UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                    FORM 10-Q
(Mark One)
[X]           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended    March 31, 1999  

OR

[ ]           TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________ to _______________________

Commission file number    1-13806    

                             TRANSMEDIA NETWORK INC.
             -----------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                   DELAWARE                               84-6028875
       -------------------------------                ------------------
       (State of other jurisdiction of                (I.R.S. Employer
       incorporation or organization)                 Identification No.)


                 11900 BISCAYNE BOULEVARD, MIAMI, FLORIDA 33181
               --------------------------------------------------
               (Address of principal executive offices) (zip code)

                                  305-892-3300
                         -------------------------------
                         (Registrant's telephone number,
                              including area code)

Indicate by (X) whether the registrant (1) has filed all reports required to be
filed by

Section 13 or 15(d) 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 [ ]

The number of shares outstanding of the issuer's Common Stock, $.02 par value,
as of May 10, 1999: 12,952,709

<PAGE>

                                    I N D E X

                    TRANSMEDIA NETWORK INC. AND SUBSIDIARIES


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


Item 1.    Financial Statements:

           Consolidated Balance Sheets --                       3
           March 31, 1999 (unaudited)
           and September 30, 1998 (audited)

           Consolidated Statements of Income                   4-5
           And Comprehensive Income
           Three and six months ended March 31,
           1999 and 1998 (unaudited)

           Consolidated Statements of Cash Flows--             6-7
           Six months ended March 31,
           1999 and 1998 (unaudited)

           Notes to Unaudited Consolidated                     8-10
           Financial Statements

Item 2.    Management's Discussion and Analysis               11-14
           of Financial Condition and Results of
           Operations

Item 3.    Quantitative and Qualitative Disclosure
           About Market Risk                                  14

PART II. OTHER INFORMATION                                    15-17
--------------------------                                    
SIGNATURE                                                     18

<PAGE>
                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                      March 31, 1999 and September 30, 1998
                                 (in thousands)

<TABLE>
<CAPTION>
                                  ASSETS                                  MARCH 31,    *SEPTEMBER 30,
                                                                            1999            1998
                                                                         -----------   --------------
                                                                         (unaudited)
<S>                                                                        <C>            <C>    
Current assets:
     Cash and cash equivalents                                             $ 2,578        $ 4,632
     Restricted cash                                                         3,177          3,518
     Accounts receivable, net                                                2,528          2,061
     Rights-to-receive, net
        Unrestricted                                                         7,298          7,909
        Securitized and owned by Trust                                      34,192         34,438
     Prepaid expenses and other current assets                               6,632          5,067
                                                                           -------        -------
                   Total current assets                                     56,405         57,625

Securities available for sale, at fair value                                   688          1,267
Equipment held for sale or lease, net                                          842            988
Property and equipment, net                                                  6,662          6,832
Other assets                                                                 1,110          1,142
Restricted deposits and investments                                          1,980          1,980
Excess of cost over net assets acquired and other intangible assets          4,979          4,591
                                                                           -------        -------

                   Total assets                                            $72,666        $74,425
                                                                           =======        =======
                   LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Accounts payable - rights-to-receive                                  $ 4,179        $ 4,181
     Accounts payable - trade                                                3,216          3,348
     Accrued expenses and other                                              2,164          1,507
     Deferred membership fee income                                          3,705          2,594
                                                                           -------        -------
                   Total current liabilities                                13,264         11,630

Secured non-recourse notes payable                                          33,000         33,000
Other long-term liabilities                                                  1,946          2,061
                                                                           -------        -------
                   Total liabilities                                        48,210         46,691
                                                                           -------        -------

Commitments                                                                   --             --

Stockholders' equity:
     Common stock                                                              260            258
     Additional paid-in capital                                             21,800         21,496
     Accumulated other comprehensive income                                    253            612
     Retained earnings                                                       2,143          5,368
                                                                           -------        -------
                   Total stockholders' equity                               24,456         27,734
                                                                           -------        -------

                   Total liabilities and stockholders' equity              $72,666        $74,425
                                                                           =======        =======
</TABLE>

See accompanying notes to unaudited consolidated financial statements.

* The balance sheet at September 30, 1998 is derived from the registrant's
  audited consolidated financial statements.


                                       3
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

           CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

            Three months and six months ended March 31, 1999 and 1998
                                   (unaudited)
                     (in thousands, except income per share)

<TABLE>
<CAPTION>
                                                        THREE MONTHS ENDED         SIX MONTHS ENDED
                                                        -------------------      --------------------
                                                             MARCH 31,                MARCH 31,
                                                        1999         1998         1999         1998
                                                       -------      -------      -------      -------
<S>                                                    <C>          <C>          <C>          <C>  
Operating revenue:
     Sales of rights-to-receive:
        Owned by Company                                 2,495        1,024        4,940        1,633
        Owned by Trust                                  21,710       23,737       42,021       46,164
                                                       -------      -------      -------      -------

             Gross dining sales                         24,205       24,761       46,961       47,797

        Cost of sales                                   13,635       14,179       26,694       27,170
        Cardmember discounts                             5,619        5,497       10,815       10,669
                                                       -------      -------      -------      -------

     Net revenue from rights-to-receive                  4,951        5,085        9,452        9,958

     Membership and renewal fee income                   1,980        1,792        3,730        3,822
     Franchise fee income                                  259          276          518          609
     Commission income                                      31          119           71          213
     Processing income                                     378          392          754          739
                                                       -------      -------      -------      -------

           Total operating revenues                      7,599        7,664       14,525       15,341
                                                       -------      -------      -------      -------
Operating expenses:
     Selling, general and administrative                 7,320        6,583       14,844       12,922
     Cardmember acquisition and promotion                1,586        1,246        2,767        2,295
     Amended compensation agreements                      --           --           --          3,081
                                                       -------      -------      -------      -------

            Total operating expenses                     8,906        7,829       17,611       18,298
                                                       -------      -------      -------      -------

                   Operating loss                       (1,307)        (165)      (3,086)      (2,957)

Other income (expense):
     Realized gain on sale of securities available
        for sale                                            77         --          1,119         --   
     Interest and other income                              96          131          220          262
     Interest expense and financing cost                  (737)        (757)      (1,478)      (1,491)
                                                       -------      -------      -------      -------

                   Loss before income taxes             (1,871)        (791)      (3,225)      (4,186)

Income tax benefit                                        --           (301)        --         (1,591)
                                                       -------      -------      -------      -------

                   Net loss                             (1,871)        (490)      (3,225)      (2,595)
                                                       -------      -------      -------      -------
</TABLE>

                                                                     (Continued)

                                       4
<PAGE>
                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

      CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME, CONTINUED

<TABLE>
<CAPTION>
                                                      THREE MONTHS ENDED         SIX MONTHS ENDE
                                                     --------------------      --------------------
                                                            MARCH 31,                MARCH 31,
                                                        1999         1998         1999         1998
                                                     -------      -------      -------      -------
<S>                                                  <C>          <C>          <C>          <C>    
               Net loss                               (1,871)        (490)      (3,225)      (2,595)

Other comprehensive income, net of tax:
        Unrealized gain (loss) on available-
             for-sale securities                         285          185          (32)         271
    Beginning unrealized gain for                         79         --            543         --
            securities sold
    Tax effect of unrealized gain                       (138)         (70)        (194)        (103)

               Comprehensive loss                    $(1,645)        (375)       2,908       (2,427)
                                                     =======      =======      =======      =======

Operating loss per common and common
     equivalent share:
        Basic and Diluted                            $  (.10)        (.01)        (.24)        (.28)
                                                     =======      =======      =======      =======

Net loss per common and common equivalent share:
        Basic and Diluted                            $  (.14)        (.04)        (.25)        (.24)
                                                     =======      =======      =======      =======

Weighted average number of common and
     common equivalent shares outstanding:
        Basic                                         12,959       11,110       12,917       10,669
                                                     =======      =======      =======      =======

        Diluted                                       13,072       11,172       13,000       10,714
                                                     =======      =======      =======      =======
</TABLE>

See accompanying notes to unaudited consolidated financial statements.

                                       5
<PAGE>
                             
                            TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                    Six months ended March 31, 1999 and 1998
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                             (UNAUDITED)
                                                                          1999        1998
                                                                        --------    --------
<S>                                                                     <C>          <C>    
Cash flows from operating activities:
     Net loss                                                           $(3,225)     (2,595)
     Adjustments to reconcile net loss to net cash used in operating
        activities:
           Depreciation and amortization                                  1,703       1,612
           Amortization of deferred financing cost                          135         142
           Provision for rights-to-receive losses                         1,878       1,912
           Gain on sale of investments available for sale                (1,119)         --
           Deferred income taxes                                             --        (557)

           Changes in assets and liabilities:
               Accounts receivable                                         (467)         63
               Rights-to-receive                                         (1,023)     (1,988)
               Prepaid expenses and other current assets                 (1,820)        (63)
               Other assets                                                (228)       (553)
               Accounts payable                                            (160)        835
               Income taxes receivable                                      253      (1,229)
               Accrued expenses                                             684         (20)
               Deferred membership fee income                             1,111        (513)
                                                                        -------     -------

                     Net cash used in operating activities               (2,278)     (2,954)
                                                                        -------     -------
Cash flows from investing activities:
     Additions to property and equipment                                 (1,111)     (1,216)
     Excess of cost over net assets acquired and
        intangible assets                                                  (536)         --
     Proceeds from sale of securities available for sale                  1,119          --
     Change in capital lease obligation                                     158          --
     Increase in restricted deposits and investments                        (53)
                                                                        -------     -------

                     Net cash used in investing activities                 (423)     (1,216)
                                                                        -------     -------
Cash flows from financing activities:
     Net proceeds from issuance of common stock                              --       9,825
     Increase in restricted cash                                            341         380
     Issuance of common stock                                               306          --
     Dividends paid                                                          --        (202)

                     Net cash provided by financing activities              647      10,003
                                                                        -------     -------
</TABLE>

                                       6
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED

<TABLE>
<CAPTION>
                                                                             (UNAUDITED)
                                                                          1999        1998
                                                                        --------    --------
<S>                                                                     <C>          <C>    
                     Net (decrease) increase in cash                     (2,054)      5,833

Cash and cash equivalents:
     Beginning of year                                                    4,632       7,223
                                                                        -------     -------

     End of year                                                          2,578      13,056
                                                                        =======     =======
Supplemental disclosures of cash flow information:

     Cash paid (received) during the period for:
        Interest                                                          1,023       1,307
                                                                        =======     =======

        Income taxes                                                       (254)         (3)
                                                                        =======     =======
</TABLE>

Supplemental schedule of noncash and investing activities: Noncash investing and
         financing activities:

         The acquisition of the rights-to-receive and cancellation of the
         franchise of East American Trading Company, for 170,000 shares of
         common stock, was recorded during the first quarter of fiscal year 1998
         as follows:

                  Fair value of assets acquired:
                           Rights-to-receive          $  267
                           Excess of cost over
                              net assets acquired        740
                                                      ------
                                    Equity             1,007
                                                      ======


See accompanying notes to unaudited consolidated financial statements.

                                       7
                                       
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                             (DOLLARS IN THOUSANDS)

(1)      BASIS OF PRESENTATION

         The balance sheet as of September 30, 1998 was derived from the
         registrant's audited consolidated financial statements.

         The information presented in each of the included unaudited
         consolidated financial statements, in the opinion of management,
         reflects all adjustments necessary for a fair statement of the results
         for all interim periods. The results for the three and six-month
         periods ended March 31, 1999 are not necessarily indicative of the
         results to be expected for the full year.

         The consolidated financial statements, as presented, are in summarized
         form, and footnote disclosures normally included in financial
         statements presented in accordance with generally accepted accounting
         principles have been condensed or omitted. Complete disclosures for the
         year ended September 30, 1998 are presented in Transmedia Network Inc
         and Subsidiaries' (the "Company") Form 10-K filing which includes
         audited consolidated financial statements.

         Cost of sales is composed of the cost of rights-to-receive sold,
         provision for rights-to-receive losses and processing fees.

         Certain prior year amounts have been reclassified to conform to the
         current presentation.

(2)      INVESTMENT BY EQUITY GROUP INVESTMENTS, INC.

         On March 4, 1998, the Company sold 2.5 million newly-issued common
         shares and non-transferable warrants to purchase an additional 1.2
         million common shares for a total of $10,625 to affiliates of Equity
         Group Investments, Inc., a privately held investment company. Net
         proceeds from the investment amounted to $9,825 after transaction cost.
         The non-transferable warrants have a term of five years; one third of
         the warrants are exercisable at $6.00 per share, another third are
         exercisable at $7.00 per share and the final third are exercisable at
         $8.00 per share. As part of this strategic investment, Equity Group
         nominated and the stockholders elected two candidates to the Board of
         Directors who joined three of the Company's existing directors and two
         new independent directors.

(3)      PROPOSED ACQUISITION OF DINING A LA CARD

         On March 17, 1999, the Company entered into an Asset Purchase Agreement
         ("the Purchase Agreement") with SignatureCard, Inc., providing for the
         sale to the Company of certain assets of SignatureCard related to a
         membership program operated under the Dining A La Card trade name and
         service mark. SignatureCard is an indirect subsidiary of Montgomery
         Ward & Co., Incorporated. The consideration includes (i) cash, in an
         amount equal to the cash funded by SignatureCard for certain
         "qualified" rights-to-receive (currently estimated at $35.0 million),
         (ii) 400,000 shares of common stock with a put price of $8 per share,
         and (iii) options to purchase an additional 400,000 shares of common
         stock at any time during the three-year period following the closing at
         an exercise price of $4.00 per share. In addition, upon satisfaction of
         certain conditions, the Company may be required to share with
         SignatureCard certain amounts recovered by Company from other
         rights-to-receive acquired but not paid for by the Company.

                                       8
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

         NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
                             (DOLLARS IN THOUSANDS)

         The waiting period under the Hart-Scott-Rodino Antitrust Improvements
         Act of 1976 has already expired and the closing of the transaction is
         now subject to the Company obtaining financing to complete the
         transaction.

         The Purchase Agreement is terminable by the Company if it is unable to
         obtain financing on terms acceptable to it; however, the Company will
         be obligated to reimburse SignatureCard for its expenses in connection
         with the execution of the Purchase Agreement up to a maximum of $250.
         The Purchase Agreement is also terminable by either party if the
         transactions contemplated thereby have not been consummated before May
         31, 1999.

         In connection with the acquisition of the assets by the Company,
         SignatureCard and the Company will enter into a Services Collaboration
         Agreement (the "Services Agreement") which will provide for an on-going
         relationship whereby SignatureCard will continue to provide dining
         members from its airline frequent flyer partner programs and other
         marketing programs. The Services Agreement provides for profit sharing
         between the Company and SignatureCard, for 12.5 years from the closing
         date, on those profits attributable to SignatureCard generated members
         as well as sharing membership fees for those fee paying members either
         acquired in this transaction or subsequently acquired through
         SignatureCard.

(4)      AMENDED COMPENSATION AGREEMENTS

         On December 29, 1997, the Company and Melvin Chasen, the former
         Chairman of the Board, Chief Executive Officer and President, agreed to
         amend his employment agreement and to terminate his consulting
         agreement. As part of this agreement, Mr. Chasen agreed to a five year
         non-compete and confidentiality agreement with the Company and
         relinquished his right to receive $1 million in the event of the sale
         of a control block of stock. Pursuant to this agreement, the Company
         made a cash payment of $2.75 million to Mr. Chasen and recognized a
         one-time pre-tax charge of $3.1 million in the quarter ended December
         31, 1997. Mr. Chasen continues to serve on the Board of Directors.

(5)      PURCHASE OF FRANCHISE

         On December 4, 1997, in exchange for 170,000 shares of Transmedia
         Network common stock, the Company acquired all the rights-to-receive of
         East American Trading Company, its franchisee in the Carolinas and
         Georgia. As part of the agreement, the Company assumed operational
         control of the sales territories and terminated the franchise
         agreement. The excess fair value of the stock exchanged over the value
         of rights-to-receive was recorded as excess of cost over net assets
         acquired.

         On July 15, 1998, the Company acquired, for approximately $1,758, all
         the rights to receive and the right to conduct business in the
         Dallas/Ft. Worth territory from its franchise, the Texas Restaurant
         Card Inc. ("TRC"). In addition, the Company has the option to reacquire
         the remaining territories in Texas at a predetermined formula through
         July 2000.

         On February 10, 1999, the Company exercised its right to purchase the
         Houston territory from TRC. The purchase price was approximately $648
         of which $112 represented the cost of the franchise and $536 was
         recorded as the excess of cost over net assets acquired. The Company
         assumed operational control of the territory.

                                       9

<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

         NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
                             (DOLLARS IN THOUSANDS)

(6)      LITIGATION

         In December 1996, the Company terminated its license agreement with
         Sports & Leisure Inc. ("S&L"). In February 1997, S&L commenced an
         action against the Company in the 11th Judicial Circuit, Dade County,
         Florida, alleging that the Company improperly terminated the S&L
         license agreement and seeking money damages. The Company has
         counterclaimed against S&L for breach of the license agreement and
         intends to pursue the action vigorously. In the quarter ended December
         31, 1998, additional reserves were established and recorded in selling,
         general and administrative expenses to cover management's estimate of
         the potential cost and expenses of this litigation and other legal
         matters. While management cannot predict the outcome of this litigation
         at this time, it does not expect the outcome of this case to adversely
         impact the financial position, cash flows or operating results of the
         Company; however, in the event of an unanticipated adverse final
         determination, the Company's net income for the relevant period could
         be materially affected.

(7)      LOSS PER COMMON AND COMMON EQUIVALENT SHARE

         Basic loss per share was based on the weighted average number of common
         shares outstanding during the period presented.

         Diluted loss per share was computed using the weighted average number
         of common and common equivalent shares outstanding in the periods,
         assuming exercise of options and warrants calculated under the treasury
         stock method (if dilutive), based on average stock market prices at the
         end of the periods.

                                       10
<PAGE>


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


         Some of the matters discussed in this quarterly report contain
         forward-looking statements regarding the Company's future business
         which are subject to certain risks and uncertainties, including
         competitive pressures, adverse economic conditions and government
         regulations. These issues, and other factors, which may be identified
         from time to time in the Company's reports filed with the SEC, could
         cause actual results to differ materially from those indicated in the
         forward-looking statements.

(a)      RESULTS OF OPERATIONS - COMPARISON OF THREE AND SIX MONTHS ENDED MARCH
         31, 1999 AND 1998

         Sales of rights-to-receive for the three and six-month periods ended
         March 31, 1999 were $24,205 and $46,961, respectively, which
         represented a decrease of 2.2% and 1.7%, respectively, over the
         comparable periods in the prior year. Included in the 1999 sales are
         $1,178 and $2,069, respectively, of sales relating to
         Carolinas/Georgia, Dallas/Ft. Worth and Houston territories which were
         reacquired in December 1997, July 1998 and February 1999, respectively.
         On a same territory basis, sales decreased $911 and $1,711 for the
         three and six-month periods ended March 31, 1999, respectively.
         Partially offsetting the decreased sales in New York, Boston and South
         Florida were higher sales volume in North Florida, Chicago, Indiana,
         Wisconsin, Phoenix, and San Francisco; steady growth in Georgia and the
         Carolinas; and the addition of the new territories in Texas.

         Cardmember discounts as a percentage of sales were 23.2% and 23.0% in
         the current three and six-month periods, respectively, compared to
         22.2% and 22.3% in the prior year periods reflecting the continued
         growth in new membership and spending by the 25% fee membership
         category.

         Provision for rights-to-receive losses, which are included in cost of
         sales, amounted to $734 and $1,644 for the three and six-month periods
         ended March 31, 1999, respectively, compared to $1,152 and $1,912,
         respectively, in the prior year periods reflecting more favorable
         write-off and recovery trends. Processing fees based on transactions
         processed was 3.6% and 3.0% for the three-months ending March 31, 1999
         and 1998, respectively, and 3.2% and 3.3% for the six-months ending
         March 31, 1999 and 1998, respectively.

         Membership and renewal fee income for the three and six-month periods
         ending March 31, 1999 were $1,980 and $3,730, respectively, compared to
         $1,792 and $3,822, respectively, for the comparable prior year periods.
         The increase in the current quarter over prior year reflects the
         Company's more recent focus of working with financial institution
         marketing partners to solicit fee paying members. However, the
         membership has not yet offset the attrition, year to date, in renewal
         members. As discussed further in card acquisition and promotional
         expenses, it is the Company's intention to significantly increase
         solicitation efforts over the remaining two fiscal quarters, and
         correspondingly, continue to increase the fee paying member base. Fee
         income is recognized over a twelve-month period beginning in the month
         the fee is received.

                                       11
<PAGE>

         Continuing franchise fee income decreased by $17 and $91 in the three
         and six-month periods ended March 31,1999, compared with the prior year
         primarily reflecting the repurchase of the formerly franchised
         territories.

         Commission income for the three and six-month periods ending March 31,
         1999 were $31 and $71, respectively, compared to $119 and $213,
         respectively, for the comparable prior year periods. Commission income
         represents fees collected from third party marketing partners.

         Processing income comprises the sale or lease of point-of-sale
         terminals to merchants, principally restaurants, as well as income
         received for serving as the merchants' processor for all of their
         credit card transactions, net of interchange fees.

         Selling, general and administrative expenses for the three and
         six-months ended March 31, 1999 increased by $737 and $1,922 or 11.2%
         and 14.9%, respectively, compared with the prior year periods. As a
         percentage of gross dining usage, selling general and administrative
         expenses were 30.2% this quarter compared to 26.6% in the same quarter
         last year as a result of the lower sales volume and higher expenses.
         Component increases for the three and six months ending March 31, 1999,
         respectively, relates primarily to information technology (mainly Y2K
         programming) of $427 and $789, respectively, telephone charges of $89
         and $157, and professional fees and the establishment of additional
         legal reserves of $123 and $1,394, respectively. Offsetting the
         increases for the six-months ending March 31, 1999 were decreases in
         printing and postage of $256, and salaries and benefits of $41.

         In the three and six-month periods ended March 31, 1999, cardmember
         acquisition expenses were $1,586 and $2,767, respectively, versus
         $1,246 and $2,295, respectively, in the prior year's comparable
         periods. Included in cardmember acquisition expenses was the
         amortization of previously capitalized advertising costs amounting to
         $866 and $1,409 in the fiscal 1999 periods versus $133 and $232 in the
         fiscal 1998 comparable periods. Costs capitalized in the 1999 periods
         were $805 and $2,607 versus $191 and $333 in 1998. The Company is
         implementing a strategy of aggressively marketing only fee-based
         memberships, and over the last six months, has tested a series of
         offers and rollouts with large marketing partners, principally
         financial institutions. The Company believes that on a going forward
         basis, the incremental cost of solicitation and promotion may be
         substantially offset by the initial fee income and that future renewal
         income may have a positive contribution towards profitablity.
         Additionally, the Company's experience is that cardmembers who pay a
         fee tend to spend at a higher rate. Over the next two fiscal quarters,
         the Company has scheduled solicitation mailings with marketing partners
         of approximately ten million pieces which could yield an increase in
         new membership ranging from 175,000 to 225,000 members, depending on
         the final response rate.

         The amended employment agreement and termination of the consulting
         agreement of the Chief Executive Officer resulted in a one-time $3,081
         charge in the first quarter of 1998. Components included a lump-sum
         cash payment of $2,750, cancellation of indebtedness of $135, and
         health insurance for the remainder of his life (Note 4). The after-tax
         impact of the charge was approximately $1.9 million.

                                       12
<PAGE>


         Interest and other expense was $737 in the 1999 three-month period and
         $1,478 in the 1999 six-month period compared with $757 and $1,491,
         respectively, in the comparable 1998 periods attributable to the
         expiration of a $10 million line of credit.

         Net loss for the three and six months periods ended March 31, 1999 were
         $1,871 or 14 cents per share and $3,225 or 25 cents per share,
         respectively, compared with a net loss of $490 or 4 cents per share and
         a net loss of $2,595 or 24 cents per share, respectively, in the prior
         year comparable periods.

(b)      LIQUIDITY AND CAPITAL RESOURCES

         The Company's cash and cash equivalents amounted to $2,578 at March 31,
         1999. The Company believes that cash on hand will be sufficient to fund
         the Company's normal cash requirements. While the Company expects to
         significantly increase its marketing expenditures over the remainder of
         the fiscal year, recent response rate results have indicated that the
         overall member acquisition cost can be substantially funded by the
         initial fee income. Furthermore, the Company believes that the rights
         to receive inventory levels in the existing markets, currently
         averaging over nine months on hand on an aggregate basis, are
         sufficient to absorb new member demand over the remainder of the year.

(c)      YEAR 2000 COMPUTER COMPLIANCE

         In 1998, the Company initiated a plan ("Plan") to identify, assess, and
         remediate "Year 2000" issues within each of its computer programs and
         certain equipment which contain micro-processors. The Plan is
         addressing the issue of computer programs and embedded computer chips
         being unable to distinguish between the year 1900 and 2000, if a
         program or chip uses only two digits rather than four to define the
         applicable year. The Company has divided the Plan into six major
         phases: assessment, planning, validation, conversion, implementation
         and testing. After completing the assessment and planning phase in late
         last 1998, the Company hired an independent consulting firm to validate
         the Plan. All software development and installation effected during
         1998 is currently in compliance. The Company is working with an outside
         vendor on the conversion, implementation and testing phases. Systems
         which have been determined not to be Year 2000 compliant are being
         either replaced or reprogrammed, and thereafter tested for Year 2000
         compliance. The Plan anticipates that by June 1999 the conversion,
         implementation and testing phases will be completed. The original
         budget for the total cost of remediation (including replacement
         software and hardware) and testing, as set forth in the Plan, was $500.
         The Company expects aggregate spending on the Year 2000 remediation to
         be $700.

         The Company has identified and contacted critical suppliers and
         customers whose computerized systems interface with the Company's
         systems, regarding their plans and progress in addressing their Year
         2000 issues. The Company has received varying information from such
         third parties on the state of compliance or expected compliance.
         Contingency plans are being developed in the event that any critical
         supplier or customer is not compliant.

         The failure to correct a material Year 2000 problem could result in an
         interruption in, or a failure of, certain normal business activities or
         operations. Such failures could materially and adversely affect the
         Company's operations, liquidity and financial condition. Due to the

                                       13
<PAGE>



         general uncertainty inherent in the Year 2000 problem, resulting in
         part from the uncertainty of the Year 2000 readiness of third-party
         suppliers and customers, the Company is unable to determine at this
         time whether the consequences of Year 2000 failures will have a
         material impact on the Company's operations, liquidity or financial
         conditions.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

         The Company is exposed to various types of market risk, including
         changes in interest rates. Market risk is the potential loss arising
         from adverse changes in market rates fn prices, such as interest rates.
         The Company does not enter into derivatives or other financial
         instruments for trading or speculative purposes. The Company's total
         investment at March 31, 1999 and 1998 was $688 and $1,267,
         respectively, and consisted of equity securities.


                                       14
<PAGE>


                           PART II - OTHER INFORMATION

Items 1, 2, 3, and 5

Items 1, 2, 3, and 5 of Part II are either inapplicable or are answered in the
negative and are omitted pursuant to the instructions to Part II.

Item 4

         Submission of matters to a vote of security holders
             (a)      Meeting

                      Annual meeting of stockholders was held on March 3, 1999

             (b)      Election of Directors

                      Proxies for the meeting were solicited pursuant to
                      Regulation 14 under the Act and all nominees were elected.

             (c)      Matters voted upon


                      (i) The election of eight directors.
 
                          1.  F. Philip Handy

                              For                                    10,311,703
                              Withheld/Against                          470,894
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========


                          2.  Gene M. Henderson

                              For                                    10,311,366
                              Withheld/Against                          471,231
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========

                                       15
<PAGE>


                          3.  Jack Africk

                              For                                    10,310,691
                              Withheld/Against                          471,906
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========


                          4.  Melvin Chasen

                              For                                    10,309,953
                              Withheld/Against                          472,644
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========


                          5.  Rod F. Dammeyer

                              For                                    10,331,703
                              Withheld/Against                          470,894
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========


                          6.  Herbert M. Gardner

                              For                                    10,311,703
                              Withheld/Against                          470,894
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========


                          7.  George S. Wiedemann

                              For                                    10,311,703
                              Withheld/Against                          470,894
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========

                                       16
<PAGE>


                          8.  Lester Wunderman

                              For                                    10,310,691
                              Withheld/Against                          471,906
                              Exceptions/Abstain                           --
                                                                     ----------
                                  Total Shares voted                 10,782,597
                              Broker no vote                          2,065,257
                              Total shares eligible to vote          12,847,854
                                                                     ==========

              (d)    Settlement terms

                    None


Item 6


       Exhibits and reports on Form 8K

              (a)   Exhibits

                    27 Financial Data Schedule

              (b)   Reports on Form 8K

                        A Current Report on Form 8K dated April 1, 1999 was
                        filed with the Securities and Exchange Commission
                        regarding the Company entering into an Asset Purchase
                        Agreement with SignatureCard, Inc. on March 17, 1999.
                        Transmedia will purchase certain assets of SignatureCard
                        related to a membership program operated under the
                        Dining A La Card trade name and service mark. The
                        consideration to include (i) cash, in an amount equal to
                        the cash funded by SignatureCard for certain
                        "qualified"rights-to-receive (currently estimated at
                        $35.0 million), (ii) 400,000 shares of Common Stock, par
                        value $.02 per share, of the Company and (iii) options
                        to purchase an additional 400,000 shares of Common Stock
                        of the Company at any time during the three-year period
                        following the closing at an exercise price of $4.00 per
                        share.

                                       17
<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this Report to be signed on its behalf by
the undersigned thereunto duly authorized.

                                         TRANSMEDIA NETWORK INC.
                                              (Registrant)

May 14, 1999                             /s/ STEPHEN E. LERCH     
                                         ---------------------------
                                         Stephen E. Lerch
                                         Executive Vice President
                                         and Chief Financial Officer

                                       18
<PAGE>

                                 EXHIBIT INDEX

EXHIBIT                  DESCRIPTION
-------                  -----------

  27                Financial Data Schedule