  Average  finance  lease
receivables  outstanding  and average  unearned  income,  net of initial  direct
costs, increased 258% and 194%, respectively.

     Interest income increased to $0.8 million from $0.5 million,  primarily due
to an increase in interest-bearing notes receivable held by the Company.

     Rental and  operating  lease  revenue  increased  to $2.9 million from $2.3
million  primarily due to  acquisitions  of portfolios of operating  leases made
during  1998 and  increased  rental  utilization  in the  Company's  Rental  and
Distribution business unit.

     Servicing fees and other income were $1.4 million in each period. Servicing
fees  and  other  income  consists  primarily  of fees  received  for  servicing
securitized  leases,  fees received for servicing third party lease  portfolios,
interim rents received by Select Growth Finance, and late fees. During the three
months ended  September  30,  1999,  the Company  recorded  other income of $0.5
million on the termination of interest rate swap and cap agreements.  During the
three months ended  September  30, 1998,  the Company  received  $0.5 million of
deferred  servicing fees relating to a third party lease  portfolio  serviced by
the Company.

     Gain of the sale of lease  receivables  was $0.6  million  for the  quarter
ended September 30, 1999.  This amount  represented  gains on lease  receivables
sold to third parties.  The $3.3 million gain in the quarter ended September 30,
1998 represented  gains on securitized  leases.  Effective  October 1, 1998, the
Company  eliminated  gain-on-sale  treatment for securitized leases by modifying
the  structure  of  its  securitization  facility  such  that  it is  considered
nonrecourse debt under generally accepted accounting principles. Accordingly, no
gain on sale of securitized receivables was recorded during the third quarter of
1999.

     Gains on  equipment  residual  values  decreased  to $0.3 million from $0.7
million. Gains on equipment residual values fluctuate based on the dollar volume
of the leases maturing in a given quarter.

     During the third  quarter of 1999,  in  connection  with its Select  Growth
leasing   activities,   the  Company   recognized  a  gain  on  certain   equity
participation rights of $0.2 million, compared to a gain of $1.1 million for the
same period of 1998.

     Selling,  general and administrative  expenses, net of initial direct costs
capitalized,  increased to $6.1 million from $5.7 million. The increase resulted
primarily  from  two  acquisitions  completed  in 1999 in the  Company's  Vendor
Finance business unit, senior and middle  management  personnel added to support
the Company's  growth,  and increased  activity in the Company's  other business
segments.  The  number of people  employed,  including  employees  of  companies
acquired,  increased  47% to 203 between  September  30, 1998 and  September 30,
1999.

     Interest expense increased to $7.3 million from $2.7 million, due primarily
to  increased  borrowings  resulting  from growth in lease  originations,  lease
portfolios acquired, and discontinuance of gain-on-sale accounting. In addition,
during the quarter  ended  September  30, 1999,  the Company  repurchased  $99.0
million in lease  receivables  previously  sold to its commercial  paper conduit
facility  utilizing proceeds of the term  securitization.  Average finance lease
receivables outstanding increased 258%.

     Depreciation of equipment  increased to $2.0 million from $1.6 million as a
result of increased  equipment held for operating  leases.  The average net book
value of equipment held for rental and operating leases increased  approximately
29% over the prior year period.

     Goodwill  amortization  increased due to five acquisitions  completed since
February 1998.

     The provision for credit losses increased to $4.3 million from $1.4 million
resulting  from an  additional  provision  of $3.1  million  recorded for credit
losses in the Company's  Select Growth  portfolio.  Lease  originations  for the
Company's  Select Growth  Finance  activities,  which have a higher average loss
expectancy than the Company's other leasing segments,  were 11% and 21% of total
lease originations, excluding portfolios of acquired companies, for the quarters
ended  September  30, 1999 and 1998,  respectively.  Total  lease  originations,
excluding  portfolios  of acquired  companies,  increased 9% over the prior year
period.

     During the third  quarter of 1999,  the  Company  recorded a  restructuring
charge of $0.7 million  relating to the  consolidation of certain Vendor Finance
functions.  The charge primarily consists of personnel related expenses, such as
severance  for  terminated   employees,   recruiting  expenses  for  replacement
personnel,  and  relocation  costs,  as well as  write-offs  of certain  assets,
including leasehold improvements and furniture and fixtures.

     For the third quarter of 1999,  the Company  recorded an income tax benefit
of $1.5 million on a pre-tax loss of $2.9  million.  The 1999 income tax benefit
includes $0.4 million  relating to the utilization of investment tax credits for
which no benefit had previously been recognized. The Company recorded income tax
expense of $1.1 million on pre-tax  income of $2.8 million for the third quarter
of 1998.

     Excluding  the  additional  provision for credit losses of $3.1 million and
the  restructuring  charge of $0.7 million,  net income for the third quarter of
1999 would have been $1.0 million, or $0.19 per share.


                      Nine Months ended September 30, 1999
                compared to Nine Months ended September 30, 1998

     Sales of  equipment decreased to $22.1  million from $23.2 million and cost
of equipment  sold  decreased to $17.8 million from $19.0  million.  Net margins
on sales of analytical  instruments  increased to 19.1% from 18.4% due primarily
to manufacturer incentives received on equipment sold during the first and third
quarter.

     Direct finance lease income increased to $23.1 million from $8.8 million as
a  result  of  a  substantially   higher  level  of  finance  lease  receivables
outstanding,   arising  from  acquired   portfolios   and  from  internal  lease
originations, and discontinuance of gain-on-sale accounting in October, 1998. In
addition,  during the quarter ended  September 30, 1999,  $99.0 million in lease
receivables  were  repurchased  from  the  Company's  commercial  paper  conduit
facility  in  connection  with  a term  securitization.  Average  finance  lease
receivables  outstanding  and  unearned  income,  net of initial  direct  costs,
increased 260% and 198%, respectively.

     Interest income  increased to $2.4 million from $1.3 million  primarily due
to an increase in interest-bearing notes receivable held by the Company.

     Rental and  operating  lease  revenue  increased  to $8.3 million from $7.0
million  primarily due to  acquisitions  of portfolios of operating  leases made
during  1998 and  increased  rental  utilization  in the  Company's  Rental  and
Distribution business unit.

     Servicing  fees and  other  income  increased  to $5.4  million  from  $2.5
million. Servicing fees and other income primarily consists of fees received for
servicing  securitized  leases,  fees received for  servicing  third party lease
portfolios,  interim rents received by Select Growth Finance, and late fees. The
increase  over the prior  year  period  primarily  relates  to $1.2  million  in
deferred  incentive  fees realized in connection  with  servicing of a portfolio
owned by a third party,  $0.5 million  realized on the  termination  of interest
rate swap and cap  agreements,  an increase in fees received in connection  with
servicing  securitized  leases,  and an increase in late fees  collected  by the
Company's Vendor Finance business unit.

    Gain of the sale of lease  receivables was $1.0 million for the nine months
ended September 30, 1999.  This amount  represented  gains on lease  receivables
sold to third parties. The $6.8 million gain for the nine months ended September
30, 1998 represented gains on securitized leases. Effective October 1, 1998, the
Company  eliminated  gain-on-sale  treatment for securitized leases by modifying
the  structure  of  its  securitization  facility  such  that  it is  considered
nonrecourse debt under generally accepted accounting principles. Accordingly, no
gain on sale of securitized receivables was recorded during 1999.

     Gains on  equipment  residual  values  decreased  to $0.8 million from $1.5
million. Gains on equipment residual values fluctuate based on the dollar volume
of the leases maturing in a given quarter.

     During  1999,  the  Company  recognized  a gain of $1.4  million on certain
equity  participation  rights.  For the same period of 1998, the value of equity
participation  rights held by the Company increased and consequently the Company
elected to sell a portion of these equity participation rights, realizing a gain
of $3.8 million.

     Selling,  general and administrative  expenses, net of initial direct costs
capitalized,  increased  to $17.7  million  from  $13.5  million.  The  increase
resulted  primarily from five acquisitions  completed since February 1998 in the
Company's Vendor Finance business unit, senior and middle  management  personnel
added to support the Company's growth,  and increased  activity in the Company's
other business segments.  The number of people employed,  including employees of
companies  acquired,  increased  47% to  203  between  September  30,  1998  and
September 30, 1999.

     Interest  expense  increased  to  $16.4  million  from  $6.8  million,  due
primarily to increased  borrowings  resulting from growth in lease originations,
lease portfolios  acquired,  and discontinuance of gain-on-sale  accounting.  In
addition,  during the quarter ended September 30, 1999, the Company  repurchased
$99.0 million in lease  receivables  previously  sold  to its  commercial  paper
conduit facility utilizing proceeds of the term securitization.  Average finance
lease receivables outstanding increased 260%.

     Depreciation of equipment  increased to $5.5 million from $4.5 million as a
result of increased  equipment held for operating  leases.  The average net book
value of equipment held for rental and operating  leases  increased 36% over the
prior year period.

     Goodwill  amortization of $0.6 million  increased from $0.2 million for the
same period in 1998 due to five acquisitions completed since February 1998.

     The provision for credit losses increased to $7.2 million from $4.7 million
resulting  from an  additional  provision  of $3.1  million  recorded for credit
losses in the Company's  Select Growth  portfolio.  Lease  originations  for the
Company's  Select Growth  Finance  activities,  which have a higher average loss
expectancy than the Company's other leasing segments,  were 10% and 23% of total
lease originations,  excluding  portfolios of acquired  companies,  for the nine
months  ended   September   30,  1999  and  1998,   respectively.   Total  lease
originations, excluding portfolios of acquired companies, increased 54% over the
prior year period.

     During the third  quarter of 1999,  the  Company  recorded a  restructuring
charge of $0.7  million  relating to  consolidating  additional  Vendor  Finance
functions.  The charge primarily consists of personnel related expenses, such as
severance  for  terminated   employees,   recruiting  expenses  for  replacement
personnel,  and  relocation  costs,  as well as  write-offs  of certain  assets,
including leasehold improvements and furniture and fixtures.

     For the nine months  ended  September  30,  1999,  the Company  recorded an
income tax benefit of $1.1 million on a pre-tax loss of $1.4  million.  The 1999
income  tax  benefit  includes  $0.6  million  relating  to the  utilization  of
investment tax credits for which no benefit had previously been recognized.  The
Company  recorded  income tax expense of $2.9 million on pre-tax  income of $7.4
million for the nine months ended September 30, 1998.

     Excluding  the  additional  provision for credit losses of $3.1 million and
the restructuring  charge of $0.7 million,  net income for the nine months ended
September 30, 1999 would have been $2.0 million, or $0.39 per share.

Liquidity and Capital Resources

     General

     The Company's  activities  are capital  intensive  and require  access to a
substantial  amount of credit to fund new  equipment  leases.  The  Company  has
financed its  operations to date  primarily  through cash flow from  operations,
borrowings   under  its  senior  credit   facility,   commercial  paper  conduit
facilities, term securitizations,  other nonrecourse and recourse loans, and the
sale of equity.  The  Company  will  continue  to  require  access to equity and
substantial amounts of debt to fund its activities. In October 1999, the Company
extended its senior credit facility  through January 31, 2000, at which time the
outstanding balance under the credit facility becomes due. The Company continues
to seek subordinated debt or equity financing from private sources.  The Company
has retained U.S.  Bancorp Piper Jaffray  Inc. to  explore  strategic options to
enhance future shareholder value.

     Should the Company be unable to renew its senior credit  facility or obtain
alternative  credit  facilities or financing  having pricing,  advance rates and
other terms  comparable  to its  existing  facilities,  it would have a material
adverse effect on the Company's  financial  condition and results of operations.
There can be no  assurance  that the Company  will be  successful  in  obtaining
financing on favorable terms.

     Cash Flow

     Cash flows from operating and financing  activities are generated primarily
from receipts on direct  finance  leases and rentals of analytical  instruments,
gross profit on the sale of  analytical  instruments,  realization  of equipment
residual  values,  the financing of new lease  originations and rental inventory
through  credit  facilities and  securitizations.  Cash flows from operating and
financing  activities for the nine months ended September 30, 1999 and 1998 were
$259.5 million and $241.9 million,  respectively.  The period to period increase
results primarily from the increase in the volume of  securitizations  completed
in 1999,  additional  borrowings  under the  Company's  credit  facilities,  and
payments received on direct finance leases.

     Credit Facilities

     The  Company  uses its  secured  revolving  credit  facility  provided by a
syndicate of banks to fund the  acquisition  and  origination  of leases and the
purchase of analytical instruments.  As of September 30, 1999, the Company had a
maximum of $155 million  available  for  borrowing  under this facility of which
$92.0 million was  outstanding.  In October  1999,  the facility was amended and
decreased to $117,000,000,  a level consistent with the Company's  current lease
originations.  The facility is secured by substantially all of the assets of the
Company  and is used by the  Company to finance  the  acquisition  of  equipment
pending  completion  of  permanent  financing  and for  normal  working  capital
purposes. The facility matures January 31, 2000.

     Securitization Facilities

     The Company has a commercial  paper  conduit  facility in an amount of $289
million.  The facility was  increased  from $225 million and expanded to include
new  participants  in May 1999.  At  September  30, 1999,  $97.9  million of the
facility  was  utilized.  The terms of the  facility  permit  the  financing  of
substantially all of the leases originated in the Company's  Portfolio  Finance,
Vendor Finance,  and Rental and Distribution  activities as well as the majority
of the leases originated in the Company's Select Growth Finance activities.

     In July 1999, the Company completed a term  securitization of $237 million.
$199  million of A-1  Certificates  rated AAA by  Standard  and Poors and Fitch
IBCA,  Inc.  and Aaa by  Moody's  Investor  Service,  Inc.,  $9  million  of B-1
Certificates  rated BBB by Fitch IBCA, Inc., and $12 million of B-2 Certificates
rated  BB by  Fitch  IBCA,  Inc.,  were  issued  in the  private  market.  The C
Certificate of $17 million was retained by the Company.

     Year 2000 Compliance

     Year 2000  compliance  refers  to the  ability  of  computer  hardware  and
software to respond to the  problems  posed by the fact that  computer  programs
have  traditionally been written using two digits rather than four to define the
applicable year. As a consequence, unless modified, computer systems will not be
able to  differentiate  between the year 2000 and 1900.  Failure to address this
problem could result in system  failures and the  generation of erroneous  data.
The Company's lease tracking information  technology systems have been certified
or contractually  guaranteed to be year 2000 compliant by the software  vendors.
The Company's  financial and accounts  payable  information  systems and several
other  systems,  including  voice  mail  and  phone  systems,  which  use  dates
electronically,  are year 2000 compliant.  The Company completed  comprehensive,
full system testing  during the third quarter of 1999. The Company  continues to
make inquiries of significant  third  parties,  with which the Company  conducts
business,  to determine their year 2000  readiness.  Based on responses to date,
the  Company  believes  that  these  third  parties,  including  parties  to the
Company's credit facilities and its significant Portfolio Finance customers, are
year 2000 compliant or will be year 2000 compliant by the end of the year.

     To date, year 2000 costs have been immaterial and the Company believes that
future costs will not have a material adverse effect on the Company's results of
operation  or  financial  condition.  However,  there  can  be no  assurance  of
unforeseen  problems in its own  computer  systems or computer  systems of third
parties with which the Company conducts  business.  Such problems,  depending on
the extent and nature,  could  materially  and  adversely  affect the  Company's
operations  and financial  condition.  As part of the Company's  routine back up
servicing  capabilities,  the Company has a contingency plan for system failures
for its significant  Portfolio Finance customers.  The Company believes it could
provide  servicing  of the lease  portfolios  purchased  by the Company from its
significant  Portfolio  Finance  customers on its own lease tracking  systems if
their  systems fail to meet the  requirements  of year 2000.  Additionally,  the
Company  continues  to assess the impact of year 2000  issues on its own systems
and those of significant  third parties with which the Company conducts business
and will create additional contingency plans if considered warranted.

Note on Forward Looking Information

     Certain  statements  in this Form  10-Q and in the  future  filings  by the
Company with the Securities and Exchange Commission and in the Company's written
and oral  statements  made by or with the  approval of an  authorized  executive
officer  constitute  "forward looking  statements" within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934,  and the Company  intends that such  forwarding-looking  statements  be
subject to the safe harbors created  thereby.  The words and phrases  "expects",
"intends", "believe", "will seek", and "will realize" and similar expressions as
they  relate to the Company or its  management  are  intended  to identify  such
forward-looking  statements.  These  forwarding-looking  statements  reflect the
Company's current view with respect to future events and financial  performance,
but are  subject to many  uncertainties  and factors  relating to the  Company's
operations  and business  environment  which may cause the actual results of the
Company to be  materially  different  from results  expressed or implied by such
forward-looking statements. Examples of such uncertainties, include, but are not
limited to, the volume of new leases originated,  the backlog of unfunded leases
and the adequacy of financial resources. The Company undertakes no obligation to
publicly update or revise any forward-looking  statements whether as a result of
new information, future events or otherwise.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

     There have been no material  changes  from the 1998  Annual  Report on Form
10-K related to the Company's exposure to market risk from interest rates except
for the  termination  value of the  interest  rate  swap and  interest  rate cap
agreements  related to the Company's  securitization  facility.  At December 31,
1998, termination of the $153.8 million interest rate swap and interest rate cap
agreements  would have  resulted  in a charge to earnings  of $1.1  million.  At
September 30, 1999,  termination  of the $288.0  million  interest rate swap and
interest rate cap agreements would have resulted in a credit to earnings of $0.1
million.
<PAGE>

                           Part II - OTHER INFORMATION


Item 4.   Exhibits and Reports on Form 8-K

Exhibits

Exhibit
 Number   Document Description

10.1(d)  Amendment No. 9 to the Third Amended and Restated Loan Agreement,
         among the Company, the various  lending  institutions  named  therein
         and Fleet Bank, N. A., as Agent

10.14    Sale  Agreement,  among LINC  Capital,  Inc.,  as  Seller,  and LINC
         Equipment Receivables One, LLC, as Purchaser

27.1     Financial Data Schedule

         Reports on Form 8-K

         The Company  did not file any reports on Form 8-K during the quarter
         ended September 30, 1999.


                                   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.

                                                   LINC CAPITAL, INC.

Dated: November 12, 1999

                                           By:    /s/ Allen P. Palles
                                                  -------------------
                                                  Allen P. Palles
                                                  Executive Vice President and
                                                  Chief Financial Officer
                                                  (Principal Financial Officer)

                                           By:    /s/ Mark A. Arvin
                                                  -----------------
                                                  Mark A. Arvin
                                                  Senior Vice President, Finance
                                                  (Principal Accounting Officer)