10-Q/A

   1
- -------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A

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

                FOR THE QUARTERLY PERIOD ENDED NOVEMBER 30, 1998

                                       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: 0-17597

                                  CONCAP, INC.
             (Exact name of registrant as specified in its charter)

                                                                
(State or other Jurisdiction of incorporation or organization)    (I.R.S. Employer Identification No.)


                      TEXAS                                                   76-0252296




     (Address of principal executive offices)             (Zip Code)

     3700 CRESTWOOD PARKWAY                                  30096
             SUITE 1000
              DULUTH, GA

              REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                                 (770) 638-1019


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 __ No X

The number of shares of the issuer's class of capital stock as of November 30,
1998, the latest practicable date, is as follows: 11,869,000 shares of Common
Stock $.001 par value.



- -------------------------------------------------------------------------------
   2
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K-

(a)     The Following exhibits are filed with this Report:

                
        Exhibit            2.1 Agreement dated June 24, 1998, by and among
                           Concap, Inc. and Intuitive Technology Consultants,
                           Inc. (incorporated by reference from the
                           Registrant's Current Report on Form 8-K, dated June
                           8, 1998), and Agreement dated November 5, 1998, by
                           and among Concap, Inc. and Troxtel Holding Company
                           d/b/a Temporary Help Connection (incorporated by
                           reference from the Registrant's Current Report on
                           Form 8-K, dated November 15, 1998)

        Exhibit 27.1       Financial Data Schedule


        

(b)     Reports to be filed on Form 8-K
        The Company filed a Current Report on Form 8-K, dated June 8, 1998,
        reporting its acquisition of ITC. The Company filed a Current Report
        on Form 8-K, dated November 15, 1998, reporting the acquisition of
        Troxtel Holding Company, LLC d/b/a Temporary Help Connection.

        Pursuant to the requirements of the Securities Exchange Act of 1934,
        the Registrant has duly caused this report to be signed on its behalf
        by the undersigned thereunto duly authorized.

Date:    January 15, 1999              By: /s/ Scott Schuster
                                           -----------------------------------
                                           Scott Schuster, President

EX-27.1

 

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF CONCAP INC FOR THE THREE MONTHS ENDED NOVEMBER 30, 1998
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.

<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
       
                             
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAY-31-1998
<PERIOD-START>                             SEP-01-1998
<PERIOD-END>                               NOV-30-1998
<EXCHANGE-RATE>                                      1
<CASH>                                             147
<SECURITIES>                                         0
<RECEIVABLES>                                    1,338
<ALLOWANCES>                                        (5)
<INVENTORY>                                          0
<CURRENT-ASSETS>                                 1,480
<PP&E>                                             455
<DEPRECIATION>                                     (92)
<TOTAL-ASSETS>                                   1,843
<CURRENT-LIABILITIES>                            1,700
<BONDS>                                             37
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                             1
<OTHER-SE>                                         105
<TOTAL-LIABILITY-AND-EQUITY>                         0
<SALES>                                              0
<TOTAL-REVENUES>                                 2,521
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                 2,467
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                     54
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                        54
<EPS-PRIMARY>                                      .45
<EPS-DILUTED>                                        0