SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

                 (X) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                      For the Quarter Ended March 28, 1998

                                       OR

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

                         Commission File Number 0-20666

                                 MICROTEST, INC.
                                 ---------------
             (Exact name of registrant as specified in its charter)


           Delaware                                          86-0485884
         ------------                                        ----------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               identification no.)

                   4747 N. 22nd Street, Phoenix, Arizona 85016
                   -------------------------------------------
              (Address of principal executive offices and Zip Code)

       Registrant's telephone number, including area code: (602) 952-6400
       ------------------------------------------------------------------

Indicate by check mark 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,  (or for such shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.

                                  YES  X  NO 
                                      ---    ---

As of May 1,  1998,  8,209,248  shares of the  registrant's  common  stock  were
outstanding.



                         This document contains 14 pages
                         -------------------------------
                                       1
<PAGE>
                                      INDEX
                                      -----

                                 MICROTEST, INC.

                                                                            Page
Facing Page                                                                   1

Index                                                                         2

PART I. FINANCIAL INFORMATION
-----------------------------

Item 1 - Financial Statements (Unaudited)

      Condensed Consolidated Balance Sheets                                   3

      Condensed Consolidated Statements of Income                             4

      Condensed Consolidated Statements of Cash Flows                         5

      Notes to Unaudited Condensed Consolidated Financial Statements        6-7

Item 2 - Management's Discussion and Analysis of Financial
      Conditions and Results of Operations                                 8-10

PART II. OTHER INFORMATION
--------------------------

Item 1 - Legal Proceedings                                                   11

Item 2 - Changes in Securities                                               11

Item 3 - Defaults Upon Senior Securities                                     11

Item 4 - Submission of Matters to a Vote of Security Holders                 11

Item 5 - Other Information                                                   11

Item 6 - Exhibits and Reports on Form 8-K                                    11

Signatures                                                                   12

Exhibit 99 - Private Securities Litigation Reform Act of 1995 Safe
         Harbor Complaince Statement for Forward-Looking Statements       13-14
                                       2
<PAGE>
PART I. FINANCIAL STATEMENTS

                                 Microtest, Inc.
                      Condensed Consolidated Balance Sheets
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                       March 28,       December 31,
                                                                   1998 (unaudited)        1997
                                                                   ----------------    ------------
<S>                                                                    <C>               <C>     
                                          ASSETS                                      
CURRENT ASSETS:                                                                       
      Cash and cash equivalents                                        $ 14,020          $ 11,547
      Accounts receivable - less allowance for doubtful                               
         accounts of $811 and $892, respectively and less                             
         returns reserve of $1,795 and $1,073, respectively               7,731            12,083
      Inventories - less reserve for obsolescence of $519                             
         and $694, respectively                                           6,022             5,924
      Prepaid expenses                                                    1,440             1,459
      Income taxes receivable                                             2,094             2,258
      Deferred income taxes                                               2,216             2,216
                                                                       --------          --------
           Total current assets                                          33,523            35,487
                                                                                      
PROPERTY, PLANT AND EQUIPMENT - less accumulated                                      
      depreciation of $6,402 and $6,200, respectively                     3,428             3,543
                                                                                      
INTANGIBLES AND OTHER ASSETS                                              2,867             2,777
                                                                                      
DEFERRED INCOME TAXES                                                       133               133
                                                                       --------          --------
                                                                                      
TOTAL                                                                  $ 39,951          $ 41,940
                                                                       ========          ========
                                                                                      
                           LIABILITIES AND STOCKHOLDERS' EQUITY                       
CURRENT LIABILITIES:                                                                  
      Accounts payable                                                 $  4,538          $  4,699
      Accrued liabilities                                                 1,858             4,130
      Accrued payroll and employee benefits                               1,105             1,017
                                                                       --------          --------
           Total liabilities                                              7,501             9,846
                                                                                      
COMMITMENTS AND CONTINGENCIES                                                         
                                                                                      
STOCKHOLDERS' EQUITY:                                                                 
      Common stock, $.001 par value - authorized, 15,000,000 shares;                  
         issued 8,206,467 and 8,193,320 shares, respectively                  8                 8
      Additional paid-in capital                                         32,766            32,710
      Deficit                                                              (324)             (186)
      Common stock in treasury at cost - 0 and 34,939,                                
         respectively                                                      --                (438)
                                                                       --------          --------
           Total stockholders' equity                                    32,450            32,094
                                                                       --------          --------
                                                                                      
TOTAL                                                                  $ 39,951          $ 41,940
                                                                       ========          ========
</TABLE>

See notes to condensed consolidated financial statements
                                       3
<PAGE>
                                 Microtest, Inc.
             Condensed Consolidated Statements of Income (unaudited)
                                 (In thousands)

                                                            Three Months Ended
                                                         -----------------------
                                                         March 28,     March 29,
                                                           1998          1997
                                                         --------      --------

TOTAL REVENUES                                           $  9,716      $ 11,113

TOTAL COST OF SALES                                         3,774         4,347
                                                         --------      --------

GROSS PROFIT                                                5,942         6,766

OPERATING EXPENSES:
      Sales and marketing                                   3,088         5,025
      Research and development                              1,714         2,035
      General and adminstrative                               966         1,237
                                                         --------      --------

           Total operating expenses                         5,768         8,297

INCOME/(LOSS) FROM OPERATIONS                                 174        (1,531)

INVESTMENT INCOME                                              75           118
                                                         --------      --------

INCOME/(LOSS) BEFORE INCOME TAXES                             249        (1,413)

INCOME TAX PROVISION/(BENEFIT)                                 76          (427)
                                                         --------      --------

NET INCOME/(LOSS)                                        $    173      $   (986)
                                                         ========      ========

BASIC EARNINGS PER SHARE:
      NET INCOME/(LOSS) PER SHARE                        $   0.02      $  (0.12)
                                                         ========      ========
      SHARES USED IN PER SHARE CALCULATION                  8,189         8,095
                                                         ========      ========

DILUTED EARNINGS PER SHARE:
      NET INCOME/(LOSS) PER SHARE                        $   0.02      $  (0.12)
                                                         ========      ========
      SHARES USED IN PER SHARE CALCULATION                  8,371         8,095
                                                         ========      ========

See notes to condensed consolidated financial statements
                                       4
<PAGE>
                                 Microtest, Inc.
           Condensed Consolidated Statements of Cash Flows (unaudited)
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                           Three Months Ended
                                                                          ---------------------
                                                                          March 28,   March 29,
                                                                            1998        1997
                                                                          ---------   ---------
<S>                                                                       <C>         <C>      
OPERATING ACTIVITIES:
      Net income/(loss)                                                   $    173    $   (986)
      Adjustments to reconcile net income/(loss) to net cash
         provided by/(used in) operating activities:
           Depreciation and amortization                                       582         529
           Changes in operating assets and liabilities:
             Accounts receivable                                             4,352       5,538
             Inventories                                                       (98)     (2,038)
             Prepaid expenses and other assets                                (451)       (789)
             Accounts payable                                                 (161)     (2,836)
             Accrued liabilities                                            (2,272)     (1,893)
             Accrued payroll and employee benefits                              88         (50)
             Income taxes receivable                                           164        (219)
                                                                          --------    --------

Net cash provided by/(used in) operating activities                          2,377      (2,744)

INVESTING ACTIVITIES:
      Purchases of equipment and leasehold improvements                        (87)       (411)
                                                                          --------    --------

Net cash used in investing activities                                          (87)       (411)

FINANCING ACTIVITIES:
      Proceeds from sale of common stock and treasury stock                    183         354
      Reduction in income tax liability from disqualifying dispositions
         of incentive stock options and exercises of non-qualified
         stock options                                                        --             1
                                                                          --------    --------

Net cash provided by financing activities                                      183         355
                                                                          --------    --------

INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS                             2,473      (2,800)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                              11,547      10,282
                                                                          --------    --------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                  $ 14,020    $  7,482
                                                                          ========    ========
</TABLE>

See notes to condensed consolidated financial statements
                                       5
<PAGE>
                                 MICROTEST, INC.
                               NOTES TO UNAUDITED
                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and the  instructions  to Form  10-Q and  Rule  10-01 of
Registration  S-X.  Accordingly,  they do not include all of the information and
notes  required  by  generally  accepted  accounting   principles  for  complete
financial  statements.  In  the  opinion  of  management,  all  adjustments  and
reclassifications  considered  necessary for a fair and comparable  presentation
have been included and are of a normal recurring  nature.  Operating results for
the three months ended March 28, 1998,  are not  necessarily  indicative  of the
results  that may be  expected  for the  year  ending  December  31,  1998.  The
accompanying  financial  statements  should  be read  in  conjunction  with  the
Company's most recent Annual Report and Form 10-K.

1.    BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

      A. Principles of  Consolidation - The  consolidated  financial  statements
      include the accounts of Microtest,  Inc. and its wholly-owned subsidiaries
      (collectively, the "Company"). The Company develops, markets, and supports
      products  that make it easier to install,  service,  and manage local area
      networks ("LANs").

      B. For interim  reporting  purposes,  the Company ends its quarters on the
      Saturday  closest to the  calendar  quarter end,  with the fourth  quarter
      ending on December 31, 1998.

      C.  Reclassifications  - Certain  reclassifications  have been made to the
      1997   consolidated   financial   statements   to   conform  to  the  1998
      presentation.

2.    COMMITMENTS AND CONTINGENCIES

      Future minimum rental  payments due under the Company's  office  operating
      leases are as follows:

                                                        (Amounts in
                                                         Thousands)
      1998                                              $     753
      1999                                                    995
      2000                                                    842
      2001                                                    148
      2002                                                     12
                                                        ---------
      Total minimum rental payments                     $   2,750
                                                        =========

      The  Company is involved in certain  other legal  matters,  the outcome of
      which  is  currently  unknown.  Management  believes  that  the  Company's
      liability, if any, will
                                       6
<PAGE>
      not have a material  adverse effect on the Company's  financial  condition
      and results of operations.

3.    COMPREHENSIVE INCOME

      In June  1997,  the FASB  issued  SFAS No.  130,  Reporting  Comprehensive
      Income,  which is effective for financial  statement  periods ending after
      December 15, 1997 and  establishes  standards for reporting and display of
      comprehensive  income and its components  (revenues,  expenses,  gains and
      losses) in a full set of general-purpose financial statements. The Company
      has operations in the United Kingdom and Germany. All transactions for the
      United  Kingdom   operations  are   denominated  in  U.S.   dollars.   All
      transactions  for the German  operations are denominated in Deutsch marks.
      For the quarter ended March 28, 1998, comprehensive income was $173,000.

4.    SUBSEQUENT EVENTS

      On April 14, 1998, the Company's Board of Directors authorized the Company
      to repurchase up to 800,000 shares of its common stock,  or  approximately
      10% of all shares issued as of that date, for issuance under the Company's
      stock option and purchase plans. The stock is to be purchased from time to
      time on the open market as conditions permit.
                                       7
<PAGE>
Item 2.  Management's Discussion and Analysis of Financial Condition and
Results of Operations

      This Quarterly  Report on Form 10-Q contains  forward-looking  statements.
The  words  "believe,"   "expect,"   "anticipate,"  and  "project"  and  similar
expressions identify forward-looking statements, which speak only as of the date
the statement was made. Such  forward-looking  statements are within the meaning
of that term in Section  27A of the  Securities  Act of 1933,  as  amended,  and
Section 21E of the Securities Exchange Act of 1934, as amended.  Such statements
may  include,  but not be limited to,  projections  of revenue,  income or loss,
capital expenditures, plans for future operations, financing needs or plans, and
plans  relating to products or services of the Company,  as well as  assumptions
relating to the foregoing.

      Statements in Exhibit 99 to this Quarterly  Report on Form 10-Q,  describe
factors,  among  others,  that could  contribute  to or cause such  differences.
Additional  factors that could cause actual  results to differ  materially  from
those   expressed  in  such   forward-looking   statements   are  set  forth  in
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"  in the  Company's  Annual  Report on Form  10-K for the year  ended
December 31, 1997.

Results of Operations

                             Qtr. End                               Qtr. End
(in thousands)               3/28/98            Change              3/29/97
--------------------------------------------------------------------------------
Total Revenues               $ 9,716            (12.6%)            $ 11,113
--------------------------------------------------------------------------------

During the quarter ended March 28, 1998,  total revenues  decreased  compared to
the quarter  ended March 29, 1997 due  primarily  to a decision  not to increase
inventory  levels on certain  products into the Company's  product  distribution
channel in anticipation of new product  releases,  as well as a general weakness
in sales to the Company's Asia Pacific product distributors,  which has impacted
the results of the entire industry segment.  The Company currently believes that
its second  quarter  operating  results also will be  adversely  affected by the
above mentioned reasons.

                             Qtr. End                               Qtr. End
(in thousands)               3/28/98            Change              3/29/97
--------------------------------------------------------------------------------
Gross Profit                 $ 5,942            (12.2%)             $ 6,766
% of Total Revenues            61.2%                                  60.9%
--------------------------------------------------------------------------------

Gross profit  decreased  in absolute  dollars but  increased as a percentage  of
total revenues during the three months ended March 28, 1998 compared to the same
period in 1997.  The  decrease  in  absolute  dollars is due to the  decrease in
revenues.  Gross profit as a percent of revenues  improved  slightly  during the
first  quarter of 1998 due to a decrease in discounts  offered to the  Company's
product distributors.
                                       8
<PAGE>
                                  Qtr. End                         Qtr. End
(in thousands)                    3/28/98         Change           3/29/97
--------------------------------------------------------------------------------
Sales & Marketing                 $3,088          (47.7%)          $5,025
% of Total
Revenues                           31.8%                            45.2%  
--------------------------------------------------------------------------------

For the quarter ended March 28, 1998, sales and marketing  expenses decreased in
absolute  dollars and as a  percentage  of total  revenues  compared to the same
period in 1997.  The decrease is primarily due to the  integration  of Logicraft
Information  Systems,  now doing business as Microtest Enterprise Group ("MEG").
MEG was acquired during the fourth quarter of 1996 and was not fully  integrated
into  Microtest  until the third quarter of 1997.  The  integration  of MEG into
Microtest  included a significant  reduction in headcount  during the second and
third quarters of 1997.  Additionally,  the Company implemented new cost control
measures during 1997.

                                  Qtr. End                         Qtr. End
(in thousands)                    3/28/98         Change           3/29/97
--------------------------------------------------------------------------------
Research & Development            $1,714          (15.8%)          $2,035
% of Total
Revenues                           17.6%                            18.3%  
--------------------------------------------------------------------------------

Research  and  development  expenses  decreased  in  absolute  dollars  and as a
percentage of total revenues in the quarter ended March 28, 1998,  compared with
the same period in 1997.  The decrease  stems  primarily  from a decrease in the
number of  employees  due to the  integration  of MEG, as discussed  above.  The
Company  capitalized  approximately  $220,000  and $0 during the first  quarters
ended March 28, 1998 and March 29, 1997,  respectively,  of software development
costs for new products for which technological  feasibility has been determined.
These  costs  will be  amortized  over the life of the  associated  products  of
approximately  two to four  years  as a  charge  to cost of  goods  sold.  These
amortization  charges may result in lowering the  Company's net income in future
periods.

                                 Quarter. End                    Quarter. End
(in thousands)                     3/28/98        Change           3/29/97
--------------------------------------------------------------------------------
General & Administrative           $ 966          (21.9%)          $1,237
% of Total
Revenues                            9.9%                            11.1%
--------------------------------------------------------------------------------

General and administrative  expenses decreased in both absolute dollars and as a
percentage  of total  revenues  during the first  quarter  ended March 28, 1998,
compared to the same period in 1997.  This  decrease is mainly the result of the
decrease in personnel and other administrative costs attributable to integration
of MEG  and  cost  control  measures  implemented  during  1997,  as  previously
mentioned.
                                       9
<PAGE>
                                  Qtr. End                          Qtr. End
(in thousands)                    3/28/98         Change            3/29/97
--------------------------------------------------------------------------------
Income Taxes                        $ 76          117.8%            $(427)

Effective Tax Rate                 30.5%                            30.2%  
--------------------------------------------------------------------------------

The  Company's  effective  tax rate  remained  relatively  flat during the first
quarter ended March 28, 1998, compared to the same period of the preceding year.


                                  Qtr. End                          Qtr. End
(in thousands)                    3/28/98         Change            3/29/97
--------------------------------------------------------------------------------
Net Income/(Loss)                   $173          117.5%            $(986)
% of Total
Revenues                            1.8%                            (8.9%) 
--------------------------------------------------------------------------------

Net income  increased  in both  absolute  dollars and as a  percentage  of total
revenues for the first quarter of 1998 as compared to the first quarter of 1997.
This increase is due primarily to a significant  decrease in operating  expenses
for the quarter  ended March 28, 1998 as compared  with the quarter  ended March
29, 1997. As discussed above, MEG was fully integrated into Microtest during the
second and third  quarters  of 1997.  The  integration  included  a  significant
headcount  reduction.  Also,  the Company's  implementation  of new cost control
measures during 1997 aided in the decrease in operating expenses.

Liquidity and Capital Resources
-------------------------------

The Company has financed its operations  primarily  through operating cash flows
and  equity  financings.  At  March  28,  1998,  the  Company  had cash and cash
equivalents of $14.0 million.  This  represents a $2.5 million  increase in cash
equivalents  during the three months ended March 28, 1998,  due primarily to the
collection of accounts receivable.

During the second quarter of 1997, the Company obtained a $10 million  unsecured
revolving  credit  facility with Bank of America,  which is utilized for general
corporate and working capital  purposes.  No amounts were outstanding under this
credit  facility and the Company was in  compliance  with all loan  covenants at
March 28, 1998.

Capital  expenditures during the quarter ended March 28, 1998 were approximately
$87,000,  the majority of which was for  computer  hardware  and  software.  The
Company's   capital  budget  for  the  remaining   three  quarters  of  1998  is
approximately   $613,000,   which   includes   software,   hardware,   leasehold
improvements  and  other  of  $143,000,   $170,000,   $100,000,   and  $200,000,
respectively.

Management  believes cash flows from  operations  and  available  cash under the
credit  facility will be sufficient to meet the cash needs of the Company in the
foreseeable future.
                                       10
<PAGE>
PART II. OTHER INFORMATION

Item 1 - Legal Proceedings

          The Company is from time to time  involved in legal  proceedings  of a
character  normally  incident  to its  business,  including  various  claims and
pending actions against the Company seeking damages.

Item 2. - Changes in Securities

      None

Item 3. - Defaults Upon Senior Securities

      Not applicable

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  99 - Private  Securities  Litigation  Reform Act of 1995 Safe
     Harbor Compliance Statement for Forward-Looking Statements

      b) Reports on Form 8-K

          No  Current  Reports on Form 8-K were  filed  during the three  months
     ended March 28, 1998.
                                       11
<PAGE>
                                   SIGNATURES

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

                           MICROTEST, INC.
                           ---------------
                             Registrant



Date: May 11, 1998                               /s/ Richard G. Meise
                                                 -------------------------------
                                                 Chief Executive Officer and
                                                 Chairman of the Board



Date: May 11, 1998                               /s/ Charles V. Mihaylo
                                                 -------------------------------
                                                 President and
                                                 Chief Operating Officer


Date: May 11, 1998                               /s/ John J. O'Block
                                                 -------------------------------
                                                 John J. O'Block
                                                 Chief Financial Officer
                                       12