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                   JUNE 30, 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 August 1, 1999: 13,352,709

<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
                  June 30, 1999 (unaudited)
                  and September 30, 1998 (audited)

                  Consolidated Statements of Income          4-5
                  And Comprehensive Income
                  Three and nine months ended June 30,
                  1999 and 1998 (unaudited)

                  Consolidated Statements of Cash Flows--    6-7
                  Nine months ended June 30,
                  1999 and 1998 (unaudited)

                  Notes to Unaudited Consolidated            8-12
                  Financial Statements

Item 2.           Management's Discussion and Analysis       13-15
                  of Financial Condition and Results of
                  Operations

Item 3.           Quantitative and Qualitative Disclosure
                  About Market Risk                          16

PART II. OTHER INFORMATION                                   16-17
--------------------------

SIGNATURE                                                    17

<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                      June 30, 1999 and September 30, 1998

                                 (in thousands)

<TABLE>
<CAPTION>
                                  ASSETS                                            June 30,          *September 30,
                                                                                      1999               1998
                                                                                      ----               ----
                                                                                   (unaudited)

<S>                                                                                <C>               <C>
Current assets:
     Cash and cash equivalents                                                     $       3,226     $       4,632
     Restricted cash                                                                       2,811             3,518
     Accounts receivable, net                                                              2,554             2,061
     Rights-to-receive, net
        Unrestricted                                                                      46,880             7,909
        Securitized and owned by Trust                                                    35,508            34,438
     Prepaid expenses and other current assets                                             6,424             5,067
                                                                                         -------           -------
                   Total current assets                                                   97,403            57,625

Securities available for sale, at fair value                                                 896             1,267
Equipment held for sale or lease, net                                                        804               988
Property and equipment, net                                                                6,384             6,832
Other assets                                                                               1,636             1,142
Restricted deposits and investments                                                        2,070             1,980
Excess of cost over net assets acquired and other intangible assets                        4,901             4,591
                                                                                         -------           -------

                   Total assets                                                     $    114,094       $    74,425
                                                                                         =======            ======
                   LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
     Short term borrowing - bank                                                    $     29,000       $         -
     Short term borrowing - affiliate                                                     10,000                 -
     Accounts payable - rights-to-receive                                                  3,956             4,181
     Accounts payable - trade                                                              4,258             3,348
     Accrued expenses and other                                                            2,973             1,507
     Deferred membership fee income                                                        3,146             2,594
                                                                                         -------           -------
                   Total current liabilities                                              53,333            11,630

Secured non-recourse notes payable                                                        33,000            33,000
Other long-term liabilities                                                                2,041             2,061
                                                                                         -------           -------
                   Total liabilities                                                      88,374            46,691
                                                                                          ------            ------

Guaranteed value of put warrants                                                           1,471                -
Commitments                                                                                   -                 -

Stockholders' equity:
     Common stock                                                                            268               258
     Additional paid-in capital                                                           23,521            21,496
     Accumulated other comprehensive income                                                  382               612
     Retained earnings                                                                        78             5,368
                                                                                          ------           -------
                   Total stockholders' equity                                             24,249            27,734
                                                                                          ------            ------

                   Total liabilities and stockholders' equity                      $     114,094      $     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 nine months ended June 30, 1999 and 1998
                                   (unaudited)
                     (in thousands, except income per share)

<TABLE>
<CAPTION>
                                                                   THREE MONTHS ENDED                  NINE MONTHS ENDED
                                                                   ------------------                  -----------------
                                                                        JUNE 30,                           JUNE 30,
                                                                        --------                           --------
                                                                        1999            1998              1999            1998
                                                                        ----            ----              ----            ----
<S>                                                                 <C>                <C>               <C>               <C>
Operating revenue:
     Sales of rights-to-receive:
        Owned by Company                                            $ 2,102             1,656            7,042             3,289
        Owned by Trust                                               21,791            22,005           63,812            68,169
                                                                     ------            ------        ---------         ---------

             Gross dining sales                                      23,893            23,661           70,854            71,458

        Cost of sales                                                13,580            13,414           40,274            40,584
        Cardmember discounts                                          5,462             5,341           16,277            16,010
                                                                     ------            ------          -------           -------

     Net revenue from rights-to-receive                               4,851             4,906           14,303            14,864

     Membership and renewal fee income                                2,175             1,780            5,905             5,602
     Franchise fee income                                               279               312              797               921
     Commission income                                                   43               134              114               347
     Processing income                                                  331               424            1,085             1,163
                                                                    -------           -------        ---------         ---------

           Total operating revenues                                   7,679             7,556           22,204            22,897
                                                                     ------            ------          -------           -------

Operating expenses:

     Selling, general and administrative                              7,454             6,580           22,298            19,502
     Cardmember acquisition and promotion                             1,635             1,221            4,402             3,516
     Amended compensation agreements                                   -                 -                -                3,081
                                                                 ----------        ----------       ----------            ------

            Total operating expenses                                  9,089             7,801           26,700            26,099
                                                                     ------            ------          -------           -------

                   Operating loss                                    (1,410)             (245)          (4,496)           (3,202)

Other income (expense):

     Realized gain on sale of securities available
          for sale                                                     -                 -               1,119              -
     Interest and other income                                           80               182              301               444
     Interest expense and financing cost                               (735)             (746)          (2,213)           (2,237)
                                                                    --------          --------     ------------      ------------

                   Loss before income taxes                          (2,065)             (809)          (5,289)           (4,995)

Income tax benefit                                                     -                 (307)            -               (1,898)
                                                                    -------             ------         -------          ---------

                   Net loss                                         $(2,065)             (502)          (5,289)           (3,097)
                                                                    -------              -----          -------           -------
</TABLE>

                                                                     (Continued)
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                  CONSOLIDATED STATEMENTS OF INCOME, CONTINUED

<TABLE>
<CAPTION>
                                                                   THREE MONTHS ENDED                  NINE MONTHS ENDED
                                                                   ------------------                  -----------------
                                                                        JUNE 30,                           JUNE 30,
                                                                        --------                           --------
                                                                        1999            1998              1999            1998
                                                                        ----            ----              ----            ----
<S>                                                                  <C>               <C>               <C>               <C>
                   Net loss                                          $ (2,065)            (502)        (5,289)            (3,097)
                                                                       -------            -----        -------            -------

Other comprehensive income:
        Unrealized gain on available-
                 for-sale securities                                      227             576              191              847
      Beginning unrealized gain for securities
               sold                                                        18            -                 558             -
      Tax effect of unrealized gain                                       (93)           (219)            (285)            (322)
                                                                          ----           -----            -----            -----

                   Comprehensive loss                       $          (1,913)           (145)          (4,825)            (2,572)
                                                                      ========          ======         ========            =======

Operating loss per common and common
               equivalent share:
        Basic and Diluted                                   $            (.11)           (.02)            (.35)              (.28)
                                                                        ======          ======           ======              =====

Net loss per common and common equivalent share:
        Basic and Diluted                                   $            (.16)           (.04)            (.41)              (.27)
                                                                         =====           =====            =====              =====

Weighted average number of common and common
   equivalent shares outstanding:
        Basic                                                           12,881         12,867           12,938             11,402
                                                                        ======         ======           ======             ======

        Diluted                                                         12,982         13,007           13,027             11,469
                                                                        ======         ======           ======             ======
</TABLE>

See accompanying notes to unaudited consolidated financial statements.

                                       5

<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                    Nine months ended June 30, 1999 and 1998
                  (Dollars in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                                      (UNAUDITED)
                                                                                       ---------
                                                                                 1999                  1998
                                                                                 ----                  ----
<S>                                                                      <C>                          <C>
Cash flows from operating activities:
     Net loss                                                            $         (5,289)            (3,097)
     Adjustments to reconcile net loss to net cash used in operating
        activities:
           Depreciation and amortization                                            2,568              2,424
           Amortization of deferred financing cost                                    202                210
           Provision for rights-to-receive losses                                   2,480              2,808
           Gain on sale of securities available for sale                           (1,120)                 -
           Deferred income taxes                                                        -               (597)

           Changesin assets and liabilities, net of acquisition
                  of Dining a la Card:
               Accounts receivable                                                   (493)              (376)
               Rights-to-receive                                                   (1,963)            (6,041)
               Prepaid expenses and other current assets                           (2,933)              (349)
               Other assets                                                          (361)            (1,097)
               Accounts payable                                                       677                 72
               Income taxes receivable                                              1,238               (625)
               Accrued expenses                                                       284               (150)
               Deferred membership fee income                                         552               (968)
                                                                                  -------           ---------

                     Net cash used in operating activities                         (4,158)            (7,786)
                                                                                  --------           --------

Cash flows from investing activities:
     Acquisition of Dining a la Card                                              (36,453)                 -
     Additions to property and equipment                                           (1,478)            (1,517)
     Excess of cost over net assets acquired and
        intangible assets                                                            (536)                 -
     Proceeds from sale of securities available for sale                            1,120                  -
     Increase in restricted deposits and investments                                   86                  -
                                                                                  -------           --------

                     Net cash used in investing activities                        (37,261)            (1,517)
                                                                                  --------          ---------

Cash flows from financing activities:
     Proceeds from short term borrowings                                           39,000                  -
     Net proceeds from issuance of common stock                                         -              9,854
     Decrease/(increase) in restricted cash                                           707               (262)
     Conversion of warrants and options for
           common stock, net of tax benefits                                          306                 29
     Dividends paid                                                                     -               (202)
                                                                                 --------           ---------

                     Net cash provided by financing activities                     40,013              9,419
                                                                                ---------           --------
</TABLE>
                                                                     (Continued)
                                       6

<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED



<TABLE>
<CAPTION>
                                                                                 1999               1998
                                                                                 ----               ----

<S>                                                                       <C>                            <C>
                     Net decrease/(increase) in cash                      $        (1,406)               116

Cash and cash equivalents:

     Beginning of year                                                              4,632              7,223
                                                                                 --------            -------

     End of year                                                          $         3,226              7,339
                                                                                  =======            =======

Supplemental disclosures of cash flow information:

     Cash paid (received) during the period for:
        Interest                                                          $         1,641              1,741
                                                                                 ========           ========

        Income taxes                                                      $        (1,238)              (297)
                                                                                  ========          =========
</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
                                                     ========

         The acquisition of Dining a la Card for $35,000, 400,000 shares of
         common stock, with a put value of $8 per share, and options to purchase
         400,000 shares of common stock, was recorded at the end of the third
         quarter as follows:

                  Fair value of assets acquired:
                           Rights-to-receive           40,782
                           Other assets                   231
                           Accrued expenses              (663)
                           Stock options outstanding     (697)
                           Guaranteed value of puts    (1,471)
                           Common stock issued         (1,729)
                                                       -------
                                    Cash paid           36,453
                                                       =======

See accompanying notes to unaudited consolidated financial statements.

                                       7

<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

(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 the 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 nine-month periods 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)      ACQUISITION OF DINING A LA CARD

          On June 30, 1999, the Company concluded the acquisition from
         SignatureCard, Inc. ("SignatureCard"), a subsidiary of Montgomery Ward
         & Co., Incorporated, assets related to a membership discount dining
         program SignatureCard operated under the Dining A La Card trade name
         and service mark. The assets acquired included various intellectual
         property rights and computer software, membership and merchant data,
         rights-to-receive, and, most significantly, a registered card platform,
         among other things.

         The acquisition was accounted for under the purchase method and the
         results of operations of the acquired company were not included in the
         consolidated results of Transmedia Network Inc., as the effective date
         of acquisition was June 30, 1999, the end of this quarter. The purchase
         price of $40,783 has been allocated, in its entirety, to the rights to
         receive. As consideration for the assets, the Company (1) paid
         SignatureCard $35,000 in cash at closing, (2) issued to SignatureCard
         400,000 shares of the Company's common stock and (3) issued to
         SignatureCard a three-year option to purchase an additional 400,000
         shares of the Company's common stock at a price of $4.00 per share. The
         options, which are included in the cost of the acquired assets, were
         valued using the Black-Scholes model and assigned a value of $697. The
         shares issued were valued at $4.32 per share using an average price
         over the measurement period. Commencing December 31, 1999,
         SignatureCard, at any time prior to June 30, 2002, may require the
         Company to repurchase all or part of the 400,000 shares issued at the
         closing at a price of $8.00 per share. The guaranteed value of the puts
         recorded at June 30, 1999, is $1,471 and will be accreted over the
         period from the date of issuance to the earliest settlement date
         through periodic charges to retained earnings. In addition, during the
         two-year period following the closing, the Company has agreed to share
         with SignatureCard certain amounts recovered from rights to receive
         acquired, but not funded at closing.

                                       8
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

         In connection with the acquisition of Dining A La Card, the Company
         entered into a Services Collaboration Agreement with SignatureCard.
         Under this agreement, SignatureCard will continue to provide dining
         members from its airline frequent flyer partner programs and other
         marketing programs. It will also share, for 12.5 years, certain profits
         the Company derives from SignatureCard-generated members as well as a
         portion of the membership fee revenues generated from fee paying
         members acquired in this transaction or subsequently through
         SignatureCard's efforts.

         In connection with this acquisition, the Company paid a fee for
         transaction advisory services to Equity Group Investments LLC, an
         affiliate of the Company's largest stockholder ("EGI"), which is
         included in the cost of the acquired assets, of $386.

         To finance the acquisition, the Company obtained a $35 million senior
         secured revolving bridge loan facility from The Chase Manhattan Bank
         (from which $29 million was drawn down at closing) and a $10 million
         term loan from GAMI Investments, Inc., an affiliate of EGI (which was
         drawn down in full).

         The Chase facility permits us to borrow up to an aggregate principal
         amount equal to the lesser of (i) $35 million and (ii) the amount
         available under a borrowing base formula based on the amount of Dining
         A La Card receivables which meet certain eligibility criteria (which
         was $35 million at the closing). The facility is secured by liens on
         substantially all of the Company's assets (including those purchased
         pursuant to the acquisition), other than those subject to an existing
         securitization facility, as well as the stock of the three principal
         subsidiaries: Transmedia Restaurant Company Inc., Transmedia Service
         Company Inc., and TMNI International Incorporated. It is the Company's
         intention to use the remaining proceeds of the facility in connection
         with the ongoing Dining A La Card business.

         Amounts drawn down under the facility accrue interest, at the Company's
         election, at either (i) 0.25% plus the greater of (a) the prime rate
         publicly announced by Chase in effect in New York, New York and (b) the
         federal funds effective rate from time to time plus 1.5% or (ii) one
         month LIBOR plus 1.25%, and mature on December 30, 1999 or upon the
         earlier effectiveness of a securitization facility of the Dining A La
         Card rights-to-receive. The effective rate of interest at June 30, 1999
         was 8.08%. Interest is payable monthly in arrears. Any amounts overdue
         under the facility accrue interest at the applicable rate plus 2%. The
         agreement contains customary events of default, as well a cross default
         to all other material indebtedness, including the Company's existing
         securitization facility and the GAMI loan. The Company intends to
         replace this bridge loan with a securitization facility of the Dining A
         La Card rights-to-receive arranged through Chase. In connection with
         this facility, the Company paid a $500 fee to Chase upon the closing
         and is required to pay a monthly unused line fee equal to 0.375% of the
         average unused amount.

         The GAMI loan in the amount of $10 million is unsecured and
         subordinated to the Chase facility. It binds Transmedia as well as its
         three principal subsidiaries as borrowers. Interest accrues on the
         principal amount outstanding at the prime rate (as announced from time
         to time by Chase) plus 4%, and is payable monthly in arrears. Overdue
         amounts bear interest at such prime rate plus 8%. The effective rate of
         interest at June 30, 1999 was 11.75%.

                                       9
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

         The terms of the GAMI agreement require the Company to conduct a rights
         offering of rights to purchase a new series of preferred stock to be
         offered to each existing stockholder of record on a pro rata basis. The
         proceeds of the rights offering will be used to repay all outstanding
         amounts under this loan.

         In connection with the rights offering, EGI, through its affiliate and
         the Company's largest stockholder, Samstock L.L.C., has agreed to act
         as a standby purchaser whereby, after exercising its initial rights and
         any additional subscription privileges, it will purchase any shares not
         otherwise subscribed for by other stockholders. The GAMI loan matures
         on December 30, 1999 or the earlier closing of such rights offering.
         The failure to meet certain requirements relating to the rights
         offering and the occurrence of an event of default under various
         agreements relating to the rights offering or under the Chase facility
         would constitute defaults under this facility, among other customary
         events.

         The terms of this loan required the Company to pay GAMI, at closing a
         cash fee of $500, which is reimbursable to the Company upon the
         consummation of the rights offering and the issuance to Samstock L.L.C.
         of warrants to purchase 1,000,000 shares of the Company's common stock
         in consideration of providing the loan and its obligation to act as a
         standby purchaser in connection with the rights offering. If the rights
         offering is not consummated or the warrants are not issued, the Company
         is required to pay GAMI an additional $500 fee.

(3)      EXISTING SECURITIZATION FACILITY WAIVER

         As of April 30, 1999, the Company's stockholder equity was $23,583,
         which was less than the $24 million minimum required under its existing
         securitization facility. This default has been waived through December
         31, 1999, as long as the Company's stockholders' equity remains above
         $20 million. The waiver may terminate, however, (1) after October 31,
         1999, if the rights offering to replace the GAMI bridge loan has not
         yet been commenced or if the Company continues to fail to comply with
         the stockholder equity requirements and, in each case, the rating of
         the notes under the securitization facility is withdrawn or reduced,
         and (2) at any time, if the indebtedness under the Chase or GAMI bridge
         loans are accelerated. The Company believes the rights offering will
         provide the additional equity needed to comply with the terms of the
         securitization facility. If the Company is unable to satisfy this
         requirement by December 31, 1999, or if the waiver is terminated, an
         early amortization event under the facility will be declared, and our
         financial condition would be materially adversely impacted. At June 30,
         1999, the Company's stockholder equity was $24,249.

(4)      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

                                       10
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

(5)      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, as described in Note 2 above. 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 continued to serve on the
         Board of Directors through June 4, 1999.

 (6)     PURCHASE OF FRANCHISES

         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 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.

(7)      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.

                                       11
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

(8)      LOSS PER COMMON AND COMMON EQUIVALENT SHARE

         Basic income or 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.

(9)      DEFERRED INCOME TAXES

         The preparation of financial statements in conformity with generally
         accepted accounting principles require management to make estimates
         when recording transactions resulting from business operations, based
         on information currently available. One of the more significant
         estimates required of company management is the estimate of future
         taxable income used in the determination of the Company's deferred tax
         position at each balance sheet date. Based upon current management
         projections, management believes that it will return to profitability
         by the end of calendar year 1999 and that the future taxable income for
         the period through September 30, 2000, will be sufficient to make it
         more likely than not that the recorded deferred tax asset of $1.6
         million will be realizable.

         As with any estimate, actual results may vary from such estimates and
         the effects of such variances may be material.



                                       12
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

         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 NINE MONTHS ENDED
         JUNE 30, 1999 AND 1998

         Sales of rights-to-receive for the three and nine-month periods ended
         June 30, 1999 were $23,893 and $70,854, which is comparable with sales
         for the same period in the prior year of $23,661 and $71,458,
         respectively. Included in the 1999 sales are $1,284 and $3,352,
         respectively, of sales relating to Carolinas/Georgia, Dallas/Ft. Worth
         and Houston territories that were reacquired in December 1997, July
         1998 and February 1999, respectively. On a same territory basis, sales
         decreased $366 and $2,077 for the three and nine-month periods ended
         June 30, 1999, respectively. New York, Boston, Philadelphia and South
         Florida show decreased sales that were partially offset by higher sales
         volume in North Florida, Detroit, Chicago, Indiana, and Wisconsin. The
         acquired territories of Carolinas/Georgia, Dallas/Ft. Worth and Houston
         continue to show steady growth during 1999.

         Cardmember discounts as a percentage of gross dining sales were 22.9%
         and 23.0% in the current three and nine-month periods compared to 22.6%
         and 22.4% 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 $836 and $2,480 for the three and nine-month periods
         ended June 30, 1999, compared to $896 and $2,808 in the prior year
         periods. Processing fees based on transactions processed increased to
         3.68% and 3.20% as a percentage of gross dining sales for the three and
         nine-months ending June 30, 1999 from 3.07% for the same periods in the
         prior year reflecting increased rates from third-party processors.

         Membership and renewal fee income for the three and nine-month periods
         ending June 30, 1999 were $2,175 and $5,905, respectively, compared
         with 1,780 and 5,602 for the comparable prior year periods. This
         represents an increase over prior year periods of 22.2% and 5.4%
         reflecting the Company's more recent focus of working with financial
         institution marketing partners to solicit fee paying member. It is the
         Company's intention to continue to significantly increase solicitation
         efforts through the end of the calendar year, 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.

         Continuing franchise fee income decreased by $33 and $124 in the three
         and nine-month periods ended June 30,1999, compared with the prior year
         primarily reflecting the repurchase of the formerly franchised
         territories.

         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.

                                       13
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS (CONTINUED)

         Selling, general and administrative expenses for the three and
         nine-months ended June 30, 1999 increased by $874 and $2,796 or 13.3%
         and 14.3%, respectively, compared with the prior year periods. As a
         percentage of gross dining usage, selling general and administrative
         expenses were 31.2% this quarter compared to 27.8% in the same quarter
         last year. Significant component increases for the three and nine
         months ending June 30, 1999 were depreciation and amortization of $57
         and $137, rent and other expenses of $97 and $102 associated with new
         sales office, salaries and benefits of $338 and $297, other expenses
         mainly Y2K programming and Dining A La Card integration programming of
         $113 and $706, and professional fees and the establishment of
         additional legal reserves of $164 and $1,558, respectively.

         In the three and nine-month periods ended June 30, 1999, cardmember
         acquisition expenses were $1,635 and $4,402 versus $1,221 and $3,516 in
         the prior year's comparable periods. Included in cardmember acquisition
         expenses was the amortization of previously capitalized advertising
         costs amounting to $927 and $2,336 in the fiscal 1999 periods versus
         $140 and $371 in the fiscal 1998 comparable periods. Costs capitalized
         in the 1999 periods were $770 and $3,377 versus $66 and $399 in 1998.
         The Company continues to implement its strategy of aggressively
         marketing only fee-based memberships, and the testing of 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 will be
         substantially offset by the initial fee income and that future renewal
         income may have a positive contribution towards profitablity. The
         Company has sent solicitation mailings with marketing partners of
         approximately four million pieces during the three months ending June
         30, 1999, and expects to mail an additional four million pieces in the
         next fiscal quarter. These mailings are expected to yield an increase
         in new membership ranging from 120,000 to 180,000 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.

         Interest and other expense was $735 and $2,213 for the three and nine
         month periods ending June 30, 1999 which is comparable with the same
         periods for the previous year of $746 and $2,237, respectively.

         Net loss for the three and nine-months periods ended June 30, 1999 were
         $2,065 or 16 cents per share and $5,289 or 41 cents per share, compared
         with a net loss of $502 or 4 cents per share and $3,097 or 27 cents per
         share in the prior year comparable periods.

(B)      LIQUIDITY AND CAPITAL RESOURCES

         The Company's cash and cash equivalents amounted to $3,226 at June 30,
         1999. The Company believes that cash on hand, plus cash generated from
         operations and available through the revolving bridge loans, as
         described below, will be sufficient to fund the Company's normal cash
         requirements for the 1999 fiscal year. In connection with the
         acquisition of Dining A La Card, the Company obtained a senior secured
         revolving bridge loan from the Chase Manhattan Bank (note 2). The loan
         permits the Company to borrow an amount equal to the lesser of (i) $35

                                       14
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

         million and (ii) the amount available under a borrowing base formula
         based on the amount of Dining A La Card receivables which meet certain
         eligibility criteria. At June 30, 1999, the amount of the eligible
         receivables was $35 million and the amount drawn down by the Company
         was $29 million. The Company does not anticipate the borrowing base
         calculation of eligible rights to drop significantly below $35 million
         and has the capital to increase the base of receivables if it chose to
         do so.

         In addition, 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. Restricted cash of $$2,811 is available
         for the funding of eligible rights to receive.

(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 addressed
         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 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 1999 is currently
         in compliance. The Company worked with an outside vendor on the
         conversion, implementation and testing phases. Systems which were
         determined not to be Year 2000 compliant have been either replaced or
         reprogrammed, and thereafter tested for Year 2000 compliance. The
         Company believes that at June 30, 1999 the conversion, implementation
         and testing phases have been 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 aggregate
         spending on the Year 2000 remediation at June 30, 1999, which has been
         expensed, was $542.

         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
         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.

                                       15
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

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 the market rates and prices, such as interest
         rates. The Company does not enter into derivatives or other financial
         instruments for trading of speculative purposes. The Company's total
         investments at June 30, 1999 and 1998 was $896 and $2,834,
         respectively, and consisted of equity securities.

                           PART II - OTHER INFORMATION

Items 1, 2, 3, 4, and 5

Items 1, 2, 4, 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 3

         Default upon senior securities

(a)      Material default in indebtedness of registrant

                           At April 30, 1999, the Company was not in compliance
                           with a covenant relating to the secured non-recourse
                           note payable, the "Trust". This covenant requires
                           that the Company maintains a consolidated
                           stockholders' equity of at least $24 million. The
                           stockholders' equity of Transmedia and its
                           consolidated subsidiaries as reflected in the
                           unaudited internal consolidated financial statements
                           at April 30, 1999 was $23,583. Non compliance of this
                           covenant could result in an Optional Termination and
                           Early Amortization Event under the terms of the
                           Security Agreement. At June 30, 1999, the Company
                           obtained a Waiver of the Early Amortization Event
                           from all Noteholders of the Notes issued under the
                           Indenture, so long as the stockholders' equity of
                           Transmedia and its consolidated subsidiaries (as that
                           term is used under GAAP) is at least equal to
                           $20,000. This Waiver expires at the end of December
                           1999. At June 30, 1999, the stockholders' equity of
                           Transmedia and its consolidated subsidiaries is
                           $24,249.

Item 6

         Exhibits and reports on Form 8K

                  (a)      Exhibits

                           10.1     Asset Purchase Agreement, dated as of March
                                    17, 1999, between Transmedia Network Inc.
                                    and SignatureCard, Inc., as amended by
                                    Amendment No. 1 thereto dated as of April
                                    15, 1999 and Amendment No. 2 thereto dated
                                    as of May 31, 1999.

                            10.2    Option Agreement, dated as of June 30, 1999,
                                    between Transmedia Network Inc. and
                                    SignatureCard, Inc.

                                       16
<PAGE>

                             TRANSMEDIA NETWORK INC.
                                AND SUBSIDIARIES

                            10.3   Services Collaboration Agreement, dated as of
                                   June 30, 1999, between Transmedia Network
                                   Inc. and SignatureCard, Inc.

                            10.4   Credit Agreement, dated as of June 30, 1999,
                                   between Transmedia Network Inc. and The Chase
                                   Manhattan Bank.

                            10.5   Security Agreement, dated as of June 30,
                                   1999, between Transmedia Network Inc. and The
                                   Chase Manhattan Bank.

                            10.6   Pledge Agreement, dated as of June 30, 1999,
                                   between Transmedia Network Inc. and The Chase
                                   Manhattan Bank.

                            10.7   Credit Agreement, dated as of June 30, 1999,
                                   between GAMI Investments, Inc., Transmedia
                                   Network Inc., Transmedia Restaurant Company
                                   Inc., Transmedia Service Company Inc. and
                                   TMNI International Incorporated.

                            27     Financial Data Schedule.

                  (b)      Reports on Form 8K

                                    A Current Report on Form 8K dated July 14,
                                    1999 was filed with the Securities and
                                    Exchange Commission regarding the Company's
                                    closing of an Asset Purchase Agreement with
                                    SignatureCard, Inc. entered to on March 17,
                                    1999. Transmedia purchased 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 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.

                               S I G N A T U R E S

         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)

August 13, 1999                         /S/STEPHEN E. LERCH
                                        ------------------------------------
                                                 Stephen E. Lerch
                                                 Executive Vice President
                                                 and Chief Financial Officer

                                       17
<PAGE>

                                 EXHIBIT INDEX


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

  27        Financial Data Schedule