U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

                Quarterly Report under Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                      For the Quarter Ended March 31, 1998

                           Commission File No. 0-7765


                               CROWELL & CO., INC.
        -----------------------------------------------------------------
        (Exact Name of small business issuer as specified in its charter)


            GEORGIA                                        58-1021933
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)

               610 Industrial Park Boulevard, Evans, Georgia 30809
               ---------------------------------------------------
                    (Address of principal executive offices)

Issuer's telephone number, including area code          (706) 855-1099


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act  during  the past 12  months  and (2) has been
subject to such filing requirements for the past 90 days. Yes [ ]  No [X]

The number of shares outstanding of issuer's common equity as of May 29, 1998 is
2,520,835.

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<PAGE>

                               CROWELL & CO., INC.

                                      INDEX

                                                                        PAGE NO.
                                                                        --------
PART I - FINANCIAL INFORMATION

         ITEM 1 - Financial Statements ..................................   4

         ITEM 2 - Management's Discussion and Analysis ..................   8

                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The  following  condensed  consolidated  financial  statements of Crowell & Co.,
Inc., and Subsidiaries are included in Item I:

     Condensed Consolidated Balance Sheet
          March 31, 1998

     Condensed Consolidated  Statements of Operations and Accumulated Deficit -
          Three months ended March 31, 1998 and 1997

     Condensed Consolidated Statements of Cash Flows -
          Three months ended March 31, 1998 and 1997

     Notes to Condensed Consolidated Financial Statements

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<PAGE>

                      Crowell & Co., Inc., and Subsidiaries

                      Condensed Consolidated Balance Sheet
                                 March 31, 1998


                   Assets

Properties held for resale & development
     Homes under construction and for sale                          $ 2,467,022
     Developed residential                                            1,133,728
     Land held for future development                                     5,000
                                                                    -----------
                                                                      3,605,750
                                                                    -----------
Cash, including escrow funds of $4,234                                   66,299
                                                                    -----------
Receivables                                                              80,659
                                                                    -----------
Property and equipment, net of depreciation                             105,280
                                                                    -----------
Other assets                                                             64,172
                                                                    -----------
                                                                    $ 3,922,160
                                                                    ===========

                   Liabilities and Stockholders' Equity


Notes payable to banks                                              $ 3,129,533
                                                                    -----------
Accounts payable and accrued expenses                                   131,836
                                                                    -----------
Stockholders' equity
     Preferred stock                                                  1,011,899
     Common stock                                                       696,774
     Paid-in capital                                                     33,648
     Accumulated deficit                                             (1,081,530)
                                                                    -----------
                                                                        660,791
                                                                    -----------
                                                                    $ 3,922,160
                                                                    ===========



See notes to condensed consolidated financial statements.

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<PAGE>

                      Crowell & Co., Inc., and Subsidiaries

     Condensed Consolidated Statements of Operations and Accumulated Deficit


                                                   Three Months Ended March 31,
                                                   ----------------------------
                                                       1998             1997
                                                   -----------      -----------
Revenues
Home sales                                         $   688,200      $   932,237
     All other revenues                                175,364          199,647
                                                   -----------      -----------

                                                       863,564        1,131,884
                                                   -----------      -----------
Cost of revenues
     Homes                                             636,679          882,832
     All other costs                                    80,676          180,724
                                                   -----------      -----------

                                                       717,355        1,063,556
                                                   -----------      -----------

Operating expenses                                     172,313          180,893
                                                   -----------      -----------

Operating loss                                         (26,104)        (112,565)
                                                   -----------      -----------

Other income                                             8,411           32,582
                                                   -----------      -----------

Net financial expense                                   36,068           27,527
                                                   -----------      -----------

Net loss before discontinued operations                (53,761)        (107,510)
                                                   -----------      -----------

Discontinued operations                                     --          (12,117)
                                                   -----------      -----------

Net loss                                               (53,761)        (119,627)
                                                   -----------      -----------

Accumulated deficit
     Beginning of period                            (1,027,632)      (1,000,452)
     Miscellaneous adjustment                             (137)              --
     End of period                                  (1,081,530)      (1,120,079)
                                                   -----------      -----------

Weighted average common shares outstanding           2,520,835        2,520,835

Net loss per common share
     Primary loss per share
         Loss from continuing operations           ($     0.03)     ($     0.06)
         Loss from discontinued operations                  --               --
                                                   -----------      -----------
                                                   ($     0.03)     ($     0.06)
                                                   ===========      ===========

See notes to condensed consolidated financial statements.

                                       5
<PAGE>

                      Crowell & Co., Inc., and Subsidiaries

                 Condensed Consolidated Statements of Cash Flows



                                                    Three Months Ended March 31,
                                                    ----------------------------
                                                         1998          1997
                                                      ----------    ----------
Cash flows from operating activities
Net loss                                              ($  53,761)   ($ 119,627)
     Adjustments to reconcile net loss to net cash
used in operating activities
Depreciation and amortization                              6,900        20,400
         Net increase in inventory, receivables,
         prepaids, payables and accruals                (239,379)      (92,020)
                                                      ----------    ----------
     Net cash used in operating activities              (286,240)     (191,247)
                                                      ----------    ----------
Cash flows from investing activities
     Purchases of property and equipment                 (12,109)     (103,658)
     Receipts on notes                                     9,515         6,315
                                                      ----------    ----------
     Net cash used in investing activities                (2,594)      (97,343)
                                                      ----------    ----------
Cash flows from financing activities
     Proceeds from borrowings                            766,498     1,384,089
     Payments of borrowings                             (604,029)   (1,083,538)
                                                      ----------    ----------
     Net cash provided by financing activities           162,469       300,551
                                                      ----------    ----------

Net increase (decrease) in cash                         (126,365)       11,961

Cash at beginning of period                              192,664        62,494

Cash at end of period                                 $   66,299    $   74,455
                                                      ==========    ==========
Supplemental disclosures
     Interest paid, net of amount capitalized         $   36,011    $   27,399


See notes to condensed consolidated financial statements.

                                        6
<PAGE>

                      CROWELL & CO., INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                 March 31, 1998


Note 1 - Basis of Presentation

The  accompanying  financial  statements  are presented in  accordance  with the
requirements  of  Form  10-QSB  and  consequently  do  not  include  all  of the
disclosures  normally required by generally  accepted  accounting  principles or
those normally made in the Company's annual Form 10-KSB filing. Accordingly, the
reader of this Form  10-QSB may wish to refer to the  Company's  Form 10-KSB for
the year ended December 31, 1997, for further information.

The financial  information  has been  prepared in accordance  with the Company's
customary  accounting  practices  and has not been  audited.  In the  opinion of
management,  the information  presented reflects all adjustments necessary for a
fair  statement of interim  results.  All such  adjustments  are of a normal and
recurring nature.


Note 2 - Loss per share

The loss per common share has been  computed  using the weighted  average of the
number of shares  outstanding  during the three  months ended March 31, 1998 and
1997.   Because   inclusion  of  convertible   preferred  stock  would  have  an
anti-dilutive  effect on the loss per common share,  the  convertible  preferred
stock is excluded  from the  computation  of the loss per common share  assuming
full dilution for the quarters ended March 31, 1998 and 1997.

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<PAGE>

Item 2. Management's Discussion and Analysis

Results of Operations for the Quarters ended March 31, 1998 and 1997

The primary  sources of revenue of Crowell & Co.,  Inc., and  Subsidiaries  (the
"Company")  are the  development  of  residential  properties  for resale,  home
building and providing real estate brokerage services.

Total  revenues for the quarter ended March 1998 are $268,320 less than revenues
for the quarter  ended March 1997.  This can be  attributed  to home sales which
were $244,037 greater in the March 1997 quarter.

Currently sales backlog on Company  constructed homes is $699,100.  Construction
on these homes is 52%  complete.  Backlog  represents  signed  contracts for the
purchase of homes where the property has not been closed. Therefore, the Company
still holds legal title and has not recognized any income.

The gross profit margin on home sales  increased in the 1998 quarter as compared
to 1997 from 5.3% to 7.5%.

Operating  expenses decreased by $8,580 for the quarter ended March 31, 1998, as
compared to the same quarter last year.  Operating  expenses  include  salaries,
office expenses, occupancy,  depreciation,  advertising and promotion, taxes and
licenses,  legal  and  accounting,  communications,  and other  expenses.  These
expenses  are fixed in nature  and  normally  do not  fluctuate  with  different
revenue levels.

The  Company  had a net loss for the 1998  quarter of $53,761  compared to a net
loss of $119,627 for the 1997 quarter.


Liquidity and Capital Resources

The Company has obtained  financing  historically by borrowing from conventional
lending sources using land acquired for development as security for loans.

Current and future liquidity needs are expected to be met by use of the proceeds
from  home,  lot,  and land  sales and the  proceeds  from  loans,  using  lands
purchased  for  development  as  collateral.   Existing  development  loans  and
commitments  available  to the  Company  have  been  made by  various  financial
institutions  and are secured by raw land and the improved lots held for resale.
Payments of interest are due monthly or quarterly and a portion of the principal
is repaid as each lot is sold.

Residential  home  construction  costs are expected to be met through the use of
existing commitments  aggregating  approximately  $770,000 as of March 31, 1998,
and through the use of  additional  commitments  also using the improved lots as
collateral.  Lot

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<PAGE>

acquisition costs and home construction costs are financed by construction loans
from a number of conventional  lending sources,  generally lending 90-95% of the
costs of the home,  secured by the lot and improvements.  These loans are repaid
upon  the  sale  of the  home.  These  loans  are  negotiated  and  closed  on a
project-by-project and lot-by-lot basis.

The Company also has several other loans with various lenders, which are secured
by various Company assets.

Financing arrangements for long-term needs have not been made. Such arrangements
in the land  development  business are  generally  made on a  project-by-project
basis.  Debt service on all existing loans (loan balances totaled  $3,129,533 as
of March 31,  1998) and funds for  operations  are  expected  to be met from the
proceeds of home, lot and land sales, and brokerage commissions.  Notes maturing
in the next twelve months total  $3,129,533.  At March 31, 1998,  available cash
and proceeds  from home,  lot, and land sales were  expected to be sufficient to
meet  the  Company's   requirements  for  the  following  quarter.  The  Company
historically  has renewed these notes as is common in the development  business.
The notes will eventually be repaid from proceeds of land, lot, and home sales.

The Company  expects to, as it has done in the past, sell land it presently owns
to meet liquidity needs.  Coupled with revenues from normal sources,  such sales
would be expected to generate sufficient cash to meet liquidity requirements.

The Company has net  operating  loss  carryforwards  available of  approximately
$1,945,000  to offset  against  future  federal and state  taxable  income.  The
current  value of these  carryforwards  computed  at maximum  federal  and state
income tax rates is approximately  $760,000. This amount is not reflected in the
financial statements.

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<PAGE>

                                   SIGNATURES

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




                                        Crowell & Co., Inc.


May 29,1998                             By:  Mark L. Gilliam
                                             ---------------
                                             Mark L. Gilliam
                                             Vice President on Behalf of
                                             the registrant and as Chief
                                             Financial Officer


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