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 September 30, 1998

                         Commission file number: 0-28082


                              KVH Industries, Inc.
             (Exact name of Registrant as Specified in its Charter)

              Delaware                                     05-0420589
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                          Identification No.)

                   50 Enterprise Center, Middletown, RI. 02842
                    (Address of principal executive offices)


                               (401) - 847 - 3327
               (Registrant' telephone number, including area code)



  Indicate  by check  mark  whether  the  registrant  (1) has filed all  reports
  required to be filed by Section 13 or 15(d) of the Securities  Exchange Act of
  1934  during the  preceding  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 __



  Indicate the number of shares outstanding of each of the registrant's  classes
of common stock, as of the latest practicable date.

      Date                        Class                      Outstanding shares

   October  7, 1998    Common Stock, par value $0.01 per, share     7,075,067







                       KVH INDUSTRIES, INC. AND SUBSIDIARY
                                      INDEX

                                                                  Page No.
 PART I  FINANCIAL INFORMATION

 ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

         Consolidated Balance Sheets as of  September 30, 1998 and
         December 31, 1997 .......................................  3

         Consolidated Statements of  Operations for the three and
         nine months ended September 30, 1998 and 1997 ...........  4

         Consolidated Statements of Cash Flows for the
         nine months ended September 30, 1998 and 1997 ...........  5

         Notes to Consolidated Financial Statements ..............  6

 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS ...........  7

 PART II.OTHER INFORMATION ....................................... 11

 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K ........................ 11

 SIGNATURES ...................................................... 11










Part I. Financial Information

Item 1.  Financial Statements.


                       KVH INDUSTRIES, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS



                                                                  
                                                 September 30, 1998    December 31, 1997
                                                      (Unaudited)           (Audited)

 Assets:
 Current assets:
 Cash and cash equivalents                            $   960,654           4,757,614
 Accounts receivable, net                               4,951,349           4,338,992
 Contract receivables                                       --                156,777
 Costs and estimated earnings in excess of billings
 on uncompleted contracts                               1,057,056             406,014
 Inventories                                            4,645,177           4,751,792
 Prepaid expenses and other deposits                      346,521             222,015
 Deferred income taxes                                  1,077,414             387,567
                                                       ----------          ----------
   Total current assets                                13,038,171          15,020,771
                                                       ----------           ---------
 Property and equipment, net                            7,149,278           5,974,635
 Other assets, less accumulated amortization              892,964             731,000
 Deferred income taxes                                     78,535              78,535
                                                       ----------          ----------
            Total assets                              $21,158,948          21,804,941
                                                      ===========          ==========

 Liabilities and stockholders' equity:
 Current liabilities:
 Current lease obligation                                   --                  7,278
 Accounts payable                                       1,781,858           1,618,295
 Accrued expenses                                         985,890             960,488
 Customer deposits                                          --                 25,068
                                                       ----------          ----------
   Total current liabilities                            2,767,748           2,611,129
                                                       ----------          ----------
 Stockholders' equity:
 Common stock                                              71,494              70,860
 Additional paid-in capital                            15,381,224          15,298,558
 Retained earnings                                      2,938,482           3,824,394
                                                       ----------          ----------
   Total stockholders' equity                          18,391,200          19,193,812
                                                       ----------          ----------
Total liabilities and stockholders' equity            $21,158,948          21,804,941
                                                      ===========          ==========      


                     See accompanying notes to consolidated
                             financial statements.





Item 1.  Financial Statements.



                                              KVH INDUSTRIES, INC. AND SUBSIDIARY
                                              CONSOLIDATED STATEMENTS OF OPERATIONS
                                                           (Unaudited)
                                                       Three months ended                       Nine months ended
                                                          September 30,                           September 30,
                                                    1998                1997                 1998               1997
                                               ----------------    ----------------     ---------------    ----------------

                                                                                                               
       Net sales                                   $ 5,307,323           7,025,976          15,906,164          18,712,814       
       Cost of sales                                 3,142,975           3,479,079          10,221,027           9,908,852
                                               ----------------    ----------------     ---------------    ----------------

       Gross profit                                  2,164,348           3,546,897           5,685,137           8,803,962
       
       Operating expenses:                                                                            
       Research & development                          908,266             826,906           2,941,186           2,068,127
       Sales & marketing                               883,193             866,709           3,158,416           2,596,449     
       Administration                                  433,999             492,537           1,697,951           1,338,760  
                                               ----------------    ----------------     ---------------    ----------------

       (Loss) income from operations                  (61,110)           1,360,745         (2,112,416)           2,800,626

       Other (expense) income:
       Other (expense) income                         (39,487)                                              
                                                                           102,897               5,890              92,778
       Interest income                                     -                                                
                                                                            84,156              47,673             270,431
       Foreign currency gain                                                                                
                                                        67,393              47,664             176,475              54,125
                                               ----------------    ----------------     ---------------    ----------------

       (Loss) income before income tax                                                                      
       (benefit) expense                              (33,204)           1,595,462         (1,882,378)           3,217,960
       Provision for income tax (benefit)                                                                   
       expense                                       (291,293)             576,663           (996,466)           1,193,001
                                               ================    ================     ===============    ================
                                                                                                           
       Net income (loss)                          $    258,089           1,018,799           (885,912)           2,024,959
                                               ================    ================     ===============    ================

       Per share information:
       Income (loss) per share

       Basic                                         $    0.04                0.14              (0.12)                0.29
       Diluted                                       $    0.04                                  (0.12)      
                                                                              0.14                                    0.27
       Number of shares used in per share calculation:

       Basic                                         7,143,916           7,054,040           7,113,545           6,996,681
       Diluted                                                                                              
                                                     7,304,790           7,523,790           7,113,545           7,466,596



                See accompanying notes to consolidated financial
                                  statements.






Item 1. Financial Statements.


                                              KVH INDUSTRIES, INC. AND SUBSIDIARY
                                             CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                          (Unaudited)
                                                                                            Nine months ended
                                                                                              September 30,
                                                                                      1998                    1997
                                                                              -----------------       ----------------
          Cash flow from operations:
                                                                                                                  
          Net (loss) income                                                       $  (885,912)              2,024,959      
                                                                                                     
          Adjustments  to  reconcile  net  (loss)  income to net cash  (used in)
          provided by operating activities:


          Depreciation and amortization                                                571,051                525,042

          Provision for deferred taxes                                               (689,847)                   -

          Decrease (increase) in accounts and contract receivables                   (455,580)              2,541,761

          (Increase) decrease in costs and estimated earnings in                                       
          excess of billings on uncompleted contracts                                (651,042)                152,919
          Decrease in inventories                                                      106,615         

                                                                                                              220,174
          Increase in prepaid expenses and other deposits                            (124,506)                (12,232)
          Increase (decrease) in accounts payables                                     163,563                 (5,686)
          Increase (decrease) in accrued expenses                                       25,402               (253,518)
          Decrease in customer deposits                                               (25,068)             (2,527,500)
                                                                              -----------------       ----------------

          Net cash (used in) provided by operating activities                      (1,965,324)              2,665,919
                                                                              -----------------       ----------------

          Cash flow from investing activities:
          Capital expenditures                                                     (1,653,815)             (1,800,446)
          Increase in other assets                                                   (253,843)                  -
                                                                              -----------------       ----------------
          Net cash (used in) investing activities:                                 (1,907,658)             (1,800,446)
                                                                              -----------------       ----------------

          Cash flow from financing activities:
          Repayments of obligations under capital lease                                (7,278)                (42,680)
          Proceeds from exercise of stock options                                       83,300                 76,730
                                    
                                                                              -----------------       ----------------
                                                                            
          Net cash provided by  financing activities                                    76,022                 34,050
                                                                              -----------------       ----------------

          Net (decrease) increase in cash and cash equivalents                     (3,796,960)                899,523
                                                                       
                                                                              -----------------       ----------------

          Cash and cash equivalents beginning of period                             4,757,614               7,005,682
                                                                                                     
          Cash and cash equivalents end of period                               $     960,654               7,905,205
                                                                              =================       ================

          Supplement disclosure of cash flow information
          Cash paid during the period for interest                                                     
                                                                                $        867                   6,972   
                                                                                                              
          Cash paid during the period for income tax                            $    137,297               1,512,049  
                                                                                                       




                   See the accompanying notes to consolidated
                             financial statements.






Item 1.  Financial Statements.

                       KVH INDUSTRIES, INC. AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                           September 30, 1998 and 1997
                                   (Unaudited)



     (1.) The accompanying  consolidated financial statements of KVH Industries,
          Inc. and  subsidiary  (the  "Company")  for the  three-and  nine-month
          periods  ended  September  30,  1998 and 1997  have been  prepared  in
          accordance with generally accepted accounting  principles and with the
          instructions  to Form  10-Q and  Article  10 of  Regulation  S-X.  The
          consolidated  financial  statements presented have not been audited by
          independent   public   accountants,   but  include   all   adjustments
          (consisting of only normal  recurring  adjustments)  which are, in the
          opinion  of  management,  necessary  for a  fair  presentation  of the
          financial  condition,  results of  operations  and cash flows for such
          periods.  These consolidated  financial  statements do not include all
          disclosures   associated   with  annual   financial   statements   and
          accordingly  should  be  read in  conjunction  with  the  consolidated
          financial  statements  and notes  thereto  included  in the  Company's
          Annual  Report on Form 10-K  dated  March 25,  1998 as filed  with the
          Securities and Exchange Commission,  a copy of which is available from
          the Company  upon  request.  The results for the three and nine months
          ended  September  30,  1998  are  not  necessarily  indicative  of the
          operating results for the remainder of the year.

     (2.) Inventories  at  September  30, 1998 and December 31, 1997 include the
          costs of material, labor and factory overhead.  Inventories are stated
          at the lower of cost  (first-in,  first-out)  or market and consist of
          the following (in thousands of dollars):
                                  1998          1997
                                  ----          ----
         Raw materials         $ 3,110        $3,243
         Work in process           325           356
         Finished goods          1,210         1,153
                                 -----        ------
                                $4,645        $4,752
                                ======        ======

     Defense project  inventories  are  included  in the balance  sheet  caption
          "Costs and  estimated  earnings in excess of  billings on  uncompleted
          contracts."  Defense  project  inventories  amounted to  $344,879  and
          $39,408 at September  30, 1998 and  December  31, 1997,  respectively.
          Defense contracts provide for project costs reimbursement as costs are
          incurred, through monthly invoicing of vouchers or progress billings.

     (3.) The third quarter  provision for income taxes  includes a $433,163 tax
          benefit resulting from the realization of research and development tax
          credits  not  previously  recognized.  The tax  refund  receivable  is
          included in the accounts  receivable  caption appearing on the balance
          sheet.  Excluding the effect of this benefit,  the Company's effective
          tax rate for the nine months ended September 30, 1998 is approximately
          30%. The difference  between the Company's  effective tax rate and the
          statutory tax rate is due primarily to local statutory restrictions on
          the utilization of net operating losses.

     (4.) Net income (loss) per common  share.  The  computation  of the diluted
          loss per share for the  nine-month  period  ended  September  30, 1998
          excludes the conversion of potential common stock, as the effect would
          be antidilutive.  See Exhibit 11 for a reconciliation  of the weighted
          average number of shares  outstanding  used in the  computation of the
          basic earnings (loss) and diluted earnings (loss) per common share.

     (5.) During  the  first  quarter  of  1998  the  Company  adopted  two  new
          accounting  pronouncements,  SFAS No. 130 and No. 131.  The  Financial
          Accounting  Standards  Board  ("FASB")  recently  issued SFAS No. 130,
          "Reporting Comprehensive Income." This statement establishes standards
          for reporting and display of  comprehensive  income and its components
          in a full set of general-purpose financial statements.  This statement
          is effective for fiscal years  beginning  after December 15, 1997, and
          requires  classification  of  the  financial  statements  for  earlier
          periods provided for comparative purposes.  The effect of the adoption
          of SFAS  No.  130 did not  have a  material  impact  on the  Company's
          financial  condition,   results  of  operations  or  cash  flows.  The
          Financial  Accounting  Standards  Board recently  issued SFAS No. 131,
          "Disclosures about Segments of an Enterprise and Related Information."
          This statement  establishes standards for the way that public business
          enterprises  report  information  about  operating  segments in annual
          financial  statements  and  requires  that  those  enterprises  report
          selected  information  about operating  segments in interim  financial
          reports issued to shareholders. This statement supercedes SFAS No. 14,
          "Financial  Reporting  for  Segments of a  Business,"  but retains the
          requirement  to  report   information  about  major  customers.   This
          statement also amends SFAS No. 94,  "Consolidation  of  Majority-Owned
          Subsidiaries."  This  statement is effective for financial  statements
          for  periods  beginning  after  December  31, 1997 and  requires  that
          comparative  information for earlier years be restated for comparative
          purposes.  The effect of the  adoption  of SFAS No. 131 did not have a
          material  impact on the  Company's  financial  condition,  results  of
          operations or cash flows.

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


   "Safe Harbor" statement under the Private Securities Litigation Reform Act
                                    of 1995.

      With the exception of  historical  information,  the matters  discussed in
      this  Quarterly  Report  on  Form  10-Q  include  certain  forward-looking
      statements that are subject to certain risks and uncertainties  that could
      cause  actual  results  to differ  materially  from  those  stated.  These
      forward-looking  statements reflect  management's  opinions only as of the
      date hereof, and KVH Industries,  Inc. (the Company) assumes no obligation
      to update this information.  Risks and uncertainties  include, but are not
      limited  to,  those  discussed  in  the  section  entitled   "Management's
      Discussion and Analysis of Financial Condition and Results of Operations -
      Forward Looking Statements - `Risk Factors.'"  Shareholders of the Company
      are cautioned not to place undue  reliance on  forward-looking  statements
      made in the Quarterly  Report on Form 10-Q.  This report should be read in
      conjunction with the consolidated  financial  statements and notes thereto
      included in the Company's  Annual Report on Form 10-K dated March 25, 1998
      and  Quarterly  Reports  on Form  10-Q for the  first  and  second  fiscal
      quarters  of 1998 ended March 31,  1998 and June 30,  1998,  respectively.
      These reports are filed with the  Securities  and Exchange  Commission and
      copies are  available  from the  Company  upon  request  and  through  the
      Company's web site at http://www.kvh.com.

      Results of Operations

      Overview  -  The  Company   develops   manufactures  and  markets  digital
      navigation,   fiber  optic  sensor  and  mobile  satellite  communications
      products for commercial,  military and recreational  marine  applications.
      Products  developed by the Company provide  accurate,  real-time  heading,
      orientation  and position data and are based on the Company's  proprietary
      sensor technology and  autocalibration and applications  software.  At its
      inception in 1982,  the Company  introduced  the world's first  commercial
      digital  fluxgate  compass.  The Company  focused  primarily on commercial
      marine  navigation  product  development until 1985 when the U.S. military
      first used its  compasses.  In 1991,  the Company  combined its sensor and
      autocalibration  technologies to create a tactical  navigation  system for
      U.S. land military  vehicles in the Persian Gulf War. The Company  entered
      the mobile satellite  communications  market in 1993 with the introduction
      of  an  active-stabilized   antenna-aiming  system  that  delivers  mobile
      reception of  television  services  covering  North America and Europe and
      fax,  voice  and  data  communications  worldwide  via  Inmarsat-3  mini-M
      satellites.  The Company  markets its  integrated  communications  systems
      directly to  end-users  in a shift from its  earlier  emphasis on sales to
      systems   integrators  such  as  American  Mobile  Satellite   Corporation
      ("AMSC").  Recognizing that the need for new market opportunities required
      advanced  technology  capabilities,  the  Company  acquired  the assets of
      Andrew  Corporation's  fiber optic  research group in 1997. As a result of
      the acquisition,  the Company is expanding its markets,  selling OEM fiber
      optic gyroscopes  (FOGs) and integrating FOGs with existing product lines,
      particularly  in  defense  navigation,  to create  enhanced  systems  with
      broader market potential.

      Net  (loss)  income and  diluted  (loss)  earnings  per share - Net income
      (loss) and diluted earnings (loss) per share for the three-and  nine-month
      periods ended  September 30, 1998 and 1997 were $258,089 and ($885,912) or
      $0.04 and  $(0.12) per share,  respectively,  in 1998 and  $1,018,799  and
      $2,024,959  or $0.14 and  $0.27  per  share,  respectively,  in 1997.  The
      Company's  operating losses, to a large extent,  result from the Company's
      decision to withdraw from the FOG-based vehicle navigation market to focus
      on markets  that the Company  believes  have  greater  revenue  potential.
      Withdrawal from the vehicle navigation market and an unexpected lag in OEM
      sales relative to internal forecasts combined to produce lower FOG product
      revenues



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


      and higher operating losses than anticipated for the quarter.  The Company
      believes  that  there  is a strong  demand  for  high-accuracy,  FOG-based
      products in the military  sector and is continuing  to spend  research and
      development  funds to accelerate the integration of fiber optic technology
      into its defense product offerings.  The Company  anticipates that reduced
      FOG  revenues and fixed FOG  operating  costs over the next 9 to 12 months
      will  continue  to  adversely  affect  financial  results,  and  with  the
      restructuring  of FOG  operations  not yet  complete,  the Company  cannot
      quantify the total costs  associated with this acquisition and integration
      at this time. The steps that the Company has taken to reduce the financial
      impact of this intense  research and development  effort include,  but are
      not limited to:  staff  reductions  and  reallocations;  outside  sourcing
      evaluations;  improved  operational  efficiencies;   inventory  reduction;
      recruiting key personnel and  implementing  cost controls.  As a result of
      staff  reductions  and other cost  savings  instituted  by the  Company to
      reduce  losses,  operating  spending  decreased from the second quarter of
      1998 by 25% or $760,594.  The Company will continue to explore all avenues
      for cost savings to further reduce spending from current levels.

      Net sales -  Quarterly  net sales were  $5,307,323,  a 24%  decrease  when
      compared with last year's third quarter revenues of $7,025,976. Nine-month
      1998 sales amounted to $15,906,164,  a decrease of 15% from the comparable
      period of the prior  year.  The 1998  third-quarter  and the  year-to-date
      sales decreases were due to a forecast  defense sales decline of over 40%,
      the  withdrawal  from  the  vehicle   navigation  market  and  lower  than
      anticipated  communication product sales. Year-to-date sales declines were
      offset somewhat by an 9%  year-to-year  growth in  communications  product
      sales.  Communications  sales growth was less than anticipated because the
      Company  temporarily   suspended  development  of  TracVision  Galaxy  and
      projected  revenues  from the  system  did not  occur.  Field  testing  of
      TracVision  Galaxy  revealed that satellite  service to the targeted South
      American market did not meet expectations and the Company  determined that
      market potential was significantly reduced.

      Gross  profit - Gross  profit is  comprised  of revenues  less the cost of
      materials, direct labor, manufacturing overheads and warranty costs. Gross
      profit decreased by $1,382,549 and $3,118,825 in the third quarter and for
      the first nine months of 1998, respectively, when compared with the three-
      and  nine-month  periods of 1997.  Third  quarter  1998 gross  profit as a
      percentage  of net sales was 41%, a decrease  from 50% of net sales in the
      third quarter of 1997. Nine-month 1998 gross profit as a percentage of net
      sales  was  36%  while  in the  comparable  period  of 1997  gross  profit
      represented  47% of net sales.  Gross profit  decreases as a percentage of
      sales are the result of three factors:  the impact of lower sales volumes,
      a  sales  shift  towards  lower  margin  communications  products  and the
      addition of fixed fiber-optic sensor manufacturing  overhead spending in a
      period of declining fiber optic sales.

      Operating  expenses  -  Research  and  development  expense  increased  to
      $908,266  and  $2,941,186  in the  three-  and  nine-month  periods  ended
      September 30, 1998,  representing  increases of 10% and 42%, respectively,
      over comparable periods of the prior year. Research spending increases are
      due to the  addition of fiber optic  research  costs  associated  with the
      integration of FOG sensors into the Company's military products. Sales and
      marketing  expense  increased  to  $883,193  and  $3,158,416  in the third
      quarter and first nine months of 1998, respectively, a 2% and 22% increase
      from  comparable  periods of 1997. The growth in marketing and sales costs
      is due to the launch of new products, staffing increases and international
      marketing costs. General and administrative  expense decreased $58,538 and
      increased  $359,191  in the third  quarter  and first nine months of 1998,
      respectively,  when  compared  with the same periods in 1997.  General and
      administrative  cost decreases  reflect staff reductions and increases are
      attributable   to   higher-than-anticipated   FOG  patent  fees.   Despite
      year-to-year cost increases,  overall operating  expenses decreased in the
      recent third  quarter to  $2,225,458  from  $2,986,052  in the 1998 second
      quarter,  with  reductions  of 25%  and 31% in  sales  and  marketing  and
      administration, respectively.

      Other  income  (expense) - Other  income  (expense) is made up of interest
      income  and  expense,  other  income  and  expense  and  foreign  currency
      translation gains and losses.



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


      Income tax expense  (benefit) - The  third-quarter  income tax  includes a
      $433,163   benefit   resulting  from  the   realization  of  research  and
      development  tax credits  available  to the company.


      Liquidity and capital resources

      Working Capital - Working capital decreased by approximately $2,139,219 in
      the first  nine  months  of 1998 from  December  31,  1997.  Cash and cash
      equivalents  were  $960,654  and  $4,757,614  at  September  30,  1998 and
      December  31,  1997,  respectively.  The  decrease  in  capital  resources
      reflects the net operating  loss  experienced  in the first nine months of
      1998,  additions  to  leasehold  improvements  and the  purchase of a year
      2000-compliant computer system.

      On September 29, 1998, the Company  renewed a $2.5 million  revolving line
      of credit facility with its bank that requires the Company to meet certain
      operating requirements as of December 31, 1998, and June 30, 1999. At June
      30, 1999 the bank credit facility will be eligible for  renegotiation  and
      renewal  consideration.  If the operating  requirements are not met, it is
      possible  that the  bank  may  adversely  alter  the  terms of the line of
      credit.  The Company also has access to cash flow by mortgaging or selling
      the corporate  headquarters  land and building located in Middletown,  RI,
      and it is actively exploring these options.


      Capital  expenditures - Fixed assets  purchases  amounted to $1,653,815 in
      the first nine months of 1998.  Fixed  asset  acquisitions  are  primarily
      leasehold   improvements   to  meet  the   specialized   demands   of  FOG
      manufacturing and the purchase of a year 2000-compliant computer system.

      The Company  believes that  existing  cash balances and amounts  available
      under its  revolving  bank  borrowing  facility will be sufficient to fund
      operations and planned capital expenditures.


      Other Matters

      Year 2000 - The Company has evaluated the impact of the year 2000 issue as
      it relates to its navigation and communications products,and has concluded
      that products sold or, yet to be sold, are  not affected  by the year 2000
      issue. The Company has assessed all systems, both  software  and computer 
      systems ensuring  that  its  computer software and hardware are year 2000 
      compliant.  The  most   significant   element   of  this  process   is the
      upgrading of its enterprise  resource  planning system at a cost estimated
      at less that one  million  dollars,  of which  $324,865  has been spent to
      date. The Company is contacting its  customers,  suppliers,  and financial
      institutions,  with which it does  business,  to ensure that any year 2000
      issue is  resolved.  While there can be no  assurance  that the systems of
      other companies will be year 2000 compliant,  the Company has no knowledge
      of any such third party year 2000  issues that would  result in a material
      adverse affect on its  operations.  Should the Company become aware of any
      such situation, contingency plans will be developed. The Company estimates
      that its own computer systems will be substantially year 2000 compliant by
      the first quarter of 1999. The Company believes that the cost of becoming 
      a  year  2000  compliant  company will not adversely effect the Company's 
      financial  condition,  results  of  operations  or liquidity. The Company 
      could  be  adversely affected should  the Company or other companies  with
      which the Company does  business be unsuccessful in  completing year 2000 
      modifications in a timely manner.

      Inflation - The Company  believes  that  inflation  has not had a material
      effect on the results of its operations.

      Recent  Accounting  Pronouncements  - The Financial  Accounting  Standards
      Board ("FASB") recently issued Statement of Financial Standards Number 133
      ("SFAS  133"),   "Accounting   for  Derivative   Instruments  and  Hedging
      Activities." This statement establishes accounting and reporting standards
      for  derivative  instruments  and hedging,  requiring  recognition  of all
      derivatives  as either assets or liabilities in the statement of financial
      position  measured at fair value.  This  statement  is  effective  for all
      fiscal  quarters of fiscal years beginning after June 15, 1999. The effect
      of  adopting  SFAS 133 is not  expected  to have a material  impact on the
      Company's financial condition, results of operations or cash flows.






      Forward Looking Statements - "Risk Factors"

      The  Company's   products  target  two  industries  that  are  subject  to
      volatility,  risks  and  uncertainties.  The  communications  industry  is
      experiencing  rapid growth fueled by strong  worldwide demand and buffeted
      by competing  formats and rapid,  unpredictable  technology  changes.  The
      defense industry historically  experience variability in supply and demand
      related to international  conditions,  national politics, budget decisions
      and  technology  changes,  all of which are  difficult  or  impossible  to
      predict.  Factors in both industries could affect the Company's ability to
      effectively meet prevailing market conditions. To position itself in these
      uncertain  industries,  the  Company  has  taken a number  of  steps  that
      include, but are not limited to: acquisition of the fiber optic technology
      and  development of new related  products;  ongoing  analysis of potential
      technology   advances;   staff  reductions  and  reallocations;   improved
      operational  efficiencies;  inventory reduction;  recruiting key personnel
      and  implementing  cost  controls.  There  can be no  assurance  that  the
      objectives of these  development  and  cost-reduction  activities  will be
      achieved.

      Other factors that could cause actual  results to differ  materially  from
      the results anticipated by management include:

      Dependence on New Products and the Marine Mobile Satellite  Communications
      Market - The Company's  future sales growth will depend to a  considerable
      extent  upon  the  successful   introduction   of  new  mobile   satellite
      communications products for use in marine and land applications, and those
      introductions will be affected by a number of variables including, but not
      limited to:  market  potential  and  penetration;  reliability  of outside
      vendors;  satellite  communications service providers' financial abilities
      and products; regulatory issues; maintaining appropriate inventory levels;
      disparities  between  forecast  and realized  sales and design  delays and
      defects.  The  occurrence  of any of these  factors  would have a material
      adverse effect on the Company's business,  financial condition and results
      of operations.

      FOG  Acquisition  -  The  additional   personnel  and  operating  expenses
      associated with the FOG asset  acquisition has added  significant costs to
      the Company's  1998  operations  and will  continue to do so in 1999.  The
      Company is in the  process of  designing  FOG sensors  into the  company's
      current  product  offerings  and  identifying  new,  untapped  markets for
      existing FOG products. Although these opportunities show great promise, to
      date the Company has been successful in marketing only small quantities of
      products  and it does  not  anticipate  that  FOG-enhanced  products  will
      provide  significant  revenues for the next 9 to 12 months. The Company is
      designing its FOG-enhanced products to meet customer performance and price
      criteria;  however,  at this early stage of product development and market
      introduction  the Company can provide no assurance  that these  objectives
      will be met or that competing  technologies will not be developed that may
      supercede  FOG  technology.  The  occurrence of any of these factors would
      have a  material  adverse  effect  on the  Company's  business,  financial
      condition and results of operations.

      Variability  of  Quarterly  Operating  Results - The  Company's  quarterly
      operating  results have varied in the past and may vary  significantly  in
      the future  depending  upon all the foregoing  risk factors and including:
      the size and timing of significant  orders;  the ability of the Company to
      control costs;  changes in Company  strategy and the Company's  ability to
      attract and retain key personnel.

      Competition - Competitors  in the  communications  market  include  SeaTel
      Corporation,  Datron Corporation and Nera Corporation,  any of which could
      challenge the Company's  pricing or  technology  platforms.  The Company's
      satellite  phone  products  could be  negatively  impacted  when  Iridium,
      Globalstar and ICO (all offering  hand-held  worldwide,  satellite  voice,
      data and fax  services)  commence  operations,  scheduled  from  late 1998
      through to 2000. The Company may be faced with increased  competition from
      the Hitachi  Corporation's newly introduced FOG sensor that is targeted at
      applications and market segments similar to those the Company is pursuing.

      Possibility  of Common Stock Price  Volatility - The trading  price of the
      Company's Common Stock has been subject to wide fluctuations.  The trading
      price of the Company's Common Stock could be subject to wide  fluctuations
      in the future in response to quarterly  variations  in operating  results,
      announcement of new products by the Company or its competitors, changes in
      the  financial  estimates  by  securities  analysts  and  other  events or
      factors. In addition, the stock market has experienced volatility that has
      affected the market price of many high technology companies that has often
      been unrelated to the operating performance of such companies. These broad
      market fluctuations may adversely affect the market price of the Company's
      Common Stock.

Part II. Other Information

Item 1. Legal Proceedings.
          None

Item 6. Exhibits and reports on Form 8-K.

 1. Exhibit 11 - Computation of Earnings Per Common Share: Three and Nine
    Months Ended September 30, 1998 and 1997.

 2. Exhibit 27 - Financial Data Schedule: Nine Months Ended September 30, 1998.

 3. Noreports on Form 8-K were filed  during the  quarter  for which this
    report was filed.



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.

      KVH Industries, Inc.

      By: /s/ Richard C. Forsyth           
        Richard C. Forsyth
      (Chief Financial and Accounting Officer)

      Date: October 23, 1998