SECURITIES AND EXCHANGE COMMISSION   
                      WASHINGTON, D.C.  20549

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

                              FORM 10-Q

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

     For quarter ended March 31, 1999  Commission File Number 33-24317

                         JORDAN INDUSTRIES, INC.
            (Exact name of registrant as specified in charter)

          Illinois                                  36-3598114
(State or other jurisdiction of                 (I.R.S. Employer
 incorporation or organization)                 Identification No.)

     ArborLake Centre, Suite 550                      60015
          1751 Lake Cook Road,                      (Zip Code)
          Deerfield, Illinois
(Address of Principal Executive Offices)

    Registrant's telephone number, including Area Code:  (847) 945-5591

Former name, former address and former fiscal year, if changed since last 
report: Not applicable.

     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 twelve (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 ninety (90) days.

                               Yes   X  No      

     The aggregate market value of voting stock held by non-affiliates of the 
Registrant is not determinable as such shares were privately placed and there 
is currently no public market for such shares.

     The number of shares outstanding of Registrant's Common Stock as of May 
13, 1999: 98,501.0004.

<PAGE>


                                 PAGE 2

                          JORDAN INDUSTRIES, INC.

                                   INDEX

PART I.                                                 PAGE NO.

     Financial Information                                  3

     Condensed Consolidated Balance Sheets
     at March 31, 1999, and December 31, 1998               3

     Condensed Consolidated Statements of Operations
     for the Three Months Ended March 31, 1999 and 1998     4

     Condensed Consolidated Statements of Cash Flows
     for the Three Months Ended March 31, 1999 and 1998     5

     Notes to Condensed Consolidated Financial Statements   6

     Management's Discussion and Analysis of Financial
     Condition and Results of Operations                   14


Part II.

     Other Information                                     21

     Signatures                                            22

<PAGE>


                                PAGE 2

                       JORDAN INDUSTRIES, INC.
                CONDENSED CONSOLIDATED BALANCE SHEETS
                             (UNAUDITED)
                 (ALL DOLLAR AMOUNTS IN THOUSANDS)

                                             March 31,      December 31,
                                               1999             1998    
                                            (unaudited)

ASSETS
Current Assets:
   Cash and cash equivalents              $   40,664          $ 23,008
   Accounts receivable, net                  170,678           160,586
   Inventories                               169,532           139,720
   Prepaid expenses and other current assets  20,327            17,724
     Total Current Assets                    401,201           341,038

Property, plant and equipment, net           152,046           139,578
Investments in affiliates                      1,722             1,722
Goodwill, net                                550,005           491,510
Other assets                                  81,979            70,040
     Total Assets                        $ 1,186,953       $ 1,043,888
                     
LIABILITIES AND NET CAPITAL DEFICIENCY
Current Liabilities:                              
   Notes payable                          $   11,678          $    737
   Accounts payable                           85,966            70,798
   Accrued liabilities                        70,726            68,722
   Advance deposits                            8,402             5,580
   Current portion of long-term debt           4,901             6,136
     Total Current Liabilities               181,673           151,973

Long-term debt                             1,182,601         1,059,419
Other non-current liabilities                 14,640            12,762
Deferred income taxes                          1,444             1,444
Minority interest                                923               785
Preferred stock                               26,668            25,649
Net Capital Deficiency:
   Common stock                                    1                 1
   Additional paid-in capital                  2,116             2,116
   Accumulated other comprehensive (loss) income  (927)          2,038
   Accumulated deficit                      (222,186)         (212,299)
     Total Net Capital Deficiency           (220,996)         (208,144)
     Total Liabilities and Net Capital
       Deficiency                        $ 1,186,953       $ 1,043,888


See accompanying notes to condensed consolidated financial statements.
<PAGE>

                                   PAGE 4

                            JORDAN INDUSTRIES, INC.
                  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (UNAUDITED)
                       (ALL DOLLAR AMOUNTS IN THOUSANDS)


                                                       THREE MONTHS ENDED
                                                            March 31,     
                                                     1999            1998  

Net sales                                         $ 239,309        $ 207,702
Cost of sales, excluding
 depreciation                                       154,293          133,707
Selling, general and administra-
 tive expenses, excluding depreciation               47,488           43,464
Depreciation                                          7,000            5,364
Amortization of goodwill and other
 intangibles                                          5,500            5,020
Management fees and other                               862            1,771
   
Operating income                                     24,166           18,376

Other (income) and expenses:
   Interest expense                                  28,592           26,311
   Interest income   (238)  (798)
   Other                                              1,034                3
       Total other (income) and expenses             29,388           25,516
Loss before income taxes, minority                  -------           ------
 interest, and extraordinary items                   (5,222)          (7,140)
Provision for income taxes                            2,924            2,122
Loss before minority
 interest and extraordinary items                    (8,146)          (9,262)
Minority interest                                       528              149
Loss before extraordinary
 items                                               (8,674)          (9,411)
Extraordinary items                                     193                -  
Net loss                                           $ (8,867)        $ (9,411)


See accompanying notes to the condensed consolidated financial statements.
<PAGE>

                                    PAGE 5

                            JORDAN INDUSTRIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)
                          (ALL DOLLAR AMOUNTS IN THOUSANDS)


                                               THREE MONTHS ENDED
                                                   March 31,      
                                                 1999      1998  

Cash flows from operating activities:
 Net loss                                      $ (8,867)  $ (9,411)
   Adjustments to reconcile net loss to net
    cash provided by (used in) operating activities:
     Depreciation and amortization               12,500     10,384
     Amortization of deferred financing fees      1,210      1,289
     Minority interest                              140        149
     Non-cash interest                            7,139      6,344
     Changes in operating assets and
     liabilities net of effects from
     acquisitions:
     Increase in current assets                    (993)    (12,655)
       Increase (decrease) in current liabilities 7,498      (2,794)
       Decrease in non-current assets             4,995       4,164
       Decrease in non-current liabilities         (210)       (979)
       Net cash provided by (used in)
       operating activities                      23,412      (3,509)

Cash flows from investing activities:
   Capital expenditures, net                     (3,245)     (3,851)
   Acquisition of subsidiaries                  (91,840)    (57,249)
   Additional purchase price payments and
    SAR payments                                 (8,944)          -  
   Net cash acquired in purchase of subsidiaries    616       1,957
   Other                                           (102)          -  
       Net cash used in investing activities   (103,515)    (59,143)

Cash flows from financing activities:
   (Repayment of) proceeds from
    revolving credit facilities, net            (35,000)     64,000
   Repayment of long-term debt                   (1,822)     (1,171)
   Proceeds from debt issuance - Jordan 
    Industries, Inc.                            149,761           -
   Payment of financing costs                   (13,684)          -
   Other borrowing                                  403       1,577
    Other                                             -         (49)
     Net cash provided by financing activities   99,658      64,357
    
Foreign currency translation                     (1,899)       (999)
Net increase in cash and cash equivalents        17,656         706
Cash and cash equivalents at beginning of period 23,008      52,500
Cash and cash equivalents at end of period     $ 40,664    $ 53,206


See accompanying notes to condensed consolidated financial statements.
<PAGE>


                                PAGE 6

                        JORDAN INDUSTRIES, INC.
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)
                    (ALL DOLLAR AMOUNTS IN THOUSANDS)

A.  Organization

The unaudited condensed consolidated financial statements, which reflect all 
adjustments that management believes necessary to present fairly the results 
of interim operations and are of a normal recurring nature, should be read in 
conjunction with the Notes to the Consolidated Financial Statements (including 
the Summary of Significant Accounting Policies) included in the Company's 
audited consolidated financial statements for the year ended December 31, 
1998, which are included in the Company's Annual Report filed on Form 10-K for 
such year (the "1998 10-K").  Results of operations for the interim periods 
are not necessarily indicative of annual results of operations.

B.  Inventories

Inventories are summarized as follows:

                                        March 31,December 31,
                                          1999      1998    

     Raw materials                     $  71,353 $ 59,350
     Work-in-process                      18,955   17,098
     Finished goods                       79,224   63,272
                                       $ 169,532 $139,720

C.  Accounting for Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences 
between the carrying amounts of assets and liabilities for financial reporting 
purposes and the amounts used for income tax purposes.  Significant components 
of the Company's deferred tax liabilities and assets as of March 31, 1999 and 
December 31, 1998, are as follows:

                                        March 31, December 31,
                                          1999       1998    
Deferred tax liabilities

Intangibles                            $   6,196  $   6,966
Tax over book depreciation                 7,942      8,016
Basis in subsidiary                          798        798
Intercompany tax gain                     14,435     14,435
Other                                        712        600
     Total deferred tax liabilities    $  30,083  $  30,815
<PAGE>

                               PAGE 7
                        JORDAN INDUSTRIES, INC.
            NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             (UNAUDITED)
                   (ALL DOLLAR AMOUNTS IN THOUSANDS)


Deferred tax assets

NOL carryforwards                        $ 52,547 $ 50,806
Accrued interest on discount debentures    13,510   13,510
Stock Appreciation Rights Agreements        2,264    2,264
Pension obligation                            512      601
Vacation accrual                            1,116    1,109
Uniform capitalization of inventory         2,211    2,147
Investment in partnership                     282      282
Allowance for doubtful accounts             1,314    1,257
Foreign NOL's                               3,862    3,230
Deferred financing fees                       615      742
Intangibles                                 1,521    1,573
Tax assets basis over book basis at         
   subsidiary                              14,435   14,435
Other                                       2,127    2,755
     Total deferred tax assets             96,316   94,711
Valuation allowance for deferred          
   tax assets                             (67,677) (65,340)
Net deferred tax assets                    28,639   29,371
Net deferred tax liabilities             $  1,444 $  1,444

D.  Comprehensive Income

Total comprehensive loss for the three months ended March 31, 1999 and 1998 is 
as follows:

                                                Three Months Ended
                                                     March 31,    
                                                  1999      1998 
    
   Net income                                  $ (8,867)   $ (9,411)
   Foreign currency translation adjustment       (2,965)     (2,900)
   Comprehensive loss                          $(11,832)   $(12,311)

E.  Sale of Subsidiaries

On March 19, 1999 the Company sold its assets in the Consolidated Plumbing 
Industries ("CPI") division of Dura-Line for $3,389.  There was no material
gain or loss associated with the sale. CPI's product is used to replace
copper water pipe in homes.

On July 9, 1998, Jordan Telecommunication Products, Inc. ("JTP") sold its 
stock of Diversified Wire and Cable for $15,000.  Including expenses related 
to the sale, the Company recorded a loss of $6,299.  The proceeds from the 
sale were used to pay $1,500 in subordinated seller notes to the original 
owners of Diversified and $13,500 to pay down JTP's revolving credit facility.
<PAGE>

                               PAGE 8
                        JORDAN INDUSTRIES, INC.
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)
                    (ALL DOLLAR AMOUNTS IN THOUSANDS)


F.  Acquisition and Formation of Subsidiaries

On February 18, 1999, JTP, through Northern Technologies Holdings, Inc., 
purchased the net assets of High Mountain Communications, Inc. ("HMC"). HMC 
provides cellular and site maintenance services. The purchase price of $700, 
which includes estimated transaction costs, has been preliminarily allocated 
to working capital of $8, property, plant and equipment of $127, and 
non-current assets of $25, resulting in an excess purchase price over 
identifiable assets of $540.

On March 22, 1999, the Company purchased Alma Products ("Alma") for $86,166 
including costs directly related to the transaction. Alma is comprised of 
three primary product lines: (i) high quality remanufactured torque converters 
used to supply warranty replacements for automotive transmissions originally 
sold to Ford, Chrysler, John Deere and Caterpillar, (ii) new and 
remanufactured air conditioning compressors for original equipment 
manufacturers including Ford, Chrysler and General Motors, and (iii) new and 
remanufactured clutch and disc assemblies used in standard transmissions sold 
primarily to Ford. The purchase price of $86,166 is made up of cash of $84,077 
and the assumption of a $2,089 long-term liability for retiree healthcare 
benefits. 

The purchase price was preliminarily allocated to working capital of $18,422, 
property, plant and equipment of $7,885, retiree healthcare benefit 
obligations of ($2,089), and resulted in an excess purchase price over net 
identifiable assets of $57,770.

On March 31, 1999, JTP, through a newly created subsidiary Integral Holdings, 
Inc. ("Integral Holdings"), a subsidiary of Dura-Line Corporation, purchased 
the assets of Integral Corporation ("Integral"). Integral is a manufacturer of 
high-density polyethylene conduit for the installation and protection of 
cables used in electrical, telecommunications, and cable TV industries. 
Integral has locations in Dallas, Texas; England; and Malaysia. The purchase 
price of $18,716, which includes estimated related transaction costs, has been 
preliminarily allocated to working capital of $6,412, property, plant, and 
equipment of $8,174, non-current assets of $5,073 ($4,100 in non-compete 
agreements) and non-current liabilities of ($943). The acquisition was 
financed with four-month promissory notes for $10,653 and borrowings from 
JTP's revolving credit line.

On January 20, 1998, JTP through a newly created subsidiary K&S Sheet Metal 
Holdings ("K&S Holdings"), a subsidiary of 80% owned Bond Technologies, 
purchased the stock of K&S Sheet Metal ("K&S"). K&S is a manufacturer of 
precision metal enclosers for electronic original equipment manufacturers. The 
purchase price of $15,930, including costs incurred directly related to the 
transaction, has been allocated to working capital of $2,666, property, plant 
and equipment of $1,002, non-compete agreements of $1,545 and other assets of 
$91 resulting in an excess purchase price over net identifiable assets of 
$10,626.  The acquisition was financed with $14,430 of borrowings from JTP's 
revolving credit line and $1,500 of a subordinated seller note.
<PAGE>

                             PAGE 9
                    JORDAN INDUSTRIES, INC.
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           (UNAUDITED)
               (ALL DOLLAR AMOUNTS IN THOUSANDS)


On February 9, 1998, the Company completed the formation of Jordan Specialty 
Plastics, Inc. ("JSP").  JSP was formed as a Restricted Subsidiary under the 
Company's Indenture.  The Company sold the stock of Beemak and Sate-Lite to 
JSP for $11,500 of Preferred Stock, which will accrete at plus or minus 97.5% 
of the cumulative JSP net income or net loss, as the case may be, through the 
earlier of an Early Redemption Event (as defined) or the end of year five.  
The Company will also keep its intercompany notes with Beemak ($9.8 million at 
January 31, 1998) and Sate-Lite ($1.2 million at January 31, 1998).  The 
Company has sold these subsidiaries in order to establish them as more 
independent, stand-alone, industry-focused companies, and to allow the 
Company's stockholders and employees to invest directly in JSP.

On February 11, 1998, JSP purchased all of the common stock of Deflecto 
Corporation ("Deflecto").  Deflecto designs, manufactures and markets plastic 
injection molded products such as office supplies, hardware products and 
house- ware products. The purchase price of $43,000, including costs directly 
related to the transaction, was allocated to working capital of $8,598, 
property, plant, and equipment of $6,346, other long-term assets and 
liabilities of ($1,942), and resulted in an excess purchase price over net 
identifiable assets of $29,998.  The acquisition was financed with cash from 
the Jordan Industries, Inc. credit line and a $5,000 subordinated seller note.

On February 26, 1998, JSP purchased all of the net assets of Rolite Plastics, 
Inc.("Rolite").  Rolite is a manufacturer of extruded vinyl chairmats for the 
office products industry. The purchase price of $6,000, including costs 
directly related to the transaction, was allocated to working capital of $483, 
property, plant, and equipment of $754, and resulted in an excess purchase 
price over net identifiable assets of $4,763.  The acquisition was financed 
with cash and a $900 subordinated seller note.

On May 15, 1998, Motors and Gears Industries, Inc. ("Motors and Gears") 
acquired all of the outstanding stock of Advanced D.C. Motors, Inc. and its 
affiliated corporations (collectively "ADC") for $58,651.  The purchase price, 
including costs incurred directly related to the transaction, was allocated to 
working capital of $9,345, property and equipment of $4,088, covenants 
not-to-compete of $662, and other long-term assets and liabilities of ($51), 
and resulted in an excess purchase price over net identifiable assets of
$44,607.  ADC designs and manufactures special purpose, custom designed
motors for use in electric lift trucks, power sweepers, electric utility
vehicles, golf carts, electric boats, and other niche products.  ADC also
designs and manufactures its own production equipment as well as electric motor
components known as commutators.

On July 14, 1998, JTP, through its 70% owned subsidiary, TSI, purchased the 
net assets of Opto-Tech Industries, Inc. ("Opto-Tech").  Opto-Tech assembles 
and sells radio frequency interference products, attenuators and message 
waiting indicators to Regional Bell Operating Companies, independent phone 
operators and distributors of telecommunications products.  The purchase price 
of $6,632, including costs incurred directly related to the transaction, has 
been allocated to working capital of $261, property, plant and equipment of 
$42, and non-current assets of $100, resulting in an excess purchase price 
over net identifiable assets of $6,229.  The acquisition was financed with 
$5,382 of borrowings from JTP's revolving credit line and $1,250 of 
subordinated seller notes.
<PAGE>

                           PAGE 10

                   JORDAN INDUSTRIES, INC.
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                          (UNAUDITED)
                (ALL DOLLAR AMOUNTS IN THOUSANDS)


On December 31, 1998, Motors and Gears, through its wholly-owned subsidiary 
Imperial, acquired all of the outstanding stock of Euclid Universal 
Corporation ("Euclid") for $2,100.  The purchase price, including costs 
incurred directly related to the transaction, was preliminarily allocated to 
working capital of $772, property and equipment of $953, and other non-current 
assets and liabilities of ($498), resulting in an excess purchase price over 
net identifiable assets of $873.  Euclid designs and manufactures speed 
reducers, custom gearing, right angle gearboxes and transaxles for use in a 
wide array of industries including material handling, healthcare, and floor 
care.  Euclid has strong technical expertise in the areas of worm, spur and 
helical gearing.

Acquisitions of the Company have been financed primarily through the use of 
the revolving lines of credit and the issuance of Senior Debt.  These 
acquisitions have been accounted for using the purchase method of accounting.  
Accordingly, the operating results of each of these acquisitions have been 
included in the consolidated operating results of the Company since the date 
of their acquisition.

Unaudited pro forma information with respect to the Company as if the 1999 
and 
1998 acquisitions had occurred on January 1, 1998 is as follows:
   
                                                THREE MONTHS ENDED
                                                     March 31,    
                                                   1999       1998

Net sales                                       $ 269,095 $ 246,086
Net income (loss) before taxes                     (4,931)   (4,577)
Net income (loss)                               $  (8,477)$  (7,942)

G.  Welcome Home Chapter 11 Filing

On January 21, 1997, Welcome Home filed a voluntary petition for relief under 
Chapter 11 ("Chapter 11") of title 11 of the United States code in the United 
States Bankruptcy Court for the Southern District if New York ("Bankruptcy 
Court").  In Chapter 11, Welcome Home has continued to manage its affairs and 
operate it business as a debtor-in-possession while it develops a 
reorganization plan that will restructure its operations and allow it to 
emerge from Chapter 11.  As a debtor-in-possession in Chapter 11, Welcome Home 
may not engage in transactions outside of the ordinary course of business 
without approval of the Bankruptcy Court. As a result of Welcome Home's 
Chapter 11 filing, the Company no longer has the ability to control the 
operations and financial affairs of Welcome Home.  Accordingly, the Company no 
longer consolidates Welcome Home in its financial statements as of January 21, 
1997, the date of the filing. 

Subsequent to the filing, Welcome Home reached an agreement with Fleet Capital 
Corporation to provide secured debtor-in-possession financing in the form of a 
credit facility. The credit facility provides for borrowings dependent upon 
Welcome Home's level of inventory with maximum borrowings of $12,750. The 
agreement grants a security interest in substantially all assets. Advances 
under the facility bear interest at the prime rate plus 1.5%. The agreement 
will terminate on October 29,2003.   

<PAGE>

                                PAGE 11

                         JORDAN INDUSTRIES, INC.
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               (UNAUDITED)
                       (ALL DOLLAR AMOUNTS IN THOUSANDS)

The Company expects Welcome Home to emerge from Chapter 11 within the next 90 
days.  Upon emergence from Chapter 11, the Company will own approximately 94% 
of the then outstanding common stock of Welcome Home, for consideration paid 
to creditors of approximately $1,100.

In the first quarter of 1999, Cape Craftsmen, ("Cape"),a consolidated 
subsidiary of the Company had sales to Welcome Home of $2,734 or 51.0% of 
Cape's total first quarter sales.  The Company's receivable outstanding 
related to these sales was $1,811 on March 31, 1999.

H.  Payment of Stock Appreciation Rights

JTP granted Stock Appreciation Rights ("SARs") to the sellers of Engineered 
Endeavors. The agreement calls for payments to be made to the participants 
upon exercise of the SARs, such exercise being a one-time election during the 
calendar years 2003 through and including 2008. The amount payable to the 
participants is based upon a specific formula, the basis of which is the 
average EBIT (as defined) for the two calendar years preceding the exercise 
date. A different formula applies if Engineered Endeavors is sold before 
December 31, 2008.  When exercised, the SARs are payable one-forth on or 
before September 30th of the year of exercise, and the remaining three-fourths 
payable in three equal annual installments.

On April 10, 1997, the Company paid the former shareholders of a wholly-owned 
subsidiary pursuant to an agreement ("The Redemption Agreement"), as if the 
subsidiary was sold for $110,000.  The former shareholders received $9,438 in 
cash and a deferred payment of $5,980 over five years including interest.  The 
Redemption Agreement also requires that $1,875 of remaining preferred stock be 
redeemed one year from the date of the agreement.  The Company recorded a 
charge of $15,418 related to this agreement during 1997.  The Company paid 
$1,020 on the deferred payment amount and $1,875 on the preferred stock 
redemption amount during 1998 and had a remaining liability of $4,960 at 
December 31, 1998.  In April 1999, the Company paid $1,101 related to this 
agreement. 

In connection with the Company's acquisitions of AIM and Cambridge in 1989, 
the seller of these companies was granted SARs. The seller passed away during 
the third quarter of 1996 and the seller's estate exercised these rights.  The 
Company accrued $6,260 for its obligation related to these SARs during 1996.  
In 1997, the Company entered into an agreement to purchase and redeem the 
Estate's and Decedent's interest in the SAR for $3,111 in cash and a deferred 
payment, including interest at 9% per annum, of $3,391 payable on May 2, 
1998.  The Company paid the remaining liability of $3,391 on May 2, 1998.

I.  Additional Purchase Price Agreements

The Company has a contingent purchase price agreement relating to its 
acquisition of Deflecto in 1998.  The plan is based on Deflecto achieving 
certain earnings before interest and taxes and is payable on April 30, 2008.  
If Deflecto is sold prior to April 30, 2008, the plan is payable 120 days 
after the transaction.
<PAGE>

                               PAGE 12

                        JORDAN INDUSTRIES, INC.
            NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)
                   (ALL DOLLAR AMOUNTS IN THOUSANDS)

The terms of the Company's Advanced DC purchase price agreement provides for 
additional consideration of up to $5,600 to be paid if the acquired entity's 
results of operations exceed certain targeted levels.  Targeted levels are set 
substantially above the historical experience of the acquired entity at the 
time of acquisition.  Subject to the terms and conditions of the agreement, 
the Company will make payments to the sellers on or before April 1st 
immediately following the respective fiscal year during which each such 
contingent payment is earned.  The contingent payments apply to operations of 
fiscal years 1998 and 1999.  The Company made a payment of $3,151 related to 
this agreement to the previous shareholders of Advanced DC in March 1999.

The Company has a contingent purchase price agreement relating to its 
acquisition of Viewsonics in 1996.  The plan is based on Viewsonics achieving 
certain earnings before interest and taxes during the years ended July 31, 
1997 and 1998, respectively. On January 2, 1998, the Company paid $1,388 for 
the plan year ended July 31, 1997.  At March 31, 1999, $1,081 was accrued for 
the plan year ended July 31, 1998.

The Company has a contingent purchase price agreement relating to its 
acquisition of Motion Control on December 18, 1997.  The terms of the 
Company's Motion 
Control acquisition agreement provides for additional consideration to be paid 
if the acquired entity's results of operations exceed certain targeted 
levels.  Targeted levels are set substantially above the historical experience 
of the acquired entity at the time of acquisition.  The agreement becomes 
exercisable in 2003 and payments, if any, under the contingent agreement will 
be placed in a trust and paid out in cash in equal annual installments over a 
four year period.

The Company has an agreement to make additional purchase price payments and 
bonus payments to the former owners of TSI if certain earnings projections are 
met as of October 31, 1998.  At December 31, 1998, $5,600 was accrued related 
to this agreement.  This amount was paid in March 1999.

The Company has an agreement with the previous owners of K&S to make 
additional purchase price payments if certain earnings levels are met for the 
plan years ended December 31, 1998 through December 31, 2004. There was no 
accrual recorded related to this agreement at March 31, 1999.

J.  Preferred Stock

On July 25, 1997 JTP issued and sold twenty-five thousand units, each 
consisting of (i) $1 aggregate liquidation preference of 13.25% Senior 
Exchangeable Preferred Stock due August 1, 2009 ("JTP Senior Preferred 
Stock"), and (ii) one share of JTP Common Stock

<PAGE>

                              PAGE 13
                       JORDAN INDUSTRIES, INC.
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             (UNAUDITED)
                (ALL DOLLAR AMOUNTS IN THOUSANDS)

Holders of the JTP Senior Preferred Stock are entitled to receive dividends at 
a rate of 13.25% per annum of the liquidation preference.  All dividends are 
cumulative, whether or not earned or declared, and are payable on February 1, 
May 1, August 1, and November 1 of each year.  On or before August 1, 2002, 
JTP may, at its option, pay dividends in cash or in additional shares of JTP 
Senior Preferred Stock having an aggregate liquidation preference equal to the 
amount of such dividends.  After August 1, 2002, dividends may be paid only in 
cash. On February 1, 1999 JTP issued 985.0173 shares of Senior Preferred Stock 
as payment of dividends through that date. On February 1, 1998, May 1, 1998, 
and August 1, 1998 the Company issued 864.6345, 864.3747, and 922.3787 shares, 
respectively, of Senior Preferred Stock, as payment of dividends.  The JTP 
Senior Preferred Stock has no voting rights and is mandatorily redeemable on 
August 1, 2009.

K. Foreign Exchange Instruments and Risk Management

The Company enters into foreign currency forward exchange contracts to hedge 
transactions and firm commitments that are denominated in foreign 
currencies    (primarily in the Czech Koruna) and not to engage in currency 
speculation. The Company primarily utilizes forward exchange contracts with a 
duration of one year or less. Gains or losses on hedges of transaction 
exposures are included in income in the period in which the exchange rates 
change. Gains and losses on contracts which hedge specific foreign currency 
denominated commitments, primarily royalty payments from the Company's Czech 
operations, are deferred and recognized in the basis of the transactions 
underlying the commitments. Forward exchange contracts generally require the 
Company to exchange U.S. dollars for foreign currencies at maturity, at rates 
that are agreed to at inception of the contracts. If the counterparts to the 
exchange contracts (primarily highly rated financial institutions) do not 
fulfill their obligations to deliver the contracted currencies, the Company 
could be at risk for any currency related fluctuation.

The Company has $0 and $6,884 notional amount of foreign currency forward 
exchange contracts outstanding at March 31,1999 and 1998, respectively.

L. Subsequent Events

On April 2, 1999 the Company purchased the net assets of Protech Systems,Inc. 
("Protech") for $12,300. Protech is an information technology consulting 
company. It provides software application development and customization.  The 
purchase price has not been allocated at this time.

M.  Business Segment Information

See Part 1 "Financial Information" - Item 2 "Management's Discussion and
Analysis of Financial Condition and Results of Operations" for the Company's
business segment disclosures.  There have been no changes from the Company's
December 31, 1998 consolidated financial statements with respect to
segmentation or the measurement of segment profit.

<PAGE>

                               PAGE 14
                   MANAGEMENT'S DISCUSSION AND ANALYSIS
             OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                               (UNAUDITED)
                   (ALL DOLLAR AMOUNTS IN THOUSANDS)

                                                  THREE MONTHS ENDED
                                                      MARCH 31,
                                                  1999            1998

Net Sales:
Specialty Printing and Labeling                $ 20,812       $ 23,736
Jordan Specialty Plastics                        19,570         13,812
Motors and Gears                                 76,491         58,567
Telecommunication Products                       75,699         72,101
Consumer and Industrial Products                 46,737         39,486
     Total                                    $ 239,309       $207,702 

Operating Income:                            
Specialty Printing and Labeling               $    (811)      $    127  
Jordan Specialty Plastics                           674          1,764
Motors and Gears                                 13,054          8,991
Telecommunication Products                        7,353          6,107
Consumer and Industrial Products                  5,321          3,116
      Total (a)                               $  25,591       $ 20,105

Operating Margin (b):
Specialty Printing and Labeling                  (3.9%)           0.5%
Jordan Specialty Plastics                         3.4            12.8
Motors and Gears                                 17.1            15.4
Telecommunication Products                        9.7             8.5
Consumer and Industrial Products                 11.4             7.9
     Consolidated (a)                            10.7             9.7

                       
(a)  The total does not include corporate overhead of $1,425 and $1,729 for 
the quarter ended March 31, 1999 and 1998, respectively.

(b)  Operating margin is operating income divided by net sales.


<PAGE>

                               PAGE 15
                    MANAGEMENT'S DISCUSSION AND ANALYSIS
              OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                              (UNAUDITED)
                    (ALL DOLLAR AMOUNTS IN THOUSANDS)

The following discussion should be read in conjunction with Management's 
Discussion and Analysis of Financial Condition and Results of Operations 
contained in the 1998 10-K and the financial statements and the related notes 
thereto.

Results of Operations

Summarized below are the net sales, operating income and operating margins (as 
defined) for each of the Company's business segments for the quarter ended 
March 31, 1999 and 1998.  This discussion reviews the foregoing segment data 
and certain of the consolidated financial data for the Company.

     Specialty Printing and Labeling.  As of March 31, 1999, the Specialty 
Printing and Labeling group consisted of SPAI, Valmark, Pamco, and Seaboard.

Net sales for the three months ended March 31, 1999 decreased $2.9 million, or 
12.3% and operating income for the first quarter decreased $0.9 million over 
the same period in 1998. The decrease in sales is primarily due to lower sales 
of calendars, school annuals, and ad specialty products at SPAI, $0.8 million, 
$0.1 million, and $0.3 million, respectively, decreased sales of rollstock at 
Valmark, $0.3 million, and lower sales of folding boxes at Seaboard, $1.5 
million. Partially offsetting these decreases were increased sales of labels 
at Pamco, $0.1 million.  The lower sales of calendars at SPAI is due to SPAI 
rescheduling its production runs to more efficiently utilize its labor pool, 
and the decreased sales at Seaboard are due to a general slowdown in the 
corrugated folding box industry.

Operating income decreased primarily due to lower operating income at SPAI and 
Seaboard, $0.4 million and $0.5 million, respectively. The lower operating 
income at SPAI and Seaboard is due to decreased absorption of fixed overhead 
resulting from the lower sales discussed earlier. The decrease in operating 
margin from 0.5% in 1998 to (3.9)% in 1999 is due to the lower absorption of 
overhead, as mentioned above.

    Jordan Specialty Plastics.  As of March 31, 1999, the Jordan Specialty 
Plastics group consisted of Beemak, Sate-Lite, Deflecto, and Rolite. 

Net sales for the three months ended March 31, 1999 increased $5.8 million, or 
41.7% and operating income for the first quarter decreased $1.1 million or 
61.8% over the same period in 1998. Net sales increased primarily due to the 
acquisitions of Deflecto and Rolite in February 1998. These companies 
contributed net sales  of $12.5 million and $1.2 million in 1999, 
respectively, compared to net sales in 1998 of $7.1 million and $0.4 million, 
respectively. In addition, sales increased due to higher sales of colorants at 
Sate-Lite, $0.2 million. Partially offsetting these increases were decreased 
sales of molded and fabricated products at Beemak, $0.1 million each, and 
lower sales of bike reflectors and miscellaneous bike parts at Sate-Lite, $0.3 
million and $0.1 million, respectively.

<PAGE>

                              PAGE 16
                 MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                           (UNAUDITED)
                 (ALL DOLLAR AMOUNTS IN THOUSANDS)


Operating income decreased primarily due to lower operating income at Beemak, 
Sate-Lite and Deflecto, $0.1 million, $0.5 million and $0.5 million, 
respectively. The lower operating income at Sate-Lite is primarily due to 
operating expenses incurred related to the expansion of manufacturing 
operations into China and operating income at Deflecto decreased due to lower 
sales in the higher gross margin office products market. Operating margin 
decreased from 12.8% in 1998 to 3.4% in 1999 due to the reasons mentioned 
above.

    Motors and Gears.  As of March 31, 1999, the Motors and Gears group 
consisted of Imperial, Gear, Merkle-Korff, Fir, ED&C, Motion Control, and 
Advanced DC. 

Net sales for the three months ended March 31, 1999 increased $17.9 million, 
or 30.6% and operating income for the first quarter increased $4.1 million or 
45.2% over the same period in 1998. The increase in net sales was primarily 
due to the 1998 acquisitions of Advanced DC and Euclid which collectively 
contributed $14.2 million of sales in the first quarter of 1999. In addition, 
net sales of sub-fractional motors increased 11.0% and net sales of 
fractional/integral motors (excluding the 1998 acquisitions) increased 6.0%. 
Sub-fractional motor sales increased primarily due to the continued strength 
in the vending machine and appliance markets while sales of 
fractional/integral motors increased primarily due to stronger sales in the 
floor care and elevator markets.

Operating income increased primarily due to the higher sales of sub-fractional 
and fractional/integral motors discussed above. In addition, gross margins 
grew from 34.8% in 1998 to 36.2% in 1999 primarily driven by the effects of 
the 1998 acquisitions and increased margins in the controls segment. Operating 
margins increased from 15.4% in 1998 to 17.1% in 1999 due to the reasons 
discussed above.

   Telecommunication Products.  As of March 31, 1999, the Telecommunication 
Products group consisted of Dura-Line, Connectors, Viewsonics, Bond, Northern, 
LoDan, EEI, and TSI. 

Net sales for the three months ended March 31, 1999 increased $3.6 million, or 
5.0%, and operating income for the first quarter increased $1.2 million or 
20.4% over the same period in 1998. The increase in net sales was primarily 
due to higher demand for cable conduit, fiber optic central office cables and 
connectors, and data networking products. Partially offsetting these increases 
were reduced sales of data server products and power conditioning equipment. 
In addition, sales were reduced by $8.0 million due to the divestiture of 
Diversified Wire & Cable in July 1998. The increase in sales of cable conduit 
was due to new entrants into the telecommunications industry, while the 
decreased sales of power conditioning equipment was due to the effect of a 
change in the buying habits of a major wireless customer who postponed 
purchases until the summer months in order to coincide with the timing of 
construction.

Operating income increased due to the higher sales of cable conduit, fiber 
optic cable and connectors, and data networking products mentioned above. 
Partially offsetting these increases was decreased operating income due to 
higher corporate  expenses and the divestiture of Diversified Wire & Cable, 
which reduced operating income by $0.4 million. Operating margin increased 
from 8.5% in 1998 to 9.7% in 1999 due to the higher sales discussed above.

<PAGE>

                             PAGE 17
                 MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                           (UNAUDITED)
                  (ALL DOLLAR AMOUNTS IN THOUSANDS)


    Consumer and Industrial Products.  As of March 31, 1999, the Consumer and 
Industrial Products group consisted of Dacco, Riverside, Parsons, Cape, 
Cho-Pat, and Alma.

Net sales for the three months ended March 31, 1999 increased $7.3 million, or 
18.4% and operating income for the first quarter increased $2.2 million or 
70.8% over the same period in 1998.  Net sales increased primarily due to the 
March 1999 acquisition of Alma which contributed net sales in 1999 of $3.9 
million.  In addition, net sales increased due to higher sales of 
remanufactured torque converters at Dacco, $1.9 million, increased sales of 
books, audio and video tapes, music, and contract distribution product at 
Riverside, $0.3 million, $0.1 million, $0.2 million, $0.2 million, and $0.4 
million, respectively, higher sales of home accessories and framed art at 
Cape, $0.7 million and $0.1 million, respectively, higher sales of orthopedic 
supports at Cho-Pat, $0.1 million, and increased sales of plastic pipe at CPI, 
$0.2 million.  Partially offsetting these increases were decreased sales of 
Bibles at Riverside, $0.5 million, and lower sales of titanium aircraft parts 
at Parsons, $0.3 million.  Sales increased at Dacco due to the acquisition of 
additional market share and the addition of five retail stores in the last 
three quarters of 1998, and sales increased at Cape due to management's 
success at broadening Cape's customer base.

Operating income increased primarily due to the acquisition of Alma which 
contributed operating income in the first quarter of $0.8 million.  In 
addition, operating income increased at Dacco, Riverside and Cape, $0.9 
million, $0.1 million, and $0.7 million, respectively.  Partially offsetting 
these increases was decreased operating income at Parsons, $0.3 million.  
Operating income increased at Dacco due to higher absorption of overhead 
resulting from the increased sales and operating income at Cape increased 
primarily due to the increased sales of Cape's highest gross margin product 
line, home accessories.  The decrease in operating income at Parsons is due to 
lower absorption of fixed expenses due to the lower sales of aircraft parts.  
Operating margin increased from 7.9% in 1998 to 11.4% in 1999 due to the 
reasons mentioned above.

   Consolidated Results: (See Condensed Consolidated Statements of 
Operations.)

Net sales for the three months ended March 31, 1999 increased $31.6 million or 
15.2% and operating income increased $5.8 million, or 31.5%.   Net sales 
increased primarily due to the acquisitions that occurred during 1998 and the 
first quarter of 1999 such as: Deflecto and Rolite in the Jordan Specialty 
Plastics group; Advanced DC and Euclid in the Motors and Gears group; K&S, 
Opto-Tech, and High Mountain in the Jordan Telecommunication Products group; 
and Alma in the Consumer and Industrial Products group.  In addition, net 
sales increased due to higher sales of labels at Pamco, increased sales of 
colorant at Sate-Lite, higher sales of sub-fractional motors at Merkle-Korff, 
higher sales of fractional/integral motors at Imperial, increased sales of 
cable conduit and data networking products in the Jordan Telecommunication 
Products group, higher sales of torque converters at Dacco, and increased 
sales of home accessories and framed art at Cape.  Partially offsetting these 
increases were decreased sales of calendars at SPAI, lower sales of plastic 
injection molded products at Beemak,  reduced sales of power conditioning 
equipment in the Jordan Telecommunication Products group, lower sales of 
Bibles at Riverside, and decreased sales of titanium aircraft parts at 
Parsons.  Sales were also reduced by the divestiture of Diversified Wire & 
Cable during 1998.

<PAGE>

                                  PAGE 18
                    MANAGEMENT'S DISCUSSION AND ANALYSIS
               OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                               (UNAUDITED)
                      (ALL DOLLAR AMOUNTS IN THOUSANDS)


Operating income increased primarily due to the acquisitions discussed above.  
In addition, operating income increased due to increased absorption of fixed 
expenses at higher sales levels and increased sales of higher gross margin 
products.  Partially offsetting these increases was decreased operating income 
due to expenses incurred to expand Sate-Lite manufacturing into China, 
increased corporate expenses incurred to restructure the Connector segment of 
the Jordan Telecommunication group and lower absorption of overhead at 
companies with lower sales such as, SPAI, Seaboard, Beemak, and Parsons.  
Operating income also decreased due to the divestiture of Diversified Wire & 
Cable as discussed above.

Operating margin increased from 8.9% in 1998 to 10.1% in 1999 primarily due to 
the higher sales levels and increased absorption of fixed overhead mentioned 
above.

The effective tax rate in 1999 is higher than 1998 due to the increase in taxes
at the foreign subsidiaries.

   Liquidity and Capital Resources.

In general, the Company requires liquidity for working capital, capital 
expenditures, interest, taxes, debt repayment and its acquisition strategy.  
Of primary importance are the Company's working capital requirements, which 
increase whenever the Company experiences strong incremental demand or 
geographical expansion.  The Company expects to satisfy its liquidity 
requirements through a combination of funds generated from operating 
activities and the funds available under its revolving credit facilities.

The Company had approximately $219.5 million of working capital at March 31, 
1999 compared to approximately $189.1 million at the end of 1998.  The 
increase in working capital during the first quarter of 1999 was primarily due 
to higher receivables, inventory, and other current assets of $10.1 million, 
$29.8 million, and $2.6 million, respectively.  The increase in working 
capital can also be attributed to lower current portion of long-term debt of 
$1.2 million.  These increases in working capital are partially offset by 
higher accounts payable of $15.0 million.

Operating activities.  Net cash provided by operating activities for the three 
months ended March 31, 1999 was $23.4 million, compared to net cash used in 
operating activities of $3.5 million during the same period in 1998.  The 
increase in cash was primarily due to increased operating income resulting 
from the Company's recent acquisitions and changes in working capital 
compared to the first quarter of 1998.

Investing activities.  Net cash used in investing activities for the three 
months ended March 31, 1999 was $103.5 million, compared to net cash used in 
investing activities of $59.1 million during the same period in 1998.  This 
increase is primarily due to the acquisitions of Alma and Integral in the 
first quarter of 1999.  In addition, the Company made contingent purchase 
price payments totaling $8.9 million to the previous shareholders of 
Dura-Line, TSI, and Advanced DC during the first three months of 1999.
<PAGE>

                                PAGE 19
                    MANAGEMENT'S DISCUSSION AND ANALYSIS
             OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                               (UNAUDITED)
                      (ALL DOLLAR AMOUNTS IN THOUSANDS)

Financing activities.  Net cash provided by financing activities for the three 
months ended March 31, 1999 was $99.7 million, compared to net cash provided 
by financing activities of $64.4 million during the same period in 1998.  This 
increase is primarily due to the net proceeds of $149.8 million from the 
Jordan Industries, Inc. senior debt issuance.  Partially offsetting this 
increase was the repayment of the Company's revolving credit facility and the 
payment of financing costs resulting from this debt issuance.

The Company expects its principal sources of liquidity to be from its 
operating activities and funding from its revolving lines of credit.  The 
Company further expects that these sources will enable it to meet its 
long-term cash requirements for working capital, capital expenditures, 
interest, taxes, and debt repayment for at least the next twelve months.

Year 2000 Disclosure

Introduction.  The Year 2000 issue is the result of computer programs being 
written using two digits rather than four to define the applicable year.  Any 
of the Company's computer programs or hardware that have date-sensitive 
software or embedded chips may recognize a date using "00" as the year 1900 
rather than the year 2000.  This could result in a system failure or 
miscalculations causing disruptions of operations, including, among other 
things, a temporary inability to process transactions, send invoices, or 
engage in similar normal business activities.

State of Readiness.  The Company has determined that it will be required to 
modify or replace significant portions of its software and certain hardware so 
that those systems will properly utilize dates beyond December 31, 1999.  The 
Company presently believes that with modifications or replacements of existing 
software and certain hardware, the Year 2000 issue can be mitigated.  However, 
if such modifications and replacements are not made, or are not completed 
timely, the Year 2000 issue could have a material impact on the operations of 
the Company.

The Company's plan to resolve the Year 2000 issue involves the following four 
phases: assessment, remediation, testing and implementation.  The Company has 
assembled an internal project team that is in the process of assessing all 
systems that could be significantly affected by the Year 2000 issue.  Results 
of this assessment indicated that some of the Company's significant 
information technology systems could be affected.  The assessment also 
indicated that software and hardware (embedded chips) used in production and 
manufacturing systems (hereafter also referred to as operating equipment) may 
also be at risk.  In addition, based on a review of its product lines, the 
Company has determined that most of the products it has sold and will continue 
to sell do not require remediation to be Year 2000 compliant.  Accordingly, 
the Company does not believe that the Year 2000 issue presents a material 
exposure as it relates to the Company's products.  The internal project team 
is contacting each of the Company's significant customers and suppliers and 
requesting that they apprise the Company of the status of their Year 2000 
compliance programs.  The Company has targeted the beginning of the second 
quarter of 1999 as the date for receiving substantially all supplier 
responses.  There can be no assurance as to when this process will be 
completed.

<PAGE>
                                 PAGE 20
                    MANAGEMENT'S DISCUSSION OF ANALYSIS
             OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                               (UNAUDITED)
                      (ALL DOLLAR AMOUNTS IN THOUSANDS)

For its information technology exposures, to date the Company has completed a 
majority of the remediation phase and expects to complete software 
modification and replacement no later than July 31, 1999.  Once software is 
modified or replaced for a system, the Company begins testing and 
implementation.  The testing and implementation phases for all significant 
systems are expected to be completed by September 30, 1999.  The four phases 
of the Company's Year 2000 program in relation to operating equipment is 
on-going and expected to be completed by December 31, 1999.

Cost.  The Company will utilize both internal and external resources to modify 
or replace, test, and implement the software and operating equipment for Year 
2000 modifications.  The total cost of the Year 2000 project is estimated at 
$4.0  million and is being funded through operating cash flows and capital 
leases.  To date, the Company has incurred approximately $2.8 million related 
to all phases of the Year 2000 project.  The majority of these costs have been 
capitalized as they relate to new software and equipment.

Risks.  Management of the Company believes it has an effective program in 
place to resolve the Year 2000 issue in a timely manner.  As noted above, the 
Company has not yet completed all necessary phases of the Year 2000 program.  
In the event that the Company does not complete any additional phases, the 
Company could be materially adversely affected.  In addition, disruptions in 
the economy generally resulting from the Year 2000 issue could also materially 
adversely affect the Company.  The amount of potential liability and lost 
revenue cannot be reasonably estimated at this time.

Contingency Plan.  The Company is in the process of developing a contingency 
plan in the event it does not complete all phases of the Year 2000 program.  
The company expects to have the contingency plan completed by the end of 
1999.

<PAGE>

                                  PAGE 21

                              OTHER INFORMATION


Item 1.                  Legal Proceedings
                         None

Item 2.                  Changes in Securities
                         None

Item 3.                  Defaults upon Senior Securities
                         None

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

Item 5.                  Other Information
                         None

Item 6.                  Exhibits and Reports on Form 8-K
                         Form 8K/A filed on May 2, 1999 for the purchase of
                         Alma Products.

                         27.  EDGAR Financial Data Schedule

<PAGE>

                                  PAGE 22

                                 SIGNATURES


Pursuant to the requirements 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.


                                        JORDAN INDUSTRIES, INC.



May 13, 1999                        By: /s/ Thomas C. Spielberger
                                        Thomas C. Spielberger
                                        Senior Vice President,
                                        Finance and Accounting