UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C. 20549

                             FORM 10-QSB

[x]     Quarterly Report pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934 

        For the period ended September 30, 1998.

[ ]     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 0-29098

                              NAVIDEC, INC.
     (Exact name of small business issuer as specified in its charter)

  COLORADO                                                 33-0502730
(State or other                                          (IRS Employer
jurisdiction of                                        Identification No.)
incorporation or organization)

             14 INVERNESS DRIVE, SUITE F-116, ENGLEWOOD, CO  80112
               (Address of principal executive offices)    (Zip Code)

Issuer's telephone number: 303-790-7565

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has
been subject to such filing required for the past 90 days.  Yes  X   No ___  

APPLICABLE ONLY TO CORPORATE ISSUERS:

     As of October  31, 1998, the Registrant had 3,606,221 shares of common
     stock outstanding


                                  NAVIDEC, INC.
                                     INDEX


PART I. FINANCIAL INFORMATION

          Item 1.  Financial Statements

                   Balance Sheets as of September 30, 1998 and December 31,
                   1997
 
                   Statements of Operations, Three and Nine months ended
                   September 30, 1998 and 1997
 
                   Statements of Cash Flows, Nine months September 30, 1998
                   and 1997

                   Notes to Financial Statements
   
          Item 2.  Management's Discussion and Analysis of Financial Condition
                   and Results of Operations
   
   
PART II. OTHER INFORMATION

          Item 1.  Legal Proceedings

          Item 2.  Changes in Securities and Use of Proceeds

          Item 3.  Defaults Upon Senior Securities

          Item 4.  Submission of Matters to a Vote of Security Holders

          Item 5.  Other Information

          Item 6.  Exhibits and Reports on Form 8-K


SIGNATURES


PART I - FINANCIAL INFORMATION
Item 1.   Financial Statements

<TABLE>
<CAPTION>
                               NAVIDEC, INC.
                               BALANCE SHEETS


                                             September 30,      December 31, 
                                                    1998              1997 
ASSETS
CURRENT ASSETS:
<S>                                            <C>              <C>
Cash and cash equivalents                        $395,000         $369,000 
Accounts Receivable:               
  Trade net of $50,000 allowance 
   for doubtful accounts                        1,523,000          726,000
Retainage                                               0           21,000
Cost and estimated earnings in 
 excess of billing                                325,000          106,000
Notes Receivable                                   23,000           60,000
Inventory                                         502,000          549,000
Prepaid expenses and other 
 current assets                                   247,000           86,000
                                              ____________      ___________
Total current assets                           $3,015,000       $1,917,000
  
PROPERTY AND EQUIPMENT, net                       808,000          713,000
  
OTHER ASSETS

Restricted certificate of deposit                       0          300,000
Intangibles, net                                   84,000          169,000
                                              ____________      ___________
Total Assets                                   $3,907,000       $3,099,000
                                              ============      ===========

                      LIABILITIES AND STOCKHOLDERS  EQUITY

CURRENT LIABILITIES
Current portion of capital 
 lease obligations                                $36,000          $37,000
Notes payable                                     803,000           63,000
Accounts payable                                1,032,000          778,000
Payable to factor                                 202,000          190,000
Other accrued liabilities                         245,000          171,000
                                              ____________      ___________
Total current liabilities                      $2,318,000       $1,239,000
  
CAPITAL LEASE OBLIGATIONS, 
net current portion                                69,000           95,000

NOTES PAYABLE, 
net current portion                                     0          215,000
 
STOCKHOLDERS  EQUITY 

Common stock, no par value; 
 20,000,000 shares authorized 
 3,606,221 and 3,201,000 shares 
 issued and outstanding                        $8,319,000       $6,768,000
Accumulated deficit                            (6,799,000)      (5,218,000)
Total stockholders
  equity                                       $1,520,000       $1,550,000
                                              ____________      ___________
TOTAL LIABILITIES and 
STOCKHOLDERS  EQUITY                           $3,907,000       $3,099,000
                                              ============      ===========

</TABLE>

             See accompanying notes to these financial statements.


                                NAVIDEC, INC.
<TABLE>
<CAPTION>
                          STATEMENTS OF OPERATIONS

                        FOR THE THREE MONTHS          FOR THE NINE MONTHS
                         ENDED SEPTEMBER 30,           ENDED SEPTEMBER 30, 
                      ----------------------------    ---------------------
                          1998            1997         1998           1997
                        ---------        --------     -------        ------
<S>                   <C>              <C>          <C>          <C>
NET SALES              $2,139,000       $1,926,000   $5,678,000   $4,877,000

  Cost of sales         1,394,000        1,308,000    3,733,000    3,234,000
                      --------------  -------------  ------------ -----------

GROSS MARGIN              745,000          618,000    1,945,000    1,643,000
  Operating expense     1,266,000          968,000    3,496,000    2,959,000
                      --------------   ------------  -----------  -----------

OPERATING INCOME 
 (LOSS)                  (521,000)        (350,000)  (1,551,000)  (1,316,000)

OTHER INCOME (EXPENSE):
  Interest, net           (22,000)          (9,000)     (26,000)    (255,000)
  Other                     1,000                0       (4,000)       1,000
                      --------------    ------------  ----------   ----------
      Other, Net          (21,000)          (9,000)     (30,000)    (254,000)
                      --------------    ------------   ----------   ----------
NET INCOME (LOSS)       $(542,000)        $(359,000) $(1,581,000)$(1,570,000)
                      ==============    ============  ==========   ==========

NET LOSS PER 
 SHARE (Basic)              $(.15)           $(.12)       $(.47)      $(.60)
NET LOSS PER 
 SHARE (Diluted)            $(.15)           $(.12)       $(.47)      $(.60)
                          =========         ========     =========  =========

WEIGHTED AVERAGE COMMON 
 SHARES AND EQUIVALENTS
 OUTSTANDING            3,606,000        2,943,000    3,335,000   2,610,000
                       ===========       ==========   ========== ==========

</TABLE>

                  See accompanying notes to these financial statements.

<TABLE>
<CAPTION>
                                  NAVIDEC, INC.
                             STATEMENTS OF CASH FLOWS
              
                             FOR THE NINE MONTHS ENDED 
                                  SEPTEMBER 30

                                                    1998           1997
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                            <C>            <C>
  Net loss                                       $(1,581,000)  $(1,570,000)
  Adjustments to reconcile net loss to net
   cash used in operating activities:
  Depreciation and amortization                      422,000       233,000
  (Increase) Decrease in:
  Accounts receivable                               (776,000)     (800,000)
  Costs and estimated earnings in 
   excess of billings                               (219,000)     (153,000)
  Inventories                                         47,000      (105,000)
  Other assets                                      (161,000)      (66,000)
  Increase (decrease) in:
   Accounts payable and accrued 
    liabilities                                      254,000      (536,000)
   Other liabilities                                  74,000      (227,000)    
                                                  ------------   ------------
   Net cash used in operating activities          (1,940,000)   (3,224,000)

CASH FLOWS FROM INVESTING ACTIVITIES:
   Decrease in Notes Receivable                       37,000             0
   Capital expenditures for property and 
    equipment                                       (432,000)     (403,000)
   Cash acquired in acquisition of 
    TouchSource                                            0         7,000
   Release of restricted CD                          300,000             0
                                                  ------------    -----------
   Net cash used in investing activities             (95,000)     (396,000)

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from factoring of accounts 
    receivable                                     1,059,000       240,000
   Payment to factor                              (1,047,000)     (747,000)
   Proceeds from issuance of common 
    stock                                          1,551,000     5,349,000
   Proceeds from issuance of notes payable           800,000       300,000
   Proceeds from notes payable  related 
    parties                                           40,000             0
   Payment on notes payable-related parties          (40,000)            0
   Payment on notes payable and capital leases      (302,000)   (1,202,000)
   Payment for deferred financing cost                     0       (38,000) 
                                                 -------------    ----------
   Net cash provided by financing activities       2,061,000     3,902,000

INCREASE IN CASH AND CASH EQUIVALENTS                 26,000       282,000

CASH AND CASH EQUIVALENTS, 
  beginning of period                                369,000       231,000
                                                 -------------    ----------
CASH AND CASH EQUIVALENTS, end of period            $395,000      $513,000
                                                   ===========   ===========
SUPPLEMENTAL SCHEDULE OF CASH 
FLOW INFORMATION:
   Cash payments for interest                        $18,000      $231,000
                                                   ===========   ===========
     
Debentures converted to common stock                 $   --     $1,437,000
                                                   ===========   ===========

</TABLE>

           See accompanying notes to these financial statements.


                               NAVIDEC, INC. 
                        NOTES TO FINANCIAL STATEMENTS


Unaudited Financial Statements

The unaudited financial statements and related notes to the financial
statements presented herein have been prepared by the Company pursuant to the
rules and regulations of the Securities and Exchange Commission.  Accordingly,
certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been omitted pursuant to such rules and regulations.  The
accompanying financial statements were prepared in accordance with the
accounting policies used in the preparation of the Company's audited financial
statements included in its Annual Report on Form 10-KSB for the fiscal year
ended December 31, 1997, and should be read in conjunction with such financial
statements and notes thereto.

In the opinion of management, all adjustments (consisting only of normal
recurring adjustments) which  are necessary for a fair presentation of
operating results for the interim periods presented have been made.

Stockholders' Equity

Public Stock Offering - On February 14, 1997, the Company completed an initial
public stock offering of 1,000,000 Units (comprised of 1,000,000 shares of
common stock and warrants for the purchase of 1,000,000 shares of common
stock) which provided gross proceeds to the Company of approximately
$4,555,000.  Simultaneous with the offering convertible debenture holders
converted $1,438,000 in convertible notes into common stock and warrants. 
Included in the 1,000,000 Units are 245,000 shares of common stock offered by
the holders of the unsecured subordinated convertible promissory notes.  Each
warrant allows the holder to purchase one share of common stock at an exercise
price of $7.20 for a period of five years after the date of the offering.  The
warrants are redeemable by the Company at $.05 per warrant upon 30 days notice
if the market price of the common stock for 20 consecutive trading days within
the 30-day period preceding the date the notice is given equals or exceeds
$8.40. The Company also sold to the underwriter at the close of the public
offering underwriters warrants, at a price of $0.001 per warrant, to purchase
100,000 shares of common stock exclusive of the over-allotment.  The
underwriters warrants are exercisable for 4 years beginning in February 1998
at $7.38 per share.

Stock Split - During 1996, the Company declared a 1 for 2 reverse stock split
and 510.2041 to 1 stock split.  The Company also declared a .85 for 1 reverse
stock split which became effective upon the initial public offering in
February 1997.  All common stock reflected in the financial statements and
accompanying notes reflect the effect of the split and reverse split.

Private Placement   From November 1997 to April 1998, the Company raised
additional capital in a private placement offering of 594,500 units at $4.50
per unit (comprised of 594,500 shares of common stock and warrants for the
purchase of 594,500 shares of common stock) which provided gross proceeds to
the Company of approximately $2,229,750.  Each warrant allows the holder to
purchase one share of common stock at an exercise price of $7.20 for a period
extending through February 10, 2002.  The warrants are redeemable by the
Company at $.05 per warrant upon 30 days notice if the market price of the
Company's common stock for 20 consecutive trading days within the 30 day
period preceding the date the notice is given equals or exceeds $8.40.     
Offering costs associated with the private placement included sales
commissions and non-accountable expenses totaling 13% of the proceeds of the
offering, as well as placement agent warrants to purchase 59,450 units for 5
years from the date of closing at $4.50 per unit.  In addition, the Company
agreed to issue any broker or registered agent who placed four or more units
(consisting of 6,000 units or $27,000 each) one broker warrant for each $20
sold.  During the private placement the Company issued 121,613 warrants to
brokers or registered agents.   This offering was made pursuant to Rule 506 of
Regulation D under the Securities Act of 1933, as amended, as an offering not
involving any public offering solely to accredited and not more than 35
sophisticated investors.


COMPREHENSIVE INCOME

In June, 1997 the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No 130, Reporting Comprehensive Income ("FAS
130").  FAS 130, which is effective for fiscal years beginning after December
15, 1997, defines comprehensive income as all changes in shareholder equity
exclusive of transactions with owners, such as capital investments. 
Comprehensive income includes net income or loss, changes in certain assets
and liabilities that are reported directly in equity such as translation
adjustments on investments in foreign subsidiaries, and certain changes in
minimum pension liabilities.  The Company's comprehensive income (loss) was
equal to its net income (loss) for the three and nine month periods ended
September 30, 1998 and 1997.

NOTES PAYABLE 

Notes payable at September 30, 1998, consists of the following:

Note payable to a VSI Holdings Inc at 9% per annum due and 
Payable upon maturity on December 31, 1998, 
collateralized by the assets of the company.                    $800,000

Note payable to officer/director /shareholder,
principal along with interest at 10% per annum 
due on December 31, 1998.                                         $3,000


<PAGE>
Item 2
                      MANAGEMENT'S DISCUSSION AND ANALYSIS 
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



     Cautionary Statement Regarding Forward Looking Statements. The matters
discussed here and elsewhere in this report, when not historical matters, are
forward looking statements that involve a number of risks and uncertainties 
that could cause actual results to differ materially from projected results. 
Such factors include, among other things, the rapidly developing and
unpredictable nature of the Internet, intense competition in all of the
Company's markets, obsolescence of products and technological changes, the
need for management of growth and the dependence on relationships of the
Company with its customers and suppliers, as well as other risk factors 
described elsewhere in this report.

Overview

     The Company was organized as ACI Systems, Inc. in July 1993 and changed
its name to NAVIDEC, Inc. in July 1996 when it acquired Interactive Planet,
Inc. ("IPI"), a designer and developer of Internet World Wide Web sites.  The
Company's  principal  sources of revenue are from the resale of computer 
equipment, high technology peripherals and electronic components manufactured
by independent vendors (Product Distribution) and services related to
Internet/Intranet Solutions, license fees from recurring lead  revenue  from
the Wheels solution. The Company issued an aggregate of 678,877 shares of
Common Stock to the shareholders of IPI and a promissory note in the amount of
$75,000 to one shareholder of IPI in exchange for all of the issued and
outstanding stock of IPI. The Company acquired TouchSource, Inc. ("TS"), a
designer and developer of interactive Kiosks, in July 1997. The Company issued
an aggregate of 207,000 shares of Common Stock to the  shareholders of TS and
TS was merged into the Company in exchange for all of the issued and 
outstanding stock of TS. The merger and acquisition were consummated in order
to expand the Company's business model of combined expertise in traditional 
marketing and distribution and Internet/ Intranet technology. On August 5,
1998 the Company signed a letter of intent to merge with VSI Holdings
("VSIH")in an anticipated stock for stock exchange that was scheduled to be
completed during the fourth quarter of 1998.  On August 20, 1998 the Company
canceled its letter of intent to merge with VSIH based on Management's and the
Board of Directors belief that the merger was not in the best interest of the
shareholders.

     The Company's strategy is to increase revenue generated by its three core
competencies: (1) NetSolutions (Internet/Intranet Solutions), which are
focused in five major market areas, including software and services, computer
and network infrastructure equipment, content  aggregation, electronic
commerce and order fulfillment, (2) Automotive Solutions which includes the
company's Wheels Solution and software and services, and (3) Product 
Distribution. The Company has built and intends to continue to build an 
infrastructure that assumes this strategy will succeed.  Management believes 
that, based on the current product mix, the Company's new Wheels solution will 
provided for the majority of its increased revenues in 1999 and years to 
follow. The  Wheels  solution  combines two of the Company's core competencies
of NetSolutions and product distribution.  Wheels is designed on a state of
the art platform that allows it to distribute electronic information out to 
consumers through regional wheels web sites, individual dealer web sites,
remote automotive kiosks and also in mobile sales laptops. The failure of the
Company to achieve this strategy could have a material adverse effect on the
Company's business, financial condition and results of operations.

     The Company recognizes revenue upon delivery of its NetSolutions,
Automotive Solutions and Product Distribution goods. NetSolutions generally
begin with consulting arrangements that are billed on an hourly basis and
progress to a bid for a proposed project. Deposits are then taken upon
acceptance of the bid. Most of the Company's customers elect to update and 
expand their solution frequently, and clients are billed  monthly on a time
and materials basis for these services. Additional sources of ongoing revenue 
include revenue from advertising sold by the Company on clients Web sites, 
revenue from sales of merchandise and services over clients Web sites and
revenue from maintenance and hosting of client Web sites.

     From August through October, 1996, the Company raised net proceeds of
approximately $1,233,000 from the sale of 10% Unsecured Subordinated
Convertible Promissory  Notes (the "Bridge  Promissory  Notes") in a private 
placement (the "Bridge Private  Placement"). These notes were converted by
their terms into an aggregate of 349,126 Units upon consummation of the
Company's public offering described below. These Units were identical to the
Units offered in the 1997 public offering.

     On February 14, 1997, the Company  consummated a public offering of
1,000,000 Units  consisting of one share of Common  Stock and one Common 
Stock purchase warrant ("Warrant").  Each Warrant entitles the holder to
purchase one share of Common Stock at a price of $7.20 per share until
February 10, 2002. The Warrants are redeemable at the option of the Company,
at $.05 per Warrant, at any time on or after February 10, 1998 or such earlier
date as may be determined by Joseph Charles & Associates ("JCA").  Of the
1,000,000 shares of Common  Stock and 1,000,000 Warrants included in the
offering, 755,000 shares of Common Stock and 1,000,000  Warrants were sold by
the Company, for net proceeds of approximately $3,436,000 (after subtracting
the underwriting discount and other expenses of the offering). The remaining
255,000 shares of Common Stock were sold by the investors in the Bridge 
Private Placement.

     From November 1997 to April 1998, the Company raised net proceeds of
approximately $2,229,750 from the issuance of 594,500 shares of commons stock
and warrants in a private placement. Each Warrant entitles the holder to
purchase one share of Common Stock at a price of $7.20 per share until
February 10, 2002. The Warrants are redeemable at the option of the Company, 
at $.05 per Warrant, at any time on or after February 10, 1998 when the
Company's Common Stock on 20 consecutive trading days has a closing market
price above $8.40 per share and there is an effective registration statement
on file with the Securities and Exchange Commission.

Results of Operations

     The following tables set forth for the periods  indicated the percentage
of net sales represented by certain line items included in the Company's 
statements of operations.

<TABLE>
                      Three Months Ended        Nine Months Ended
                             Sept 30                September 30
                       1998         1997       1998           1997
<S>          <C>         <C>   <C>       <C>  <C>        <C> <C>       <C>
Sales
Net Solutions  $1,399,000 65%    $822,000 43%  $3,121,000 55% $2,065,000 42%
Wheels            177,000  8       25,000  1      806,000 14      25,000  1
Product           563,000 26    1,079,000 56    1,751,000 31   2,787,000 57
Net Sales      $2,139,000 100% $1,926,000 100% $5,678,000 100%$4,877,000100%
Cost of Sales   1,394,000  65   1,308,000  68   3,733,000  66  3,234,000 66
Gross Profit      745,000  35     618,000  32   1,945,000  34  1,643,000 34
Oper Expenses   1,266,000  59     968,000  50   3,496,000  62  2,959,000 61
Oper (Loss)      (521,000)(24)   (350,000)(18)(1,551,000)(27)(1,316,000)(27)
Other             (21,000) (1)     (9,000) (1)   (30,000) (1)  (254,000) (5)
Net (Loss)    $(542,000)(25)% $(359,000)(19)$(1,581,000)(28)%$(1,570,000)(32)%

</TABLE>

     Net sales for the nine months ended September 30, 1998 were $5,678,000
which represents an increase of $801,000 or 16% over net sales of $4,877,000
for the first nine months of 1997. Net sales were $2,139,000 for the three
months ended September 30, 1998 an increase of $213,000 or 11% over sales of
$1,926,000 for the three months ending September 30, 1997. The increase is
primarily attributed to increased sales of NetSolutions (Internet/Intranet
solutions), which accounted for $3,121,000 or 55% of total sales for the first
nine months of 1998, an increase of $1,056,000 or 51% over net sales of
$2,065,000 during the first nine months of 1997. NetSolutions sales were
$1,399,000 for the three months ending September 30, 1998 an increase of
$577,000 or 70% over sales of $822,000 for the three months ending September
30, 1997. Sales of the Company's Wheels solution, increased from $25,000 in
1997 to $806,000 for the nine months ended September 30,1998 and accounted for
14% of the total sales same period. The increase in net sales in both
categories was primarily attributable to increased marketing activities,
greater market acceptance and greater market penetration. 

     Net sales in Product division were $1,751,000 for the first nine months
of 1998 a decrease of 37% from net sales of $2,787,000 during the first nine
months of 1997. Net sales in Products were $563,000 for the three months ended
September 30, 1998 a decrease of 48% from net sales of $1,079,000 for the
three months ended September 30, 1997. The decrease in sales is attributed to
the discontinuation of products that did not have strong gross profit and or
recurring sales. 

     Gross margin was 35% during three months ending September 30, 1998, an
decrease of 3% over a gross margin of 32% during the same period in 1997.  The
Company's gross margin continues to remain strong which is attributed to
management's elimination of several distribution products that carried low
gross margin and the strong gross margin on NetSolutions and Wheels.

     Operating expenses for the first nine months of 1998 were $3,496,000 or
62% of sales compared with $3,234,000 or 64% for the same period in 1997.  The
increase in operating expenses was primarily the result of an increase in
staff and marketing activities associated with expanding the Wheels product
and its market area.  Operating expenses are expected to remain stable as the
Company continues to invest in the development of high end Internet/Intranet
Solutions.

     Net interest expense for first nine months of 1998 was $30,000 compared
with $254,000 for the first nine months of 1997.  The decrease was a result of
the Bridge Promissory Notes that were converted into common stock in February
of 1997. The Company expects interest expense to increase due to the use of
debt to finance growth during the remainder of 1998.

Liquidity and Capital Resources

     Through September 30, 1998, the Company funded its operations primarily
through equity financing, from the Company's IPO and subsequent Private
Placement that was completed in April of 1998, and revenues generated from
operations, lines of credit and factoring arrangements made available to it by
banks, and other institutions.  On September 30, 1998 the Company had  cash
and cash equivalents of $395,000 and a net working capital of $589,000
compared to cash and cash equivalents of $369,000 and a net working capital of
$678,000 as of December 31, 1997. 

     Cash used in operating activities for the Company totaled $1,940,000 and
$3,224,000 for first nine months of  1998 and 1997, respectively.  Cash used
in investing activities consisted of expenditures for property and equipment. 
Capital expenditures increased to $432,000 in first nine months of 1998 from
$403,000 during first nine months of 1997.

     Cash from financing activities in fiscal 1998 consisted of  advances from
factoring arrangements of $1,059,000 net of repayments of $1,047,000, proceeds
from the issuance of common stock of $1,551,000.  This compares to 1997
repayments of Notes of $1,437,000 from the Bridge Private Placement, $226,000
in loans from shareholders and employees and $71,00 in repayment of factoring
arrangements.  

     The Company has not recorded a deferred tax asset as it cannot conclude
to date that it is more likely than not that the deferred tax asset will be
realized.

Year 2000
                                
Computer programs or other embedded technology that have been written using two
digits (rather than four) to define the applicable year and that have time-
sensitive logic may recognize a date using "00" as the Year 1900 rather than the
Year 2000, which could result in widespread miscalculations or system failures. 
Both information technology ("IT") systems and non-IT systems using embedded
technology may be affected by the Year 2000.

The Company has initiated an enterprise-wide program to prepare the Company's IT
systems and applications for the Year 2000. The Company has not completed the
assessment phase of its Year 2000 program, but expects to incur internal staff
costs as well as consulting and other expenses related to the Company's Year 
2000 program. In addition, the Company has not completed the process of 
verification of whether vendors, suppliers and significant customers with 
which the Company has material relationships are Year 2000 compliant. If the 
Company and such third parties are unable to address Year 2000 issues in a 
timely manner, it could result in material financial risk to the Company, 
including the loss of revenue and substantial unanticipated costs. 
Accordingly, the Company plans to devote all resources necessary to resolve 
significant Year 2000 issues in a timely manner. In addition, the Company 
plans to develop a Year 2000 contingency plan.

The Company currently is not able to determine the total costs for its Year 2000
program or whether the Year 2000 will have a material effect on the Company's
financial condition, results of operations or cash flows. 


PART II - OTHER INFORMATION

Item 1.          Legal Proceedings      
                 None

Item 2.          Changes in Securities and Use of Proceeds
                 See "Notes to Financial Statements   Private Placement"

Item 3.          Defaults Upon Senior Securities
                 None

Item 4.          Submission of Matters to a Vote of Security Holders      
                 None

Item 5.          Other Information 
                 None

Item 6.          Exhibits and Reports on Form 8-K
                 (a)  Exhibits

                      Exhibit 27       Financial Data Schedule

                 (b)  Reports on Form 8-K 
                      During the quarter for which this report is filed. The
                      Company did not file any Reports on Form 8-K.

SIGNATURES


In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                               NAVIDEC, INC.



Date: November 16, 1998

                          By: /s/ RALPH ARMIJO
                              Ralph Armijo
                              President and CEO


                          By:/s/ PAT MAWHINNEY
                             Pat Mawhinney
                             Chief Financial Officer