U. S. Securities and Exchange Commission
                                   Washington, D. C. 20549


                                         FORM 10-QSB


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

        For the quarterly period ended September 30, 1998

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

         For the transition period from                to
                                        --------------    ------------------


                                 Commission File No. 0-21733


                                  MICRO-HYDRO POWER, INC.
                        (Name of Small Business Issuer in its Charter)


                  DELAWARE                               87-0369035
      (State or Other Jurisdiction of            (I.R.S. Employer I.D. No.)
       incorporation or organization)


                                5525 South 900 East, Suite 110
                                  Salt Lake City, Utah 84117
                           (Address of Principal Executive Offices)

                           Issuer's Telephone Number: (801)262-8844


     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.

(1)  Yes   X    No             (2)  Yes  X    No
         ----     ----                 ----         ----
<PAGE>

APPLICABLE  ONLY TO  ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS  DURING  THE
PRECEDING FIVE YEARS

None; not applicable.

     APPLICABLE  ONLY  TO  CORPORATE  ISSUERS  Indicate  the  number  of  shares
outstanding  of each of the  Registrant's  classes  of common  stock,  as of the
latest practicable date:

                               September 30, 1998
                              Common Voting Stock
                                    300,010

                               September 30, 1998
                                Preferred Stock
                                      -0-



PART I - FINANCIAL INFORMATION

Item 1.Financial Statements.
 
     The Financial  Statements of the Registrant  required to be filed with this
10-QSB  Quarterly  Report  were  prepared  by  management  and  commence  on the
following page,  together with related Notes. In the opinion of management,  the
Financial Statements fairly present the financial condition of the Registrant.
<PAGE>

<TABLE>
<CAPTION>

                              MICRO-HYDRO POWER, INC.
                                 BALANCE SHEETS
                        September 30, 1998 and December 31, 1997

                                                                     9/30/98            12/31/97
                                                                 ----------------    ----------------
                                                                     [Unaudited]
<S>                                                           <C> <C>             <C> <C>              
                                     ASSETS

      Total Assets                                             $               0   $               0

                                                                 ----------------    ----------------
TOTAL ASSETS                                                   $               0   $               0
                                                                 ================    ================

                       LIABILITIES & STOCKHOLDERS' DEFICIT


LIABILITIES
      Current Liabilities
          Loans from stockholders                              $          13,228               9,973
          Accounts Payable                                                 2,619               2,619
          Income Taxes Payable                                                 0                 100
                                                                 ----------------    ----------------
      Total Current Liabilities                                           15,847              12,692
                                                                 ----------------    ----------------
TOTAL LIABILITIES                                                         15,847              12,692

STOCKHOLDERS' DEFICIT
          Preferred Stock, $.0001 par value;
            authorized 5,000,000 shares; issued and
            outstanding, -0- shares                                            0                   0
          Common Stock, $.00001 par value;
            authorized 30,000,000 shares; issued and
            outstanding, 300,010                                               3                   3
          Paid-in Capital                                                163,976             163,976
          Accumulated Deficit                                           (179,826)           (176,671)
                                                                 ----------------    ----------------
TOTAL STOCKHOLDERS' DEFICIT                                              (15,847)            (12,692)

                                                                 ----------------    ----------------
TOTAL LIABILITIES & EQUITY                                     $               0   $               0
                                                                 ================    ================
</TABLE>

     NOTE TO FINANCIAL  STATEMENTS:  Interim  financial  statements  reflect all
adjustments  which  are,  in the  opinion  of  management,  necessary  to a fair
statement  of the results for the periods.  The December 31, 1997 balance  sheet
has been derived from the audited financial statements.  These interim financial
statements  conform with the requirements for interim  financial  statements and
consequently do not include all the disclosures  normally  required by generally
accepted accounting principles.
<PAGE>
<TABLE>
<CAPTION>


                             MICRO-HYDRO POWER, INC.
                            STATEMENTS OF OPERATIONS
        For the Three and Nine Month Periods Ended September 30, 1998 and 1997

                                            Three Months         Three Months         Nine Months         Nine Months      
                                                Ended                Ended              Ended              Ended
                                              09/30/98             09/30/97            9/30/98            9/30/97
                                            -----------         -----------          ------------       ------------ 
                                             [Unaudited]          [Unaudited]        [Unaudited]        [Unaudited]
<S>                                      <C>    <C>           <C>    <C>            <C>    <C>         <C>    <C>  
REVENUE
      Income                           $               0    $                0  $              0   $              0               
                                             ------------        -------------      ------------       ------------
NET REVENUE                                             0                    0                 0                  0 

Operating Expenses
      Office Expenses                                   0                   10                 0                 10                
      Professional Fees                               119                   42             2,148              3,316
                                             ------------        -------------      ------------       ------------
Total Operating Expenses                              119                   52             2,148              3,326
                                             ____________        _____________      ____________       ____________ 
Net Income/(Loss) Before Taxes                       (119)                 (52)           (2,148)            (3,326)  
                                             ============        =============      ============       ============
Income/Franchise Tax                                    0                    0               100                100            
                                             ------------        -------------      ------------       ------------

                                                
NET INCOME/(LOSS)                     $              (119)  $              (52)           (2,248)            (3,426)      
                                              ============        =============      ============       ============


NET LOSS PER SHARE                    $             (0.01) $             (0.01)            (0.01)             (0.01) 
                                             ============        =============      ============       ============

WEIGHTED AVERAGE NUMBER OF SHARES
  OUTSTANDING                                     300,010              300,010           300,010            300,010            
                                             ============        =============      ============       ============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                             MICRO-HYDRO POWER, INC.
                            STATEMENTS OF CASH FLOWS
        For the Three and Nine Month Periods Ended September 30, 1998 and 1997

                                                               Three Months     Three Months      Nine Months       Nine Months     
                                                                  Ended            Ended            Ended            Ended 
                                                                 9/30/98          9/30/97          9/30/98          9/30/97
                                                               ------------     ------------    ------------      ------------
                                                                [Unaudited]      [Unaudited]     [Unaudited]      [Unaudited]
<S>                                                       <C> <C>              <C> <C>        <C>  <C>         <C>  <C>        
Cash Flows Used For Operating Activities
----------------------------------------
  Net Loss                                                 $          (119)    $        (52)    $    (2,248)    $     (3,426) 
  Adjustments to reconcile net loss to net cash
    used in operating activities:
    Increase/(Decrease) in accounts payable                              0                0             100              100   
    Increase/(Decrease) in loans from shareholder                      119               52           2,148            3,326   
                                                               ------------     ------------    ------------    ------------
     Net Cash Used For Operating Activities                              0                0               0                0
                                                               ============     ============    ============    ============

Cash Flows Provided by Financing Activities
-------------------------------------------                              0                0               0                0
                                                               
  Net Increase In Cash                                                   0                0               0                0
                                                                    
  Beginning Cash Balance                                                 0                0               0                0

  Ending Cash Balance                                                    0                0               0                0
                                                               ============     ============   ============     ============
              
</TABLE>
<PAGE>


Item 2.Management's Discussion and Analysis or Plan of Operation.

Plan of Operation.

     Micro-Hydro  Power,  Inc. (the "Company"),  has not engaged in any material
operations in the three month period  ending  September 30, 1998, or since on or
before  November  1988.  The  Company  intends  to  continue  to  seek  out  the
acquisition  of assets,  property  or  business  that may be  beneficial  to the
Company and its  stockholders.  

   The Company's only foreseeable cash requirements  during the next 12 months
will relate to maintaining the Company in good standing in the State of Utah and
keeping its reports  "current"  with the  Securities  and  Exchange  Commission.
Management  does not anticipate  that the Company will have to raise  additional
funds during the next 12 months.

     For a discussion of the activities of Micro-Hydro  Power,  Inc., a Delaware
corporation (the "Company") and its predecessor,  prior to the period covered by
this Report, see the Company's  Registration  Statement on Form 10-SB-A1,  filed
with the Securities and Exchange  Commission on March 4, 1997, its Annual Report
on Form 10-KSB,  for the calendar year ended  December 31, 1997,  filed April 3,
1998 or the  Information  Statement  filed  with  the  Securities  and  Exchange
Commission, filed November 12, 1997.


Results of Operations.
 
     The Company has had no operations since November 1988. During the quarterly
period  covered by this  Report,  the Company  received no revenue and  incurred
nominal  expenses.  At  September 30, 1998,  the  Company  had no  assets  and
liabilities of $15,847.


PART II - OTHER INFORMATION

Item 1.Legal Proceedings.

None; not applicable.

Item 2.Changes in Securities.

None; not applicable.

Item 3.Defaults Upon Senior Securities.

None; not applicable.

Item 4.Submission of Matters to a Vote of Security Holders.
 
None; not applicable.

Item 5.Other Information.

None; not applicable.

Item 6.Exhibits and Reports on Form 8-K.
 
(a)Exhibits.*
<TABLE>

<S>                                                <C>
                                                  Where Incorporated 
                                                    in this Report
                                                    --------------
          (i)

     Registration Statement on Form 10-SB-A1,          Part I
     as filed on March 4, 1997**

     Annual Report on Form 10-KSB, for the             Part I
     year ending December 31, 1997, as filed on
     April 3, 1998**

     Information Statement as filed on                 Part I
     November 12, 1997**


Exhibit Number                                     Description
--------------                                     -----------

     (27)                                     Financial Date Schedule.
</TABLE>


(b)Reports on Form 8-K.

None; Not Applicable.

     *A summary of any Exhibit is modified in its  entirety by  reference to the
actual Exhibit.  

     **This exhibit has previously been filed with the Securities and
Exchange Commission.
<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.

                           MICRO-HYDRO POWER, INC.




Date: 3 NOV 98              /S/ THOMAS J. HOWELLS     
                            Thomas J. Howells, Vice President and Director



Date: 11-3-98               /S/ KATHLEEN L. MORRISON  
                            Kathleen L. Morrison, Secretary, Treasurer 
                            and Director