UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)

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

                 For the quarterly period ended: OCTOBER 2, 1998

                                       OR

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

        For the transition period from ______________ to ________________

                          COMMISSION FILE NUMBER 0-1298

                        ADVANCED TECHNICAL PRODUCTS, INC.
               (Exact name of Issuer as Specified in Its Charter)

                    DELAWARE                      11-1581582
       (State or Other Jurisdiction of        (I.R.S. Employer
       Incorporation or Organization)        Identification No.)

             200 Mansell Ct. East, Suite 505, Roswell, Georgia 30076
                    (Address of Principal Executive Offices)

                                 (770) 993-0291
                (Issuer s Telephone Number, Including Area Code)


               ________________________________________________
                (Former Address, if Changed Since Last Report)

Indicate by check mark whether the Registrant (1) filed all reports required to
be filed by Section 13 of 15(d) of the Securities Exchange Act during the past
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 [ ]

The aggregate number of shares of Common Stock outstanding as of November 9,
1998 was 5,312,644.
<PAGE>
                        ADVANCED TECHNICAL PRODUCTS, INC.

                                      INDEX

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements ............................................      3

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

        General .........................................................     10
        Results of Operations ...........................................     10
        Financial Condition and Liquidity ...............................     11
        Recent Accounting Pronouncements ................................     12
        Year 2000 Issues ................................................     12
        Forward Looking Statements - Cautionary Factors .................     12

PART II. OTHER INFORMATION

Item 1. Legal Proceedings ...............................................     13

Item 2. Changes in Securities and Use of Proceeds .......................     13

Item 3. Defaults Upon Senior Securities .................................     13

Item 4. Submission of Matters to a Vote of Security Holders .............     13

Item 5. Other Information ...............................................     13

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

                                  Page 2 of 15
<PAGE>
               ADVANCED TECHNICAL PRODUCTS, INC. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME

               (UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>

                                                                               Quarter Ended                   Nine Months Ended
                                                                          --------------------------       -------------------------
                                                                          October 2,      October 3,       October 2,     October 3,
                                                                             1998            1997             1998          1997
                                                                            -------         -------         --------       -------
<S>                                                                         <C>             <C>             <C>            <C>    
Revenues ..........................................................         $47,801         $28,608         $118,246       $80,540
Cost of sales .....................................................          36,570          21,866           90,863        61,806
                                                                            -------         -------         --------       -------
       Gross profit ...............................................          11,231           6,742           27,383        18,734

General and administrative and other expenses .....................           7,102           4,489           19,319        14,109
                                                                            -------         -------         --------       -------
       Operating income ...........................................           4,129           2,253            8,064         4,625

Interest expense ..................................................             960             600            2,597         1,585
                                                                            -------         -------         --------       -------
       Income before taxes ........................................           3,169           1,653            5,467         3,040

Income tax provision ..............................................           1,220             636            2,105         1,170
                                                                            -------         -------         --------       -------

       Net income .................................................         $ 1,949         $ 1,017         $  3,362       $ 1,870
                                                                            =======         =======         ========       =======

Earnings per share:
       Basic ......................................................         $  0.36         $  0.25         $   0.63       $  0.46
                                                                            =======         =======         ========       =======

       Diluted ....................................................         $  0.35         $  0.24         $   0.60       $  0.44
                                                                            =======         =======         ========       =======


Weighted average number of common shares outstanding:
       Basic ......................................................           5,311           3,944            5,250         3,944
                                                                            =======         =======         ========       =======
       Diluted ....................................................           5,542           4,134            5,508         4,134
                                                                            =======         =======         ========       =======
</TABLE>
        THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.

                                  Page 3 of 15
<PAGE>
               ADVANCED TECHNICAL PRODUCTS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                   AS OF OCTOBER 2, 1998 AND DECEMBER 31, 1997
               (UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
                                                                                                       OCTOBER 2,      DECEMBER 31,
                     ASSETS                                                                               1998            1997
                     ------                                                                            -----------        ----
<S>                                                                                                     <C>             <C>     
CURRENT ASSETS:
    Cash and cash equivalents .....................................................................     $   1,288       $    494
    Accounts receivable (net of allowance for doubtful accounts of $729 and $449
        as of October 2, 1998 and December 31, 1997) ..............................................        27,738         23,417
    Inventories and costs relating to long-term contracts and programs in
        in process, net of progress payments ......................................................        42,248         34,633
    Prepaid expenses ..............................................................................         1,111            923
    Deferred income taxes .........................................................................           759            961
                                                                                                        ---------       --------
                        Total current assets ......................................................        73,144         60,428
                                                                                                        ---------       --------
NONCURRENT ASSETS:
   Property, plant and equipment ..................................................................        35,066         25,709
   Less-accumulated depreciation ..................................................................       (10,628)        (8,150)
                                                                                                        ---------       --------
                        Net property, plant and equipment .........................................        24,438         17,559
                                                                                                        ---------       --------
   Deferred income taxes ..........................................................................           225             62
   Other assets ...................................................................................         9,965          7,635
                                                                                                        ---------       --------
                        Total assets ..............................................................     $ 107,772       $ 85,684
                                                                                                        =========       ========


      LIABILITIES AND SHAREHOLDERS' EQUITY
      ------------------------------------
CURRENT LIABILITIES:
    Accounts payable ..............................................................................     $  11,445       $ 12,003
    Accrued expenses ..............................................................................        10,147          7,637
    Current portion of capital lease obligation ...................................................           254            150
    Short-term debt ...............................................................................        29,754         19,430
                                                                                                        ---------       --------
                        Total current liabilities .................................................        51,600         39,220

LONG-TERM LIABILITIES:
    Long-term debt, net of current portion ........................................................        20,201         16,678
    Capital lease obligation, net of current portion ..............................................         2,080            325
    Other liabilities .............................................................................         1,996          1,967
                                                                                                        ---------       --------
                        Total liabilities .........................................................        75,877         58,190

Mandatorily redeemable preferred stock, 8% cumulative, $1.00 par value,
    1,000,000 shares authorized, issued and outstanding ...........................................         1,000          1,000


SHAREHOLDERS' EQUITY:
    Preferred stock, undesignated, 1,000,000 shares authorized, no shares issued and outstanding ..          --             --
    Common stock, $.01 par value, 30,000,000 shares authorized, 5,312,203 and 5,220,052 shares
        issued and outstanding as of October 2, 1998 and as of December 31, 1997, respectively ....            53             52
    Additional paid-in capital ....................................................................        17,603         16,506
    Retained earnings .............................................................................        13,679         10,376
    Less-
        Notes receivable from officers ............................................................          (135)          (135)
        Accumulated other comprehensive income - additional minimum pension liability .............          (305)          (305)
                                                                                                        ---------       --------
                        Total shareholders' equity ................................................        30,895         26,494
                                                                                                        ---------       --------
                        Total liabilities and shareholders' equity ................................     $ 107,772       $ 85,684
                                                                                                        =========       ========
</TABLE>

        THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.

                                  Page 4 of 15
<PAGE>
               ADVANCED TECHNICAL PRODUCTS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                            (UNAUDITED, IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                   Nine Months Ended
                                                                                ------------------------
                                                                                October 2,    October 3,
                                                                                   1998         1997
                                                                                 --------      -------
<S>                                                                              <C>           <C>    
CASH FLOWS FROM OPERATING ACTIVITIES:
          Net income .......................................................     $  3,362      $ 1,870
          Adjustments to reconcile net income to net cash used in
            operating activities -
             Depreciation and amortization .................................        2,692          879
             Deferred income taxes, net ....................................          164          (25)
             (Increase) decrease in accounts receivable ....................       (3,004)       2,689
             Increase in inventories .......................................       (7,113)      (7,708)
             Increase in prepaids ..........................................         (178)        --
             (Increase) decrease in other noncurrent assets ................          243         (559)
             Increase (decrease) in accounts payable .......................       (1,550)       2,667
             Increase (decrease) in accrued expenses .......................        2,489         (784)
                                                                                 --------      -------
                 Net cash used in operating activities .....................       (2,895)        (971)
                                                                                 --------      -------
CASH FLOWS FROM INVESTING ACTIVITIES:
          Capital expenditures .............................................       (7,488)        (665)
          Cash payments for businesses acquired, net of cash acquired ......       (1,377)         --
                                                                                 --------      -------
                 Net cash used in investing activities .....................       (8,865)        (665)
                                                                                 --------      -------
CASH FLOWS FROM FINANCING ACTIVITIES:
          Proceeds of borrowings ...........................................       20,782        2,486
          Repayment of borrowings ..........................................       (8,052)      (1,722)
          Proceeds from exercise of common stock options and warrants ......           14         --
          Cash dividends paid ..............................................         --            (40)
          Payments under capital lease obligations .........................         (190)        --
                                                                                 --------      -------
                 Net cash provided by financing activities .................       12,554          724
                                                                                 --------      -------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS .......................          794         (912)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD .............................          494        1,059
                                                                                 --------      -------
CASH AND CASH EQUIVALENTS, END OF PERIOD ...................................     $  1,288      $   147
                                                                                 ========      =======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
          Cash paid for interest ...........................................     $  2,951      $ 1,658
                                                                                 ========      =======
          Cash paid for income taxes .......................................     $  1,359      $ 1,518
                                                                                 ========      =======
</TABLE>
        THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.

                                  Page 5 of 15
<PAGE>
                       ADVANCED TECHNICAL PRODUCTS, INC.
                                AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. BASIS OF PRESENTATION

     The accompanying unaudited Condensed Consolidated Financial Statements of
Advanced Technical Products, Inc. and Subsidiaries (the "Company" or "ATP") have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Article
10 of Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring adjustments) considered necessary for a fair presentation
have been included. Operating results for the quarter and nine months ended
October 2, 1998 are not necessarily indicative of the results that may be
expected for the year ending December 31, 1998. For further information, refer
to the consolidated financial statements and footnotes thereto included in the
Company's Form 10-K for the fiscal year ended December 31, 1997.

2. FORMATION OF THE COMPANY

     On October 31, 1997, TPG Holdings, Inc. ("TPG") merged with Lunn
Industries, Inc. ("Lunn"), forming Advanced Technical Products, Inc. Former TPG
and Lunn common shareholders received 8.3028 and 0.1 shares of ATP stock,
respectively, in exchange for each share of the former companies' stock. The
merger agreement specified that 50% of the common stock to be delivered to each
former TPG common shareholder would be held in escrow subject to cancellation
pending the results of TPG's 1997 operations versus net income targets
designated in the agreement. TPG's 1997 net income exceeded the maximum target,
and all of the escrowed shares were released to the former TPG shareholders in
April, 1998.

     The operating results of Lunn have been included in the Company's
consolidated financial statements since the date of the acquisition. The
following table presents unaudited pro forma consolidated operating results for
the Company for the quarter and nine months ended October 3, 1997 as if the Lunn
acquisition had occurred on January 1, 1997 (in thousands, except per share
amounts):

                                           QUARTER ENDED    NINE MONTHS ENDED
                                          OCTOBER 3, 1997    OCTOBER 3, 1997
                                          ---------------    ---------------
Revenues ..............................     $   34,732         $   97,390
Net income ............................          1,475              2,639
Earnings per share - basic ............           0.28               0.49
Earnings per share - diluted ..........           0.26               0.47

     The unaudited pro forma consolidated operating results of the Company are
not necessarily indicative of the operating results that would have been
achieved had the merger been consummated at the beginning of the period
presented, and should not be construed as representative of future operating
results.

                                  Page 6 of 15
<PAGE>
3. INVENTORIES

       Inventories at October 2, 1998 and December 31, 1997 consisted of the
following (in thousands):

                                              OCTOBER 2,           DEC. 31,
                                                 1998                1997
                                               --------            --------
Finished goods .........................       $  1,119            $  1,236
Work in process ........................         28,767              18,035
Raw materials ..........................         23,870              24,297
Progress payments ......................        (11,508)             (8,935)
                                               --------            --------
   Total inventories ...................       $ 42,248            $ 34,633
                                               ========            ========

4. DEBT

       Debt is summarized as follows (in thousands):

                                                        OCTOBER 2,     DEC. 31,
                                                          1998           1997
                                                         -------      ---------
Short-term debt:
      Revolving loans ..............................     $25,999       $17,367
      Current maturities of long-term debt .........       3,755         2,063
                                                         -------       -------
                                                         $29,754       $19,430
                                                         =======       =======
Long-term debt:
      Term and equipment loans .....................     $19,633       $12,500
      Deferred obligation ..........................         500         3,000
      Bond payable .................................       2,450         2,473
      Other long-term debt .........................       1,373           768
                                                         -------       -------
            Total long-term debt ...................      23,956        18,741
      Less current portion .........................       3,755         2,063
                                                         -------       -------
         Long-term debt, net of current portion ....     $20,201       $16,678
                                                         =======       =======

        In March, 1998, the Company refinanced its revolving and term loans,
consolidating them with one lending institution. The financing agreement was
amended in June, 1998 to increase the capital expenditure facility from $3.0
million to $5.0 million. The Company's new credit facility totals $50.0 million
consisting of: (1) $27.0 million of revolving credit against eligible receivable
and inventory balances, (2) an $18.0 million term loan and (3) a $5.0 million
capital expenditure facility. In connection with the refinancing, proceeds from
the new loans were used in March, 1998 to retire the deferred obligation of $3.0
million which existed at December 31, 1997.

        The loans are secured by collateral consisting of substantially all of
the Company's assets including inventory, equipment, receivables, general
intangibles, investment property and real property. The interest rates on the
revolving and term loans are set quarterly based on the Company's performance
against debt-to-earnings ratios specified in the agreement. Interest rates may
range from LIBOR (the London Interbank Offered Rates) plus 2.25% to LIBOR plus
1.0% on the revolving loan and from LIBOR plus 2.75% to LIBOR plus 1.5% on the
term and equipment loans. The rates in effect for the second and third quarters
were LIBOR plus 2.0% on the revolving loan and LIBOR plus 2.5% on the term and
equipment loans. Interest is paid monthly in arrears on all loans. The initial
term of the new credit facility extends to December 31, 2000. 

                                  Page 7 or 15
<PAGE>
5. EARNINGS PER SHARE

     Earnings per share ("EPS") are calculated as follows (in thousands, except
per share amounts):
<TABLE>
<CAPTION>

                                                       QUARTER ENDED            NINE MONTHS ENDED
                                                    --------------------      --------------------
                                                    OCT. 2,      OCT. 3,      OCT. 2,      OCT. 3,
                                                     1998         1997         1998         1997
                                                    -------      -------      -------      -------
<S>                                                 <C>          <C>          <C>          <C>    
      Net income ..............................     $ 1,949      $ 1,017      $ 1,413      $   853
      Less:  preferred stock dividends accrued          (20)         (20)         (60)         (60)
                                                    -------      -------      -------      -------
      Net income available for common shares
        (same for both basic and diluted
        EPS calculation) ......................     $ 1,929      $   997      $ 3,302      $ 1,810
                                                    =======      =======      =======      =======
Weighted average number of common
  shares outstanding:

      --Basic .................................       5,311        3,944        5,250        3,944

        Add:  assumed stock conversions, net of
              assumed treasury stock purchases:
              --stock options .................         200          190          222          190
              --stock warrants ................          31         --             36         --
                                                    -------      -------      -------      -------
     --Diluted ................................       5,542        4,134        5,508        4,134
                                                    =======      =======      =======      =======
Basic EPS .....................................     $  0.36      $  0.25      $  0.63      $  0.46
                                                    =======      =======      =======      =======
Diluted EPS ...................................     $  0.35      $  0.24      $  0.60      $  0.44
                                                    =======      =======      =======      =======
</TABLE>
6. ACQUISITION

     On May 29, 1998, the Company acquired all of the capital stock of
Brigantine Aircraft, a manufacturer of honeycomb products and engineered panels
located in France. The acquired company, renamed Alcore Brigantine, will operate
as a subsidiary of Alcore, Inc., a wholly owned subsidiary of the Company. The
Company anticipates that the acquisition will expand its access to the European
aerospace and commercial markets. The acquisition has been accounted for using
the purchae method of accounting and the Company's condensed consolidated
financial statements include the operating results for Alcore Brigantine since
the date of the acquisition. Pro forma results of operations assuming the
acquisition was made as of the beginning of the respective periods are not
material to the Company's consolidated operating results for the nine month
periods ended October 2, 1998 and October 3, 1997. Also, the Company does not
anticipate that Alcore Brigantine's operations will materially impact ATP's
consolidated operating results for 1998.

                                  Page 8 of 15
<PAGE>

7. COMPREHENSIVE INCOME

     Effective January 1, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130, "Reporting Comprehensive Income." This statement
establishes items that are required to be recognized under accounting standards
as components of comprehensive income. Statement 130 requires, among other
things, that an enterprise report a total for comprehensive income in financial
statements of interim periods issued to shareholders. For the three and nine
month periods ended October 2, 1998 and October 3, 1997, the Company's
consolidated comprehensive income does not differ materially from the
consolidated net income set forth on the accompanying condensed consolidated
statements of income.

                                  Page 9 of 15
<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 Condensed Consolidated Financial Statements and Notes thereto included
elsewhere herein.

GENERAL

     On October 31, 1997, TPG merged into Lunn under the name "Advanced
Technical Products, Inc." Immediately after the merger, the former stockholders
of Lunn owned approximately 26% of ATP and the former TPG stockholders owned
approximately 74% of ATP. For accounting purposes, the merger was treated as a
purchase of Lunn by TPG and the results of operations of Lunn since November 1,
1997 have been included in the consolidated financial statements of ATP.

RESULTS OF OPERATIONS

QUARTER AND NINE MONTHS ENDED OCTOBER 2, 1998 COMPARED WITH THE QUARTER AND
NINE MONTHS ENDED OCTOBER 3, 1997

     Revenues for the third quarter increased $19.2 million, or 67.1% from $28.6
million in 1997 to $47.8 million in 1998. Revenues for the nine months increased
$37.7 million, or 46.8% from $80.5 million in 1997 to $118.2 million in 1998.
The increase in revenue in 1998 over 1997 was primarily attributable to the
following factors: (i) revenues of $6.4 million (third quarter) and $22.2
million (nine months) for Lunn operations which were included in 1998, but not
included in the results reported through the third quarter of 1997, which was
prior to the merger, (ii) increased shipments of Natural Gas Vehicle ("NGV")
fuel tanks and related products, (iii) increased sales on new aerospace /
defense programs, including new C-17 and chemical defense contracts, and (iv)
increased shipments on shelter contracts. These increases were partially offset
by reduced sales of ordnance products resulting from the substantial completion
of a major ordnance delivery system contract in early 1998.

     Gross profit as a percent of revenues was 23.5% in the third quarter of
1998, compared to 23.6% in the third quarter of 1997. The gross profit
percentage for the nine month period in 1998 of 23.2% was substantially
unchanged compared to the 23.3% for the same period in 1997.

     General and administrative and other expenses increased $2.6 million, or
58.2%, for the third quarter of 1998 and $5.2 million, or 36.9%, for the nine
month period in 1998, again reflecting the addition of Lunn's operations
following the merger. As a percent of revenues, general and administrative and
other expenses decreased from 15.7% in 1997 to 14.9% in 1998 for the quarter,
and from 17.5% in 1997 to 16.3% in 1998 for the nine months.

     Interest expense in 1998 increased $0.4 million for the quarter and $1.0
million for the nine months, reflecting an increase in average loan balances as
a result of (i) debt assumed from Lunn in the merger and (ii) higher working
capital and capital expenditures requirements driven by increasing revenue
volume anticipated during the remainder of 1998 and beyond.

     Income taxes increased $0.6 million for the quarter and $0.9 million for
the nine months in 1998 as a result of higher pre-tax earnings. The effective
tax rate was 38.5% for both years.

                                 Page 10 of 15
<PAGE>
FINANCIAL CONDITION AND LIQUIDITY

     Cash flow used in operations was $2.9 million for the first nine months of
1998 compared to $1.0 million for 1997. Working capital, excluding short-term
debt balances, increased $10.7 million in the first nine months of 1998 to $51.3
million. This increase was the result of (i) an increase of $7.1 million in
inventory, reflecting a build-up on several major aerospace composites programs
which are in the start-up phase, (ii) an increase of $3.0 million in accounts
receivable, reflecting the increased sales volume during the third quarter of
1998, (iii) $1.2 million of net working capital acquired in the acquisition of
Alcore Brigantine (see Notes to Condensed Consolidated Financial Statements) and
(iv) a net decrease in other working capital components of $0.6 million. Cash
flow of $8.9 million used in investing activities in the first nine months of
1998 was primarily the result of significant capital expenditures for (i)
equipment to meet anticipated production requirements for new aerospace
composites programs, (ii) the increase of NGV production capacity in
anticipation of an expanded market for NGV fuel tanks and (iii) equipment
necessary to enter the non-metallic core production business, which is expected
to complement the Company's existing product lines. Investing activities also
included cash payments made in connection with the Alcore Brigantine
acquisition.

     In March, 1998, the Company refinanced its revolving and term loans,
consolidating them with one lending institution. The March loan agreements were
amended in June, 1998 to increase the capital expenditure line of credit
available to the Company. The $39.0 million credit facility in place prior to
the refinancing was replaced with a $50.0 million credit facility consisting of:
(i) a $27.0 million revolving credit line against eligible receivable and
inventory balances, (ii) an $18.0 million term loan and (iii) a $5.0 million
capital expenditure line of credit. The term loan is payable quarterly based on
a seven year amortization period. Interest rates will vary, depending on the
Company's performance, but should be favorable to the previous rates in effect
by at least one-half percentage point for the remainder of 1998. The new credit
facility will initially be in place for a period extending to December 31, 2000.

     At October 2, 1998, the Company's backlog of orders and long-term contacts
was approximately $602 million, compared to $552 million at December 31, 1997.
The backlog includes firm released orders of approximately $209 million and $192
million at October 2, 1998 and December 31, 1997, respectively. The increase in
backlog reflects (i) a change in management's strategy during the past few years
of placing a greater emphasis on obtaining longer-term contracts, (ii) improved
economic conditions in the aerospace industry and (iii) the military's
commitment to combat chemical warfare.

     As discussed above, the Company has made substantial capital expenditures
during the first nine months of 1998 which have been financed by a combination
of cash flows from operations and increased borrowings using the revolving and
equipment loan portions of the Company's credit facility.

     The Company is continuing to look for opportunistic acquisition candidates
that will enhance its current operations. The timing, size or success of any
acquisitions and the resulting additional capital commitments are unpredictable.
The Company expects to fund future acquisitions primarily through a combination
of issuances of additional equity, working capital, cash flow from operations
and borrowings, including any unused portion of the credit facility. To the
extent new sources of financing are necessary to fund future acquisitions, there
can be no assurance that the Company can secure such additional financing if and
when it is needed or on terms deemed acceptable to the Company.

     Management believes that cash flows from operations and the new $50 million
credit facility are adequate to sustain the Company's current operating level
and future short-term growth. However, should circumstances arise affecting cash
flow or requiring capital expenditures beyond those anticipated by the Company,
there can be no assurance that such funds will be available.

                                  Page 11 of 15
<PAGE>
RECENT ACCOUNTING PRONOUNCEMENTS

     Statement of Financial Accounting Standards No. 131, "Disclosures about
Segments of an Enterprise and Related Information," establishes revised
standards for the manner in which public business enterprises report information
about operating segments. The Company does not believe that this Statement will
significantly alter the segment disclosures it currently provides. The Statement
is effective for fiscal years beginning after December 15, 1997.

YEAR 2000 ISSUES

     The Company is currently in the process of evaluating its computer hardware
and software systems to ensure such programs and systems will be able to process
transactions in the year 2000. The Company is also currently identifying other
equipment which contains embedded electronics that may render the equipment
inoperable in 2000 and is evaluating the plans of its material suppliers and
vendors to become Year 2000 compliant. This process includes the following
phases: identification and assessment of potential Year 2000 problems, analysis
of impact on critical business functions, prioritization, compliance plan
development, remediation and testing, and contingency plan development for
mission critical systems.

     The Company anticipates it will have hardware and software critical to its
operations Year 2000 compliant before the end of 1999. The Company is currently
evaluating the time table upon which all other hardware, software, and equipment
can be made Year 2000 compliant and will target a date when the evaluation is
complete. Although it is not possible to accurately estimate the costs of this
information systems analysis at this time, the Company expects that such costs
will not be material to the Company's financial position or the results of
operations. There can be no assurance, however, that the Company, its suppliers
and vendors or their respective software vendors will complete all modifications
to all material information technology systems in a timely manner, or as to the
costs associated with the Company becoming Year 2000 compliant, or the costs of
the failure of any of the Company's vendors failing to become Year 2000
compliant.

FORWARD LOOKING STATEMENTS - CAUTIONARY FACTORS

        This Report on Form 10-Q contains 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. Forward-looking statements are those that do
not state historical fact and are inherently subject to risk and uncertainties.
The forward-looking statements contained herein are based on current
expectations and entail various risks and uncertainties which could cause actual
results to differ materially from those projected in such forward-looking
statements. For additional information identifying such risks and uncertainties,
see the Company's 1997 Annual Report on Form 10-K (Item 7, under the heading
"Factors Affecting Future Operating Results").


                                 Page 12 of 15
<PAGE>
                                     PART II
                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

        Neither the Company nor any of its subsidiaries is a party to, nor is
their property the subject of, any material pending legal proceedings.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

        Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

        Not applicable.

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

        Not applicable.

ITEM 5. OTHER INFORMATION

     A shareholder who wishes to make a proposal at the 1999 Annual Meeting of
Shareholders without complying with the requirements of the SEC's Rule 14a-8
(and therefore without including the proposal in the Company's proxy materials)
should notify the Company's Secretary, at the Company's principal executive
offices, of that proposal by March 22, 1999. If a shareholder fails to give that
notice by that date, then the persons named as proxies in the proxy cards
solicited by the Company's Board of Directors for that meeting will be entitled
to vote the proxy cards held by them regarding that proposal, if properly raised
at the meeting, in their discretion.

                                 Page 13 of 15
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

 10.34 -- Lease Agreement dated May 11, 1998 by and between George W.
          Hendricks and Barbara J. Hendricks and the Lincoln Composites Division
          of Advanced Technical Products, Inc.

 27.1  -- Financial Data Schedule (for SEC use only).

(b)  Reports on Form 8-K.

     None.

                                 Page 14 of 15

<PAGE>
                                   SIGNATURES

      In accordance with the requirements of the Securities Exchange Act of
1934, the registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                              ADVANCED TECHNICAL PRODUCTS, INC.
                                                        (Registrant)

Dated: November 16, 1998                      By: /s/ GARRETT L. DOMINY
                                                      Garrett L. Dominy
                                              Garrett L. Dominy, Executive Vice
                                              President, Chief Financial and 
                                              Accounting Officer, Treasurer and 
                                              Assistant Secretary

                                  Page 15 of 15
<PAGE>
                                  EXHIBIT INDEX

 10.34 -- Lease Agreement dated May 11, 1998 by and between George W.
          Hendricks and Barbara J. Hendricks and the Lincoln Composites Division
          of Advanced Technical Products, Inc.

 27.1  -- Financial Data Schedule (for SEC use only).