SECURITIES AND EXCHANGE COMMISSION
                    Washington, DC 20549
                              
                        FORM 10-KSB/A
                              
        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
           OF THE SECURITIES EXCHANGE ACT OF 1934
                              
         For the Fiscal Year Ended December 31, 1998
                              
               Commission File Number: 1-13760
                              
                THE NETWORK CONNECTION, INC.
                              
                    1324 Union Hill Road
                  Alpharetta, Georgia 30201
                       (770-751-0889)
                              
    A Georgia Corporation IRS Employer ID No. 58-1712432
                              
 Securities registered pursuant to Section 12(b) of the Act:
                              
  Common Stock, $.001 par value per share Registered on The
                     Nasdaq Stock Market
                              
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(b) of
the Securities Exchange Act of 1934 during the preceding 12
months, and (2) has been subject to such filing requirements
for the past 90 days.   Yes [X]  No [   ]


Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this
Form 10-KSB or any amendment of this Form 10-KSB.   [    ]


The aggregate market value of the voting and non-voting
common equity held by non-affiliates of the registrant,
based on the closing sale price of the Common Stock on April
15, 1999, in the over-the-counter market as reported by The
Nasdaq SmallCap Market tier of The Nasdaq Stock Market, was
approximately $12.7 million.  Shares of Common Stock held by
each officer and director and by each person who owns 5% or
more of the outstanding Common Stock have been excluded in
that such persons may be deemed to be affiliates.  This
determination of affiliate status is not necessarily a
conclusive determination for other purposes.

As of April 15, 1999, the registrant had outstanding
5,179,646 shares of its Common Stock.

             DOCUMENTS INCORPORATED BY REFERENCE

                            None
This filing amends the Report on Form 10-KSB for the fiscal
year ended December 31, 1998, filed on April 15, 1999, by
adding Part III which was omitted from the original filing.
                          PART III
                              
Item  9.    Directors and Executive Officers of the
Registrant

    The following table sets forth information with respect
to directors, executive officers and
key employees of the Company as of April 30, 1999.

          Name            Age                Position
Wilbur Riner(1)(2)(3)(4)   71    Chief Executive Officer and
                                 Chairman of the Board of
                                 Directors since 1986; President
                                 since 1997
     James Riner(3)        34    Vice President - Research and
                                 Development and Engineering;
                                 Director since 1986 
     Bryan Carr(3)         44    Vice President-Finance; Chief
                                 Financial Officer; Chief
                                 Operating Officer; Treasurer;
                                 Director since 1996

(1) Member of the Employee Stock Option Committee.

(2) Member of the Audit Committee.

(3) Member of the Director Stock Option Committee.

(4) Member of the Compensation Committee.

    Wilbur  Riner - Chairman, President and Chief  Executive
Officer.  Mr.  Riner co-founded the Company  with  his  son,
James  Riner, in 1986, at which time he became Chairman  and
Chief  Executive Officer. He is responsible for the  overall
direction of the Company and its operating divisions.  Prior
to joining the Company, from 1984 to 1986, Mr. Riner was the
CEO  of  Asher  Technologies, which was  a  manufacturer  of
telecommunications products. Prior to that,  Mr.  Riner  had
served   as  Executive  Vice  President  for  OKI  Telecom's
operations in the United States (1981-1984), Vice  President
/United States Sales and Marketing for Mitel Corp. (1979  to
1981), and General Manager of ITT North Microsystems for ITT
Telecommunication (1975 to 1979). In all of these positions,
Mr.    Riner    has   combined   technical   expertise    in
telecommunications  engineering  with  sales  and  marketing
business acumen.  Mr. Riner is the husband of Barbara  Riner
and the father of James Riner.

    James Riner-Vice President-Research and Development  and
Engineering,  Secretary and Director. Mr.  Riner  co-founded
the  Company  in  1986, joining the Company on  a  full-time
basis  as  Vice  President - Engineering  and  Research  and
Development,  Secretary  and  Treasurer  in  1987.  In  that
capacity   he  is  responsible  for  all  product  technical
support,  as well as all new product development. Mr.  Riner
co-developed  the  Company's  TRIUMPH  family  of   servers,
including the TRAC asymmetric I/0 processor to provide  RAID
level  protection  (1992). Mr. Riner is the  son  of  Wilbur
Riner and the stepson of Barbara Riner.

    Bryan   Carr-Vice  President-Finance,  Chief   Financial
Officer,  Chief Operating Officer, Treasurer  and  Director.
Mr.  Carr joined the Company in July 1995 as Chief Financial
Officer  and  was  appointed Vice  President  -  Finance  in
November  1995.  Mr. Carr was appointed a  director  of  the
Company  in  April  of 1996, Treasurer  of  the  Company  in
November  of 1996 and Chief Operating Officer in  August  of
1997.  He is responsible for the Company's overall financial
and operational management and policy making and conduct  of
the  Company's relationship with creditors, shareholders and
the  financial community. Prior to joining the Company, from
1988   to   1995,   Mr.  Carr  was  Director   of   Business
Administration  for  LXE, Inc., a public  company  providing
wireless  data communications products worldwide. From  1981
to  1988  he  was Controller for UTL Corporation,  a  public
company   providing  advanced  communications  systems   for
Government   and  commercial  applications  internationally.
Prior  to  1981  he  was  a senior auditor  with  Coopers  &
Lybrand.

Director's Terms

    The  Company has a classified Board of Directors. Messr.
James  Riner currently serves as director under a three-year
term  ending  at  the  date of the 2001  Annual  Meeting  of
Shareholders. Messrs. Wilbur Riner and Bryan Carr currently
serve as directors under three-year terms ending at the date
of the 1999 Annual Meeting of Shareholders.

Compliance with Section 16(a) of the Securities Exchange Act

    Section  16(a) of the Securities Exchange  Act  of  1934
requires  the Company's directors and officers, and  persons
who  own  beneficially more than ten percent  (10%)  of  the
Common  Stock  of the Company, to file reports of  ownership
and  changes  of ownership with the Securities and  Exchange
Commission.  Copies  of  all  reports  are  required  to  be
furnished  to  the Company pursuant to Section 16(a).  Based
solely on the reports received by the Company and on written
representations from reporting persons, the Company believes
that  persons subject to the reporting requirements complied
with all applicable Section 16(a) filing requirements during
the fiscal year ended December 31, 1998.

                          PART III

Item 10.    Executive Compensation

     The following table sets forth certain information, for
the  years  ended  December 31, 1998, 1997  and  1996,  with
respect  to  compensation paid or accrued by the Company  to
the  Company's Chief Executive Officer and to  each  of  the
most  highly  compensated  other  executive  officers  whose
combined  salary  and bonus compensation for  1998  exceeded
$100,000.

                 SUMMARY COMPENSATION TABLE
                       Annual Compensation
Long Term

Compensation

                                                  Securities
    Name and                             Other    Underlying
    Principal     Yea   Salary   Bonu   Annual   Options/SAR
    Position       r              s    Compensat    s (#)
                                          ion
                                                 
Wilbur Riner,     199   $156,00  -0-   $22,900(1      100,000
Chairman,          8          0  -0-           )             
President and     199   104,322  -0-   23,400(1)      100,000
Chief Executive    7    101,414        24,375(1)       20,000
Officer           199
                   6
                                                       
Bryan Carr, Vice  199   $120,00  -0-   $10,501(1       50,000
President -        8          0  -0-           )       80,000
Finance and Chief 199   101,667  -0-   30,171(1)       99,000
Financial Officer  7     95,625        18,888(1)
                  199
                   6

 (1)  Consists of the following:

                            Automobile                       
                             Allowance Commissio        Total
                                              ns
Wilbur Riner - 1998                                   $22,900
                                $5,400   $17,500
Wilbur Riner - 1997              5,400    18,000       23,400
Wilbur Riner - 1996              5,625    18,750       24,375

Bryan Carr - 1998               $4,800   $10,501             
                                                      $15,301
Bryan Carr - 1997                5,000                       
                                          25,171       30,171
Bryan Carr - 1996                4,800    14,088             
                                                       18,888


    Mr. Riner and Mr. Carr, from time to time, provided
significant assistance to the Company's sales and marketing
staff in effecting sales of the Company's products, for
which sales they received commission compensation.


Option/SAR Grants in Last Fiscal Year

    The  following table sets forth certain information with
respect   to   individual  grants  of  stock   options   and
freestanding SARs made to the named executive officer during
the year ended December 31, 1998.

                      Individual Grants

                          % of Total                  
             Number of      Options/                  
            Securities          SARs  Exercise        
            Underlying    Granted to   of Base        
              Options/     Employees     Price Expirat
  Name            SARs     in Fiscal    ($/Sh)     ion
               Granted          Year              Date
Wilbur         100,000         27.4%     $2.00 9/10/08
Riner
Bryan           50,000         13.7%     $2.00 9/10/08
Carr

Aggregated Option/SAR Exercises in Last Fiscal Year and
FY-End Option/SAR Values

    The following table sets forth certain information with
respect to the exercise of stock options and freestanding
SARs by each of the named executive officers during the last
completed fiscal year, and the fiscal year-end value of
unexercised options and SARs for the last completed fiscal
year.

                                       Number of           
                                       Securities          
                                       Underlying      Value of
                                      Unexercised    Unexercised
                                      Options/SARs  In -the-Money
             Shares        Value     at FY-End (#)   Options/SARs
           Acquired on   Realized     Exercisable/      at FY-
  Name    Exercise (#)       ($)     Unexercisable     End ($)
                                                     Exercisable/
                                                    Unexercisable
                                                    
Wilbur       38,100       $39,429    21,900/81,900  $14,875/$62,50
Riner                                                     0
Bryan          -0-          -0-      132,000/197,00 $31,250/$62,50
Carr                                       0              0

Compensation of Directors

    Directors  who are employees of the Company  receive  no
remuneration for their service as directors of the  Company.
Pursuant  to the Company's 1995 Stock Option Plan  for  Non-
Employee Directors, directors who are not employees  of  the
Company  receive  for  their services,  on  the  date  first
elected  as  a  member of the Board and on each  anniversary
thereafter  if  they  continue to  serve  on  the  Board  of
Directors, an automatically granted option to acquire  5,000
shares  of  the  Company's common stock at its  fair  market
value  on the date of grant; such options become exercisable
in two equal annual installments if the individual continues
at  that  time to serve as a director, and once  exercisable
remain  so until the fifth anniversary of the date of grant.
The  Company  reimburses directors for  travel  and  lodging
expenses,  if  any, in connection with attendance  at  Board
meetings.
Employment and Consulting Arrangements

    All of the Company's executive officers are employed
under contracts approved by the Board of Directors.

    Wilbur  L.  Riner serves as Chief Executive Officer  and
President  of  the  Company  pursuant  to  the  terms  of  a
three-year  employment agreement that terminates on  October
31, 2001. Mr. Riner receives a minimum annual base salary of
$156,000 per year. The employment agreement provides  for  a
severance payment in the event of termination due to certain
events; including a change-in-control or the disposition  of
substantially  all  of  the business and/or  assets  of  the
Company  and any event which has the effect of significantly
reducing the duties or authority of Mr. Riner. The severance
payment amount would equal the greater of the present  value
of  his base annual salary for one year or the remainder  of
his term. The employment agreement also provides for payment
of bonuses and for such other fringe benefits as are paid to
other   executive  officers  of  the  Company.  Such  fringe
benefits take the form of medical coverage and an automobile
expense allowance of $450 per month, the aggregate value  of
which is estimated at approximately $5,400 per year.

    James E. Riner serves as Vice President of Research  and
Development  and Engineering and Secretary  of  the  Company
pursuant  to the terms of a three-year employment  agreement
that  terminates on October 31, 2001. Mr. Riner  receives  a
minimum  annual  base  salary  of  $86,790  per  year.   The
employment agreement provides for a severance payment in the
event  of  termination due to certain  events;  including  a
change-in-control or the disposition of substantially all of
the  business  and/or assets of the Company  and  any  event
which has the effect of significantly reducing the duties or
authority  of Mr. Riner. The severance payment amount  would
equal  the  greater of the present value of his base  annual
salary  for  one  year or the remainder  of  his  term.  The
employment  agreement also provides for payment  of  bonuses
and  for  such  other fringe benefits as are paid  to  other
executive officers of the Company. Such fringe benefits take
the  form  of  medical  coverage and an  automobile  expense
allowance of $300 per month, the aggregate value of which is
estimated at approximately $3,600 per year.

     Bryan   Carr  serves  as  Vice  President  -   Finance,
Treasurer,  Chief  Financial  Officer  and  Chief  Operating
Officer  of  the  Company  pursuant  to  the  terms  of   an
employment  agreement that terminates on October  31,  2001.
Mr.  Carr  receives a minimum annual base salary of $120,000
per  year. Mr. Carr also receives commissions of .5% for net
sales  that  exceed  $500,000 in  any  calendar  month.  The
employment agreement provides for a severance payment in the
event  of  termination due to certain  events;  including  a
change-in-control or the disposition of substantially all of
the  business  and/or assets of the Company  and  any  event
which has the effect of significantly reducing the duties or
authority  of  Mr. Carr. The severance payment amount  would
equal  the greater of, the present value of his base  annual
salary  for  one  year or the remainder  of  his  term.  The
employment  agreement also provides for payment  of  bonuses
and  for  such  other fringe benefits as are paid  to  other
executive  officers  of the Company.  Such  fringe  benefits
take  the form of medical coverage and an automobile expense
allowance of $400 per month, the aggregate value of which is
estimated at approximately $4,800 per year.

Item 11.    Security Ownership of Certain Beneficial Owners
and Management

      The  following  table sets forth  certain  information
concerning shares of the Company's Common Stock beneficially
owned  as  of April 30, 1999 by the Company's directors  and
named  officers, and as of December 31, 1998 by persons  who
beneficially own more than 5% of the Common Stock. Except as
otherwise indicated, the named person has sole voting  power
and sole investment power of the securities.

 Name and Address of Beneficial Owner            Numbe Perce
                                                   r    nt
                                                Shares
                                                Benefi
                                                cially
                                                Owned
Wilbur Riner (2)(3)                              21,90     *
                                                     0
Barbara Riner (2)(4)                             514,5   9.8
                                                    43
James Riner (2)(5)                               31,94     *
                                                     8
Bryan Carr (2)(6)                                166,0   3.1
                                                    00
Officers and Directors as a Group                734,3  14.0
(3 Persons) (7)                                     91


(1)   As  used  herein, the term beneficial  ownership  with
respect  to  a security is defined by Rule 13d-3  under  the
Securities  Exchange Act of 1934 as consisting  of  sole  or
shared  voting power (including the power to vote or  direct
the  vote) and/or sole or shared investment power (including
the  power  to  dispose or direct the disposition  of)  with
respect  to  the security through any contract, arrangement,
understanding, relationship or otherwise, including a  right
to  acquire such power(s) within 60 days of April 30,  1999.
Unless  otherwise  noted, beneficial ownership  consists  of
sole ownership, voting and investment power with respect  to
all shares shown as beneficially owned by them.

(2)  The business address for the named person is 1324 Union
Hill Road, Alpharetta, Georgia 30004.

(3)   Does not include 490,120 shares held by Barbara Riner,
the  wife  of  Wilbur Riner. Also does not  include  options
exercisable  to purchase an aggregate of 24,443 shares  held
by  Barbara  Riner. Mr. Riner has disclaimed all  beneficial
interest  in  the shares held by his wife. Includes  options
currently  exercisable  to  acquire  21,900  shares  of  the
Company's common stock.

(4)   Includes  options  currently  exercisable  to  acquire
24,443  shares. Barbara Riner is the wife of  Wilbur  Riner.
Does  not  include options to acquire 21,900 shares  of  the
Company's  common stock held by Wilbur Riner. Ms. Riner  has
disclaimed  beneficial interest in the shares  held  by  her
husband.

(5)   Includes  options  currently  exercisable  to  acquire
31,948 shares of the Company's common stock.

(6)   Includes  options  currently  exercisable  to  acquire
132,000 shares of the Company's common stock.

(7)   Includes  options,  which are exercisable  to  acquire
  178,848 shares of the Company's common stock by officers and
  directors of the Company.

*    Less than 1%.


Certain Relationships and Related Transactions

None
                         SIGNATURES



      Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Registrant has duly
caused  this  report  to be signed  on  its  behalf  by  the
undersigned   hereto  duly  authorized,  in  the   city   of
Alpharetta, State of Georgia.


                              THE NETWORK CONNECTION, INC.




Dated:  April 30, 1999                  By: /s/ Wilbur R.
Riner___________________
                                   Wilbur L. Riner
                                   Chairman and Chief
Executive Officer


Pursuant to the requirements of the Securities Exchange Act
of 1934, this Report has been signed below by the following
persons on behalf of the Registrant and in the capacities
and on the dates indicated.


Signature                Title
Date


/s/ Wilbur L. Riner________________     Chairman, Chief
Executive Officer        April 30, 1999
Wilbur L. Riner                    and Director


/s/ Bryan R. Carr_________________ Vice President - Finance,
Chief Financial     April 30, 1999
Bryan R. Carr                 and Principal Accounting
Officer and
                         Director

/s/ James E. Riner________________ Vice President -
Engineering, Secretary   April 30, 1999
James E. Riner                and Director