UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549
                                 FORM 10-QSB
           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                       SECURITIES EXCHANGE ACT OF 1934

              For the quarterly period ended March 31, 2000
                      Commission File No. 033-97034

                             HELP AT HOME, INC.

                DELAWARE                               36-4033986
     (State of other jurisdiction of                  (IRS Employer
     incorporation or organization)              Identification  Number)

      223 W. Jackson Blvd., Suite 500
               Chicago, IL                                60606
  (Address of principal executive offices)              (Zip Code)

                                (312) 663-4244
              (Issuer's telephone number, including area code)

     Indicate by checkmark whether the issuer (1) has filed all reports
     required to  be filed by  Sections 13 or  15(d) of  the Securities
     Exchange Act of  1934 during the preceding 12 months  (or for such
     shorter period that the issuer was required to file such reports),
     and (2) has  been subject to such filing requirements for the past
     90 days. Yes [X] No [ ]

     State the  number of  shares outstanding of  each of  the issuer's
     classes of common equity, as of the latest practicable date:

     Common  Stock,   par  value  $.02  per   share,  1,849,375  shares
     outstanding as of May 9, 2000.


     Transitional Small Business Disclosure Format: Yes [ ]  No [X]

<PAGE>


                             Help at Home, Inc.

                                    Index

     PART I. FINANCIAL INFORMATION

          ITEM 1.      FINANCIAL STATEMENTS

                       Consolidated Balance Sheet at
                       March 31, 2000                                   3

                       Consolidated Statements of Income
                       for the three months ended
                       March 31, 2000 and 1999                          4

                       Consolidated Statements of Income
                       for the Nine months ended March 31,
                       2000 and 1999                                    5

                       Consolidated Statements of Cash Flows
                       for the nine months ended
                       March 31, 2000 and 1999                          6

                       Notes to the Consolidated Financial Statements   7

     ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                   FINANCIAL CONDITION AND RESULTS OF OPERATIONS        8

     PART II:      OTHER INFORMATION                                   13

     ITEM 1.       LEGAL PROCEEDINGS                                   13

     ITEM 2.       CHANGES IN SECURITIES AND USE OF PROCEEDS           13

     ITEM 3.       DEFAULTS UPON SENIOR SECURITIES                     13

     ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF
                   SECURITY HOLDERS                                    13

     ITEM 5.       OTHER INFORMATION                                   13

     ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K                    13

                   SIGNATURES                                          14


<PAGE>
<TABLE>
                           HELP AT HOME, INC.
                      Consolidated Balance Sheet
                                                          March 31
                                                            2000
                                                         (Unaudited)
                                                         -----------
         <S>                                            <C>
                                  Assets
         Current Assets:
               Cash and cash equivalents                $    817,000
               Accounts receivable (net of allowance
                  for doubtful accounts of $3,342,000)     8,310,000
               Prepaid expenses and other current
                  assets                                     269,000
               Income tax receivable                          30,000
               Deferred income taxes - current               150,000
               A/R Financing                               1,352,000
                                                          ----------
                    Total Current Assets                  10,928,000

         Furniture and equipment, net                        246,000
          Due from officer                                   156,000
          Other assets                                        88,000
                                                          ----------
                    Total Assets                        $ 11,418,000
                                                         ===========

               Liabilities and Stockholders' Deficit
         Current Liabilities:
               Accounts payable                          $ 1,946,000
               Accrued expenses and other current
                 liabilities                               8,065,000
               Due to third party payors                     454,000
               Current maturities of short-term debt           2,000
               Deferred income taxes - current               150,000
                                                          ----------
                    Total Current Liabilities             10,617,000
               Deferred income taxes - noncurrent            164,000
                                                          ----------
                    Total Liabilities                     10,781,000

          Preferred stock, par value $.01 per share;
             1,000,000 shares authorized, none issued
             or outstanding                                     -
          Common stock, par value $.02 per share;
             14,000,000 shares authorized, 1,869,375
             issued and outstanding                           37,000
          Additional paid in capital                       3,694,000
          Deficit                                         (3,094,000)
                                                          ----------
       Total Stockholders' Equity                            637,000
                                                          ----------
       Total Liabilities and
          Stockholders' Equity                           $11,418,000
                                                          ==========

    The accompanying notes to these consolidated financial statements
                    are an integral part hereof.
</TABLE>
<PAGE>
<TABLE>
                              HELP AT HOME, INC.
                      Consolidated Statements of Income
                                 (Unaudited)

                                               Three Months Ended March 31
                                                    2000          1999
                                                 ----------    ----------
   <S>                                          <C>           <C>
   Service fees                                 $ 8,630,000   $ 6,916,000
   Direct costs of services                       5,604,000     4,742,000
                                                 ----------    ----------
   Gross margin                                   3,026,000     2,174,000

   Selling, general and
    administrative expenses                       2,401,000     1,956,000
                                                 ----------     ---------
   Income from operations
     before income taxes                            625,000       218,000

   Income tax expense                               263,000        87,000
                                                 ----------     ---------
   Net Income                                   $   362,000    $  131,000
                                                 ==========     =========
   Basic and diluted
   earnings per share                           $       .19    $      .07
                                                 ==========     =========
   Weighted average number of
     common shares                                1,849,375     1,869,375


      The accompanying notes to these consolidated financial statements
                        are an integral part hereof.

</TABLE>
<PAGE>
<TABLE>
                              HELP AT HOME, INC.
                      Consolidated Statements of Income
                                 (Unaudited)


                                                Nine Months Ended March 31
                                                    2000          1999
                                                 ----------    ----------
   <S>                                          <C>           <C>
   Service fees                                 $24,581,000   $20,568,000

   Direct costs of services                      16,316,000    13,991,000
                                                 ----------    ----------
   Gross margin                                   8,265,000     6,577,000

   Selling, general and
    administrative expenses                       6,886,000     5,994,000
                                                 ----------    ----------
   Income from operations
    before income taxes                           1,379,000       583,000

   Income tax expense                               546,000       216,000
                                                 ----------    ----------
   Net Income                                   $   833,000   $   367,000
                                                 ==========    ==========

   Basic and diluted
   earnings per share                           $       .45   $       .20
                                                 ==========    ==========
   Weighted average number of
   common shares                                  1,869,375     1,869,375

      The accompanying notes to these consolidated financial statements
                        are an integral part hereof.

</TABLE>
<PAGE>
<TABLE>

                             HELP AT HOME, INC.
                    Consolidated Statement of Cash Flows
                                 (Unaudited)

                                              Nine Months Ended March, 31
                                                 2000             1999
                                               ---------       ----------
     <S>                                      <C>             <C>
     Cash flows from operating activities:
          Net income                          $  833,000      $   368,000
          Adjustments to reconcile net income
            to net cash provided by operating
            activities:
             Depreciation                         70,000           72,000
             Current income taxes                 20,000          149,844
          Changes in:
             Accounts receivable               1,293,000       (1,760,000)
             Prepaid expenses and other
              current assets                    (146,000)          38,000
             Accounts payable                    168,000          373,000
             Other current liabilities         4,095,000        1,742,000
                                              ----------       ----------
          Net cash provided by
             operating activities              3,748,000          962,000

     Cash flows from investing activities:
          Acquisition of property               (176,697)         (36,000)
          (Increase) in shareholder loan         (10,000)          (9,000)
                                               ---------       ----------
          Net cash used in investing activities (187,000)         (45,000)

     Cash flows from financing activities:
          Repayment of short-term debt        (2,957,000)            -

          Repayment of long-term debt         (1,607,000)        (362,000)
                                              ----------       ----------
          Net cash used in
           financing activities               (2,957,000)        (362,000)
     Net increase in cash and
          cash equivalents                       604,000          555,000
     Cash and cash equivalents:
          Beginning of period                    214,000          412,000
                                              ----------       ----------
          End of period                      $   817,000      $   967,000
                                              ==========       ==========
     Supplemental disclosure of cash flow
       information:
          Cash payments for:
               Interest                      $   268,000      $   253,000
               Income taxes                            -             -

      The accompanying notes to these consolidated financial statements
                        are an integral part hereof.

</TABLE>
<PAGE>
                             HELP AT HOME, INC.

          NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

   Note 1:  Basis of Presentation

   These unaudited  Consolidated Financial   Statements should be read  in
   conjunction  with  the  Consolidated  Financial  Statements and   Notes
   thereto included in Help at Home, Inc.'s (the Company) annual Report on
   Form-KSB  for the fiscal year ended  June 30, 1999  (1999 Form 10-KSB).
   The following Notes to the Unaudited Consolidated Financial  Statements
   highlight the significant changes to  those Notes included  in the 1999
   Form 10-KSB and such interim disclosures as  required by the Securities
   and Exchange Commission. Certain financial information that is normally
   included in  annual financial  statements prepared  in accordance  with
   generally accepted  accounting  principles  but  is  not  required  for
   interim  reporting  purposes  has  been  omitted.    The   accompanying
   unaudited Consolidated Financial Statements reflect, in the opinion  of
   management, all adjustments  necessary for a  fair presentation of  the
   interim financial statements.  All such adjustments are of a normal and
   recurring nature.  The financial results for interim periods may not be
   indicative of financial results for the full year.

   Note 2:   Debt

   On  June  17,  1999,  the  Company  entered  into  a  Master  Factoring
   Agreement  (the  "Agreement")  with  Oxford  Commercial  Funding   LLC.
   ("Oxford").  Under the terms of the Agreement, Oxford will advance  80%
   of the Net Diluted Value  of eligible accounts  receivable,  as defined
   in the agreement, without  recourse.  The purchasers  fee is  .375%  of
   the face  value  of  each invoice every five days  for a maximum of  90
   days.  The purchasers  fee is subject to adjustment if certain  minimum
   terms, as defined in the agreement, are not  maintained.   The proceeds
   of the initial advance  under the Agreement were received  on  July  1,
   1999 and were used  to satisfy the Company's  secured  bank  debt  with
   Harris Bank. The  Company entered   into  a revised   Master  Factoring
   Agreement,  dated August 25, 1999 with Oxford.  Under the terms of  the
   revised agreement, the  purchaser's fee was  replaced by   an  interest
   rate of prime +  3.5%. The Agreement is for a one-year term.

   Note 3:   Commitments and Contingencies

   Litigation.  The Company  has been named  in several legal  proceedings
   in connection with matters that arose  during the normal course of  its
   business and  related  to certain  acquisitions.   While  the  ultimate
   result of the  litigation  or  claims  cannot  be  determined,  it   is
   management's opinion, based  upon information  it presently  possesses,
   that it  has  adequately  provided for  losses  that  may  be  incurred
   related to these claims.

   Termination  and  Benefits  Agreements.    As  of  October,  1997   the
   Company's  Compensation    Committee  established   a  termination  and
   benefits policy with respect to key executive employees which  provides
   for payment  of severance  and  benefits to  promote adherence  to  the
   Company's  non-competition  policies  in   the  event  of   involuntary
   termination without cause and/or a change  in control.  As of March  1,
   1998 the Company entered  into an employment  agreement with the  Chief
   Operating Officer.   In the event  of a change  in control the  maximum
   aggregate salary commitment  for this employee  would be  approximately
   $390,000.
<PAGE>
   As of  December 5,  1997 the  Compensation  Committee also  approved  a
   revised  ten-year  contract  for  the  Chief  Executive  Officer  which
   provides for severance and a one-time change of control payment in  the
   event of involuntary termination  without cause or termination  arising
   from a  change in  the ownership  and/or  management  of  the  Company.
   Assuming an effective date of December  1, 1998, the maximum  aggregate
   severance  commitment   pursuant   to  this   contract   provision   is
   approximately $2.5 Million.  The change  of control payment is  defined
   as an  amount equal  to  10% of  excess  market capitalization  of  the
   Company on the 30th day following the change in control.  Excess market
   capitalization  is  defined  as  an  amount  equal  to  the   Company's
   outstanding capital stock multiplied by the closing per share price  on
   the 30th day following the change less $6 Million.

   Note 4:   Earnings Per Share.

   Earnings per share  have been determined  by dividing  earnings by  the
   weighted average number  of shares of  Common Stock outstanding  during
   each period.

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

   OVERVIEW:

   Help at  Home,  Inc. (The  "Company")  provides general  homemaker  and
   respite services  to the  elderly, medically  fragile and  disabled  in
   their homes.  The Company has  engaged in the  provision of   unskilled
   homemaker services for  over two  decades.  Help at  Home operates   27
   locations in Illinois,  Missouri, Indiana,  Alabama,  and  Mississippi.
   The Company  derives a  significant portion  of  its revenues  from  28
   contracts with the Illinois Department on Aging. Similarly, the Company
   contracts with other  state, regional  and municipal  agencies for  the
   provision of custodial home care services.

   The Company's Board of Directors  elected to discontinue Medicare  home
   health operations and adopted  a disposition plan as  of June  30, 1998
   which calls for  the sale  or closure  of the  Company's Medicare  home
   health agencies (Homemakers of  Montgomery, Inc., Lakeside Home  Health
   Agency, Inc. [IL], Lakeside Home Health Agency, Inc. [MO], and Rosewood
   Home  Health, Inc.   In  connection  with  the  Company's  decision  to
   discontinue Medicare home health services, Lakeside Home Health Agency,
   Inc. (IL) ceased operations  as of August 31,  1998. Certain assets  of
   Homemakers of Montgomery, Inc. were sold as of October 9, 1998 and that
   entity's patients were simultaneously  transferred to a  non-affiliated
   provider.  Rosewood Home Health, Inc. was closed as of October 30, 1998
   and  its  patients  transferred  to  another  non-affiliated  provider.
   Lakeside Home Health Agency, Inc. (MO) was closed on December 12,  1998
   and its patients transferred to another non-affiliated provider.
<PAGE>
   The statements which are  not historical facts  contained in this  form
   10-QSB  are  forward   looking  statements  that    involve  risks  and
   uncertainties, including, but  not limited to,  the integration  of new
   acquisitions into the  operations of the  Company, the  ability of  the
   Company to  locate attractive  acquisition  candidates, the  effect  of
   economic conditions and interest rates, general labor costs, the impact
   and pricing of competitive services, regulatory changes and conditions,
   the results of  financing efforts, the  actual closing of  contemplated
   transactions and  agreements, the  effect of  the Company's  accounting
   policies, and  other risks  detailed in  the Company's  Securities  and
   Exchange Commission filings.  No assurance can be given that the actual
   results of  operations  and financial  condition  will conform  to  the
   forward-looking statements contained herein.

   This report covers the  Company's operations for  the third quarter  of
   its 2000 fiscal  year which will  end on  June  30, 2000.    References
   herein to  the third  quarter of  2000  are  specifically  intended  to
   relate to the quarter ended March 31, 2000,  while  references  to  the
   third quarter of  1999 are  specifically  intended  to  relate  to  the
   quarter ended March 31, 1999.

   THREE MONTHS  ENDED March 31, 2000   COMPARED TO  THE THREE   MONTHS
   ENDED March 31, 1999:

   Reportable Segments:        In keeping  with the  adoption of  SFAS No.
   131,  "Disclosures  about  Segments   of  an  Enterprise  and   Related
   Information", the Company has  identified reportable  segments based on
   geographic areas (states).  Revenues in  all four  segments are derived
   from   the  provision  of unskilled  homemaker/respite  services.    In
   addition to  the  disclosures made  elsewhere   herein,  the  following
   table  presents  a quarter to quarter comparison (in thousands) of  the
   Company's segments:
<TABLE>
                   Alabama       Illinois      Missouri    Mississippi        Total
                2000   1999    2000    1999   2000  1999   2000   1999     2000   1999
               -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
 <S>           <C>    <C>    <C>     <C>     <C>    <C>   <C>    <C>     <C>    <C>
 Revenues       $624   $717  $6,255  $4,840   $469  $329  $1,281 $1,030  $8,629 $6,916
    Direct
      Costs      435    477   4,083   3,330    287   208     799    726   5,604  4,741
               -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
    Gross
      Margin     189    240   2,172   1,510    182   121     482    304   3,025  2,175

    Operating
      Expenses   122    119   1,133     729    112   116     293    228   1,660  1,192
               -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
    Operating
      income      67    121   1,039     781     70     5     189     76   1,365    983
               -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
    Net Income  $ 67   $121  $1,039    $781    $70    $5    $189    $76  $1,365   $983
               =====  =====   =====   =====  =====  ====   =====  =====   =====  =====
    Total
      Assets  $2,079 $2,122  $4,073  $5,233 $1,279  $688  $1,386 $1,518  $8,817 $9,561
               =====  =====   =====   =====  =====  ====   =====  =====   =====  =====
</TABLE>
<PAGE>
   Reconciliation of segments' operating income to the consolidated
   net income (loss) is as follows:
                                                 2000          1999
                                                ------        ------
     Segments' operating income                $ 1,365       $   983
     Less:
           Income tax expense                      263            87
           Corporate overhead expense              740           768
                                                ------        ------
     Net income (loss)                         $   362       $   131
                                                ======        ======

   Reconciliation of segments' total assets to consolidated net
   assets is as follows:

     Segments Total Assets                     $ 8,817       $ 9,561
     Plus:
      Corporate/support entities' total assets   2,601         1,252
                                                ------        ------
               Total Assets                    $11,418       $10,813
                                                ======        ======

   Client Service Revenue: Revenues derived from services to the Company's
   clients   for  the   three   months  ended  March  31,  2000  grew   to
   approximately $8.6 Million reflecting an increase of approximately $1.7
   Million or 25% over the third quarter from the same quarter last year.

   Approximately $7.7 Million, or 90%, of  the Company's revenues for  the
   Third  quarter of 2000  were derived from  contracts pursuant to  which
   the Company provides custodial services to clients in their homes.  For
   the same quarter  of fiscal  1999, contract  services represented  $6.1
   Million or 88% of total revenues.   Approximately $863,000, or 10%,  of
   the  Company's third quarter 2000 revenue  was  derived from commercial
   payors,  institutional   staffing   arrangements,   and   private   pay
   arrangements as compared  to $830,000 or  12% for the  same quarter  of
   1999.

   A comparison of the third  quarter  of fiscal 2000 as contrasted to the
   same period in fiscal 1999, by state, shows the greatest revenue growth
   ($140,000  or  43 %) in  Missouri, followed  by Illinois ($1,415,000 or
   30%)  and Mississippi  ($251,000  or  24%).  Alabama revenues  declined
   by $93,000 or 13% from 1999  to 2000 due to the  Company's decision  to
   reduce locations and service areas.

   Approximately 74% ($1,274,000) of the fiscal 2000 growth in revenue was
   derived from services provided to clients of the Illinois Department on
   Aging("IDOA"). Services to IDOA clients amounted to 65% of consolidated
   revenues   for   the third  quarter of  fiscal   2000   versus  63%  of
   consolidated revenues  for the third  quarter  of  1999.   The  Company
   realized, as of  July 1, 1999,  a 7.8% rate  increase for all  services
   provided to IDOA clients.
<PAGE>
   Direct Costs of Providing Services: Direct costs of providing  services
   to clients, comprised entirely  of wages and  related expenses paid  to
   field staff members, were  $5,604,000 (65% of  revenues) for the  three
   months  ended  March 31, 2000  versus $4,741,000 (69% of  revenues) for
   the same quarter one  year earlier. The increase  of $863,000 (18%)  is
   attributable primarily to  the increase  in service  volume during  the
   quarter.  A  comparison of  direct costs by  segment shows  that, as  a
   percentage of revenues, Illinois direct costs  were at 65% compared  to
   69% for the previous quarter.  Alabama  direct costs were 70%  for  the
   fiscal year 2000 quarter compared to 67% for the corresponding  quarter
   in fiscal 1999.  The 3% decrease  in performance is  attributed to  the
   Company's increased  labor costs.  Missouri direct  costs were  61%  of
   revenues  for  the  quarter ended March 31,2000 versus 63% of  revenues
   for the same quarter one year  earlier.  Mississippi direct costs  were
   62% of  revenues  for  the  2000  quarter compared to 70% for  the same
   quarter in fiscal 1999.  The increase in performance is attributable to
   increased reimbursement rates.

   The gross  margin on  services  grew by  $850,000  in fiscal  2000  and
   reached approximately $3.0 Million as  compared  to approximately  $2.2
   Million  for  the  same   quarter  in  fiscal   1999.    Gross   margin
   contributions by  state include  $2,172,000 for Illinois  (compared  to
   $1,510,000 for the  same quarter last  year), $189,000 for  Alabama (as
   compared to  $240,000 for  the same  quarter last  year), $182,000  for
   Missouri (as compared to $121,000 for  the same quarter last year)  and
   $482,000 for Mississippi (as compared to $304,000 for the same  quarter
   last year).

   Selling, General and Administrative  Expense: Overall selling,  general
   and administrative expenses increased by $445,000 for the third quarter
   of fiscal 2000 moving from $1,956,000  in fiscal 1999 to $2,401,000  in
   fiscal  2000.   In  general, the  increase is  related to  increases in
   interest  from  short  term  debt, increases in  administrative  salary
   expense and costs associated with expansion in Missouri.

   Selling,  general and  administrative expense for  the third quarter of
   fiscal 2000 represented 28% of revenues as compared to 28% of  revenues
   for the same quarter in fiscal  1999.  The pre-tax income for the third
   quarter  of  fiscal  2000  was  $625,000  versus   a   pre-tax   income
   contribution of $218,000 for the same quarter last year.

   Administrative salaries  and  benefits  increased by  $360,000  for the
   quarter to $1,340,000  versus $980,000  for the same  period  one  year
   earlier.  The increase is attributable to a the addition  of accounting
   personel in the  corporate office.  Professional  fees  and   insurance
   expenses decreased by $35,000 to  $164,000  during the quarter with the
   majority  of  the  decrease  attributable  to a reduction in the use of
   outside  accounting  assistance.   Occupancy  expenses  increased  from
   $276,000 in fiscal 1999 to $285,000 in fiscal 2000 with the majority of
   the increase due to rent escalations in  several  offices.  Travel  and
   entertainment expenses  increased by  approximately $15,000  during the
   third quarter of  2000, moving from  $39,000 to  $54,000.  The increase
   was  due to  increased corporate  travel expenses.   Bad  debt expenses
   increased by $23,000 from $104,000 to 127,000 due primarily to  service
   volume  increases  which  form  the  basis  for calculation of bad debt
   expense reserves.
<PAGE>
   With respect to the Company's identified segments, Illinois  operations
   experienced a $404,000 increase in  overall operating  expenses  moving
   from $729,000 to $1,133,000 quarter to quarter.  The increase is due to
   additional supervisory staff necessitated  by  the  increase in service
   volume.  Alabama operating expenses increased $3,000 from 1999 to 2000.
   Missouri  operating expenses decreased by $4,000  from $116,000  in the
   third quarter of fiscal 1999 to $112,000 in the third quarter of fiscal
   2000.   Mississippi  operating  expenses  increased  by  $65,000.   The
   increase  was  attributed  to  the  addition  of supervisory staff as a
   result of the increase in service volume.


   Earnings: Net income of $362,000  in the third quarter of 2000 compares
   to net income of $131,000 for the same quarter last year.  Earnings per
   share  of  common  stock   were  $.19  and   $.07  for  the   quarters,
   respectively.   The  EPS  calculation is  based  on  the  computational
   guidelines for earnings  per share  information contained  in the  FASB
   Statement of  Financial  Accounting  Standards No.  128,  "Earning  Per
   Share."  The Company has 1,638,750 Warrants outstanding as a result  of
   its initial public offering.

<TABLE>
   NINE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE NINE MONTHS ENDED
   MARCH 31, 1999.

                  Alabama          Illinois         Missouri       Mississippi          Total
               2000     1999     2000    1999     200     1999     2000    1999     2000     1999
              -----    -----    ------  ------   -----   -----    -----   -----    ------   ------
 <S>          <C>     <C>      <C>     <C>      <C>      <C>     <C>     <C>      <C>      <C>

  Revenues   $1,873   $2,445   $17,923 $14,285  $1,285   $ 967   $3,499  $2,870   $24,580  $20,567
  Direct
    Costs     1,336    1,726    11,801   9,619     797     593    2,381   2,052    16,315   13,990
              -----    -----    ------  ------   -----   -----    -----   -----    ------   ------
  Gross
    Margin      537      719     6,122   4,666     488     374    1,118     818     8,265    6,577

  Operating
    Expenses    338      387     2,818   2,418     382     343      796     834     4,334    3,982
              -----    -----    ------  ------   -----   -----    -----   -----    ------   ------
  Operating
    income
    (loss)      199      332     3,304   2,248     106      31      322     (16)    3,931    2,595

   Net Income
    (loss)   $  199   $  332    $3,304  $2,284   $ 106    $ 31   $  322   $ (16)  $ 3,931   $2,595
              =====    =====    ======  ======   =====   =====    =====   =====    ======   ======
   Total
    Assets   $2,079   $2,122    $4,073  $5,233  $1,279    $689   $1,386  $1,518    $8,817  $ 9,561
              =====    =====    ======  ======   =====   =====    =====   =====    ======   ======
</TABLE>
<PAGE>
   Reconciliation of segments'  operating income to  the consolidated  net
   gain (loss) is as follows:
                                             2000       1999
                                            ------     ------
   Segments' operating income              $ 3,931    $ 2,595
   Less:
        Income tax expense                     546         87
        Corporate overhead expense           2,552      2,140
                                            ------     ------
   Net income (loss)                       $   833    $   368
                                            ======     ======

   Reconciliation of segments' total assets to consolidated net assets
   is as follows:

   Segments Total Assets                   $ 8,817    $ 9,561

   Plus:
   Corporate/support entities' total assets  2,602      1,252
                                            ------     ------
        Total Assets                       $11,419    $10,813
                                            ======     ======


   Client  Service  Revenue:   Revenues   derived  from  services  to  the
   Company's clients for the nine  months  ended March  31, 2000  grew  to
   approximately $24.6 Million reflecting an increase of $4.0  Million  or
   16% over the first three quarters of fiscal 1999.

   Approximately $22.1 Million, or 90%, of the Company's revenues for  the
   first  nine  months of fiscal 2000 were derived from contracts pursuant
   to which the Company provides custodial  services  to clients in  their
   homes.  For  the  same  quarters  of  fiscal  1999,  contract  services
   represented $18.1 Million or 88% of total revenues. Approximately  $2.5
   Million, or  10%,  of  the Company's  2000  revenue  was  derived  from
   commercial payors, institutional staffing arrangements, and private pay
   arrangements as compared to $2.5 Million or 12% for the same quarter of
   1999.

   A comparison of the  first nine months of  fiscal 2000 as contrasted to
   the same period in  fiscal 1999, by state,  shows the greatest  revenue
   growth  ($318,000  or 33%)  in Missouri,  followed  by  Illinois  ($3.6
   million or  25%) and  Mississippi  ($629,000 or 22%). Alabama  revenues
   declined by $572,000  or 23%  from 1999 to  2000 due  to the  Company's
   decision to consolidate offices and/or de-emphasize services in certain
   rural markets.

   Approximately 82% ($3.3  Million)of the fiscal  2000 growth in  revenue
   was  derived  from  services  provided  to  clients  of  the   Illinois
   Department on Aging ("IDOA"). Services  to  IDOA client amounted to 65%
   of  consolidated  revenues  for  the  nine  months ended March 31, 2000
   versus 63% for the same period last year.  The Company realized, as  of
   July 1, 1999, a  7.8% rate increase for  all services provided to  IDOA
   clients.
<PAGE>
   Direct Costs of Providing Services: Direct costs of providing  services
   to clients, comprised entirely  of wages and  related expenses paid  to
   field staff members, were $16.3 Million  (66% of revenues) for the nine
   months ended March 31, 2000 versus $14.0 Million (68% of revenues)  for
   the same period one year earlier. The increase of $2.3 Million (17%) is
   attributable entirely  to the  increase in  service volume  during  the
   quarter.  A  comparison of  direct costs by  segment shows  that, as  a
   percentage of revenues, Illinois direct costs  were 66% of revenues  as
   compared to 67% for  the same period one  year earlier. Alabama  direct
   costs  were  71%  for 2000  compared to 71%  for the corresponding nine
   month period in 1999.  Missouri  direct costs  were 62% of revenues for
   the  nine  months  ended  March 31, 2000 versus 61% of revenues for the
   same nine month period one year earlier.  Mississippi direct costs were
   68% of  revenues  for  2000  versus  71% for the same three quarters in
   fiscal 1999.

   The  gross margin on services grew by approximately 1.7 million in 2000
   and reached $8.3 Million as compared to $6.6 Million  for the same nine
   months in  fiscal  1999.  Gross  margin contributions by  state include
   $6.1  Million  for Illinois  (compared to $4.7 for the same nine months
   last year), $537,000 for Alabama (as compared  to $719,000 for the same
   period last  year),  $488,000 for Missouri (as compared to $374,000 for
   the  same  period  last  year)  and  $1.1  million  for Mississippi (as
   compared to $818,000 for the same period last year).

   Selling, General and Administrative  Expense: Overall selling,  general
   and administrative expenses were $4.3 Million for the nine month period
   ended March 31, 2000 versus $4.0 million for the same period last year.

   Selling, general and  administrative expense for  the nine months ended
   March  31,  2000  represented  28% of  revenues as compared  to 29%  of
   revenues for the same nine  month period  in  fiscal 1999.  The pre-tax
   income  contribution  for  fiscal  2000  was $1,379,000  versus pre-tax
   income of $583,000 on continuing operations for  the same  nine  months
   last year.

   Administrative  salaries  and   benefits  associated  with   operations
   increased  by  $350,000  for  the nine  months  to  $3,484,000   versus
   $3,135,000  for  the  same  period  one  year  earlier.   The  increase
   is  primarily  attributable  to  increase  in management salary expense
   associated with the growth in the business.

   Professional fees and insurance expenses  grew by $488,000 to  $882,000
   during the nine months due to  higher insurance premiums as a result of
   increased  business,  and  fees associated with accounting and computer
   programming  personel in order to  restructure the  finance department.
   Occupancy expenses  increased  from  $784,000  to $795,000  due  to the
   opening of a new location. Travel and entertainment expenses  increased
   by $12,000 during the first nine months of 2000, moving from  $161,000,
   to $173,000  with the bulk of the increase attributable to increases in
   regional travel  expenses.   Bad  debt expenses  increased by  $181,000
   from $305,000 to 486,000 due to service volume increases which form the
   basis for calculation of bad debt  expense reserves.  Depreciation  and
   amortization expense increased by $1000 to $70,000 for the nine months.
<PAGE>
   With respect to the Company's identified segments, Illinois  operations
   experienced a  $400,000  increase  in  overall operating expenses which
   grew from $2,418,000 to $2,818,000 for the nine months  ended March 31,
   2000.  The entirety of  the growth is due  to service volume growth  in
   established locations.  Alabama operating expenses decreased by $49,000
   from  1999  to  2000 due  to the continued  reduction in  office staff.
   Missouri  operating  expenses  increased  by $39,000 in the first  nine
   months  of  2000  due  to the opening  of a  new  office.   Mississippi
   operating expenses decreased by $38,000  to $796,000  during  the first
   nine  months  of  2000  reflecting the closure of low volume offices in
   that state.

   Earnings:  Net income  of $833,000 for the nine months ended March  31,
   2000  compares to  a net income  of  $368,000  for  the same nine month
   period  last  year.  Earnings  per share of  common stock were $.45 and
   $.20  for  the  nine month periods, respectively.  The EPS  calculation
   is  based on  the  computational  guidelines  for  earnings  per  share
   information  contained  in the FASB  Statement  of Financial Accounting
   Standards  No.  128, "Earning  Per  Share."  The  Company has 1,869,375
   shares of  Common  Stock outstanding and 1,710,000 Warrants outstanding
   as a result of its initial public offering.

   LIQUIDITY AND CAPITAL RESOURCES:
   The Company's  basic  cash  requirements are  for  operating  expenses,
   generally comprised of labor, occupancy and administrative costs.   The
   Company relied  in fiscal  2000 on  approximately $1.6  Million of  new
   borrowings under its existing credit facility to augment cash flow from
   operations  for  business  expansion.    The  Company's  secured   debt
   obligations  total  approximately   $1,352,000  as   of March 31, 2000.
   Total  working  capital was  at $800,000  as  of  March 31, 2000 versus
   $1.7 million as of the same date in 1999.

   Cash provided  by  operations  in fiscal  2000  was  $3,748,000  versus
   362,000 for the same quarter in fiscal 1999.

   The Company had approximately $817,000 of  cash on hand as of March 31,
   2000  as contrasted  to $967,000  of  cash on  hand  at March 31, 1999.
   Based  on  the  Company's   operating  projections,  cash   flows  from
   established operations should be sufficient to  fund existing  business
   locations during the remainder of the fiscal year.

   The Company  presently  has  1,638,750  Warrants  outstanding  with  an
   exercise price of  $6.00.  The  Warrants can be  exercised at any  time
   prior to December 5, 2000 and  can be called anytime after December  5,
   1996 provided the closing price of the Company's Common Stock is  equal
   to or greater than $9.00 for ten consecutive trading days.  The Company
   could realize a maximum of approximately $9.8 Million from the exercise
   of its Warrants. There can be  no assurance, however, that the  closing
   price of the Company's  common stock will reach  a level sufficient  to
   precipitate exercise of  the Warrants.  As of the close of  business on
   May 8, 2000, the closing price of the Common Stock on  the OTC/BB Stock
   Market was $1.43.

<PAGE>
   PART II.  OTHER INFORMATION

   ITEM 1.   LEGAL PROCEEDINGS

   The Company is not a party  to any legal proceedings which it  believes
   may have  a  materially  adverse  effect  on  the  Company's  financial
   condition or results of operations.


   ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

     None.


   ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.

     None.


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

     None.


   ITEM 5.   OTHER INFORMATION.

     None.


   ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.

     None.

<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.


               HELP AT HOME, INC.

               Registrant


               Date:          May 9, 2000        /s/ Louis Goldstein
                                                 ------------------------
                                                  Louis Goldstein
                                                  Chairman/CEO

               Date:          May 9, 2000        /s/ Joel Davis
                                                 ------------------------
                                                  Joel Davis
                                                  Chief Operating Officer