U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

For the quarterly 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 1-10196

                        DIMENSIONAL VISIONS INCORPORATED
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


           DELAWARE                                   23-2517953
------------------------------                        -------------------
(State or other jurisdiction of                       (IRS Employer
incorporation or organization)                        Identification No.)

               2301 W. DUNLAP, SUITE 207, PHOENIX, ARIZONA, 85021
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                (602) 997 - 1990
--------------------------------------------------------------------------------
                           (Issuer's telephone number)


--------------------------------------------------------------------------------
(Former  name,  former  address and former  fiscal year,  if changed  since last
report)

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 requirements for the past 90 days.
Yes  X     No
   -----     -----

As of  September  30,  1998,  the  number of shares of Common  Stock  issued and
outstanding was 3,612,228.

Transitional Small Business Disclosure Format (check one):
Yes        No  X
   -----     -----
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY

                                      INDEX

                                                                           Page
                                                                          Number
PART I - FINANCIAL  INFORMATION 

      Item 1.  Financial Statements

      Condensed Consolidated Balance Sheets - September 30, 1998
      and June 30, 1998                                                     1

      Condensed Consolidated  Statements of Operations - For the three
      months ended September 30, 1998 and 1997                              2

      Condensed Consolidated Statements of Cash Flows - For the three
      months ended September 30, 1998 and 1997                              3

      Notes to Condensed Consolidated Financial Statements                  4

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


PART II - OTHER INFORMATION

      Item 1.  Legal Proceedings                                           N/A
      Item 2.  Changes in Securities                                       N/A
      Item 3.  Defaults Upon Senior Securities                             N/A
      Item 4.  Submission of Matters to a Vote of Security Holders         N/A
      Item 5.  Other Information                                           N/A
      Item 6.  Exhibits and Reports on Form 8-K                              9

SIGNATURES                                                                   9
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                     ASSETS
                                                 September 30,        June 30,
                                                     1998               1998 
                                                     ----               ---- 
                                                  (Unaudited)    
Current assets
  Cash                                           $     32,091      $     15,910
  Current portion of notes receivable                 145,350           119,461
  Accounts receivable, trade, net of
    allowance for bad debts of $215,743                77,436           144,620
  Inventory                                            59,043            69,364
  Prepaid expenses                                     70,397            25,678
                                                 ------------      ------------
Total current assets                                  384,317           375,033
                                                 ------------      ------------
Equipment
  Equipment                                           402,879           370,344
  Furniture and fixtures                               50,440            24,217
                                                 ------------      ------------
                                                      453,319           394,561
  Less accumulated depreciation                       248,581           233,509
                                                 ------------      ------------

                                                      204,738           161,052
                                                 ------------      ------------
Other assets
  Notes receivable net of current portion             307,655           342,377
  Deferred costs                                       33,700                -- 
  Patent rights and other assets                       38,812            42,379
                                                 ------------      ------------
                                                      380,167           384,756
                                                 ------------      ------------
Total assets                                     $    969,222      $    920,841
                                                 ============      ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
  Short-term borrowings                          $         --      $     79,500
  Current portion of long-term debt                        --            75,000
  Current portion of obligations under
    capital leases                                     17,779            16,476
  Accounts payable, accrued expenses and
    other liabilities                                 354,087           439,977
                                                 ------------      ------------
Total current liabilities                             371,866           610,953

Long-term debt, net of current portion                475,000                -- 

Obligations under capital leases                       97,814           102,586
                                                 ------------      ------------
Total liabilities                                     944,680           713,539
                                                 ------------      ------------
Commitments and contingencies                              --                -- 

Stockholders equity
  Preferred stock - $.001 par value, authorized
    10,000,000 shares; issued and outstanding -
    133,003 shares at September 30, 1998, and
    133,321 shares at June 30, 1998                       133               133
  Additional paid-in capital                          680,097           683,278
                                                 ------------      ------------
                                                      680,230           683,411
  Common stock - $.001 par value, authorized
    100,000,000 shares; issued and outstanding
    3,612,228 shares at September 30, 1998, and
    3,612,101 shares at June 30, 1998                   3,612             3,612
  Additional paid-in capital                       18,865,256        18,862,075
  Deficit                                         (19,524,556)      (19,341,796)
                                                 ------------      ------------
Total stockholders' equity                             24,542           207,302
                                                 ------------      ------------
Total liabilities and stockholders' equity       $    969,222      $    920,841
                                                 ============      ============

            See notes to condensed consolidated financial statements.

                                       (1)
<PAGE>
                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                            THREE MONTHS ENDED SEPTEMBER 30,
                                            --------------------------------
                                                  1998             1997
                                              -----------      -----------

Operating revenue                             $   191,089      $   113,554

Cost of sales                                     132,007          106,112
                                              -----------      -----------

Gross profit                                       59,082            7,442
                                              -----------      -----------
Operating expenses

  Engineering and development costs                56,955           59,825

  Marketing expenses                               59,819           57,292

 General and administrative expenses              123,493          158,761
                                              -----------      -----------

Total operating expenses                          240,267          275,878
                                              -----------      -----------

Loss before other income (expenses)              (181,185)        (268,436)
                                              -----------      -----------
Other income (expenses)

  Interest expense                                (12,346)          (3,365)

  Interest income                                  10,771              204

 Gain on sale of product line                        --            410,000
                                              -----------      -----------

                                                   (1,575)         406,839
                                              -----------      -----------

Net income (loss)                             $  (182,760)     $   138,403
                                              ===========      ===========
Net income (loss) per share of 
  common stock                                       (.05)     $       .05
                                              ===========      ===========
Weighted average shares of common 
  stock outstanding                             3,612,129        2,834,528
                                              ===========      ===========

           See notes to condensed consolidated financial statements.

                                       (2)
<PAGE>
                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


                                                THREE MONTHS ENDED SEPTEMBER 30,
                                                --------------------------------
                                                       1998           1997
                                                    ---------      ---------
Cash flows from operating activities               
  Net income (loss)                                 ($182,760)     $ 138,403
 Total adjustments to reconcile net income (loss)     (33,724)      (276,305)
                                                    ---------      ---------
  to net cash used in operating activities         
Net cash used in operating activities                (216,484)      (137,632)
                                                    ---------      ---------
Cash flows from investing activities               
  Proceeds from payments on notes receivable            8,092
  Purchase of furniture and equipment                 (58,758)          --
                                                    ---------      ---------
Net cash used in investing activities                 (50,666)          --
                                                    ---------      ---------
Cash flows from financing activities               
  Payment of obligations under capital lease           (3,469)
  Payment of debt obligations                         (75,000)          --
  Proceeds from issuance of debt net of 
    deferred financing                                441,300           --
  costs of $33,700                                 
  Repayment of short-term borrowing                   (79,500)          --
  Sale of common stock                                   --          135,000
                                                    ---------      ---------
Net cash provided by financing activities             283,331        135,000
                                                    ---------      ---------
Net increase (decrease) in cash                        16,181         (2,632)
Cash, beginning                                        15,910        109,566
                                                    ---------      ---------
Cash, ending                                        $  32,091      $ 106,934
                                                    =========      =========

Supplemental disclosure of cash 
 flow information:     
  Cash paid during the period for interest          $  22,974           --

Supplemental disclosure of non-cash investing and financing activities:

During the three months ended  September  30, 1998,  127 shares of the Company's
Common Stock were issued as a result of the conversion of 318 shares of Series C
Convertible Preferred Stock valued at $3,180.

            See notes to condensed consolidated financial statements.

                                       (3)
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                      THREE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)

NOTE 1  BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS

        The  interim   financial   statements  are  prepared   pursuant  to  the
        requirements  for reporting on Form 10-QSB.  The June 30, 1998,  balance
        sheet data were derived from audited  financial  statements but does not
        include  all  disclosures  required  by  generally  accepted  accounting
        principles. The interim financial statements and notes thereto should be
        read in conjunction with the financial  statements and notes included in
        the  Company's  Annual  Report on Form  10-KSB for the fiscal year ended
        June 30,  1998.  In the opinion of  management,  the  interim  financial
        statements   reflect  all  adjustments  of  a  normal  recurring  nature
        necessary  for a fair  statement of the results for the interim  periods
        presented.  The current period results of operations are not necessarily
        indicative  of results  which  ultimately  will be reported for the full
        year ending June 30, 1999.

NOTE 2  ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER LIABILITIES

                                         September 30, 1998     June 30,1998
                                         ------------------     ------------
           Accounts payable                   $289,530            $370,633
           Accrued expenses                                      
                Interest                         9,946              20,886
                Salaries                        47,483              43,587
           Payroll Taxes Payable                 7,128               4,871
                                              --------            --------
           Total                              $354,087            $439,977
                                              ========            ========
NOTE 3  LONG-TERM DEBT

        Long-term debt consisted of the following:

                                           SEPTEMBER 30, 1998    JUNE 30, 1998
                                           ------------------    -------------
                                                                  
          12% secured debentures due                              
             July 31, 2001                     $475,000(1)         $   --
                                                                  
          10% secured notes due in                                
             January and February 1998             --                75,000
                                               --------            --------
                                                                  
                                                475,000              75,000
                                                                  
               Less current portion                --                75,000
                                               --------            --------
                                                                  
               Long term portion               $475,000            $   --
                                               --------            --------

        (1)  Interest is  calculated  at 12% per annum and is payable  yearly on
        July 31, beginning July 31, 1999. The Company  borrowed  $475,000 net of
        financing  costs  of  $33,700.  The  Series  A 12%  Convertible  Secured
        Debentures  include warrants to purchase 475,000 shares of the Company's
        common stock at $0.50 per share.  The warrants are  exercisable  through
        January  15,  2001.  The  notes  are  secured  by all the  assets of the
        Company,  except  for  the  Company's  accounts  receivable  and  assets
        acquired pursuant to purchase-money  financing  transactions.  The notes
        are  convertible  into one share for each $1.00 of outstanding  debt and
        unpaid  interest is also  convertible to common stock at the rate of one
        share for each $1.00 of unpaid interest.

                                       (4)
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                      THREE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)

NOTE 4  COMMITMENTS AND CONTINGENCIES

        On January 1, 1998, the Company relocated its offices and entered into a
        three year lease at a minimum rental of $44,950 per year.

        Effective   January  24,  1997,  the  Company  vacated  its  studio  and
        production facilities in Philadelphia,  Pennsylvania.  There are several
        disputed  invoices  outstanding  that  amount to less than  $2,000  that
        management expects to resolve in its favor.

        In July  1996,  the  Company  filed a  complaint  in the  United  States
        District Court for the Eastern District of Pennsylvania (No. 96-CV-5259)
        against  Dimensional  Graphic Sales, Inc. ("DGS").  In the complaint the
        Company alleges that it delivered an order to DGS and properly  invoiced
        DGS pursuant to a sales and  marketing  agreement.  DGS attempted to pay
        the  invoice in full by  tendering  a check for an amount  less than the
        full amount of the invoice and placing a restrictive  endorsement on the
        check which purported to constitute payment in full for the invoice. The
        Company crossed out the restrictive endorsement and attempted to deposit
        the check only to subsequently learn that DGS had stopped payment on the
        check. In its complaint the Company is seeking  $213,522 the full amount
        of the invoice together with interest costs and such other relief as the
        court  deems  just and  proper.  DGS filed a  counterclaim  against  the
        Company for an unspecified amount in excess of $100,000.  The matter has
        moved to a  deferred  status  while the  parties  engage  in  settlement
        negotiation.

        There are no other legal  proceedings  which the Company  believes  will
        have a material adverse effect on its financial position.

        The  Company has not  declared  dividends  on Series A or B  Convertible
        Preferred Stock. The cumulative  dividends in arrears through  September
        30, 1998 was approximately $78,300.

NOTE 5  COMMON STOCK

        As of September 30, 1998, there are outstanding  4,000,819 of non-public
        warrants to purchase the Company's  common stock at prices  ranging from
        $0.50 to $12.50 with a weighted average price of $0.99 per share.

        As of September 30, 1998,  there were 133,003 shares of various  classes
        of Convertible  Preferred  Stock  outstanding  which can be converted to
        98,801 shares of common stock.

        As of September  30,  1998,  there were  $475,000 of secured  debentures
        which can be  converted  into  475,000  shares of the  Company's  common
        stock.

        The total number of shares of the Company's common stock that would have
        been issuable  upon  conversion of the  outstanding  debt,  warrants and
        preferred stock equaled  4,574,620  shares as of September 30, 1998, and
        would be in addition to the 3,612,228 shares of common stock outstanding
        as of September 30, 1998.

        The Company issued on September 10, 1998, 127 shares of its common stock
        as a result  of a  conversion  of 318  shares  of  Series C  convertible
        Preferred Stock.

                                       (5)
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                      THREE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)


NOTE 6  PREFERRED STOCK

        The  Company  has  authorized  10,000,000  shares of $.001 par value per
        share   Preferred   Stock,  of  which  the  following  were  issued  and
        outstanding:

                                Allocated                Outstanding
                                ---------                -----------
                                             September 30, 1998   June 30, 1998
                                             ------------------   -------------
        Series A Preferred       100,000             23,000          23,000
        Series B Preferred       200,000              5,000           5,000
        Series C Preferred     1,000,000             18,363          18,681
        Series P Preferred       600,000             86,640          86,640
                               ---------          ---------       ---------
                                                                
Total Preferred Stock          1,950,000            133,003         133,321
                               =========            =======         =======
                                                                 
                                                                
        The  Company's  Series A  Convertible  5%  Preferred  Stock  ("Series  A
        Preferred"), 100,000 shares authorized, is convertible into common stock
        at the rate of 1.6 shares of common stock for each share of the Series A
        Preferred.  Dividends  from  date of issue  are  payable  from  retained
        earnings,  and have been  accumulated on June 30 each year, but have not
        been declared or paid.

        The  Company's  Series B  Convertible  8%  Preferred  Stock  ("Series  B
        Preferred"),  is convertible at the rate of 4 shares of common stock for
        each  share of  Series B  Preferred.  Dividends  from  date of issue are
        payable on June 30 from  retained  earnings  at the rate of 8% per annum
        and have not been declared or paid.

        The  Company's   Series  C  Convertible   Preferred   Stock  ("Series  C
        Preferred"),  is convertible at a rate of 0.4 shares of common stock per
        share of Series C Preferred.

        The  Company's   Series  P  Convertible   Preferred   Stock  ("Series  P
        Preferred"),  is convertible at a rate of 0.4 shares of common stock for
        each share of Series P Preferred.

        The Company's  Series A Preferred and Series B Preferred were issued for
        the  purpose of raising  operating  funds.  The Series C  Preferred  was
        issued to certain  holders of the Company's 10% Secured Notes in lieu of
        accrued interest and also will be held for future investment purposes.

        The Series P Preferred  was issued on  September  12,  1995,  to InfoPak
        shareholders in exchange for (1) all of the outstanding capital stock of
        InfoPak,  (2) as signing bonuses for certain  employees and a consultant
        of InfoPak, and (3) to satisfy InfoPak's outstanding debt obligations to
        certain shareholders.

        The  190,700  shares of Series B  Preferred  were  issued to  holders of
        warrants to purchase such preferred  stock. The funding for the exercise
        of these warrants was the exchange of $1,907,000 of principal  amount of
        secured and  unsecured  notes.  On December 3, 1996,  185,700  shares of
        Series B Preferred  were  exchanged for 891,360  shares of the Company's
        common stock.

        The 26,275 shares of Series C Preferred were also issued in exchange for
        $262,750 of interest due under the secured and unsecured notes.  Holders
        of 7,912 shares of Series C Preferred Stock have subsequently  converted
        their shares into the Company's common stock.

                                       (6)
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                      THREE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)


NOTE 7  INCOME TAXES

        There was no  provision  for current  income  taxes for the three months
        ended September 30, 1998 and 1997.

        The  federal  net  operating  loss  carry   forwards  of   approximately
        $16,539,000 expire in varying amounts through 2018.

        The Company has had  numerous  transactions  in its common  stock.  Such
        transactions  may have resulted in a change in the Company's  ownership,
        as defined in the Internal  Revenue  Code  Section 382.  Such change may
        result in an annual  limitation on the amount of the  Company's  taxable
        income which may be offset with its net operating  loss carry  forwards.
        The Company has not  evaluated the impact of Section 382, if any, on its
        ability to utilize  its net  operating  loss  carry  forwards  in future
        years.

NOTE 8  EVENTS SUBSEQUENT TO SEPTEMBER 30, 1998

        On October 6, 1998, the Company received additional  long-term financing
        of  $10,000  in  the  form  of  its  Series  A 12%  Convertible  Secured
        Debentures.

                                       (7)
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                      THREE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)

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

        LIQUIDITY AND CAPITAL RESOURCES

        As of September 30, 1998, the Company had a working  capital  surplus of
        $12,451,  compared  with a working  capital  deficiency of $84,789 as of
        September  30, 1997.  During the three months ended  September 30, 1998,
        the Company  raised  $475,000  through the placement of its Series A 12%
        Convertible Secured Debentures (see Note 3).

        The Company  expects to require  additional  working capital by December
        1998.  The Company  anticipates  raising this capital  through  either a
        private  placement  of  preferred  stock or  through  the  financing  of
        accounts  receivable.  There can be no  assurances  that the Company can
        obtain funds from either of these sources.

        The  Company is  focusing  most of its  resources  and  efforts  towards
        marketing its print products.  It has,  therefore,  decided to offer its
        subsidiary, InfoPak, Inc., for sale. Additionally, a substantial portion
        of the Company's  cash and personnel  resources  were  dedicated  toward
        exhibiting at a trade show in October 1998. Included in prepaid expenses
        is approximately $14,000 which were costs in connection with this show.

        RESULTS OF OPERATIONS

        The net loss for the quarter  ended  September  30,  1998,  was $182,760
        compared to a net income of $138,403 for the quarter ended September 30,
        1997.  The net income for the quarter ended  September 30, 1997, was the
        result of a one time sale of InfoPak's real estate data delivery  system
        for $410,000.  The loss before other income and expenses for the quarter
        ended  September 30, 1998, was $181,185  compared to a loss before other
        income and  expenses  for the  quarter  ended  September  30,  1997,  of
        $268,436.

        Revenues  for the  quarter  ended  September  30,  1998,  were  $191,089
        compared to revenues of $113,554  for the quarter  ended  September  30,
        1997. The increase in revenues was the result of  substantial  increases
        in the sales of the  Company's  print  products.  For the quarter  ended
        September 30, 1998, the Company  recorded  sales totaling  approximately
        $126,000 of its DV3D(R)  AnimotionTM print products compared to sales of
        approximately $22,900 for the quarter ended September 30, 1997.

                                       (8)
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                      THREE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)

PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

      The following documents are filed as part of this report:

      1.The following Exhibits are filed herein:  27.0   Financial Data Schedule

      2. Reports on Form 8-K filed:       None

                                   SIGNATURES

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

                                 DIMENSIONAL VISIONS INCORPORATED

DATED: November 9, 1998          By: /S/ John D. McPhilimy                   
                                     ----------------------------------------
                                     John D. McPhilimy, Chairman, President and
                                     Chief Executive Officer

                                      (10)