U.S. SECURITIES AND EXCHANGE COMMISSION

                           Washington, DC  20549


                                FORM 10-QSB



             X  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE


                      SECURITIES EXCHANGE ACT OF 1934


               For the quarterly period ended: June 30, 1998



                TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE


                               EXCHANGE ACT

                        Commission file No. 0-13167


                             TM CENTURY, INC.
        (Name of small business issuer as specified in its charter)


     Delaware                                        73-1220394
   (State of incorporation)           (IRS Employer Identification  No.)


   2002 Academy, Dallas, Texas                                    75234
   (Address of principal executive offices)                  (Zip Code)

   Issuer's telephone number:                             (972) 247-8850


   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
   (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 number of issuer's shares of Common Stock outstanding as of April
   30, 1998 was 2,483,193.

   Transitional Small Business Disclosure Format (check one): Yes _ No X

<PAGE>
<TABLE>
                                   TM Century, Inc.
                                    Balance Sheets
                As of June 30, 1998 (Unaudited) and September 30, 1997

                                        ASSETS
                                                     June 30, 1998  September 30, 1997
                <S>                                       <C>                  <C>
   CURRENT ASSETS
      Cash                                               443,619             294,333
      Accounts and notes receivable                      892,752             983,767
         less allowance for doubtful accounts          (135,182)           (250,000)
      Inventories, net                                   700,360             779,953
      Deferred federal income taxes                      139,130             154,530
      Prepaid expenses and other assets                   34,879              25,224
         TOTAL CURRENT ASSETS                          2,075,558           1,987,807

   PROPERTY AND EQUIPMENT                              2,508,621           2,463,958
      Less accumulated depreciation                   (1,796,865)         (1,548,617)
            NET PROPERTY AND EQUIPMENT                   711,756             915,341

   INVENTORIES - NONCURRENT, net                         162,385             143,647
   OTHER ASSETS                                           18,324              18,260

      TOTAL ASSETS                                     2,968,023           3,065,055


                         LIABILITIES AND STOCKHOLDERS' EQUITY

   CURRENT LIABILITIES
      Accounts payable                                    60,135              69,451
      Accrued expenses                                   218,053             205,674
      Current portion of obligation under capital        161,574             178,033
      lease
      Deferred revenue                                    93,801              56,011
      Customer deposits                                   17,858              26,358
            TOTAL CURRENT LIABILITIES                    551,421             535,527

   OBLIGATIONS UNDER CAPITAL LEASE                        12,709             128,755
   CUSTOMER DEPOSITS - NONCURRENT                        176,227             166,418
   DEFERRED FEDERAL INCOME TAXES                          11,000              26,400
            TOTAL LIABILITIES                            751,357             857,100

   STOCKHOLDERS' EQUITY
      Common stock, $.01 par value; authorized            29,705              29,705
      7,500,000 shares;
         2,970,481 shares issued; and 2,483,193
      shares outstanding
      Paid-in capital                                  2,275,272           2,275,272
      Treasury stock - at cost, 487,288 and           (1,291,227)         (1,291,227)
      433,288 shares, respectively
      Retained earnings                                1,202,916           1,194,205
            TOTAL STOCKHOLDERS' EQUITY                 2,216,666           2,207,955

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       2,968,023           3,065,055

</TABLE>
<PAGE>
<TABLE>
                      TM CENTURY, INC.
       Statements of Operations and Retained Earnings
                         (Unaudited)
      For the Three Months Ended June 30, 1998 and 1997

                                         1998       1997
          <S>                             <C>       <C>
   REVENUES                           1,703,318  1,962,285

      Less commissions                  332,715    275,876
   NET REVENUES                       1,370,603  1,686,409

   COSTS AND EXPENSES:
            Production, programming     549,145    822,340
            and technical costs
            General and administrative  509,295    527,718
            Selling costs               198,574    347,915
            Depreciation                 80,250     90,000
               TOTAL                  1,337,264  1,787,973

   OPERATING INCOME (LOSS)               33,339  (101,564)

   OTHER INCOME (EXPENSES)
            Other, net                    2,027      2,082
            Interest expense             (3,715)    (6,629)
               TOTAL                     (1,688)    (4,547)

   INCOME (LOSS) BEFORE INCOME TAXES     31,651   (106,111)

   INCOME TAX (BENEFIT) PROVISION             0          0

   NET INCOME (LOSS)                     31,651   (106,111)


   RETAINED EARNINGS, BEGINNING OF    1,171,265  1,458,799
   PERIOD

   RETAINED EARNINGS, END OF PERIOD   1,202,916  1,352,688

   BASIC AND DILUTED  NET INCOME           0.01     (0.04)
   (LOSS) PER SHARE

   WEIGHTED AVERAGE NUMBER OF BASIC
   AND DILUTED COMMON SHARES
   OUTSTANDING                        2,483,193  2,483,193

</TABLE>
<PAGE>
<TABLE>
                       TM CENTURY, INC.
        Statements of Operations and Retained Earnings
                         (Unaudited)
       For the Nine Months Ended June 30, 1998 and 1997


                                         1998       1997
          <S>                             <C>        <C>
   REVENUES                            5,178,962  5,469,684

      Less commissions                   965,773    899,542
   NET REVENUES                        4,213,189  4,570,142

   COSTS AND EXPENSES:
            Production, programming    1,661,708  2,324,806
            and technical costs
            General and                1,544,558  1,683,855
            administrative
            Selling costs                743,852    797,055
            Depreciation                 248,248    270,365
            Reduction in carrying              0    148,000
            value of inventories
               TOTAL                   4,198,366  5,224,081

   OPERATING INCOME (LOSS)                14,823   (653,939)

   OTHER INCOME (EXPENSES)
            Other, net                     7,005      6,638
            Interest expense             (13,117)   (21,561)
               TOTAL                      (6,112)   (14,923)

   INCOME (LOSS) BEFORE INCOME TAXES       8,711   (668,862)

   INCOME TAX (BENEFIT) PROVISION              0          0

   NET INCOME (LOSS)                       8,711   (668,862)


   RETAINED EARNINGS, BEGINNING OF     1,194,205  2,021,550
   PERIOD

   RETAINED EARNINGS, END OF PERIOD    1,202,916  1,352,688

   BASIC AND DILUTED NET INCOME             0.00      (0.27)
   (LOSS) PER SHARE
   
   WEIGHTED AVERAGE NUMBER OF BASIC
   AND DILUTED COMMON SHARES
   OUTSTANDING                         2,483,193  2,503,881
</TABLE>
<PAGE>
<TABLE>
                                    TM Century, Inc.
                       Statement of Cash Flows (Unaudited)
                 For the Nine Months Ended June 30, 1998 and 1997

                                                            1998        1997
                  <C>                                         <S>         <S>
   CASH FLOWS FROM OPERATING ACTIVITIES
         Net income (loss)                                    8,711    (668,862)
         Adjustments to reconcile net income to
         net cash provided by operating activities
            Depreciation                                    248,248     256,869
            Amortization                                    214,800     267,330
            Provision for doubtful accounts                  41,000      58,000
            Reduction in carrying value of inventories            0     148,000
         Change in assets and liabilities
            (Increase) decrease in:
               Trade accounts receivable                    (64,803)     11,460
               Inventories                                 (153,945)     82,727
               Prepaid expenses and other assets             (9,719)     (9,853)
            Increase (decrease) in:
               Accounts payable and accrued expenses          3,063      42,861
               Deferred revenue                              37,790      (8,281)
               Customer deposits                              1,309      (5,561)
         NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES   326,454     174,690

   CASH FLOWS FROM INVESTING ACTIVITIES
         Purchases of property and equipment                (44,663)    (23,964)
         Acquisition of treasury stock                            0     (40,911)
         NET CASH PROVIDED (USED) IN INVESTING ACTIVITIES   (44,663)    (64,875)

   CASH FLOWS FROM FINANCING ACTIVITIES
         Principal payments on capital lease obligations   (132,505)   (122,497)
         NET CASH PROVIDED (USED) IN FINANCING ACTIVITIES  (132,505)   (122,497)

   NET INCREASE (DECREASE) IN CASH                          149,286     (12,682)

   CASH AT BEGINNING OF PERIOD                              294,333     377,855

   CASH AND CASH EQUIVALENTS AT END OF PERIOD               443,619     365,173
</TABLE>
<PAGE>
                              TM CENTURY INC.

                   NOTES TO INTERIM FINANCIAL STATEMENTS

                          JUNE 30, 1998 AND 1997

   1.  BASIS OF PRESENTATION

   The interim financial statements of TM Century, Inc. (the  _Company_)
   at June 30, 1998, and  for the three and  nine months ended June  30,
   1998 and 1997, are unaudited, but include all adjustments (consisting
   only of  normal recurring  adjustments) which  the Company  considers
   necessary for a fair presentation.   The September 30, 1997,  balance
   sheet was derived from  the balance sheet  included in the  Company's
   audited financial statements  as filed on  Form 10-KSB  for the  year
   ended September 30,  1997.   Certain amounts  previously reported  in
   prior interim financial statements have been reclassified to  conform
   to the 1998 presentation.

   The accompanying  unaudited  interim  financial  statements  are  for
   interim periods and do not include all disclosures normally  provided
   in annual financial  statements, and  should be  read in  conjunction
   with the Company's  audited financial statements.   The  accompanying
   unaudited interim financial statements for the three and nine  months
   ended June 30, 1998,  are not necessarily  indicative of the  results
   which can be expected for the entire fiscal year.

   2.  INCOME TAXES

   Deferred income  taxes are  provided, when  applicable, on  temporary
   differences between the recognition of income and expense for tax and
   for financial  accounting purposes  in accordance  with Statement  of
   Financial Accounting  Standards  No.  109 (_SFAS  109_).    Temporary
   differences  which  give  rise   to  deferred  taxes  include   basis
   differences of property and  equipment, accelerated tax  depreciation
   in excess of book depreciation, and valuation allowances provided  in
   excess of amounts deductible for tax purposes.  Under the  provisions
   of SFAS 109, recognition of deferred tax assets is permitted for such
   amounts which can be carried forward to future periods.

   The Company  has net  operating loss  carryforwards of  approximately
   $1.3 million available  to offset future  taxable income expiring  in
   2008 through 2010.  The Company has recorded a deferred tax asset  of
   $155,000 after  deduction of  a valuation  allowance of  $522,000  to
   reduce the  total deferred  tax asset  because it  is likely  that  a
   portion of  the tax  asset  will not  be  realized.   Realization  is
   dependent on generating sufficient taxable income prior to expiration
   of the loss carryforwards. Management believes it is more likely than
   not that the non-reserved portion of  the deferred tax asset will  be
   realized.    The  amount  of   the  deferred  tax  asset   considered
   realizable, however, could be reduced in  the near term if  estimates
   of future taxable income during the carryforward period are  reduced.
   Certain provisions of the tax law  may limit the net operating  loss,
   capital loss and credit carryforwards available for use in any  given
   tax year in the event of a significant change in ownership interest.
<PAGE>
   3.  LONG-TERM DEBT AND LEASE OBLIGATIONS

   The Company's Line of  Credit was renewed  through February 28,  1999
   for $500,000 which  represented a $200,000  increase compared to  the
   prior year.  The Company's $500,000  revolving Line of Credit with  a
   bank grants a first lien and security interest in and upon 80% of the
   Company's domestic  accounts and  chattel paper,  chattel paper  with
   installments or other sums more than  90 days past due, and  accounts
   and chattel paper due from any person or entity not domiciled in  the
   United  States.    Borrowings  under  the  Line  of  Credit  bear   a
   fluctuating interest rate of prime plus  1.5%, payable monthly.   The
   Line of Credit, which bears an  annual commitment fee of 0.5% of  the
   unused amounts, is renewable annually, subject to the consent of both
   parties. No borrowings were drawn under the Line of Credit during the
   nine months ended June 30, 1998.   In conjunction with the  Company's
   leasing arrangement discussed below, the availability under the  Line
   of Credit is  reduced from  $500,000 to  $300,000 due  to a  $200,000
   letter of credit.

   4.  Earnings Per Share

   In February, 1997, the Financial Accounting Standards Board  ("FASB")
   issued Statement No. 128, "Earnings per Share", effective for periods
   ending after  December  15,  1997.   Basic  earnings  per  share  are
   calculated  on  the   weighted  average  number   of  common   shares
   outstanding during each period.  All prior period earnings per  share
   amounts have been restated in accordance with FASB No. 128.   Diluted
   earnings per share are not  materially different than basic  earnings
   per share.
<PAGE>
<TABLE>
   The following table provides a reconciliation between basic and
   diluted earnings per share, in accordance with FASB 128:

                                 Three Months        Nine Months
                                     Ended              Ended
                                    June 30            June 30
                                1998        1997     1998        1997
       <S>                        <C>       <C>       <C>        <C>
   Net Income (Loss)            31,651   (106,111)    8,711   (668,862)
                                                        

   Weighted Average Number of
   Shares Outstanding
         Basic                2,483,193  2,483,193  2,483,193 2,503,881
         Dilutive effect of
         common stock equivalents     0          0          0         0

         Diluted              2,483,193  2,483,193  2,483,193 2,503,881
                                          
   Earnings Per Share:
         Basic and Diluted Net
         Income (Loss)             0.01      (0.04)      0.00     (0.27)
</TABLE>

   5.  Other Matters

   The Company has  been advised  by a  State taxing  authority of  its'
   intention to audit the sales tax records of the Company for  business
   done in such  tax jurisdiction.   At this  time the  Company can  not
   determine the impact of such audit  on the financial position of  the
   Company.
<PAGE>

                             TM CENTURY, INC.

                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF

               FINANCIAL CONDITION AND RESULTS OF OPERATION

   TM  Century,  Inc.  (the  "Company")  is  engaged  primarily  in  the
   creation,  production,  marketing,  and  worldwide  distribution   of
   compact disc  music  libraries, production  libraries,  morning  show
   services, and  station  identification jingles,  for  radio  stations
   worldwide.

   Forward-Looking Statements

   This Quarterly Report contains  forward-looking statements about  the
   business, financial  condition  and  prospects of  the  Company  that
   reflect assumptions made by management and management's beliefs based
   on information currently available  to it.  The  Company can give  no
   assurance that  the expectations  indicated by  such  forward-looking
   statements will  be realized.   If  any of  management's  assumptions
   should prove  incorrect, or  if any  of the  risks and  uncertainties
   underlying such expectations should materialize, the Company's actual
   results may differ  materially from those  indicated by the  forward-
   looking statements.
   The key factors that  are not within the  Company's control and  that
   may have a direct bearing on  operating results include, but are  not
   limited to, continued  maturation of the  domestic and  international
   markets for compact disc technology;  acceptance by the customers  of
   the  Company's  existing  and  any  new  products  and  formats;  the
   development by competitors of products using improved or  alternative
   technologies and the potential  obsolescence of technologies used  by
   the Company;  the continued  availability of  software, hardware  and
   other products obtained by the Company from third parties; dependence
   on distributors,  particularly in  the international  market, and  on
   third parties engaged to replicate the Company's products on  compact
   discs; the  retention  of employees;  the  success of  the  Company's
   current  and  future  efforts  to  reduce  operating  expenses;   the
   effectiveness of  new  marketing  strategies;  and  general  economic
   conditions.  Additionally, the  Company may not  have the ability  to
   develop new products cost-effectively.  There may be other risks  and
   uncertainties that management is not able to predict.

   When used  in  this  Quarterly  Report,  words  such  as  _believes,_
   _expects,_,  _intends,_  _plans,_   _anticipates,_  _estimates_   and
   similar  expressions   are  intended   to  identify   forward-looking
   statements, although there may be certain forward-looking  statements
   not accompanied by such expressions.  All forward-looking  statements
   are intended to be covered by the safe harbor created by Section  21E
   of the Securities Exchange Act of 1934.
<PAGE>

   LIQUIDITY AND CAPITAL RESOURCES

   The Company relies upon current sales of music libraries and  jingles
   on terms of cash upon delivery for operating liquidity.  Liquidity is
   also provided by  cash receipts  from customers  under contracts  for
   production libraries and weekly music service contracts having  terms
   of up  to four  years.   The Company  is obligated  to provide  music
   updates throughout the contract terms for both production library and
   weekly music service contracts.   Sales of music libraries,  jingles,
   and the payments  under production library  and weekly music  service
   contracts  will  provide  in  the  opinion  of  management,  adequate
   liquidity to meet operating requirements at least through the end  of
   fiscal 1998.

   During the quarter  ended June  30, 1998,  approximately $62,000  was
   spent for  the purchase  of property  and equipment  and for  product
   development costs for new music libraries, music library updates, and
   jingles.  Funds  for operating  needs, new  product development,  and
   capital expenditures for the period were provided from cash reserves.
   The Company's expenditures for  property, equipment, and  development
   of new products are discretionary.  Product development  expenditures
   are expected to be approximately $220,000 in fiscal 1998.

   Management anticipates  that  cash  flow  from  operations  and  cash
   reserves will be  sufficient to  meet these  capital requirements  at
   least through the end of fiscal year 1998.  The Company has no  other
   significant commitments for capital expenditures in fiscal 1998.

   The Company has  been advised  by a  State taxing  authority of  its'
   intention to audit the sales tax records of the Company for  business
   done in such  tax jurisdiction.   At this  time the  Company can  not
   determine the impact of such audit  on the financial position of  the
   Company.

<PAGE>
   RESULTS OF CONTINUING OPERATIONS

   Comparison of the Three-Month Periods Ended March 31, 1997 and 1998
   Revenues declined approximately $259,000 or 13.2% in the  three-month
   period ended June  30, 1998 as  compared to the  same period for  the
   previous year.   The decrease was  primarily due to  the sale of  all
   computerized radio station computer software and equipment  inventory
   and  other  assets  in  June,  1997.     The  Company's  revenue   of
   computerized  radio   station   computer   software   and   equipment
   contributed approximately $161,000 in revenue for three months  ended
   June 30, 1997.   Excluding this revenue for  three months ended  June
   30, 1997, would result  in revenues decreasing approximately  $98,000
   or 5.4% in the three-month period ended June 30, 1998 as compared  to
   the same period  for the  previous year.   The  revenue decrease  was
   primarily due to  a decrease in  revenues in the  weekly HitDisc  and
   GoldDisc music services of $259,000.  Offsetting these decreases were
   revenue increases in production  libraries of $89,000, radio  Jingles
   of $34,000 and  Morning Show service  of $31,000.   The Morning  Show
   revenue increase  is due  to  an increase  in  the number  of  Comedy
   customers as well  as an increase  in the  allocation of  advertising
   revenues.

   Production library revenues increased  $89,000, or 48.3%.   Increases
   in production library revenue is due  to the substantial increase  in
   advertising/barter arrangements for the  Company's sales and  imaging
   libraries.  Even though production  library revenues may decline  due
   to the expiration of  three-year contracts, management believes  that
   production libraries will continue to generate a significant  portion
   of  overall  revenues  from   sales  of  existing  products   through
   advertising/barter arrangements  and  sales  of new  products.    The
   Company introduced new production libraries in the second and  fourth
   quarters of fiscal 1997.  Sales  and new sales growth are subject  to
   customer acceptance of the new products.

   Jingles increased $34,000 or  12.2% primarily due  to an increase  in
   demand for custom Jingles compared to the same quarter, prior  fiscal
   year 1997.

   Revenues of  weekly HitDisc  and  GoldDisc music  services  decreased
   $15,000 and $244,000 respectively, or 22.5%  as compared to the  same
   period previous year.   The decrease  in compact  disc music  library
   revenues was due to a decrease in weekly and recurrent music sales to
   customers.  As the compact disc  music library market matures,  sales
   of compact  discs  are  generated primarily  from  changes  in  music
   formats or sales of new music  libraries or formats rather than  from
   conversions to compact  disc music delivery  technology.  The  market
   for compact disc music libraries to broadcast customers has reached a
   substantial level  of maturity  in the  United States,  which is  the
   market from  which the  Company derives  most  of its  music  library
   revenues.  A decline in revenues from music library sales may  result
   in a  proportionately greater  decline  in operating  income  because
   music libraries  provide  higher  margins than  the  Company's  other
   products.   However,  management  believes the  introduction  of  new
   products will counteract the declines in revenues from existing music
   libraries.   New  products  include  pre-recorded  music  (GoldDrive)
   provided to equipment manufacturers of  hard drive systems which  was
   introduced during  the fiscal  year 1997.    Renewals and  new  sales
   growth are subject to customer acceptance of the new products.
<PAGE>
   Production, programming  and technical  costs decreased  $273,000  or
   33.2%, and as a percentage of revenue decreased from 41.9% to  32.2%.
   The decrease as  a percentage  of revenues  is primarily  due to  the
   reduction  in  expenses   which  resulted  from   the  sale  of   all
   computerized radio station computer software and equipment  inventory
   and assets in June 1997.

   Commissions increased  $57,000  or  20.6%, and  as  a  percentage  of
   revenues  increased  from  14.1%  to  19.6%.  Commissions   increased
   proportionally to the increase in commissioned sales.  Commissions as
   a percentage of selling and commission costs increased from 44.2%  to
   62.6% due to  lower selling costs  in the three  months ended  fiscal
   year 1998 compared to same period prior year.

   Selling costs decreased  $149,000 or 42.9%,  and as  a percentage  of
   revenues decreased from 17.8% to 11.7%.  The decrease in expenses  is
   primarily due to a reduction in sales salaries as a result of changes
   in sales force  and in-house commission  plans.  Selling  costs as  a
   percentage of selling  and commission costs  decreased from 55.8%  to
   37.4%.

   General and administrative  costs decreased  $18,000 or  3.5% and  is
   primarily  due  to  the  Company's  continued  efforts  in   reducing
   operating expenses.

   Depreciation decreased $10,000 or 10.8% and was primarily due to  the
   sale  of  all  computerized  radio  station  computer  software   and
   equipment inventory and assets in June, 1997, and offset by increases
   in production equipment in  the first and  second quarters of  fiscal
   year 1998.
<PAGE>
   Comparison of the Nine-Month Periods Ended June 30, 1997 and 1998

   Revenues declined approximately  $291,000 or 5.3%  in the nine  month
   period ended June  30, 1998 as  compared to the  same period for  the
   previous year. The  decrease was  primarily due  to the  sale of  all
   computerized radio station computer software and equipment  inventory
   and  other  assets  in  June,  1997.     The  Company's  revenue   of
   computerized  radio   station   computer   software   and   equipment
   contributed approximately $431,000 in  revenue for nine months  ended
   June 30, 1997.  Excluding this revenue for nine months ended June 30,
   1997 would result  in revenues increasing  approximately $140,000  or
   2.8% in the nine month period ended June 30, 1998 as compared to  the
   same period  for  the  previous  year.    The  revenue  increase  was
   primarily due to increase  in revenues for  the weekly HitDisc  music
   service of  $19,000,  production  libraries  of  $238,000  and  radio
   Jingles of $142,000.   Offsetting these  increases were decreases  in
   the GoldDisc music service of $193,000  and the Morning Show  service
   of $88,000.

   Revenues of the  weekly HitDisc  music service  increased $19,000  or
   1.0% as compared to the same  period previous year.  The increase  in
   compact disc music library revenues was primarily due to an  increase
   in weekly music  sales.   As the  compact disc  music library  market
   matures, sales of compact discs are generated primarily from  changes
   in music formats or  sales of new music  libraries or formats  rather
   than from conversions to compact disc music delivery technology.  The
   market for compact  disc music libraries  to broadcast customers  has
   reached a substantial level of maturity  in the United States,  which
   is the  market from  which  the Company  derives  most of  its  music
   library revenues.  A decline in revenues from music library sales may
   result in  a  proportionately  greater decline  in  operating  income
   because music  libraries provide  higher margins  than the  Company's
   other products.   However,   management believes the introduction  of
   new products will counteract the  declines in revenues from  existing
   music libraries.  New products include pre-recorded music (GoldDrive)
   provided to equipment manufacturers of  hard drive systems which  was
   introduced during  the fiscal  year 1997.    Renewals and  new  sales
   growth are subject to customer acceptance of the new products.

   Production library revenues increased $238,000, or 44.6%.   Increases
   in production library revenue is due  to the substantial increase  in
   advertising/barter arrangements for the  Company's sales and  imaging
   libraries.  Even though production  library revenues may decline  due
   to the expiration of  three-year contracts, management believes  that
   production libraries will continue to generate a significant  portion
   of  overall  revenues  from   sales  of  existing  products   through
   advertising/barter arrangements  and  sales  of new  products.    The
   Company introduced new production libraries in the second and  fourth
   quarters of fiscal 1997.  Sales  and new sales growth are subject  to
   customer acceptance of the new products.

   Jingles increased $142,000 or 19.7% primarily  due to an increase  in
   demand for custom Jingles compared to  the same period, prior  fiscal
   year 1997.
 <PAGE>
   GoldDisc revenues  decreased $193,000  or 14.0%  primarily due  to  a
   reduction in  non-recurring sales  to customers.   The  Morning  Show
   service decreased as  a result  of a  decrease in  the allocation  of
   advertising revenues.

   Production, programming  and technical  costs decreased  $663,000  or
   28.5%, and as a percentage of revenue decreased from 42.5% to  32.1%.
   The decrease as  a percentage  of revenues  is primarily  due to  the
   reduction  in  expenses   which  resulted  from   the  sale  of   all
   computerized radio station computer software and equipment  inventory
   and assets in June 1997.

   Commissions increased  $66,000  or  7.4%,  and  as  a  percentage  of
   revenues increased from 16.5% to 18.7%   Commissions as a  percentage
   of selling and commission costs increased from 53.0% to 56.5% due  to
   lower selling  costs  in  the nine  months  ended  fiscal  year  1998
   compared to same period prior year.

   Selling costs  increased $53,000  or 6.7%,  and  as a  percentage  of
   revenues decreased from 14.6% to 14.4%.  The decrease in expenses  is
   primarily due to a decrease in sales salaries as a result of  changes
   in sales force  and in-house commission  plans.  Selling  costs as  a
   percentage of selling  and commission costs  decreased from 47.0%  to
   43.5%.

   General and administrative  costs decreased $139,000  or 8.3% and  is
   primarily  due  to  the  Company's  continued  efforts  in   reducing
   operating expenses.

   Depreciation decreased $22,000 or 8.2% primarily  due to the sale  of
   all  computerized  radio  station  computer  software  and  equipment
   inventory and other assets in June, 1997, and offset by increases  in
   production equipment in the first and second quarters of fiscal  year
   1998.
<PAGE>
                          PART II. OTHER INFORMATION

   Item 1. Legal proceedings - Not applicable.

   Item 2. Changes in securities - Not applicable.

   Item 3. Defaults upon senior securities - Not applicable.

   Item 4. Submission of matters to a vote of security holders
       The holders of approximately 71% of the outstanding common  stock
       of the Company, by written consent executed as of April 28,  1998
       in accordance with Delaware law, (i) re-elected each of the  four
       directors of the Company, Marjorie L. McIntyre, Neil W.  Sargent,
       A. Ann  Armstrong and  Donald  E. Latin,  and (ii)  approved  the
       appointment of  Deloitte &  Touche as  the Company's  independent
       public  accountants for  the  fiscal year  ending  September  30,
       1998.   The  Company  did  not solicit  proxies  or  consents  in
       connection therewith.

   Item 5. Other information - The  Company has been advised by a  State
       taxing  authority  of its'  intention  to  audit  the  sales  tax
       records  of   the  Company  for   business  done   in  such   tax
       jurisdiction.   At this time  the Company can  not determine  the
       impact of such audit on the financial position of the Company.


       On  May  22,  1998,  the  Company  received  a  letter  from  the
       Recording Industry Association  of America, Inc. (RIAA)  alleging
       that it  was  illegally duplicating  sound recordings  of  RIAA's
       member companies in  its Mobile Beat Series  I and II and  Mobile
       Beat Holiday Series.   The RIAA  alleged substantial damages  and
       state that it would consider a pre-complaint settlement.

       Following receipt  of the  letter, counsel  for the  Company  met
       with RIAA's counsel on June 30, 1998.  At this meeting, the  RIAA
       made a demand  for $3 million  to settle the  dispute.  RIAA  was
       advised that the Company's  financial position could not  support
       such a cash settlement.

       On July 14,  1998, the Company entered  into a Tolling  Agreement
       with the RIAA.   On July 24, 1998,  it formally responded to  the
       RIAA.

       Since then, Distronics, one  of the companies that  manufacturers
       CDs for the Company's  Gold Disc line, contacted the Company  and
       advised it  that Distronics had  been contacted by  the RIAA  and
       told not  to duplicate  any  sound recordings  in the  Gold  Disc
       Series  unless   the  Company   could  supply   written   license
       agreements.

       By letter date August 4,  1998, RIAA advised the Company that  it
       would  bring  suit  unless  a  meaningful  settlement  offer  was
       proffered by the Company by August  10, 1998.  The matter is  now
       under discussion by the Company.

       Thus  far no  suit  has been  filed  and no  discovery  has  been
       undertaking.   The Company  believes that  it has  a  meritorious
       defense to the claims asserted,  but it is possible that it  will
       not  prevail  if the  matter  is  brought  to  litigation.    Any
       significant  cash  amount  paid  in  settlement  or  awarded   in
       judgment would likely have an adverse effect on the Company.


   (a) Exhibits
   Material Contracts:
   10.     Material Contracts:  None.
   27.1   Financial Data Schedule

   (b) Reports on Form 8-K
   No reports on  Form 8-K were  filed by the  Company during the  three
   month period ending March 31, 1998.
 <PAGE>
                                SIGNATURES

   In accordance  with Section  13 or  15(d) of  the Exchange  Act,  the
   registrant caused  this report  to be  signed on  its behalf  by  the
   undersigned thereunto duly authorized.

                                      Dated: August 6, 1998

                                      TM CENTURY, INC.


                                      BY:/s/Roger A. Holeman
                                      Roger A. Holeman
                                      Chief Financial Officer
                                      (Principal Accounting Officer)


                                      BY:/s/Neil W. Sargent
                                      Neil W. Sargent
                                      Chief Executive Officer
                                      (Principal Executive Officer)