<PAGE>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  FORM 10-Q/A/2

(Mark One)

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

                  For the quarterly period ended March 31, 1999

                                       OR

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

               For the transition period from ________ to ________

                         COMMISSION FILE NUMBER 0-11915

                                 CONDUCTUS, INC.

             (Exact name of registrant as specified in its charter)

              DELAWARE                                    77-0162388
  (State or other jurisdiction of                     (I.R.S. Employer
  incorporation or organization)                     Identification No.)

                                969 W. MAUDE AVE.
                               SUNNYVALE, CA 94086
                    (Address of principal executive offices)

                                 (408) 523-9950
                         (Registrant's telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days: Yes X  No
                                      ---   ---

As of April 30, 1999 there were 7,144,251 shares of the Registrants Common stock
outstanding.

                            REASON FOR THE AMENDMENT

The Company has restated its financial statements as of and for the quarterly
period ended March 31, 1999 to account for the mandatory redemption features of
the Series B convertible preferred stock. See Note 6 to the Financial
Statements.

<PAGE>

                                 CONDUCTUS, INC.

                                  FORM 10-Q/A/2

                                 March 31, 1999

                                      INDEX

<TABLE>
<CAPTION>
PART I.           FINANCIAL INFORMATION                                                                        PAGE
---------------------------------------                                                                        ----
<S>                                                                                                            <C>
Item 1:  FINANCIAL STATEMENTS.....................................................................................1

                  Condensed Balance Sheets at March 31, 1999 and December 31, 1998................................1

                  Condensed Statements of Operations for the Three Months Ended March
                  31, 1999 and 1998...............................................................................2

                  Condensed Statements of Cash Flows for the Three Months Ended March
                  31, 1999 and 1998...............................................................................3

                  Notes to Condensed Financial Statements.........................................................4

PART II:  OTHER INFORMATION
---------------------------

Item 6:  EXHIBITS AND REPORTS ON FORM 8-K.........................................................................9
</TABLE>


<PAGE>


PART I:  FINANCIAL INFORMATION

ITEM 1:  FINANCIAL STATEMENTS

                                 CONDUCTUS, INC.
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                  MARCH 31,            DECEMBER 31,
                                                                                    1999                   1998
                                                                             --------------------   --------------------
                                                                             (Restated-Note 6)      (Restated-Note 6)
                                                                                (Unaudited)
<S>                                                                          <C>                    <C>
ASSETS
Current assets:

   Cash and cash equivalents.............................................    $       989,625        $     1,547,169
   Short-term investments................................................            557,727              1,341,014
   Accounts receivable ..................................................          1,079,625              1,109,794
   Inventories...........................................................            706,459                842,384
   Prepaid expenses and other current assets.............................            117,161                145,470
                                                                             --------------------   --------------------
     Total current assets................................................          3,450,597              4,985,831
   Property and equipment, net...........................................          1,815,877              2,020,324
   Other assets..........................................................             32,131                 28,800
                                                                             --------------------   --------------------
     Total assets........................................................    $     5,298,605        $     7,034,955
                                                                             ====================   ====================

LIABILITIES
Current liabilities:
   Current portion of long-term debt.....................................    $       854,050        $       892,139
   Accounts payable......................................................            492,807                658,982
   Other accrued liabilities.............................................            860,905                778,758
                                                                             --------------------   --------------------
     Total current liabilities...........................................          2,207,762              2,329,879
   Long-term debt, net of current portion................................          1,165,803              1,341,407
                                                                             --------------------   --------------------
     Total liabilities...................................................          3,373,565              3,671,286
                                                                             --------------------   --------------------

REDEEMABLE PREFERRED STOCK
Preferred stock (Restated-Note 6)........................................          5,736,124              5,683,461

STOCKHOLDERS' EQUITY
Common stock.............................................................                714                    714
Additional paid-in capital...............................................         42,278,497             42,278,423
Accumulated deficit......................................................        (46,090,295)           (44,598,929)
                                                                             --------------------   --------------------
     Total stockholders' deficit.........................................         (3,811,084)            (2,319,792)
                                                                             --------------------   --------------------
     Total liabilities, redeemable equity and stockholders' equity.......    $     5,298,605        $     7,034,955
                                                                             ====================   ====================
</TABLE>

   The accompanying notes are an integral part of these financial statements.


<PAGE>


                                 CONDUCTUS, INC.
                       CONDENSED STATEMENTS OF OPERATIONS

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                   THREE MONTHS ENDED MARCH 31,
                                                                                ------------------------------------
                                                                                     1999                1998
                                                                                ----------------   -----------------
<S>                                                                             <C>                <C>
Revenues:
  Contract................................................................      $     917,607      $     863,614
  Product sales...........................................................            396,770            264,078
                                                                                ----------------   -----------------
     Total revenues.......................................................          1,314,377          1,127,692
                                                                                ----------------   -----------------

Costs and expenses:
   Cost of product sales..................................................            569,667            338,817
   Research and development...............................................          1,121,295          2,298,252
   Selling, general and administrative....................................            834,470          1,097,803
                                                                                ----------------   -----------------
     Total costs and expenses.............................................          2,525,435          3,734,872
                                                                                ----------------   -----------------

Loss from operations......................................................         (1,211,055)        (2,607,180)
Interest income...........................................................             25,744             28,599
Other income (expense)....................................................              2,505                 --
Interest expense..........................................................            (96,880)           (55,623)
                                                                                ----------------   -----------------
   Net loss...............................................................         (1,279,686)        (2,634,204)
Preferred dividend........................................................           (211,680)                --
                                                                                ----------------   -----------------
Net loss attributable to common shareholders..............................      $  (1,491,366)     $  (2,634,204)
                                                                                ================   =================
Basic and diluted net loss per share......................................      $       (0.21)     $       (0.38)
                                                                                ================   =================
Shares used in per share calculations.....................................          7,144,162          7,014,625
                                                                                ================   =================
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                        2

<PAGE>

                                 CONDUCTUS, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                        THREE MONTHS ENDED
                                                                                             MARCH 31,
                                                                                 ----------------------------------
                                                                                      1999              1998
                                                                                 ---------------   ----------------
<S>                                                                              <C>               <C>
Cash flows from operating activities:
   Net loss.................................................................     $  (1,279,686)    $(2,634,204)
   Adjustments to reconcile net loss to net cash used in
     operating activities:
   Depreciation and amortization............................................           212,783           195,999
   Amortization of discount on long term debt...............................            11,349                --
   Provision for excess and obsolete inventories............................                --           109,895
(Increase) decrease in:
   Accounts receivable......................................................            30,169           562,986
   Inventories..............................................................           135,926          (372,581)
   Prepaid expenses and other current assets................................            28,309            24,705
   Other assets.............................................................            (3,331)            5,496
Increase, (decrease) in:
   Accounts payable and other accrued liabilities...........................          (184,708)          631,544
                                                                                 ---------------   ----------------
       Net cash used in operating activities................................        (1,071,886)       (1,476,160)
                                                                                 ---------------   ----------------
Cash flows from investing activities:
   Maturities of short-term investments.....................................           783,287           556,633
   Purchases of short-term investments......................................                --                --
   Acquisition of property and equipment....................................            (8,338)         (181,646)
                                                                                 ---------------   ----------------
       Net cash provided by investing activities............................           774,949           374,987
                                                                                 ---------------   ----------------

Cash flows from financing activities:
   Net proceeds from issuance of common stock...............................                74            16,685
   Costs to register preferred stock........................................           (58,337)               --
   Principal repayments on long-term debt...................................          (202,344)         (335,426)
                                                                                 ---------------   ----------------
       Net cash used in financing activities................................          (260,607)         (318,741)
                                                                                 ---------------   ----------------
   Net decrease in cash and cash equivalents................................          (557,544)       (1,419,914)
Cash and cash equivalents at beginning of period............................         1,547,169         2,611,560
                                                                                 ---------------   ----------------
Cash and cash equivalents at end of period..................................     $     989,625     $   1,191,646
                                                                                 ===============   ================
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                        3

<PAGE>


                                 CONDUCTUS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

                                   (Unaudited)

1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

UNAUDITED INTERIM FINANCIAL INFORMATION:

         The accompanying unaudited interim financial statements have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
the financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. The unaudited financial statements as of March 31, 1999 and for the
three months ended March 31, 1999 and 1998 include, in the opinion of
management, all adjustments, consisting of normal recurring adjustments,
necessary to present fairly the financial information set forth herein. The
results of operations for the interim periods are not necessarily indicative of
the results to be expected for an entire year. The December 31, 1998 balance
sheet was derived from audited financial statements, but does not include all
disclosures required by generally accepted accounting principles.

BASIC AND DILUTED LOSS PER SHARE:

         In accordance with the disclosure requirements of Statement of
Financial Accounting Standards No. 128 (SFAS 128) "Earnings Per Share," a
reconciliation of the numerator and denominator of the basic and diluted EPS is
provided as follows:

<TABLE>
<CAPTION>
                                                                                    THREE MONTHS ENDED
                                                                                        MARCH 31,
                                                                          ---------------------------------------
                                                                                 1999                1998
                                                                          ------------------- -------------------
<S>                                                                       <C>                 <C>
Numerator - basic and diluted net loss per share:

     Net loss attributable to common shareholders.......................   $    (1,491,366)    $    (2,634,204)
Denominator - basic and diluted net loss per share:
     Weighted average common shares outstanding.........................         7,144,162           7,014,625
     Basic and diluted net loss per share...............................   $         (0.21)    $         (0.38)
</TABLE>

         In the above computations, common equivalent shares are excluded from
the diluted loss per share as their effect is anti-dilutive. Common equivalent
shares including common stock options, warrants and convertible preferred stock
that could potentially dilute basic earnings per share in the future and that
were not included in the computations of diluted loss per share because of
anti-dilution were approximately 1,822,000 and 126,000 for the three months
ended March 31, 1999 and 1998, respectively.

                                        4

<PAGE>

                                 CONDUCTUS, INC.
               NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

                                   (Unaudited)

1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

RECENT PRONOUNCEMENTS:

         In March 1998, the American Institute of Certified Public
Accountants issued Statement of Position 98-1, "Accounting for the Costs of
Computer Software Developed or Obtained for Internal Use." This standard
requires companies to capitalize qualifying computer software costs, which
are incurred during the application development stage and amortize them over
the software's estimated useful life. Statement of Position 98-1 is effective
for fiscal years beginning after December 15, 1998. The adoption of Statement
of Position 98-1 had no impact on the Company's financial statements.

         In April 1998, the American Institute of Certified Public
Accountants issued Statement of Position 98-5, "Reporting on the Costs of
Start-Up Activities." This standard requires companies to expense the costs
of start-up activities and organization costs as incurred. In general,
Statement of Position 98-5 is effective for fiscal years beginning after
December 15, 1998. The adoption of Statement of Position 98-5 had no impact
on the Company's financial statements.

         In June 1998, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 133, "Accounting for
Derivative Instruments and Hedging Activities." This statement establishes
new standards of accounting and reporting for derivative instruments and
hedging activities. This statement requires that all derivatives be
recognized at fair value in the statement of financial position, and that the
corresponding gains or losses be reported either in the statement of
operations or as a component of comprehensive income, depending on the type
of hedging relationship that exists. Statement No. 133 will be effective for
fiscal years beginning after June 15, 1999. Conductus does not currently hold
derivative instruments or engage in hedging activities.

2.       ACCOUNTS RECEIVABLE:

         Accounts receivable, net, consists of the following:

<TABLE>
<CAPTION>
                                                                              MARCH 31,          DECEMBER 31,
                                                                                 1999                1998
                                                                          ------------------- -------------------
<S>                                                                       <C>                 <C>
U.S. government contracts:
   Unbilled
     Recoverable costs and accrued profit on
       progress completed - not billed..................................   $       754,852     $       726,342
   Billed...............................................................           371,726             297,525
Commercial..............................................................           245,682             378,562
Allowance for doubtful accounts.........................................          (292,635)           (292,635)

                                                                          ------------------- -------------------
                                                                           $     1,079,625     $     1,109,794
                                                                          =================== ===================
</TABLE>

                                        5

<PAGE>

                                 CONDUCTUS, INC.
               NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

                                   (Unaudited)


3.       INVENTORIES:

         Inventories, net, consist of the following:

<TABLE>
<CAPTION>
                                                                              MARCH 31,          DECEMBER 31,
                                                                                 1999                1998
                                                                          ------------------- -------------------
<S>                                                                       <C>                 <C>
Raw materials...........................................................   $       548,893     $       441,130
Work in process.........................................................             3,935             198,341
Finished goods..........................................................           591,384             640,666
Allowance for excess and obsolete inventories...........................          (437,753)           (437,753)
                                                                          ------------------- -------------------
                                                                           $       706,459     $       842,384
                                                                          =================== ===================
</TABLE>

4.       LONG TERM DEBT:

         Our credit facilities consist of a loan from a leasing company, a bank
equipment term loan, a bank line of credit and a lease line of credit for new
equipment purchases. Obligations related to our credit facilities as of March
31, 1999 and December 31, 1998 are as follows:

<TABLE>
<CAPTION>
                                                                              MARCH 31,          DECEMBER 31,
                                                                                 1999                1998
                                                                          ------------------- -------------------
<S>                                                                       <C>                 <C>
Loan payable to leasing company.........................................   $     1,828,468     $     1,978,366
Bank equipment term loan payable........................................           191,385             255,180
                                                                          ------------------- -------------------
     Total..............................................................         2,019,853           2,233,546
Less: current portion...................................................           854,050             892,139
                                                                          ------------------- -------------------
     Long-term debt.....................................................   $     1,165,803     $     1,341,407
                                                                          =================== ===================
</TABLE>

         All of the credit facilities contain reporting and financial
covenants. In the event of default on any of these covenants, no further
amounts would be advanced to the Company under any facility. Additionally,
the entire amounts outstanding could become due and payable immediately upon
default and those assets that are collateralized could be seized, unless the
lender waives such default. At March 31, 1999, Conductus was in compliance
with all financial covenants.

5.       SUBSEQUENT EVENT:

         On May 4, 1999, the Company entered into a definitive agreement with
General Dynamics Information Systems, Inc. (GDIS) to license its high
temperature superconductive (HTS) electronics and cryoelectronics technology.
Under the license agreement, GDIS will purchase rights to Conductus' HTS
thin-film technology and other intellectual property for $5 million plus
future royalties and will have rights to use and sell this technology for use
in U.S. Government or state, local and foreign government markets, as
defined. Under the license agreement, GDIS made an immediate payment to the
Company of $2,900,000. In addition, GDIS will pay the Company $175,000 on the
first day of each month for 12 months beginning on July 1, 1999. The Company
and GDIS also entered into a Cross-License, Supply and Training Agreement
under which the Company and GDIS agreed to cross-license any updates to the
licensed technology developed by either party. Additionally, the Company will
provide product and training to GDIS in exchange for payment at standard
commercial rates from GDIS.

                                        6

<PAGE>

                                 CONDUCTUS, INC.
               NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

                                   (Unaudited)

5.       SUBSEQUENT EVENT (CONTINUED):


         The following unaudited pro forma condensed balance sheet information
has been presented to give effect to the aforementioned transaction as if it had
occurred on March 31, 1999. The pro forma condensed balance sheet information is
presented for informational purposes only.

                   Unaudited Pro Forma Condensed Balance Sheet
                             (amounts in thousands)
                                (Restated-Note 6)

<TABLE>
<CAPTION>
                                      March 31, 1999                                   March 31, 1999
                                          Actual                Adjustment                Pro Forma
                                     ------------------      ------------------       ------------------
<S>                                  <C>                     <C>                      <C>
ASSETS
Current assets:
Cash and cash equivalents                    $ 989,625           $2,900,000 (1)              $3,889,625
Short-term investments                         557,727                                          557,727
Accounts receivable                          1,079,625            2,100,000 (2)               3,179,625
Inventories                                    706,459                                          706,459
Prepaid expenses and other
current assets                                 117,161                                          117,161
                                     ------------------                               ------------------
Total current assets                         3,450,597                                        8,450,597
Property and equipment, net                  1,815,877                                        1,815,877
Other assets                                     2,131                                           32,131
                                     ------------------                               ------------------
Total assets                               $ 5,298,605                                     $ 10,298,605
                                     ==================                               ==================

LIABILITIES
Current liabilities:
Current portion of long-term debt           $   54,050                                        $  54,050
Accounts payable                               492,807                                          492,807
Other accrued liabilities                      860,905                                          860,905
Total current liabilities                    2,207,762                                        2,207,762
Long-term debt, net of current
portion                                      1,165,803                                        1,165,803
                                     ------------------                               ------------------
Total liabilities                            3,373,565                                        3,373,565
                                     ------------------                               ------------------

REDEEMABLE PREFERRED
STOCK (Restated-Note 6)                      5,736,124                                        5,736,124

STOCKHOLDERS' EQUITY
Common stock                                       714                                              714
Additional paid-in-capital                  42,278,497                                       42,278,497
Accumulated deficit                        (46,090,295)        $5,000,000 (1,2)             (41,090,295)
                                     ------------------                               ------------------
Total stockholders' equity
(deficit)                                   (3,811,084)                                       1,188,916
                                     ------------------                               ------------------
Total liabilities, redeemable
                                     ------------------                               ------------------
equity and stockholders' equity             $5,298,605                                       $10,298,605
                                     ==================                               ==================
</TABLE>

(1)      The Company received a cash payment of $2,900,000 upon execution of the
         agreement, which has been reflected as cash.
(2)      The Company will receive 12 monthly cash payments of $175,000 beginning
         July 1, 1999, which have been reflected in accounts receivable.

                                        7

<PAGE>

6.       EFFECTS OF RESTATEMENTS:

         The Company issued 2,461,227 shares of Series B convertible preferred
stock on September 11, 1998 and September 22, 1998.

         The Series B convertible preferred stock shares is subject to mandatory
redemption requirements that are outside of the control of the Company under
certain limited circumstances as defined in the Series B certificate of
designation. Those circumstances include a change in control of the Company in
which 50% or more of the voting power of the Company is disposed of or a sale of
all or substantially all of the assets of the Company. Under such circumstances,
the holders of Series B convertible preferred stock are be entitled to receive,
prior to and in preference to any distribution of any of the assets of the
Company to the holders of common stock, an amount per share equal to $2.70 plus
any unpaid dividends for each share of Series B convertible preferred stock.

         Although the Company believes that the likelihood of redemption
occurring is remote, it has restated its financial statements at December 31,
1998 and at and for the three-month period ended March 31, 1999 to account
for the redemption features of the Series B convertible preferred stock. The
carrying value of the Series B convertible preferred stock, which was
previously presented as a component of stockholders' equity, has been
reclassified outside of stockholders' equity at March 31, 1999.

         The restatement of the financial statements at March 31, 1999 and for
the three-month period then ended, for the matter described above had no effect
on the Company's net loss, total assets or total liabilities. The Company's
redeemable equity, total stockholders' equity at March 31, 1999, as previously
reported and as restated, are as follows:

<TABLE>
<CAPTION>
                                                                              March 31, 1999
                                                                              --------------
<S>                                                                           <C>
Redeemable equity - previously reported                                         $     --
Adjustment related to the presentation of the Series B
     convertible preferred stock as redeemable                                   5,736,124
                                                                                ----------
As restated                                                                     $5,736,124
                                                                                ----------

Stockholders' equity - previously reported                                      $1,925,040
Adjustment related to the presentation of the Series B
     convertible preferred stock as redeemable                                  (5,736,124)
                                                                                -----------
As restated                                                                    ($3,811,084)
                                                                                -----------
</TABLE>

                                        8

<PAGE>


PART II:  OTHER INFORMATION

ITEM 6:  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

                                  EXHIBIT INDEX
<TABLE>
<CAPTION>
     EXHIBIT
       NO.                         DESCRIPTION
--------------------------------------------------------------------------------
<S>               <C>
         2.1(1)   Stock Exchange Agreement dated as of May 28, 1993, between the
                  Company and Tristan Technologies, Inc.

         3.1(2)   Restated Certificate of Incorporation.

         3.2(3)   Restated Bylaws.

         3.3(4)   Certificate of Designation of Series B Preferred Stock.

         4.1(3)   Stockholder Rights Plan.

        10.1(1)   1987 Stock Option Plan.

        10.2(1)   Amended 1989 Stock Option Plan.

        10.3(5)   1992 Stock Option/Stock Purchase Plan.

        10.4(6)   1994 Employee Stock Purchase Plan.

        10.5(1)   Second Amended and Restated Registration Rights Agreement
                  dated June 3, 1993.

        10.6(4)   Form of Series B Preferred Stock and Warrant Purchase
                  Agreement, dated September, 1998, and September 22, 1998,
                  between the Company and the Series B Investors.

        10.7(4)   Form of Warrant to Purchase Common Stock between the Company
                  and the Series B Investors.

        10.8(7)   Employment Agreement dated May 3, 1994 between Registrant and
                  Mr. Charles E. Shalvoy.

        10.9(1)   Form of Indemnification Agreement between the Registrant and
                  each of its directors and officers.

        10.10(1)+ Coordinated Research Program Agreement dated October 14, 1988
                  and Amendment dated May 26, 1991 between the Registrant and
                  Hewlett-Packard Company ("H-P"), as amended by the Agreement
                  between Registrant and Hewlett-Packard Company dated June 2, 1993.

        10.11(8)  Collaboration Agreement between Registrant and CTI dated
                  September 19, 1995.

        10.12(8)  High Temperature Superconductor Thin-Film Manufacturing
                  Alliance Agreement among Registrant, Superconductor
                  Technologies, Inc., Stanford University, Georgia Research
                  Corporation, Microelectronic Control and Sensing Incorporated,
                  IBIS, Focused Research and BDM Federal dated November 17, 1995.

        10.13(9)+ Superconducting Filter Technology Joint Development Agreement
                  dated April 25, 1996 between the Registrant and Lucent
                  Technologies Inc.

        10.14(4)  Engagement Letter between the Company and Sutro and Co. Inc.,
                  dated March 24, 1998.

        10.15(4)  Amendment to Engagement Letter between the Company and Sutro
                  and Co. Inc., dated September 2, 1998.

        10.16(4)  Engagement Letter between the Company and Davenport and Co.,
                  dated September 2, 1998.

        10.17(4)  Master Lease Agreement between the Company and Leasing
                  Technologies International, Inc., dated June 15, 1998.

        10.18(1)  Lease Agreement dated May 3, 1993 between the Registrant and
                  Mozart-McKee Limited Partnership for Sunnyvale facilities.

        10.19(7)  Lease Agreement dated December 8, 1994 between Registrant and
                  Mozart-McKee Limited Partnership for Sunnyvale facilities.

        10.20(7)  Business Loan Agreement dated August 15, 1994 between
                  Registrant and Silicon Valley Bank for working capital credit
                  facility and term loan facility.

        10.21(10) Loan Modification Agreement dated June 30, 1997, between
                  Registration and Silicon Valley Bank modifying the Business
                  Loan Agreement dated August 15, 1994.

        10.22(10) Loan Modification Agreement dated November 12, 1997, between
                  Registration and Silicon Valley Bank modifying the Business
                  Loan Agreement dated August 15, 1994.

        10.23(10) Loan Modification Agreement dated December 23, 1997, between
                  Registration and Silicon Valley Bank modifying the Business
                  Loan Agreement dated August 15, 1994.

        10.24(11) Business Loan Agreement dated March 8, 1996 between
                  Registrant and Silicon Valley Bank for working capital credit
                  facility and term loan facility.


                                        9

<PAGE>

       10.25(12)  Business Loan Agreement dated December 27, 1996 between
                  Registrant and Silicon Valley Bank for working capital credit
                  facility and term loan facility.

       10.26(4)+  Master Loan and Security Agreement between the Company and
                  Transamerica Business Credit Corporation, dated June 26, 1998.

       10.27(4)   Stock Subscription Warrant Agreement between the Company and
                  Transamerica Business Credit Corporation, dated June 26, 1998.

       10.28(13)  Silicon Valley Bank Loan Agreement.

       10.29(13)  Collateral Assignment, Patent Mortgage and Security Agreement
                  between the Company and Silicon Valley Bank.

       10.30(10)+ Asset Purchase Agreement dated July 9, 1997 between
                  Registrant and Bruker Instruments, Inc. for sale of assets of
                  Registrant's NMR Probe business.

       10.31(10)  Asset Purchase Agreement dated August 15, 1997 between
                  Registrant and Neocera, Inc. for sale of Registrant's assets
                  related to its temperature controller business.

       10.32(10)  Asset Purchase Agreement dated September 3, 1997, between
                  Registrant and Niki Glass Ltd. for sale of Registrant's assets
                  related to portions of its instruments business.


       10.33+*    License Agreement with General Dynamics, dated May 4, 1999.

       10.34*     Cross-License, Supply and Training Agreement, dated May 4,
                  1999.

       27.1       Restated Financial Data Schedule.
</TABLE>

--------------------
         *        Previously filed.

         +        Confidential treatment granted or requested as to certain
                  portions of these exhibits.

         (1)      Incorporated herein by reference to the Company's Registration
                  Statement on Form S-1 (Number 33-64020), filed with the SEC on
                  May 15, 1996, as amended.

         (2)      Incorporated herein by reference to the Company's 1993 Annual
                  Report on Form 10-K.

         (3)      Incorporated herein by reference to the Company's Registration
                  Statement on Form 8-K filed with the SEC on January 22, 1998.

         (4)      Incorporated herein by reference to the Company's Form 10-Q,
                  filed with the SEC on November 16, 1998.

         (5)      Incorporated herein by reference to the Company's Registration
                  Statement on Form S-8, filed with the SEC on November 26,
                  1997.

         (6)      Incorporated herein by reference to the Company's Registration
                  Statement on Form S-8, filed with the SEC on August 5, 1994.

         (7)      Incorporated herein by reference to the Company's 1994 Annual
                  Report on Form 10-K.

         (8)      Incorporated herein by reference to Amendment No. 2 to the
                  Company's Registration Statement on Form S-1 (Number
                  333-3815), filed with the SEC on June 17, 1996.

         (9)      Incorporated herein by reference to the Company's Registration
                  Statement on Form S-1 (Number 333-3815), filed with the SEC on
                  May 10, 1996, as amended.

         (10)     Incorporated herein by reference to the Company's 1998 Annual
                  Report on Form 10-K.

         (11)     Incorporated herein by reference to the Company's 1995 Annual
                  Report on Form 10-K.

         (12)     Incorporated herein by reference to the Company's 1996 Annual
                  Report on Form 10-K.

         (13)     Incorporated herein by reference to the Company's Form 10-Q,
                  filed with the SEC on May 14, 1998.


(b) Reports on Form 8-K.

The Company filed no reports on Form 8-K during the quarter for which this
report is filed.

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<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.

                                    CONDUCTUS, INC.


Dated:  March 29, 2000              /s/ Ron Wilderink
                                    -----------------------------------------
                                    Ron Wilderink, Vice President of Finance
                                    and Chief Financial Officer

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