<PAGE>
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                                 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, 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 0-21366
                                          
                               TRICORD SYSTEMS, INC.
               ------------------------------------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                DELAWARE                              41-1590621     
     -------------------------------              -------------------
     (STATE OR OTHER JURISDICTION OF              (I.R.S. EMPLOYER
     INCORPORATION OR ORGANIZATION)               IDENTIFICATION NO.)

         2905 NORTHWEST BOULEVARD, SUITE 20, PLYMOUTH, MINNESOTA   55441
         ------------------------------------------------------------------
         (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                (ZIP CODE)
                                          
                                   (612) 557-9005     
               ----------------------------------------------------
               (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)


     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               
                          -------            -------

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the last practicable date.

<TABLE>
<CAPTION>
                                                     OUTSTANDING AT
             CLASS                                   JUNE 30, 1998
             -----                                   --------------
         <S>                                         <C>
         Common Stock,
         $0.01 par value                               14,493,826
</TABLE>
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<PAGE>

                          PART 1. FINANCIAL INFORMATION      
        
                          ITEM 1: FINANCIAL STATEMENTS  
        
                               TRICORD SYSTEMS, INC.      
                       CONSOLIDATED STATEMENTS OF OPERATIONS    
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                   Three Months Ended June 30,   Six Months Ended June 30,
                                                   ---------------------------   -------------------------
(in thousands, except per share data)                  1998           1997           1998           1997
                                                   ------------   ------------   ------------   ----------
<S>                                                <C>            <C>            <C>            <C>
Revenues: 
     Product sales                                 $        617          2,803          1,423        7,184
     Service contracts                                      376            508            885        1,000
                                                   ------------   ------------   ------------   ----------
                                                            993          3,311          2,308        8,184

Cost of goods sold: 
     Product sales                                          596          4,342          1,281        9,128
     Service contracts                                       64            148            181          278
                                                   ------------   ------------   ------------   ----------
                                                            660          4,490          1,462        9,406

          Gross margin                                      333         (1,179)           846       (1,222)
                                                   ------------   ------------   ------------   ----------

Operating expenses: 
     Research and development                               644            828          1,355        2,611
     Sales and marketing                                    354          1,098            598        3,492
     General and administrative                             146            605            488        1,325
     Nonrecurring items, net                               (195)           864           (195)         864
                                                   ------------   ------------   ------------   ----------
                                                            949          3,395          2,246        8,292
                                                   ------------   ------------   ------------   ----------
          Operating loss                                   (616)        (4,574)        (1,400)      (9,514)
                                                   ------------   ------------   ------------   ----------

Other income (expense):                                    
     Interest, net                                           46             44             98           99
     Other, net                                              15            (33)            55         (297)
                                                   ------------   ------------   ------------   ----------
                                                             61             11            153         (198)
                                                   ------------   ------------   ------------   ----------

          Net loss                                 $       (555)        (4,563)        (1,247)      (9,712)
                                                   ------------   ------------   ------------   ----------
                                                   ------------   ------------   ------------   ----------

          Net loss per share - basic and diluted   $      (0.04)         (0.34)         (0.09)       (0.72)
                                                   ------------   ------------   ------------   ----------
                                                   ------------   ------------   ------------   ----------

          Average common shares outstanding              14,369         13,460         14,119       13,434
                                                   ------------   ------------   ------------   ----------
                                                   ------------   ------------   ------------   ----------
</TABLE>

          See accompanying notes to consolidated financial statements. 


                                       1
<PAGE>
     
                               TRICORD SYSTEMS, INC.
                            CONSOLIDATED BALANCE SHEETS
                                          
                                          
                                       ASSETS
<TABLE>
<CAPTION>
                                                               June 30,     December 31,
(in thousands, except per share data)                            1998           1997
                                                             -----------    ------------
                                                             (unaudited)
<S>                                                          <C>            <C>
Current assets:
     Cash and cash equivalents                               $     3,765           3,713
     Accounts receivable, net                                        257             681
     Inventories, net                                              1,084           1,497
     Other current assets                                            101             174
                                                             -----------    ------------
          Total current assets                                     5,207           6,065

Equipment and improvements, net                                      386             565

Other assets                                                          16             125
                                                             -----------    ------------

          Total Assets                                       $     5,609           6,755
                                                             -----------    ------------
                                                             -----------    ------------

                          LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Accounts payable                                        $       563             708
     Accrued payroll, benefits and related taxes                     360             509 
     Deferred revenue                                                762             946 
     Other accrued expenses                                          728             925 
                                                             -----------    ------------
          Total current liabilities                                2,413           3,088 

Stockholders' equity:
     Common stock, $0.01 par value; 27,000 shares authorized,
          14,494 and 13,460 shares issued and outstanding            144             135 
     Additional paid-in capital                                   78,455          77,606 
     Cumulative translation adjustments                                -              82 
     Accumulated deficit                                         (75,403)        (74,156)
                                                             -----------    ------------
          Total stockholders' equity                               3,196           3,667 
                                                             -----------    ------------

          Total Liabilities and Stockholders' Equity         $     5,609           6,755 
                                                             -----------    ------------
                                                             -----------    ------------
</TABLE>

          See accompanying notes to consolidated financial statements.


                                       2
<PAGE>
                                          
                                TRICORD SYSTEMS, INC.
                         CONSOLIDATED STATEMENTS OF CASH FLOWS        
                                     (UNAUDITED)     
<TABLE>
<CAPTION>
                                                                           Six Months Ended June 30,
                                                                           -------------------------
(In thousands)                                                                1998            1997
                                                                           ---------       ---------
<S>                                                                        <C>             <C>
Cash flows from operating activities:                                               
     Net loss                                                              $  (1,247)      $  (9,712)
     Adjustments to reconcile net loss to net
       cash used in operating activities: 
          Depreciation and amortization                                          207           2,036 
          Provision for losses on inventories                                    123           1,456 
          Loss on termination of facilities lease                                  -             975 
          Provision for loss on equipment                                          -             764 
          Loss on disposal of equipment                                            9             334 
          Provision for losses (recoveries) on accounts receivable               (97)            150 
          Other                                                                  170             577 
          Changes in operating assets and liabilities:
               Accounts receivable                                               521           3,564 
               Inventories                                                       290           1,245 
               Other current assets                                               58             268 
               Accounts payable                                                 (145)         (1,807)
               Accrued payroll, benefits and related taxes                       (59)           (774)
               Deferred revenues and other accrued expenses                     (108)         (1,022)
                                                                           ---------       ---------
                    Net cash used in operating activities                       (278)         (1,946)
                                                                           ---------       ---------
Cash flows from investing activities:                                               
     Capital expenditures                                                        (37)           (412)
     Change in other assets                                                        7              60 
                                                                           ---------       ---------
                    Net cash used in investing activities                        (30)           (352)
                                                                           ---------       ---------
Cash flows from financing activities:                                               
     Stock option and employee stock purchase plan transactions                  360              30 
                                                                           ---------       ---------
                    Net cash provided by financing activities                    360              30 
                                                                           ---------       ---------
Effect of exchange rate changes on cash                                            -             531 
                                                                           ---------       ---------
Net increase (decrease) in cash and cash equivalents                              52          (1,737)
Cash and cash equivalents at beginning of period                               3,713           5,711 
                                                                           ---------       ---------

Cash and cash equivalents at end of period                                 $   3,765           3,974 
                                                                           ---------       --------- 
                                                                           ---------       ---------
</TABLE>

          See accompanying notes to consolidated financial statements. 


                                       3      
<PAGE>
                                          
                               TRICORD SYSTEMS, INC.
                                          
                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                          
                  (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
                                          
                                          
 1.  BASIS OF PRESENTATION

The accompanying unaudited interim consolidated statements of operations, 
balance sheet and statements of cash flows reflect all adjustments of a 
normal recurring nature, which are, in the opinion of management, necessary 
for a fair statement of the consolidated financial position at June 30, 1998, 
and of consolidated results of operations and cash flows for the interim 
periods ended June 30, 1998 and 1997.  The unaudited consolidated financial 
statements should be read in conjunction with Tricord Systems Inc.'s (the 
"Company's") audited consolidated financial statements for the year ended 
December 31, 1997, which were incorporated by reference in the Company's 1997 
Annual Report on Form 10-K.  The year-end balance sheet data included herein 
is derived from audited financial statements, but does not include all 
disclosures required by generally accepted accounting principles.  The 
results of operations for the interim periods ended June 30, 1998 are not 
necessarily indicative of the results to be expected for the full year or any 
future periods.

2.  BALANCE SHEET AND SUPPLEMENTAL CASH FLOW INFORMATION           

Balance Sheet Information:

<TABLE>
<CAPTION>
                                             June 30, 1998    December 31, 1997
                                             -------------    -----------------
                                              (unaudited)
    <S>                                      <C>              <C>
    Accounts receivable, net:
      Accounts receivable                      $  1,079             1,894 
      Allowance for doubtful accounts              (822)           (1,213)
                                               --------          --------
                                               $    257               681 
                                               --------          --------
                                               --------          --------
    Inventories, net:
      Spare parts and expansion products       $  4,778             5,638
      Finished goods                              1,226             1,877 
      Inventory reserve                          (4,920)           (6,018)
                                               --------          --------
                                               $  1,084             1,497
                                               --------          --------
                                               --------          --------
</TABLE>

Supplemental Cash Flow information:
                                          
During the first quarter of 1998, $90 of accrued payroll obligations and $172 
of other accrued expenses were settled through the issuance of 374,003 shares 
of common stock of the Company.  During the second quarter of 1998, $101 of 
other accrued expenses were settled through the issuance of 122,233 shares of 
common stock of the Company.
                                          
                                          
                                       4
<PAGE>

3. CHANGE IN BUSINESS FOCUS
                                          
A combination of competitive pressures and a vision for a highly distributed 
and scalable storage systems architecture led the Company in February 1997 to 
redefine its corporate strategy to focus its development efforts exclusively 
on storage systems management software.  The architecture includes an 
entirely new generation of Distributed File System and File-Intelligent 
I/O ("input/output") technology known as Tricord Storage Management 
Software ("TSMS").  

The Company intends to sell its remaining enterprise server product 
inventories, consisting primarily of spare parts and expansion products, as 
long as there is sufficient customer demand and materials are available.  The 
Company will honor its service agreements and enter into new agreements as 
long as there is sufficient demand.  The Company's product sales during the 
first half of 1998 have consisted mainly of spare parts, disk drives, memory 
and expansion products.  The Company expects that its 1998 revenues will 
decline significantly from 1997 levels and will continue to consist mainly of 
spare parts, disk drives, memory and expansion products as well as new 
service contracts.  No revenues have been generated by TSMS through June 30, 
1998.  The Company does not anticipate significant revenues in 1998 from the 
development of TSMS-based products, which have yet to be fully developed.

If the Company's operations progress as currently anticipated, of which there 
can be no assurance, the Company believes that its existing cash and cash 
equivalents will be sufficient to fund its operations for the next twelve 
months.  The Company is continuing to seek additional capital through OEM or 
other strategic investments or alliances.
                                          
4. MAJOR CUSTOMERS
                                          
Connect Computer Company ("Connect") accounted for 14.5% of the Company's 
revenues in the second quarter of 1998 compared to 3.4% of the Company's 
revenues in the second quarter of 1997.  For the six months ended June 30, 
1998, revenues from Connect were 11.6% compared to 3.2% for the comparable 
period last year.
                                          
5. NET LOSS PER SHARE
                                          
Net loss per share is computed by dividing net loss by the weighted average 
number of common shares outstanding during each period.  Potentially dilutive 
common shares are excluded from the calculation of net loss per share as 
their impact is antidilutive.  Net loss per share does not include common 
stock options and warrants totaling approximately 2,921,000 shares.


                                       5
<PAGE>

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


GENERAL

The Company historically engaged in the business of designing, manufacturing, 
marketing and supporting high-performance enterprise servers for use in 
mission critical applications, principally running on Microsoft Windows 
NT-Registered Trademark- and Novell-Registered Trademark- NetWare-Registered 
Trademark-.  All revenues generated through June 30, 1998 related to the 
server line of business. 

A combination of competitive pressures and a vision for a highly distributed 
and scalable storage systems architecture led the Company in February 1997 to 
redefine its corporate strategy to focus its development efforts exclusively 
on storage systems management software.  The architecture includes an 
entirely new generation of Distributed File System and File-Intelligent 
I/O ("input/output") technology known as Tricord Storage Management Software 
("TSMS").  No revenues have been generated by TSMS through June 30, 1998.  
The Company does not anticipate significant revenues in 1998 from the 
development of TSMS-based products, which have yet to be fully developed. 

In addition to the factors described below, the Company's operating results 
could materially differ from those anticipated by the Company based upon the 
following  factors: the continued growth and acceptance of the Windows NT 
operating system and the growth in demand for attached storage; the Company's 
ability to develop, test and release its new products for this market on a 
timely basis; the ability of the Company to anticipate changes in technology 
and industry standards on a timely basis; the Company's ability to generate 
adequate cash to fund operations, which in turn will depend on its ability to 
sell a sufficient amount of its remaining enterprise server inventory and 
control operating expenses; the Company's ability to successfully establish 
one or more OEM relationships in order for the Company to introduce and 
market its storage products; and competition from other companies in the 
Windows NT storage products market. 

RESULTS OF OPERATIONS

REVENUES

Revenues for the second quarter and six months ended June 30, 1998 were 
$993,000 and $2,308,000, respectively,  compared to $3,311,000 and $8,184,000 
for the second quarter and six months ended June 30, 1997.  The decrease in 
revenues for the second quarter of 1998 compared to the second quarter of 
1997 and the decrease in revenues for the first six months of 1998 compared 
to 1997 was primarily due to the Company's decision, as discussed above, to 
redefine its corporate strategy to focus its development efforts exclusively 
on storage systems management software. 


                                      6
<PAGE>

The Company currently anticipates that revenues will decrease significantly 
in 1998 as the Company continues to focus its resources on developing TSMS. 
The Company intends to sell its remaining enterprise server product 
inventory, consisting primarily of spare parts and expansion products, as 
long as there is sufficient customer demand and materials are available. The 
Company will honor its service agreements and enter into new service 
agreements as long as there is sufficient demand.  Actual 1998 revenues could 
materially differ from those expressed in the foregoing forward-looking 
statements, depending on a number of factors, including whether anticipated 
demand in 1998 for the Company's enterprise server products differs from the 
Company's expectations and the ability of the Company to purchase components 
to satisfy customer demand.      

GROSS MARGIN

Gross margin, as a percent of revenues, increased to 34% in the second 
quarter of 1998 compared to (36%) in the second quarter of 1997 and increased 
to 37% for the first six months of 1998 compared to (15%) for the first six 
months of 1997.  The increase in gross margin percent for the 1998 periods 
compared to the 1997 periods was due primarily to a higher percentage of 
manufacturing costs in the second quarter of 1997 because sales volume was 
decreasing at a faster rate than costs were able to be decreased, and the 
second quarter 1997 charge of $1,332,000 for the write-down of inventory 
based on the Company's announcement that it would not bring its next 
generation server to market.

The Company anticipates that its inventory purchases for 1998 will consist 
mainly of disk drives and memory based on customer demand.  The Company 
currently anticipates that gross margin dollars for the last half of 1998 
will be less than the comparable 1997 periods.  Actual 1998 gross margin 
results could materially differ from those expressed in the foregoing 
forward-looking statement, depending on a number of factors, including the 
achievement of the Company's 1998 anticipated revenue level and the ability 
of the Company to purchase disk drives, memory and other components cost 
effectively in order to satisfy customer demand.   

RESEARCH AND DEVELOPMENT

Research and development expenses decreased 22% to $644,000 for the second 
quarter of 1998 from $828,000 for the second quarter of 1997, and decreased 
48% to $1,355,000 for the first six months of 1998 from $2,611,000 for the 
first six months of 1997, primarily due to a decrease in salary and benefit 
costs associated with fewer team members and a decrease in depreciation due 
to fewer capital equipment items.

Although research and development costs will be a key expense during 1998 as 
the Company focuses on the continued development of TSMS, the Company 
anticipates that research and development costs for 1998 will continue to be 
less than 1997 levels for the reasons described above.  Actual 1998 research 
and development expenses could materially differ from those expressed in the 
foregoing forward-looking statements, depending on a number of factors, 
including the ability of the Company to achieve its business plan and obtain 
and commit the required resources to research and development


                                      7
<PAGE>

and the ability to hire and train quality research and development team 
members and/or outside consultants as well as retain current research and 
development team members and outside consultants.  

SALES AND MARKETING

Sales and marketing expenses decreased 68% to $354,000 for the second quarter 
of 1998 from $1,098,000 for the second quarter of 1997, and decreased 83% to 
$598,000 for the first six months of 1998 from $3,492,000 for the first six 
months of 1997, primarily due to the reduction of commissions related to 
reduced revenues, lower salaries and benefits due to fewer team members and 
the closing of the Company's domestic and foreign sales offices.

The Company currently anticipates that sales and marketing expenses in 1998 
will continue to be less than 1997 levels as the Company continues to focus 
on the development of TSMS.  Actual 1998 sales and marketing expenses could 
materially differ from those expressed in the foregoing forward-looking 
statement, depending on a number of factors, including the ability of the 
Company to achieve its revenue plan and retain its current sales and 
marketing team members. 

GENERAL AND ADMINISTRATIVE

General and administrative expenses decreased 76% to $146,000 for the second 
quarter of 1998 from $605,000 for the second quarter of 1997, and decreased 
63% to $488,000 for the first six months of 1998 from $1,325,000 for the 
first six months of 1997, primarily due to a decrease in salary and benefit 
costs associated with fewer team members and also due to certain bad debt 
recoveries.

The Company currently anticipates that general and administrative expenses 
for 1998 will continue to be less than 1997 levels due to the move in August 
1997 to a smaller facility and the support necessary for fewer team members.

NONRECURRING ITEMS, NET

Nonrecurring items, net for the second quarter of 1998 consisted of a credit 
of $195,000 for the gain the Company recorded related to the sale of its 
former leased headquarters facility.  Nonrecurring items, net for the second 
quarter of 1997 consisted of: a charge of $975,000 for the net write-off of 
leasehold improvements due to the termination of the Company's lease at its 
previous headquarters facility; a charge of $764,000 for the write-off of 
equipment; a charge of $125,000 for the mutual settlement and release of an 
alleged patent infringement; and a credit of $1,000,000 for a server-related 
software license fee granted to an OEM.

                                       8
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

The aggregate net increase in cash and cash equivalents during the first six 
months of 1998 was $52,000, including $360,000 of cash received from stock 
option exercises and employee stock purchase plan activity offset by $278,000 
of cash used in operating activities due to the net loss for the first six 
months of 1998, as adjusted by depreciation, provision for losses on 
inventories and a reduction of the Company's accounts receivable and 
inventories.  Cash used in operating activities also includes $300,000 of 
cash received from the sale of the Company's former leased headquarters
facility. 
 
The Company currently has no plans for significant purchases of capital 
equipment during the last six months of 1998.  The Company may purchase 
capital equipment, primarily for research and development, depending on the 
timing and specific requirements of a potential OEM or other strategic 
investment or alliance.  The Company has no material commitments for the 
purchase of capital equipment.  

As of June 30, 1998, the Company had $3,765,000 in cash and cash equivalents. 
If the Company's operations progress as currently anticipated, of which there 
can be no assurance, the Company believes that its existing cash and cash 
equivalents together with the funds generated from the continued liquidation 
of its remaining enterprise server inventories, will be sufficient to fund 
its operations for the next twelve months.  The Company believes its existing 
net inventories are recoverable, but the Company will continue to monitor 
recoverability based on future sales activity. Actual cash requirements could 
materially differ from those expressed in the foregoing forward-looking 
statement, depending on a number of factors, including the ability of the 
Company to achieve anticipated revenue levels from the continued sale of the 
remaining enterprise server inventory and the ability of the Company to 
maintain its cost structure in accordance with its operating plan.  The 
Company will adjust its plans as necessary if it determines that additional 
cash will be required during 1998.

The Company is seeking additional capital through OEM or other strategic 
investments or alliances.  There can be no assurance, however, that 
additional capital will be available on acceptable terms or at all, and the 
failure to obtain additional capital as needed may have an adverse effect on 
the Company.

NASDAQ

In February 1998, the Company received notice from the Nasdaq Stock Market 
that the Company was not in compliance with Nasdaq National Market listing 
requirements and that the Company could be subject to transfer to the 
SmallCap Market or delisting.  The Company has successfully resolved the 
Nasdaq minimum bid requirement. In July, the Company agreed with the Nasdaq 
Stock Market to move to the SmallCap Market effective with the open of 
business on July 29, 1998. The Company's goal is to remain on the Nasdaq 
SmallCap Market, however, there can be no assurance that the Company will be 
successful in remaining on the Nasdaq SmallCap Market.

                                      9
<PAGE>

                                       
                          PART II. OTHER INFORMATION


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Company's annual stockholders meeting was held on May 15, 1998 during
which the following items were voted on and approved under applicable law:

1.  Election of Director
    Mr. Yuval Almog was elected as a Class C Director, with 13,399,664
    votes cast for Mr. Almog and 288,878 votes withheld.

2.  On the proposal to approve the 1998 Stock Incentive Plan, 5,931,189
    shares were cast for, 802,465 shares were cast against, 49,081 shares
    abstained from voting and there were 6,905,807 broker non-votes.  

3.  On the proposal to approve the 1998 Non-Employee Director Stock Plan,
    5,910,130 shares were cast for, 870,808 shares were cast against, 83,091
    shares abstained from voting and there were 6,824,513 broker non-votes.

4.  On the proposal to ratify the appointment of Coopers & Lybrand L.L.P.
    as independent accountants for the Company and its subsidiaries for the
    fiscal year ended December 31, 1998, 13,580,194 shares were cast for, 
    43,306 shares were cast against and 65,042 shares abstained from voting on
    such proposal. As a result of its merger, effective July 1, 1998, Coopers 
    & Lyband L.L.P. is a part of PricewaterhouseCoopers LLP.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

     27.1  Financial data schedule

(b)  Reports on Form 8-K

     No report was filed on Form 8-K for the second quarter of 1998.


                                      10
<PAGE>
                                       
                                   SIGNATURE
                                       
Pursuant to the requirements of Section 13 or 15(d) of the Securities 
Exchange Act of 1934, the Registrant has duly caused this report to be signed 
on its behalf by the undersigned, thereunto duly authorized.  


                                       TRICORD SYSTEMS, INC.

                                           (REGISTRANT)
     


                                       By:   /s/ John J. Mitcham
                                           ---------------------
                                           John J. Mitcham, President and 
                                           Chief Executive Officer
                                           (Principal Financial Officer)  
                                                                            
 
                                       By:   /s/ Jeff A. Stewart 
                                           ---------------------
                                           Jeff A. Stewart, Vice President and 
                                           Controller
                                           (Principal Accounting Officer)  
                               
                                       Date:  July 27, 1998



                                      11
<PAGE>

                               INDEX TO EXHIBITS
<TABLE>
<CAPTION>

 Exhibit                                                           Page
 Number                                                           Number
---------                                                         ------
<S>                                                               <C>
   27.1     Financial data schedule                                 13   

</TABLE>



                                      12