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 March 31, 1998
                                       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
      incorporation or organization)         Identification No.)

    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 May 12, 1998, 5,183,688 shares of the Registrant's Common Stock
were outstanding.


<PAGE>


                               LINC CAPITAL, INC.

                                TABLE OF CONTENTS

                                                                            Page

PART I.                 FINANCIAL INFORMATION

  Item 1.  Financial Statements:
           Consolidated Statements of Operations-
               Three months ended March 31, 1997 and 1998 (unaudited).......   3
           Consolidated Balance Sheets-
               December 31, 1997 and March 31, 1998 (unaudited).............   4
           Consolidated Statements of Cash Flows-
               Three months ended March 31, 1997 and 1998 (unaudited).......   5
           Notes to Consolidated Financial Statements.......................   7

  Item 2.  Management's Discussion and Analysis of Financial
           Condition and Results of Operations..............................  12


PART II.                OTHER INFORMATION

  Item 6.  Exhibits and Reports on Form 8-K.................................  14


SIGNATURES..................................................................  14


<PAGE>




                                        
PART I - FINANCIAL INFORMATION

LINC Capital, Inc. and Subsidiaries
Consolidated Statements of Operations (Unaudited)
(Dollars in thousands, except per share data)
                                                              Three months ended
                                                                    March 31,
                                                            --------------------
                                                              1997         1998
                                                            -------       ------

NET REVENUES:
    Sales of equipment ...........................          $ 5,511       5,720
    Cost of equipment sold .......................            4,483       4,700
                                                            -------       -----
    Gross profit from sales of equipment .........            1,028       1,020
    Rental and operating lease revenue ...........            1,424       2,456
    Direct finance lease income ..................            1,069       2,108
    Fee income ...................................              399         256
    Gain on sale of lease financing receivables ..             --           697
    Gain on remarketing of leased equipment ......              189         247
    Gain on equity participation rights ..........               74       2,068
    Interest income ..............................              210         426
    Other income .................................               60         227
                                                            -------       -----
       Total net revenues ........................            4,453       9,505
                                                            -------       -----
Expenses:
    Selling, general and administrative ..........            1,928       3,681
    Interest .....................................              818       1,670
    Depreciation of equipment under rental
     agreements and operating leases .............              901       1,505
    Provision for credit losses ..................              234         603
                                                            -------       -----
       Total expenses ............................            3,881       7,459
                                                            -------       -----
Income from continuing  operations before income
    taxes and minority interest ..................              572       2,046
Income tax expense ...............................              212         790
                                                            -------       -----
Income from continuing operations before
    minority interest ............................              360       1,256
Minority interest ................................              (13)        --
                                                            -------       -----
Net income from continuing operations ............              347       1,256
Discontinued operations:
   Loss from discontinued operations, net of
    income  tax  benefit  for the three  months
    ended March 31, 1997 of $97 ..................             (118)        --
                                                            =======       =====
Net  income ......................................          $   229       1,256
                                                            =======       =====
Per common share:
    Net income from continuing operations
      Basic.......................................          $   .12         .24
      Diluted.....................................          $   .11         .24

    Net income
      Basic.......................................          $   .08         .24
      Diluted.....................................          $   .07         .24




           See accompanying notes to consolidated financial statements.


<PAGE>



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



                                                        December 31,   March 31,
                                                        ------------   ---------
                        ASSETS                              1997           1998
                        ------                              ----           ----
                                                          (Audited)  (Unaudited)

Net investment in direct finance leases ................... $58,285      91,401
Equipment held for rental and operating leases, net .......  22,007      24,717
Notes receivable ..........................................   8,979       6,512
Accounts receivable .......................................   6,741       8,673
Securitization residual interest ..........................   3,017       4,875
Other assets ..............................................   8,052       8,488
Goodwill ..................................................   1,896       4,660
Cash and cash equivalents .................................    --         4,758
                                                          ---------    --------
         Total assets ....................................$ 108,977     154,084
                                                          =========    ========

         LIABILITIES AND STOCKHOLDERS' EQUITY
         ------------------------------------

Senior credit facility and other senior notes payable ....$  38,117      65,096
Recourse debt ............................................    2,955      16,497
Nonrecourse debt .........................................   17,951      15,219
Accounts payable .........................................    3,834       6,931
Accrued expenses and customer holdbacks ..................    3,794       5,123
Subordinated debentures ..................................    5,386       5,459
Deferred income taxes ....................................      236         783
                                                          ---------    --------
       Total liabilities .................................$  72,273     115,108
                                                          =========    ========


Stockholders' equity:

    Preferred  stock, $0.01 par value, 1,000,000 shares
     authorized; none outstanding ........................       --          --
    Common  stock, $0.001 par value, 15,000,000 shares
     authorized; 5,199,591 and 5,249,591 shares issued;
     5,133,688 and 5,183,688 shares outstanding ..........        5           5
    Additional paid-in capital ...........................   28,840      29,567
    Deferred compensation from issuance of options .......     (171)       (146)
    Stock note receivable ................................     (511)       (182)
    Treasury stock, at cost; 65,903 shares ...............     (287)       (287)
    Retained earnings ....................................    7,902       9,158
    Accumulated other comprehensive income ...............      926         861
                                                          ---------    --------
       Total stockholders' equity ........................   36,704      38,976
                                                          =========    ========
       Total liabilities and stockholders' equity ........ $108,977     154,084
                                                          =========    ========

           See accompanying notes to consolidated financial statements.


<PAGE>


LINC Capital, Inc. and Subsidiaries
Consolidated Cash Flow Statements (Unaudited)
(Dollars in thousands)

                                                          Three months ended
                                                               March 31,
                                                        ----------------------

                                                            1997        1998
                                                          --------    --------
Cash flows from operating activities:
  Net income..........................................  $    229       1,256
    Adjustments to reconcile net income
     to net cash provided by continuing
     operations:
       Net loss from discontinued
         operations ..................................       118        --
       Depreciation and amortization .................       903       1,595
       Direct finance lease income ...................    (1,069)     (2,108)
       Payments on direct finance leases .............     4,360       7,153
       Deferred income taxes .........................       126         547
       Provision for credit losses ...................       234         603
       Gain  on sale  of  lease  financing
          receivables ................................      --          (697)
       Gain on equity participation rights ...........       (74)     (2,068)
       Amortization of discount ......................        61          73
       Deferred compensation .........................      --            25
       Minority interest .............................       202        --
    Changes in assets and liabilities:
       Increase in receivables .......................      (890)        939
       Increase in securitization
          residual interest ..........................      --        (1,858)
       Decrease (increase) in other assets............     2,890      (2,859)
       Increase in accounts payable ..................       893         704
       Increase in accrued expenses and
         customer holdbacks ..........................       393         807
                                                        --------     -------
Cash provided by continuing operations ...............     8,376       4,112
  Cash flows from discontinued
    operations .......................................     3,970        --
                                                        --------     -------
Cash provided by operating
  activities .........................................    12,346       4,112
                                                        --------     -------
Cash flows from investing activities:
  Cost of equipment acquired for lease
    and rental .......................................   (11,596)    (33,198)
  Fixed assets purchased .............................      (396)       (177)
  Cash  used  in  acquisitions,  net  of
    cash acquired ....................................      --        (2,699)
  Proceeds from sale of investments ..................        74       2,068
                                                        --------     -------
Net cash used in investing activities ................   (11,918)    (34,006)
                                                        --------     -------



           See accompanying notes to consolidated financial statements.



<PAGE>


LINC Capital, Inc. and Subsidiaries
Consolidated Cash Flow Statements (Unaudited) - (Continued)
(Dollars in thousands)

                                                         Three months ended
                                                              March 31,
                                                      ----------------------

                                                           1997        1998
                                                         --------     -------
Cash flows from financing activities:
    Net increase in notes payable ....................     8,500      24,300
    Proceeds from recourse and
     nonrecourse debt ................................      --         1,220
    Repayment of recourse and  nonrecourse
     debt ............................................    (1,178)     (7,363)
    Proceeds from sales of lease
     financing receivables, net of securitization
     residual interest ...............................      --        16,166
    Purchase of stock ................................       (17)       --
    Proceeds from stock notes receivable .............      --           329
    Payment  of  notes  from  discontinued
     operations ......................................    (3,042)       --
                                                          ------     -------
Net cash provided by financing
    activities .......................................     4,263      34,652
                                                          ------     -------
Net increase in cash .................................     4,691       4,758
Cash at beginning of period ..........................      --          --
                                                          ======     =======
Cash at end of period ................................     4,691       4,758
                                                          ======     =======
Supplemental disclosures of cash flow information:
    Interest paid ....................................       764       1,384
    Income taxes paid ................................        25         681

           See accompanying notes to consolidated financial statements.



<PAGE>


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

(1)  The  Company
     
     LINC Capital, Inc. (the "Company") is a finance company specializing in the
origination,  acquisition,  securitization and servicing of equipment leases and
in  the  rental  and  distribution  of  analytical  instruments.  The  Company's
principal businesses are (i) the direct origination of leases to emerging growth
companies primarily serving the healthcare and information technology industries
("Select  Growth  Leasing"  activities),  (ii) the  acquisition and financing of
lease  portfolios  originated  by other lessors and the  acquisition  of leasing
companies  ("Portfolio Finance & Lessor  Acquisition"  activities) and (iii) the
rental and  distribution  of  analytical  instruments  to companies  serving the
environmental,    chemical,    pharmaceutical   and   biotechnology   industries
("Instrument Rental and Distribution" activities).

(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, 1997. The results for
the three-month  period ended March 31, 1998 are not  necessarily  indicative of
the results that may be expected for the full year ending December 31, 1998.

     The balance  sheet at December  31, 1997 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, 1997.

       Earnings Per Share

     Earnings per share  amounts have been  determined  in  accordance  with the
provisions  of SFAS No. 128 and  reflect  the  application  of Staff  Accounting
Bulletin  No. 98 issued by the  Securities  and  Exchange  Commission  effective
February 3, 1998.  SFAS No. 128  replaced the  calculation  of primary and fully
diluted  earnings per share with basic and diluted  earnings  per share.  Unlike
primary  earnings  per share,  basic  earnings  per share  excludes and dilutive
effect of options.  Diluted earnings per share is very similar to the previously
reported  fully diluted  earnings per share.  All earnings per share amounts for
all  periods  have been  presented  and  restated to conform to the SFAS No. 128
requirements. See note 9.

       Comprehensive Income

     Effective  January 1, 1998,  the Company  adopted SFAS No. 130,  "Reporting
Comprehensive  Income." SFAS No. 130 establishes standards for the reporting and
presentation of comprehensive  income and its components in financial statements
by requiring minimum pension liability  adjustments,  unrealized gains or losses
on available-for-sale  securities and foreign currency translation  adjustments,
which prior to adoption were reported separately in shareholders'  equity, to be
included in other comprehensive earnings. See note 10.

(3)    Acquisitions

     Effective  January 31, 1998, the Company  purchased all of the  outstanding
common stock of Comstock Leasing,  Inc., a small-ticket  lessor  specializing in
office-based information technology. Additionally, effective March 31, 1998, the
Company  acquired the assets of Monex  Leasing,  Ltd., a  Texas-based  lessor of
telecommunications,  business, and other equipment.  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 acquisition.

     The  aggregate  consideration  for the two  acquisitions  completed  in the
quarter ended March 31, 1998 included  $2,699,000 in cash payments,  net of cash
acquired, $2,678,000 in installment notes, 50,000 shares of the Company's common
stock valued at approximately  $725,000, and future contingent payments of up to
$3,900,000  in cash and 48,528 shares of the  Company's  common stock.  The fair
value of assets  purchased  and  liabilities  assumed in the  acquisitions  were
$30,389,000 and $25,864,000, respectively.

<PAGE>

(4)    Net Investment in Direct Finance Leases

     Net investment in direct finance leases is as follows:

                                                  December 31,   March 31,
                                                     1997          1998
                                                 -------------  -----------
                                                       (In thousands)

Lease contracts receivable in installments         $ 69,057      $ 107,567
Estimated residual value of leased
   equipment .............................            4,677          7,175
Unearned lease income ....................          (13,276)       (20,221)
Allowance for doubtful receivables .......           (2,173)        (3,120)
                                                   --------      ---------
Net investment ...........................         $ 58,285      $  91,401
                                                   ========      =========

     At March 31, 1998 future lease  contract  payments to be received on direct
finance leases are as follows:


                                                         Amount
                                                       ------------

                                                      (In thousands)

         Year Ending December 31,
              1998...................................   $   31,546
              1999...................................       32,407
              2000...................................       25,459
              2001...................................       13,726
              2002 and thereafter....................        4,429
                                                       ------------
         Future lease contract payments..............    $ 107,567
                                                       ============

     At March 31, 1998 certain future lease contract payments have been assigned
to financial institutions (note 8).


<PAGE>



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

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

                                                December 31,   March 31,
                                               -------------  ----------
                                                  1997          1998
                                                ---------     --------
                                                    (In thousands)
    Equipment under operating leases.........    $ 6,649      $ 8,080
    Equipment under rental agreements........     15,358       16,637
                                                --------     --------
    Net book value...........................    $22,007      $24,717
                                                =========    =========

     The  book  values  presented  in the  above  table  are net of  accumulated
depreciation  of  $7,067,000,  and $7,684,000 at December 31, 1997 and March 31,
1998, respectively.  Equipment under rental agreements is comprised primarily of
analytical instruments.

     At March 31, 1998  future  contract  payments  to be received on  operating
leases are as follows:


                                                           Amount
                                                         ----------

                                                      (In thousands)

         Year Ending December 31,
              1998...................................      $ 2,534
              1999...................................        2,428
              2000...................................          993
              2001...................................          495
              2002 and thereafter....................          452
                                                       ------------
         Future contract lease payments to be received     $ 6,902
                                                       ============

     At March 31, 1998 certain  future  contract  payments have been assigned to
financial institutions (note 8).

(6)      Securitization Facility

     Under  the  Company's   securitization  facility,  the  Company  sells  and
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 in turn simultaneously sells and 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 securitization  is treated as a sale and a
gain  on  sale  of  lease   financing   receivables   is  recognized   upon  the
securitization.  The difference between the aggregate  principal balance and the
proceeds received, net of an allowance for doubtful receivables, is reflected on
the balance  sheet as the  securitization  residual  interest.  A portion of the
proceeds from the sale of leases is required to be held in a separate restricted
account as collateral for the leases sold. This amount is recorded as restricted
cash and included in other assets on the balance sheet at March 31, 1998.

     During March 1998, the Company  securitized leases with a net book value of
$17,650,000.  The  securitization  was  treated  as a sale and a gain on sale of
lease financing receivables of $697,000 was recognized.

(7)    Loss and Holdback Reserves

     The following table sets forth the loss reserves  provided for on the Gross
Contract  Balance as well as holdback  reserves on portfolio  acquisitions as of
December 31, 1997 and March 31, 1998.

                                                      December 31,    March 31,
                                                         1997           1998
                                                      ------------   ----------
Allowance for doubtful receivables
 included in:
  Net investment in direct finance leases                  $2,173        $3,120
  Securitization residual interest                            328           516
  Holdback reserves on portfolio
     acquisitions                                             603         1,739
                                                        ----------    ----------
Total allowance and holdbacks                              $3,104        $5,375
                                                        ----------    ----------
<PAGE>

(8)   Debt

      Notes Payable

     Notes payable to banks and others were as follows:
                                                       December 31,    March 31,
                                                         1997           1998
                                                      ------------   ----------
                                                              (In thousands)
   Senior credit facility..................                $35,850       60,150
   Other...................................                  2,267        4,946
                                                          --------     --------
                                                           $38,117       65,096
        Total..............................               ========     ========

     At  December  31,  1997 and March 31,  1998,  the  Company  along  with its
divisions  LINC  Quantum  Analytics,  Inc.  and  LINC  Capital  Partners,  ("the
Borrowers"),   had  available  a  senior  credit   facility  in  the  amount  of
$100,000,000,  of which  $35,850,000,  and  $60,150,000 at December 31, 1997 and
March 31, 1998,  respectively,  was outstanding.  The weighted-average  interest
rate on the senior  credit  facility at December 31, 1997 and March 31, 1998 was
7.32% and 7.00%,  respectively.  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%
with the precise rate dependent on certain  leverage  tests.  Additionally,  the
facility calls for the Company to pay a quarterly commitment fee of 0.25% on the
unused daily  balance  below  $25,000,000  and 0.50% on the unused daily balance
above $25,000,000. The facility is secured by substantially all of the assets of
the borrowers and is used by the borrowers to finance  acquisition  of equipment
pending  completion  of  permanent  financing  and for  normal  working  capital
purposes.  The  facility  matures  October  31,  1998 at which point in time the
remaining  balance of the  facility  may be  converted  to a term loan  maturing
October 31, 2000.

      Recourse and Nonrecourse Debt

     The Company  permanently  finances leases with financial  institutions,  on
either a nonrecourse  and/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.

     At  March  31,  1998  the  future  principal  maturities  of  recourse  and
nonrecourse debt are as follows:


                                                      Amount
                                                   -------------

                                                       (In
                                                    thousands)

    Year Ending December 31,
         1998...................................       $ 12,258
         1999...................................         10,307
         2000...................................          5,870
         2001...................................          2,527
         2002 and thereafter....................            754
                                                   -------------
    Total recourse and nonrecourse
       discounted lease rentals.................       $ 31,716
                                                   =============
<PAGE>

(9)    Earnings per Share

     The  following  table  sets  forth the  computation  of basic  and  diluted
earnings per share from continuing operations.

                                                     Three months ended March 31
                                                     ---------------------------

                                                             1997         1998
                                                             ----         ----
                                          (in thousands, except per share data)

Numerator for basic and diluted earnings per
  share from continuing operations
    Net income from continuing operations               $      347        1,256
                                                        ----------        -----
Denominator for basic earnings per share--
    Weighted average shares                              2,949,457    5,133,688
    Effect of dilutive stock options                       176,154      198,052
                                                           -------      -------
Denominator for diluted earnings per share
  adjusted weighted average shares                       3,125,611    5,331,740
                                                         ---------    ---------
Net income from continuing operations:
   Basic earnings per share                             $      .12          .24
                                                        ==========    =========
   Diluted earnings per share                           $      .11          .24
                                                        ==========    =========


(10)    Comprehensive Income

     The components of comprehensive  income,  net of related tax, for the three
months ended March 31, 1997 and 1998 are as follows:

                                              Three months ended March 31
                                            ------------------------------
                                              1997              1998
                                            ----------       ----------
                                                    (In thousands)
Net income ..............................      $229             1,256

Other comprehensive income, net of tax:
   Unrealized holding loss arising
   during period net of reclassification
   adjustment for gains included
   in net income ........................       --                (65)
                                               ----             ------
Comprehensive income ....................      $229             1,191
                                               ====             ======

     Accumulated other  comprehensive  income,  net of tax, at December 31, 1997
and March 31, 1998 consist of  unrealized  gains on  securities  of $926,000 and
$861,000, respectively.

<PAGE>

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

Net Income

     Net income from continuing  operations  ("net income") for the three months
ended  March 31,  1998 was $1.3  million,  or $0.24  per  diluted  common  share
compared to $0.3 million,  or $ 0.11 per diluted common share for the comparable
period in 1997.  The increase in net income for the three months ended March 31,
1998 compared to the earlier period is primarily due to increased  earnings from
the completion of a  securitization  and a significant gain recognized on equity
participation rights. While new lease originations grew substantially,  interest
expense  increased  as a result of an increase in  borrowings  to fund new lease
originations and selling,  general,  and administrative  expenses increased as a
result of building the Company's sales and operations organization.

Results of Continuing Operations
     Three Months ended March 31, 1997  Compared to Three Months ended March 31,
1998

     Income before taxes and minority  interest for the Company's  Select Growth
Leasing and Portfolio Finance & Lessor Acquisition  activities increased for the
three  months  ended March 31, 1997 from $0.5  million to $1.8 million for March
31, 1998. Income before taxes and minority interest for the Company's Instrument
Rental &  Distribution  activities  was $0.1 million as compared to $0.2 million
for the three months ended March 31, 1998.

     Sales of analytical  instruments and costs of analytical  instruments  sold
increased modestly. Net margins on sales of analytical instruments declined from
18.7% to 17.8% due to increased equipment turnover, resulting in the purchase of
newer and higher priced equipment for sale.

     Rental and  operating  lease  revenue  increased  from $1.4 million to $2.5
million primarily due to acquisitions of portfolios of operating leases upon the
Company's  re-entry into the Portfolio Finance & Lessor  Acquisition  activities
after the expiration of a non-compete agreement in September 1997.

     Direct finance lease income increased from $1.1 million to $2.1 million due
to a  substantially  higher  level  of  finance  lease  receivables  outstanding
resulting from an increase in lease originations and the acquisition of Comstock
Leasing. The average finance lease receivables outstanding increased 97%.

     As a  consequence  of the  decline in the number of leases  serviced by the
Company for unrelated parties due to a non-compete  agreement,  which expired in
September  1997,  fee income,  for the  three-month  period,  declined from $0.4
million to $0.3 million.

     During the first quarter of 1998,  the Company  completed a  securitization
realizing a gain on the sale of lease financing  receivables of $0.7 million. No
securitization occurred in the first quarter of 1997.

     Gains on remarketing  of leased  equipment of $0.2 million were up modestly
from the  comparable  period in the prior year.  Gains on  remarketing of leased
equipment fluctuate based on the maturity of leases.

     During the first quarter,  the Company experienced a run-up in the value of
certain warrants held by the Company and consequently  elected to sell a portion
of these warrants realizing a gain of $2.1 million. For the same period of 1997,
the Company sold certain equity  participation  rights  realizing a gain of $0.1
million.

     Interest income  increased from $0.2 million to $0.4 million  primarily due
to an increase in interest-bearing notes receivable held by the Company.

     Other income,  which consists  primarily of interim rents received and fees
earned in connection with Select Growth Leasing commitments, increased from $0.1
million to $0.2  million  primarily  due to the increase in the volume of Select
Growth leases originated by the Company.

     Net selling,  general and administrative expenses increased to $3.7 million
from $1.9 million primarily as a result of additional operations,  marketing and
sales personnel  associated with the Company's re-entry into Portfolio Finance &
Lessor  Acquisition  activities,  increased business activity and an acquisition
completed in February 1998.

     Interest expense  increased from $0.8 million to $1.7 million due primarily
to an  increase  in average  borrowings.  The  increase  in  average  borrowings
resulted from increased lease originations and an acquisition.

     Depreciation  of  equipment,  increased  from $0.9 million to $1.5 million.
Such increase was  attributable  to a 73% increase in equipment  held for rental
and operating leases primarily  resulting from the acquisitions of portfolios of
operating leases referred to above.

     The provision for credit losses increased from $0.2 million to $0.6 million
due to the volume of new leases originated.  Such provisions remained at 0.6% of
direct finance lease receivables at the end of the respective periods.

     The Company's effective tax rate was 38.6% for the three month period ended
March  31,  1998  compared  to 37.1% in the same  period of 1997.  The  increase
results from the  reduction in deferred  taxes for prior  periods  recognized in
1997.

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 funds its
operations  primarily  through cash flow from  operations,  borrowings under the
Senior  Credit  Facility,  non-recourse  and recourse  loans,  and proceeds from
securitizations.  The Company  will  continue to require  access to  significant
additional  capital to maintain and expand its volume of leases  originated  and
portfolio  of rental  equipment as well as fund its  Portfolio  Finance & Lessor
Acquisition activities. The Company believes that cash flow from its operations,
the net proceeds  from  securitization  transactions  and other  borrowings  and
amounts  available  under its Senior Credit  Facility will be sufficient to fund
the Company's operations for the forseeable future.

      Cash Flow

     Cash flows from operating and financing  activities  provided by continuing
operations  are generated  primarily  from receipts on direct finance leases and
rentals  of  analytical  instruments,  gross  profit  on the sale of  analytical
instruments,  realization  of  residual  values,  the  financing  of  new  lease
originations and rental  inventory,  and  securitizations.  Cash flows from such
activities for the three months ended March 31, 1997 and 1998 were $15.7 million
and $38.4 million, respectively. The period to period increase results primarily
from  the  growth  in the  Company's  Portfolio  Finance  &  Lessor  Acquisition
activities and the securitization completed in the first quarter of 1998.

      Credit Facilities

     As of March 31, 1998, the Company had $100 million  available for borrowing
under its Senior  Credit  Facility of which $60.2 million was  outstanding.  The
facility,  provides  for interest at LIBOR plus 1.25% to 1.75% or the prime rate
plus up to 0.25% depending on certain leverage tests, and matures on October 31,
1998.
     
     In 1997, the Company entered into a  Securitization  Facility in an initial
amount  of $60  million  and  which  may be  increased  to $100  million  at the
Company's  option  based on  certain  conditions.  The  Securitization  Facility
provides  for an interest  rate which is 0.55% in excess of 30 day LIBOR and may
be converted  into an  amortizing  term  facility at any time.  The terms of the
facility  permits  the   securitization  of  substantially  all  of  the  leases
originated in the Company's  Portfolio Finance & Lessor  Acquisition  activities
and  Instrument  Rental &  Distribution  activities  as well as the  substantial
majority  of the  leases  originated  in the  Company's  Select  Growth  Leasing
activities.

Recently Issued Accounting Pronouncements

     SFAS No.  131,  "Disclosure  about  Segments of an  Enterprise  and Related
Information,"  will affect the  disclosure  requirements  for the Company's 1998
financial  statements.  The  Company  does  not  expect  that  adoption  of  the
disclosure requirements of this pronouncement will have a material impact on its
financial statements.

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 forward-looking statements be subject
to  the  safe  harbors  created  thereby.  The  words  "believe",  "expect"  and
"anticipate" and similar expressions identify forward-looking statements.  These
forward-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 any
future 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.


<PAGE>


Item 6.     Exhibits and Reports on Form 8-K

      Exhibits

      Exhibit
      Number   Document Description


       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 March 31, 1998.



                                   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: May 14, 1998

                                         By:        /s/ Martin E. Zimmerman
                                                    -----------------------
                                            Martin E. Zimmerman
                                            Chairman of the Board and Chief
                                            Executive Officer
                                            (Principal Executive Officer)

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