SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q

              Quarterly Report Pursuant to Section 13 or 15(d) of
                      The Securities Exchange Act of 1934

For the quarterly period                                    Commission File No.
ended November 30, 1998                                            0-27682


                         GLOBE BUSINESS RESOURCES, INC.




Incorporated under the                                         IRS Employer
  laws of Ohio                                               Identification No.
                                                                31-1256641



                               11260 Chester Road
                                    Suite 400
                              Cincinnati, OH 45246
                              Phone: (513) 771-8287




     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


     As of January 4, 1999,  4,661,398 shares of the Registrant's  common stock,
no par value, were outstanding.




<PAGE>




                         GLOBE BUSINESS RESOURCES, INC.
                            INDEX TO QUARTERLY REPORT
                                  ON FORM 10-Q


                                                                        Page No.
                                                                        --------

PART I.   FINANCIAL INFORMATION

          Item 1.  Consolidated Financial Statements

                   Consolidated Balance Sheet -                              3
                   November 30, 1998 and February 28, 1998

                   Consolidated Statement of Income -                        4
                   Three and nine months ended November 30,
                   1998 and 1997

                   Consolidated Statement of Cash Flows -                    5
                   Nine months ended November 30, 1998 and 1997

                   Notes to Consolidated Financial Statements                6

          Item 2.  Management's Discussion and Analysis of
                   Financial Condition and Results of Operations            10



PART II.  OTHER INFORMATION

          Item 1.  Legal Proceedings                                        15

          Item 2.  Changes in Securities                                    15

          Item 3.  Defaults Upon Senior Securities                          15

          Item 4.  Submission of Matters to a Vote of
                   Security Holders                                         15

          Item 5.  Other Information                                        15

          Item 6.  Exhibits, Financial Statement Schedules and
                   Reports on Form 8-K                                      16


                                     Page 2
<PAGE>

                               PART I - FINANCIAL INFORMATION

                               GLOBE BUSINESS RESOURCES, INC.
                                 CONSOLIDATED BALANCE SHEET
                                   (Dollars in thousands)

                                                  November 30,      February 28,
                                                      1998              1998
                                                  ------------     -------------
                                                  (Unaudited)

ASSETS:
Cash                                              $      494      $      526
Trade accounts receivable,
  less allowance for doubtful
  accounts of $810 and $609,                          11,658           8,252
  respectively
Other receivables                                        710             131
Prepaid expenses                                       4,362           2,038
Rental furniture, net                                 55,575          53,220
Property and equipment, net                            8,201           7,743
Goodwill and other intangibles,
  less accumulated amortization
  of $2,676 and $1,228, respectively                  37,452          26,695
Note receivable from officer                             100             100
Other, net                                               571             732
                                                  ----------      ----------
  Total assets                                    $  119,123      $   99,437
                                                  ==========      ==========

LIABILITIES AND SHAREHOLDERS' EQUITY:
Accounts payable                                  $    5,966      $    3,561
Customer deposits                                      1,928           2,027
Accrued compensation                                   3,211           2,061
Accrued taxes                                            363             325
Deferred income taxes                                  4,852           4,183
Accrued interest payable                               1,105           1,121
Other accrued expenses                                 1,014           1,025
Debt                                                  61,749          49,713
                                                  ----------      ----------
  Total liabilities                                   80,188          64,016
                                                  ----------      ----------

Common stock and other shareholders'
  equity:
    Common stock, no par,
    15,000,000 shares authorized,
    4,507,215, and 4,548,399
    shares outstanding                                20,859          21,492
  Retained earnings                                   22,160          18,013
  Fair market value in excess of
    historical cost of acquired net
    assets attributable to related
    party transactions                               (4,084)         (4,084)
                                                  ----------      ----------
  Total common stock and other                    
    shareholders' equity                              38,935          35,421
                                                  ----------      ----------

  Total liabilities and shareholders' equity      $  119,123      $   99,437
                                                  ==========      ==========


         The accompanying notes are an integral part of these financial
                                   statements.

                                     Page 3

<PAGE>

                         GLOBE BUSINESS RESOURCES, INC.
                        CONSOLIDATED STATEMENT OF INCOME
                      (In thousands except per share data)


                                         For the three          For the nine
                                         months ended,           months ended,
                                    -----------------------  -------------------
                                      November    November   November   November
                                      30, 1998    30, 1997   30, 1998   30, 1997
                                    ----------   ----------  ---------  --------
                                          (Unaudited)           (Unaudited)

Revenues:
  Corporate housing sales           $  23,033  $  11,586    $  64,381   $ 28,050
  Rental sales                         10,741     11,415       33,219     35,015
  Retail sales                          4,434      5,032       13,166     12,246
                                    ---------  ---------    ---------   --------
                                       38,208     28,033      110,766     75,311
                                    ---------  ---------    ---------   --------
Cost of revenues:
  Cost of corporate housing sales      16,652      8,309       45,318     19,899
  Cost of rental sales                    637        808        2,108      2,587
  Cost of retail sales                  2,545      3,041        7,825      7,594
  Furniture depreciation and
    disposals                           2,410      1,888        7,260      6,198
                                    ---------  ---------    ---------   --------
                                       22,244     14,046       62,511     36,278
                                    ---------  ---------    ---------   --------

Gross profit                           15,964     13,987       48,255     39,033

Operating expenses:
  Warehouse and delivery                2,544      2,579        7,989      7,358
  Occupancy                             1,835      1,774        5,567      5,171
  Selling and advertising               2,740      2,529        8,327      7,006
  General and administration            4,947      3,916       14,868     10,169
  Amortization of intangible
    assets                                510        261        1,448        630
                                    ---------  ---------    ---------   --------
                                       12,576     11,059       38,199     30,334
                                    ---------  ---------    ---------   --------

Operating income                        3,388      2,928       10,056      8,699

Other expenses:
     Interest expense                   1,145        801        3,254      2,154
     Other, net                          (118)        80          (52)       155
                                    ---------  ---------    ---------   --------
                                        1,027        881        3,202      2,309

Income before income taxes              2,361      2,047        6,854      6,390

Provision for income taxes                921        790        2,674      2,485
                                    ---------- ---------    ---------   --------

Net income                           $  1,440  $   1,257    $   4,180   $  3,905
                                    =========  =========    =========   ========

Earnings per common share:
     Basic                           $   0.32  $    0.28    $    0.92   $   0.88
                                    =========  =========    =========   ========
     Diluted                         $   0.31  $    0.27    $    0.90   $   0.86
                                    =========  =========    =========   ========

Weighted average number of 
common shares outstanding:
     Basic                              4,532      4,470        4,546      4,451
     Diluted                            4,648      4,578        4,670      4,535


   The accompanying notes are an integral part of these financial statements.


                                     Page 4

<PAGE>
                         GLOBE BUSINESS RESOURCES, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                             (Dollars in thousands)

                                                    For the nine months ended,
                                                 -------------------------------
                                                 November 30,     November 30,
                                                     1998             1997
                                                 -------------   ---------------
                                                            (Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                         $ 4,180          $    3,905
Adjustments to reconcile net
   income to net cash provided
   by operating activities:
    Rental furniture depreciation                    5,839               5,399
    Other depreciation and
      amortization                                   2,992               1,752
    Provision for losses on
      accounts receivable                              511                 398
    Provision for deferred
      income taxes                                     669               1,107
    Gain on sale of property
      and equipment                                     (8)                 (4)
    Book value of furniture sales
      and rental buyouts                            10,394               9,234
    Changes in assets and liabilities:
      Accounts receivable                           (4,565)             (4,188)
      Note receivable                                    -                   -
      Other assets, net                                195                  13
      Prepaid expenses                              (1,618)                (38)
      Accounts payable                               2,404               1,429
      Customer deposits                               (161)               (143)
      Accrued compensation                           1,065                  85
      Accrued taxes                                     37                 (40)
      Accrued interest payable                         (16)                151
      Other accrued expenses                          (310)                276
                                                 ---------          ----------
        Net cash provided by
          operating activities                      21,608              19,336
                                                 ---------          ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to rental furniture                      (17,493)            (19,419)
Purchases of property and equipment                 (1,992)             (3,291)
Proceeds from disposition of
  property and equipment                                 8                   7
Purchases of businesses,
  net of cash acquired                             (13,551)            (11,814)
                                                 ---------          ----------
          Net cash used in
            investing activities                   (33,028)            (34,517)
                                                 ---------          ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on the revolving                       
  credit agreement                                 126,708              95,756
Repayments on the revolving
  credit agreement                                (114,015)           (111,458)
Borrowings on the senior note                            -              30,000
Borrowings/(repayments) of other debt                 (393)              1,384
Principal payments under
  capital lease obligations                           (264)               (366)
Purchase of treasury stock                            (653)                  -
Exercise of common stock options                         5                  24
                                                 ---------          ----------
          Net cash provided by                      
            financing activities                    11,388              15,340
                                                 ---------          ----------

Net (decrease)/increase in cash                        (32)                159
Cash at beginning of period                            526                 717
                                                 ---------          ----------
Cash at end of period                             $    494          $      876
                                                 =========          ==========

         The accompanying notes are an integral part of these financial
                                   statements.

                                     Page 5
<PAGE>


                         GLOBE BUSINESS RESOURCES, INC.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                 (In thousands except share and per share data)


NOTE 1 -- PRESENTATION OF INTERIM INFORMATION

     In the opinion of the  management of Globe  Business  Resources,  Inc., the
accompanying unaudited consolidated financial statements include all adjustments
considered necessary to present fairly its financial position as of November 30,
1998,  and the results of its  operations  for the three and nine  months  ended
November 30, 1998 and 1997 and its cash flows for the nine months ended November
30, 1998 and 1997. All adjustments  are of a normal  recurring  nature.  Interim
results are not necessarily indicative of results for a full year.

     The consolidated financial statements and notes are presented in accordance
with the  requirements  of Form 10-Q,  and do not  contain  certain  information
included in the Company's audited consolidated financial statements and notes in
its Form 10-K for the fiscal year ended February 28, 1998.

     Certain prior year amounts have been  reclassified  to conform with current
year presentation.

NOTE 2 -- ACQUISITIONS

     During the first nine months of fiscal 1999,  the Company  completed  three
asset  acquisitions and settled certain  contingent  consideration on two fiscal
1998 acquisitions. These transactions were completed by payment of approximately
$13.6  million in cash and the  assumption  of certain  liabilities.  One of the
fiscal 1999 acquisitions  operates in the rent-to-rent  segment of the furniture
rental  business.  The  remaining  acquisitions,  which include the June 1, 1998
purchase of  Detroit-based  Village  Suites,  operate in the  corporate  housing
business,  providing  short-term housing to transferring or temporarily assigned
corporate personnel,  new hires,  trainees and consultants.  At their respective
dates of acquisition,  the corporate housing businesses  maintained  inventories
totaling  approximately  1,000 leased  housing units and had annual  revenues in
their most recent fiscal year totaling approximately $18.0 million.

     In accordance with APB No. 16, these  acquisitions were accounted for using
the purchase method.

     The purchase price allocation for the acquired businesses is as follows:


                                                           (Unaudited)
                                                           -----------

     Cash, receivables and prepaids                        $     637
     Rental furniture                                          1,095
     Property and equipment                                       10
     Other assets                                                 34
     Goodwill and other intangibles                           12,205
                                                           ---------
                                                              13,981
     Liabilities assumed                                        (430)
                                                           ---------
                                                           $  13,551
                                                           =========






                                     Page 6
<PAGE>




     The following table sets forth certain Globe consolidated  income statement
data on a pro forma basis, as if the fiscal 1999  acquisitions were completed at
the beginning of the periods indicated.

                                           Nine months ended November 30,
                                           ------------------------------
                                              1998               1997
                                           ----------          ---------
Revenues                                    $115,432           $90,143
Net income                                     4,314             4,376
Basic earnings per common share             $   0.95           $  0.98
Diluted earnings per common share           $   0.92           $  0.96
Weighted average number of common
  shares outstanding:
      Basic                                    4,546             4,451
      Diluted                                  4,670             4,535

SUBSEQUENT EVENTS

     In  December  1998,  the  Company  issued  71,900  shares of common  stock,
previously  held in escrow,  as settlement of contingent  consideration  for two
fiscal 1998 acquisitions.

     Effective  January 1, 1999, Globe acquired  substantially all the assets of
privately owned Castleton (CSTL) for approximately  $3.0 in cash, a $0.5 million
four year 5% note payable,  82,283  shares of Globe common stock and  contingent
consideration  up to a maximum  of $0.75  million  payable  via a note  payable,
subject to certain  levels of  operating  income  for the  twelve  months  ended
December 31, 1999. CSTL, based in St. Louis with additional operations in Kansas
City,  Louisville,  Orlando and Indianapolis,  operates in the corporate housing
business. CSTL maintained an inventory of approximately 800 leased housing units
at the date of  acquisition  and had revenues in excess of $13.0 million for the
year ended December 31, 1998.

NOTE 3 -- EARNINGS PER SHARE

     The Company  adopted  SFAS No.  128,  "Earnings  per Share",  in the fourth
quarter of fiscal 1998.  All earnings per share  amounts for prior  periods have
been restated to conform to this statement,  which had no material effect on the
previously reported earnings per share.

     For all periods  presented,  basic  earnings  per share was  calculated  by
dividing net income applicable to common stock by the weighted average number of
shares outstanding during the period.

     For all periods  presented,  diluted  earnings per share was  calculated by
dividing net income applicable to common stock by the weighted average number of
shares and  dilutive  potential  common  shares  outstanding  during the period.
Potential  common shares  include  outstanding  stock  options and  contingently
issuable shares.



                                     Page 7


<PAGE>


     The following table presents the calculation of basic and diluted  earnings
per share for the periods indicated.
<TABLE>
<CAPTION>

                                            For the three months ended,      For the nine months ended,
                                           -----------------------------   -----------------------------
                                           November 30,     November 30,     November 30,   November 30,
                                               1998            1997             1998            1997
                                           ------------     ------------   -------------    ------------
                                                    (Unaudited)                     (Unaudited)

<S>                                          <C>              <C>             <C>             <C>
Net income used to calculate basic 
  and diluted earnings per share              $  1,440         $  1,257       $  4,180        $ 3,905
                                              ========         ========       ========        =======

Weighted average common shares used 
  to calculate basic earnings per share          4,532            4,470          4,546          4,451
                                              ========         ========       ========        =======

Basic earnings per common share               $   0.32         $   0.28       $   0.92        $  0.88
                                              ========         ========       ========        =======

Shares used in the calculation
  of diluted earnings per share:
  Weighted average common shares                 4,532            4,470          4,546          4,451
  Dilutive effect of assumed exercise 
    of options for the purchase of 
    common shares                                   44               99             52             81
  Dilutive effect of assumed issuance
    of contingently issuable shares                 72                9             72              3
                                              --------          -------       --------        -------
Weighted average common shares used 
    to calculate diluted earnings 
    per share                                    4,648            4,578          4,670          4,535
                                               =======          =======       ========        =======
Diluted earnings per common share              $  0.31          $  0.27       $   0.90        $  0.86
                                               =======          =======       ========        =======
</TABLE>

NOTE 4 -- RENTAL FURNITURE

        Rental furniture consists of the following:



                                      November 30, 1998     February 28, 1998
                                      -----------------     -----------------
                                         (Unaudited)

Furniture on rental                      $ 43,045                $ 41,884
Furniture on hand                          24,161                  21,537
                                         --------                --------
                                           67,206                  63,421
Accumulated depreciation                  (11,631)                (10,201)
                                         --------                --------
                                         $ 55,575                $ 53,220
                                         ========                ========




                                     Page 8
<PAGE>




NOTE 5 -- DEBT

        Outstanding debt consists of:


                                                November 30,      February 28,
                                                   1998              1998
                                                ------------      ------------
                                                (Unaudited)

The Fifth Third Bank, PNC Bank and
  Norwest Bank unsecured revolving note,
  average interest of 7.07%                          $29,183        $     -

The Fifth Third Bank and PNC Bank unsecured
  revolving note, average interest of 7.39%                -         16,476

7.54% Senior Notes, unsecured, interest
  payable semi-annually on March 1 and
  September 1, due September 1, 2007                  30,000         30,000

6.0% note payable to seller of acquired
  business, payable in monthly installments,
  due December 31, 2000                                  625            850

7.5% note payable to seller of acquired
  business, payable in monthly installments,
  due November 2, 1998                                     -            181

7.2% mortgage note payable to The Fifth
  Third Bank, interest payable in monthly
  installments, due December 1, 2002                   1,466          1,510

Capital lease obligations                                475            696
                                                     -------        -------
                                                     $61,749        $49,713
                                                     =======        =======

     The funds  required  for the fiscal 1999  acquisitions  were  derived  from
borrowings under the Company's unsecured revolving Credit Agreement.

     On May 14, 1998,  the Company's  $30 million  unsecured  revolving  line of
credit with the Fifth Third Bank and PNC Bank was increased,  by amendment, to a
$45 million  unsecured  revolving  line of credit with The Fifth Third Bank, PNC
Bank and Norwest Bank.  Interest rates, unused facility fees and other terms are
unchanged from the original  revolving Credit  Agreement.  At November 30, 1998,
the  revolving  Credit  Agreement  provided a total  unused  credit  facility of
approximately $15.8 million.



                                     Page 9


<PAGE>




                                     ITEM 2

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


     The following  discussion and analysis  should be read in conjunction  with
the Company's Consolidated Financial Statements beginning on page 3.

GENERAL

     Globe  is  a  major  participant  in  the  temporary  relocation  industry,
operating in both the corporate housing and rent-to-rent  furniture  businesses.
The corporate housing business provides  short-term housing through an inventory
of leased  housing  units to  transferring  or  temporarily  assigned  corporate
personnel,  new hires,  trainees and  consultants.  The  rent-to-rent  furniture
business  rents  quality  office  and  residential  furniture  to a  variety  of
corporate and individual customers.  Additionally, the Company sells residential
and office furniture that no longer meets its "showroom condition" standards for
rental  through its clearance  centers and offers new furniture for sale through
its showrooms and account executives.

     The Company's fiscal year ends on February 28/29.

     The  discussions  contained  under Results of Operations  and Liquidity and
Capital Resources include forward-looking  information which is subject to risks
and qualifications including, but not limited to, those set forth in Exhibit 99.

RESULTS OF OPERATIONS

     The following  table sets forth for the periods  indicated  certain  income
statement  data as a percentage of total  revenues and certain gross profit data
as a  percentage  of  respective  corporate  housing,  rental and  retail  sales
revenues.

<TABLE>
<CAPTION>

                                    For the three months ended,       For the nine months ended,
                                    ----------------------------     -----------------------------
                                    November 30,    November 30,     November 30,     November 30,
                                        1998            1997             1998             1997
                                    ------------    ------------     ------------     ------------

<S>                                     <C>             <C>              <C>              <C>  
Revenues:
  Corporate housing sales               60.3%           41.3%            58.1%            37.2%
  Rental sales                          28.1%           40.7%            30.0%            46.5%
  Retail sales                          11.6%           18.0%            11.9%            16.3%
                                       ------          ------           ------           ------
    Total revenues                     100.0%          100.0%           100.0%           100.0%
Gross profit:
  Corporate housing sales               27.7%           28.3%            29.6%            29.1%
  Rental sales                          94.1%           92.9%            93.7%            92.6%
  Retail sales                          42.6%           39.6%            40.6%            38.0%
                                       ------          ------           ------           ------
  Gross profit before 
    depreciation and disposals          48.1%           56.6%            50.1%            60.1%
  Furniture depreciation 
    and disposals                       (6.3%)          (6.7%)           (6.6%)           (8.2%)
                                       ------          ------           ------           ------
    Combined gross profit               41.8%           49.9%            43.6%            51.8%

Operating expenses                      31.6%           38.5%            33.2%            39.4%
Amortization of intangible assets        1.3%            0.9%             1.3%             0.8%
                                       ------          ------           ------           ------
Operating income                         8.9%           10.4%             9.1%            11.6%
Interest/other                           2.7%            3.1%             2.9%             3.1%
                                       ------          ------           ------           ------
Income before taxes                      6.2%            7.3%             6.2%             8.5%
                                       ======          ======           ======           ====== 
</TABLE>


                                     Page 10
<PAGE>

IMPACT OF CORPORATE HOUSING ACQUISITIONS

     Globe entered the corporate housing business in fiscal 1997 by making three
acquisitions.  Seven additional  corporate  housing  businesses were acquired in
fiscal 1998. Globe continued its corporate housing acquisition program in fiscal
1999 with the  acquisitions  of Feld  Corporate  Housing in May 1998 and Village
Suites in June 1998. An additional corporate housing acquisition, Castleton, was
made in  January  1999,  subsequent  to  completion  of the third  quarter.  All
acquisitions  to date have been  accounted  for  using  the  purchase  method of
accounting.

     Corporate   housing   companies'   assets  consist  primarily  of  accounts
receivable, customer deposits and some minor furniture and fixed asset balances.
Consequently,  the purchase price for these  businesses is allocated  largely to
goodwill and other intangibles.  Cost of goodwill and other intangibles  related
to the corporate housing  acquisitions  approximates  $38.8 million and is being
amortized  on  a  straight-line   basis  over  periods  ranging  from  three  to
thirty-five  years,  with a weighted average life of approximately  twenty-three
years. Goodwill and intangibles  amortization,  which is a separate component of
operating  expenses,  reduced  operating  profit  by  $1.4  million,  or 1.3% of
revenues,  in the first nine months of fiscal 1999 and $0.6 million,  or 0.8% of
revenues, in the first nine months of fiscal 1998.


     The corporate  housing  business has a slightly lower operating margin than
the furniture rental business,  consisting of a lower gross profit margin offset
somewhat by lower operating  expenses.  As a result,  the Company's gross profit
margin and operating  expenses as a percentage  of revenues have been  declining
since the Company entered the corporate  housing  business.  Gross profit margin
decreased  to 43.6% in the first  nine  months of fiscal  1999 from 51.8% in the
first nine months of fiscal 1998,  resulting from the larger percentage of total
revenues from  corporate  housing (58.1% in the first nine months of fiscal 1999
versus 37.2% in the  comparable  period of fiscal 1998).  Gross profit margin on
rental sales in the first nine months of fiscal 1999 was 93.7%, versus 29.6% for
corporate housing.  Comparable gross profit margins for the first nine months of
fiscal  1998  were  92.6%  and  29.1%,  respectively.  Because  the  Company  is
integrating its furniture rental and corporate housing  operations,  these gross
profit  percentages  exclude  furniture  depreciation and disposals which can no
longer be separately  identified.  An additional  result of this  integration is
that operating expenses and,  therefore,  operating margins for furniture rental
and corporate  housing cannot be  specifically  identified.  Combined  operating
expenses, excluding goodwill amortization, decreased to 33.2% of revenues in the
first nine  months of fiscal  1999 from 39.4% in the first nine months of fiscal
1998, while the operating margin, after goodwill amortization, decreased to 9.1%
of  revenues  in the first nine  months of fiscal 1999 from 11.6% of revenues in
the first nine months of fiscal  1998.  The  reduction  in  operating  margin is
primarily  the  result of the  increasing  mix of  corporate  housing  revenues,
additions to the Company's management team and related  infrastructure  spending
to support  the  Company's  rapid  growth,  and greater  amortization  expenses.
Excluding  amortization  expenses,  operating  margins  declined to 10.4% in the
first nine  months of fiscal  1999 from 12.4% in the first nine months of fiscal
1998.

     Globe plans to continue  its  consolidation  of corporate  housing  through
additional acquisitions, thereby capitalizing on the desire of many corporations
to have a corporate housing company that can meet their needs  nationally.  With
the  acquisitions  to date,  Globe has  expanded its  presence  into  twenty-six
markets  and is the  market  leader  in ten of these  markets,  with  annualized
corporate  housing  revenues in excess of $100 million.  Globe is vying with two
other corporate housing companies for the number two position in the industry.

     As Globe  increases its presence in the corporate  housing  business,  some
competing  corporate  housing companies that are customers of Globe may transfer
their furniture  rental business to other vendors.  At the end of December 1998,
the  Company's  annualized  revenues  from  these  corporate  housing  companies
approximated $6.9 million.

     Due to the significant impact of the corporate housing  acquisitions on the
Company's  operations and financial  results,  certain  aspects of the Company's
historical  results of operations and  period-to-period  comparisons will not be
indicative of future results.


                                     Page 11

<PAGE>


COMPARISON OF THIRD QUARTER FISCAL 1999 TO THIRD QUARTER FISCAL 1998

     Total revenues of $38.2 million  increased $10.2 million,  or 36.3%, in the
third quarter of fiscal 1999,  from $28.0 million in the third quarter of fiscal
1998, primarily due to acquisitions.  Excluding the corporate housing operations
and the impact of the elimination of intercompany  revenues (furniture rented to
Company-owned  corporate housing  operations),  total revenues increased 2.3% in
the third  quarter of fiscal 1999 when  compared to the third  quarter of fiscal
1998.

     Corporate  housing  sales of $23.0  million in the third  quarter of fiscal
1999  increased  98.8% from $11.6  million in the third  quarter of fiscal 1998.
This increase was primarily  caused by  acquisitions  which  occurred  during or
after the third quarter of fiscal 1998.

     Rental sales of $10.7 million in the third quarter of fiscal 1999 decreased
5.9% from $11.4  million in the third quarter of fiscal 1998 largely as a result
of intercompany eliminations. Excluding the impact of these eliminations, rental
revenues increased 8.5%.

     Retail sales of $4.4 million decreased $0.6 million, or 11.9%, in the third
quarter of fiscal 1999 from $5.0  million in the third  quarter of fiscal  1998,
attributable  to a reduction in new office  furniture  sales during the quarter.
The prior year  quarter  included a large  one-time new office  furniture  sale.
Excluding this sale, retail sales increased 6.2%.

     Gross profit of $16.0 million in the third quarter of fiscal 1999 increased
$2.0 million,  or 14.1%,  from $14.0 million in the third quarter of fiscal 1998
and  declined  as a  percentage  of  revenues  to 41.8% from 49.9% over the same
period due to the higher mix of corporate housing revenues and the lower margins
associated  with  these  revenues.  Gross  profit  margin on  corporate  housing
revenues declined slightly versus the comparable prior year period,  while gross
margin on both  rental  and  retail  sales  revenues  improved  during the third
quarter of fiscal 1999 versus the comparable prior year period.

     Operating  expenses  of $12.6  million in the third  quarter of fiscal 1999
increased 13.7% from $11.1 million in the third quarter of fiscal 1998 primarily
as a result of acquisitions.  As a percentage of total revenues,  these expenses
declined  to 32.9%  from  39.4%  over the same  period as a result of  corporate
housing's lower operating expenses as a percent of revenues.

     As a result of the changes in revenues, gross profit and operating expenses
discussed above,  operating  income increased 15.7% to $3.4 million,  or 8.9% of
revenues in the third  quarter of fiscal 1999,  from $2.9  million,  or 10.4% of
revenues in the third quarter of fiscal 1998.

     Interest/other  expense increased $0.1 million to $1.0 million in the third
quarter of fiscal 1999 from $0.9 million in the third quarter of fiscal 1998 and
as a  percentage  of total  revenues  decreased  to 2.7% from 3.1% over the same
period.  A $0.3 million  increase in interest  expense for the third  quarter of
fiscal 1999 was due  primarily to higher debt  balances  than in the  comparable
period of fiscal  1998 and was  partially  offset  by a $0.2  million  insurance
settlement.   The  debt  increase  was  the  result  of  funding   required  for
acquisitions.

     Income  before  income taxes of $2.4 million in the third quarter of fiscal
1999 increased $0.4 million,  or 15.3%,  compared to the third quarter of fiscal
1998 and as a percentage  of revenues  decreased to 6.2% from 7.3% over the same
period.

     The Company's  effective tax rate, which includes federal,  state and local
taxes,  increased  slightly  to 39.0% in the third  quarter  of  fiscal  1999 as
compared to a 38.6% rate in the third quarter of fiscal 1998.

COMPARISON OF NINE MONTHS ENDED NOVEMBER 30, 1998
TO NINE MONTHS ENDED NOVEMBER 30, 1997

     Total revenues of $110.8 million increased $35.5 million,  or 47.1%, in the
first nine months of fiscal 1999, from $75.3 million in the first nine months of
fiscal 1998, primarily due to acquisitions.



                                    Page 12
<PAGE>



     Excluding  the  corporate   housing   operations  and  the  impact  of  the
elimination of intercompany revenues, total revenues increased 6.3% in the first
nine months of fiscal 1999 compared to the first nine months of fiscal 1998.

     Corporate housing sales of $64.4 million in the first nine months of fiscal
1999  increased  129.5%  from $28.1  million in the first nine  months of fiscal
1998. This increase was primarily caused by acquisitions.

     Rental  sales of $33.2  million  in the first  nine  months of fiscal  1999
decreased 5.1% from $35.0 million in the first nine months of fiscal 1998 due to
intercompany  eliminations.  Excluding the impact of intercompany  eliminations,
rental revenues  increased 5.8%,  reflecting strong growth in intercompany sales
offset  to some  extent by a loss of  business  from  some  competing  corporate
housing customers.

     Retail sales of $13.2 million increased $1.0 million, or 7.5%, in the first
nine months of fiscal 1999 from $12.2 million in the first nine months of fiscal
1998,  driven by increases of 13.9% in clearance center revenues and 4.2% in new
office  furniture sales versus the comparable  prior year period.  Excluding the
impact of a large  one-time  sale which  occurred in the third quarter of fiscal
1998,  retail sales and new office  furniture  sales  increased 15.6% and 26.8%,
respectively, versus the comparable period.

     Gross  profit of $48.3  million  in the first  nine  months of fiscal  1999
increased $9.3 million, or 23.6%, from $39.0 million in the first nine months of
fiscal 1998 and  declined as a  percentage  of revenues to 43.6% from 51.8% over
the same  period due to the higher mix of  corporate  housing  revenues  and the
lower margins associated with these revenues.  Gross profit percent on corporate
housing,  rental and retail sales  revenues all improved  versus the  comparable
prior year period.

     Operating expenses of $38.2 million in the first nine months of fiscal 1999
increased  25.9% from $30.3 million in the first nine months of fiscal 1998 as a
result of  acquisitions,  as well as additions to the Company's  management team
and related infrastructure  spending to support the Company's rapid growth. As a
percentage of total revenues,  these expenses  declined to 34.5% from 40.3% over
the same period as a result of corporate housing's lower operating expenses as a
percent of revenues.

     As a result of the changes in revenues, gross profit and operating expenses
discussed above,  operating income increased 15.6% to $10.1 million,  or 9.1% of
revenues in the first nine months of fiscal 1999, from $8.7 million, or 11.6% of
revenues in the first nine months of fiscal 1998.

     Interest/other  expense increased $0.9 million to $3.2 million in the first
nine months of fiscal 1999 from $2.3  million in the first nine months of fiscal
1998 and as a percentage of total  revenues  declined to 2.9% from 3.1% over the
same period.  The $1.1 million  increase in interest expense for fiscal 1999 was
due primarily to higher debt balances  than in the  comparable  period of fiscal
1998 and was partially offset by a $0.2 million insurance  settlement.  The debt
increase was the result of funding required for acquisitions.

     Income  before  income  taxes of $6.9  million in the first nine  months of
fiscal 1999 increased $0.5 million,  or 7.3%,  compared to the first nine months
of fiscal 1998 and as a percentage of revenues  decreased to 6.2% from 8.5% over
the same period.

     The Company's  effective tax rate, which includes federal,  state and local
taxes,  increased  slightly to  approximately  39.0% in the first nine months of
fiscal 1999 as compared to 38.9% the first nine months of fiscal 1998.

LIQUIDITY AND CAPITAL RESOURCES

     On May 14, 1998, the Company's  $30.0 million  unsecured line of credit was
increased to $45.0 million. Interest rates for this revolving line of credit are
based on a leverage  formula,  which is  currently  the lesser of the prime rate
minus 25 basis points or LIBOR plus 150 basis  points.  At January 4, 1999,  the
unused line of credit was $12.6 million, which is available for acquisitions and
general corporate purposes.



                                    Page 13
<PAGE>



     The term of the line of credit will expire on September 30, 2000, requiring
full payment of the then outstanding  balance. The Company expects to have other
financing arrangements in place prior to this date.

     From March 1, 1998 through January 4, 1999 Globe used  approximately  $16.6
million from its lines of credit,  issued 82,283 shares of stock for fiscal 1999
acquisitions  and 71,900  shares of stock  previously  held in escrow for fiscal
1998   acquisitions,   issued  $0.5   million  of  notes   payable  and  assumed
approximately   $0.4  million  of  certain   liabilities   in  completing   four
acquisitions and settling certain contingent consideration for three fiscal 1998
acquisitions.  (See note 2 to the consolidated  financial statements for further
discussion of these acquisitions.)

     The Company's principal use of cash is for furniture purchases. The Company
purchases  furniture  to replace  furniture  which has been sold and to maintain
adequate  levels of rental  furniture to meet  existing and new customer  needs.
Furniture  purchases  were $17.5 million in the first nine months of fiscal 1999
and $19.4  million in the first nine months of fiscal  1998.  The lower level of
purchases  in fiscal  1999  reflects  the  Company's  efforts  to better  manage
inventory levels while continuing to ensure that existing and new customer needs
can be met.  As the  Company's  growth  strategies  are  implemented,  furniture
purchases are expected to increase.

     Capital  expenditures  were $2.0 million and $3.3 million in the first nine
months of fiscal 1999 and 1998,  respectively.  Expenditures  for the first nine
months of fiscal 1999 were  largely  attributable  to continued  development  of
computer  systems.  The decrease from the prior year results from the completion
of construction of a showroom/warehouse facility in Indianapolis, Indiana during
fiscal  1998.  Costs  to  develop  the  computer  systems  further,   which  are
anticipated to be approximately $1.6 million,  will be incurred in the next 3-15
months and are expected to be financed through cash generated by operations.

     In the first nine  months of fiscal  1999 and 1998,  net cash  provided  by
operations was $21.6 million and $19.3 million,  respectively,  generating  $2.1
million more cash than was  necessary to fund  investing  activities  (excluding
acquisitions) in the first nine months of fiscal 1999 and $3.4 million less cash
than was necessary to fund investing activities (excluding  acquisitions) in the
first nine months of fiscal 1998. The improvement in cash flow in the first nine
months of fiscal 1999 results primarily from lower levels of furniture purchases
and capital expenditures.

     In October 1998, Globe repurchased 50,000 shares of stock for $0.7 million,
pursuant to the  Company's  authorized  $3.0 million stock  repurchase  program.
These shares are held in treasury.

     Aside from acquisitions,  furniture purchases, which have historically been
seasonally weighted to the first half of the fiscal year, are the primary reason
for use of the credit facilities. Any temporary cash deficiencies resulting from
these purchases will be funded via the line of credit.  The Company expects cash
flow from  operations  plus the credit  facilities  to be sufficient to fund the
Company's needs for the foreseeable future, except for significant  acquisitions
and any  additional  repurchases  that may be made  under  the  Company's  stock
repurchase program.

YEAR 2000

     The Company has  developed a Year 2000  Remediation  Plan and is  currently
evaluating the potential  impact of the Year 2000 issue on both its  information
technology  systems  and its  non-information  technology  systems.  The initial
phases of the plan consist of planning  and  assessment  and involve  developing
complete  inventories  of all hardware and software  containing  potential  date
sensitivity,  completing  vendor and customer surveys and performing a series of
controlled tests to determine  compliance.  These phases are  approximately  50%
complete,  with the inventory phase completed and the vendor and customer survey
phase in process.  The  controlled  tests are currently  scheduled for February,
1999.   Preliminary  results  indicate  that  the  Company's  existing  internal
financial and operational  software is Year 2000 compliant,  and that a moderate
number of desktop computers may need to be replaced. The systems currently under
development have been designed to be Year 2000 compliant.



                                    Page 14
<PAGE>



     Globe expects to have the initial phases of the remediation  plan completed
by February 28, 1999.  Costs incurred to date and those  anticipated to complete
the initial phases are immaterial to the Company's results of operations.

     Based upon the results of the initial phases, Globe will develop a detailed
remediation  and  contingency  plan. This plan will address such concerns as the
time  required  to replace  equipment  or  software  and  contingency  plans for
unforeseen Year 2000 failures, including the identification of alternate vendors
or  financial  institutions,  as well as the  financial  resources  necessary to
reasonably  ensure  compliance  by the Year 2000.  It is expected that this plan
will be  completed  by July 1, 1999.  Costs  associated  with this phase are not
expected to exceed $120,000.

     While  Globe  is not  aware  of  exposures  related  to the  operations  of
customers or vendors and it does not have a  relationship  with any  third-party
vendor which is material to its  operations,  there can be no assurance that the
systems of other  companies  on which the Company  relies will be converted in a
timely manner or that the failure to convert would not have an adverse impact on
Globe's operations.  Costs associated with any such failure cannot be reasonably
estimated.


                                     PART II

                                     ITEM 1
                                LEGAL PROCEEDINGS

                                      None


                                     ITEM 2
                              CHANGES IN SECURITIES

                                      None


                                     ITEM 3
                         DEFAULTS UPON SENIOR SECURITIES

                                      None


                                     ITEM 4
               SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                                      None


                                     ITEM 5
                                OTHER INFORMATION

                                      None





                                     Page 15


<PAGE>




                                     ITEM 6
         EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(a)     Exhibits:

          10.5.1 Amendment to Credit  Agreement among the Registrant,  The Fifth
                 Third Bank, PNC Bank and Norwest Bank dated May 14, 1998.*

          10.13  1998 Stock Option and Incentive Plan**

          27     Financial Data Schedule

          99     Safe Harbor Statement

     *  Incorporated  by  reference to the  Company's  Form 10-Q for the quarter
ended May 31, 1998.

     ** Incorporated by reference to the definitive proxy statement for the 1998
annual shareholders meeting.

(b)      Reports on Form 8-K filed during the third quarter of 1999:  None.




                                    Page 16
<PAGE>




                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

                                         Globe Business Resources, Inc.



                                         By:    /s/Sharon G. Kebe
                                            ------------------------------------
                                            Senior Vice President-Finance and
                                            Treasurer
                                            (Principal Financial Officer)

Signed:  January 7, 1999





                                    Page 17