<PAGE>


                                   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 MARCH 31, 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: 1-3562


                               UTILICORP UNITED INC.
               (Exact name of registrant as specified in its charter)

Delaware                                                 44-0541877
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                           Identification No.)


                   20 West Ninth, Kansas City, Missouri             64105
                 (Address of principal executive offices)         (Zip Code)


Registrant's telephone number, including area code     816-421-6600


     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
                                              ---    ---
     
     Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.


Class                                               Outstanding at May 6, 1998
-----                                               --------------------------
Common Stock, $1 par value                                  53,757,018


<PAGE>

                           PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

     Information regarding the consolidated condensed financial statements is 
set forth on pages 3 through 10.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
RESULTS OF OPERATIONS

     Management's discussion and analysis of financial condition and results 
of operations can be found on pages 11 through 17.

                            PART II - OTHER INFORMATION


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 SECURITIES HOLDERS

       None

ITEM 5.  OTHER INFORMATION

       None.

ITEM 6.  EXHIBITS AND REPORT ON FORM 8-K

       (a)  Exhibits can be found on page 18.

       (b)  Reports on Form 8-K can be found on page 18.

                                      2

<PAGE>

PART I.  FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

                               UTILICORP UNITED INC.
              CONSOLIDATED CONDENSED STATEMENTS OF INCOME--UNAUDITED 
                                          

<TABLE>
<CAPTION>

                                                         Quarter Ended March 31,
DOLLARS IN MILLIONS                                        1998         1997
--------------------------------------------------------------------------------
<S>                                                      <C>         <C>
Sales                                                    $2,895.8    $2,059.6
Cost of sales                                             2,642.3     1,805.4
--------------------------------------------------------------------------------
GROSS PROFIT                                                253.5       254.2
--------------------------------------------------------------------------------
Operating, administrative and maintenance expense           130.1       137.5
Depreciation, depletion and amortization                     42.0        31.9
Provision for asset impairments                                --        26.5
--------------------------------------------------------------------------------
INCOME FROM OPERATIONS                                       81.4        58.3
--------------------------------------------------------------------------------
Other income (expense):
Equity in earnings from investments and partnerships         22.2        21.2
Merger termination fee                                         --        53.0
Other income                                                  6.3         3.7
Minority interest and other expense                          (5.7)       (6.3)
--------------------------------------------------------------------------------
Total other income                                           22.8        71.6
--------------------------------------------------------------------------------
EARNINGS BEFORE INTEREST AND TAXES                          104.2       129.9
--------------------------------------------------------------------------------
Interest expense:
Interest expense - long-term debt                            31.8        30.0
Interest expense - short-term debt                            1.6         2.3
Minority interest in income of partnership                    2.2         2.2
--------------------------------------------------------------------------------
Total interest expense                                       35.6        34.5
--------------------------------------------------------------------------------
EARNINGS BEFORE INCOME TAXES                                 68.6        95.4
Income taxes                                                 25.3        37.5
--------------------------------------------------------------------------------
EARNINGS BEFORE EXTRAORDINARY ITEM                           43.3        57.9
Loss on extinguishment of debt (net of income tax of $4.5)     --         7.2
--------------------------------------------------------------------------------
NET INCOME                                                   43.3        50.7
Preference dividends                                           --          .3
--------------------------------------------------------------------------------
EARNINGS AVAILABLE FOR COMMON SHARES                        $43.3       $50.4
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
</TABLE>

See accompanying notes to consolidated condensed financial statements.

                                       3

<PAGE>

                               UTILICORP UNITED INC.
                       CONSOLIDATED CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                         March 31,  December 31,
DOLLARS IN MILLIONS                                        1998        1997
--------------------------------------------------------------------------------
                                                         (Unaudited)
<S>                                                      <C>          <C>
ASSETS
CURRENT ASSETS:
   Cash and cash equivalents                             $  125.1     $  89.5
   Funds on deposit                                          29.1        31.5
   Accounts receivable, net                                 986.9     1,165.1
   Inventories and supplies                                 123.2       111.6
   Price risk management assets                             144.2       121.5
   Prepayments and other                                     49.1        95.2
--------------------------------------------------------------------------------
TOTAL CURRENT ASSETS                                      1,457.6     1,614.4
--------------------------------------------------------------------------------
Property, plant and equipment, net                        2,485.0     2,480.3
Investments in subsidiaries and partnerships                702.5       691.2
Price risk management assets                                176.5       161.5
Deferred charges                                            159.6       166.1
--------------------------------------------------------------------------------
TOTAL ASSETS                                             $4,981.2    $5,113.5
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LIABILITIES AND SHAREOWNERS' EQUITY
CURRENT LIABILITIES:
   Current maturities of long-term debt                  $  147.1    $  149.6
   Short-term debt                                           65.3       113.8
   Accounts payable                                       1,123.4     1,356.3
   Accrued liabilities                                       73.3        13.8
   Price risk management liabilities                        141.2       123.7
   Other current liabilities                                 85.3        52.7
--------------------------------------------------------------------------------
TOTAL CURRENT LIABILITIES                                 1,635.6     1,809.9
--------------------------------------------------------------------------------
LONG-TERM LIABILITIES:
   Long-term debt, net                                    1,349.9     1,358.6
   Deferred income taxes and credits                        360.9       362.7
   Price risk management liabilities                        181.1       170.5
   Minority interest                                         58.6        59.0
   Other deferred credits                                   111.2        89.2
--------------------------------------------------------------------------------
TOTAL LONG-TERM LIABILITIES                               2,061.7     2,040.0
--------------------------------------------------------------------------------
Company-obligated mandatorily redeemable preferred
  securities of partnership                                 100.0       100.0
Common shareowners' equity                                1,183.9     1,163.6
Commitments and contingencies
--------------------------------------------------------------------------------
TOTAL LIABILITIES AND SHAREOWNERS' EQUITY                $4,981.2    $5,113.5
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
</TABLE>

See accompanying notes to consolidated condensed financial statements

                                       4

<PAGE>

     CONSOLIDATED CONDENSED STATEMENTS OF COMMON SHAREOWNERS' EQUITY

<TABLE>
<CAPTION>

                                                        March 31,   December 31,
DOLLARS IN MILLIONS                                       1998         1997
--------------------------------------------------------------------------------
                                                       (Unaudited)
<S>                                                       <C>          <C>
Common Stock: authorized 200,000,000 shares, par value
   $1 per share, 53,753,800 shares outstanding at
   March 31, 1998 and December 31, 1997; authorized
   20,000,000 shares of Class A common stock, par value
   $1 per share, none issued                               $53.8        $53.8

Premium on Capital Stock                                   992.1        999.1
Retained Earnings                                          171.3        152.8
Treasury Stock, at cost (7,840 and 235,075 shares at
   March 31, 1998 and December 31, 1997, respectively)       (.5)       (10.8)
Accumulated Other Comprehensive Losses                     (32.8)       (31.3)
--------------------------------------------------------------------------------
TOTAL COMMON SHAREOWNERS' EQUITY                        $1,183.9     $1,163.6
--------------------------------------------------------------------------------
</TABLE>

See accompanying notes to consolidated condensed financial statements.

                                       5

<PAGE>

                                          
                               UTILICORP UNITED INC.
             CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS--UNAUDITED

<TABLE>
<CAPTION>
                                                         Quarter Ended March 31,
DOLLARS IN MILLIONS                                         1998        1997
--------------------------------------------------------------------------------
<S>                                                       <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                               $43.3       $50.7
   Adjustments to, reconcile net income to net cash
     provided by operating activities:
     Depreciation, depletion and amortization                42.0        31.9
     Net changes in price risk management assets and
       liabilities                                           (9.6)        1.4
     Deferred income taxes and credits                       (1.8)        6.2
     Equity in earnings from investments and partnerships   (22.2)      (21.2)
     Dividends from investments and partnerships              4.0         6.8
     Minority interests                                        .7         2.1
     Provision for asset impairments                           --        26.5
     Loss on extinguishment of debt, net                       --         7.2
     Changes in certain assets and liabilities:
       Accounts receivable, net                             180.8       154.2
       Inventories and supplies                             (11.6)       22.4
       Prepayments and other                                 46.1       (12.5)
       Accounts payable                                    (232.9)     (159.9)
       Accrued liabilities, net                              59.5        57.3
       Other                                                 62.6       (42.6)
--------------------------------------------------------------------------------
CASH PROVIDED BY OPERATING ACTIVITIES                       160.9       130.5
--------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Additions to utility plant                             (16.5)      (19.6)
     Investments in international businesses                   --        (1.9)
     Investments in energy related properties                (4.0)       (4.9)
     Other                                                  (22.8)        2.7
--------------------------------------------------------------------------------
CASH USED FOR INVESTING ACTIVITIES                          (43.3)      (23.7)
--------------------------------------------------------------------------------
</TABLE>

                                       6

<PAGE>

                               UTILICORP UNITED INC.
          CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS--UNAUDITED,
                                    CONTINUED

<TABLE>
<CAPTION>
                                                         Quarter Ended March 31,
DOLLARS IN MILLIONS                                         1998        1997
--------------------------------------------------------------------------------
<S>                                                       <C>          <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
     Issuance of common stock                                  --         5.7
     Treasury stock sold                                     10.3         5.6
     Issuance of long-term debt                                .8          .4
     Retirement of long-term debt                             (.6)      (82.6)
     Retirement of preference stock                            --       (25.0)
     Short-term borrowings (repayments), net                (60.7)       50.0
     Cash dividends paid                                    (24.8)      (23.7)
     Other                                                   (7.0)       (1.4)
--------------------------------------------------------------------------------
CASH USED FOR FINANCING ACTIVITIES                          (82.0)      (71.0)
--------------------------------------------------------------------------------
Increase in cash and cash equivalents                        35.6        35.8
Cash and cash equivalents at beginning of period             89.5       137.1
--------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                 $125.1      $172.9
--------------------------------------------------------------------------------
</TABLE>

See accompanying notes to consolidated condensed financial statements.

                                       7

<PAGE>

                               UTILICORP UNITED INC.
                          NOTES TO CONSOLIDATED CONDENSED
                                FINANCIAL STATEMENTS
                                    (UNAUDITED)

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited consolidated condensed financial statements have 
been prepared in accordance with the accounting policies described in the 
consolidated financial statements and related notes included in UtiliCorp's 
1997 Annual Report on Form 10-K.  It is suggested that those consolidated 
financial statements be read in conjunction with this report.  The year end 
financial statements presented were derived from audited financial statements 
of UtiliCorp United Inc. (the company), but do not include all disclosures 
required by generally accepted accounting principles.  In the opinion of 
management, the accompanying consolidated condensed financial statements 
reflect all adjustments (which include only normal recurring adjustments) 
necessary for a fair representation of the financial position of the company 
and the results of its operations.  Certain estimates and assumptions that 
affect reported amounts of assets and liabilities at the date of the 
financial statements and the reported amounts of sales and expenses during 
the reporting periods shown have been made in preparing the consolidated 
condensed financial statements.  Actual results could differ from these 
estimates.

Certain prior year amounts in the consolidated financial statements have been 
reclassified where necessary to conform to the 1998 presentation.

FINANCIAL INSTRUMENTS

TRADING OPERATIONS

The company uses a variety of financial instruments in connection with price 
risk management services provided by Aquila Energy Corporation, a 
wholly-owned subsidiary of the company.  These financial instruments include 
forward contracts which commit the company to purchase or sell energy in the 
future; swap agreements which require payment to (or receipt of payments 
from) counterparties based on the differential between specific prices for 
the related commodity; futures and options contracts traded on the New York 
Mercentile Exchange and other contractual arrangements.  The value of all the 
financial instruments used for price risk management activities are recorded 
at market value with changes in value reflected in the statement of income.

NON-TRADING ACTIVITIES FOR COMMODITY OPERATIONS

The company utilizes various exchange-traded and over-the-counter financial 
instrument contracts to hedge anticipated purchases and sales of natural gas 
and natural gas liquids.  The financial instruments used are futures, 
options, forward contracts and price and basis swaps.  Financial instruments 
used for non-trading activities are designated as a hedge at inception  where 
there is a direct relationship to the price risk associated with the 
company's future sales and purchases of commodities used in the company's 
operations.  Financial instruments used to hedge anticipated transactions are 
accounted for under the deferral method with gains and losses on these 
transactions recognized in sales when the hedged transaction occurs.

                                       8


<PAGE>

                               UTILICORP UNITED INC.
                          NOTES TO CONSOLIDATED CONDENSED
                          FINANCIAL STATEMENTS--CONTINUED
                                    (UNAUDITED)
                                          

2.  EARNINGS PER COMMON SHARE

The following table shows the amounts used in computing basic and dilutive 
earnings per share and the effect on income and weighted average number of 
shares of dilutive potential common stock for the quarters ended March 31, 
1998 and 1997.

<TABLE>
<CAPTION>

  IN MILLIONS, EXCEPT PER SHARE AMOUNTS          Quarter Ended March 31,
  ----------------------------------------------------------------------
                                                     1998      1997
  ----------------------------------------------------------------------
  <S>                                                <C>       <C>
  Earnings available for common shares               $43.3     $50.4
  Interest expense on convertible bonds                 .1        .1
  ----------------------------------------------------------------------
  Earnings available for common shares after
    assumed conversion of dilutive securities        $43.4     $50.5
  ----------------------------------------------------------------------
  Earnings per share:
    Basic:
      Earnings before extraordinary item              $.81     $1.08
      Loss on retirement of debt                        --      (.13)
  ----------------------------------------------------------------------
    Earnings available for common shares              $.81      $.95
  ----------------------------------------------------------------------
    Diluted:
      Earnings before extraordinary item              $.80     $1.07
      Loss on retirement of debt                        --      (.13)
  ----------------------------------------------------------------------
    Earnings available for common shares              $.80      $.94
  ----------------------------------------------------------------------
   Weighted average number of common shares
     used in basic EPS                                53.7      53.2
   Per share effect of dilutive securities:
     Stock options                                      .6        --
     Convertible bonds                                  .2        .3
  ----------------------------------------------------------------------
   Weighted number of common shares and dilutive
     potential common shares used in diluted EPS      54.5      53.5
  ----------------------------------------------------------------------
</TABLE>

3.  REGULATORY MATTER

In March 1998, the Missouri Public Service Commission (MPSC) ordered the 
company to reduce its annual electric rates in Missouri by $16.9 million and 
increase depreciation expense by $5.8 million beginning in April 1998.  The 
impact of this order will reduce EBIT by $16.3 million in 1998.  Although the 
company is still reviewing the impact of the order, it currently estimates 
that its EBIT will be reduced by $22.7 million on a full year basis.

                                       9

<PAGE>

                               UTILICORP UNITED INC.
                          NOTES TO CONSOLIDATED CONDENSED
                          FINANCIAL STATEMENTS--CONTINUED
                                    (UNAUDITED)

4.   COMPREHENSIVE INCOME

In 1998, the company adopted Statement of Financial Accounting Standards No. 
130, "Reporting Comprehensive Income" ("SFAS 130"), which established 
standards for reporting and displaying comprehensive income and its 
components in the financial statements for the period in which they are 
recognized.  For its quarterly reports, the company discloses comprehensive 
income, which encompasses net income and foreign currency translation 
adjustments, in the footnotes of its interim financial statements.  Currency 
translation adjustments are described as accumulative other comprehensive 
losses in the consolidated condensed statements of common shareowners' 
equity.  

Comprehensive income for the quarters ended March 31, 1998 and 1997 was as
follows:

<TABLE>
<CAPTION>
                                            1998      1997
                                           ------    ------
     <S>                                    <C>       <C>
     Net income                             $43.3     $50.7
     Unrealized translation adjustments      (1.5)     (1.5)
                                           ------    ------
     Comprehensive income                   $41.8     $49.2
                                           ------    ------
                                           ------    ------
</TABLE>


                                     10

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
RESULTS OF OPERATIONS.

                               UTILICORP UNITED INC.
                 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                        CONDITION AND RESULTS OF OPERATIONS


EXCEPT WHERE NOTED, THE FOLLOWING DISCUSSION REFERS TO THE CONSOLIDATED 
ENTITY, UTILICORP UNITED INC.  THE BUSINESS SEGMENTS OF THE COMPANY INCLUDE 
THE FOLLOWING BUSINESS GROUPS: UTILICORP ENERGY DELIVERY (UED), CONSISTING 
PRIMARILY OF TRANSMISSION AND DISTRIBUTION UTILITY OPERATIONS; AQUILA ENERGY 
CORPORATION (AQUILA), CONSISTING PRIMARILY OF ENERGY MARKETING (BOTH GAS AND 
ELECTRIC), AND GAS PROCESSING, GATHERING AND  TRANSMISSION; AND GENERATION, 
CONSISTING OF DOMESTIC ELECTRIC GENERATION AND INDEPENDENT POWER PROJECTS.  
THE COMPANY ALSO HAS VARIOUS OPERATIONS THAT INCLUDE GENERATION, GAS 
MARKETING, ELECTRIC DISTRIBUTION AND VARIOUS EQUITY INVESTMENTS THAT ARE 
DISCUSSED IN THE INTERNATIONAL SECTION OF THIS REPORT.  THE LIQUIDITY AND 
CAPITAL RESOURCES SECTION IS PREPARED ON A CONSOLIDATED BASIS.

FORWARD-LOOKING INFORMATION

This Form 10-Q contains forward-looking information.  Although the company 
believes that its expectations are based on reasonable assumptions, it can 
give no assurance that its goals will be achieved.  Important factors that 
could cause actual results to differ materially from those in the forward 
looking statements herein include changes in the prices of natural gas, 
natural gas liquids and electricity, future deregulation initiatives and 
their regulatory actions against the company, specifically, the successful 
rollout of future products and services directly or through alliances, 
changes in the future state or federal income tax rates and laws, changes in 
the Canadian, Australian, New Zealand and British currencies relative to the 
U.S. dollar and changes in interest rates. 

LIQUIDITY AND CAPITAL RESOURCES

Management believes that the company's liquidity and capital resources are 
sufficient and provide adequate financial flexibility.  The company's 
operations have historically generated strong positive cash flow, which, 
along with the company's credit lines, accounts receivable sales programs, 
common stock offerings and ability to issue public debt, have provided 
adequate liquidity to meet the company's short-term and long-term cash 
requirements, including requirements for acquisitions.  

The company uses its $280 million accounts receivable sales programs to 
efficiently manage its working capital and provide immediate liquidity. These 
programs were fully utilized at March 31, 1998.  In addition to the accounts 
receivable sales program, the company can issue up to $150 million of 
commercial paper which is supported by a $250 million revolving credit 
agreement.  The company had no commercial paper borrowings at March 31, 1998.

SIGNIFICANT BALANCE SHEET MOVEMENTS 

Total assets have decreased by $132.3 million since December 31, 1997.  This 
decrease is mainly attributable to a decrease in accounts receivable of 
$178.2 million due to seasonality of gas sales and a $46.1 million decrease 
in prepayments and other which mainly reflects purchase gas adjustments for 
differences in gas prices paid by the company and gas rates actually billed 
to the customer.  Partially offsetting these increases is an increase in cash 
of $35.6 million which can be explained in the consolidated condensed 
statements of cash flows and a $37.7 million


                                      11

<PAGE>

increase in price risk management assets.  The increase in price risk 
management assets reflect the increased trading at Aquila.  

Total liabilities have decreased by $152.6 million since December 31, 1997.  
The decrease is mainly attributable to reductions in accounts payable of  
$232.9 million and short-term debt of $48.5 million. The decrease in accounts 
payable results from seasonal variations as noted above for the decrease in 
accounts receivable.  As investing activity has been minimal, excess cash has 
been used to reduce short-term debt.  These decreases have been partially 
offset by increases in accrued liabilities and price risk management 
liabilities.  The increase in accrued liabilities of $59.5 mainly reflects an 
increase in accrued income taxes, property taxes and payroll taxes that were 
paid subsequent to March 31, 1998.  The increase in price risk management 
assets reflect the increased trading at Aquila as noted above.

The remaining increases and decreases in the components of the company's 
financial position reflect normal operating activity.  

RESULTS OF OPERATIONS

The results of operations for the 1997 periods have been impacted by several 
items which do not have a continuing effect on the company's financial 
position or results of operations.  The consolidated table below summarizes 
the impact of the non-recurring items on earnings before interest and taxes 
(EBIT) and diluted earnings per share (EPS). 

<TABLE>
<CAPTION>

                                                Quarter Ended March 31,
         ----------------------------------------------------------------
         DOLLARS IN MILLIONS                     1998            1997
         ----------------------------------------------------------------
                                             EBIT     EPS    EBIT     EPS
         ----------------------------------------------------------------
         <S>                                <C>      <C>    <C>      <C>
         AS REPORTED                        $104.2   $.80   $129.9   $.94
         
         NON-RECURRING ITEMS:
         Merger termination fee (a)             --     --    (53.0)  (.61)
         Provision for asset impairments (b)    --     --     26.5    .31
         Reserve for long-term gas supply
           contracts and other reserves (c)     --     --      6.5    .07
         Loss on extinguishment of debt (d)     --     --       --    .13
         ----------------------------------------------------------------
         NORMALIZED                         $104.2   $.80   $109.9   $.84
         ----------------------------------------------------------------
         ----------------------------------------------------------------
</TABLE>

a)  In 1997, Western Resources Inc. and Kansas City Power & Light (KCPL) 
    signed a definitive agreement to merge.  As a result, KCPL paid the 
    company a $53 million termination fee which was recorded as other income 
    in the first quarter of 1997.

b)  In 1997, the company recorded a provision for impaired assets of $26.5 
    million related to certain technology and royalty assets.

c)  In 1997, the company recorded a $5.0 million reserve against earnings for 
    unfavorable gas supply contracts in the United Kingdom.

d)  In 1997, the company retired, at a premium, $69.1 million of 10.5% debt. 
    The transaction resulted in an extraordinary loss of $7.2 million, net of 
    an income tax benefit of $4.5 million.

Normalized earnings or normalized income are terms used by management to 
describe the recurring earnings or income of the company.  These terms are 
not meant to replace net income or other measures under generally accepted 
accounting principles.

                                     12

<PAGE>

ENERGY DELIVERY

The table below summarizes the operations of UtiliCorp Energy Delivery for 
the following periods:

<TABLE>
<CAPTION>

                                                Quarter Ended
                                                  March 31,
----------------------------------------------------------------------
DOLLARS IN MILLIONS                         1998              1997
----------------------------------------------------------------------
<S>                                        <C>               <C>
Sales:
   Electric                                $128.0            $122.7
   Gas                                      278.0             342.5
   Other                                     59.5              75.3
   Purchases from Generation                (72.8)            (72.7)
----------------------------------------------------------------------
Total net sales                             392.7             467.8
----------------------------------------------------------------------
Cost of sales:
   Electric                                   3.8               3.9
   Gas                                      180.8             237.9
   Other                                     48.7              66.9
----------------------------------------------------------------------
Total cost of sales                         233.3             308.7
----------------------------------------------------------------------
Gross profit                                159.4             159.1
----------------------------------------------------------------------
Operating expenses:
   Other operating                           54.9              57.0
   Maintenance                                6.7               6.3
   Taxes, other than income taxes            13.4              14.0
   Depreciation and amortization             20.8              17.4
----------------------------------------------------------------------
Total operating expenses                     95.8              94.7
----------------------------------------------------------------------
Income from operations                       63.6              64.4
Other income                                   .1               1.2
----------------------------------------------------------------------
EBIT                                        $63.7             $65.6
----------------------------------------------------------------------
----------------------------------------------------------------------
</TABLE>

QUARTER-TO-QUARTER

Both gas and other sales and cost of sales were down significantly due to 
milder temperatures and a decrease in gas prices. The decrease in EBIT mainly 
resulted from milder temperatures compared to the prior year, which reduced 
EBIT by $6.6 million. Lower gas prices do not impact EBIT as fluctuations in 
the cost of gas are made directly to a customer's utility bill.  Partially 
offsetting the mild weather was a $2.7 million increase in EBIT due to 
customer growth (approximately 1.8% over 1997) and a $3.3 million increase in 
margins due to improved marketing margins from off-system sales and increased 
fees from expanded electric transmission wheeling activity. The increase in 
depreciation and amortization is due to the additional depreciation 
associated with the company's new software accounting system that was 
installed in late 1997.

REGULATORY MATTER

In March 1998, the MPSC ordered the company to reduce its annual electric 
rates in Missouri by $16.9 million and increase depreciation expense by $5.8 
million beginning in April 1998.  The impact of this order will reduce EBIT 
by $16.3 million in 1998.  Although the company is still reviewing the impact 
of the order, it currently estimates that UED's EBIT will be reduced by $22.7 
million on a full year basis.

                                      13

<PAGE>

GENERATION

The table below summarizes the operations of Generation for the following 
periods:

<TABLE>
<CAPTION>

                                                  Quarter Ended
                                                     March 31,
-----------------------------------------------------------------------
DOLLARS IN MILLIONS                          1998              1997
-----------------------------------------------------------------------
<S>                                         <C>               <C>
Sales to affiliate and other                $72.8             $72.7
Cost of sales                                43.0              39.3
-----------------------------------------------------------------------
Gross profit                                 29.8              33.4
-----------------------------------------------------------------------
Operating expenses:
    Other operating                          12.4              11.8
    Maintenance                               3.3               3.6
    Taxes, other than income taxes            1.9               1.8
    Depreciation and amortization             4.7               3.6
-----------------------------------------------------------------------
Total operating expenses                     22.3              20.8
-----------------------------------------------------------------------
Income from operations                        7.5              12.6
Equity in earnings of investments 
  and partnerships                            9.0               7.2
Other income                                   --                .5
-----------------------------------------------------------------------
EBIT                                         16.5              20.3
-----------------------------------------------------------------------
EBIT by business subunit:
   Regulated power                           $8.0             $13.6
   UtilCo Group                               8.5               6.7
-----------------------------------------------------------------------
Total                                       $16.5             $20.3
-----------------------------------------------------------------------
-----------------------------------------------------------------------
</TABLE>

QUARTER-TO-QUARTER

Generation's 1998 first quarter normalized EBIT was $16.5 million or 19% 
below the 1997 quarter.  This decrease was partially due to lower demand from 
UED stemming from a milder 1998 winter which resulted in lower margins of 
$2.2 million compared to 1997.  This decrease was partially offset by 
increased equity in earnings of investments and partnerships of $1.8 million 
due to better project performance, a project's favorable insurance settlement 
and reduced operating expenses resulting from efficiency improvements.

                                      14

<PAGE>

AQUILA ENERGY

The table below summarizes the operations of Aquila Energy for the following 
periods:

<TABLE>
<CAPTION>

                                                  Quarter Ended
                                                     March 31, 
-----------------------------------------------------------------------
DOLLARS IN MILLIONS                           1998              1997
-----------------------------------------------------------------------
<S>                                         <C>               <C>
Sales:
   Energy marketing                         $2,070.0          $1,146.1
   Aquila Gas Pipeline                         237.2             273.2
-----------------------------------------------------------------------
Total sales                                  2,307.2           1,419.3
-----------------------------------------------------------------------
Cost of sales:
   Cost of energy marketing                  2,043.9           1,128.1
   Aquila Gas Pipeline                         214.3             238.6
-----------------------------------------------------------------------
Total cost of sales                          2,258.2           1,366.7
-----------------------------------------------------------------------
Gross profit                                    49.0              52.6
-----------------------------------------------------------------------
Operating expenses:
   Operating and maintenance                    25.7              24.9
   Depreciation, depletion and amortization      7.4               5.9
   Provision for asset impairments                --              15.5
-----------------------------------------------------------------------
Total operating expenses                        33.1              46.3
-----------------------------------------------------------------------
Income from operations                          15.9               6.3
Minority interest expense and other              2.8               2.6
-----------------------------------------------------------------------
EBIT                                            13.1               3.7
Non-recurring item:
   Provision for asset impairments                --              15.5
-----------------------------------------------------------------------
Normalized EBIT                                $13.1             $19.2
-----------------------------------------------------------------------
EBIT by business subunit:
   Energy marketing                              6.1               2.5
   Aquila Gas Pipeline                           7.0              16.7
-----------------------------------------------------------------------
Total                                          $13.1             $19.2
-----------------------------------------------------------------------
-----------------------------------------------------------------------
</TABLE>

QUARTER-TO-QUARTER 

Gas and electricity marketing volumes at Aquila Energy Marketing increased 
108% and 201%, respectively, for the first quarter of 1998 compared to 1997 
due to the continued expansion of this business.  The additional volumes 
added $4.8 million of margin to 1998 over 1997.  The retail gas marketing 
businesses, which were aligned into Aquila during the second quarter of 1997, 
improved margins by an additional $1.4 million compared to 1997.  Improved 
retail gas marketing results were due to stronger leveraging of existing 
support facilities, processes and expertise.

Sales and costs of sales for Aquila Gas Pipeline (AQP) were mainly down due 
to a 25% decrease in natural gas prices, a 31% decrease in natural gas 
liquids (NGL) prices and a 32% decrease in NGL volumes. Because NGL margins 
are very sensitive to changes in prices, gross profits decreased by $5.8 
million.  The lower NGL production is due to lower wellhead throughput and 
leaner gas streams which reduces liquid extraction. NGL price movements are 
due to many factors including the price of gas, gas processing capability and 
various other economic conditions.  In addition, there was a 3% decrease in 
throughput from the 1997 quarter which further reduced margins by $1.5 
million.  It is anticipated that 1998 EBIT and earnings will lag behind 1997 
results as lower production and pricing are expected to continue.

                                      15

<PAGE>

SALE OF AQUILA GAS PIPELINE

On March 10, 1998, AQP announced that it retained Merrill Lynch & Co. to 
explore various strategic alternatives, including the possible sale or 
merging of AQP. The company expects that it would sell its 82% interest in 
AQP as part of these potential transactions.

INTERNATIONAL

<TABLE>
<CAPTION>
                                                 Quarter Ended
                                                   March 31, 
------------------------------------------------------------------------
DOLLARS IN MILLIONS                          1998              1997
------------------------------------------------------------------------
<S>                                        <C>               <C>
Sales:
  Electric (Canada)                         $23.1             $26.2
  Gas marketing ( United Kingdom)            99.4              72.9
------------------------------------------------------------------------
Total Sales                                 122.5              99.1
------------------------------------------------------------------------
Cost of Sales:
  Cost of fuel and purchased power   
    (Canada)                                  7.6               9.0
  Cost of gas marketing (United Kingdom)     98.7              78.1
------------------------------------------------------------------------
Total cost of sales                         106.3              87.1
------------------------------------------------------------------------
Gross Profit                                 16.2              12.0
------------------------------------------------------------------------
Operating expenses:
  Other operating                             8.1               5.5
  Maintenance                                  .7               2.4
  Taxes, other than income taxes              3.1               2.9
  Depreciation and amortization               2.8               4.1
------------------------------------------------------------------------
Total Expense                                14.7              14.9
------------------------------------------------------------------------
Income (loss) from operations                 1.5              (2.9)
Equity earnings in subsidiaries and 
  partnerships                               13.9              13.7
Other income                                   .9                .7
------------------------------------------------------------------------
EBIT                                         16.3              11.5
Non-recurring item :
  UK gas contracts reserve                     --               5.0
------------------------------------------------------------------------
Normalized EBIT                             $16.3             $16.5
------------------------------------------------------------------------
EBIT by business subunit:
  Australia                                  $9.6               9.4
  New Zealand                                 1.4               2.3
  United Kingdom                             (1.6)             (2.4)
  Canada                                      6.9               7.2
------------------------------------------------------------------------
Normalized EBIT                             $16.3             $16.5
------------------------------------------------------------------------
------------------------------------------------------------------------
</TABLE>

QUARTER-TO-QUARTER

International normalized gross profits decreased $.8 million in 1998 compared 
to 1997 mainly due to a $1.7 million decrease in gross profit from Canada as 
weather was warmer than normal.  This decrease was partially offset by 
improved margins from the United Kingdom (U.K.) as the company continues to 
develop its natural gas transportation and load balancing products which it 
introduced in 1997.  Losses from two unfavorable fixed price gas supply 
contracts offset part of this upside as first quarter prices softened due to 
mild weather.   The increase in other operating expenses primarily reflects 
the write-off of certain deferred joint venture costs related to the  
abandoned partnership with another New Zealand entity and the additional back 
office support required for the growing transportation and load balancing 
services business in the U.K.

                                      16
<PAGE>

PARTIAL SALE OF AUSTRALIAN INVESTMENT

The company currently owns 49.9% of United Energy Limited (UEL), an 
Australian electric distribution utility in the state of Victoria.  UEL has 
entered into an agreement to sell approximately 42% of its equity through a 
public offering. Following the sale, the company's indirect ownership in UEL 
will be reduced to approximately 29%.  The company is expected to buy an 
additional 5% of UEL from one of the current shareholders, increasing its 
ownership position to approximately 34%.  At closing of the offering 
transaction, the company expects to record a gain of approximately $.48 per 
share.  The estimated gain is subject to change due to changes in exchange 
rates, the interpretive impact of a franchise fee agreement, actual equity 
proceeds received from the offering, and the actual operational activity at 
UEL between January 1, 1998 and the closing of the offering.  

ENERGYONE PARTNERSHIP

In April 1998, the company and PECO Energy Company announced they would 
terminate operating activities associated with EnergyOne LLC.  Should the 
market establish a demand for these types of services in the future, the 
company and PECO may reestablish the operating activities of the partnership. 

Established a year ago, EnergyOne LLC was a 50-50 partnership designed to 
provide consumers with a broader array of choice by linking the sale of 
branded non-energy products and services such as long distance telephone and 
home security with traditional energy offerings by electric and gas utilities.

For the quarter ended March 31, 1998, the company's investment in the 
EnergyOne partnership reduced the company's EBIT by $.7 million.

INTERNALLY DEVELOPED SOFTWARE

The company is in the process of developing certain software systems to 
upgrade its financial and customer information systems.  The new systems will 
provide the support and information needed to achieve the operational 
strategies of the company as well as solve the company's  primary information 
technology (IT), year 2000 issues.  The financial systems are anticipated to 
be installed by mid-1998 and the customer information system by 1999. 

Over the last two decades, the company has installed a variety of non-IT, or 
non-information systems devices, which are date controlled, or have been 
reported to fail to operate as a result of computations based on calendar 
dates. The company's corporate-wide Year 2000 Project Team is investigating 
its exposure related to all the devices whether located in its headquarters 
and other administrative facilities; its transmission and distribution 
operations; or within its information technology infrastructure.  The 
company's plan involves a methodical approach of assessing risk areas; 
identifying and inventorying equipment and key relationships; performing 
tests and certification on key components; and remedying and problems 
isolated through this process. 

                                      17

<PAGE>

PART II
OTHER INFORMATION

ITEM 6. EXHIBITS 

(a)  LIST OF EXHIBITS:

     10 (a)(1)    Capital Accumulation Plan, effective as of January 1, 1998.
     10 (a)(2)    Supplemental Contributory Retirement Plan, effective as of
                  January 1, 1998.
     27           Financial Data Schedule--For the three months ended March 31,
                  1998.

(b)  REPORT ON FORM 8-K
     
     A current report on Form 8-K dated March 16, 1998, with respect to item 5
     was filed with the Securities and Exchange Commission by the Registrant.



                                      18

<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.

UTILICORP UNITED INC.


By: /s/ Richard C. Green, Jr.
    -----------------------------------
     Richard C. Green, Jr.
     Chairman of the Board and Chief Executive Officer

Date: May 13, 1998


By: /s/ James S. Brook
    -----------------------------------
     James S. Brook
     Vice President, Controller and Chief Accounting Officer

Date: May 13, 1998


                                      19