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 September 30, 1998
                     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, 1,869,375 shares outstanding
                        as of November 9, 1998

Transitional Small Business Disclosure Format: Yes   No [X]
<PAGE>
                           Help at Home, Inc.

                                 Index

PART I.        FINANCIAL INFORMATION

ITEM 1.        FINANCIAL STATEMENTS

               Consolidated Balance Sheets at
               June 30, 1998 and September 30, 1998              3

               Consolidated Statements of Income
               for the three month periods ended 
               September 30, 1997 and 1998                       4

               Consolidated Statements of Cash Flows
               for the three month periods ended                 5
               September 30, 1997 and 1998

               Notes to the Consolidated Financial Statements    6

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 THE RIGHTS OF THE COMPANY'S 
               SECURITY HOLDERS                                 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
                                        September 30       June 30
                                            1998            1998
                                         (Unaudited)      (Audited)
                                Assets
<S>                                     <C>            <C>
Current Assets:
     Cash and cash equivalents          $   753,518    $   412,012
     Accounts receivable (net of allowance
        for doubtful accounts of $665,000
        and $560,000, respectively)       6,883,224      6,789,224
     Prepaid expenses and other             124,750        154,163
     Federal income tax receivable          494,667        436,583
     Deferred income taxes - current        211,103        335,283
                                        -----------    -----------
          Total Current Assets            8,467,262      8,127,265
Furniture and equipment, net                199,803        203,703
Due from officer                            136,699        133,668
Other assets                                 88,275         88,275
                                        -----------    -----------
          Total Assets                  $ 8,892,039    $ 8,552,911
                                        ===========    ===========

                 Liabilities and Stockholders' Equity
Current Liabilities:
     Accounts payable                   $   874,245    $   841,511
     Accrued expenses                     2,097,370      1,858,821
     Due to third party payors              713,269        713,269
     Current maturities of long-term debt 2,917,988      2,919,969
     Deferred income taxes - current        107,880        152,600
                                        -----------    -----------
          Total Current Liabilities       6,710,752      6,486,170
Deferred income taxes - noncurrent          174,463        158,600
Long-term debt, less current portion            843          2,793
                                        -----------    -----------
          Total Liabilities               6,886,058      6,647,563

                         Stockholders' Equity                    
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                    37,388         37,388
Additional paid in capital                3,694,406      3,694,406
Retained deficit                         (1,725,813)    (1,826,446)
                                        -----------    -----------
          Total Stockholders' Equity      2,005,981      1,905,348

          Total Liabilities and
             Stockholders' Equity       $ 8,892,039    $ 8,552,911
                                        ===========    ===========
</TABLE>
   The accompanying notes to these consolidated financial statements
                     are an integral part hereof.
<PAGE>
<TABLE>
                          HELP AT HOME, INC.
                   Consolidated Statements of Income
                              (Unaudited)

                                   Three Months Ended September 30
                                       1998            1997
<S>                                <C>            <C>
Service fees                       $ 6,659,133    $ 5,394,001

Direct costs of services             4,554,330      3,813,683
                                   -----------    -----------

Gross margin                         2,104,803      1,580,318

Selling, general and 
   administrative expenses           1,966,929      1,928,266
                                   -----------    -----------

Income (loss) from continuing
   operations before income taxes      137,874       (347,948)

Income tax expense (benefit)            37,239       (112,853)
                                   -----------    -----------
Income (loss) from continuing 
   operations                          100,635       (235,095)

Discontinued operations:
   Income from operations of
      Medicare agencies (less
      applicable income tax
      expense of $9,560 in
      1997)                                  -         20,315

                                   -----------    -----------
Net Income (loss)                  $   100,635    $  (214,780)
                                   ===========    ===========

Basic and Diluted Income (Loss) 
     Per Share:

Income (loss) from continuing
     operations                    $       .05    $      (.12)
Income from discontinued 
     operations                              -            .01
                                   -----------    -----------
Net Income (loss) per share        $       .05    $      (.11)
                                   ===========    ===========
Weighted average number of
     common shares                   1,869,375      1,869,375
</TABLE>
   The accompanying notes to these consolidated financial statements
                     are an integral part hereof.
<PAGE>
<TABLE>

                          HELP AT HOME, INC.
                 Statement of Consolidated Cash Flows
                              (Unaudited)
                                   Three Months Ended September 30

                                               1998           1997
<S>                                        <C>           <C>
Cash flows from operating activities:
     Net income (loss)                     $   100,635   $ (214,780)                                          
     Noncash changes in net loss
        Depreciation                            24,476       36,207   
        Amortization                              -          34,076
        Deferred income taxes                  (25,331)     (80,202)
     Changes in:
        Accounts receivable                    (94,000)    (564,513)
        Prepaid expenses and other              29,413      (84,575)
        Accounts payable                        32,734      115,376
        Other current liabilities              238,547      197,615
        Due to third party payors                    -      125,000
        Current income taxes                    62,570      (34,510)
                                           -----------   ----------
     Net cash provided by (used in)
        operating activities                   369,044     (470,306)   

Cash flows from investing activities:
     Acquisition of property                   (20,576)     (27,387)
     (Increase) in shareholder loan             (3,031)      (3,410)
                                           -----------   ----------
     Net cash used in investing activities     (23,607)     (30,797)

Cash flows from financing activities:
     Proceeds from long-term debt                    -      100,000
     Repayment of long-term debt                (3,931)     (16,519)
                                           -----------  -----------
     Net cash (used in) provided by 
        financing activities                    (3,931)      83,481
                                           -----------  -----------
Net increase (decrease) in cash and
   cash equivalents                            341,506     (417,622)

Cash and cash equivalents:
     Beginning of period                       412,012      870,634
                                           -----------   ----------
     End of period                         $   753,518   $  453,012
                                           ===========   ==========
Supplemental disclosure of noncash investing
   and financing activities:
     Cash payments for:
          Interest                         $   172,603   $   12,199
          Income taxes                               -       11,400
</TABLE>
     The accompanying notes to these financial statements are an 
                         integral part hereof.
<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, 1998 (1998 Form 10-
KSB).  The following Notes to the Unaudited Consolidated Financial
Statements highlight significant changes to the Notes included in the
1998 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

Effective December 30, 1997, the Company entered into a one-year
revolving credit agreement with Harris Trust and Savings Bank (Harris
Bank), Chicago, IL.  The credit facility, collateralized by the
entirety of the Company's accounts receivable together with the
capital stock of the Company's subsidiaries (other than Homemakers of
Montgomery, Inc.) had a maximum allowable loan limit of $3.5 Million
or 75% of eligible accounts receivable, whichever was less. An October
1998 transaction through which the Company sold certain assets of
Homemakers of Montgomery, Inc. for $350,000 operated to reduce the
maximum allowable loan limit to $3,150,000.  The Company utilized 100%
of the proceeds of the Homemakers of Montgomery transaction to reduce
its indebtedness under the credit facility as of October 9, 1998. 

Pursuant to the terms of the credit facility, the Company must, during
the life of the loan maintain defined tangible net worth of at least
$2,265,000 and a defined current ratio of no less than 1.25:1.  As of
June 30, 1998 the Company was in technical default relative to
maintenance of both financial ratios. The Company's lender declined to
waive the technical defaults, but agreed to a standstill agreement
through November 30, 1998.  As of September 30, 1998 the Company
remained in technical default with a (defined) current ratio of 1.24:1
and tangible net worth of approximately $2,006,000.  The Company is
continuing to work toward finalization of a replacement credit
facility.

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.
<PAGE>
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 employment agreements with the Chief
Operating and Chief Financial Officers.  In the event of a change in
control the maximum aggregate salary commitment for these employees
would be approximately $900,000.

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.
<PAGE>
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 35
locations in Illinois, Missouri, Indiana, Alabama, Arkansas and
Mississippi.  The Company derives a significant portion of its
revenues from 20 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.  

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 asurance 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 first quarter of
its 1999 fiscal year which will end on June 30, 1999.  References
herein to the first quarter of 1999 are specifically intended to
relate to the quarter ended September 30, 1998, while references to
the first quarter of 1998 are specifically intended to relate to the
quarter ended September 30, 1997.
<PAGE>
THREE MONTHS ENDED SEPTEMBER 30, 1998 COMPARED TO THE THREE MONTHS
ENDED SEPTEMBER 30, 1997:

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
             1998   1997       1998     1997     1998    1997    1998    1997    1998     1997
<S>       <C>      <C>       <C>      <C>      <C>      <C>     <C>     <C>     <C>      <C>
Revenues  $  884   $ 968     $4,576   $3,629   $  311   $ 193   $ 888   $ 605   $6,659   $5,394 
Direct
 Costs       665     870      3,062    2,426      182     121     645     397    4,554    3,814
           -----   -----     ------   ------    -----   -----   -----   -----   ------   ------
Gross
 Margin      219      98      1,514    1,203      129      72     243     207    2,105    1,581

Operating
 Expenses    137     235        801      734      112      54     282     266    1,332    1,289
           -----    -----     ------   ------    -----   -----   -----   -----   ------   ------
Operating
 income
 (loss)      82     (137)       713      469       17      18     (39)    (58)     773      292

Discontinued
 Operations:
 Gain (loss)
  from ops             48                (12)              (7)                               29
           -----    -----     ------   ------   -----   -----   -----   -----   ------   ------
Net Gain
 (loss)  $   82   $  (89)    $  713   $  457   $   17   $  11   $ (39)  $ (58)  $  773   $  321
          =====    =====     ======   ======    =====   =====    =====   =====   ======   ======
Total
 Assets  $1,436   $3,250     $3,444   $3,760   $1,568   $ 115   $1,316  $1,552  $7,764   $8,677
          ======   ======    ======   ======   ======    ====   ======   =====  ======   ======
</TABLE>
Reconciliation of segments' operating income to the consolidated net gain
 (loss) is as follows:

                                                1998           1997
Segments' operating income                    $  773           $  321

Less:
     Income tax expense                           37             (103)
     Corporate overhead expense                  635              639
                                              ------           ------
Net income (loss)                             $  101          $  (215)
                                              ======           ======
<PAGE>
Reconciliation of segments' total assets to consolidated net assets is
 as follows:

Segments Total Assets                         $7,764          $8,677

  Corporate/support entities' total assets     1,128           1,162
                                              ------          ------
Total Assets                                  $8,892          $9,839
                                              ======          ======
            
Client Service Revenue: Revenues derived from services to the Company's clients
for the three months ended September 30, 1998 grew to approximately $6.7 Million
reflecting an increase of $1.3 Million or 24% over the first quarter of fiscal
1998.

Approximately $5.8 Million, or 88%, of the Company's revenues for the first
quarter of 1999 were derived from contracts pursuant to which the Company
provides custodial services to clients in their homes. For the same quarter of
fiscal 1998, contract services represented $4.7 Million or 86% of total
revenues. Approximately $837,000, or 12%, of the Company's first quarter 1999
revenue was derived from commercial payors, institutional staffing arrangements,
and private pay arrangements as compared to $742,000 or 13% for the same quarter
of 1998.

A comparison of the first quarter of fiscal 1999 as contrasted to the same
period in fiscal 1998, by state, shows the greatest revenue growth ($948,000 or
26%) in Illinois, followed by Mississippi ($283,012 or 47%) and Missouri
($118,274 or 61%).  Alabama revenues declined by $84,000 or 9% from 1998 to 1999
due to the Company's decision to consolidate offices and/or de-emphasize
services in certain rural markets.

Approximately 64% ($803,000)of the fiscal 1999 growth in revenue was derived
from services provided to clients of the Illinois Department on Aging ("IDOA").
Services to IDOA client amounted to 60% of consolidated revenues for both
quarters.  The Company realized, as of July 1, 1998, a 9.5% rate increase for
all services provided to IDOA clients.

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 $4,554,000 (68% of revenues) for the three months ended September
30, 1998 versus $3,814,000 (71% of revenues)for the same quarter one year
earlier. The increase of $741,000 (19%) 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 remained
unchanged at 67% for both quarterly periods. Alabama direct costs were 75% for
the 1999 quarter compared to 90% for the corresponding quarter in 1998.  The 15%
improvement in performance is the direct result of the Company's imposition of a
wage limit for field workers employed in that state.  Missouri direct costs were
59% of revenues for the quarter ended September 30, 1998 versus 63% of revenues
for the same quarter one year earlier with the improvement attributable to
contract rate increases for services to clients of the Missouri Department on
Aging.  Mississippi direct costs were 73% of revenues for the 1999 quarter
versus 66% for the same quarter in fiscal 1998.  The 7% increase is attributable
to higher wage rates for new Mississippi Medicaid Waiver business acquired by
the Company in the fall of 1998.
<PAGE>
The gross margin on services grew by $524,000 in 1999 and reached $2.1 Million
as compared to $1.6 Million for the same quarter in fiscal 1998.  Gross margin
contributions by state include $1,514,000 for Illinois (compared to $1,203,000
for the same quarter last year), $219,000 for Alabama (as compared to $98,000
for the same quarter last year), $129,000 for Missouri (as compared to $72,000
for the same quarter last year) and $243,000 for Mississippi (as compared to
$207,000 for the same quarter last year).

Selling, General and Administrative Expense: Overall selling, general and
administrative expenses grew by $39,000 for the first quarter of 1999 moving
from $1,928,000 in 1998 to $1,967,000.  In general, the entirety of the increase
is related to increased service volume in the Company's Illinois locations
($125,000) which was offset by an $86,000 expense reduction in all other
entities combined.  Expense reductions were the result of a cost
containment/expense reduction campaign begun in the third quarter of fiscal
1998.

Selling, general and administrative expense for the first quarter of fiscal 1999
represented 30% of revenues as compared to 36% of revenues for the same quarter
in fiscal 1998.  The proportionate improvement enabled a pre-tax income
contribution of $138,000 versus a pre-tax loss of $318,000 for the same quarter
last year.

Administrative salaries and benefits decreased by $20,000 for the quarter to
$983,000 versus $1,003,000 for the same period one year earlier.  The decrease
is attributable to corporate support staff expense reductions. Professional fees
and insurance expenses grew by $15,000 to $152,000 during the quarter with the
entirety of the increase attributable to higher insurance premiums due to
expansion.  Occupancy expenses increased from $391,000 to $417,000 with the
entirety of the increase due to new locations in Arkansas, Kansas City and St.
Joseph, Missouri.  Travel and entertainment expenses were reduced by $31,000
during the first quarter of 1998, moving from $90,000 to 59,000, with the
entirety of the decrease attributable to savings in corporate travel expenses. 
Bad debt expenses increased by $21,000 from $79,000 to 100,000 due entirely to
service volume increases which form the basis for calculation of bad debt
expense reserves.  Depreciation and amortization expense decreased by $33,000 to
$21,000 for the quarter largely as a result of the write-off of the Oxford
companies' goodwill as of June 30, 1998.

With respect to the Company's identified segments, Illinois operations
experienced a $66,000 increase in overall operating expenses which grew from
$734,000 to $800,000 quarter to quarter.  The entirety of the growth is due to
expansion in new markets plus service volume growth in established locations. 
Alabama operating expenses decreased by $99,000 from 1998 to 1999 due to the
imposition of cost cutting measures in virtually all of the Alabama offices
during the third quarter of fiscal 1998.  Missouri operating expenses
essentially doubled ($53,000 in 1998 growing to $113,000) in the first quarter
of 1999 compared to the same quarter in 1998 due to the addition of two new
offices in Kansas City and St. Joseph.  Mississippi operating expenses increased
by $16,000 to $282,000 during 1999 reflecting staff additions relative to the
Mississippi Medicaid Waiver Program.

Earnings: Net income of $101,000 in the first quarter of 1999 compares to a net
loss of $215,000 for the same quarter last year.  Earnings per share of common
stock were $.05 and $(.11) 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 1,710,000 Warrants outstanding as a result
of its initial public offering. 
<PAGE>
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
1998 on approximately $1.9 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 $2.9 Million as of
September 30, 1998.  Total long-term debt as of September 30, 1997 totaled
approximately $1.5 Million.  Total working capital stood at $1.6 Million as of
September 30, 1998 versus $2.6 Million as of the same date in 1997.

The Company, as of September 30, 1998, was in technical default relative to two
financial ratios enumerated in the loan agreement for its secured bank debt of
$2.9 Million. At September 30, 1998 the loan agreement required that the
Company's current ratio be maintained at a level of 1.25:1 and tangible net
worth equal at least $2,625,000.  As of September 30, 1998, the current ratio
(as defined in the loan agreement) was 1.22:1 and tangible net worth stood at
$2.0 Million.  The Company's lender has declined to waive the technical defaults
as noted, but has agreed to a standstill agreement effective through November
30, 1998.  The Company, in the meantime, is working to obtain replacement
financing while continuing to work with its existing lender to ensure adequate
time to close a transaction with a new lender.  The Company has also taken steps
to reduce its outstanding indebtedness by applying the entirety of the proceeds
received as a result of the sale of certain assets of Homemakers of Montgomery,
Inc. to a reduction of its loan principal ($350,000). Outstanding indebtedness
as of November 11, 1998 stood at approximately $2.5 Million.  The Company
believes that it will be successful in closing a replacement credit facility by
November 30; however, there can be no assurance as to what action its current
lender will take in the event an alternate financing arrangement is not obtained
as of the expiration of the standstill agreement.

Cash provided by operations in 1999 was $396,000 versus and compares to an
operational cash deficit of $(470,000) for the same quarter in fiscal 1998.  

The Company had approximately $750,000 of cash on hand as of September 30, 1998
as contrasted to $450,000 of cash on hand at September 30, 1997.  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.  Proceeds realized from future sales of discontinued operations may
be used to augment operating cash flows and bolster the Company's overall cash
position.

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, 2005
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
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 November 12,
1998, the closing price of the Common Stock on the NASDAQ Stock Market was
$1.53.

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.
<PAGE>  

ITEM 2.   CHANGES IN THE RIGHTS OF THE COMPANY'S SECURITY HOLDERS

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:          November 12, 1998        /s/ Louis Goldstein      
                                                  Louis Goldstein
                                                  Chairman/CEO

          Date:          November 12, 1998        /s/ Sharon S. Harder
                                                  Sharon S. Harder
                                                  Chief Financial Officer