SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON DC 20549

                                   ----------

                                    FORM 10-Q

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

                  FOR THE QUARTERLY PERIOD ENDED JULY 31, 1998

                                       OR

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

                         Commission File Number 0-16448

                     HOLIDAY RV SUPERSTORES, INCORPORATED

                              I.R.S. # 59-1834763

                         State of Incorporation: Florida

                          Sand Lake West Executive Park
                             7851 Greenbriar Parkway
                             Orlando, Florida 32819

                                 (407) 363-9211

   Indicate by check mark whether the registrant (1) has filed all reports by
Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.

                                  YES  [X]   NO [ ]

     As of August 25, 1998, Holiday RV Superstores, Incorporated had outstanding
7,265,300 shares of Common Stock, par value $.01 per share.


<PAGE>

                               TABLE OF CONTENTS

Item                                                                       Page

                                     Part I

                              Financial Information

1.  Consolidated Condensed Balance Sheets .................................  3
 
    Consolidated Condensed Statements of Income ...........................  5

    Consolidated Condensed Statements of Cash Flows........................  6

    Notes to Consolidated Condensed Financia 
          Statements.......................................................  8

2.  Management's Discussion and Analysis of Financial
          Condition and Results of Operations..............................  9

                                     Part II

                                Other Information

4.  Submission of Matters to a Vote of Security Holders.................... 13

6.  Exhibits and Reports on Form 8-K....................................... 13


                                                                               2

<PAGE>


                                     PART I

                              FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

              HOLIDAY RV SUPERSTORES, INCORPORATED AND SUBSIDIARIES
                      CONSOLIDATED CONDENSED BALANCE SHEETS

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


                                    ASSETS

                                                     07/31/98         10/31/97
                                                    (UNAUDITED)
                                                    -----------      ---------
CURRENT:

     Cash and cash equivalents                       $ 7,235,095     $ 7,431,318
     Accounts receivable:
          Trade and contracts in transit               1,083,555         841,212
          Other                                          424,404         307,530
     Inventories                                      21,955,186      20,712,744
     Deferred income taxes                               149,000         149,000
                                                     -----------     -----------

          TOTAL CURRENT ASSETS                        30,847,240      29,441,804

PROPERTY AND EQUIPMENT
     less accumulated depreciation                     4,106,844       4,209,371

OTHER ASSETS
     Principally covenant not to compete                 206,151         261,090


NONCURRENT DEFERRED INCOME  TAXES                         67,000          67,000

                                                     -----------     -----------
          TOTAL ASSETS                               $35,227,235     $33,979,265
                                                     ===========     ===========


   See accompanying notes to the consolidated condensed financial statements.

                                                                               3

<PAGE>
<TABLE>
<CAPTION>

              HOLIDAY RV SUPERSTORES, INCORPORATED AND SUBSIDIARIES
                      CONSOLIDATED CONDENSED BALANCE SHEETS

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


                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                       07/31/98       10/31/97
                                                      (UNAUDITED)
                                                     ------------    ------------
<S>                                                  <C>             <C>     
CURRENT LIABILITIES:

     Floor plan contracts                            $ 16,089,301    $ 15,805,446
     Accounts payable                                     719,207         511,323
     Customer deposits                                    190,865         141,586
     Accrued expenses                                     666,820         898,639
     Current portion of capital lease obligations          60,284          55,514
      Income tax payable                                     --            97,693
                                                     ------------    ------------

          TOTAL CURRENT LIABILITIES                    17,726,477      17,510,201

 LONG -TERM CAPITAL LEASE OBLIGATIONS
     less current portion                                 236,944         286,051

STOCKHOLDERS' EQUITY:
     Common stock $.01 par - shares authorized
          10,000,000; issued 7,465,000                     74,650          74,650
     Additional paid-in capital                         5,112,271       5,112,271
     Retained earnings                                 12,392,142      11,058,706
     Less:
       Treasury stock, at cost, 192,700 and 31,300      
        Shares  respectively                            (308,176)         (50,193)
     Deferred compensation                                (7,073)         (12,421)
                                                     ------------    ------------

          TOTAL STOCKHOLDERS' EQUITY                   17,263,814      16,183,013

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

TOTAL LIABILITIES AND
          STOCKHOLDERS' EQUITY                       $ 35,227,235    $ 33,979,265
                                                     ============    ============
</TABLE>

   See accompanying notes to the consolidated condensed financial statements.

                                                                               4

<PAGE>
<TABLE>
<CAPTION>

              HOLIDAY RV SUPERSTORES, INCORPORATED AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED STATEMENTS OF INCOME

              -----------------------------------------------------
                                   (Unaudited)

                                    THREE MONTHS ENDED                NINE MONTHS ENDED
                                 07/31/98       07/31/97           07/31/98        07/31/97
                              ------------    ------------       ------------    ------------

<S>                           <C>             <C>                <C>             <C>         
SALES & SERVICE REVENUE       $ 18,111,580    $ 15,581,274       $ 57,777,521    $ 52,415,139

COST OF SALES AND SERVICE       14,828,164      12,426,627         47,463,693      42,623,612
                              ------------    ------------       ------------    ------------

     Gross Profit                3,283,416       3,154,647         10,313,828       9,791,527

SELLING, GENERAL AND
  ADMINISTRATIVE EXPENSES        2,459,725       2,503,103          7,479,893       7,423,863
                              ------------    ------------       ------------    ------------

     Income from operations        823,691         651,544          2,833,935       2,367,664


INTEREST INCOME                    144,775         143,766            385,439         351,571
INTEREST EXPENSE                  (312,641)       (352,742)        (1,033,438)     (1,047,729)
                              ------------    ------------       ------------    ------------
     Income before income
     taxes                         655,825         442,568          2,185,936       1,671,506

INCOME TAXES                       255,800         171,000            852,500         648,000
                              ------------    ------------       ------------    ------------

NET INCOME                    $    400,025    $    271,568       $  1,333,436    $  1,023,506
                              ============    ============       ============    ============

EARNINGS PER SHARE
       BASIC                  $       0.06    $       0.04       $       0.18    $       0.14
                              ============    ============       ============    ============

       DILUTED                $       0.05    $       0.04       $       0.18    $       0.14
                              ============    ============       ============    ============
 WEIGHTED AVERAGE
  SHARES OUTSTANDING
    BASIC                        7,272,300       7,449,700          7,321,000       7,449,700
                              ============    ============       ============    ============

       DILUTED                   7,306,200       7,468,000          7,355,000       7,468,000
                              ============    ============       ============    ============
</TABLE>

  See accompanying notes to the consolidated condensed financial statements.

                                                                               5

<PAGE>


              HOLIDAY RV SUPERSTORES, INCORPORATED AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

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

                                                       NINE MONTHS ENDED
                                                            JULY 31
                                                     1998            1997
                                                 ------------    ------------

CASH FLOWS FROM OPERATING ACTIVITIES:
     Cash received from customers                $ 57,418,304    $ 52,199,389
     Cash paid to suppliers and employees         (55,502,631)    (48,796,951)
     Interest received                                385,439         351,571
     Interest paid                                 (1,036,092)     (1,045,201)
     Income taxes  paid                            (1,047,886)       (654,385)
                                                 ------------    ------------

Net cash provided by  operating activities            217,134       2,054,423
                                                 ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchase of property, plant and equipment       (127,277)       (191,472)
     Proceeds from the sale of equipment               16,240           1,000
                                                 ------------    ------------

Net cash used in investing activities                (111,037)       (190,472)

CASH FLOWS FROM FINANCING ACTIVITIES:
     Repurchase of common  stock                     (257,983)           --
     Repayment of capital lease obligations           (44,337)        (41,063)
                                                 ------------    ------------

Net cash used in  financing activities               (302,320)        (41,063)

NET INCREASES (DECREASES) IN CASH AND CASH
     EQUIVALENTS                                     (196,223)      1,822,888

Cash and cash equivalents, beginning of period      7,431,318       5,617,707

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

 CASH AND CASH EQUIVALENTS, END OF PERIOD        $  7,235,095    $  7,440,595
                                                 ============    ============


   See accompanying notes to the consolidated condensed financial statements.

                                                                               6

<PAGE>


              HOLIDAY RV SUPERSTORES, INCORPORATED AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

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

                                                      NINE MONTHS ENDED
                                                           JULY 31

                                                      1998           1997
                                                   -----------    -----------

RECONCILIATION OF NET INCOME TO NET CASH
  PROVIDED BY  OPERATING ACTIVITIES:

  Net income                                       $ 1,333,436    $ 1,023,506

  Adjustments to reconcile net income to net cash
   provided by operating activities:
    Depreciation and amortization                      265,224        322,540
    Amortization of deferred compensation                5,348         27,738
   Loss on disposal of property and  equipment            --           12,697

   Changes in assets and liabilities:
      (Increases) decreases in:
         Accounts receivable                          (359,217)      (220,528)
         Inventories                                (1,242,442)     2,372,755
         Other assets                                    3,279           (617)
      Increases (decreases) in:
         Floor plan contracts                          283,855     (1,807,239)
         Accounts payable                              207,884        599,727
         Customer deposits                              49,279        175,599
         Accrued expenses
          and income tax payable                      (329,512)      (451,755)

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

NET CASH PROVIDED BY OPERATING ACTIVITIES          $   217,134    $ 2,054,423
                                                   ===========    ===========

   See accompanying notes to the consolidated condensed financial statements.

                                                                               7

<PAGE>

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

NOTE 1.

     The unaudited financial statements presented herein have been prepared in
accordance with the instructions to Form 10-Q, and do not include all of the
information and disclosures required by generally accepted accounting
principles. These statements should be read in conjunction with the financial
statements and notes thereto included in the Company's Form 10-K for the year
ended October 31, 1997. The accompanying financial statements have not been
examined by an independent accountant in accordance with generally accepted
auditing standards, but in the opinion of management, such financial statements
include all adjustments, consisting only of normal recurring adjustments and
accruals, and inter-company eliminations necessary to summarize fairly the
Company's financial position and results of operations. Due to the seasonality
of the Company's business, the results of operations for three and nine months
ended July 31, 1998 are not necessarily indicative of results to be expected for
the fiscal year.

NOTE 2. INVENTORIES

     Inventories are summarized as follows:

                          JULY 31, 1998           OCTOBER 31, 1997
                          -------------           ----------------

New Vehicles                $15,599,081                $15,276,085
New Marine                      874,354                    617,067
Used Vehicles                 3,721,823                  3,214,149
Used Marine                     131,902                    135,377
Parts and Accessories         1,628,026                  1,470,066

                             ----------                 ----------
                            $21,955,186                $20,712,744
                            ===========                ===========

NOTE 3. EARNINGS PER SHARE

The Company adopted Statement of Financial Accounting Standard No. 128, earnings
per share, in the quarter ended January 31, 1998. The overall objective of SFAS
No. 128 is to simplify the calculation of earnings per share (EPS) and achieve
comparability with the International Accounting Standards. The adoption of SFAS
No. 128 did not change earnings per share as previously presented for the
quarter and nine months ended July 31, 1997.

                                                                               8
<PAGE>

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

MATERIAL CHANGES IN FINANCIAL CONDITION

     Certain current accounts, such as inventories and floor plan contracts,
materially changed during the period. These changes are a result of normal
seasonality of the business, except as discussed in the financial condition
section of this report.

CAUTIONARY STATEMENT REGARDING FORWARD LOOKING STATEMENTS

     This Quarterly Report on Form 10-Q contains forward looking statements. The
Company wishes to caution investors that any forward looking statements made by
or on behalf of the Company are subject to uncertainties and other factors that
could cause actual results to differ materially from such statements. The
uncertainties and other factors include, but are not limited to, the factors
listed in the Company's Form 10-K for the year ended October 31, 1997 (many of
which have been discussed in prior SEC filings by the Company.) Though the
Company has attempted to list the factors it believes to be important to its
business the Company wishes to caution investors that other factors may prove to
be important in affecting the Company's results of operations. New factors
emerge from time to time and it is not possible for management to predict all of
such factors, nor can it assess the impact of each such factor on the business
or the extent to which any factor, or combination of factors, may cause actual
results to differ materially from forward looking statements.

     Investors are further cautioned not to place undue reliance on any forward
looking statements as they speak only of the Company's view as of the date the
statement was made. The Company undertakes no obligation to publicly update or
revise any forward looking statements, whether as a result of new information,
future events, or otherwise.

FINANCIAL CONDITION AS OF JULY 31, 1998 COMPARED TO JULY 31, 1997.

     The Company continued to maintain a strong financial position and high
liquidity for the first nine months of fiscal 98. Inventories increased $1.2
million of which $284,000 was financed by floor plan contracts with financial
institutions and $958,000 cash was used to finance the balance. Inventory
increases were the result of the Company's management focus on stocking and
selling higher priced motorhomes.

     The net result of all operating activities was an increase in cash of
$217,000 for the nine month period, compared to an increase of $2.1 million the
same period the prior year. In Fiscal 97 the Company was reducing overstocked
used inventory levels.

     Net cash used in investing activities decreased to $111,037 from $190,472
due to purchasing less equipment.

     Cash used in financing activities increased to $302,000 from $41,000 as a
result of the Company's stock repurchase program. The Company announced in
January, 1998 a program to repurchase up to 

                                                                               9
<PAGE>

$1 million of it's common stock. The Company's management expects to continue
the stock repurchase program through the balance of the current calendar year.

     The net results on the Company's cash position from all activities was a
decrease of $196,000 for the current year compared to an increase of $1,823,000
for the prior year.

     As of July 31, 1998 the Company had $7.2 million cash, compared to $7.4
million at the same time last year.

     Net working capital increased 13% to $13.1 million as of the end of the
quarter compared to $11.6 million at the same time last year.

     The Company's principal long-term commitments consist of obligations under
operating leases. The Company also has a contingent liability to repay a portion
of agency commission (referral fees) received principally from certain lending
institutions whereby the Company referred customers to one or more third party
financing sources and earned referral fees (agency commissions) if the lender
consummated a loan contract with the customer. In some cases the Company is
required to pay back (chargeback) the referral fee to the lender if the loan is
paid off or foreclosed in the first six (6) months of the term of the loan, if
the chargeback amount exceeds reserves retained by the lender. The Company
recognizes agency commission income based upon the amount earned less an
allowance for chargebacks. In determining the allowance, the Company takes into
consideration the total customer loans outstanding and estimates the exposure
for potential chargebacks to the Company related thereto. The Company also
considers current and expected future economic conditions, the effects of the
change in customer interest rates and the aging of all customer loans
outstanding when estimating potential chargebacks to the Company. Management
expects the current allowance for chargebacks to be sufficient to repay this
chargeback contingency and does not expect the ultimate liability to have a
significant impact on the liquidity of the Company.

     As of July 31,1998, the Company had $29 million maximum borrowing available
under floor plan contracts of which $13 million was not used.

     The Company's management feels it can obtain additional debt financing at
sub-prime interest rates for expansion and/or diversification of its operations.
Currently, management has no expansion or diversification prospects requiring a
secondary stock offering or conversion of the financing debt to common stock.
Management does intend to continue to issue common stock and/or options on
common stock as a partial payment for acquisitions when cost effective. However,
management expects the dilutive effect on the common stockholders of the Company
resulting from issuing such common stock or options to be minimal.

     Management believes that during the next twelve months cash generated by
operating activities, cash and cash equivalents on deposit with financial
institutions and financing currently available from floor plan financing
companies will be sufficient for its capital and operating needs for its
existing operations.

                                                                              10
<PAGE>

RESULTS OF OPERATIONS

     RESULTS OF OPERATIONS FOR THREE MONTHS ENDED JULY 31, 1998 COMPARED TO THE
THREE MONTHS ENDED JULY 31, 1997.

     Sales and service revenue increased 16.2% to $18.1 million from $15.6
million due to a 28% increase in the average selling price of the Company's
primary source of revenue, new vehicle sales. This increase was the result of
management's continued focus on the sale of higher priced Class A motorhomes
targeting, the diesel motorhomes with greater potential for higher dollar gross
profits.

     Used vehicle sales increased 14%, also due to an increase in the average
selling price.

     The Company's management feels increases in the higher priced new and used
vehicles were primarily the result of pent-up demand resulting from the
depressed first quarter sales due to the "El Nino" effect on its markets. The
Company's management also predicts it will continue to see increased revenue for
the remaining quarter of fiscal 1998 due to the strong pent-up demand.

     Cost of sales, as a percent of revenue increased to 81.9% from 79.8%.

     Gross profit increased 4.1% to $3.28 million from $3.15 million. As a
percent of revenue, gross profit decreased to 18.1% from 20.2% primarily due to
lower gross profit percentage from the sale of higher priced motorhomes. This
inverse relationship between sale price and gross profit as a percent of sale
price is typical in the industry; i.e., the higher sale price, the lower the
gross profit as a percent of the sale price. However, as the sales price
increases, dollar gross profits increase.

     Agency commissions represented 16.8% of the Company's total gross profit,
as compared to 17.6% in the prior year. Agency commissions and gross profit from
the sale of new and used vehicles and boats, in the aggregate, represented 72%
of the Company's total gross profit, as compared to 71% in the prior year.

     Selling, general and administrative (SG&A) expenses decreased 2% to $2.46
million from $2.50 million. As a result, income from operations increased 26% to
$824,000 from $652,000.

     Interest income remained the same, $144,000. Interest expense decreased 11%
to $313,000 from $353,000, due to lower rates on floor plan financing for new
inventory.

     The combined Federal and State income tax rate was 39.0% in the current
quarter compared to 38.6% in the same quarter last year. Income taxes for both
periods varied from the Federal statutory rates due to State Income Taxes.

     Net income increased 47% to $400,025 from $271,568. Net income as a percent
of revenue increased to 2.2% from 1.7%.

                                                                              11
<PAGE>

RESULTS FROM OPERATIONS FOR THE NINE MONTHS ENDED JULY 31, 1998 COMPARED TO THE
NINE MONTHS ENDED JULY 31, 1997.

     Sales and service revenue increased 10.2% to $57.8 million from $52.4
million due to a 22% increase in the average selling price of new vehicle sales.
This increase was the result of management's continued focus on the sale of
higher priced Class A motorhomes, targeting the diesel motorhome with greater
potential for higher gross profits.

     Used vehicle sales increased 8% due to an increase in the average sales
price.

     Cost of sales, as a percent of revenue, increased to 82.1% from 81.3%.

     Gross profit increased 5.3% to $10.3 million compared to $9.8 million. As a
percent of revenue, gross profit decreased to 17.9% from 18.7% primarily due to
lower gross profit percentage from the sale of higher priced motorhomes.

     Agency commissions represented 18.7% of the Company's total gross profit,
as compared to 17.9% in the prior year. Agency commissions and gross profit from
the sale of new and used vehicles and boats, in the aggregate, represented 75%
of the Company's total gross profit in both years.

     Selling, general and administrative (SG&A) expenses increased 1% to $7.48
million from $7.42 million. Income from operations increased 19.7% to $2.8
million from $2.4 million.

     Interest income increased 10% to $385,400 from $351,600. Interest expense
decreased slightly to $1.03 million from $1.05 million, due to lower rates on
floor plan financing of new inventory.

     The combined Federal and State income tax rate was 39.0% in the current
period compared to 38.8% in the same period last year. Income taxes for both
periods varied from Federal taxes due to State income taxes.

     Net income increased 30% to $1,333,436 from $1,023,506. Net income as a
percent of revenue increased to 2.3% from 2.0%.

                                                                              12
<PAGE>

                                     PART II

                                OTHER INFORMATION

     There is no information to report under Items 1, 2, 3 and 5 of Part II of
this report.

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

     At the Annual Meeting of Shareholders held May 18, 1998 the following
individuals were re-elected to the Board of Directors:

      Paul G. Clubbe                      Joanne M. Kindlund
      Roy W. Parker                       Newton C. Kindlund
      Harvey M. Alper                     W. Hardee McAlhaney
      James P. Williams

     The company did not solicit proxies for the meeting. A total of 4,519,604
shares of Common Stock were represented and voted at the meeting.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

   EXHIBITS

      27         Financial Data Schedule (for SEC use only).

   FORM 8-K

   The Company filed no report on Form 8-K for the three months ended July 31,
1998.

                                                                              13
<PAGE>


                                   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.

DATE                          HOLIDAY RV SUPERSTORES, INCORPORATED
----


September 3, 1998              /s/ NEWTON C. KINDLUND
                               ----------------------
                               Newton C. Kindlund, President
                               Chief Executive Officer
                               Principal Executive Officer


September 3, 1998              /s/ W. HARDEE MCALHANEY
                               -----------------------
                               W. Hardee McAlhaney, Vice President
                               Chief Financial Officer
                               Principal Financial and Accounting Officer


September 3, 1998              /s/ JOANNE M. KINDLUND
                               ----------------------
                               Joanne M. Kindlund, Secretary
                               Treasurer
                               Principal Secretary and Treasurer

                                                                              14