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                                   FORM 10-QSB

    [As last amended in Release No. 34-32231, April 28, 1993, 58 F.R. 26509]

                     U.S. Securities and Exchange Commission

                             Washington, D.C. 20549

                                   Form 10-QSB

 (Mark One)

 [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 EXCHANGE ACT
       For the transition period from __________________ to
       _____________________



                      CINTECH TELE-MANAGEMENT SYSTEMS, INC.
        ---------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

               OHIO                                       31-1200684
- -------------------------------------------------------------------------------
(State or other jurisdiction of        (I.R.S. Employer Identification Number)
incorporation or organization)

                   2100 Sherman Avenue, Cincinnati, Ohio 45212
                   -------------------------------------------
                    (Address of principal executive offices)

                                 (513) 731-6000
                           ---------------------------
                           (Issuer's telephone number)

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


     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes X   No
                                                                       --   ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS



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         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 12,279,751 shares of common
stock as of September 30, 1998.                      ---------------------------
- -------------------------------

      Transitional Small Business Disclosure Format (check one): Yes    No  X
                                                                       ---   ---


                         PART I - FINANCIAL INFORMATION


Item 1.  FINANCIAL STATEMENTS.

         The financial statements attached to the end of this quarterly report
are filed as part of this quarterly report. The financial statements include all
adjustments which in the opinion of management are necessary in order to make
the financial statements not misleading.

Item 2.  MANAGEMENT'S DISCUSSIONS AND ANALYSIS OR PLAN OF OPERATION.

         The following selected financial information set forth below has been
derived from the unaudited financial statements of the Company. This discussion
and analysis should be read in conjunction with such financial statements. All
amounts are in US dollars.


RESULTS OF OPERATIONS

         FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 COMPARED TO THE THREE
MONTHS ENDED SEPTEMBER 30, 1997

         Sales for the three months ended September 30, 1998 were $3,292,000
compared to $2,057,000 for the same period last year. The $1,235,000 or 60%,
increase in sales is due to a 69% increase in ACD unit volume combined with a
16% increase in revenue from other CTI products and a 32% increase in services
revenue.

         Gross Margin of $2,232,000 was $856,000 or 62%, greater than the
corresponding period of last year. This increase in Gross Margin is a direct
result of the increase in sales volume. Gross Margin as a percentage of sales
was 68% or 1% greater than that experienced during the same period of the prior
year.

         Research and Development costs of $103,000 were approximately $30,000
less than the comparable prior year period. Selling, General and Administrative
(S,G&A) expenses of $1,140,000 were approximately $5,000 less than the
comparable prior year period.

         The Company realized Net Income of $1,005,000 for the three months
ended September 30,1998 compared to a $106,000 Net Income reported for the same
period last year. Earnings Per Share, basic and diluted, were $0.08 versus a
$0.01 Per Share reported for the comparable prior year period.


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LIQUIDITY AND CAPITAL RESOURCES

         Working Capital increased to $3.2 million as compared to $0.9 million
for the corresponding period of last year. The increase of $2.3 million is
primarily due to the increases in cash and marketable securities of $2.1 million
and accounts receivable of $0.5 million offset by an increase in deferred
maintenance revenue of $192,000 and accrued salaries and taxes of $155,000. The
increases in cash and marketable securities reflect the increase in sales volume
and profitability experienced by the Company thus far during fiscal 1999.

         As of September 30, 1998, Cintech held cash and marketable securities
totaling approximately $ 3.1 million and had no outstanding long-term debt
obligations.


         The Company's plan of operation is to continue distributing its
ACD-related products via strategic alliances with Northern Telecom and NEC. The
Company has no material commitments for capital expenditures. The Company feels
that there are no significant elements of income or loss that do not arise from
the Company's continuing operations.


YEAR 2000 COMPLIANCE

     The Company is in the process of conducting a comprehensive review of its
key internal financial, information and operational systems to identify the
systems that could be materially affected by the Year 2000 issue. The Company
will be making appropriate modifications and conducting compliance testing on
these systems. The Company believes that with modifications to, or replacement
of, existing systems, the Year 2000 issue will not pose significant operating
problems. Based upon preliminary information, the costs of addressing internal
problems are not expected to have a material adverse impact on the Company's
financial position, results of operations, or cash flows in future periods.
Accordingly, the cost for Year 2000 problems will be funded through operating
cash flows.

     The Company is currently engaged in assessing the capability of its
products to handle the transition to and operate in the Year 2000.

     The Company is in the process of assessing the readiness of significant
suppliers and customers to determine the extent to which the Company is
vulnerable to those third parties' failure to remediate their own Year 2000
issues. The Company cannot guarantee that the systems of other companies will be
converted in a timely manner, or the conversion or failure to convert systems,
would not have an adverse material effect on the Company.

      The Company is in the process of evaluating alternative procedures to
handle Year 2000 issues in the event that there would be a delay in implementing
any changes stemming from its current review process.


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                                             PART II - OTHER INFORMATION










Item 6.           EXHIBITS AND REPORTS ON FORM 8-K

              
         (a)      The following Exhibits are required by Item 601 of Regulation S-B:
                                                                                                               PAGE
                                                                                                               ----
Exhibit No. 2   -          Plan of Acquisition, Reorganization, Arrangement, Liquidation,
                           or Succession.....................................................................  N/A

Exhibit No. 3   -          (I) Articles of Incorporation, (ii) By-laws ......................................   *

Exhibit No. 4   -          Instruments Defining
                           Rights of Security Holders........................................................  N/A

Exhibit No. 10  -          Material Contracts................................................................  *, **

Exhibit No. 11  -          Statement re: Computation of Per Share Earnings ..................................  N/A

Exhibit No. 15  -          Letter on Unaudited Interim Financial Information.................................  N/A

Exhibit No. 18  -          Letter on Change in Accounting Principles.........................................  N/A

Exhibit No. 19  -          Reports Furnished to Security-Holders.............................................  N/A

Exhibit No. 22  -          Published Report Regarding Matters Submitted to Vote..............................  N/A

Exhibit No. 23  -          Consent of Experts and Counsel....................................................  N/A

Exhibit No. 24  -          Power of Attorney.................................................................  N/A

Exhibit No. 99  -          Additional Exhibits...............................................................  N/A



         (b)......On September 15, 1995, the Company changed its fiscal year end
to June 30 commencing June 30, 1995. The Company filed a Form 8-K regarding this
change in fiscal year on September 26, 1995. This form is incorporated in this
report by reference.

*      Previously provided in original filing on Form 10-SB.
**    Previously provided in Amendment No. 2 to Form 10-SB.

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                                   SIGNATURES


         In accordance with the requirements of the Securities Exchange Act of
1934, Cintech Tele-Management Systems, Inc., as Registrant, has caused this
Report on Form 10-QSB to be signed on its behalf by the undersigned, thereunto
duly authorized.


CINTECH TELE-MANAGEMENT SYSTEMS, INC.


By:  /s/  Diane M. Kamionka                           Date: November 13, 1998
       ---------------------------------
      Diane M. Kamionka
      President and Chief Executive Officer


By:  /s/ Michael E. Freese                            Date: November 13, 1998
       ----------------------------------
      Michael E. Freese
      Director of Finance and Administration



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